ST9905-AG080513AGENDA REQUEST FORM T " E . ` ' T Y a F DEPT: Engineering
COPPELL
DATE: May 13, 2008
o
F
ITEM #: 14/C
E] WORK SESSION IZI CONSENT 1:1 REGULAR
ITEM , TYPE: CONTRACT /BID or PROPOSAL
ITEM CAPTION:
Consider approval of an amendment to the "Agreement of Exchange of Property" between the City of Coppell and
Chadick Capital L.P. approved March 27, 2007; for the exchange of property to allow the construction of drainage
improvements on the Bethel Road Project; and authorizing the City Manager to sign.
GOAL(S):
1"
EXECUTIVE SUMMARY:
Approval of this amendment to the agreement will allow the construction of the drainage improvements on the
Bethel Road project to continue.
Staff will be available to answer any questions at the council meeting.
FINANCIAL COMMENTS:
RECOI YMENDED ACTION:
Staff recommends approval of the amended agreement between the
City of Coppell and Chadick Capital L.P.
ACTION TAKEN BY COUNCIL:
APPROVED BY
CITY COUNCIL
ON ABOVE DATE
Motion to Approve
M - Peters
S - Hunt
Vote - 7 -0 • Libby Ball
12 30: 0
12:30:40
- 05
#Revised Bethel Rd Drainage Agmt
T H E C 1 T Y O F
COPPELL
T � O
MEMORANDUM
TO: Mayor and City Council
FROM: Kenneth M. Griffin, P.E., Director of Engineering and Public Works
DATE: May 13, 2008
REF: Consider approval of an amendment to the "Agreement of Exchange of
Property" between the City of Coppell and Chadick Capital L.P. approved
March 27, 2007; for the exchange of property to allow the construction of
drainage improvements on the Bethel Road Project; and authorizing the City
Manager to sign.
On March 27, 2007 Council approved an agreement to exchange property that the City of
Coppell owned on the south side of Bethel Road for property that Mr. Chadick owned on the
north side of Bethel Road that was needed for the construction of drainage improvements
associated with the Bethel Road Phase 1 project. After the agreement was approved by City
Council and after numerous meetings and phone calls with Mr. Chadick, it became obvious that
the original agreement was not acceptable to Mr. Chadick.
The reason for the holdup concerned mineral rights. Mr. Chadick had previously sold his
mineral rights for the property lie was trading to the City and wished to retain those mineral
rights. He also requested that the City give him the mineral rights on the property we were
exchanging for his property. Because he was retaining mineral rights, our attorney indicated it
would not be a fair exchange if we also gave him the mineral rights from our property. There
were several meetings and phone calls between my office, our attorney and Mr. Chadick
concerning restructuring the agreement for the exchange of lands. Mr. Chadick now fully
understands that the City will not convey its mineral rights on the property we are exchanging for
portions of his property where he has already sold his rights. Therefore, we have revised the
agreement to satisfy both parties.
The original agreement had the City exchanging our Parcel One for Mr. Chadick's Parcel Two
and a portion of Parcel Three. Parcel Two is being obtained for the sole purpose of creating a
drainage easement to contain channel improvements as required by the US Army Corps of
Engineers. Parcel Three is right -of -way necessary on the corner for the widening of Coppell
Road and Bethel Road. The revised exchange will again have the City exchanging Parcel One
for Parcel Two, but instead of using Parcel Three, we will be using the drainage easement
associated with Parcel Five. These are all shown on the attached exhibit.
We are exchanging 16,537 square feet of Parcel One for 11,917 square feet of Parcel Two and
9,586 square feet of Parcel Five. In essence, we are exchanging 16,537 feet for a total of 21,503
feet. We will then purchase Parcels Three, Four and the right -of -way portion of Parcel Five for
an approximate total of $28,736.00.
The only change to the agreement previously approved by Council in March 2007 is clarification
that the City is retaining the mineral rights, and Exhibit B -2. The original Exhibit B -2 was an
exhibit showing Parcel Three, the revised Exhibit B -2 is an exhibit showing the drainage
easement associated with Parcel Five.
Staff recommends approval of the amendment to the "Agreement of Exchange of Property"
between the City of Coppell and Chadick Capital, LP and will be available to answer any
questions at the council meeting.
City of Coppell & Chadick
Land Transfer & Purchase
ail
1. Trade City owned Parcel 1 (red)
for Chadick owned Parcel 2
Drainage Easement (blue) and
Parcel 5 Drainage Easement (blue)
2. Purchase Chadick owned Parcel 3
Right of Min thremAml Dnrr-gal A Ri ght of Min
jr U Y I U Y
(purple) and Parcel 5 Right of Way (green)
'arcel 5 (1,599 sq. ft.)
Ri-qht of Wav
NVI
Mr. 111.7
e.
Parcel 4 (609 Isq. ft.)
x
jo
1. Trade City owned Parcel 1 (red)
for Chadick owned Parcel 2
Drainage Easement (blue) and
Parcel 5 Drainage Easement (blue)
2. Purchase Chadick owned Parcel 3
Right of Min thremAml Dnrr-gal A Ri ght of Min
jr U Y I U Y
(purple) and Parcel 5 Right of Way (green)
'arcel 5 (1,599 sq. ft.)
Ri-qht of Wav
NVI
Mr. 111.7
e.
Parcel 4 (609 Isq. ft.)
Right of Way
jo
4
4
-el 1 (16,537 sq.
i L`i
200 0 200 400 Feet
M
AGREEMENT OF EXCHANGE OF PROPERTY
THIS AGREEMENT OF EXCHANGE OF PROPERTY ( "Agreement ") is made by and
between the City of Coppell, Texas ( "City "), a Municipal Corporation under the laws of the State
of Texas, and Chadick Capital L.P. ( "Chadick ").
I.
Property Exchange
1.01 Citv to Chadick City agrees to exchange and convey unto Chadick, and
Chadick agrees to exchange and accept from City all of that certain tract of real property located
in Dallas County, Texas, consisting of approximately sixteen thousand five hundred thirty -seven
(16,537) square feet and being more particularly described in Exhibit "A," which is attached
hereto and incorporated herein for all purposes, save and except mineral rights, for the
consideration and subject to the terms, covenants, conditions and provisions herein set forth.
1.02 Chadick to City Chadick agrees to exchange and convey unto City, and City
agrees to exchange and accept from Chadick all of that certain tract of real property located in
Dallas County, Texas, consisting of approximately sixteen thousand five hundred thirty -seven
(16,537) square feet and being more particularly described in Exhibits "B 1" and "132" which are
attached hereto and incorporated herein for all purposes, save and except mineral rights, for the
consideration and subject to the terms, covenants, conditions and provisions herein set forth.
II.
Consideration
2.01 Purchase Price The purchase price and /or exchange to be paid for the sale,
exchange and conveyance shall be as follows:
(a) For the property described by metes and bounds in Exhibit "A," Chadick
shall pay to the City the purchase /exchange price of ten dollars ($10.00); and as further
consideration, Chadick shall convey unto City the property described in Exhibits "B1" and "132 ";
and
(b) For the property described by metes and bounds in Exhibits `B 1 " and
"132 ", City shall pay to Chadick the purchase /exchange price of ten dollars ($10.00); and as
further consideration, City shall convey unto Chadick the property described in Exhibit "A."
III.
Inspection
3.01 Inspection Obligations
(a) Chadick and Chadick's Contractors shall: (1) not disturb the tenants, if
any, of the Property; (ii) not damage any part of the Property; (iii) nor injure or otherwise cause
Page 1
10757
bodily harm to City, its agents, contractors, employees or tenants; (iv) maintain general liability
(occurrence) insurance in terms and amounts satisfactory to City covering any accident arising in
connection with the presence of the Chadick, its agents and representatives on the Property; (v)
promptly pay when due the costs of all tests, investigations, and examinations done with regard
to the Property; (vi) not permit any liens to attach to the Property by reason of the exercise of its
rights hereunder; and, (vii) restore the surface of the Property to the condition in which the same
was found before any permitted inspections or tests were undertaken. The obligations of
Chadick created pursuant to this Agreement are called "Chadick's Inspection Obligations."
Notwithstanding any provision of this Agreement to the contrary, no termination of this
Agreement shall terminate the Chadick's Inspection Obligations, and the limitations of damages
as set forth in this Agreement shall not apply to any cause of action arising out of a breach of the
Chadick's Inspection Obligations.
(b) City and City's Contractors shall: (i) not disturb the tenants, if any, of the
Property; (ii) not damage any part of the Property; (iii) nor injure or otherwise cause bodily harm
to Chadick, its agents, contractors, employees or tenants; (iv) maintain general liability
(occurrence) insurance in terms and amounts satisfactory to Chadick covering any accident
arising in connection with the presence of the City, its agents and representatives on the
Property; (v) promptly pay when due the costs of all tests, investigations, and examinations done
with regard to the Property; (vi) not permit any liens to attach to the Property by reason of the
exercise of its rights hereunder; and, (vii) restore the surface of the Property to the condition in
which the same was found before any permitted inspections or tests were undertaken. The
obligations of City created pursuant to this Agreement are called "City's Inspection Obligations."
Notwithstanding any provision of this Agreement to the contrary, no termination of this
Agreement shall terminate the City's Inspection Obligations, and the limitations of damages as
set forth in this Agreement shall not apply to any cause of action arising out of a breach of the
City's Inspection Obligations.
3.02 Property Conveyed "AS IS "
(a) CHADICK ACKNOWLEDGES AND AGREES THAT CITY IS
NOT MAKING AND SPECIFICALLY DISCLAIMS ANY WARRANTIES OR
REPRESENTATIONS OF ANY HIND OR CHARACTER, EXPRESSED OR IMPLIED,
WITH RESPECT TO THE PROPERTY, INCLUDING BUT NOT LIMITED TO,
WARRANTIES OR REPRESENTATIONS AS TO MATTERS OF TITLE (OTHER
THAN CITY'S WARRANTY OF TITLE SET FORTH IN THE SPECIAL WARRANTY
DEED TO BE DELIVERED AT CLOSING), ZONING, TAX CONSEQUENCES,
PHYSICAL OR ENVIRONMENTAL CONDITIONS, AVAILABILITY OF ACCESS,
INGRESS OR EGRESS, OPERATING HISTORY OR PROJECTIONS, VALUATION,
GOVERNMENTAL APPROVALS, GOVERNMENTAL REGULATIONS OR ANY
OTHER MATTER OR THING RELATING TO OR AFFECTING THE PROPERTY
INCLUDING, WITHOUT LIMITATION: (A) THE VALUE, CONDITION,
MERCHANTABILITY, MARKETABILITY, PROFITABILITY, SUITABILITY OR
FITNESS FOR A PARTICULAR USE OR PURPOSE OF THE PROPERTY; AND (B)
THE MANNER, QUALITY, STATE OF REPAIR OR LACK OF REPAIR OF THE
PROPERTY. CHADICK AGREES THAT WITH RESPECT TO THE PROPERTY,
Page 2
10757
CHADICK HAS NOT RELIED UPON AND WILL NOT RELY UPON, EITHER
DIRECTLY OR INDIRECTLY, ANY STATEMENT, REPRESENTATION OR
WARRANTY OF CITY OR ANY AGENT OF CITY. CHADICK REPRESENTS THAT
IT IS A KNOWLEDGEABLE CHADICK OF REAL ESTATE AND THAT IT IS
RELYING SOLELY ON ITS OWN EXPERTISE AND THAT OF CHADICK'S
CONTRACTORS, AND THAT CHADICK WILL CONDUCT SUCH INSPECTIONS
AND INVESTIGATIONS OF THE PROPERTY, INCLUDING, BUT NOT LIMITED TO,
THE PHYSICAL AND ENVIRONMENTAL CONDITIONS THEREOF, AND SHALL
RELY UPON SAME, AND, UPON CLOSING, SHALL ASSUME THE RISK THAT
ADVERSE MATTERS, INCLUDING, BUT NOT LIMITED TO, ADVERSE PHYSICAL
AND ENVIRONMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY
CHADICK'S INSPECTIONS AND INVESTIGATIONS. CHADICK ACKNOWLEDGES
AND AGREES THAT UPON CLOSING, CITY SHALL SELL AND CONVEY TO
CHADICK AND CHADICK SHALL ACCEPT THE PROPERTY AS IS, WHERE IS,
WITH ALL FAULTS, AND CHADICK FURTHER ACKNOWLEDGES AND AGREES
THAT THERE ARE NO ORAL AGREEMENTS, WARRANTIES OR
REPRESENTATIONS, COLLATERAL TO OR AFFECTING THE PROPERTY BY
CITY, ANY AGENT OF CITY OR ANY THIRD PARTY. THE TERMS AND
CONDITIONS OF THIS SECTION SHALL EXPRESSLY SURVIVE THE CLOSING
AND NOT MERGE THEREIN AND SHALL BE INCORPORATED INTO THE
SPECIAL WARRANTY DEED. CITY IS NOT LIABLE OR BOUND IN ANY MANNER
BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, OR
INFORMATION PERTAINING TO THE PROPERTY FURNISHED BY ANY REAL
ESTATE BROKER, AGENT, EMPLOYEE, SERVANT OR OTHER PERSON, UNLESS
THE SAME ARE SPECIFICALLY SET FORTH OR REFERRED TO HEREIN.
(b) CITY ACKNOWLEDGES AND AGREES THAT CHADICK IS NOT
MAKING AND SPECIFICALLY DISCLAIMS ANY WARRANTIES OR
REPRESENTATIONS OF ANY KIND OR CHARACTER, EXPRESSED OR IMPLIED,
WITH RESPECT TO THE PROPERTY, INCLUDING BUT NOT LIMITED TO,
WARRANTIES OR REPRESENTATIONS AS TO MATTERS OF TITLE (OTHER
THAN CHADICK'S WARRANTY OF TITLE SET FORTH IN THE SPECIAL
WARRANTY DEED TO BE DELIVERED AT CLOSING), ZONING, TAX
CONSEQUENCES, PHYSICAL OR ENVIRONMENTAL CONDITIONS,
AVAILABILITY OF ACCESS, INGRESS OR EGRESS, OPERATING HISTORY OR
PROJECTIONS, VALUATION, GOVERNMENTAL APPROVALS, GOVERNMENTAL
REGULATIONS OR ANY OTHER MATTER OR THING RELATING TO OR
AFFECTING THE PROPERTY INCLUDING, WITHOUT LIMITATION: (A) THE
VALUE, CONDITION, MERCHANTABILITY, MARKETABILITY, PROFITABILITY,
SUITABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE OF THE
PROPERTY; AND (B) THE MANNER, QUALITY, STATE OF REPAIR OR LACK OF
REPAIR OF THE PROPERTY. CITY AGREES THAT WITH RESPECT TO THE
PROPERTY, CITY HAS NOT RELIED UPON AND WILL NOT RELY UPON, EITHER
DIRECTLY OR INDIRECTLY, ANY STATEMENT, REPRESENTATION OR
WARRANTY OF CHADICK OR ANY AGENT OF CHADICK. CITY REPRESENTS
THAT IT IS A KNOWLEDGEABLE CITY OF REAL ESTATE AND THAT IT IS
Page 3
10757
RELYING SOLELY ON ITS OWN EXPERTISE AND THAT OF CITY'S
CONTRACTORS, AND THAT CITY WILL CONDUCT SUCH INSPECTIONS AND
INVESTIGATIONS OF THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, THE
PHYSICAL AND ENVIRONMENTAL CONDITIONS THEREOF, AND SHALL RELY
UPON SAME, AND, UPON CLOSING, SHALL ASSUME THE RISK THAT ADVERSE
:MATTERS, INCLUDING, BUT NOT LIMITED TO, ADVERSE PHYSICAL AND
ENVIRONMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY
CHADICK'S INSPECTIONS AND INVESTIGATIONS. CITY ACKNOWLEDGES AND
AGREES THAT UPON CLOSING, CHADICK SHALL SELL AND CONVEY TO CITY
AND CITY SHALL ACCEPT THE PROPERTY AS IS, WHERE IS, WITH ALL
FAULTS, AND CITY FURTHER ACKNOWLEDGES AND AGREES THAT THERE
ARE NO ORAL AGREEMENTS, WARRANTIES OR REPRESENTATIONS,
COLLATERAL TO OR AFFECTING THE PROPERTY BY CHADICK, ANY AGENT
OF CHADICK OR ANY THIRD PARTY. THE TERMS AND CONDITIONS OF THIS
SECTION SHALL EXPRESSLY SURVIVE THE CLOSING AND NOT MERGE
THEREIN AND SHALL BE INCORPORATED INTO THE SPECIAL WARRANTY
DEED. CHADICK IS NOT LIABLE OR BOUND IN ANY MANNER BY ANY VERBAL
OR WRITTEN STATEMENTS, REPRESENTATIONS, OR INFORMATION
PERTAINING TO THE PROPERTY FURNISHED BY ANY REAL ESTATE BROKER,
AGENT, EMPLOYEE, SERVANT OR OTHER PERSON, UNLESS THE SAME ARE
SPECIFICALLY SET FORTH OR REFERRED TO HEREIN.
3.03 Environmental Studies
(a) As additional consideration for the transactions contemplated herein,
Chadick agrees that it will provide to City immediately following the receipt of same by Chadick
copies of any and all reports, tests or studies involving hazardous materials (hereafter defined)
on, under or at the Property which reports, tests or studies shall be addressed to both the City and
Chadick at no cost to City; provided, however, Chadick shall have no obligations to cause any
such tests or studies to be performed on the Property.
(b) As additional consideration for the transactions contemplated herein, City
agrees that it will provide to Chadick immediately following the receipt of same by City copies
of any and all reports, tests or studies involving hazardous materials (hereafter defined) on, under
or at the Property which reports, tests or studies shall be addressed to both the Chadick and City
at no cost to Chadick; provided, however, City shall have no obligations to cause any such tests
or studies to be performed on the Property.
3.04 Release and Indemnity
(a) CHADICK RELEASES, INDEMNIFIES AND HOLDS CITY
HARMLESS FROM ALL CLAIMS, CAUSES OF ACTION AND EXPENSES
(INCLUDING THOSE ASSERTED AGAINST OR INCURRED BY CITY) WHICH
ARISE OUT OF OR RELATE TO THE PRESENCE, GENERATION, TREATMENT OR
DISPOSITION OF HAZARDOUS MATERIALS ON, UNDER OR AT THE PROPERTY
Page 4
10757
OR ANY PROPERTY NEAR THE PROPERTY. THIS SECTION SHALL SURVIVE
CLOSING UNTIL FULLY PERFORMED.
(b) CITY RELEASES, INDEMNIFIES AND HOLDS CHADICK
HARMLESS FROM ALL CLAIMS, CAUSES OF ACTION AND EXPENSES
(INCLUDING THOSE ASSERTED AGAINST OR INCURRED BY CHADICK) WHICH
ARISE OUT OF OR RELATE TO THE PRESENCE, GENERATION, TREATMENT OR
DISPOSITION OF HAZARDOUS MATERIALS ON, UNDER OR AT THE PROPERTY
OR ANY PROPERTY NEAR THE PROPERTY. THIS SECTION SHALL SURVIVE
CLOSING UNTIL FULLY PERFORMED.
IV.
Survey
4.01 Chadick Survey. Within fifteen (15) days after the Effective Date, City shall
g Sur
deliver to Chadick the Existinvey. City shall authorize the person or company (the
"Surveyor(s) ") who prepared the Existing Survey to cooperate with Chadick in making any
changes or additions (collectively, "Survey Modifications ") to the Existing Survey which
Chadick reasonably requests; provided, however, (a) City shall not have any obligations to cause
any Survey Modifications to be done, (b) Chadick shall pay costs of the Survey Modifications,
and (c) the Survey Modifications shall not be conditions to Chadick's obligations pursuant to this
Agreement. Additionally, Chadick may engage another surveyor to prepare the Chadick's
Survey at Chadick's expense.
4.02 City Survey. Within fifteen (15) days after the Effective Date, Chadick shall
deliver to City the Existing Survey. Chadick shall authorize the person or company (the
"Surveyor(s) ") who prepared the Existing Survey to cooperate with City in making any changes
or additions (collectively, "Survey Modifications ") to the Existing Survey which City reasonably
requests; provided, however, (a) Chadick shall not have any obligations to cause any Survey
Modifications to be done, (b) City shall pay costs of the Survey Modifications, and (e) the
Survey Modifications shall not be conditions to City's obligations pursuant to this Agreement.
Additionally, City may engage another surveyor to prepare the City's Survey at City's expense.
V.
Deed
5.01 Quitclaim Deed
(a) Within fifteen (15) days after the Effective Date, City shall deliver to
Chadick a Quitclaim Deed to the property described in Exhibit "A."
(b) Within fifteen (15) days after the Effective Date, Chadick shall deliver to
City a Quitclaim Deed to the property described in Exhibits "B1" and "132 ".
Page 5
10757
VI.
Remedies
6.01 City's Remedies In the event Chadick fails to perform its obligations pursuant to
this Agreement for any reason except failure by City to perform hereunder, City shall be entitled
to terminate this Agreement. In the event of Chadick's default or a termination of this
Agreement, and notwithstanding anything in this Section to the contrary, City shall have all
remedies available at law or in equity in the event that Chadick or any party related to or
affiliated with Chadick asserts any claims or right to the Property that would otherwise delay or
prevent City from having clear, indefeasible and marketable title to the Properties. Nothing in
this Section shall limit City's recovery arising out of a breach of Chadick's Inspection
Obligations, Chadick's obligations pursuant to Section 7.04 or any obligations of Chadick arising
subsequent to the Closing.
6.02 Chadick's Remedies In the event City fails to perform its obligations pursuant
to this Agreement for any reason except failure by Chadick to perform hereunder, Chadick shall
be entitled to terminate this Agreement. In the event of City's default or a termination of this
Agreement, and notwithstanding anything in this Section to the contrary, Chadick shall have all
remedies available at law or in equity in the event that City or any party related to or affiliated
with City asserts any claims or right to the Property that would otherwise delay or prevent
Chadick from having clear, indefeasible and marketable title to the Properties. Nothing in this
Section shall limit Chadick's recovery arising out of a breach of City's Inspection Obligations,
City's obligations pursuant to Section 7.04 or any obligations of City arising subsequent to the
Closing.
6.03 Attorney's Fees In the event any litigation arises out of this Agreement between
the parties hereto, the non - prevailing party shall pay the prevailing party all reasonable attorneys'
fees and expenses expended or incurred in connection with such litigation.
VII.
Miscellaneous
7.01 Entire Agreement This Agreement contains the entire agreement of the parties
hereto. There are no other agreements, oral or written, and this Agreement can be amended only
by written agreement signed by the parties hereto, and by reference made a part hereof.
7.02 Binding Agreement; Assignment This Agreement, and the terms, covenants,
and conditions herein contained shall inure to the benefit of and be binding upon the successors
and assigns of each of the parties hereto. Chadick may not assign its rights under this Agreement
without City's prior written consent, which consent may be withheld in City's sole discretion.
7.03 Effective Date The Effective Date of this Agreement shall be the date on which
this Agreement is fully executed by both City and Chadick.
7.04 Notice Any notice required or permitted to be delivered hereunder may be given
by personal delivery to the party entitled thereto, by facsimile transmission with electronic
Page 6
10757
confirmation, or by any courier service which guarantees overnight, receipted delivery,
addressed to City or Chadick, as the case may be, at the address set forth below or at such other
address for a party as such party may specify in writing to the other party from time to time in
accordance with the further provisions of this Section. Any notice given to the proper address
will be deemed to have been received on the earlier of (1) actual receipt, or (ii) the first business
day following deposit with an overnight courier service which guarantees receipted delivery. For
the purposes of notice, the addresses of the parties shall, until changed as hereinafter provided,
be as follows:
City: City of Coppell
ATTN: Jim Witt, City Manager
255 Parkway Boulevard
P. O. Box 9478
Coppell, Texas 75019
with copy to: Robert E. Hager
Nichols, Jackson, Dillard,
Hager & Smith, LLP
1800 Lincoln Plaza
500 N. Akard
Dallas, Texas 75201
Facsimile: 214- 965 -0010
Chadick: Chadick Capital L.P.
% Chadick Capital Management
3201 Lovers Lane
Dallas, TX 75225 -7627
The parties hereto shall have the right from time to time to change their respective
addresses, and each shall have the right to specify as its address any other address within the
United States of America by at least five (5) days written notice to the other party.
7.05 Time Time is of the essence in all things pertaining to the performance of this
Agreement.
7.06 Place of Performance This Agreement is made and shall be performable in
Dallas County, Texas, and shall be construed in accordance with the laws of Texas.
7.07 Section Headings The section headings contained in this Agreement are for
convenience only and shall in no way enlarge or limit the scope or meaning of the various and
several sections hereof.
Page 7
10757
7.08 Authority of City and Chadick City represents, warrants and covenants to and
with Chadick that City has full right, power and authority to enter into this Agreement and, at
Closing, will have full right, power and authority to consummate the conveyance provided for
herein. Chadick represents, warrants and covenants to and with City that Chadick has full right,
power and authority to enter into this Agreement and, at Closing, will have full right, power and
authority to consummate the conveyance provided for herein.
EXECUTED on this 1.5 =.day of 2008.
CITY:
CIT
IA
EXECUTED on this �_ day of 2008.
CHADICK:
CHADICK CAPITAL L.P.
e
Steven Chadick
Page 8
10757
STATE OF TEXAS
COUNTY OF DALLAS
This instrument was acknowledged before me on the C3 day of
2008, by Steven Chadick, on behalf of Chadick Capital L.P., a limited partnership, on behalf of said
entities.
NOTARY PLTBLI , State of Texas
My Commission Expires
2010
P
m y Commission age .
May 24,
Page 9
10757
STATE OF TEXAS
COUNTY OF DALLAS
This instrument was acknowledged before me on the 1.5?2 day of
2008, b_v Jim Witt, City Manager of the City of Coppell, Texas, a Texas municipality, on bcalf of
said municipality.
My Commission Expires
NOTARY UBLIC, to of Texas
LIBBY BALL
Notary Public
r g State of Texas
Comm. Expires 06 -11 -2008
Page 10
10757
Page 1 of 3
EXHIBIT "A"
BOUNDARYSURVEY
CITY OF COPPELL, TEXAS
Being 0.380 acre (16,537 square feet) tract of land, more or less, situated in County of Dallas,
State of Texas, and being out of the James A. Simmons Survey, Abstract No. 1296, and being
a portion of that certain called 0.5372 acre tract of land, known as Tract V, conveyed by
Crescent Real Estate Equities Limited Partnership to City of Coppell, Texas by deed recorded
in Volume 2003094, Page 00797, of the Deed Records of Dallas County, Texas (D.R.D.C.T.),
which 0.380 acre tract of land, more or less, is more particularly described as follows:
COMMENCING at a 1/2 inch iron rod found for the Northwest corner of said Tract V and
the Northeast corner of a tract of land conveyed to Camille Juraszek by deed recorded in
Volume 99100, Page 00674, D.R.D.C.T., said 1/2 inch iron rod being in the South right -of-
way line of Bethel Road (a variable width right -of -way);
THENCE, North 89° 21' 54" East, along the common North line of said Tract V and the
said South line of Bethel Road, at 30.97 feet passing a 5/8 inch iron rod with plastic cap
stamped "Transystems Corporation" found, in all a total distance of 113.17 feet to a 5/8 inch
iron rod with plastic cap stamped "Transystems Corporation" found for the Northwest
corner of herein described 0.380 acre tract and being the POINT OF BEGINNING;
THENCE, North 89° 21' 54" East, continuing along said common line, a distance of 66.74
feet to a 1/2 inch iron rod found for the Northeast corner of herein described 0.380 acre tract
and the northernmost Northeast corner of a tract of land conveyed to Chadick Capital, L.P.
by deed recorded in Volume 99114, Page 08117, D.R.D.C.T.;
THENCE, South 00° 48' 37" East, departing said common line and along the common East
line of said Tract V and a West line of said Chadick tract, a distance of 129.82 feet to a 5/8
inch iron rod with plastic cap stamped "Transystems Corporation" set for the Southeast
corner of herein described 0.380 acre tract and an interior corner of said Chadick tract;
THENCE, South 89° 21' 54" West, departing said common line and along the common
South line of said Tract V and a North line of said Chadick tract, a distance of 179.67 feet to
a 1/2 inch iron rod found for the southernmost Southwest corner of herein described 0.380
acre tract, the southernmost Northeast corner of said Chadick tract and being in the East line
of said Jurazek tract, from which a 1/2 iron rod found for the Southeast corner of said
Jurazek tract bears South 00° 54' 56" East, a distance of 49.43 feet;
THENCE, North 00° 54' 56" West, departing said common line and along the common
West line of said Tract V and the East line of said Jurazek tract, a distance of 9.60 feet to a
5/8 inch iron rod with plastic cap stamped "Transystems Corporation" found for the
northernmost Southwest corner of herein described 0.380 acre tract, from which a 5/8 inch
iron rod with plastic cap stamped "Transystems Corporation" found bears North 00° 54' 56"
West, a distance of 87.32 feet;
Page 2 of 3
THENCE, North 42° 29' 07" East, departing said common line and across said Tract V, a
distance of 164.70 feet to the POINT OF BEGINNING and containing 16,537 square feet or
0.380 acre of land.
NOTE: Plat to accompany legal description.
That I, David L. Dawson, a Registered Professional Land Surveyor in the State of Texas,
hereby states that this survey was made from an actual on the ground survey made in
December, 2006 under my supervision, that all monuments exist as shown hereon and this
survey substantially conforms with the current professional and technical standards as set
forth by the Texas Board of Professional Land Surveying.
David L`. Dawson
Registered Professional Land Surveyor
Texas Registration Number 4672
JOHN VEST SURVEY, A -1508
BILLY J. HARWELL
VOL. 67004, PG. 0562
FIRST TRACT
D. R. D. C. T.
P.0
EXISTING R.O.W.
APPROX. 777' TO
/
1RF
FREEPORT PKWY.
v
kO
No
�v
� p
o /
_J�D
Ln
N-
0
UJ
LL�
2
/
h �
CHADICK CAPITAL, L.P.
VOL. 99114, PG. 08104
D. R. D. C. T.
XISTING
CHADICK CAPITAL, L. P.
VOL. 99114, PG. 08133
D. R. D. C. T.
. vv .
N 89•Zr - E BETN�`L ROAD
30.95 -(VAR IABLE WIDTH ROW)
APPROX. SURVEY LINE
5 / " CIRFY�STAMPED P* O- B.
- /�TRANSYSTEMS 2IRF EXISTING R.O.W.
N 89 54" E
/ 113.17'
CHADICK CAPITAL, L. P.
VOL. 99114, PG. 08117
D. R. D. C. T.
T V OR STAMPED —
TRANSYSTEMS SET
DRAINAGE EASEMENT VOL. 80119 PG. 2116 0' 5456" E
D. R. D. C. T . 49.43'
%z "I RF
JAMES A. SIMMONS SURVEY, A - 1296
NOTE: Legal descriptlon to accompany plot
NOTE: Beorings Based on Clty of Coppell Geodetic Control Network (Stotlons 1, 3 & 4). NAD 83' Datum, Texas State
Plane CoordlnOte System, North Central Zone, with alldlstotaes and coordlnotes adjusted to surface us/ng a
Surface Adjustment Factor of L 00012.
NOTE: Tta surveyor has not abstracted subject property, therefore. every easement of record (wtetler recorded or
unrecorded) may not be stawn hereon.
LEGEND
e Se/ %' Iron rod w /plastic cop stomped P.O. B. - Point of Beg/nning
Tronsystems Corporation P.O. C. - Point of Commencing
o Marker found as noted D. R. D. C. T. - Deed Records. Dallas County, Texas
RCC • , R � ec _ onst _ ruc c ted corner P.R. D.C. T. - Plot Records, Dallas County, Texas
T Z4^1, r S 7 FA 4 S ����i, 500 WEST SEVENTH ST., SUITE 1100
CG�i�?,- OT 770/VAi FORT WORTH, TX 76102
C O N S U L T A N T S (817) 339 -8950
DRA WN BY CHECKED BY I SCALE PAGE DATE JOB NUMBER
JAK DLD 1- 50' 3 OF 3 DEC, 2006 20000890
Scale �` Feet
0 25 50 75
EXHIBIT B
AN EXHIBIT SHOWING
16,537 SQUARE FEET
0.380 ACRES
BEING A PORTION OF
CITY OF COPPELL, TEXAS
TRACT V
VOL. 2003094, PG. 00797
D. R. D. C. T.
Page 1 of 3
EXHIBIT "B -1"
DRAINAGE EASEMENT
CHADICK CAPITAL, L.P.
Being 0.274 acre tract of land, more or less, situated in County of Dallas, State of Texas,
and being out of the John Vest Survey, Abstract No. 1508, and being a portion of that
certain called .86 acre tract of land conveyed by GEORGE A. CHADICK and WIFE,
HALLIE R. CHADICK to CHADICK CAPITAL, L.P. by deed recorded in Volume
99114, Page 08104, of the Deed Records of Dallas County, Texas (D.R.D.C.T.), which
0.274 acre tract of land, more or less, is more particularly described as follows:
COMMENCING at a %2 inch pipe found for the Northeast corner of said .86 acre tract
and the Northwest corner of a tract conveyed to CHADICK CAPITAL, L.P. by deed
recorded in Volume 99114, Page 08133, D.R,D.C.T., said '/2 inch pipe being in the South
line of a tract of land conveyed to MICHAEL S. CHASE AND GRACIELA P. CHASE,
HUSBAND AND WIFE, by deed recorded in Volume 95243, Page 02071, D.R.D.C.T.;
THENCE, North 89° 53' 03" West, along the common North line of said .86 acre tract
and the South line of said MICHAEL S. CHASE AND GRACIELA P. CHASE
HUSBAND AND WIFE tract, a distance of 82.80 feet to a 5/8 inch iron rod with plastic
cap stamped "Transystems Corporation" set for the Northeast corner of herein described
Drainage Easement and being the POINT OF BEGINNING;
THENCE, South 11 ° 13' 05" West, departing said common line and across said .86 acre
tract, a distance of 9.62 feet to a 5/8 inch iron rod with plastic cap stamped "Transystems
Corporation" set for an angle point on the East line of herein described Drainage
Easement;
THENCE, South 00° 13' 09" West, continuing across said .86 acre tract, a distance of
189.06 feet to a 5/8 inch iron rod with plastic cap stamped "Transystems Corporation" set
for the Southeast corner of herein described Drainage Easement in the South line of said
called .86 acre tract and the North right -of -way line of Bethel Road (a variable width
right -of -way), from which the reconstructed Southeast corner of said .86 acre tract bears
South 89° 53' 03" East, a distance of 145.00 feet;
"THENCE, North 89° 53' 03" West, along the common South line of said .86 acre tract
and the said North right -of -way line of Bethel Road, a distance of 60.00 feet to a 5/8 inch
iron rod with plastic cap stamped "Transystems Corporation" set for the Southwest
corner of herein described Drainage Easement and the reconstructed Southwest corner of
said .86 acre tract;
Page 2 of 3
THENCE, North 00° 13' 09" East, departing said common line and along the West line of
said .86 acre tract, at 1.97 feet passing a' /4 inch iron pipe and in all a distance of 194.94
feet to a 5/8 inch iron rod with plastic cap stamped "Transystems Corporation" set for an
angle point on the West line of herein described Drainage Easement and a reconstructed
corner of said d .86 acre tract and being in the East line of a tract of land known as Tract
II conveyed to Srena Melton Petitt by deed recorded in Volume 98069, Page 01628,
D.R.D.C.T.;
THENCE North I V 13' 05" East, along the common line of said .86 acre tract and said
Tract II, 3.62 feet to a 5/8 inch iron rod with plastic cap stamped "Transystems
Corporation" set for the Northwest corner of herein described Drainage Easement and the
reconstructed Northwest corner of said .86 acre tract, the most southerly Southwest corner
of said MICHAEL S. CHASE AND GRACIELA P. CHASE tract and being in the East
line of said Tract II;
THENCE, South 89° 53' 03" East, departing said common line and along common said
North line of said .86 acre tract and the South line of said MICHAEL S. CHASE AND
GRACIELA P. CHASE tract, a distance of 61.14 feet to the POINT OF BEGINNING
and containing 11,917 square feet or 0.274 acre of land.
NOTE: Plat to accompany legal description.
SRENA MELTON PETITT
VOL. 98069, PG. 01628
TRACT I
D. R. D. C. T.
SRENA MELTON PETITT
VOL. 98069, PG. 01628
TRACT 11
D. R. D. C. T.
BILLY J. HARWELL
VOL. 67004, PG. 0562
RESIDUE OF
SECOND TRACT
D. R. D. C. T.
-- - - - - -- 2
BILLY J. HARWELL
VOL. 67004. PG. 0562
FIRST TRACT
D. R. D. C. T.
JOHN VEST SURVEY. A -1508
MICHAEL S. CHASE AND
GRACIELA P. CHASE
HUSBAND AND WIFE
VOL. 95243, PG. 02071
D. R. D. C. T.
CHADICK CAPITAL, L. P.
VOL. 99114, PG. 08111
D. R. D. C. T.
S 89 53' O3' E P. 0 • C.
61.14'
N 89' 53' O3' W
82.80'
P.O.B.
CHADICK CAPITAL, L. P.
DRAINAGE EASEMENT
0.274 ACRE
H. 917 SQUARE FEET
00
3
kn
kn
b
CHADICK CAPITAL, L.P.
VOL. 99114. PG. 08104
D. R. D. C. T.
S 89 53' O3' E
145.00' w
O.W.
BETHtl ROAD
(VARIABLE WITH ROW)
EXISTING R.O.W.
A PPROX. SU RVEY UNE
EXISTING R.Q.W.
CHADICK CAPITAL, L. P.
VOL. 99114, PG. 08133
D. R. D. C. T.
CITY OF COPPELL. TEXAS
CHADICK CAPITAL. L. P.
VOL. 2003094. PG. 00797
VOL. 99114. PG. 08117
TRACT V
D. R. D. C. T.
D. R. D. C. T.
K
NOTE, Lepndda -101 n to 0a JAMES A. SIMMONS SURVEY, A -1296
NOTESawrrnps Based On C11y Of CWNIG80de/lc Cmfrol Network rSrONow 1. 3 8 tl. NAD BY Dorm. Taros Stott
PA" Coordlnde System. North Central Zone. with all dlsta ces and coordfrKow adlusted to surface usbp o
Scole Feet
scat f asxor Of 1.0092.
NOTEr surveyor has notawrarw suGJea proporh. rlererare. &/WY aomen W record Cwlwter recorded or
0 25 50 75
urreo rded) may not ore $hmm hereon.
LEGEND
0 Sal % 11th red w/p fc cop slopped
P.0.8. • Adn d Bwrwnp
Trauysfenis Carpardlo r
o • Marker round as noted
P.O.C. • Parr of Camm icing
ORA I NA GE EA SEMEN T
RCC • Rwm&tt&sd corner
D. R. D.C. T.. Deed Records. Dallas Covey. Texas
P. R. D. C. T. - Plot Records. Dallas Caxyy, Texas
Ta 1Y5kS7EMS
500 WEST SEVENTH ST., SUITE 600
CHAD I CK CAP/ TA L, L. P.
?PO►r1A770N�
FORT WORTH. TX 76102
C O N S U L T A N T S
(817) 339 -8950
ORnwN er
CHECK�EB
�SC
PAGE
DATE
0 ' 2 74 A CRE
JAK
JH
3 OF' 3
JUNE, 2004
20000890
CHADICK CAPITAL, L. P.
VOL. 99114, PG. 08133
D. R. D. C. T.
Pagel of 3
EXHIBIT "B -2"
DRAINAGE EASEMENT
CHADICK CAPITAL, L.P.
Being 0.220 acre tract of land, more or less, situated in County of Dallas, State of Texas,
and being out of the John Vest Survey, Abstract No. 1508, and being a portion of that
certain called 0.585 acre tract of land conveyed by GEORGE A. CHADICK and WIFE,
I IALLIE R. CHADICK to CHADICK CAPITAL, L.P. by deed recorded in Volume
99114, Page 08140, of the Deed Records of Dallas County, Texas (D.R.T.C.T.), which
0.220 acre tract of land, more or less, is more particularly described as follows:
BEGINNING at a %2 inch iron rod found for the most Northwest corner of said 0.585
acre tract and the Northeast corner of a tract of land conveyed to MICHAEL S. CHASE
AND GRACIELA P. CHASE, by deed recorded in Volume 95243, Page 02071,
D.R.T.C.T., said %2 inch iron being in a South line of a tract of land conveyed to R.L.
Robertson, L.L.C. by deed recorded in Volume 98170, Page 05864;
THENCE, South 89° 01' 55" East, along the common North line of said 0.585 acre tract
and the South line of said R.L. Robertson, L.L.C. tract, a distance of 10.99 feet to a 5/8
inch iron rod with plastic cap stamped "Transystems Corporation" set for the most
northerly Northeast corner of herein described Drainage Easement, from which a 11 /2 inch
iron pipe found for the Northeast corner of said 0.585 acre tract, the Southeast corner of
said R.L. Robertson, L.L.C. tract and in the West right -of -way line of Coppell Road, (a
called 60 foot right -of -way), bears South 89° 01' 55" East, a distance of 89.33 feet;
THENCE, South 16° 42' 23" East, departing said common line and across said 0.585 acre
tract., a distance of 129.05 feet to a 5/8 inch iron rod with plastic cap stamped "Transystems
Corporation" set for corner on the East line of herein described Drainage Easement;
THENCE, South 72° 10' 22" East, continuing across said 0.585 acre tract, a distance of
54.78 feet to a 5/8 inch iron rod with plastic cap stamped "Transystems Corporation" set
for the most southerly Northeast corner of herein described Drainage Easement on the
common East line of said 0.585 acre tract and the said West right -of -way line of Coppell
Road;
THENCE, South 00° 0l ' 49" West, along the common said East line of said 0.585 acre
tract and the said West right -of -way line of Coppell Road, a distance of 63.02 feet to 5/8
inch iron rod with plastic cap stamped "Transystems Corporation" set for the Southeast
corner of herein described Drainage Easement on said common line, from which the
reconstructed Southeast corner of said 0.585 acre tract bears South 00° 01' 49" West, a
distance of 52.90 feet;
Page 2 of 3
THENCE, North 72 10' 22" West, departing said common line and across said 0.585
acre tract, a distance of 105.12 feet to a 5/8 inch iron rod with plastic cap stamped
"Transystems Corporation" set for the Southwest corner of herein described Drainage
Easement on the common West line of said 0.585 acre tract and the said East line of said
CHADICK CAPITAL, L.P. tract, from which a' /2 inch iron rod found on said common
line bears South 00° 02' 33" East, a distance of 83.60 feet;
THENCE, North 00 02' 33" West, along said common line, a distance of 171.39 feet to
the POINT OF BEGINNING and containing 9,586 square feet or 0.220 acre of land.
NOTE: Plat to accompany legal description.
a
J0S6H
......
i'•'lFi� w r
R. L. ROBERTSON, L. L. C.
VOL. 98170, PG. 05864
P.O.B. S 8 ' 5E
�2'
V2' N 89' 44' 03• w
IR 92.27'
ss'
I PIPE
W
z S 89'Or 55• E
)R 89.33'
fr
°1
I
"°
JOHN VEST SURVEY, A -1508
S w
='
�^
W
0
0
bE OF T '��
I
Q
`
C �G1STFg 9�
�CHADICK CAPITAL. P.
S 1r
L.
S4 �22
JOSEPH HH PEASTER DRAINAGE EASEMENT
,, • 0.220 ACRE
4403 Q 9.586 SOUARE FEET
I
cn
Z
C
0z
W
x
W°
MICHAEL S. CHASE AND
`'
GRACIELA P. CHASE
HUSBAND AND WIFE
b CHAD /CK CAPITAL, L.P.
I
S O' or 4k w
VOL. 95243, PG. 02071
�„ VOL. 99114, PG. 08140
D. R. D. C. T.
52.901
D. R. D. C. T.
>xc
%2"
IR
CHADICK CAPITAL, L. P.
VOL. 99114, PG. 08111
D. R. D. C. T.
ACTE: Legal dmscrlptlon to accarpany pW I
NOTEr Bearings eased m Cny Of CMWI 059MIc C Malwart (SWOU 1, 3 & 4), MAD 83' aA m, rem State
Plane Coardtnole Sysfim, ft"17 COW01 Zm¢, wn d/ d /slov"s and oacrd /now odfusled to swfoce W q a
scale radar or 1.07012.
NO The sarmYw tas n01 OWrocled subject prcparly. N relore. awry eammm of record rwnMAer recorded or
unrecorded) may nol be shwn tor".
8 - Sd 'Iron rod w/yaulc cop worry
'TranSystant Carpordlorr
a Larter round as now
RX - Remutrutted corner
C O N S U L T A N T S
DRAWN BY CHECKED BY F SCALE
JAK JHP r 5O'
P. 0.8. • Pdnl of eeolrwng
P.O. C. • Pdnl of cam ew'o
D.R.D. C. r. - Geed Records. Ddlas Cady. Texas
P.R. D.C. T. • Plor Records. Ochs CaurYy, Texas
500 WEST SEVENTH ST. • SUITE 600
FORT WORTH, TX 76102
(817)339-8950
PACE DATE JOB NUABER
3 OF 3 JUNE, 2004 1 20000890
Scale " Feel
0 25 50 75
DRA / NAGE EASEMENT
CHAD I CK CAPITAL, L.P.
0.220 ACRES