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PACKET DEC 06 2016BEAUMONT TEXAS REGULAR MEETING OF THE CITY COUNCIL COUNCIL CHAMBERS DECEMBER 6, 2016 1:30 P.M. CONSENT AGENDA * Approval of minutes — November 22, 2016 * Confirmation of committee appointments A) Authorize the City Manager to execute a Memorandum of Understanding (MOU) with Orleans San Jacinto, LP for use of the parking lot located at 600-612 Pearl B) Authorize the City Manager to execute a Memorandum of Understanding (MOU) with Beaumont Preservation Partners, LLC for use of the parking lot located adjacent to 505 Orleans U BEAUMONT TEXAS TO: City Council FROM: Kyle Hayes, City Manager PREPARED BY: Chris Jarmon, Executive Assistant to the City Manager MEETING DATE: December 6, 2016 REQUESTED ACTION: Council consider a resolution authorizing the City Manager to execute a Memorandum of Understanding (MOU) with Orleans San Jacinto, LP for use of the parking lot located at 600-612 Pearl. BACKGROUND The City of Beaumont currently uses the parking lot located at 600-612 Pearl for parking during events held at the Jefferson Theatre. The attached MOU clarifies the conditions under which the City may use the parking lot. Under the terms of the MOU, the city will be able to use the parking lot after working hours and on the weekends and will be responsible for the following maintenance: • Clean up after each use • Provide security when occupying the parking lot • Resurface and stripe the parking lot, as needed • At the City's discretion, assist with ground maintenance FUNDING SOURCE Not applicable. The City will not be charged for use of the parking lot. RECOMMENDATION Approval of resolution. RESOLUTION NO. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be and he is hereby authorized to execute a Memorandum of Understanding between the City of Beaumont and Orleans San Jacinto, LP for use of the parking lot located at 600-612 Pearl Street. The Memorandum of Understanding is substantially in the form attached hereto as Exhibit "A" and made a part hereof for all purposes. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 6th day of December, 2016. - Mayor Becky Ames - T E X A S MEMORANDUM OF UNDERSTANDING This agreement between the ORLEANS SAN JACINTO, LP, of the County of Jefferson, State of Texas, hereinafter called "Owner", and the City of Beaumont, Texas, acting by and through its duly authorized Agent, hereinafter called "City", witnesseth: CITY and the OWNER above recited have reached an agreement wherein the OWNER is to authorize the CITY to occupy the parking lot described as follows: East 35.43' of Lot 204, all of Lot 205 and the North 30' x95.43' of Lot 207, Block 40, Original Town of Beaumont Addition, in the City of Beaumont, Jefferson County, Texas (600-612 Pearl) The consideration and conditions of agreement are fully listed and stated below: 1. The CITY will occupy the parking lot after working hours and on weekends. 2. The CITY will clean up after each use. 3. The CITY will provide security when occupying parking lot. 4. The CITY will resurface and stripe the parking lot, as needed, in its discretion. 5. The CITY will assist with light ground maintenance at the City's discretion. IT IS FURTHER AGREED THAT ALL TERMS AND CONDITIONS OF AGREEMENT ARE FULLY STATED HEREIN AND NO VERBAL AGREEMENTS ARE AUTHORIZED. This agreement is terminable by either party by giving written notice to the other specifying the date of termination. Said notice shall be given not less than thirty (30) days prior to the termination date, therein specified. This agreement is neither assignable nor transferable except in conjunction with, and as part of, Owner's conveyance of all the abutting property this agreement serves, through probate or warranty deed or lease. In any such event, City shall be notified of such occurrence by being delivered a copy of the document or documents conveying or leasing the same. Any notice to City shall be sufficient if it is mailed or hand delivered to the Office of the City Manager, City of Beaumont, P.O. Box 3827, Beaumont, Texas 77704. Any notice to Owner or their successors shall be sufficient if mailed or hand delivered to Orleans San Jacinto, LP, 595 Orleans Street, Suite 1510, Beaumont, Texas 77701. {INTENTIONALLY LEFT BLANK) EXHIBIT "A" IN WITNESS, WHEREOF, the parties hereto have executed this agreement as of the day of , 2016. CITY OF BEAUMONT ORLEANS SAN JACINTO, LP LOW Kyle Hayes City Manager Printed Name: Title: AMOK i �.,.�----..._. - _---- 1 W: -j {.. .ter ....� ..... ... k . i r11 1 BEAUMONT TEXAS TO: City Council FROM: Kyle Hayes, City Manager PREPARED BY: Chris Jarmon, Executive Assistant to the City Manager MEETING DATE: December 6, 2016 REQUESTED ACTION: Council consider a resolution authorizing the City Manager to execute a Memorandum of Understanding (MOU) with Beaumont Preservation Partners, LLC for use of the parking lot located adjacent to 505 Orleans. BACKGROUND The City of Beaumont currently uses the parking lot located to the right of 505 Orleans for parking during events held at the Jefferson Theatre. The attached MOU clarifies the conditions under which the City may use the parking lot. Under the terms of the MOU, the city will be able to use the parking lot after working hours and on the weekends and will be responsible for the following maintenance: • Clean up after each use • Provide security when occupying the parking lot • Resurface and stripe the parking lot, as needed • At the City's discretion, assist with ground maintenance FUNDING SOURCE Not applicable. The City will not be charged for use of the parking lot. RECOMMENDATION Approval of resolution. RESOLUTION NO. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be and he is hereby authorized to execute a Memorandum of Understanding between the City of Beaumont and Beaumont Preservation Partners, LLC for use of the parking lot located adjacent to 505 Orleans Street. The Memorandum of Understanding is substantially in the form attached hereto as Exhibit "A" and made a part hereof for all purposes. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 6th day of December, 2016. - Mayor Becky Ames - BEAUMONT MEMORANDUM OF UNDERSTANDING This agreement between the BEAUMONT PRESERVATION PARTNERS, LLC, of the County of Jefferson, State of Texas, hereinafter called "Owner", and the City of Beaumont, Texas, acting by and through its duly authorized Agent, hereinafter called "City", witnesseth: CITY and the OWNER above recited have reached an agreement wherein the OWNER is to authorize the CITY to occupy the parking lot described as follows: All of Lots 208 to Lots 210, Lots 215 to Lots 217 and Lot 219, Block 41, Original Town of Beaumont Addition, in the City of Beaumont, Jefferson County, Texas (right of 505 Orleans Street — Exhibit A) The consideration and conditions of agreement are fully listed and stated below: 1. The CITY will occupy the parking lot after working hours and on weekends. 2. The CITY will clean up after each use. 3. The CITY will provide security when occupying parking lot. 4. The CITY will allow use of a lift truck to replace light bulbs on the parking lot. 5. The CITY will assist with light ground maintenance at the City's discretion. 6. The CITY will stripe the parking lot, in its discretion, as needed. IT IS FURTHER AGREED THAT ALL TERMS AND CONDITIONS OF AGREEMENT ARE FULLY STATED HEREIN AND NO VERBAL AGREEMENTS ARE AUTHORIZED. This agreement is terminable by either party by giving written notice to the other specifying the date of termination. Said notice shall be given not less than thirty (30) days prior to the termination date, therein specified. This agreement is neither assignable nor transferable except in conjunction with, and as part of, Owner's conveyance of all the abutting property this agreement serves, through probate or warranty deed or lease. In any such event, City shall be notified of such occurrence by being delivered a copy of the document or documents conveying or leasing the same. Any notice to City shall be sufficient if it is mailed or hand delivered to the Office of the City Engineer, City of Beaumont, P.O. Box 3827, Beaumont, Texas 77704. Any notice to Owner or their successors shall be sufficient if mailed or hand delivered to Beaumont Preservation Partners, LLC, 505 Orleans, Suite 400, Beaumont, Texas 77701. {INTENTIONALLY LEFT BLANK) EXHIBIT "A" IN WITNESS, WHEREOF, the parties hereto have executed this agreement as of the day of 2016. CITY OF BEAUMONT BEAUMONT PRESERVATION PARTNERS, LLC By: Kyle Hayes City Manager Printed Name: Title: JEFFERSON THEATRE PARKING LOT FANNIN STREET AND PEARL BEAUMONT TEXAS REGULAR MEETING OF THE CITY COUNCIL COUNCIL CHAMBERS DECEMBER 6, 2016 1:30 P.M. AGENDA CALL TO ORDER * Invocation Pledge Roll Call * Presentations and Recognition * Public Comment: Persons may speak on scheduled agenda items 1-3/Consent Agenda * Consent Agenda GENERAL BUSINESS 1. Consider a resolution authorizing the City Manager to execute an Earnest Money Contract and other related documents for the sale of city -owned property located at 985 Orleans Street 2. Consider a resolution authorizing the purchase of four grapple trucks from Chastang Enterprises, Inc. of Houston for use by the Solid Waste Division 3. Consider a resolution providing for the reimbursement of a capital expenditure incurred prior to future fmancing COMMENTS * Councilmembers/City Manager comment on various matters * Public Comment (Persons are limited to 3 minutes) EXECUTIVE SESSION * Discuss and deliberate economic development negotiations regarding the expansion of a business entity as authorized by Section 551.087 of the Government Code: ExxonMobil * Consider matters related to employment, evaluation and duties of a public officer or employee in accordance with Section 551.074 of the Government Code, to wit: Terrence L. Holmes Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to contact Mitchell Normand at 880-3777. I December 6, 2016 Consider a resolution authorizing the City Manager to execute an Earnest Money Contract and other related documents for the sale of city -owned property located at 985 Orleans Street BEAUMONT TEXAS TO: City Council FROM: Kyle Hayes, City Manager PREPARED BY: Dr. Joseph Majdalani, P.E., Public Works Director 1/1 MEETING DATE: December 6, 2016 REQUESTED ACTION: Council consider a resolution authorizing the City Manager to execute an Earnest Money Contract and other related documents for the sale of city -owned property located at 985 Orleans Street. BACKGROUND On February 25, 2014, City Council passed Resolution No. 14-043 accepting the bid submitted by Wheeler Commercial formerly known as NAI Wheeler for an annual contract for real estate broker services to list and sell City -owned property. Wheeler Commercial has secured one (1) potential buyer who is interested in purchasing city -owned property located at 985 Orleans Street. After reviewing the Earnest Money Contract, it is in the best interest of the City of Beaumont to execute the Earnest Money Contract with 1919 SJD Beaumont with a cash offer in the amount of $63,000.00. 1919 SJD Beaumont will deposit $1,000.00 as earnest money to Texas Regional Title for a feasibility period of 60 days. If 1919 SJD Beaumont terminates the earnest money contract, $500.00 of the earnest money will not be refunded to 1919 SJD Beaumont. The date of closing will be fourteen (14) days after the expiration of the feasibility period. FUNDING SOURCE Not applicable. RECOMMENDATION Approval of resolution. DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C 4A TEXAS ASSOCIATION OF REALTORS® COMMERCIAL CONTRACT - UNIMPROVED PROPERTY USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORSO IS NOT AUTHORIZED. ©Texas Association of REALTORSO, Inc. 2016 1. PARTIES: Seller agrees to sell and convey to Buyer the Property described in Paragraph 2. Buyer agrees to buy the Property from Seller for the sales price stated in Paragraph 3. The parties to this contract are: Seller: Citv of Bea Address: 801 Main St, Beaumont, TX 77701-3548 Phone: (409)880-3152 E-mail: ahardy('0)beaumonttexas.gov Fax: Other: Buyer: 1919 SJD Beaumont, Ltd. a Texas Limited Partnersh Address: 905 Orleans St, Beaumont, TX 77701-3520 Phone: (409)835-3891 E-mail: ssheldon@_moorelandrey.com Fax: Other: 2. PROPERTY: A. "Property" means that real property situated in Jefferson County, Texas at 985 Orleans St., Beaumont, TX. 77701 (address) and that is legally described on the attached Exhibit A or as follows: Lot Number One Hundred Sixty -Two (162), One Hundred Sixty-three (163) and One Hundred Sixty-four (164) in Block Number Thirty-seven (37) of Original Townsite of Beaumont, an Addition to the City of Beaumont, Jefferson County, Texas, as the same appears upon the map or plat thereof, on file and of record in Vol. 448 page 249 Deed Records of Jefferson County, Texas. B. Seller will sell and convey the Property together with: (1) all rights, privileges, and appurtenances pertaining to the Property, including Seller's right, title, and interest in any minerals, utilities, adjacent streets, alleys, strips, gores, and rights-of-way; (2) Seller's interest in all leases, rents, and security deposits for all or part of the Property; and (3) Seller's interest in all licenses and permits related to the Property. (Describe any exceptions, reservations, or restrictions in Paragraph 12 or an addendum.) (if mineral rights are to be reserved an appropriate addendum should be attached.) 3. SALES PRICE: A. At or before closing, Buyer will pay the following sales price for the Property: (1) Cash portion payable by Buyer at closing ........................ $ 63,000.00 (2) Sum of all financing described in Paragraph 4 .................... $ (3) Sales price (sum of 3A(1) and 3A(2)) ........................... $ 63,000.00 DS (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye S� Page 1 of 13 Wheeler Commercial, 470 Orleans Street, 12th Floor Beaumont, TX 77701 Phone: 40 Fax: 409-899-3301 985 Orleans Lee Wheeler Produced with zipFormO by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zioLooix.com DgcuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract- Unimproved Property concerning 985 Orleans St., Beaumont, TX 77701 B. Adffiustment to Sales Price: (Check (1) or (2) only.) ❑X (1) The sales price will not be adjusted based on a survey. ❑ (2) The sales price will be adjusted based on the latest survey obtained under Paragraph 6B. (a) The sales price is calculated on the basis of $ per: ❑(i) square foot of ❑ total area ❑ net area. (ii) acre of ❑ total area ❑ net area. (b) "Total area" means all land area within the perimeter boundaries of the Property. "Net area" means total area less any area of the Property within: (i) public roadways; (ii) rights-of-way and easements other than those that directly provide utility services to the Property; and ❑ (iii) (c) If the sales price is adjusted by more than % of the stated sales price, either party may terminate this contract by providing written notice to the other party within days after the terminating party receives the survey. If neither party terminates this contract or if the variance is less than the stated percentage, the adjustment to the sales price will be made to the cash portion of the sales price payable by Buyer. 4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 3A(2) as follows: ❑ A. Third Party Financing: One or more third party loans in the total amount of $ This contract: ❑(1) is not contingent upon Buyer obtaining third party financing. (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Commercial Contract Financing Addendum (TAR -1931). ❑ B. Assumption: In accordance with the attached Commercial Contract Financing Addendum (TAR -1931), Buyer will assume the existing promissory note secured by the Property, which balance at closing will be $ ❑ C. Seller Financing: The delivery of a promissory note and deed of trust to Seller under the terms of the attached Commercial Contract Financing Addendum (TAR -1931) in the amount of 5. EARNEST MONEY: A. Not later than 3 days after the effective date, Buyer must deposit $ $1,000.00 as earnest money with Texas Regional Title Company (title company) at 7675 Folsom, Bldg. 100 Beaumont, TX 77706 (address) Molly Mallet (closer). If Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits the earnest money. B. Buyer will deposit an additional amount of $ with the title company to be made part of the earnest money on or before: ❑ (i) days after Buyer's right to terminate under Paragraph 7B expires; or Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 5B within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount. DS (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye Page 2 of 13 Produced with zipForrnO by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 w.+v+. 985 Orleans DgcuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract- Unimproved Property concerning 985 Orleans St, Beaumont -TX 77701 C. Buyer may instruct the title company to deposit the earnest money in an interest-bearing account at a federally insured financial institution and to credit any interest to Buyer. 6. TITLE POLICY AND SURVEY: A. Title Policy: (1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy) issued by any underwriter of the title company in the amount of the sales price, dated at or after closing, insuring Buyer against loss under the title policy, subject only to: (a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and (b) the standard printed exceptions contained in the promulgated form of title policy unless this contract provides otherwise. (2) The standard printed exception as to discrepancies, conflicts, or shortages in area and boundary lines, or any encroachments or protrusions, or any overlapping improvements: ❑X (a) will not be amended or deleted from the title policy. (b) will be amended to read "shortages in areas" at the expense of ❑ Buyer ❑ Seller. (3) Within 10 days after the effective date, Seller will furnish Buyer a commitment for title insurance (the commitment) including legible copies of recorded documents evidencing title exceptions. Seller authorizes the title company to deliver the commitment and related documents to Buyer at Buyer's address. B. Survey: Within 30 days after the effective date: ❑X (1) Buyer will obtain a survey of the Property at Buyer's expense and deliver a copy of the survey to Seller. The survey must be made in accordance with the: (i) ALTA/ACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. c lleF Will r .f.huFse Buyer— ❑ (2) Seller, at Seller's expense, will furnish Buyer a survey of the Property dated after the effective date. The survey must be made in accordance with the: (i) ALTA/ACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. ❑ (3) Seller will deliver to Buyer and the title company a true and correct copy of Seller's most recent survey of the Property along with an affidavit required by the title company for approval of the existing survey. If the existing survey is not acceptable to the title company, Seller, at Seller's expense, will obtain a new or updated survey acceptable to the title company and deliver the acceptable survey to Buyer and the title company within 20 days after Seller receives notice that the existing survey is not acceptable to the title company. The closing date will be extended daily up to 20 days if necessary for Seller to deliver an acceptable survey within the time required. Buyer will reimburse Seller (insert amount) of the cost of the new or updated survey at closing, if closing occurs. C. Buyer's Obiections to the Commitment and Survey: (1) Within 10 days after Buyer receives the commitment, copies of the documents evidencing the title exceptions, and any required survey, Buyer may object in writing to matters disclosed in the items if: (a) the matters disclosed are a restriction upon the Property or constitute a defect or encumbrance to title other than those permitted by this contract or liens that Seller will satisfy at closing or Buyer will assume at closing; or (b) the items show that any part of the Property lies in a special flood hazard area (an "A" or W" zone as defined by FEMA). If Paragraph 613(1) applies, (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye �� , Page 3 of 13 Produced with zipForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www m 985 Orleans DpcuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract- Unimproved Property concerning 985 0rleang ,9t.. Beaumont, TX 77701 Buyer is deemed to receive the survey on the earlier of: (i) the date of Buyer's actual receipt of the survey; or (ii) of the deadline specified in Paragraph 6B. (2) Seller may, but is not obligated to, cure Buyer's timely objections within 15 days after Seller receives the objections. The closing date will be extended as necessary to provide such time to cure the objections. If Seller fails to cure the objections by the time required, Buyer may terminate this contract by providing written notice to Seller within 5 days after the time by which Seller must cure the objections. If Buyer terminates, the earnest money, less any independent consideration under Paragraph 713(1), will be refunded to Buyer. (3) Buyer's failure to timely object or terminate under this Paragraph 6C is a waiver of Buyer's right to object except that Buyer will not waive the requirements in Schedule C of the commitment. 7. PROPERTY CONDITION: A. Present Condition: Buyer accepts the Property in its present condition except that Seller, at Seller's expense, will complete the following before closing: Property being sold "AS -IS" B. Feasibility Period: Buyer may terminate this contract for any reason within 60 days after the effective date (feasibility period) by providing Seller written notice of termination. (Check only one box.) ❑X (1) If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer less $ 500.00 that Seller will retain as independent consideration for Buyer's unrestricted right to terminate. Buyer has tendered the independent consideration to Seller upon payment of the amount specified in Paragraph 5A to the title company. The independent consideration is to be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paragraph 7B(l) or if Buyer fails to deposit the independent consideration Buyer will not have the right to terminate under this Paragraph 7B. ❑ (2) Not later than 3 days after the effective date, Buyer must pay Seller $ as independent consideration for Buyer's right to terminate by tendering such amount to Seller or Seller's agent. If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer and Seller will retain the independent consideration. The independent consideration will be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paragraph 7B(2) or if Bier fails to pay the earnest money, Buyer will not have the right to terminate under this Paragraph 7B. C. Inspections Studies or Assessments: (1) During the feasibility period, Buyer, at Buyer's expense, may complete or cause to be completed any and all inspections, studies, or assessments of the Property (including all improvements and fixtures) desired by Buyer. (2) Buyer must: (a) employ only trained and qualified inspectors and assessors; (b) notify Seller, in advance, of when the inspectors or assessors will be on the Property; (c) abide by any reasonable entry rules or requirements of Seller; (d) not interfere with existing operations or occupants of the Property; and (e) restore the Property to its original condition if altered due to inspections, studies, or assessments that Buyer completes or causes to be completed. IDS (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye Page 4 of 13 Produced with zipForm® by apLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract - Unimproved Property concerning 985 Orleans St Beaumont, TX 77701 (3) Except for those matters that arise from the negligence of Seller or Seller's agents, Buyer is responsible for any claim, liability, encumbrance, cause of action, and expense resulting from Buyer's inspections, studies, or assessments, including any property damage or personal injury. Buyer will indemnify, hold harmless, and defend Seller and Seller's agents against any claim involving a matter for which Buyer is responsible under this paragraph. This paragraph survives termination of this contract. D. Property Information: (1) Delivery of Property Information: Within days after the effective date, Seller will deliver to Buyer: (Check all that apply.) ❑ (a) copies of all current leases pertaining to the Property, including any modifications, supplements, or amendments to the leases; ❑ (b) copies of all notes and deeds of trust against the Property that Buyer will assume or that Seller will not pay in full on or before closing; ❑ (c) copies of all previous environmental assessments, geotechnical reports, studies, or analyses made on or relating to the Property; ❑ (d) copies property tax statements for the Property for the previous 2 calendar years; H(e) plats of the Property; (f) copies of current utility capacity letters from the Property's water and sewer service provider; and ❑ (g) (2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than 10 days after the termination date: (Check all that apply.) ❑ (a) return to Seller all those items described in Paragraph 7D(1) that Seller delivered to Buyer in other than an electronic format and all copies that Buyer made of those items; ❑X (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1) that Seller delivered to Buyer or Buyer copied; and ❑X (c) deliver copies of all inspection and assessment reports related to the Property that Buyer completed or caused to be completed. This Paragraph 7D(2) survives termination of this contract. E. Contracts Affecting Operations: Until closing, Seller: (1) will operate the Property in the same manner as on the effective date under reasonably prudent business standards; and (2) will not transfer or dispose of any part of the Property, any interest or right in the Property, or any of the personal property or other items described in Paragraph 2B or sold under this contract. After the feasibility period ends, Seller may not enter into, amend, or terminate any other contract that affects the operations of the Property without Buyer's written approval. 8. LEASES: A. Each written lease Seller is to assign to Buyer under this contract must be in full force and effect according to its terms. Seller may not enter into any new lease, fail to comply with any existing lease, or make any amendment or modification to any existing lease without Buyer's written consent. Seller must disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer or subsequently occur before closing: (1) any failure by Seller to comply with Seller's obligations under the leases; (2) any circumstances under any lease that entitle the tenant to terminate the lease or seek any offsets or damages; (3) any advance sums paid by a tenant under any lease; (4) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect any lease; and DS (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye �J Page 5 of 13 Produced with zipForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 wvaw. ' m 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract - Unimproved Property concerning 985 Orleans St.,Beaumont TX 77701 (5) any amounts payable under the leases that have been assigned or encumbered, except as security for loan(s) assumed or taken subject to under this contract. B. Estoppel Certificates: Within days after the effective date, Seller will deliver to Buyer estoppel certificates signed not earlier than by each tenant that leases space in the Property. The estoppel certificates must include the certifications contained in the current version of TAR Form 1938 - Commercial Tenant Estoppel Certificate and any additional information requested by a third party lender providing financing under Paragraph 4 if the third party lender requests such additional information at least 10 days prior to the earliest date that Seller may deliver the signed estoppel certificates. 9. BROKERS: A. The brokers to this sale are: Principal Broker: KenWheel, Inc. d/b/a Wheeler Cooperating Broker: Commercial Agent: Lee Y. Wheeler, III Agent: Address: 470 Orleans Street, 12th FL Beaumont, TX. 77701 Phone & Fax: (409)899-3300 (409)899-3301 E-mail: Iwheeler(a-)wheeler-commercial.com License No.: 579943 Address: Phone & Fax: E-mail: License No.: Principal Broker: (Check only one box.) Cooperating Broker represents Buyer. X represents Seller only. represents Buyer only. is an intermediary between Seller and Buyer. B. Fees: (Check only (1) or (2) below.) (Complete the Agreement Between Brokers on page 13 only if (1) is selected.) ❑ (1) Seller will pay Principal Broker the fee specified by separate written commission agreement between Principal Broker and Seller. Principal Broker will pay Cooperating Broker the fee specified in the Agreement Between Brokers found below the parties' signatures to this contract. ❑X (2) At the closing of this sale, Seller will pay: Principal Broker a total cash fee of: Cooperating Broker a total cash fee of: XB 3.000 % of the sales price. ❑ % of the sales price. The cash fees will be paid in Jefferson County, the title company to pay the brokers from the Seller's proceeds at closing. Texas. Seller authorizes NOTICE: Chapter 62, Texas Property Code, authorizes a broker to secure an earned commission with a lien against the Property. C. The parties may not amend this Paragraph 9 without the written consent of the brokers affected by the amendment. os (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye Page 6 of 13 Produced with zipFormO by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 985 Orleans D.ocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract- Unimproved Property concerning 985 Orleans St , Beaumont, TX 77701 10. CLOSING: A. The date of the closing of the sale (closing date) will be on or before the later of: (1) OX 14 days after the expiration of the feasibility period. ❑ (specific date). (2) 7 days after objections made under Paragraph 6C have been cured or waived. B. If either party fails to close by the closing date, the non -defaulting party may exercise the remedies in Paragraph 15. C. At closing, Seller will execute and deliver, at Seller's expense, a ❑ general ❑X special warranty deed. The deed must include a vendor's lien if any part of the sales price is financed. The deed must convey good and indefeasible title to the Property and show no exceptions other than those permitted under Paragraph 6 or other provisions of this contract. Seller must convey the Property: (1) with no liens, assessments, or other security interests against the Property which will not be satisfied out of the sales price, unless securing loans Buyer assumes; (2) without any assumed loans in default; and (3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or trespassers except tenants under the written leases assigned to Buyer under this contract. D. At closing, Seller, at Seller's expense, will also deliver to Buyer: (1) tax statements showing no delinquent taxes on the Property; (2) an assignment of all leases to or on the Property; (3) to the extent assignable, an assignment to Buyer of any licenses and permits related to the Property; (4) evidence that the person executing this contract is legally capable and authorized to bind Seller; (5) an affidavit acceptable to the title company stating that Seller is not a foreign person or, if Seller is a foreign person, a written authorization for the title company to: (i) withhold from Seller's proceeds an amount sufficient to comply applicable tax law; and (ii) deliver the amount to the Internal Revenue Service (IRS) together with appropriate tax forms; and (6) any notices, statements, certificates, affidavits, releases, and other documents required by this contract, the commitment, or law necessary for the closing of the sale and issuance of the title policy, all of which must be completed by Seller as necessary. E. At closing, Buyer will: (1) pay the sales price in good funds acceptable to the title company; (2) deliver evidence that the person executing this contract is legally capable and authorized to bind Buyer; (3) sign and send to each tenant in a lease for any part of the Property a written statement that: (a) acknowledges Buyer has received and is responsible for the tenant's security deposit; and (b) specifies the exact dollar amount of the security deposit; (4) sign an assumption of all leases then in effect; and (5) execute and deliver any notices, statements, certificates, or other documents required by this contract or law necessary to close the sale. F. Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses. 11. POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale in its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear and tear excepted. Any possession by Buyer before closing or by Seller after closing that is not authorized by a separate written lease agreement is a landlord -tenant at sufferance relationship between the parties. DS (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye Page 7 of 13 Produced with zipFormO by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www. m 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract - Unimproved Property concerning 985 Orleans St., Beaumont, TX 77701 12. SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict with other provisions of this contract. (If special provisions are contained in an Addendum, identify the Addendum here and reference the Addendum in Paragraph 22D.) 13. SALES EXPENSES: A. Seller's Expenses: Seller will pay for the following at or before closing: (1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties and recording fees; (2) release of Seller's loan liability, if applicable; (3) tax statements or certificates; (4) preparation of the deed; (5) one-half of any escrow fee; (6) costs to record any documents to cure title objections that Seller must cure; and (7) other expenses that Seller will pay under other provisions of this contract. B. Buyer's Expenses: Buyer will pay for the following at or before closing: (1) all loan expenses and fees; (2) preparation of any deed of trust; (3) recording fees for the deed and any deed of trust; (4) premiums for flood insurance as may be required by Buyer's lender; (5) one-half of any escrow fee; (6) other expenses that Buyer will pay under other provisions of this contract. 14. PRORATIONS: C. Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following advance payments received by Seller for periods after closing: prepaid expenses, advance rental payments, and other advance payments paid by tenants. Rents prorated to one party but received by the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after the rent is received. This Paragraph 14C survives closing. °S (TAR -1802) 1-1-16 Initialed for Identification by Seller_,_and Buye Page 8 of 13 Produced with zipFo"@ by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www 985 Orleans Am M-0111 mAJWrWr-T2E= _ - - - KIT M AA - - - - - - C. Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following advance payments received by Seller for periods after closing: prepaid expenses, advance rental payments, and other advance payments paid by tenants. Rents prorated to one party but received by the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after the rent is received. This Paragraph 14C survives closing. °S (TAR -1802) 1-1-16 Initialed for Identification by Seller_,_and Buye Page 8 of 13 Produced with zipFo"@ by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract- Unimproved Property concerning 985 Orleans St Beaumont TX 77701 15. DEFAULT: A. If Buyer fails to comply with this contract, Buyer is in default and Seller, as Seller's sole remedy(ies), may terminate this contract and receive the earnest money, as liquidated damages for Buyer's failure except for any damages resulting from Buyer's inspections, studies or assessments in accordance with Paragraph 7C(3) which Seller may pursue; or (Check if applicable) 0 enforce specific performance, or seek such other relief as may be provided by law. B. If, without fault, Seller is unable within the time allowed to deliver the estoppel certificates, survey or the commitment, Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 713(1), as liquidated damages and as Buyer's sole remedy; or (2) extend the time for performance up to 15 days and the closing will be extended as necessary. C. Except as provided in Paragraph 15B, if Seller fails to comply with this contract, Seller is in default and Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 7B(1), as liquidated damages and as Buyer's sole remedy; or (2) enforce specific performance, or seek such other relief as may be provided by law, or both. 16. CONDEMNATION: If before closing, condemnation proceedings are commenced against any part of the Property, Buyer may: A. terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the condemnation proceedings and the earnest money, less any independent consideration paid under Paragraph 713(1), will be refunded to Buyer; or B. appear and defend in the condemnation proceedings and any award will, at Buyer's election, belong to: (1) Seller and the sales price will be reduced by the same amount; or (2) Buyer and the sales price will not be reduced. 17. ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company is a prevailing party in any legal proceeding brought under or with relation to this contract or this transaction, such party is entitled to recover from the non -prevailing parties all costs of such proceeding and reasonable attorney's fees. This Paragraph 17 survives termination of this contract. 18. ESCROW: A. At closing, the earnest money will be applied first to any cash down payment, then to Buyer's closing costs, and any excess will be refunded to Buyer. If no closing occurs, the title company may require payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the title company from all parties. B. If one party makes written demand for the earnest money, the title company will give notice of the demand by providing to the other party a copy of the demand. If the title company does not receive written objection to the demand from the other party within 15 days after the date the title company sent the demand to the other party, the title company may disburse the earnest money to the party making demand, reduced by the amount of unpaid expenses incurred on behalf of the party receiving the earnest money and the title company may pay the same to the creditors. C. The title company will deduct any independent consideration under Paragraph 7B(1) before disbursing any earnest money to Buyer and will pay the independent consideration to Seller. D. If the title company complies with this Paragraph 18, each party hereby releases the title company from all claims related to the disbursal of the earnest money. os (TAR -1802) 1-1-16 Initialed for Identification by Seller and BPage 9 of 13 Produced with zipForm@ by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www 985 Orleans DpcuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract - Unimproved Property concerning 985 orleans St„ Beaumont, TX 77701 E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to the title company are effective upon receipt by the title company. F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days after receipt of the request will be liable to the other party for: (i) damages; (ii) the earnest money; (iii) reasonable attorney's fees; and (iv) all costs of suit. G. ❑ Seller ❑ Buyer intend(s) to complete this transaction as a part of an exchange of like -kind properties in accordance with Section 1031 of the Internal Revenue Code, as amended. All expenses in connection with the contemplated exchange will be paid by the exchanging party. The other party will not incur any expense or liability with respect to the exchange. The parties agree to cooperate fully and in good faith to arrange and consummate the exchange so as to comply to the maximum extent feasible with the provisions of Section 1031 of the Internal Revenue Code. The other provisions of this contract will not be affected in the event the contemplated exchange fails to occur. 19. {4) ; { the ' { a#eet the ' ; f&) ' lead based { eig the ' { bitatE)Rthe ' , 20. NOTICES: All notices between the parties under this contract must be in writing and are effective when hand -delivered, mailed by certified mail return receipt requested, or sent by facsimile transmission to the parties addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices to the broker representing the party to whom the notices are sent. HA. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1. B. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1. 21. DISPUTE RESOLUTION: The- -a,ties agFee te Fie ,--d fahth mn an effeFt te Feselve aigy dispi:fte 22. AGREEMENT OF THE PARTIES: A. This contract is binding on the parties, their heirs, executors, representatives, successors, and permitted assigns. This contract is to be construed in accordance with the laws of the State of Texas. DS (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buy r Page 10 of 13 Produced with zipForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract - Unimproved Property concerning 985 w lrleanc St.- Beaumont, TX 77701 If any term or condition of this contract shall be held to be invalid or unenforceable, the remainder of this contract shall not be affected thereby. B. This contract contains the entire agreement of the parties and may not be changed except in writing. C. If this contract is executed in a number of identical counterparts, each counterpart is an original and all counterparts, collectively, constitute one agreement. D. Addenda which are part of this contract are: (Check all that apply.) ❑ (1) Property Description Exhibit identified in Paragraph 2; ❑ (2) Commercial Contract Financing Addendum (TAR -1931); ❑(3) Commercial Property Condition Statement (TAR -1408); (4) Commercial Contract Addendum for Special Provisions (TAR -1940); (5) Notice to Purchaser of Real Property in a Water District (MUD); (6) Addendum for Coastal Area Property (TAR -1915); (7) Addendum for Property Located Seaward of the Gulf Intracoastal Waterway (TAR -1916); X (8) Information About Brokerage Services (TAR -2501); and X (9) Drainage District 6 (Note: Counsel for the Texas Association of REALTORS® (TAR) has determined that any of the foregoing addenda which are promulgated by the Texas Real Estate Commission (TREC) or published by TAR are appropriate for use with this form.) E. Buyer ❑X may ❑ may not assign this contract. If Buyer assigns this contract, Buyer will be relieved of any future liability under this contract only if the assignee assumes, in writing, all obligations and liability of Buyer under this contract. 23. TIME: Time is of the essence in this contract. The parties require strict compliance with the times for performance. If the last day to perform under a provision of this contract falls on a Saturday, Sunday,' or legal holiday, the time for performance is extended until the end of the next day which is not a Saturday, Sunday, or legal holiday. 24. EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is the date the title company receipts this contract after all parties execute this contract. 25. ADDITIONAL NOTICES: A. Buyer should have an abstract covering the Property examined by an attorney of Buyer's selection, or Buyer should be furnished with or obtain a title policy. B. If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage, or flood control facilities and services, Chapter 49, Texas Water Code, requires Seller to deliver and Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the district before final execution of this contract. C. Notice Required by §13.257, Water Code: "The real property, described below, that you are about to purchase may be located in a certificated water or sewer service area, which is authorized by law to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your property. You are advised to determine if the property is in a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to your property. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or before the execution of a binding contract for the purchase of the real property described in the notice or at closing of purchase of the real property." The real property is descr' n Paragraph 2 of this contract. (TAR -1802) 1-1-16 Initialed for Identification by Seller and Buye T j Page 11 of 13 Produced with zipForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www. 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract- Unimproved Property concerning 985 Orleans St., Beaumont, TX 77701 D. If the Property adjoins or shares a common boundary with the tidally influenced submerged lands of the state, §33.135 of the Texas Natural Resources Code requires a notice regarding coastal area property to be included as part of this contract. E. If the Property is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural Resources Code, requires a notice regarding the seaward location of the Property to be included as part of this contract. F. If the Property is located outside the limits of a municipality, the Property may now or later be included in the extra -territorial jurisdiction (ETJ) of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and ETJ. To determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities located in the general proximity of the Property for further information. G. Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental assessments, or inspections to determine compliance with zoning, governmental regulations, or laws. Buyer should seek experts to perform such services. Buyer should review local building codes, ordinances and other applicable laws to determine their effect on the Property. Selection of experts, inspectors, and repairmen is the responsibility of Buyer and not the brokers. Brokers are not qualified to determine the credit worthiness of the parties. H. NOTICE OF WATER LEVEL FLUCTUATIONS: If the Property adjoins an impoundment of water, including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for various reasons, including as a result of: (1) an entity lawfully exercising its right to use the water stored in the impoundment; or (2) drought or flood conditions." 26. CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell the Property. Unless the other party accepts the offer by 5:00 p.m., in the time zone in which the Property is located, on , the offer will lapse and become null and void. READ THIS CONTRACT CAREFULLY. The brokers and agents make no representation or recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or transaction. CONSULT your attorney BEFORE signing. 1919 SJD Beaumont, Ltd. a Texas Limited Seller: City of Beaumont Buyer: Partnership By: By (signature): Printed Name: Kyle Hayes Title: City Manager By: By (signature): Printed Name: Title: By: SJD Investm chqu Si Texas Corporation By (signature': Printed Name �i Title: President By: By (signature): Printed Name: Title: (TAR -1802) 1-1-16 Page 12 of 13 Produced with zipForm® by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zioLoaix.com 985 Orleans GocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C Commercial Contract -Unimproved Property concerning 985 Orleans St Beaumont TX 77701 AGREEMENT BETWEEN BROKERS (use only if Paragraph 9B(1) is effective) Principal Broker agrees to pay (Cooperating Broker) a fee when the Principal Broker's fee is received. The fee to be paid to Cooperating Broker will be: ❑ $ , or ❑ % of the sales price, or ❑ % of the Principal Broker's fee. The title company is authorized and directed to pay Cooperating Broker from Principal Broker's fee at closing. This Agreement Between Brokers supersedes any prior offers and agreements for compensation between brokers. Principal Broker: Cooperating Broker: By: By: Seller's attorney: Address: Phone & Fax: E-mail: ATTORNEYS Buyer's attorney: Address: Phone & Fax: E-mail: Seller's attorney requests copies of documents, Buyer's attorney requests copies of documents, notices, and other information: notices, and other information: ❑ the title company sends to Seller.❑ the title company sends to Buyer. ❑ Buyer sends to Seller. Seller sends to Buyer. ESCROW RECEIPT The title company acknowledges receipt of: HA. the contract on this day (effective date); B. earnest money in the amount of $ in the form of on Title company: Address: By: Phone & Fax: Assigned file number (GF#): E-mail: (TAR -1802) 1-1-16 Page 13 of 13 Produced with zipFormO by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 w ,zioLooix.com 985 Orleans DocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C 11/2/2015 Information About Brokerage Services E01 r Texas law requires all real estate licensees to give the following information about "r brokerage services to prospective buyers, tenants, sellers and landlords. TYPES OF REAL ESTATE LICENSE HOLDERS: • A BROKER is responsible for all brokerage activities, including acts performed by sales agents sponsored by the broker. • A SALES AGENT must be sponsored by a broker and works with clients on behalf of the broker. A BROKER'S MINIMUM DUTIES REQUIRED BY LAW (A client is the person or party that the broker represents): • Put the interests of the client above all others, including the broker's own interests; • Inform the client of any material information about the property or transaction received by the broker; • Answer the client's questions and present any offer to or counter-offer from the client; and • Treat all parties to a real estate transaction honestly and fairly. A LICENSE HOLDER CAN REPRESENT A PARTY IN A REAL ESTATE TRANSACTION: AS AGENT FOR OWNER (SELLER/LANDLORD): The broker becomes the property owner's agent through an agreement with the owner, usually in a written listing to sell or property management agreement. An owner's agent must perform the broker's minimum duties above and must inform the owner of any material information about the property or transaction known by the agent, including information disclosed to the agent or subagent by the buyer or buyer's agent. AS AGENT FOR BUYERITENANT: The broker becomes the buyer/tenant's agent by agreeing to represent the buyer, usually through a written representation agreement. A buyer's agent must perform the broker's minimum duties above and must inform the buyer of any material information about the property or transaction known by the agent, including information disclosed to the agent by the seller or seller's agent. AS AGENT FOR BOTH - INTERMEDIARY: To act as an intermediary between the parties the broker must first obtain the written agreement of each party to the transaction. The written agreement must state who will pay the broker and, in conspicuous bold or underlined print, set forth the broker's obligations as an intermediary. A broker who acts as an intermediary: • Must treat all parties to the transaction impartially and fairly; • May, with the parties' written consent, appoint a different license holder associated with the broker to each party (owner and buyer) to communicate with, provide opinions and advice to, and carry out the instructions of each parry to the transaction. • Must not, unless specifically authorized in writing to do so by the party, disclose: o that the owner will accept a price less than the written asking price; o that the buyer/tenant will pay a price greater than the price submitted in a written offer; and o any coincidental information or any other information that a parry specifically instructs the broker in writing not to disclose, unless required to do so by law. AS SUBAGENT: A license holder acts as a subagent when aiding a buyer in a transaction without an agreement to represent the buyer. A subagent can assist the buyer but does not represent the buyer and must place the interests of the owner first. TO AVOID DISPUTES, ALL AGREEMENTS BETWEEN YOU AND A BROKER SHOULD BE IN WRITING AND CLEARLY ESTABLISH: • The broker's duties and responsibilities to you, and your obligations under the representation agreement. • Who will pay the broker for services provided to you, when payment will be made and how the payment will be calculated. LICENSE HOLDER CONTACT INFORMATION: This notice is being provided for information purposes. It does not create an obligation for you to use the broker's services. Please acknowledge receipt of this notice below and retain a copy for your records. KenWheel, Inc. dba Wheeler Commercial 579943 (wheeler wheeler-commercial.com (409)899-3300 Licensed Broker /Broker Firm Name or License No. Email Phone Primary Assumed Business Name Lee Y. Wheeler III _ 467055 Iwheeler(&wheeler-commercial.com (409)899-3300 Designated Broker of Firm License No. Email Phone Lee Y. Wheeler, III 467055 (wheeler wheeler-commercial.com (409)899-3300 Licensed Supervisor of Sales Agent/ License No. Email Phone Associate Lee Y. Wheeler III 467055 lwheeler@wheeler-commercial.com (409)899-3300 Sales Agent/Associate's Name License No. Email Phone 11/9/2016 1 15:41 enant/Seller/Landlord Initials Date Regulated by the Texas Real Estate Commission Information available at www.trec.texas.gov TABS 1-0 Date Wheeler Commercial, 470 Orleans Street, 12th Floor Beaumont, TX 77701 Phone: 409-899-3300 Fax: 409-899-3301 985 Orleans Lee Wheeler Produced with zipFom@ by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLoalx.com D,ocuSign Envelope ID: A827B005-5F31-493F-A7FB-1315E033D29C NOTICE TO PURCHASERS The real property described below, which you are about to purchase, is located in Jefferson County Drainage District No. 6. The District has taxing authority separate from any other taxing authority and may, subject to voter approval, issue an unlimited rate of tax in payment of such bonds. As of this date, the rate of taxes levied by the District on real property located in the District is 22.0587 cents on each $100 of assessed valuation. The total amount of bonds that have been approved by the voters and which may be issued by the District (excluding refunding bonds and any bonds or portion of bonds payable solely from revenues received or expected to be received pursuant to a contract with a governmental entity) is $0; however, contract revenue refunding bonds have been approved by the District's Board in the following original amounts Series 2003 - $4,995,000.The aggregate initial principal amount of all bonds of the District payable in whole or part from taxes (excluding refunding bonds and any bonds or portion of bonds payable solely from revenues received or expected to be received pursuant to a contract with a governmental entity) that have been previously issued is $0, however, the current principal amounts of contract revenue refunding bonds outstanding are as follows: Series 2003 Contract Revenue Refunding Bonds - $950,000. The contract revenue refunding bonds are serviced through taxes collected for maintenance and operating. Funds from maintenance and operating are transferred to debt service for annual installments toward payment of the contract revenue refunding bonds. No separate tax is collected for contract revenue refunding bonds. The District does not impose a standby fee. The purpose of this District is to provide drainage or flood control facilities and services within the District through the issuance of bonds payable in whole or in part from property taxes. The cost of these utility facilities is not included in the purchase price of your property, and these utility facilities are owned or to be owned by the District. The legal description of the property which you are acquiring is as follows: Lot Number One Hundred Sixty -Two (162), One Hundred Sixty-three (163) and One Hundred Sixty- four (164) in Block Number Thirty-seven (37) of Original Townsite of Beaumont, an Addition to the City of Beaumont, Jefferson County, Texas, as the same appears upon the map or plat thereof, on file and of record in Vol. 448 page 249 Deed Records of Jefferson County, Texas. Date (Seller) PURCHASER IS ADVISED THAT THE INFORMATION SHOWN ON THIS FORM IS SUBJECT TO CHANGE BY THE DISTRICT AT ANY TIME. THE DISTRICT ROUTINELY ESTABLISHES TAX RATES DURING THE MONTHS OF SEPTEMBER THROUGH DECEMBER OF EACH YEAR, EFFECTIVE FOR THE YEAR IN WHICH THE TAX RATES ARE APPROVED BY THE DISTRICT. PURCHASER IS ADVISED TO CONTACT THE DISTRICT TO DETERMINE THE STATUS OF ANY CURRENT OR PROPOSED CHANGES TO THE INFORMATION SHOWN ON THIS FORM. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or prior to execution of a binding contract for the purchase of the real property described in such notice or at closing of purchase of the real property. 11/9/2016 1 15:41 CST Date DocuSigned by: Scat S"t& D2W44D... N Lots 162-164, Block 37, Original Townsite of Beaumont Y, I INN \ s I Is s ; 14 i 1 ."9 I F / ai .e At #. • . . •� I ate. Legend Property To Be Sold y , •,rt ` ' .► Streets RESOLUTION NO. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be and he is hereby authorized to execute an Earnest Money Contract with 1919 SJD Beaumont for the sale of property located at 985 Orleans Street; and, BE IT FURTHER RESOLVED THAT the City Manager is hereby authorized to execute all documents necessary for the sale of the property and improvements. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 6th day of December, 2016. - Mayor Becky Ames - 2 December 6, 2016 Consider a resolution authorizing the purchase of four grapple trucks from Chastang Enterprises, Inc. of Houston for use by the Solid Waste Division BEAUMONT TEXAS TO: City Council FROM: Kyle Hayes, City Manager PREPARED BY: Todd Simoneaux, Chief Financial Office MEETING DATE: December 6, 2016 REQUESTED ACTION: Council consider a resolution authorizing the purchase of four (4) grapple trucks from Chastang Enterprises, Inc. of Houston, in the amount of $1,054,052.00 for use by the Solid Waste Division. BACKGROUND The new units will replace units 3310, 6153, 6157, and 3309 all of which are 2003 models with in excess of 100,000 miles each. All have exceeded their expected service life. The trucks are used for the collection of heavy trash from City residences. The existing units will be disposed of in accordance with the City's surplus property policy. Pricing was obtained through the Houston -Galveston Area Council (H -GAC), a cooperative purchasing association providing cities and political subdivisions with the means to purchase specialized equipment at volume pricing. H -GAC complies with State of Texas procurement statutes. Warranty service will be provided by Freightliner of Beaumont. FUNDING SOURCE Solid Waste Fund. RECOMMENDATION Approval of resolution. RESOLUTION NO. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be, and he is hereby, authorized to approve the purchase of four (4) grapple trucks for use by the Solid Waste Division from Chastang Enterprises, Inc., of Houston, Texas, in the amount of $1,054,052.00 through the Houston -Galveston Area Council (H -GAC) Cooperative Purchasing Program. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 6th day of December, 2016. - Mayor Becky Ames - 3 December 6, 2016 Consider a resolution providing for the reimbursement of a capital expenditure incurred prior to future financing BEAUMONT TEXAS TO: City Council FROM: Kyle Hayes, City Manager PREPARED BY: Todd Simoneaux, Chief Financial Officer MEETING DATE: December 6, 2016 REQUESTED ACTION: Council consider a resolution providing for the reimbursement of a capital expenditure incurred prior to future financing. BACKGROUND The FY 2016 Budget included the order of a new fire pumper. Due to the long lead time on fire trucks, the financing was included in the FY 2017 Budget. The fire pumper was to be financed over a period not to exceed 5 years. The fire pumper has been received prior to the financing being secured. A reimbursement resolution is warranted in order to allow the City to reimburse itself out of the proceeds of the financing for the fire pumper if payment is required prior to the lease purchase being secured. FUNDING SOURCE The debt service related to this financing was budgeted for in the Capital Reserve Fund of the FY 17 Budget. RECOMMENDATION Approval of resolution. RESOLUTION NO. WHEREAS, the City of Beaumont declared an intent to acquire certain equipment as a capital expenditure with reimbursement to be funded from proceeds of a lease purchase agreement. The equipment hereinafter called "PROPERTY" is generally described below: ; and, One (1) Fire Pumper Truck $652,000.00 WHEREAS, the City of Beaumont may pay certain capital expenditures in connection with the Property prior to its receipt of proceeds of the lease -purchase agreement described below for such expenditures; and, WHEREAS, the City of Beaumont reasonably anticipated that it would make expenditures with respect to the Property in the principal amount not exceeding the amount stated above for which the Lessee may or expects to enter into one or more Lease -Purchase Agreements with a financial institution; and, WHEREAS, City Council is of the opinion that it is in the best interest of the citizens of Beaumont to allow the City to reimburse itself out of the proceeds of the financing for a fire pumper truck if payment is required prior to the lease purchase being secured; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: Section 1. The City of Beaumont finds and determines that the foregoing recitals are true and correct. Corrfinn ') The City of Beaumont expects the City of Beaumont will pay certain capital expenditures in connection with the Property prior to the receipt of the Lease Purchase Proceeds for the Property. Section 3. The City of Beaumont hereby declares the City of Beaumont's official intent to use the Lease Purchase Proceeds to reimburse itself for the above described Property expenditures. Section 4. This Resolution shall take effect from and after its adoption. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 6th day of December, 2016. - Mayor Becky Ames -