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HomeMy WebLinkAbout10982RESOLUTION NO. 10982 A RESOLUTION APPROVING AN AGREEMENT FOR PURCHASE OF PROPERTY BETWEEN THE CITY OF PUEBLO AND GLEN SAMSON RELATING TO PROPERTY COMMONLY KNOWN AS 305 S. MECHANIC STREET, PUEBLO, COLORADO, AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME AND TRANSFERRING FUNDS THEREFOR BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1 The Agreement for the Sale and Purchase of Property dated as of April 23,2007 between the City of Pueblo as Purchaser and Glen Samson as seller relating to the property commonly known as 305 South Main, Pueblo, Colorado, 81003, copies of which are attached hereto, having been approved as to form by the City Attorney, is hereby approved. SECTION 2 The President of the City Council is authorized to execute the Agreement in the name of the City and the City Clerk is directed to affix the seal of the City thereto and attest same. The City attorney is authorized to execute all other documents and instruments in the name of the City required and necessary to consummate the transactions therein contemplated. SECTION 3 This resolution shall become effective upon final approval and passage. APPROVED: ESID NTof City Council ATTESTED BY: CITY CLERK INTRODUCED April 23, 2007 BY Randy Thurston Councilperson j30S 10982 Background Paper for Proposed RESOLUTION AGENDA ITEM # y -a3 -67 DATE: April 23, 2007 DEPARTMENT: CITY MANAGER'S OFFICE / LAW DEPARTMENT TITLE A RESOLUTION APPROVING AN AGREEMENT FOR PURCHASE OF PROPERTY BETWEEN THE CITY OF PUEBLO AND GLEN SAMSON RELATING TO PROPERTY COMMONLY KNOWN AS 305 S. MECHANIC STREET, PUEBLO, COLORADO, AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME AND TRANSFERRING FUNDS THEREFOR ISSUE Should the City purchase property known as 305 South Mechanic Street, Pueblo, Colorado. BACKGROUND Glen Samson is willing to sell to the City the property known as 305 South Mechanic Street, Pueblo, Colorado and more particularly described in the attached Agreement, for a purchase price of $266,000.00 in accordance with the terms and conditions set forth in the agreement. The property would then be rezoned for city uses. Approval of the Resolution. FINANCIAL IMPACT The funds for the purchase shall come from the City's General Fund Reserves. AGREEMENT FOR SALE AND PURCHASE OF PROPERTY Agreement made as ofApril 23, 2007, between Glen Samson (herein referred to as "Seller ") and the City of Pueblo, a municipal corporation (herein "Purchaser "). L Sale. Seller shall sell and convey, and the Purchaser shall purchase all of the real property described as Lots 17 to 32, both inclusive, Block 68, in the former Town of South Pueblo, now a part of the City of Pueblo, County of Pueblo, State of Colorado; Street Address: 305 South Mechanic Street, Pueblo, Colorado, 81003, together with all tenements, hereditaments, appurtenances, and easements thereunto belonging or appertaining, all buildings, structures, fixtures, additions and improvements thereon, and all adjacent vacated streets, alleys and public rights of way, including vacated Mechanic Street (the "Property"). 2. Fixtures The term "fixtures" as used in paragraph I includes the plumbing, heating and air conditioning systems and all other fixtures, attached or appurtenant to the Property or buildings thereon to the extent presently located on the Property, excluding however, personal property including, without limitation, trade fixtures and equipment. 3. Purchase Price The purchase price is Two Hundred Sixty -Six Thousand and No /100 Dollars (U.S. $266,000.00) to be allocated and paid as follows: (a) Payment The Purchase Price will be paid in full at the time of closing subject to compliance by Seller with Seller's warranties and representations contained herein. (b) Allocation The purchase price will be allocated to the land, building, and fixtures as Seller shall determine at time of closing. 4. Liens and Encumbrances The Property is sold and will be conveyed free of all liens, charges, encumbrances, equities of any nature, rights of parties to or in possession, taxes and assessments, except current year taxes. 5. Marketable Title Good and marketable fee simple title to the Property will be conveyed by Seller to Purchaser by general warranty deed acceptable to Purchaser in proper form duly executed, acknowledged and ready for recording. 6. Apportionments The ad valorem taxes for the year of sale, water and sewer charges, and other utilities will be apportioned as of the date of closing. All special assessments, if any, shall be paid in full by Seller. If the closing shall occur before current year taxes are fixed, the apportionment of taxes shall be based upon the prior year taxes. 7. Closiniz. The date of closing shall be as determined by mutual agreement of Seller and Purchaser but shall be no later than June 26, 2007. The time and place of closing shall be designated by Purchaser. 8. Seller's Representations Seller represents and warrants: (a) Seller has full power and authority to execute, deliver and perform this Agreement and at closing all acts of Seller necessary and required for such execution, delivery and performance of this Agreement will have been taken. (b) There is not pending or, to the knowledge of Seller, threatened any suit, action or proceedings against or affecting the Seller or the Property before or by any court, arbitrator, administrative agency or other governmental authority that materially and adversely affect the validity, as to the Seller, of any of the transactions contemplated hereby or the ability of the Seller to perform its obligations hereunder or as contemplated hereby. (c) Seller owns and at closing will convey to Purchaser good and marketable fee simple title to the Property free of all liens, charges, encumbrances, equities of any nature, rights of parties in possession, taxes and assessments, except current year taxes. (d) The land included in the description of the Property is contiguous, and all public utilities required for the use and operation of the Property either enter the Property through adjoining public streets or if they pass through private lands they do so in accordance with valid easements. (e) The buildings and other structures upon the Property are entirely within the boundary lines of the Property, there are no encroachments thereon. (f) Purchaser shall not become liable for or obligated to pay any broker's, finder's, consultant's fees or similar fees in connection with the negotiation, execution or consummation of this Agreement. All such fees shall be paid by Seller and Seller shall indemnify and hold harmless Purchaser therefrom. (g) The Property, buildings, fixtures, equipment and improvements will be conveyed at closing in their condition and state of repair as of the date of this Agreement. (h) There are no hazardous wastes or hazardous substances on or about the Property; the Property is not in any way contaminated by or with any toxic or hazardous waste or hazardous substance or petroleum products; the Property is not subject to any state or federal lien, proceedings, claim, liability or action, or the threat or likelihood thereof, for the cleanup, removal or remediation of any such toxic or hazardous material or hazardous waste or petroleum products from the Property; there is no asbestos on the Property; all underground storage tanks have been removed from the Property and the Property has been remediated in accordance with applicable federal and state laws and regulations; and the Property has not been used as a methamphetamine laboratory. (i) Neither the Property or the interests of Seller therein is limited or restricted by, or subject to, any of the following: (i) Rights or claims of parties in possession whether or not shown by the -2- public records. (ii) Any lien, or right to a lien, for services, labor, or material heretofore or hereafter furnished, imposed by law whether or not shown by the public records. (iii) Taxes due and payable, any tax, special assessments, charge or lien imposed for water or sewer service, except current year general ad valorem taxes. Purchaser's Representations Purchaser represents and warrants: (a) The Purchaser is a municipal corporation duly organized, existing and in good standing under the laws of the State of Colorado. (b) The Purchaser has full power and authority to execute, deliver and perform this Agreement and at the time of closing all acts of the Purchaser necessary for such execution, delivery and performance of this Agreement will have been taken. 10. Seller's Duty to Perform Time is of the essence hereof and unless, at the time of closing, the following conditions are satisfied, the Seller shall not be obligated to make this sale, transfer and conveyance provided herein to be made by them or otherwise to effectuate their part of the purchase and sale herein provided: (a) The representations and warranties set forth in paragraph 9 herein are, on the date hereof and as of the time of closing, correct, subject to any change permitted herein or any action approved by the Purchaser. (b) The Purchaser has complied with its agreements to be performed herein by it prior to the time of closing. (c) The Seller has received the purchase price from Purchaser. 11. Purchaser's Duty to Perform Time is of the essence hereof and unless, at the time of closing, the following conditions are satisfied, the Purchaser shall not be obligated to pay the consideration as provided for herein or otherwise to effectuate its part of the purchase and sale herein provided: (a) The representations and warranties of the Seller contained herein shall be true in all respects as of the time of closing as though such representations and warranties were then made in exactly the same language and the Seller shall have performed all obligations and complied with all covenants required by this Agreement to be performed or complied with by Seller prior to the closing date. (b) The Seller has complied with his agreements herein to be performed by him -3- prior to the time of closing. (c) The Purchaser shall have received from the Seller the (i) general warranty deed, and (ii) Pueblo County Treasurer's certificate of real estate taxes and special assessments on the Property. (d) The results of an environmental inspection if performed by Purchaser do not indicate a level of contamination of the Property which is deemed unacceptable to Purchaser. (e) The purchase price does not exceed the Property's valuation determined by an appraiser engaged by Purchaser. 12. Termination This Agreement may be terminated upon written notice at any time prior to closing by Purchaser or Seller if there has been a material misrepresentation or breach of warranty on the part of the other party in such party's representations and warranties set forth in this Agreement. 13. Possession, Liquidated Damages Possession of the Property shall be delivered to Purchaser by Seller on closing. Seller shall remove all his inventory, trade fixtures, equipment and other personal property ( "Personal Property ") from the Property within sixty (60) days after closing. If Seller does not remove all his Personal Property from the property within said 60 -day period, the remaining Personal Property shall be deemed abandoned and Purchaser may remove and dispose of such Personal Property at Seller's expense. 14. Title Insurance Seller at its expense shall deliver to Purchaser within twenty (20) days of date hereof a current title insurance commitment issued by a title insurance company acceptable to Purchaser for an ALTA Owner's Policy - 10/17/92 covering the Property in the amount of the purchase price insuring marketable fee simple title to the Property in Purchaser, with standard exemptions deleted or insured over, free and clear of all liens and encumbrances, and deliver the title insurance policy to Purchaser on or immediately after closing; provided, however, that if an ALTA Survey is required to delete any standard exemption, Purchaser shall, at its option, either (i) at its expense furnish and provide the ALTA Survey, or (ii) waive the requirement that such standard exemption be deleted. 15. Inspection During the period between the date of this Agreement and Purchaser obtaining possession, Seller grants to Purchaser, and to Purchaser's employees, agents, contractors and consultants, the right to enter upon and inspect the Property to determine its value and condition. In performing its evaluation and inspection of the Property, Purchaser shall have the right, at Purchaser's sole cost and expense, to conduct such appraisals, studies, inspections, evaluations, audits, environmental assessments, and surveys as Purchaser may deem appropriate. This right to inspect is not intended, nor should it be construed, to impose upon Purchaser any obligation to make such inspections nor any liability or responsibility whatsoever for any containment, mitigation, 0 remediation, removal, or cleanup with respect to any preexisting condition discovered or revealed by Purchaser's activities pursuant to this instrument; provided, however, that Purchaser shall at its own expense correct or repair any physical damage to the Property caused by its activities. 16. Singular. Includes Plural If two or more persons constitute the Seller, the word "Seller" shall be construed as if it read "Sellers" whenever the sense of the Agreement so requires. 17. Risk of Loss The risk of loss or damage to the Property or to tenants or occupants thereof or their property by fire or other casualty is assumed by the Seller until the delivery of possession of the Property to Purchaser. 18. Enforcement Time is of the essence hereof and this Agreement may be specifically enforced. In the event of any litigation arising out of this Agreement, the Court may award to the prevailing party all reasonable costs and expenses, including attorney's fees. Exclusive venue for any such litigation shall be Pueblo County, Colorado. 19. Survival of Representations The respective representations, warranties, covenants and agreements (collectively the "Representations ") of the parties hereto shall survive the time of closing and the transfer of title to Purchaser, and shall not merge or be determined to merge into the general warranty deed. If any Representation is inaccurate, the party making such Representation shall indemnify, defend, and hold the other party harmless from all damages and losses resulting or arising therefrom. 20. Notice Any notice, request, instruction or other document to be given hereunder by any party hereto to the other shall be in writing and shall be delivered personally or sent by certified mail, postage prepaid; if to Purchaser, addressed to it at 1 City Hall Place, Pueblo, Colorado, 81003, Attention: City Manager; and if to Seller, at 305 S. Mechanic Street, Pueblo, Colorado, 81003. 21. Expenses Each party hereto shall separately bear its expenses incurred in connection with this Agreement and in connection with all things required to be done by each hereunder. Seller and Purchaser shall pay their respective closing costs and all other items required to be paid at closing. Seller and Purchaser shall sign and complete all customary or reasonably required documents at or before Closing. Fees for real estate closing fees shall be paid at Closing, one -half by Seller and one -half by Purchaser. 22. Entire Understandings This Agreement contains the entire understanding of the parties hereto relating to the subject matter herein contained and this Agreement cannot be changed or terminated orally. 23. Govern ing Laws This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado. 24. No Benefit to Third Parties. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person, firm or corporation, other than the parties hereto, any rights or remedies under or by reason hereof. -5- 25. Authority of Undersigned The persons signing this Agreement on behalf of Seller represent and warrant that they have the requisite power and authority to enter into, execute and deliver this Agreement on behalf of Seller and that this Agreement is a valid and legally enforceable agreement in accordance with its terms. 26. Multiple Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original. WITNESS THE DUE EXECUTION HEREOF, as of the day and year first above written. ATTEST:_ City rk APPROVED AS TO FORM: City Attorney PURCHASER CITY OF PUEBLO, A MUNICIPAL CORPORA BY c__ Presid&t of th$City Council I M, UM N R FFE PU98LO COUNTY. 17 WD 07/02/2007 01:31:10 PM Gilbert Ortiz Cl Recorder, k// Puebla 26. T WHEN RECORDED RETURN TO: ,III K 11 yT111 1 N w i� I1 11 � 11111 Name: CITY OF PUEBLO, A MUNICIPAL CORPORATION Address: WARRANTY DEED THIS DEED, made this 29th day of June, 2007, between GLEN SAMSON whose address is 305 S. MECHANIC STREET, PUEBLO, CO 81003, grantor, and CITY OF PUEBLO, A MUNICIPAL CORPORATION whose legal address is, 1 City Hall Place, Pueblo, CO 81003, grantee: WITNESSETH, that the grantor, for and in consideration of the sum of $266,000.00, the receipt and sufficiency of which is hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto the grantee, his heirs and assigns forever, all the real property, together with improvements, if any, situate, lying and being in the said County of Pueblo and State of Colorado described as follows: LOTS 17 TO 32, BOTH INCLUSIVE, TOGETHER WITH THAT PORTION OF VACATED MECHANIC STREET ADJOINING AS VACATED BY ORDINANCE #2108, RECORDED JUNE 9, 1955 IN BOOK 1270 AT PAGE 195; BLOCK 68, IN THE FORMER TOWN OF SOUTH PUEBLO, NOW PART OF THE CITY OF PUEBLO, COUNTY OF PUEBLO, STATE OF COLORADO. also known by street and number as: 305 SOUTH MECHANIC STREET, PUEBLO, CO 81003 TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof, and all the estate, right, title, interest, claim and demand whatsoever of the grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances. TO HAVE AND TO HOLD the said premises above bargained and described, with the appurtenances, unto the grantee, his heirs and assigns forever. And the grantor, for himself, his heirs, and personal representatives, does covenant, grant, bargain, and agree to and with the grantee, his heirs and assigns, that at the time of the ensealing and delivery of these presents, he (� Stewart Title of Colorado - Pueblo Division File Number: 716954KA �Y `�— Warranty Deed — (Individual) 9 Page l of 2 1732462 WD 07/02/2007 01:31:10 PM Page: 2 of 2 R 11.00 O 26.60 T 37.60 Gilbert Ortiz ClerOReeorder, Pueblo County, Co ■III K MONA Ifiwlly wi 11111 estate of inheritance, in law, in fee simple, and has good right, full power and lawful authority to grant, bargain, sell and convey the same in manner and form as aforesaid, and that the same are free and clear from all former and other grants, bargains, sales, liens, taxes, assessments, encumbrances and restrictions of whatever kind or nature soever, except 2007 taxes and all subsequent years, restrictions, reservations, covenants, easements and rights — of- way of record, if any. The grantor shall and will WARRANTY AND FOREVER DEFEND the above - bargained premises in the quiet and peaceable possession of the grantee, his heirs and assigns, against all and every person or persons lawfully claiming the whole or any part thereof. The singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. IN WITNESS WHEREOF, the grantor has executed this deed on the date set forth above. STATE OF Colorado ) ss. COUNTY OF Pueblo ) On this i9 day of June, 2007, before me, the undersigned, a Notary Public, in and for said State, p sonally appeared GLEN SAMSON known to me, and/or identified to me on the basis of satisfactory evidence, to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he /she /they executed the same. WITNESS MY HAND AND OFFICIAL SEAL. My commission expires 5 PUgl�O Notary Public: O =Kathryn o u � PA, Q Q \ OF G� Stewart Title of Colorado - Pueblo Division File Number: 716954KA Warranty Deed — (Individual) Page 2 of 2