HomeMy WebLinkAbout11127RESOLUTION NO. 11127
A RESOLUTION APPROVING THE SALE OF REAL PROPERTY BY THE CITY OF PUEBLO
TO THE HOUSING AUTHORITY OF THE CITY OF PUEBLO
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1
The Contract to Buy and Sell Real Estate dated October 9, 2007 between the Housing
Authority of the City of Pueblo and the City of Pueblo, a copy of which is attached hereto, having
been approved as to form by the City Attorney, is hereby approved.
SECTION 2
The President of the City Council is hereby authorized to execute and deliver the
Contract to Buy and Sell Real Estate and Special Warranty Deed described therein in the name
of the City and the City Clerk is authorized and directed to affix the seal of the City thereto and
attest same. The City Attorney is authorized to execute and deliver in the name of the City all
other documents necessary and required to consummate the sale and purchase contemplated
by the Contract to Buy and Sell Real Estate.
INTRODUCED October 9, 2007
BY Randy Thurston
Councilperson
APPROVED: a
#?ESIDEINTof City Council
ATTESTED BY:
CITY CLERK
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Background Paper for Proposed
RESOLUTION
AGENDA ITEM # 1'D
DATE: October 9. 2007
DEPARTMENT: Law Department
TITLE
A RESOLUTION APPROVING THE SALE OF REAL PROPERTY BY THE CITY
OF PUEBLO TO THE HOUSING AUTHORITY OF THE CITY OF PUEBLO
ISSUE
Should City Council approve the sale of real property to the Housing Authority of
the City of Pueblo?
None.
BACKGROUND
As part of its Sangre de Cristo Apartments revitalization project, the Housing
Authority of the City of Pueblo has requested the City to reconvey certain
unimproved land located near the proposed project. The land transfer is
contingent upon the Housing Authority of the City of Pueblo receiving approval of
its HOPE VI Revitalization grant application from the Departrnent of Housing and
Urban Development.
FINANCIAL IMPACT
None.
CONTRACT TO BUY AND SELL REAL ESTATE
THIS CONTRACT entered into as of October 9, 2007 between City of Pueblo, a Municipal
Corporation, 1 City Hall Place, Pueblo, Colorado, 81003 (the "Seller ") and Housing Authority of
the City of Pueblo, 1414 N. Santa Fe Avenue, 10th Floor, Pueblo, Colorado, 81003 (the "Buyer "),
WITNESSETH:
Recitals
A. Seller is the owner of certain land located in Pueblo County, Colorado.
B. Buyer is desirous of purchasing the land from Seller.
C. Seller is willing to sell the land to Buyer upon the terms and conditions hereinafter
set forth.
Agreement
NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual covenants
contained herein, Seller and Buyer agree as follows:
1. Property. Seller agrees to sell and Buyer agrees to purchase the unimproved land
described on attached Exhibit "A" with all its appurtenances (the "Property ") on the terms and
conditions set forth in this Contract.
2. Purchase Price and Terms The purchase price of the Property shall be $10.00. The
purchase price shall be paid in cash or certified funds on Closing Date contemporaneously with
Buyer's receipt of the Special Warranty Deed.
3. Evidence of Title Buyer shall at its expense obtain title insurance and satisfy itself
as to the condition of title to the Property. If Buyer is not satisfied with the condition of title, Buyer
may terminate this Contract by written notice given to Seller within thirty (30) days from date
hereof.
4. Inspection Buyer or any designee, shall have the right to have inspection of the
physical condition of the Property at Buyer's expense. Buyer is responsible for and shall pay for
any damage which occurs to the Property as a result of such inspection. If Buyer is not satisfied
with the physical condition of the Property, Buyer may terminate this Contract by written notice
given to Seller within thirty (30) days from date hereof.
5. Date of Closing Closing shall take place on May 7, 2008 or such earlier or later date
and Seller and Buyer may mutually agree. The hour and place of Closing shall be as designated by
Seller ( "Closing Date "). This Contract and Closing Date are contingent upon the Department of
Housing and Urban Development approval of Buyer's HOPE VI Revitalization Grant Application
on or before May 7, 2008.
6. Transfer of Title Subject to payment of the purchase price and compliance by
Buyer with the other terms and provisions hereof, Seller shall execute and deliver to Buyer a
Special Warranty Deed conveying title to the Property to Buyer subject to taxes, restrictions,
reservations, covenants, easements, and conditions of record.
7. Condition of the Property Buyer agrees and acknowledges that:
(a) Other than warranty of title contained in the Special Warranty Deed, Seller
hereby disclaims any warranty or representation, express or implied, with respect to the Property
or any aspect, portion or component of the Property, including, but not limited to: (i) the
condition, nature or quality of the Property, including, but not limited to, the quality of soils on
or under the Property; (ii) the fitness of the Property for any particular use; (iii) the presence or
suspected presence of hazardous materials on, in, under or about the Property; (iv) the financial
benefits, income, expenses, profits or losses to be achieved, derived or incurred as a result of the
ownership, operation, leasing, renovating, or management of the Property; or (v) existing or
proposed governmental laws or regulations applicable to the Property, or the further
development or changing use thereof, including environmental laws and laws or regulations
relating to zoning, land use, or buildings, or the existence of any approvals or authorizations of
any kind or nature of or from any governmental authority. Seller also hereby disclaims any
warranty or representation, express or implied, with respect to any surveys, reports, studies, or
other documents, if any, pertaining to the Property delivered by Seller to Buyer.
(b) In entering into this Contract, Buyer has not relied on any representation,
statement, or warranty of Seller, other than the warranty of title contained in the special warranty
deed, or anyone acting for or on behalf of Seller, and all matters concerning the Property have
been or will be independently verified by Buyer. If Buyer purchases the Property, Buyer agrees
that it shall have relied entirely on its own investigation, examination and inspection of the
Property and all matters pertaining thereto; Buyer is purchasing the Property "AS IS" "WITH
ALL ITS FAULTS" in its condition on the Closing Date.
8. Closing Costs. Documents and Services Buyer and Seller shall sign and
complete all customary or required documents at or before Closing. Fees for real estate closing
services, if any, shall be paid at Closing one -half by Seller and one -half by Buyer.
(a) At Closing, Buyer shall furnish certified copies of Buyer's organizational
documents and other documents of Buyer authorizing the acquisition of the Property, approving
this Contract, authorizing the purchase of the Property contemplated hereby, and authorizing the
execution and delivery of this Contract by the appropriate and authorized officers of Buyer in the
name of and on behalf of Buyer.
10. Prorations General taxes for the year of Closing, if any, based on the taxes for
the calendar year immediately preceding Closing, assessments, water, sewer, utility charges and
other usual and customary items shall be prorated to date of Closing.
11. Possession Possession of the Property shall be delivered "AS IS" "WHERE IS"
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"WITH ALL ITS FAULTS" to Buyer by Seller on Closing Date. Seller shall have the right for a
period of thirty (30) days after Closing Date to remove from the Property the following personal
property of Seller: soccer goals, irrigation heads and irrigation controller.
12. Time of Essence /Remedies Time is of the essence hereof. Except as otherwise
provided herein, if any obligation is not performed there shall be the following remedies:
(a) If Buyer is in Default Buyer shall have the right to specific performance
but not to damages.
(b) If Seller is in Default Buyer shall have the right to specific performance
but not to damages.
(c) Costs and Expenses Anything to the contrary in this Contract
notwithstanding, in the event of litigation arising out of this Contract, the court shall award to the
prevailing party all reasonable costs and expenses, including reasonable attorney fees. Venue
and jurisdiction for any such litigation shall exclusively be in the Colorado District Court for
Pueblo County, Colorado.
13. Representations and Warranties of Seller The Seller represents and warrants to
Buyer as follows:
(a) Seller has full power, capacity and authority to execute and deliver this
Contract and all other documents required to be executed and delivered by Seller under this
Contract and to perform its obligations hereunder.
(b) This Contract has been, duly authorized, executed and delivered by Seller
and constitutes, the legal, valid and binding obligation of Seller, enforceable against Seller in
accordance with its terms.
14. Representations and Warranties of Buyer Buyer represents, warrants and
covenants as follows:
(a) Buyer has full power, capacity and authority to execute and deliver this
Contract and all other documents required to be executed and delivered by Buyer under this
Contract and to perform its obligations hereunder.
(b) This Contract has been duly authorized, executed and delivered by Buyer
and constitutes the legal, valid and binding obligation of Buyer, enforceable against Buyer in
accordance with its terms.
(c) Buyer shall as part of its Sangre de Cristo Apartments Revitalization plan
financed through a HOPE VI Revitalization Grant construct, install, maintain and replace a
public park.
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15. Notices Any notice required or permitted to be given or delivered under this
Contract shall be in writing and shall be given:
(a) If to Seller, by personal delivery, or by the United States Postal Service,
by registered or certified mail, postage prepaid, addressed to:
City Manager
City of Pueblo
1 City Hall Place
Pueblo, Colorado 81003
Telephone No. (719)553 -2655
with a copy to: Thomas E. Jagger
City of Pueblo
503 N. Main, Suite 127
Pueblo, Colorado 81003
Telephone No. (719)545-4412
(b) If to Buyer, by personal delivery, or by the United States Postal Service,
by registered or certified mail, postage prepaid, addressed to:
Mr. Frank Pacheco
Housing Authority of the City of Pueblo
1414 Santa Fe Avenue, 10th Floor
Pueblo, CO 81003
, or to such other address or person as any party may from time to time specify in a writing
delivered to the other party in the manner provided in this paragraph. Notices given hereunder
shall be deemed given, in the case of personal delivery, on the date delivered, in the case of
delivery by mail, on the second business day after delivery to the United States Postal Service.
16. Assignment This Contract shall not be assignable by Buyer without Seller's City
Council's prior written consent which may be arbitrarily withheld. Except as so restricted, this
Contract shall inure to the benefit of and be binding upon the parties and their respective
successors and assigns.
17. Modification No subsequent modification of any of the terms of this Contract
shall be valid or binding upon the parties or enforceable unless made in writing and signed by the
parties.
18. Entire Contract This Contract constitutes the entire contract and agreement
between the parties relating to the subject matter hereof, and any prior statements,
representations or agreements pertaining thereto, whether oral or written, have been merged and
ME
integrated into this Contract.
19. Captions The captions in this Contract are inserted for convenience of reference
only and in no way define, describe or limit the scope or intent of this Contract or any of the
provisions hereof.
20. Validity If any provision of this Contract shall be held to be invalid or
unenforceable, the same shall not affect in any respect whatsoever the validity or enforceability
of the remainder of this Contract.
21. Applicable Law This Contract will be construed and enforced in accordance
with the laws of the State of Colorado (without giving effect to its choice of law principles).
22. Interpretation Whenever the context so requires, the singular number shall
include the plural and the plural the singular, and the use of any gender shall include all genders.
23. Survival of Representation Except for the representations of Seller contained in
paragraph 13 which shall survive the Closing of the transaction contemplated hereby, no other
representations or warranties of Seller, if any, in this Contract shall survive the Closing of the
transaction contemplated hereby. The representations, warranties, covenants and agreements of
Buyer in this Contract are and shall be construed to be covenants running with the Property, shall
survive the Closing of the transaction contemplated hereby, may be enforced by Seller after
Closing Date, and shall not be merged or be deemed to be merged into the Special Warranty
Deed, and shall be binding upon Buyer and its successors and assigns.
24. Counterparts This Contract may be executed in one or more counterparts, each
of which shall constitute an original, but all of which, when taken together, shall constitute but
one agreement.
25. Third Parties Buyer and Seller are the only parties to this Contract and are the
only parties entitled to enforce this Contract. Nothing contained in this Contract nor any
provision hereof is intended to give or shall be construed to give or confer, directly or indirectly,
or otherwise, upon any third party any right, remedy or benefit hereunder.
IN WITNESS WHEREOF, the parties have signed this Contract as of the day and year
first above written.
SELLER BUYER
PUEBLO, A MUNICIPAL CORPORATION HOUSING AUTHORITY OF THE
CORPORATION CITY OF PUEBLO
B
P sident A the City Council Name:
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ft_est:
— — -City- erk
Approved as to form:
City Attomey
Title: >i
A parcel of land being a part of Lot 3, Block 29, Uplands Park, according to the
recorded plat thereof, said parcel being more particularly described as follows:
BEGINNING at a point on the west line of Lot 3, Block 29, Uplands Park, according
to the recorded plat thereof, thence N 00`- 00' -14" W, along the west line of said Lot
3, a distance of 296.08 feet to the northwest corner of said Lot 3; thence N
89'- 59' -44" E, a distance of 626.98 feet to the northeast corner of said Lot 3; thence
S 00'- 00' -23" E, along the east line of said Lot 3, a distance of 296.08 feet; thence
S 89'- 59' -44" W, parallel with the north line of said Lot 3, a distance of 626.99 feet
to the POINT OF BEGINNING.
Said parcel contains 185,641 square feet more or less.
II EXHIBIT "A" =