Ordinance No. 15,044 ORDINANCE NO. 15,044
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS,
AUTHORIZING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO
ATTEST TO AN EARNEST MONEY CONTRACT WITH TRINITY TABERNACLE
ASSEMBLY OF GOD, INC., FOR THE PURCHASE OF VACANT PROPERTY
LOCATED ALONG E. JAMES STREET, BAYTOWN, HARRIS COUNTY, TEXAS,
BEING MORE PARTICULARLY DESCRIBED AS TRACT 30, ABSTRACT 65,
WILLIAM SCOTT SURVEY, HARRIS COUNTY, TEXAS; AUTHORIZING PAYMENT
OF A PURCHASE PRICE FOR SUCH PROPERTY IN THE TOTAL AMOUNT OF FOUR
HUNDRED SEVENTY-FIVE THOUSAND AND NO/100 DOLLARS ($475,000.00);
MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE
EFFECTIVE DATE THEREOF.
*******************************************************************************************************
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes the City Manager
to execute and the City Clerk to attest to an Earnest Money Contract with Trinity Tabernacle Assembly of God,
Inc., for the purchase of property located along E. James Street, Baytown, Harris County, Texas, being more
particularly described as Tract 30, Abstract 65, William Scott Survey, Harris County, Texas. A copy of the
contract is attached hereto as Exhibit"A"and is incorporated herein for all intents and purposes.
Section 2: That the City Council of the City of Baytown authorizes payment of a purchase price for
the property subject to the contract authorized in Section 1 hereof in an amount of FOUR HUNDRED
SEVENTY-FIVE THOUSAND AND NO 100 DOLLARS ($475,000.00).
Section 3: That the City Manager is hereby granted general authority to approve any change order
involving a decrease or an increase in costs of FIFTY THOUSAND AND NO 100 DOLLARS ($50,000.00) or
less, provided that the amount stated in Section 2 hereof may not be increased by more than twenty-five percent
(250,6) or decreased by more than twenty-five percent(250o) without the consent of the owners to such decrease
unless otherwise provided for in the contract authorized in Section 1 hereinabove.
Section 4: This ordinance shall take effect immediately from and after its passage by the City Council
of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of
Baytown this the 10"day of March,2022.
BRANDON APE ILLO,May-or
AT EST:
�F°gAYTO°yy�V
ANGELA JOLCKSON, City Cl o cn
YV�YO , °°O
APPROVED AS TO FORM: � 4';A�°�,.,a°-°°�Qrl
TREVOR FANNING, Interim City Attorney
R.Karen Anderson ORDINANCES 2021'2022.02.24 EamestMoneyContract-TrinrtyTabemacle.docx
EXHIBIT "A"
EARNEST MONEY CONTRACT
STATE OF TEXAS §
COUNTY OF HARRIS §
This Earnest Money Contract is made and entered into this Lgday of & b e y J r ,2022,by
and between the CITY OF BAYTOWN,a municipal corporation located in Harris and Chambots Counties,
Texas, hereinafter known as the "Buyer," and TRINITY TABERNACLE ASSEMBLY OF GOD, INC.,
hereinafter known as the"Seller." The Buyer and Seller shall hereinafter be known as the"Parties."
I.
IN GENERAL
Subject to Article II hereof,the Seller agrees to sell and convey to Buyer and Buyer agrees to buy
from Seller the property described below.
H.
CONTINGENCY
This Agreement and the Buyer's obligations herein are expressly contingent upon (i) an
environmental site assessment satisfactory to the Buyer and (ii) the City Council's approval of this
Agreement.
III.
PROPERTY
The property subject to this Agreement is a 5.46-acre tract, being Tract 30, William Scott Lower
League,Abstract No.65,Harris County,Texas,and more fully described in Exhibit"A,"which is attached
hereto and incorporated herein for all intents and purposes,and hereinafter referred to as the"Property."
IV.
SALES PRICE
The sales price of the above-referenced property shall be FOUR HUNDRED SEVENTY-FIVE
THOUSAND AND NO/100 DOLLARS($475,000.00)hereinafter"Sales Price,"which sum shall be paid
in full at closing on the Property.
V.
EARNEST MONEY
Buyer shall deposit ONE THOUSAND AND NO/100 DOLLARS ($1,000.00)as earnest money
with Chicago Title Insurance Company located at 407 W. Baker Road, Suite Z, Baytown, TX 77521, as
Escrow Agent,upon execution of this Agreement by both parties.
Earnest Money Contract.Page 1
VI.
TITLE POLICY AND SURVEY
Seller shall obtain at Buyer's sole cost and expense an Owner's Policy of Title Insurance(the"Title
Policy") issued by Chicago Title Insurance Company("Title Company")in the amount of the Sales Price,
dated at or after closing,insuring Buyer against loss under the provisions of the Title Policy subject to the
promulgated exclusions(including existing building and zoning ordinances)and the following exceptions:
(1) restrictive covenants common to the platted subdivision in which the Property is located;
(2) the standard printed exception for standby fees,taxes and assessments;
(3) utility easements created by the dedication deed or plat of the subdivision in which the
Property is located;
(4) reservations or exceptions otherwise permitted by this Agreement or as may be approved
by Buyer in writing;
(5) the standard printed exception as to discrepancies,conflicts,shortages in area or boundary
lines,encroachments or protrusions or overlapping improvements;
(6) the standard printed exception as to marital rights;and
(7) the standard printed exception as to waters,tidelands,beaches,streams,and related matters.
Within twenty(20) days after the Title Company receives a copy of this Agreement, Seller shall
famish to Buyer a commitment for Title Insurance (the "Commitment") and, at Buyer's expense, legible
copies of restrictive covenants and documents evidencing exceptions in the Commitment other than the
standard printed exceptions. Seller authorizes the Title Company to mail or hand-deliver the Commitment
and related documents to Buyer at Buyer's address shown below. If the Commitment is not delivered to
Buyer within the specified time, the time for delivery shall be automatically extended up to fifteen (15)
days. Buyer shall have ten (10) days after the receipt of the Commitment to object in writing to matters
disclosed in the Commitment. Buyer may object to existing building and zoning ordinances and items(1)
through(7)listed above if Buyer determines that any such ordinance or item prohibits the proposed use of
the Property as hereinafter described.
Within ten (10) days after Buyer's receipt of a survey plat, Buyer may object in writing to any
matter which constitutes a defect or encumbrance to title shown on a survey plat obtained by Buyer at the
expense of Seller. The survey shall be made by a Registered Professional Land Surveyor acceptable to the
Title Company and the Buyer. The plat shall (a) identify the Property by metes and bounds or platted lot
description; (b) show that the survey was made and staked on the ground with the corners permanently
marked; (c) set forth the dimensions and total area of the Property; (d) show the location of all
improvements,highways,streets,roads,railroads,rivers,creeks or other waterways,fences,easements and
rights-of-way on the Property with all easements and rights-of-way referenced to their recording
information; (e) show any discrepancies or conflicts in boundaries, any visible encroachments, and any
portion of the Property lying within the one hundred(100)year flood plain as shown on the current Federal
Emergency Management Agency map; and(f)contain the surveyor's certificate that the survey as shown
by the plat is true and correct.
Utility easements created by the dedication deed and plat of the subdivision in which the Property
is located shall not be a basis for objection. Buyer's failure to object under this article within the time
allowed shall constitute a waiver of Buyer's right to object except that the requirements in Schedule C of
the Commitment shall not be deemed to have been waived. If objections are made by Buyer, Seller shall
cure the objection within twenty(20)days after the date Seller receives them and the Closing Date shall be
extended as necessary. If objections are not cured by the extended Closing Date, this Agreement shall
terminate and the Earnest Money shall be refunded to Buyer,unless Buyer elects to waive the objections.
1~amest Money Contract.Page 2
VII.
CLOSING
The closing of the sale shall be on or before the 251'day of March,2022,or within seven(7)days
after objections to title, inspection report, environmental assessment and/or survey have been cured,
whichever date is later,such date hereinafter referred to as"Closing Date." If either party fails to close this
sale by the Closing Date herein specified,the non-defaulting party shall be entitled to exercise any remedies
contained in Article XII hereof. At closing, Seller shall furnish tax statements or certificates showing no
delinquent taxes are due and owing on the Property, and Seller shall tender a General Warranty Deed
conveying good and indefeasible title showing no additional exceptions, other than those not objected to
by Buyer or waived by Buyer pursuant to Article VI hereof.
VIII.
POSSESSION
The possession of the Property shall be delivered to Buyer at closing.
IX.
SALES EXPENSES
The following expenses shall be paid at or prior to closing:
A. Buyer shall be responsible for the expenses associated with the appraisal; environmental
assessments;preparation of deed; escrow fee;and other expenses stipulated to be paid by
Buyer under other provisions of this Agreement.
B. Seller shall be responsible for the expenses associated with the following: releases of
existing liens, including prepayment penalties and recording fees; release of Seller's loan
liability; any taxes assessed prior to the Closing Date; tax statements or certificates; and
other expenses stipulated to be paid by Seller under other provisions of this Agreement.
X.
PRORATIONS
Current taxes,any rents,maintenance fees,and assessments shall be prorated through the Closing
Date. If the amount of the ad valorem taxes for the year in which the sale is closed is not available on the
Closing Date,proration of the taxes shall be made on the basis of the taxes assessed in the previous year.
XI.
CHARGES DUE TO SELLER'S CHANGE IN USE
If Seller's change in use of the Property prior to the closing or denial of a special use valuation on
the Property claimed by Seller results in the assessment of additional taxes for periods prior to closing,the
additional taxes shall be the obligation of the Seller. Obligations imposed by this article shall survive
closing.
)gamest Money Contract.Page 3
XII.
DEFAULT
If Buyer fails to comply with this Agreement,Buyer shall be in default,and Seller may(a)enforce
specific performance, seek such other relief as may be provided by law, or both, or (b) terminate this
Agreement and receive the Earnest Money as liquidated damages,thereby releasing both parties from this
Agreement. If Seller is unable without fault to deliver the Commitment within the time allowed, Buyer
may either terminate this Agreement and receive the Earnest Money as the sole remedy or extend the time
for performance up to fifteen(15)days and the Closing Date shall be extended as necessary at the discretion
of the Buyer. If Seller fails to comply with this Agreement for any other reason,Seller shall be in default
and Buyer may either(a)enforce specific performance,seek such other relief as may be provided by law,
or both, or(b)terminate this Agreement,receive the Earnest Money,and seek such other relief as may be
provided by law,thereby releasing both parties to this Agreement.
XIII.
ESCROW
The Earnest Money is deposited with Escrow Agent with the understanding that Escrow Agent is
not(a)a party to this Agreement and does not have any liability for the performance or non-performance
of any party to this Agreement, (b) liable for interest on the Earnest Money, or(c) liable for any loss of
Earnest Money caused by the failure of a financial institution in which the Earnest Money has been
deposited unless the financial institution is acting as Escrow Agent. If either party makes demand for the
payment of the Earnest Money, Escrow Agent has the right to require from all parties a written release of
liability of Escrow Agent for disbursement of the Earnest Money. Any refund or disbursement of Earnest
Money under this Agreement shall be reduced by the amount of unpaid expenses incurred on behalf of the
party receiving the Earnest Money,and Escrow Agent shall pay the same to the creditors thereto. At closing
the Earnest Money shall be refunded to Buyer. Demands and notices required by this paragraph shall be in
writing and delivered by hand delivery or by certified mail,return receipt requested.
XIV.
REPRESENTATIONS
Seller represents that as of the Closing Date there will be no liens, assessments, or Uniform
Commercial Code or other security interests against any of the Property which will not be satisfied out of
the Sales Price,other than ad valorem taxes. If any representation in this Agreement is untrue on the Closing
Date,this Agreement may be terminated by Buyer and the Earnest Money shall be refunded to Buyer. All
representations contained in this Agreement shall survive the closing.
XV.
SALE OF INTEREST
The Seller may not sell or assign all or part interest in the Property to another party or parties
without the express prior written approval of the City Manager of such sale or assignment,nor shall Seller
assign any monies due or to become due to it hereunder without the previous consent of the City Manager.
It is expressly understood and agreed that this provision shall only apply to the Property as defined in Article
M.
Earnest Money Contract.Page 4
XVI.
NOTICES
All notices required to be given hereunder shall be given in writing, in person or by overnight,
certified or registered mail,return receipt requested at the respective addresses of the parties set forth herein
or at such other address as may be designated in writing by either party. Notice given by mail shall be
deemed given three(3)days after the date of mailing thereof to the following addresses:
SELLER
Trinity Tabernacle Assembly of God, Inc.
Attn:Pastor Rob Guy
1008 E.Lobit Street
Baytown,TX 77520
BUYER
City of Baytown
Attn: City Manager
P.O. Box 424
Baytown,TX 77522
XVII.
FEDERAL TAX REQUIREMENTS
If Seller is a"foreign person" as defined by applicable law or if Seller fails to deliver an affidavit
that Seller is not a"foreign person,"then Buyer shall withhold from the sales proceeds an amount sufficient
to comply with the applicable tax law and deliver the same to the Internal Revenue Service together with
appropriate tax forms. IRS regulations require the filing of written reports if cash in excess of specified
amounts is received in the transaction.
XVIII.
USE
The intended use of the Property by Buyer is for municipal purposes. If Buyer ascertains that
applicable zoning ordinances, easements, restrictions or governmental laws, rules or regulations prevent
such intended uses, and Buyer notifies Seller within thirty (30) days after the effective date of this
Agreement(but in all events at least seven(7)days prior to closing)of Buyer's inability to use the property
as herein proposed, the Agreement shall terminate and the Earnest Money shall be refunded to Buyer.
Buyer's failure to give the notice within the required time shall constitute Buyer's acceptance of the
Property.
XIX.
NON-WAIVER
Failure of either party hereto to insist on the strict performance of any of the agreements herein or
to exercise any rights or remedies accruing thereunder upon default or failure of performance shall not be
considered a waiver of the right to insist on and to enforce by an appropriate remedy,strict compliance with
any other obligation hereunder to exercise any right or remedy occurring as a result of any future default or
failure of performance.
Earnest Money Contract.Page 5
XX.
GOVERNING LAW
This Agreement shall in all respects be interpreted and construed in accordance with and governed
by the laws of the State of Texas and the City of Baytown, regardless of the place of its execution or
performance. The place of making and the place of performance for all purposes shall be Baytown,Hams
County,Texas.
XXI.
SEVERABILITY
All parties agree that should any provision of this Agreement be determined to be invalid or
unenforceable,such determination shall not affect any other term of this Agreement,which shall continue
in full force and effect.
XXII.
NO RIGHT TO ARBITRATION
Notwithstanding anything to the contrary contained in this Agreement, the Buyer and the Seller
hereby agree that no claim or dispute between the Buyer and the Seller arising out of or relating to this
Agreement shall be decided by any arbitration proceeding, including, without limitation, any proceeding
under the Federal Arbitration Act (9 U.S.C. Sections 1-14), or any applicable state arbitration statute,
including,but not limited to, the Texas General Arbitration Act,provided that in the event that the Buyer
is subjected to an arbitration proceeding notwithstanding this provision,the Seller consents to be joined in
the arbitration proceeding if the Seller's presence is required or requested by the Buyer for complete relief
to be recorded in the arbitration proceeding.
XXIII.
COMPLETE AGREEMENT
This Agreement contains all the agreements of the parties relating to the subject matter hereof and
is the full and final expression of the agreement between the parties.
XXIV.
AUTHORITY
The persons executing this Agreement on behalf of the parties hereby represent that such persons
have full authority to execute this Agreement and to bind the party he/she represents.
XXV.
EXPIRATION
This Contract shall expire if not signed by the Seller on or before the P' day of March,2022.
Earnest Money Contract.Page 6
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies,
each of which shall be deemed to be an original, but all of which shall constitute but one and the same
Agreement on the day of .2022,the date of execution by the Seller.
BUYER: CITY OF BAYTOWN,TEXAS
RICHARD L. DAVIS,City Manager
ATTEST:
ANGELA JACKSON,City Clerk
APPROVED AS TO FORM:
TREVOR FANNING,Interim City Attorney
SELLER: TRINITY TABERNACLE
ASSEMBLY OF GOD,INC.
v" a 4441'
(Signature)
R&14 O(A, deV5-
(Printed Name)
(Title)
STATE OF TEXAS §
COUNTY OF HARRIS §
Before me, 1IS 14k the undersigned notary public, on this
day personally appeared 1 , the of Trinity
Tabernacle Assembly of God, Inc., the owner of the above-described Property, knbwn to me to be the
person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the
same for the purposes and consideration therein expressed.
SUBSCRIBED AND SWORN before me this A day of SjVua 2022.
TAMARRAH BLAKE
�`'' ••AV
•` ': No Public in and for the State of Texas
s'� :Notary Public,State of Texas �
R:\Kaeo Horn B• } �\(�S18I1!� � tit of God Utter of ImcnAEemestMoncyContract-Trinity Tabernacle Assembly of God.docx
,.%`% Notary ID 131411417
Eamest Money Contract.Page 7
ANT
IL
Lu Z w
-1 0 -j
V o vo
z (D z 0
w LJ- W U- Ln
LLJ o LU
Ln m t,) M
0
m >j LLJ V) 0< z
-
co 3:
0 2 < 0 2 LLJ 0
0 0 0) uj Cj LU 00
V- 0 tn C:p
It 0 Ln LLJ x fl,Ln V)
O o < o t-- H <
GS 0)
c
tv
LZ
z V) <
c
CL 0- CL
2 R 2 2 m fa
CL < 0- CL CL
....... ......
All
4
t4
al
lu
Exhibit "A"
Being a 5.46 acre tract or parcel of land situated in the WILLIAM SCOTT LOWER LEAGUE,
Abstract No. 65, Harris County, Texas, being a part of the William Wright 300 acre tract and a
part of that certain tract of land called 5.94 acres conveyed by William Wright to M. Wilkenfeld
by deed dated September 1, 1938, recorded in Volume 1104 at Page 158 of the Deed Records of
Hams County,Texas,said 5.46 acre tract or parcel of land herein described being more particularly
described by metes and bounds as follows:
COMMENCING at a 5/8" iron rod found in the Northerly most right-of-way line of East James
Avenue at its Intersection with the Easterly most right-of-way line of Tenth Street, said iron rod
bears South 71° 00' East a distance of 410.30 feet from the Northerly most right-of-way line of
East James Avenue at its intersection with the Easterly most right-of-way line of State Highway
No. 146, said iron rod being the Southwesterly most comer of the said M. Wilkenfeld tract called
5.94 acres;
THENCE South 71° 00' East along the Northerly most right-of-way line of East James Avenue
and the Southerly most line of the said M. Wilkenfeld tract called 5.94 acres,a distance of 136.51
feet to a 5/8" iron rod found for the Southerly most Southwest comer of the herein described tract
and POINT OF BEGINNING;
THENCE South 71°00' East continuing along the Northerly most right-of-way line of East James
Avenue and the Southerly said M. Wilkenfeld tract called 5.94 acres, a distance of 722.09 feet to
a 1/2" iron rod set In the Northerly most right-of-way line of East James Avenue at its intersection
with the Westerly most right-of-way line of Danubina Street,said iron rod being the Southeasterly
most comer of the said M. Wilkenfeld tract called 5.94 acres and the Southeasterly most corner of
the herein described tract;
THENCE North 21° 19' East along the Westerly most right-of-way line of Danubina Street
and the Easterly most line of the said M. Wilkenfeld tract called 5.94 acres, a distance of 284.98
feet to a 1/2" iron rod set in the Westerly most right-of-way line of Danubina Street at its
intersection with the Southerly most right-of-way line of East Lobit Avenue, said iron rod being
the Northeasterly most corner of the said M. Wilkenfeld tract called 5.94 acres and the
Northeasterly most comer of the herein described tract;
THENCE North 68° 41' West along the Southerly most right-of-way line of East Lobit Avenue
and the Northerly most line of the said M.Wilkenfeld tract called 5.94 acres,a distance of 857.90
feet to a 1/2" iron rod set in the Southerly most right-of-way line of East Lobit Avenue at its
intersection with the Easterly most right-of-way line of Tenth Street, said iron rod being the
Northwesterly most comer of the said M.Wilkenfeld tract called 5.94 acres and the Northwesterly
most comer of the herein described tract;
THENCE South 210 19' West along the Easterly most right-of-way line of Tenth Street and the
Westerly most line of the said M.Wilkenfeld tract called 5.94 acres, a distance of 159.84 feet to a
5/8" iron rod found for a corner of the herein described tract, said iron rod being also the
Northwesterly most comer of a 0.4962 acre tract of land out of the said M. Wilkenfeld called 5.94
acres,said 0.4962 acre tract being the same tract described in Contract of Sale entered into by and
between the Fuller Family Trust,created under that certain trust agreement dated October 13, 1987,
acting through its duly authorized Trustee, Clyde L. Fuller, referred to as "seller" and Clayton
Wright and wife Zelda Wright,referred to as "purchasers";
Exhibit"A,"Page 2
Exhibit "A"
THENCE South 690 50' 30" East over and across the said M. Wilkenfeld tract called 5.94 acres
and with the Northerly most line of the said 0.4962 acre Clayton Wright and wife Zelda Wright
tract described in the above mentioned Contract of Sale, a distance of 136.43 feet to a 5/8" iron
rod found for the Northeasterly most corner of the said 0.4962 acre tract and an interior corner of
the herein described tract;
THENCE South 21° 19' West continuing over and across the said M.Wilkenfeld tract called 5.94
acres and with the Easterly most line of the said 0.4962 acre tract,a distance of 157.09 feet to the
POINT OF BEGINNING,containing 5.46 acres of land.
Exhibit"A"Page 3