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HomeMy WebLinkAbout12012 RESOLUTION NO. 12012 A RESOLUTION APPROVING THE CONVEYANCE OF TWO PARCELS 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, COLORADO, that: SECTION 1. The Contract to Buy and Sell Real Estate dated November 8, 2010 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: November 8, 2010 BY: Judy Weaver COUNCILPERSON Background Paper for Proposed R ESOLUTION DATE: November 08, 2010AGENDA ITEM # M-5 DEPARTMENT: HOUSING AND CITIZEN SERVICES ADA RIVERA CLARK TITLE A RESOLUTION APPROVING THE CONVEYANCE OF TWO PARCELS OF REAL PROPERTY BY THE CITY OF PUEBLO TO THE HOUSING AUTHORITY OF THE CITY OF PUEBLO ISSUE Should City Council approve the conveyance of two parcels of real property to the Housing Authority of the City of Pueblo? RECOMMENDATION Approval of the Resolution. 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 and at the other sites. 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 Department of Housing and Urban Development FINANCIAL IMPACT If the Housing Authority were to receive the grant an appraisal would be ordered to determine the value of the property. This value would account as a contribution to the Project by the City of Pueblo. CONTRACT TO BUY AND SELL REAL ESTATE THIS CONTRACT entered into as of November 8, 2010 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 June 1 2011 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 June 1, 2011 -1- 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 9 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 10 Possession Possession of the Property shall be delivered "AS IS" "WHERE IS" "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 -2- 11 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 Buver 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 12 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 13 Representations and Warranties of Buver 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 14 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 -3- City Manager City of Pueblo 1 City Hall Place Pueblo, Colorado 81003 Telephone No (719) 553 -2655 with a copy to Thomas Florczak City of Pueblo 503 N Main, Suite 203 Pueblo, Colorado 81003 Telephone No (719) 562 -3899 (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 15 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 16 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 17 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 integrated into this Contract. 18 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 19 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 -4- 20 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) 21 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 22 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 23 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. 24 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 By At .111" By:::7 President of the City Council Name / A -'i / :445r.., Title cycc„ ��` cio'— Attest: �A,.,. Cj : - ity Clerk Approved as to form /fvm (.cit Attornef -5- Exhibit A Fenix Park Parcel 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 the point on the west line of Lot 3, Block 29, Uplands Park according to the recorded plat thereof; thence N00 -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 S00 -00 -23" E, along the east line of said Lot 3, a distance of 296 08 feet; thence S 89 -59'44 , 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 or more or less Oakshire Hills Parcels Lots 3 to 6 Block 1, Lot 42 Block 3, Lots 51 -55 Block 3, all in Oakshire Hills, Filing No 2 A Special Area Plan, County of Pueblo, State of Colorado -6-