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HomeMy WebLinkAbout12760RESOLUTION NO. 12760 A RESOLUTION APPROVING AN AGREEMENT TO SELL AND PURCHASE REAL ESTATE BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND ROBERT W. VALENTINE RELATING TO THE STAIRWAY BETWEEN UNION AVE. AND MIDWAY AVE., PUEBLO, CO 81004 AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The following instruments relating to the stairway between Union Ave. and Midway Ave., Pueblo, CO 81004, copies of which are attached hereto, having been approved as to form by the City Attorney, are hereby approved: A. Agreement to Sell and Purchase Real Estate B. Quit Claim Deed The President of the City Council is authorized to execute and deliver said instruments in the name of the City and the City Clerk is directed to affix the seal of the City thereto. SECTION 2. The officers and staff of the City are directed and authorized to perform any and all acts consistent with the intent of this Resolution and the attached instruments to effectuate the transactions described therein. SECTION 3. This Resolution shall become effective immediately upon passage and approval. INTRODUCED: August 26, 2013 BY: Ami Nawrocki Background Paper for Proposed R ESOLUTION DATE: August 26, 2013 AGENDA ITEM # M-5 DEPARTMENT: Law Department Daniel C. Kogovsek, City Attorney TITLE A RESOLUTION APPROVING AN AGREEMENT TO SELL AND PURCHASE REAL ESTATE BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND ROBERT W. VALENTINE RELATING TO THE STAIRWAY BETWEEN UNION AVE. AND MIDWAY AVE., PUEBLO, CO 81004 AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME ISSUE Should City Council approve the sale of the stairway between Union Ave. and Midway Ave., Pueblo, CO 81004 (“Property”) to Robert W. Valentine for Twenty-Five Dollars ($25.00)? RECOMMENDATION Approve the Resolution. BACKGROUND The Property was acquired by the City in 1910. The stairway is currently in poor condition and the City has attempted to prevent public access. Mr. Valentine owns a business at 164 Midway Ave. and wishes to take title to the stairway and to make subsequent improvements to allow public access. FINANCIAL IMPACT None. AGREEMENT TO SELL AND PURCHASE THIS AGREEMENT is made the 26th day of August, 2013, between Pueblo, a Municipal Corporation, 200 S. Main Street, Pueblo, CO 81003 hereinafter called the Seller, and Robert W. Valentine, 164 Midway Ave., Pueblo, CO 81004 hereinafter called the Purchaser. 1. Property Defined. The Seller agrees to sell and convey and the Purchaser agrees to purchase, all that certain plat, piece, or parcel of land, having the legal description set forth on Exhibit A, which is attached hereto and incorporated herein by reference (the "Property "). The Property shall be conveyed by Quitclaim Deed ( "Deed ") a form of which, marked as Exhibit 1, is attached hereto and incorporated herein by reference. 2. Purchase Price. Purchaser shall pay the total purchase price of Twenty Five Dollars (U.S. $25.00)( the "Purchase Price "). 3. Payment of Purchase Price. The Purchase Price shall be payable in full at Closing in cash, certified funds or immediately available wire transferred funds. 4. Closing Time and Place. Closing of the transaction contemplated hereby ( "Closing ") shall be held at the offices of the City Attorney, 503 N. Main Street, Suite 203, Pueblo, CO 81003 at 9:30 a.m. on August 27, 2013 or as agreed by Seller and Purchaser. 5. Closing Costs. All closing costs shall be paid by Seller. 6. Disclosure. Seller has disclosed to Purchaser and Purchaser is aware that the Property includes a stairway which is currently in a defective condition which presents a clear and present danger to the public. The purchase price reflects the current condition of the Property. 7. Disclaimers. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, IT IS UNDERSTOOD AND AGREED THAT SELLER IS NOT MAKING AND HAS NOT AT ANY TIME MADE ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OR REPRESENTATIONS AS TO HABITABILITY, MERCHANTABILTY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ZONING, TAX CONSEQUENCES, PHYSICAL OR ENVIRONMENTAL CONDITION, UTILITIES, OPERATING HISTORY OR PROJECTIONS, VALUATION, GOVERNMENTAL APPROVALS, THE COMPLIANCE OF THE PROPERTY WITH GOVERNMENTAL LAWS, OR ANY OTHER MATTER OR THING REGARDING THE PROPERTY. PURCHASER ACKNOWLEDGES AND AGREES THAT UPON CLOSING SELLER SHALL SELL AND CONVEY TO PURCHASER AND PURCHASER SHALL ACCEPT THE PROPERTY "AS IS, WHERE IS, WITH ALL FAULTS." PURCHASER HAS NOT RELIED AND WILL NOT RELY ON, AND SELLER IS NOT LIABLE FOR OR BOUND BY, ANY EXPRESS OR IMPLIED WARRANTIES, GUARANTIES, 1 STATEMENTS, REPRESENTATIONS OR INFORMATION PERTAINING TO THE PROPERTY OR RELATING THERETO MADE OR FURNISHED BY SELLER, TO WHOMEVER MADE OR GIVEN, DIRECTLY OR INDIRECTLY, VERBALLY OR IN WRITING, UNLESS SPECIFICALLY SET FORTH IN THIS AGREEMENT. PURCHASER REPRESENTS TO SELLER THAT PURCHASER HAS CONDUCTED, OR WILL CONDUCT PRIOR TO CLOSING, SUCH INVESTIGATIONS OF THE PROPERTY, INCLUDING BUT NOT LIMITED TO, THE PHYSICAL AND ENVIRONMENTAL CONDITIONS THEREOF, AS PURCHASER DEEMS NECESSARY TO SATISFY ITSELF AS TO THE CONDITION OF THE PROPERTY AND THE EXISTENCE OR NONEXISTENCE OR CURATIVE ACTION TO BE TAKEN WITH RESPECT TO ANY HAZARDOUS OR TOXIC SUBSTANCES ON OR DISCHARGED FROM THE PROPERTY, AND WILL RELY SOLELY UPON SAME AND NOT UPON ANY INFORMATION PROVIDED BY OR ON BEHALF OF SELLER OR ITS AGENTS OR EMPLOYEES WITH RESPECT THERETO, OTHER THAN SUCH REPRESENTATIONS, WARRANTIES AND COVENANTS OF SELLER AS ARE EXPRESSLY SET FORTH IN THIS AGREEMENT. UPON CLOSING, PURCHASER SHALL ASSUME THE RISK THAT ADVERSE MATTERS, INCLUDING BUT NOT LIMITED TO, CONSTRUCTION DEFECTS AND ADVERSE PHYSICAL AND ENVIRONMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY PURCHASER'S INVESTIGATIONS, AND PURCHASER, UPON CLOSING, SHALL BE DEEMED TO HAVE WAIVED, RELINQUISHED AND RELEASED SELLER FROM ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION (INCLUDING CAUSES OF ACTION IN TORT), LOSSES, DAMAGES, LIABILITIES, COSTS AND EXPENSES (INCLUDING ATTORNEY'S FEES AND COURT COSTS) OF ANY AND EVERY KIND OR CHARACTER, KNOWN OR UNKNOWN, WHICH PURCHASER MIGHT HAVE ASSERTED OR ALLEGED AGAINST SELLER AT ANY TIME BY REASON OF OR ARISING OUT OF ANY CONSTRUCTION DEFECTS, PHYSICAL CONDITIONS, VIOLATIONS OF ANY APPLICABLE LAWS (INCLUDING ANY ENVIRONMENTAL LAWS) AND ANY AND ALL OTHER ACTS, OMISSIONS, EVENTS, CIRCUMSTANCES OR MATTERS REGARDING THE PROPERTY. PURCHASER AGREES THAT SHOULD ANY CLEANUP, REMEDIATION OR REMOVAL OF HAZARDOUS SUBSTANCES OR OTHER ENVIRONMENTAL CONDITIONS ON THE PROPERTY BE REQUIRED BY ANY GOVERNMENTAL ENTITY AFTER THE DATE OF CLOSING, SUCH CLEAN -UP, REMOVAL OR REMEDIATION SHALL, AS BETWEEN THE SELLER AND PURCHASER, BE THE RESPONSIBILITY OF AND SHALL BE PERFORMED AT THE SOLE COST AND EXPENSE OF THE PURCHASER. 8. Seller and Purchaser agree that the provisions of Paragraph 7 shall survive Closing and the recording of the Deed. 9. Purchaser understands that he is not being represented by the Seller's Law Department in this transaction and Purchaser acknowledges that Purchaser has been advised by Seller to seek and consult with independent legal counsel before signing this Agreement or completing the purchase of the Property. 10. All understandings and agreements heretofore had between the parties hereto are 2 merged into this Agreement, which alone fully and completely expresses their agreement, and this Agreement is entered into after full investigation, neither party relying upon any statement or representation, not embodied in this Agreement, made by the other. 11. This Agreement may not be changed or terminated orally. 12. The stipulations in this Agreement are to apply to and bind the heirs, executors, administrators, successors, and assigns of the respective parties. 13. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall nonetheless remain in full force and effect. 14. Applicable Law. THIS AGREEMENT SHALL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF COLORADO. SELLER AND PURCHASER HEREBY IRREVOCABLY SUBMIT TO THE JURISDICTION OF THE DISTRICT COURT, PUEBLO COUNTY, STATE OF COLORADO IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT AND HEREBY IRREVOCABLY AGREE THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING SHALL BE HEARD AND DETERMINED IN THE DISTRICT COURT OF PUEBLO COUNTY, STATE OF COLORADO. PURCHASER AND SELLER AGREE THAT THE PROVISIONS OF THIS PARAGRAPH 16 SHALL SURVIVE THE CLOSING OF THE TRANSACTION CONTEMPLATED BY THIS AGREEMENT AND THE RECORDING OF THE DEED HEREUNDER. TO THE EXTENT PERMITTED BY LAW, PURCHASER AND SELLER WAIVE THEIR RIGHTS TO A TRIAL BY JURY. 15. The provisions of this Agreement and of the documents to be executed and delivered at Closing are and will be for the benefit of Seller and Purchaser only and are not for the benefit of any third party, and accordingly, no third party shall have the right to enforce the provisions of this Agreement or of the documents to be executed and delivered at Closing. 16. The following schedules or exhibits attached hereto shall be deemed to be an integral part of this Agreement: (a) Exhibit 1 — Form of Quitclaim Deed (b) Exhibit A — Legal Description 17. The section headings appearing in this Agreement are for convenience of reference only and are not intended, to any extent and for any purpose, to limit or define the text of any section or any subsection hereof. 18. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. 3 19. Purchaser shall not record this Agreement or any short form memorandum of this Agreement. Executed at Pueblo, Colorado, the day and year first above written. PURCHASER: `�E %NGp%% Robert . Valentine ; : S • i COUNTY OF PUEBLO ) i 1 0 • A G ° STATE OF COLORADO) 1 ‘'F \ O ? My Commission Expires R 5 — I4 The foregoing instrument was acknowledged before me this day of August, 2013 by Robert W. Valentine. Witness my hand and official seal. My Commission Expires: F e 5 /1/ a / (SEAL) ■r/ itt /�' Ai[ r.,O"_.. Notary Pub ' SELLER: CITY OF PUEBLO CO A MUNIC ' • ' i •t :,i� TION Z �4 lo\ Vi e. . Nawrocki 7,47 P. % %4 �' President of the City Council l ' V It ATTESTED BY: .. w . : , % ,r i__ l , �° / CIT r LERK �'- --- " ,¢ 4 EXHIBIT A Legal Description A strip of ground Ten (10) feet wide and extending from South Union Avenue to Midway Avenue formerly Corona Avenue about One Hundred and Thirty (130) feet long of the east end of Lot Nine (9) of Block "P" of the former Town of South Pueblo, now part of the City of Pueblo, said strip of ground being alongside of the former ten foot alley in said Block "P "; said strip of ground being more fully described on the plat of a portion of Block "P" of Corona Park of date of July 1910, on file in the office of the City Engineer of the City of Pueblo, Colorado. Reception 1953856 08/29/2013 12:36:55 PM QUITCLAIM DEED THIS QUITCLAIM DEED, made this 2q day of August, 2013 between the City of Pueblo, Colorado, a Colorado municipal corporation (hereinafter referred to as "Grantor "), and Robert W. Valentine whose legal address is 164 Midway Ave., Pueblo, CO 81004 (hereinafter referred to as "Grantee "): WITNESSESTH, that the Grantor, for and in consideration of the sum of TWENTY FIVE DOLLARS ($25.00), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has QUITCLAIMED, and by these presents does QUITCLAIM, unto the Grantee, his heirs, successors and assigns, all right, title and interest that the Grantor has in the real property, together with improvements, if any, situate, lying and being in Pueblo County, State of Colorado, described on Exhibit A attached hereto and made a part hereof. IN WITNESS WHEREOF, this Quitclaim Deed is executed by Grantor to be effective the day and year first above written. GRANTOR: CITY OF PUEBLO, COLORA ► • A COLORAD ORPORATION B 41‘ Y: Stephen G. Nawrocki President of the City Council STATE OF COLORADO ) ) SS. COUNTY OF PUEBLO ) The foregoing instrument was acknowledged before me on this029 day of August, 2013, by Pueblo, a Municipal Corporation, by Stephen G. Nawrocki, President of the City Council. Witness my official hand and seal. My Commission Expires: ' 4R5 1E ING � AN. OT /i •° 1 a 40— i o r o , ' �/ Notary Public = s i • • l : i s in MyCommission Expires "c" /V 1953856 QUIT 08/29/2013 12:36:55 PM Gilbert 2 O r o tiz 2 C 1erkl Ile oorder0 Co ®III 11PAII IL kl id) 1111 EXHIBIT A Legal Description A strip of ground Ten (10) feet wide and extending from South Union Avenue to Midway Avenue formerly Corona Avenue about One Hundred and Thirty (130) feet long of the east end of Lot Nine (9) of Block "P" of the former Town of South Pueblo, now part of the City of Pueblo, said strip of ground being alongside of the former ten foot alley in said Block "P"; said strip of ground being more fully described on the plat of a portion of Block "P" of Corona Park of date of July 1910, on file in the office of the City Engineer of the City of Pueblo, Colorado.