HomeMy WebLinkAboutReso 2003-005 - Cypress Ave WideningRESOLUTION NO. 2003-0
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
REDDING AUTHORIZING ENTERING INTO A PURCHASE
AGREEMENT WITH THE CALIFORNIA DEPARTMENT OF
FORESTRY AND FIRE PROTECTION, STATE OF
CALIFORNIA, TO PURCHASE RIGHT-OF-WAY FOR THE
CYPRESS AVENUE WIDENING PROJECT (STATE
TRANSACTION ].NO. TS02023E).
hereby
IT IS HEREBY RESOLVED by the City Council of the City of Redding that the Mayor is
authorized to sign the following on behalf of the City:
Purchase. Agreement entered into October 18, 2002, by and between the City of
Redding and the California Department of Forestry and Fire protection, State of
California, acting by and tlu'ough its Director of the Department of General Services,
together With a Certificate of Acceptance for recording purposes, for the purchase of
a 20-foot strip of land along the frontage of property known as 875 Cypress Avenue,
Redding, California. A copy of the Purchase Agreement is attached and made a part
hereof by reference.
BE IT FURTHER RESOLVED that the City Clerk is directed to attest the signature of the
Mayor under seal.
I HEREBY CERTIFY that the foregoing resolution was introduced, read and adopted at a
regular meeting of the City Council on the 7th day of January, 2003, by the following vote:
AYES: COUNCIL MEMBEI[LS: Kight,
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
ABSTAIN: COUNCIL MEMBERS: None
Mathena, Pohlmeyer, Stegall and Cibula
Form Approved:
Brad L. Fuller, City Attorney
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10.
TABLE OF CONTENTS
PROPERTY
PURCHASE PRICE
2.1 Purchase Price ........... : .......................................................................................
CONDITIONS OF SALE
3.1
3.2
3.3
3.4
3.5
3.6
3.7
3.8
2
2
Acceptance ........................................................................................................ 2
Escrow ............................................................................................................... 2
City's Costs ..................................................................................................... :.. 2
Investigations and Studies ................................................................................. 2
Other Conditions ................................................................................................ 3
Liquidated Damages ......................................................... . ........... : .................... 3
Close of Sale .... ................................................................................................. 3
Further Documents and Assurances ................................................................. ' 3
REPRESENTATIONS, WARRANTIES, AND DISCLOSURES
Reliability of Information ..,:: .................................................................................
Authority of State ........................................................................... : ....................
4.2.1 Aut, hority of the Department of General serVices .................................
Taxes ....................... : .............. , ..........................................................................
Disclosures .........................................................................................................
As-Is Purchase ...................................................................................................
Absence fo Fraud and Misleading Statements ..................................................
CITY's Representations and Warranties ..................................... .......................
4.1
4.2
4.3
4.4
4.5
4.6
4.7
3
3
4
4
4
4
5
5
DUE DILIGENCE
5.1 Risk of Loss ............................................... : ........................................................ 5
5.2 Condition of Property ......................................................................................... '5
5.2.1 Condition of systems and components .................................................... 5
5.2.2 Size and age of improvements ............................................................... 5
5.2.3 Line and boundaries ............................................................................... 5
5.2.4 Waste disposal ........................ '. .............................................................. ' 5
5.2.5 .Governmental requirements and limitations ............................................ 5
5.2.6 Rent and occupancy controls ................................................... . ................ 5
5.2.7 Water and utilities; well sYstems and components ................................... 5
5.2.8 Environmental hazards ............................................................................ 5
5.2.9 Geologic conditions .................................................................................. 6
5.2.10 Neighborhood', area, subdivision requirements ...................................... 6
5.2.11 Matters of record ..................................................................................... 6
5.2.12 Other matters ......................................................................................... 6
5.3 CITY's Inspection Notification Requirement ...................................................... 6
5.4 Responsibility of CITY ........................................................................................ 6
INDEMNIFICATION
6.1 Indemnification ...................................................................................................
MINERAL RESERVATIONS
7.1 Mineral ReserVations .........................................................................................
7
CITY RESOLUTION
10.1 City Resolution ...................................................................................................
PRIOR AGREEMENTS/AMENDMENTS
8.1 Prior Agreements ............................................................................................... 7
8.2 Amendments ...................................................................................................... 7
CONTINUING OBLIGATIONS
9.1 Continuing Obligations ....................................................................................... 7
PURCHASE AGREEMENT
DEPARTMENT OF GENERAL SERVICES
CALIFORNIA DEPARTMENT OF FORESTRY AND FIRE PROTECTION
CYPRESS AVENUE WIDENING PROJECT
STATE TRANSACTION NO. TS02023E
This Purchase Agreement ("Agreement") is made and entered into this 18th day of
October, 2002, by and.between the CALIFORNIA DEPARTMENT OF FORESTRY AND
FIRE PROTECTION, STATE OF CALIFORNIA,. acting by and through its Director of the
Department' of General Services, hereinafter referred to as "STATE," and the CITY OF
REDDING, here in after referred to as "CITY"
1. PROPERTY
1.1 Property. STA'rE agrees to convey to CITY, and CITY agrees to accept
from STATE, the real property ("Property") described herein, subject to the terms and
conditions set forth in this Agreement. The Property consists Of a parcel of land
comprising a twenty (20) foot strip of land along the frontage of a road known as
Cypress Avenue in the City of Redding. The Property is located on the California
Department of Forestry and Fire Protection headquarters facility, 875 Cypress Avenue,
in the incorporated City of Redding, CountY of Shasta, State of California, and legally
described in the Exhibit "A" attached hereto and incorporated herein by reference.
2. PURCHASE PRICE
2.1 Purchase Price. The purchase price for fee title to the property shall be the
fair market value of FIFTY-SIX THOUSAND ONE HUNDRED DOLLARS ($56,100.00)
subject to'the foJlowing terms and conditions. In addition to the purchase price,. ,
Department of General Services (DGS) shall be reimbursed by the CITY for its costs,
related to the transfer, including but not limitedto any title transfer fees, and DGS staff
time hereinafter referred to as "Staff Costs". The amount the CITY shall pay for DGS
Staff costs shall be determined upon close of escrow.
3. CONDITIONS OF CONVEYANCE
3.1 Acceptance. The STATE'S signature on this Agreement shall constitute
approval of the purchase by the Director of the Department of General Services
3.2 Escrow. The Escrow holder is Chicago Title Company of Shasta County,
located at 1646 Court Street in Redding California 96001. Escrow Number 134178-RS.
Contact: Emilie Reddy, Escrow Officer (530) 241-4531.
3.3 CITY's Costs. Within thirty (30) days of execution of this agreement by the
parties, CITY must pay the purchase price and the Staff Costs as defined in paragraph
2.1, into escrow. In addition to the Staff Costs, CITY shall pay all recording fees,
documentary transfer taxes, escrow fees, policies of title insurance and any other costs
connected with the closing of this transaction.
3.4 Investigations and Studies. City is electing not to perform any of the
foregoing due diligence investigations and studies with respect to the Property and is
taking the property in the "AS IS" "WHERE IS" condition as more particularly described
in sectionS 4.4 and 4.5
3.5 Liquidated Damages. If CITY fails to complete the purchase of the property
in accordance with the terms hereof, CITY agrees to pay all costs of the STATE,
including however not limited to, staff costs, escrow fees, title insurance cancellation
fees, and any other fees associated with the terms and conditions of this agreement. It
is agreed that damages in the' event of failure to complete the purchase would be difficult
to ascertain and that such payment of expenses represents a reasonable attempt to
ascertain what such damages would be. Upon forfeiture of said payment of expenses to
STATE and Title Company, CITY shall be released from any further liability to STATE.
3.6 Close of Sale. Sale mUst close within thirty (30) days after execution of this
agreement by both parties.
3.7 Further Documents and Assurances. CITY and STATE shall each,
diligently and in good faith, undertake all actions and procedures reasonably required to *
place the escrow in condition for closing as and when required by this Agreement. CITY
and STATE agree to execUte and deliver all further documents and instruments
reasonably required by the escrow holder or Title Company. STATE shall deliver or
cause to be delivered to escrow holder in time for delivery to CITY at the closing an
original ink signed Quitclaim Deed, duly executed and in recordable form, conveying fee
title to the Property to CITY.
4. REPRESENTATIONS, WARRANTIES, AND DISCLOSURES
4.'1 Reliability of Information. STATE obtained the information contained in
this Agreement from sources deemed reliable; however, STATE makes no guarantees
as to the accuracy of the information provided. STATE provides, the information solely
as an aid to the CITY and recommends CITY conduct their own "off-site" and "on site"
investigations of the property prior to the close of escrow.
4.2 Authority of State. STATE is a government entity, duly organized and
validly existing under the laws of the State of California. STATE has full power and
authority to own, sell, and convey the property to CITY and .to enter into and perform its
obligations pursuant to this Agreement.
4.2;'1 Authority of the Department of General Services. Pursuant to
Government Code Section '14664 (b) (1) (A), the Director of the Department of General
Services with the approval of the California Department of Forestry and Eire Protection
is authorized to convey thE; property, for fair market value, to the CITY for street
widening on the terms and conditions and subject to the reservations and exceptions'
that may be in the best interest of the STATE.
4.3 Taxes. STATE is exempt from property taxes and assessments and none
are or will be owing at close of escrow.
4.4 'Disclosures. CITY acknowledges that CITY is acquiring the Property solely
in reliance on CITY'S own investigations, and that notwithstanding any disclosure by
STATE, no representations or warranties of any kind whatsoever, expressed or implied,
have been made by STATE, STATE'S agents, or brokers. CITY further acknowledges
and warrants that as of the close of escrow CITY will be aware of all zoning regulations,
other governmental requirements, site and physical conditions (including the presence of
hazardous materialS or other adverse environmental conditions), and other matters
affecting the use and condition of the Property and agrees to acquire the Property in the
condition that it is in at close of escrow. CITY shall be responsible at CITY'S sole
expense for all remediation required to make Property usable for CITY'S intended
purpose.
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4.5 As-is Purchase. CITY specifically acknowledges and agrees that STATE is
selling and CITY is purchasing the property on an "as-is with all faults" basis, and that
having been given the opportunity to inspect the property and review information and
documentation affecting the property, CITY is not relying on any representations or
warranties of any kind whatsoever, express or implied, from STATE or its agents as to
any matters concerning the property, including without limitation: (i.) the quality, nature,
adequacy, and physical condition of the property including soils, geology, and any
groundwater; (ii.) the existence, quality, nature, adequacy, and physical condition of
utilities serving the property; (iii.) the development potential of the property and the
property's use, merchantability, fitness, suitability, value, or adequacy of the property for
any particular purpose; (iv.) the zoning or other legal status of the property or any other
public or private restrictions on use of the property; (v.)the compliance of the property or
its operation with any applicable codes, laws, regulations, statutes, ordinances,
covenants, conditions, and restrictions of any governmental, or quasi-governmental entity
or of any other person or entity; (vi.) the presence of hazardous materials on, under, or
about the property or the adjoining or neighboring property; (vii.) the condition of title to
the property; and (viii.) the economics of the operation of the property.
4.6 Absence of Fradd and Misleading Statements. To the best of STATE'S
knowledge, no statement of STATE in this Agreement or' in any document, certificate, or
schedule furnished or to be furnished to CITY pursuant hereto or in connection with the
transaction contemplated hereby contains any untrue statement of material fact.
4.7 CITY's Representations and Warranties. CITY hereby represents and
warrants to STATE that the statements and representations made by CITY in this
Agreement are true and correct as of the date of the Agreement and shall be true and
correct as of the close of sale, and the truth and accuracy of such statements~shall
constitute a condition to all STATE'S obligations under this Agreement.
5. DUE DILIGENCE
5.1 Risk of Loss. During the period prior to close of transaction, the risk Of
loss of improvements on the property shall be on CITY. STATE shall be under no
obligation to repair, replace, or maintain in good working order the improvements. CITY
may, at its sole cost, acquire insurance to cover the risk of loss or damage to the
improvements.
5.2 Condition of Property. CITY agrees and warrants, that the following
identified conditions of the subject property are acceptable based upon it's Own
independent investigations, or if waived, that CITY is specifically accepting "AS IS".
5.2.1 Condition of systems and components. Foundation, plumbing, siding,
electrical, heating, mechanical, roof, air conditioning, built-in appliances, and the energy
efficiency of the Property'.
5.2.2 Size and age of improvements. Room count, room dimensions, square
footage in improvement, lot :size, and age of the improvements.
5.2.3 Line and boundries. Property lines and boundaries.
5.2.4 Waste disposal. Type, size, adequacy, and condition of sewer and/or
septic systems and components
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5.2.5 Governmental requirements and limitations, ~ilability of required
governmental permits, inspections, certificates, or other determinations affecting the
property. Any limitations, restrictions, zoning, building size requirements, or other
requirements effecting the current or future use or development of the property.
5.2.6 Rent and occupancy controls. Any restrictions that may limit the
amount of rent that can legally be charged and the maximum number of persons who
can lawfully occupy the property.
5.2.7 Water and utilities; well systems and components. Availability,
adequacy, and condition of public or private systems.
5.2.8 Environmental hazards. The presence of asbestos, formaldehyde,
radon, methane, other gases, lead based paint other lead contamination, fuel or
chemical storage tanks, waste disposal sites, electromagnetic fields, and other
substances, materials, products, or conditions.
5.2.9 Geologic conditions. Geologic/seismic conditions, soil
stability/suitability, and drainage
5.2.10 Neighborhood, area, subdivision requirements. Neighborhood or area
conditions including schools; proximity and adequacy of law enforcement; proximity to
commercial, industrial, or agricultural activities; crime statistics; fire protection; other
governmental services; existing and proposed transportation; construction and
development which may affect noise, view or traffic; airport noise; and noise or odor from
any source, wild or domestic.
5.2,1'1 Matters of record. Covenants, conditions, and restrictions; deed
restrictions; easements; and other title encumbranceS of record.
5.2.'12 Other matters Any and all Other matters such as availability of suitable
public infrastructure, assessment, other special service districts, and soil
or other conditions on the .property, not herein listed, which are or may be
pertinent to cITY's 'purpose for acquiring.the property.
5.3 CITY'S InSpection Notification Requirement. Prior to entry on the
Property, to the extent CITY desires to perform pre-close inspections CITY must obtain a
Right of Entry from STATE. CITY shall provide to STATE in writing the identity of the
contractor(s) or entity(les) conducting the inspections and the nature and scope of the
inspections for inclusion of the Right of Entry. STATE STRICTLY PROHIBITS ENTRY
ONTO THE PROPERTY WITHOUT AN EXECUTED RIGHT OF ENTRY. Subject to the
terms of the Right of Entry, the CITY, its representatives, authorized agents, or
contractors may enter on thE; Property to 'make such inspections of the Property prOvided
that CITY keeps the Property free of. liens and repairs all damage to the Property
resulting from such inspections(s).
5.4 Responsibili'bj of CITY. Upon the close of escrow, CITY shall be solely
responsible for any and all hazardous substances that may exist on the property. CITY
shall be solely responsible for the removal of any toxic substances(s) found in or on the
Property and be responsible for the removal or mitigation of any toxic substances or
hazardous conditions occurring, discovered, or reported. CITY shall release, hold
harmless, and indemnify the STATE of California from all liability under the
Comprehensive Environmental Response Compensation and Liability ACT (42 U.S.C:.
Section 9601 et. seq.), as it may be amended, and under any other provisions of law
now in effect, or which in the future may be in effect, relating
substances or hazardous conditions in or on the Property.
presence of any such
6. IDEMNIFICATION
6.1 Indemnification. CITY and STATE, to the extent legally permitted, shall
each defend, indemnify, and hold the other harmless from and against any and all
claims, liabilities, obligations, losses, damages, costs, and expenses, including bLit not
limited to, attorney's frees, court costs, and litigation expenses that either party may
incur or sustain by reason of or in connection with any misrepresentation made by the
other party pursuant to this agreement.
7. MINERAL RESERVATIONS
7.1 Mineral Reservations.. Excepting and Reserving to the STATE, in all lands
described herein, all minerals and mineral deposits, including, but not limited to, oil and'
gas, other gases, including, but not limited to, nonhydrocarbon and geothermal gases,
oil shale., coal, phosphate, a~umina, silica, fossils of all geological ages, sodium, gold,
silver, metals and their compounds, alkali, alkali earth, sand, clay, gravel, salts and
mineral waters, uranium, trona, and geothermal resources, together with the right of the
STATE or persons authorized by the STATE to prospect for, drill for, extract, mine and
remove such deposits or resources, except that the STATE or 'persons authorized by the
STATE shall not have the right to prospect for, drill for, extract, mine or remove su(~h
deposits above a plane located 500 feet below the surface nor a right to occupy and use
the surface of such lands for said purposes.
8. PRIOR AGREEMENTS I AMENDMENTS
8.1 Prior Agreements. The Agreement, in effect as of the Date of Agreement,
supersedes any and all prior agreements between STATE and CITY regarding the
Property.
8.2
Amendments. Amendments to the Agreement are effective only if madE; in
writing and executed by both STATE and CITY.
9. CONTINUING OBLIGATIONS
9.1 Continuing Obligations. All terms and conditions in this Agreement which
represent continuing obligations and duties of the parties that have not been satisfied
prior to close of escrow shall survive close of escrow and transfer of title to CITY and
shall continue to be binding on the respective obligated party in accordance with their'
terms.
10. CITY RESOLUTION
10.1
City Resolution. By way of signature hereto, the individual(s) signing on
behalf of the CITY warrant that they are duly authorized to sign on
behalf of the CITY pursuant to CITY resolution or other authorizing
instrument dated
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first above written.
CITY OF REDDING
By:
Date:
,,f-~ Form Apprpyed
'BRAD L. FULLER
City Attorney
CITY oF REDDING
Vesting (exactly as desired on Deed):
Acceptance:
STATE OF CALIFORNIA
DEPARTMENT OF GENERAL SERVICES
REAL ESTATE SERVICES DIVISION
By:
ELDEN E. FILLION
Manager, Transaction Review
Real Estate Services Division
Professional Services Branch
707 Third Street, Fifth Floor
West Sacramento, CA 95605
(916) 375-4021
Date:
Approved
By:
· LUKE WILSON
Real Property Manager
California Department of Forestry and Fire Protection
Date:
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