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HomeMy WebLinkAboutITEM VIII-B-6CITY OF WASHINGTON AGENDA BILL APPROVAL FORM Agenda Subject: Resolution No. 4397 Date: September 2, 2008 Department: Attachments: Budget Impact: Human Resources Resolution No. 4397 Administrative Recommendation: City Council adopt Resolution No. 4397. Background Summary: A resolution authorizing the Mayor and City Clerk to execute a purchase and sale agreement between the City of Auburn and James and Rebecca Ferguson and Teresa Gillis for real property. S0902-4 A3.13.4 Reviewed by Council & Committees: Reviewed by Departments & Divisions: ? Arts Commission COUNCIL COMMITTEES: ? Building ? M&O ? Airport ® Finance ? Cemetery ? Mayor ? Hearing Examiner ? Municipal Serv. ? Finance ? Parks ? Human Services ? Planning & CD ? Fire ? Planning ? Park Board ?Public Works ? Legal ? Police ? Planning Comm. ® Other ? Public Works ? Human Resources ? Information Services Action: Committee Approval: ?Yes ?No Council Approval: ?Yes ?No Call for Public Hearing Referred to Until Tabled Until Councilmember: Backus Staff: Heineman Meeting Date: September 2, 2008 Item Number: VI11.6.6 AUBURN *MOPE THAN YOU IMAGINED RESOLUTION NO. 4397 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A PURCHASE AND SALE AGREEMENT BETWEEN THE CITY OF AUBURN AND JAMES AND REBECCA FERGUSON AND TERESA GILLIS FOR REAL PROPERTY WHEREAS, the City of Auburn owns a certain piece of real property located at 4 Pike Street Southeast in Auburn, Washington, which property the City desires to sell; and WHEREAS, James and Rebecca Ferguson and Teresa Gillis desire to purchase this property at a cost that is acceptable to the City. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, KING COUNTY, WASHINGTON, HEREBY RESOLVES as follows: Section 1. The Mayor of the City of Auburn and the Auburn City Clerk are hereby authorized to execute a Purchase and Sale Agreement between the City of Auburn and James and Rebecca Ferguson and Teresa Gillis for real property located at 4 Pike Street Southeast in Auburn, Washington, which agreement shall be in substantial conformity with the Agreement a copy of which is attached hereto, marked as Exhibit "A" and incorporated herein by this reference. Resolution No. 4397 August 25, 2008 Page 1 of 2 Section 2. The Mayor is hereby authorized to implement such administrative procedures as may be necessary to carry out the directives of this legislation. Section 3. This resolution shall be in full force and effect upon passage and signatures hereon. Dated and Signed this day of , 2008. CITY OF AUBURN PETER B. LEWIS MAYOR ATTEST: Danielle E. Daskam, City Clerk AP?R?V D A?R I Daniel B. Heid, ity Attorney Resolution No. 4397 August 25, 2008 Page 2 of 2 EXHIBIT A REAL ESTATE PURCHASE AND SALE AGREEMENT CITY OF AUBURN AND James and Rebecca Ferguson and Teresa Gillis THIS AGREEMENT is made and entered into by and between the sellers, CITY OF AUBURN (the "City"), and James and Rebecca Ferguson and Teresa Gillis (Ferguson/Gillis). WITNESSETH: Whereas, the City owns a certain piece of real property that was acquired by the City through condemnation under Chapter 35.80A of the Revised Code of Washington (RCW); and Whereas, pursuant to RCW 35.80A.020 cities may sell or otherwise transfer real property acquired pursuant to RCW Chapter 35.80A for residential, recreational, commercial, industrial, or other uses or for public use, subject to such covenants, conditions, and restrictions, including covenants running with the land, as the city deems to be necessary or desirable to rehabilitate and preserve the dwelling, building, or structure in a habitable condition; and Whereas, RCW 35.80A.020 provides that the purchasers and their successors and assigns shall be obligated to comply with such other requirements as the city may determine to be in the public interest, including the obligation to begin, within a reasonable time, any improvements on such property required to make the dwelling, building, or structure habitable; NOW, THEREFORE, in consideration of the following terms, conditions and covenants and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, IT IS AGREED by the parties as follows: 1. TRANSFER OF PROPERTY. The City shall convey and transfer to Ferguson/Gillis and the Ferguson's/Gillis' shall acquire and take from the City, the property located at 4 Pike Street Southeast, Auburn, WA 98002, described as follows: Lot 2, Block 1 John Dailidenas First Addition to the City of Auburn According to the Plat Thereof Recorded in Volume 42 of Plats Page 21, in King County, Washington. 1 King County Tax parcel Number 1887500010. 2. EARNEST MONEY DEPOSIT. The Buyer agrees to pay herewith one thousand US Dollars ($1,000.00) as earnest money, in the form of cashiers check to be deposited with Chicago Title Company, 32001 32nd Ave S # 400, Federal Way, WA 98001, as part payment on the purchase price, payable to the City upon closing, subject to the conditions set forth herein. 3. PURCHASE PRICE. The purchase price for the Property is one hundred and twenty-five thousand US Dollars ($125,000.00). The parties acknowledge that the purchase.price together with the conditions in subparagraph 3(A), below, represents the fair market value of the Property. The agreed upon amount is payable by cashiers check at closing. A. This purchase and sale shall be expressly conditioned upon the mutual execution of a promissory agreement secured by a deed of trust and warranty deed containing the following obligations, covenants, restrictions and requirement: 1. Within sixty (60) days of closing the buyer will replace the roof, trim board and windows, pressure wash the entire exterior (house, driveway, and walkway), landscape the yard and remove or replace mid level fence around the property (subject to requirements and restrictions of the Auburn City Code). 4. CLOSING. The closing date and place shall be mutually agreed upon by the parties. Both parties shall be responsible and entitled to have all closing documents reviewed by their own counsel or agent prior to closing. 5. CLOSING DOCUMENTS. At the closing, the City shall produce and execute a Warranty Deed (The "Deed"), duly executed and acknowledged in a recordable form, conveying to the Buyer, marketable title to the Property free and clear of all liens, assessments, deeds of trust, mortgages, or encumbrances except those expressly agreed to by the Cities, and all other documentation reasonably appropriate for the sale. 6. EXPENSES. A. Expenses of the City. The City shall pay: (i) real estate taxes prorated to the date of closing, if any; (ii) all assessments, liens, mortgages, deeds of trust or other encumbrances (i.e. real estate excise tax), if any; (iii) the City's attorney fees; and (iv) all other expenses incurred by the City which relate to the Property; (v) title insurance premiums. B. Expenses of the Buyer. The Buyer shall pay: (i) all recording fees; (ii) their attorney fees; (iii) real estate taxes due after the closing date, if any. 2 7. POSSESSION. The City shall deliver possession of the Property to the Buyer on the date of closing. 8. TIME. Time is of the essence of this Agreement. 9. TITLE EXAMINATION. This Agreement is subject to and conditioned on the City providing to the Buyer clear title to the real property, as shown on a Policy of Title Insurance covering the purchase of the Property in the amount of the cash purchase price, provided and paid for by the City. In the event that the City is unable to cure any title encumbrances which are unacceptable to the Buyer, the Buyer may at Buyer's option: (1) terminate this agreement by written notice, whereupon no party shall have any further liability under this agreement; or (2) postpone the date of closing for up to sixty (60) days, during which time the City shall use all reasonable efforts and expend reasonable sums as may be necessary to cure the objections of the Buyer. If the objections to title are not cured on or before the closing date, as postponed, the Buyer may terminate this agreement or waive the objections to title. 10. HAZARDOUS WASTE. To the best of the City's knowledge the property is not in violation of any federal, state or local law, ordinance, or regulation relating to the environmental conditions on, under, or about the property, including but not limited to, soil and surface and ground water conditions, and that during the time in which the City owned the property, neither the City nor, to the best of the City's knowledge, any third party has used, generated, stored, or disposed of, on, under, or about the property or transported to or from the property any hazardous waste, toxic substances, or related materials (the "Hazardous Materials"). For the purposes of this paragraph, Hazardous Materials shall include, but is not limited to, substances defined as "Hazardous Substances," "Hazardous Materials," "Hazardous Waste," "Toxic Substances," in the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, and RCW Title 7 and the regulations promulgated pursuant to such laws. 11. REPRESENTATIONS AND WARRANTIES. The City makes no representations or warranties, express or implied, concerning the condition of the Parcel. The Buyer is familiar with the Parcel and expressly agrees to accept it "AS IS, WITH ALL FAULTS, EASEMENTS, and RESTRICTIONS." The Buyer shall be responsible for demolition of structures, relocation of utilities, removal of hazardous materials, or any other cost associated with ownership or development of the Parcels. However; if prior to the closing date the Buyer discovers that the property contains any Hazardous Waste, of which it has not been previously advised, the Buyer may terminate this Agreement, and the Earnest Money shall be returned to the Buyer. 12. NOTICES. Any notices required or permitted to be given shall be in writing and delivered either in person or by certified mail, return receipt requested, postage pre- paid, addressed as follows or such other address as may be designated by either party: 3 City City of Auburn Human Resources Department 25 W. Main St. Auburn WA 98001 Buyer James and Rebecca Ferguson 931 16th Street NE Auburn, WA 98002 Teresa Gillis 3511 197th Ave Ct. E Auburn, WA 98002 Any notice given pursuant to this Agreement shall be deemed effective the day it is personally delivered or three (3) business days after the date it is deposited in the United States mails. 13. ENTIRE AGREEMENT/MODIFICATION. This written Agreement constitutes the entire and complete Agreement between the parties hereto and supersedes any prior oral or written agreements between the Parties with respect to the Property. It is expressly agreed that there are no verbal understandings or agreements, which in any way change the terms, covenants, and conditions herein set forth. No modifications of this Agreement and waiver of any of its terms and conditions shall be effective unless in writing and duly executed by the parties hereto. 14. BINDING EFFECT. All covenants, agreements, warranties and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, personal representatives, successors and assigns. 15. CITY COUNCIL APPROVALS. The Buyer acknowledges that this Agreement does not bind the City until (1) the Mayor of the City of Auburn, executes the Agreement and (2) the Auburn City Council approves the Agreement. 16. DISCLOSURE STATEMENT. The City shall, within five (5) days of the Buyer's accepting this Agreement, deliver to the Buyer a completed, signed and dated Real Property Transfer Disclosure Statement substantially in the form set forth in RCW 64.06.020, if applicable. The Buyer shall within three business days, or as otherwise agreed to, after receipt of the Real Property Transfer Disclosure Statement have the right to (1) approve and accept the Real Property Disclosure Statement; or (2) rescind this Agreement. If the Buyer elects to rescind the Agreement, the Buyer will deliver 4 written notice of rescission to the City within the above three (3) business day period, or as otherwise agreed. Upon delivery of a rescission statement, the Buyer shall be entitled to immediate return of all deposits and other consideration paid to the City. If the Buyer does not deliver a written rescission notice, the Real Property Transfer Disclosure Statement will be deemed approved. 17. DEFAULT AND ATTORNEY'S FEES. In the event that any party fails, without legal excuse, to perform any obligation under this Agreement, then the other parties may, at their option, bring suit against the party failing to perform for the other parties' actual damages, or pursue any other rights or remedies available at law or in equity. If one or more parties institute suit concerning this Agreement, the prevailing party or parties shall be entitled to court costs and reasonable attorney's fees. In the event of trial, the court shall fix the amount of the attorney's fees. Venue of any suit shall be in King County, and this Agreement is to be governed by the laws of the State of Washington. 18. LEGAL RIGHTS. EACH OF THE PARTIES SHALL SUBMIT THIS AGREEMENT TO THEIR ATTORNEYS AND TAX SPECIALISTS FOR THEIR REVIEW AND APPROVAL PRIOR TO SIGNING THIS AGREEMENT. NO REPRESENTATIONS OR WARRANTIES ARE MADE BY ONE PARTY TO THE OTHER PARTY AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT OR TAX CONSEQUENCES OF THIS AGREEMENT, THE TRANSACTION DESCRIBED HEREIN, OR ANY ATTACHMENTS TO THIS AGREEMENT. 19. TIME LIMIT FOR ACCEPTANCE. The City offers to sell the property on the above terms and conditions. The Buyer has until midnight of August 22, 2008 to accept this offer (if not filled in, the day following the City's signature date below.) Acceptance is not effective until a signed copy hereof along with any earnest money is actually received by the office of Closing Agent. If this offer is not so accepted, it shall lapse. 20. ASSIGNMENT. No party to this Agreement shall assign any right or obligation hereunder in whole or in part, without the prior written consent of the other parties hereto. 21. AMENDMENT. MODIFICATION OR WAIVER. No amendment, modification or waiver of any condition, provision or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound, or such party's or parties' duly authorized representative(s) and specifying with particularity the nature and extent of such amendment, modification or waiver. Any waiver by any party of any default of another party shall not effect or impair any right arising from any subsequent default. Nothing herein shall limit the remedies or rights of the parties hereto under and pursuant to this Agreement. 5 22. CAPTIONS. HEADINGS AND TITLES. All captions, headings or titles in the paragraphs or sections of this Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement or act as a limitation of the scope of the particular paragraph or sections to which they apply. As used herein, where appropriate, the singular shall include the plural and vice versa and masculine, feminine and neuter expressions shall be interchangeable. Interpretation or construction of this Agreement shall not be affected by any determination as to who is the drafter of this Agreement, this Agreement having been drafted by mutual agreement of the parties. 23. SEVERABLE PROVISIONS. Each provision of this Agreement is intended to be severable. If any provision hereof is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be one and the same Agreement and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party. 25. SIGNATURES: This Real Estate Purchase And Sale Agreement signed in duplicate original effective as of the date first above written. CITY OF AUBURN Peter B. Lewis, Mayor BUYER By: James Ferguson Attest: Danielle Daskam, City Clerk Ap ove KF ei r ubu torney ACCEPTED this day of By: Rebecca Ferguson By: Teresa Gillis 6 , 2008