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Res 03-06 Authorizing the Sale of Certain Land - 24.59 Acres Jesse Gibson, A592TOWN OF WESTLAKE RESOLUTION NO. 03-06 A RESOLUTION BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING THE SALE OF CERTAIN LAND AND RESOLVING RELATED MATTERS WHEREAS, the Town of Westlake, Texas (the "Town") is a Type -A General Law city and is empowered under Section 272.001 of the Local Government Code to sell property owned by the Town upon compliance with the provisions thereof; WHEREAS, the Town adopted a resolution on September 23, 2002 authorizing a notice to be published seeking bids regarding the sale of a certain tract of land described on Exhibit A attached hereto and incorporated herein (the "Land"); WHEREAS, the Board of Aldermen (the 'Board") of the Town hereby finds that all requirements necessary to sell the Land pursuant to Section 272.001 of the Local Government Code have been satisfied and a bid (the `Bid"), a copy of which is attached hereto as Exhibit B and incorporated herein, has been submitted by the Westlake Academy Finance Corporation (the "WAFC") and received by the Town for the purchase of the Land, and that it is in the interest of the Town to sell the Land on the terms as provided in the Bid; and WHEREAS, the meeting at which this Resolution has been considered has been called and held, and public notice of the meeting has been given, in accordance with applicable law; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: Preamble. The preamble of this Resolution and the findings contained therein are hereby adopted by reference and made part of this Resolution. SECTION 2: Authorization of the Sale of the Land. The Board hereby authorizes and approves the sale of the Land to the WAFC in accordance with the terms and conditions of the Bid. SECTION 3: Execution and Delivery of Documents. The Mayor is hereby authorized and empowered to execute and deliver the all such deeds, assignments, conveyance and related documents for, on behalf and in the name of the Town, in such form as the Mayor shall deem appropriate to effect the sale of the Land pursuant to the Bid and to carry out the intent of this Resolution. The approval of such documents shall be conclusively established by the Mayor's execution thereof. SECTION 4: Authorized Officers. The Mayor, each of the members of the Board, the Town Manager, and the Town Secretary (each as an authorized officer), Larry Williamson, as the Financial Advisor, Thomas Allen Moon, as the Finance Counsel, and Jenkens & Gilchrist, a Professional Corporation, as the Special Finance Counsel, are each hereby authorized to execute and deliver certifications as to facts, estimates, and circumstances as are necessary to accomplish the purposes of this Resolution and, on the Town's behalf, to do all things necessary or convenient to effect the sale of the Land pursuant to the terms and conditions of the Bid and to carry out the terms and purposes of this Resolution. SECTION 5: Effective Date of Resolution. PASSED AND APPROVED ON THIS 24TH' DAY OF FEBRUARY 2003. ATTEST: Scott Bradley, Mayor Gin Crosswy, TowV Secretary APPROVED AS TO Trent O. Petty, Town anager 4 Exhibit A (Description of the Land) BEING a 24.59 acre tract of land situated in the Jesse Gibson Survey, Abstract No. 592, the Richard Eads Survey, Abstract No. 492, and the Jesse Sutton Survey, Abstract No. 1451, Tarrant County, Texas, Town of Westlake, being a portion of a tract of land conveyed by deed to AIL Investments, L.P., as recorded in Volume 13275, Page 542, Deed Records, Tarrant County, Texas, and subsequently conveyed to the Town of Westlake, Texas. A metes and bounds description may be obtained at the Town Hall. 3 ]BID PROPOSAL PROPOSAL OF Ale f/%lie I-leaiew) f"l,10WIce corpeflif" organized and existing under the Iaws of the State of le ro J a(n).1'�CYt1 1704-DraTil l A WWAO TO: TOWN OF WESTLAKE, TEXAS (the "Seller") 3 Village Circle, Suite 207 Westlake, Texas 76262 BEING a 24.59 acre tract of land situated in t1e Jesse Gibson Survey, Abstract No. 592, the Richard Eads Survey, Abstract No. 492, and the Jesse Sutton Survey, Abstract No. 1451, Tarrant County, Texas, Town of Westlake, being a portion of a tract of land conveyed by deed to AFL Investments, L.P., as recorded in Volume 13275, Page 542, Deed Records, Tarrant County, Texas, and subsequently conveyed to the Town of Westlaie, Texas. A metes and bounds description may be obtained at the Town Hall. The undersigned, as Bidder, declares that the only person or parties interested in this proposal as principles are those named herein, that this proposal is made without collusion with any other person, firm or corporation, that Bidder has carefully examined the Bial Documents and the form of the Contract of Sale, including all attachments to the Contract of Sale, and has carefully examined the location of the tract of land, the real property, improvements and personal property. It is understood that if the award cannot be made withit the prescribed time, the time limit may be extended for one (1) or more 30 -day intervals by mutual written consent of the Seller and the most advantageous Bidder. TOTAL BID FOR 24.59 ACRES, MORE OR LESS, OF LAND: Check All That Appiv: or V Assumption of the Obligations in the Promissory Note Cash in the amount of (in words) (in figures) 2. V Enter into the Installment Sale Agzeement NOTE: To be considered complete the Biddermust check one of the options in No. I and No. 2, above. Bidder will submit with Bid Proposal three (3) executed original Contract of Sale documents, Upon request, the successful bidder will furnish approved financial information and records indicating Bidders ability to perform the close of the transaction. In the event the Contract of Sale documents are not provided and executed with Bid Proposal, and/or Bidder shall fail to close on the transaction within the timeframe prescribed in the Contract of Sale or receive an extension under the terms of the Contract of Sale, the Bid Proposal shall automatically be terminated without further action. The undersigned agrees to its faithful performance according to this Bid Proposal. Receipt is acknowledged of the following exhibits and documents: A. Contract of Sale. B. I_.egal Description of the 24.59 acres, more or less, of land. C. Installment Sale Agreement D. Promissory Note Respectfully submitted, (Company Name (Name and itle} (Signature) Attested by: i (Ad ess) 7(, ;7�6 /7 fl -7. Vj. 619111 (Phone No.) NOTE: Do not detach bid forms from other papers. Fill in with ink and subrnit complete with attached papers. H:1Boyle-LowrylWest Lakelwl-bidslw]-bids - bid proposaLdoc 2 MINUTES AND CERTIFICATION On February 24, 2003, the Board of Aldermen (the 'Board") of the Town of Westlake, Texas (the "Town") convened in a public meeting at the designated meeting place in Westlake, Texas. The roll of duly constituted officers and members of the Board was called and are as follows: Name Title Absent Scott Bradley Mayor Fred Held Alderman Don Redding .Alderman Larry Sparrow Alderman Bill Frey Alderman Buddy Brown Alderman all of whom were present except those indicated above as being absent, thus constituting a quorum. Among other things, the Board considered the written resolution as follows: A Resolution Authorizing the Sale of Certain Land and Resolving Related Matters The Resolution was read by the Board. After due consideration, it was duly moved and seconded that the Resolution be adopted, The Presiding Officer put the motion to a vote of the Board, and the Resolution was adopted by the following vote: AYES: NOES: ABSTENTIONS: The Presiding Officer then declared the Resolution adopted. The persons named herein are the duly chosen, qualified, and acting officers and members of the Board as indicated herein. Each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the aforesaid meeting and that the resolution would be introduced and considered for adoption at the meeting. The meeting was open to the public, and public notice of the time, place, and purpose of the meeting was given all as required by Chapter 551 of the Texas Government Code. DALLAS2 929372v2 22174-00002 MINUTES APPROVED AND CERTIFIED TO BE CORRECT and to correctly reflect the duly constituted members of the Board of the Town, and the attached copy of the Resolution is hereby certified to be a correct copy of an official copy thereof on file among the official records of the Town and such resolution has not been amended and is in full force and effect on this February 24, 2003. By: I (" x Name: 6ingertrossw-y Title: Secretary [SEAL] DALLAS2 9293 72v2 22174-00002 RESOLUTION AUTHORIZING THE SALE OF CERTAIN LAND AND RESOLVING RELATED MATTERS WHEREAS, the Town of Westlake, Texas (the "Town") is a Type -A city and is empowered under Section 272.001 of the Local Government Code to sell property owned by the Town upon compliance with the provisions thereof; WHEREAS, the Town adopted a resolution on September 23, 2002 authorizing a notice to be published seeking bids regarding the sale of a certain tract of land described on Exhibit A attached hereto and incorporated herein (the "Land"); WHEREAS, the Board of Aldermen (the 'Board") of the Town hereby finds that all requirements necessary to sell the Land pursuant to Section 272.001 of the Local Government Code have been satisfied and a bid (the "Bid"), a copy of which is attached hereto as Exhibit B and incorporated herein, has been submitted by the Westlake Academy Finance Corporation (the "WAFC") and received by the Town for the purchase of the Land, and that it is in the interest of the Town to sell the Land on the terms as provided in the Bid; and WHEREAS, the meeting at which this Resolution has been considered has been called and held, and public notice of the meeting has been given, in accordance with applicable law; TOWN: SECTION 1. Preamble. The preamble of this Resolution and the findings contained therein are hereby adopted by reference and made part of this Resolution. SECTION 2. Authorization of the Sale of the Land. The Board hereby authorizes and approves the sale of the Land to the WACF in accordance with the terms and conditions of the Bid. SECTION 3. Execution and Delivery of Documents. The Mayor is hereby authorized and empowered to execute and deliver the all such deeds, assignments, conveyance and related documents for, on behalf and in the name of the Town, in such form as the Mayor shall deem appropriate to effect the sale of the Land pursuant to the Bid and to carry out the intent of this Resolution. The approval of such documents shall be conclusively established by the Mayor's execution thereof. SECTION 4. Authorized Officers. The Mayor, each of the members of the Board, the Town Manager, and the Town Secretary (each as an authorized officer), Larry Williamson, as the Financial Advisor, Thomas Allen Moon, as the Finance Counsel, and Jenkens & Gilchrist, a Professional Corporation, as the Special Finance Counsel, are each hereby authorized to execute and deliver certifications as to facts, estimates, and circumstances as are necessary to accomplish the purposes of this Resolution DALLAS2 929372v2 22174-00002 and, on the Town's behalf, to do all things necessary or convenient to effect the sale of the Land pursuant to the terms and conditions of the Bid and to carry out the terms and purposes of this Resolution. SECTION 5. Effective Date of Resolution. This Resolution shall take effect immediately upon its adoption. EXECUTION PAGE TO FOLLOW DALLAS2 929372v2 22174-00002 2003, PASSED AND APPROVED BY TOWN OF WESTLAKE, TEXAS, this February 24, By: Name: Scott Bradly Title: Mayor [SEAL] DALLAS2 929372v2 22174-00002