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HomeMy WebLinkAboutRes2014-022I I Sponsored by: Hunt CITY OF SEWARD, ALASKA RESOLUTION 2014-022 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, AUTHORIZING THE CITY MANAGER TO PURCHASE BLOCK 13A, SEWARD TOWNSITE, CLIFF ADDITION BLOCK 13 REPLAT AND VACATION, ACCORDING TO THE OFFICIAL PLAT THEREOF, FILED UNDER PLAT NUMBER 90-4, RECORDS OF THE SEWARD RECORDING DISTRICT, THIRD JUDICIAL DISTRICT, STATE OF ALASKA FOR S77,300.00, AND APPROPRIATING FUNDS WHEREAS, the City of Seward was awarded flood mitigation grant funds through the Kenai Peninsula Borough to allow the City to purchase a parcel of undeveloped land necessary for Daily Hill drainage and flood mitigation; and WHEREAS, James McCracken, the owner of the land described above (the "Property"), desires to sell his land to the City according to the terms of the purchase and sale agreement presented at this meeting; and WHEREAS, notice of a public hearing was published in accordance with SCC 7.05.125; and WHEREAS, a public hearing was held on February 24, 2014; and WHEREAS, at the direction of the City, appraisals were made of the fair market value of the parcels of land, all of which are undeveloped parcels of land, and each appraisal received an appraisal review; and WHEREAS, Seward City Code Section 7.05.120 permits the acquisition of real property by negotiation; and WHEREAS, the essential terms and conditions contained in the form of purchase and sale agreement have been available for public inspection for 10 days in the office of the City Clerk, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA that: Section 1. The City Council finds it is in the best interest of the City of Seward to purchase the Property by negotiation for Dairy Hill drainage subject to the terms contained in the agreement presented at this meeting. CITY OF SEWARD, ALASKA RESOLUTION 2014-022 Section 2. The City Manager is hereby authorized to proceed with the acquisition of the Property for a purchase price of $77,300.00, and to execute the purchase and sale agreement in substantially the form as presented at this meeting, and any other necessary legal documents to acquire fee simple title to the Property and to take all such action necessary under the agreement to complete the purchase. Section 3. Acquisition of this property is contingent on City Council acceptance of State of Alaska DCCED grant no. DCCED- I 4-DC-070 passed through the Kenai Peninsula Borough in the amount of $175,996.50. Section 4. Funding in the amount of $77,300 is hereby appropriated from the Dairy Hill Flood Mitigation and Property Acquisition Fund State grant account no. 866-8669-4680-0200 to the Land account no. 866-8669-5910 to be paid at closing in accordance with the Purchase and Sale Agreement — Dairy Hill Drainage as executed by the City Manager. Section 5. This resolution shall take effect (30) days following passage and posting. PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 24 1h day of February, 2014. THE CITY OF SEWARD, ALASKA Ott, , ;3(ia� J'e'an Bardarson, Mayor AYES: Keil, Casagranda, Terry, Squires, Butts, Bardarson NOES: None ABSENT: None ABSTAIN: None VACANT: One ATTEST: Jo,ian a in e CMC ��Cfty Clerk -' (City Seal) • 4P I I I Agenda Statement Meeting Date: February 24, 2014 To: City Council Through: Jim Hunt From: William Casey Agenda Item: Authorizing purchase of real property described as Block 13a, Seward Townsite, Cliff Addition Block 13 Replat & Vacation, According to the official plat thereof, filed under Plat Number 90-4, Records of the Seward Recording District, Third Judicial District, State of Alaska, for $77,300.00, and appropriating funds BACKGROUND & JUSTIFICATION: The purchase of the property by the City of Seward in the Dairy Hill area is necessary to mitigate flood damage and move inundating water through the area. Without this purchase drainage will need to be re- routed with the potential of spending an unknown and likely exorbitant amount on engineering and construction to move the water. The Kenai Peninsula Borough has provided grants funds to allow the City to purchase the undeveloped property, avoiding the need to divert the flow. This agreement was negotiated with the owner and he has agreed to its terms. The purchase price of $77,300 will be paid at closing when the deed is conveyed. INTENT: This resolution requests authorization to purchase undeveloped land for Dairy Hill drainage purposes for $77,300. The funds are from a grant received by the City for this purpose. CONSISTENCY CHECKLIST: Yes No N/A 1 Comprehensive Plan (document source here): Pg 28 3.8.1.3 "Mitigate X Flood Hazards" 2 Strategic Plan (document source here): Pg 11 "Mitigate Flood X Hazards" Pg 18 3. Other (list): X FISCAL NOTE: The City has received a grant in the amount of $175,966.50 from the Kenai Peninsula Borough as a pass - through from the State of Alaska, which will pay for this project. Approved by Finance Department: ✓G� ATTORNEY REVIEW: Yes X No RECOMMENDATION: 011- Approve Resolution 2014- authorizing a purchase and sale agreement for the City to acquire land for Dairy Hill drainage for $77,300, and appropriating grant funds. `� In 'a, I VID�w (Dairy Hill Drainage) This Purchase and Sale Agreement ("Agreement") is made as of March _, 2014, between James E. McCracken, an individual, ("Seller") and The City of Seward, a home -rule municipality under the laws of the State of Alaska ("Purchaser"). Purchaser and Seller agree as follows: 1. Purchase and Sale: Subject to the terms and conditions of this Agreement, Seller agrees to sell and Purchaser agrees to purchase good and marketable title in fee simple the real property described as follows (the "Property"): Block 13A, SEWARD TOWNSITE, CLIFF ADDITION BLOCK 13 REPLAT & VACATION, according to the official plat thereof, filed under Plat Number 90-4, Records of the Seward Recording District, Third Judicial District, State of Alaska. 2. Purchase Price and Pgyment Terms. The purchase price for the Property shall be $77,300 based on fair market value as determined by the assessed value for calendar year 2013 determined by the Kenai Peninsula Borough Assessor, After all other terms and conditions of this Agreement have been satisfied, including completion of all contingencies in Section 8, the purchase price shall be due to Seller at Closing. Under the municipal charter and code of ordinances of Purchaser, a resolution approving this Agreement is not effective until 30 days following approval by the Seward City Council. Closi : The parties shall cause an escrow (the "Escrow") to be established with First American Title Company of Alaska - Seward Office ("Escrow Agent"). Consummation of the sale (the "Closing") shall take place through the Escrow at the offices of the Escrow Agent, or such other place as Seller and Purchaser agree in writing. Closing of the transaction shall occur within thirty (30) days from the completion of all contingencies of purchase in this Agreement to Purchaser's sole satisfaction. Seller and Purchaser shall cause the following to occur at Closing: (A) Completion of all contingencies listed in Section 8 to Purchaser's sole satisfaction unless waived in writing by Purchaser; (B) The Deed described in Section 5 shall be recorded in the records of the Seward Recording District, Third Judicial District, State of Alaska; (C) Purchaser shall pay to Seller the amount set forth in Section 2 of this Agreement; and (D) The underwriter for the Escrow Agent shall issue to Purchaser the title insurance policy described in Section 4. -Purchase and Sale Agreement- -Page I of 6- 4. Title: A standard owner's title insurance policy shall be paid for by Seller and delivered to Purchaser at Closing. If Purchaser elects to obtain an extended coverage ALTA Owner's Title Insurance Policy or any title endorsements, Purchaser shall pay the additional title insurance charges to obtain the endorsements or extended coverage. Purchaser shall be responsible for obtaining and paying the cost of any ALTA survey required to obtain extended coverage. Within ten (10) days of the date of this Agreement, Seller shall provide to Purchaser a preliminary commitment for title insurance. Purchaser shall be entitled to review the preliminary commitment and shall have twenty (20) days to specify to Seller in writing any matters to which Purchaser objects. If Purchaser objects to any matters, Seller shall have thirty (30) days after written notice from Purchaser to attempt to eliminate the matters to which Purchaser has objected or to cause the underwriter for the Escrow Agent to insure over such matters. Seller shall notify Purchaser in writing, within the thirty (30) day period, if Seller is unable or unwilling to eliminate, or cause Escrow Agent to insure over, said matters. Purchaser may then elect, by written notice to Seller, either to waive the objectionable matters and Proceed to Closing or to terminate this Agreement. In the event this Agreement is terminated, the Earnest Money shall be refunded to Purchaser in full and the parties shall have no farther obligations to each other under this Agreement. ➢Deed: Marketable fee simple title to the Property, subject to those exceptions and reservations acceptable to Purchaser, shall be conveyed to Purchaser by a statutory warranty deed (the "Deed") duly executed by Seller and recorded at Closing, 6. Closing Costs: At Closing, Purchaser and Seller shall each pay half of the closing costs of the transaction, unless otherwise provided in this Agreement. Such closing costs shall include but not necessarily be limited to: Recording fees Warranty Deed Escrow closing fees Purchaser shall pay at Closing the Purchase Price described in Section 2. Seller shall pay for standard owner's policy of title insurance and any outstanding assessments or liens. Each party shall pay its own attorney fees and costs. Real property taxes and utilities will be prorated to date of Closing and, if applicable, paid through Escrow. 7, Seller's Representations and Warranties: The representations and warranties of Seller herein are a material inducement for Purchaser to enter into this Agreement and shall survive Closing. Seller represents and warrants that: -Purchase and Sale Agreement- -Page 2 of 6- (A) Seller has not assigned or transferred, or agreed to assign or transfer, any right, title or interest in or to the Property to any person other than Purchaser; (13) Seller is not a "foreign person" as defined in Section 1445 of the Internal Revenue Code of 1986, as amended, and the regulations thereunder; (C) Seller has not received any presently effective notices of any investigations, actions, suits, proceedings or claims pending against Seller in relation to the Property; (D) No legal claims are pending or, to the best of Seller's actual knowledge, threatened, concerning or affecting title to the Property or any condition existing on, in or under the Property, and that all approvals required by any federal, state, or local governmental authority or court that are necessary to consummate the transactions contemplated by this Agreement have been obtained; (E) To the best of Seller's actual knowledge, no above -ground or underground fuel storage tanks are or have been located on the Property; and (F) To the best of Seller's actual knowledge, Seller has not caused or allowed the placement of any hazardous substance on the Property (vacant land), and to the best of Seller's actual knowledge, Seller has not caused or allowed the violation of any environmental law, regulation, or ordinance with respect to the Property (vacant land), To the best of Seller's actual knowledge, Seller has not released, compromised, or waived any claim as to the liability of any party who may be potentially responsible for the presence of hazardous substances on or affecting the Property (vacant land) in violation of any environmental law, regulation or ordinance. Seller has not made any promises of indemnification regarding hazardous substances to, any other person or persons relating to the Property (vacant land). 8. Purchaser's Conditions Precedent. The parties acknowledge that Purchaser's obligation to close on the purchase of the Property shall be subject to the following, with any review, inspection, or evaluation by Purchaser subject to Purchaser's sole satisfaction, and such review completed no later than 45 days after execution of this Agreement unless mutually extended by the parties: (A) Acceptance of funds from the Kenai Peninsula Borough and approval of this Agreement by the City Council for the City of Seward; (13) No litigation or other claim which has any probability or reasonable likelihood of success, challenges or controverts, the Purchaser's action to acquire the Property; (C) Purchaser's satisfaction that Seller can provide marketable fee simple title to the Property. Final description of all real property to be conveyed is subject to Purchaser approval. Seller is to provide legal description for the Property; -Purchase and Sale Agreement- -Page 3 of 6- 9. Waiver: No delay in exercising any right or remedy shall constitute a waiver thereof, and no waiver by Seller or Purchaser of a breach of any covenant or condition of this Agreement shall be construed as a waiver of any preceding or succeeding breach of the same or any other covenant or condition of this Agreement, 10. Assignment: This Agreement is binding on the heirs, successors, and assigns of the parties, but shall not be voluntarily assigned by either party without prior written consent of the other party. 11. Commissions: Each party represents and warrants to the other that it has not engaged the services of any broker, finder or other person who would be entitled to any commission or fee in respect to the subject matter of this Agreement and each shall indemnify the other against any loss, cost, liability or expense incurred by the other as a result of any claim asserted by any such broker, finder or other person on the basis of any brokerage or similar arrangement or agreement made or alleged to have been made. 12. Notices: No notice, consent, approval or other communication provided for herein or given in connection with this Agreement shall be validly given, made, delivered or served unless it is in writing and delivered personally, sent by overnight courier or sent by express United States mail, postage prepaid, with return receipt requested, to: Purchaser: City of Seward ATTN: City Manager P. 0. Box 167 Seward, Alaska 99664 Seller: James E. McCracken P.O. Box 691 Seward, Alaska 99664 or to such other addresses as either party may from time to time designate in writing and deliver in a like manner to the other party. Notices, consent, approvals, and communications given by mail shall be deemed delivered upon the earlier of three days after deposit in the United States mail in the manner provided above or immediately upon delivery to the respective addresses set forth above, if delivered personally or sent by overnight courier. -Purchase and Sale Agreement- -Page 4 of 6- 13, Entire Agreement: This document contains the entire Agreement between the parties. It may not be modified except by a written document signed by all parties. 14, Construction of Agreement: The captions of the sections of this Agreement are for convenience only and shall not govern or influence the interpretation hereof. This Agreement is the result of negotiations between the parties and, accordingly, shall not be construed for or against either party regardless of which party drafted this Agreement or any portion thereof. 15. Surviving Covenants: The provisions of this Agreement shall survive the delivery of the Deed. 16. Time is of the Essence: Time is of the essence of this Agreement. 17, Controlling, Law and Venue: This, Agreement shall be governed by, construed under and enforced in accordance with the laws of the State of Alaska, and venue for actions between the parties arising out of or related to this Agreement shall be in the Alaska Superior Court, Third Judicial District, Alaska. 18. Further Assurances: Whenever requested to do so by the other party, Seller or Purchaser promptly and expeditiously shall execute, acknowledge and deliver any and all such conveyances, assignments, confirmations, satisfactions, releases, instruments of further assurance, approvals, consents and any and all further instruments and documents as may be reasonably necessary, expedient, or proper in order to complete any and all conveyances, transfers, sales, and assignments herein provided, and to do any and all other reasonable acts and to execute, acknowledge and deliver any and all documents reasonably requested in order to carry out the intent and purpose of this Agreement, including but not limited to subdividing and platting the land containing the Property, 19', Possession: Purchaser shall receive possession of the Property upon recording. -Purchase and Sale Agreement- -Page 5 of 6- Executed this — day of March, 2014. Purchaser: The City of Seward, Alaska By: James Hunt, City Manager Johanna Kinney, CMC, City Clerk -Purchase and Sale Agreement- -Page 6 of 6-