HomeMy WebLinkAboutParking Lot Exchange Ord & Agreement
CITY OF MERIDIAN ORDINANCE NO.
BY THE CITY COUNCIL: BIRD, BORTON, ROUNTREE, WARDLE
AN ORDINANCE AUTHORIZING THE EXCHANGE OF CERTAIN CITY
OWNED REAL PROPERTY LOCATED AT 55 EAST BROADWAY AVENUE IN
THE CITY OF MERIDIAN AND LEGALLY DESCRIBED AS LOT 20 OF
BLOCK 1 OF THE MERIDIAN TOWNSITE; AUTHORIZING THE MAYOR
AND CITY CLERK TO EXECUTE AND ATTEST ON BEHALF OF THE CITY
OF MERIDIAN THE DEED AND OTHER DOCUMENTS NECESSARY TO
COMPLETE THE TRANSACTION; PROVIDING FOR A WAIVER OF THE
READING RULES; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, pursuant to Idaho Code 50-1401, the City Council has statutory
authority to sell, exchange, or convey any real property owned by the city which is
underutilized or which is not used for city public purposes; and,
WHEREAS, when it is determined by the City Council to be in the City's best
interest that the property be offered for exchange, the City Council may, pursuant to the
procedure set forth in Idaho Code Section 50-1403, exchange any city-owned real
property for real property of equal value pursuant to terms which shall be a matter of
public record; and,
WHEREAS, the proposed transaction would exchange the city-owned Lot 20 for
the privately owned lot 22 so that the City can join lot 21, currently in City ownership,
with the future City Hall site at the former Meridian Creamery; and,
WHEREAS, on the 13th day of December, 2005 the Meridian City Council
approved Resolution No. 05-495 declaring the intent to exchange the real property and
further instructed the City Clerk to establish and notice a public hearing to consider the
exchange; and,
WHEREAS, a public hearing was held at the regular meeting of the Meridian
City Council on January 10, 2006 and at the conclusion of such hearing, the City Council
moved to approve the exchange in concept, subject to certain terms and conditions, and
directed staff to prepare an exchange agreement setting forth those terms and conditions.
NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND
COUNCIL OF THE CITY OF MERIDIAN, IDAHO:
Section 1. That a public hearing on the proposed exchange was held at the
January 10, 2006 Meeting of the Meridian City Council.
ORDINANCE AUTHORIZING EXCHANGE OF PARKING LOT - Page 1 of 2
Section 2. That the City Council determined after the public hearing that the
proposed exchange is in the City's best interest and that Lot 20 of Block 1 of the
Meridian Townsite is currently underutilized and should be exchanged for property of
equal value, to wit: Lot 22 of Block 1 ofthe Meridian Townsite.
Section 3. That the City Council has reviewed and approved the Agreement for
Exchange of Real Property, attached hereto and incorporated herein, and the real property
exchange is expressly conditioned on the terms contained in the attached Agreement.
Section 4. That the Mayor and City Clerk shall be authorized to execute and attest
the exchange agreement, deed, and any other documents necessary to complete the
exchange authorized by this Ordinance.
Section 5. That pursuant to the affirmative vote of one-half (1/2) plus one (1) of
the Members of the full Council, the rule requiring two (2) separate readings by title and
one (1) reading in full be, and the same is hereby, dispensed with, and accordingly, this
Ordinance shall be in full force and effect upon its passage, approval and publication.
of
PASSED by the City Council of the City of Meridian, Idaho, this _ day
, 2006.
APPROVED by the Mayor of the City of Meridian, Idaho, this _ day of
, 2006.
APPROVED:
MAYOR
ATTEST:
CITY CLERK
ORDINANCE AUTHORIZING EXCHANGE OF PARKING LOT - Page 2 of 2
."
COMMERCIAL/INVESTMENT REAL ESTATE
PURCHASE-SALE-EXCHANGE AGREEMENT
THIS Agreement is entered into for the purposes stated herein, this ~ d day of t:2vd . ,
2006, by Dave and Karen Buich, husband and wife ("BUICH"), and the City of Meridian lty
("CITY"), collectively referred to herein as " the parties."
WHEREAS, Buich owns or controls certain real property located in Ada County, Idaho more
particularly described as Lot 22 of the Amended Plat of Block No. 1 of the townsite of Meridian
located in the SW Y4 of Section 7, T3N, RlE, Ada County, Idaho (the "BUICH parcel" or "Lot 22");
and,
WHEREAS, CITY owns certain real property located in Ada County, Idaho more particularly
described as Lot 20 ofthe Amended Plat of Block No.1 ofthe townsite of Meridian located in the
SW 1!4 of Section 7, T3N, RlE, Ada County, Idaho (the "City Parcel" or "Lot 20" ; and,
WHEREAS, the parties desire to enter into a real property exchange agreement whereby BUICH will
convey Lot 22 to CITY in exchange for CITY conveying Lot 20 to BUICH.
WHEREAS, the laws of the State ofIdaho require that the City of Meridian exchange city-owned
real property for property of equal value; and,
WHEREAS, Lot 20 and Lot 22 are of equal size and are located on the same City block. City desires
to own Lot 22 to add to the new City Hall site at the former Meridian Creamery, and Buich desires to
own lot 20 to add to the Buich parcel at the northeast corner of the block; and,
WHEREAS, the City Council of the City of Meridian has declared that Lot 20 and 22 are of equal
value at this time as long as the City receives assurances of the continued availability of the public
parking lot currently on lots 20 and 21 until such time as either of the adjacent parcels develop; and,
WHEREAS, Buich has agreed to execute a parking lot easement in favor of the City of Meridian to
fulfill the condition of the exchange requiring continued availability of public parking while plans for
development for the Buich and City Hall parcels are being completed.
NOW, THEREFORE, in return for good and valuable consideration, including the agreement set
forth herein and the parties' proceeding to their respective approvals and to the closing of the
property exchange contemplated hereby (the "Closing"), the receipt and sufficiency of such
consideration being hereby acknowledged, the parties do hereby enter into this Agreement and the
terms and conditions set forth below.
REAL ESTATE EXCHANGE AGREEMENT
- 1 -
1. IDENTIFICATION OF EXCHANGE PARCELS. The parcel that BUICH intends
to exchange to City under the terms of this agreement is legally described as Lot 22 of the Amended
Plat of Block No.1 of the townsite of Meridian located in the SW lf4 of Section 7, T3N, RIE, Ada
County, Idaho. The parcel that CITY intends to exchange to BUICH under the terms of this
Agreement is legally described as Lot 20 of the Amended Plat of Block No.1 of the townsite of
Meridian located in the SW lf4 of Section 7, T3N, RIE, Ada County, Idaho.
2. "AS-IS" SALE. The parcels are sold "as-is" and are sold without any water rights.
3. ADDITIONAL TERMS, CONDITIONS AND/OR CONTINGENCIES. The
closing of this transaction is contingent upon written satisfaction or waiver of the following
conditions:
A) BUICH shall obtain good and marketable title to the BUICH parcel.
B) BUICH shall execute and place into escrow the Parking Lot Easement
attached hereto as exhibit "A" and incorporated herein by this reference. The easement shall provide
for the continued operation of the existing public parking lot on lots 20 and 21 until such time as
City's adjacent property or BUICH's adjacent property develops. The closing agent shall be
provided with written instructions to record the easement document at closing.
C) BUICH acknowledges that this agreement will be executed by BUICH before
CITY executes the agreement and that the execution of the agreement by the CITY is contingent
upon ratification of the terms and conditions of this agreement by the Meridian City Council and the
Council's authorization for the Meridian City Mayor to execute this agreement on behalf of the
CITY.
REAL ESTATE EXCHANGE AGREEMENT
- 2 -
4. ACHD CIRCULATION EASEMENT. At such time that the Development Plans
for Buich' s adjacent property are ready to be implemented, City agrees to work with the Ada County
Highway District to remove the blanket access easement from lot 20 and limit the location of the
access easement to the City-owned Lot 21. The timing of the relocation of the blanket easement
shall be concurrent with the termination ofthe Parking Lot Easement referenced in Section3(B) of
this agreement.
5. TITLE COMPANY/CLOSING AGENCY.
A) The parties agree that First American Title Company of Ada County shall
provide any required title policy and preliminary report of commitment.
B) The closing agency for this transaction shall be First American Title Company
of Ada County.
C) Each party agrees to pay one-half (1/2) of the closing agency's fee.
6. TITLE INSURANCE.
A) Each Party shall pay for standard coverage owner's title insurance policy on
the respective properties which it conveys to the other party under the terms of this Agreement. The
face value of the policy for each parcel shall be Ninety Thousand Dollars ($90,000.00). The cost of
additional title insurance and endorsements, if desired by a party on property received under this
Agreement, shall be paid by the receiving party. The Title Company is to provide all parties to this
Agreement with a preliminary Title Report as soon as possible after execution of this agreement.
The parties shall have five (5) days to object in writing to the condition of the title as set forth in the
report, unless said time period is extended pursuant to this Agreement. In the event that a party
makes written objection to the title, the other party shall have a reasonable time to cure any defects of
title or provide affirmative title insurance coverage, and in the event the other party cannot cure said
REAL ESTATE EXCHANGE AGREEMENT
- 3 -
defects or is unwilling to cure said defects or provide affirmative title insurance coverage, the
objecting party may elect, as its sole remedy, to either (i) terminate this Agreement, (ii) cure the
defects at the objecting party's expense, or (iii) proceed to closing, taking title subject to such
defects. If the parties do not so object, the parties shall be deemed to have accepted the condition of
the title.
B) The final Title Insurance policies shall be delivered to the parties by the Title
Company as soon as possible after closing.
7. CLOSING DATE AND TITLE CONVEYANCE.
A) On or before Closing, the parties shall deposit with Escrow Holder all
instruments necessary to complete the exchange contemplated under this Agreement.
B) Closing shall occur no later than August 10t\ 2006. Closing shall occur on the
date on which the deeds to all properties are recorded in satisfaction of the requirements of this
Agreement.
C) The deeds for all properties shall be recorded concurrently, and neither party
shall be obligated to authorize the Escrow holder to convey a parcel if the Escrow Holder is not
irrevocably committed to record the deeds for all properties identified in this Agreement.
D) Title to the properties identified under this agreement shall be conveyed by
Warranty Deed and shall be marketable and insurable with the exception of any other liens,
encumbrances or defects allowed herein or otherwise approved by the receiving party.
REAL ESTATE EXCHANGE AGREEMENT
- 4 -
8. POSSESSION/PRORATION. The parties shall be entitled to possession oftheir
respective properties on the day of closing. Taxes and water assessments (using the last available
assessment as a basis), rents, insurance premiums, interest and reserve on liens, encumbrances or
obligations assumed and utilities shall be prorated as ofthe day of closing.
9. DEFAULT. In the event that a party does not perform in accordance with the terms
and conditions of this agreement then the other party shall have any recourse under the law to
enforce this contract.
10. ATTORNEY FEES. In the event of default by either of the parties in their
performance of the terms or conditions of this agreement, the defaulting party agrees to pay all
attorney fees and costs incurred by the non-defaulting party and in the event of suit the prevailing
party shall be entitled to its reasonable attorney fees and costs.
11. CONDITION OF PROPERTY AT CLOSINGIMAINTENANCE AFTER
CLOSING. The parties shall maintain their respective properties until the closing in their present
condition, ordinary wear and tear excepted. After Closing, each party shall be responsible for
maintenance of the parcels that they receive under this Agreement.
12. REPRESENT A TIONS AND WARRANTIES. Each party represents and warrants
to the other regarding their respective properties:
A. The party has received no notice from any governmental agency that the
properties are in violation of any statute, law, ordinance, rule, regulation, or deed restriction affecting
the Properties.
B. The parties have good, marketable title to their respective parcels. At the
time the deeds are placed into escrow, no other party shall have any right, title, or interest in the
subject property.
REAL ESTATE EXCHANGE AGREEMENT
- 5 -
C. There is no pending or threatened litigation or condemnation proceedings
affecting the Properties and there are no governmental assessments or local improvement district
assessments on the Properties nor are there any agreements to convey any portion of the Properties to
any other party.
D. Each party has disclosed to the other party the presence of all hazardous
substances or storage tanks that the disclosing party is aware of on their respective properties.
"Hazardous Substances" means any hazardous, dangerous or toxic substance (including petroleum
products) as defined under federal, state andlor local law, including all regulations promulgated
under such laws.
13. ENTIRE AGREEMENT. This Agreement, including any addendum or exhibits,
constitutes the entire Agreement between the parties, and no warranties, including any warranty of
habitability, agreements or representations have been made or shall be binding upon either party
unless herein set forth.
14. TIME IS OF THE ESSENCE IN THIS AGREEMENT. THIS IS A LEGALLY
BINDING AGREEMENT. THE PARTIES EACH REPRESENT THAT THEY HAVE HAD
THE OPPORTUNITY TO CONSULT LEGAL COUNSEL REGARDING THE TERMS AND
CONDITIONS OF THIS AGREEMENT AND THE INSTRUMENTS REFERRED TO
HEREIN.
15. SURVIVAL OF TERMS. All the terms and conditions hereof and all instruments
referred to herein and contemplated hereby shall survive closing and the transfer of title and shall
remain in full force and effect in accordance with their terms.
16. CONSTRUCTION OF TERMS. All times provided for in this Agreement or any
instrument referred to herein will be strictly construed, it being agreed that time is of the essence of
REAL ESTATE EXCHANGE AGREEMENT
- 6 -
this Agreement. Whenever the context requires, the singular includes the plural and vice versa, and
each gender includes each other gender, or the neuter, as the case may be.
17. BINDING ON SUCCESSORS. This Agreement shall be binding upon and inure to
the benefit of the parties and their respective successors and assigns.
18. IDAHO LAW. This Agreement shall be construed and governed in accordance with
the laws of the State of Idaho.
19. HEADINGS. Headings preceding the text of the several Articles and Sections
hereof, and the table of contents, are solely for convenience or reference and shall not constitute a
part of this Agreement or affect its meaning, construction or effect.
20. EXECUTION IN COUNTERPARTS. This Agreement may be executed in several
counterparts, each of which shall be deemed an original, and all of which shall constitute but one and
the same instrument.
REAL ESTATE EXCHANGE AGREEMENT
- 7 -
IN WITNESS WHEREOF, the parties have executed and attested this Agreement as ofthe
date and year first above written.
KAREN BUICH
45 ()#n ,ff~
THE CITY OF MERIDIAN
Tammy de Weerd, MA YOR
ATTEST:
CITY CLERK
REAL ESTATE EXCHANGE AGREEMENT
- 8 -
STATE OF IDAHO )
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County of Ada )
On thi~ day of il J/'us! , in the ye~()J(P , before me, a notary public in and
for said state, personally appeared Dav~ identified to me to be the person who executed the
said instrument, and acknowledged to me that helshe executed the same.
IN WI!N~W~~b~,.)..have hereunto set my hand and affixed my official seal the day
and year first above wr~"r-~ ....-.......::-/....: "\..~ It / U
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: -- -.- i ~ TARY PU}lLI<? FOR IDAHO
i > p(! 8 L \ C i 'It ;~esiding at: LJUfJIP/L _ Ida}1o !?
\, "~ ~. I My Commission expires: J.f2../.S!2I-dO
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County of Ada )
On this3 d day of Ii,~ ,,-I , in the yeaI?1a1? , before me, a notary public in and
for said state, personally appeared Kare~r identified to me to be the person who executed the
said instrument, and acknowledged to me that he/she executed the same.
(SEAL)
STATE OF IDAHO
(SEAL)
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IN Wr~\~~F;.t have hereunto set my hand and affixed my official seal the day
and yea, fm;t above ~.... '..;, \ la ~
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: "* \ pC; 1> ~ NOTARY PU LIC FOR IDAHO
~_ ., tJ B \... \ l,i' Residing at: 'dj( -. Idpho i
~..#~;,~ ."............;..{,/;;: My Commission expires: ~
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STATE OF IDAHO )
) ss.
County of Ada )
On this _ day of , 2003, before me, a notary public in and for said
state, personally appeared Tammy de Weerd and Will Berg known to me to be the Mayor and City Clerk of
Meridian City, Idaho, who executed the within instrument, and acknowledged to me that Meridian City
executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day
and year first above written.
(SEAL)
Notary Public for Idaho
Residing at Meridian, Idaho
My commission expires:
REAL ESTATE EXCHANGE AGREEMENT
- 9 -
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EXHIBIT "A"
PUBLIC PARKING LOT EASEMENT
THIS PUB~ ARKING LOT EASEMENT (the rfEasementrf), is made and entered into
this ~ day of . ~ ' 2006, by and between Dave and Karen Buich, husband and wife,
hereinafter referred to s "Buich" or "Grantor" and THE CITY OF MERIDIAN, an Idaho
Municipal Corporation, hereinafter referred to as "City" or "Grantee."
WITNESSETH:
FOR GOOD AND SUFFICIENT CONSIDERATION, IT IS AGREED:
SECTION I. Recitals.
1.1 Grantor owns the real property located in Ada County, Idaho more particularly
described as Lot 20 of the Amended Plat of Block No. 1 of the townsite of
Meridian located in the SW ~ of Section 7, T3N, RIE, Ada County, Idaho
(referred to herein as "Lot 20"). Lot 20 is currently developed and used as the
easterly portion of a public parking lot located at 55 E. Broadway Avenue,
Meridian.
1.2 City operates a public parking lot on Lots 20 and 21, open for the use of the
general public. Pursuant to the terms of a Public Right of Way easement (Ada
County Instrument Number 106083740) the public parking lot also acts as a
traffic circulation link between the terminus of an adjacent alley to the south of
the parking lot and Broadway A venue to the north.
1.3 As a condition of approving a real property exchange agreement between City and
BUICH, City desires to obtain an easement from BUrCH over and across Lot 20
so that Lot 20 will remain open to the public for parking lot and circulation
purposes until such time as either adjacent property develops.
SECTION 2. Grant and Authorized Use: Non-exclusive Easement; Relocation.
2.1 Grantor hereby grants to CITY a perpetual easement in gross upon, over across
and through Lot 20 for pedestrian and vehicular ingress, egress, and vehicle
parking for the benefit of the general public.
2.2 The easement on Lot 20 is intended to be used in conjunction with the balance of
the parking lot on Lot 21, owned by City.
2.3 Walls, buildings, curbs or other temporary or permanent structures will not be
constructed on Lot 20 that would in any material way restrict or limit the easement
granted herein for the purposes set forth herein.
Parking Lot Easement, page 1
"-
SECTION 3. Improvements; Repair and Maintenance.
3.1 CITY acknowledges that the improvements on the Servient are sufficient for the
purposes of this easement and that no additional construction shall be required by
Grantor as a condition of this Easement.
3.2 City agrees to maintain and repair the improvements at its sole cost and expense.
SECTION 4. Indenmification.
Subject to the provisions of, and limits ofliability set forth in, the Idaho Tort Claims Act,
CITY shall indenmify and hold harmless Grantor from and against all claims, actions or
judgments and expenses (including, without limitation, reasonable attorneys' fees incurred
by Grantor in defense thereof) for damages, injury or death caused by or arising out of the
public's use of the Lot 20 for the purposes set forth in this Easement.
Grantor shall indenmify and hold harmless CITY from and against all claims, actions or
judgments and expenses (including, without limitation, reasonable attorneys' fees incurred
by Grantor in defense thereof) for damages, injury or death caused by or arising out of the
public or private use of Grantor's adjacent real property.
SECTION 5. Attorneys Fees and Costs.
In any suit, action or appeal therefrom to enforce or interpret this Easement, the
prevailing party shall be entitled to recover its costs incurred therein, including reasonable
attorneys' fees.
SECTION 6. Term; Extinguishment.
The term of this Easement is perpetual, unless amended or terminated by mutual
agreement of the parties. However, this Easement shall automatically terminate in the
event that either adjacent property develops (triggered upon the approval of a building
permit) because the current configuration of the public parking lot will no longer be
required and the essential purpose of this Easement shall no longer exist. The "adjacent
properties" referred to in this section of this agreement are commonly known as the Buich
parcel at the northeast corner of Main Street and Broadway, and the City Hall site on the
Creamery parcel to the west of Lot 22.
SECTION 7. Covenants Run with the Land.
Throughout the term of this Easement, it shall be a burden upon Lot 20 and shall for the
benefit of the general public, and shall run with the land.
Parking Lot Easement, page 2
SECTION 8. Notices.
All notices given pursuant to this Easement shall be in writing and shall be given by
personal delivery, by United States Mail Certified, Return Receipt Requested, or other
established express delivery service (such as Federal Express), postage or delivery charge
prepaid, addressed to the appropriate party at the address set forth below.
Grantor:
Dave and Karen Buich
82 East State Street, Suite "B"
Eagle, ID 83616
CITY:
City of Meridian, Attention City Clerk
22 East Idaho Avenue
Meridian, Idaho 83642
SECTION 9. Recordation.
This Easement shall be recorded in the Official Real Property Records of Ada County,
Idaho.
Grantor covenants to CITY that the general public shall enjoy the quiet and peaceful
possession of the Lot 20 for the purposes granted herein; and, (b) Grantor warrants to the
CITY that Grantor is lawfully seized and possessed of the Lot 20 and has the right and
authority to grant this Easement to CITY, or that such right and authority shall exist at the
time this Easement is recorded in the Official Real Property Records of Ada County,
Idaho.
IN WITNESS WHEREOF, the undersigned have caused this Easement to be executed the
day, month and year first set forth above.
[END OF TEXT]
Parking Lot Easement, page 3
KAREN BUICH
~ tl/tm ,Oudu
Grantee
CITY OF MERIDIAN
by
Tammy de Weerd, Mayor
Attest, City Clerk
Parking Lot Easement, page 4
.,-
State of Idaho)
) ss.
County of Ada)
day of Il,/} tI.51 , in the year 2 o db, before me,
~ Public in and for the State of Idaho,
per onally appeared Dave Buich known or identified to me to be the person who executed this
instrument and acknowledged to me that he executed the same.
) ss.
County of Ada)
~ ~ ~ day of ;hr;tI5f , in the year 201lE, before me,
?! I ' a Notary Public in and for the State of Idaho,
personally appeared Karen Buich known or identified to me to be the person who executed this
instrument and acknowledged to me that she executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
Parking Lot Easement, page 5
~.
State of Idaho )
) ss.
County of Ada)
On this day of in the year 2006, before me,
, a Notary Public in and for the State of Idaho,
personally appeared Tammy de Weerd and William Berg, know or identified to me to be the
Mayor and City Clerk of the City of Meridian, Idaho, the persons who respectively executed and
attested this instrument on behalf of said municipal corporation, and acknowledged to me that
such municipal corporation executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
Notary Public for the State ofIdaho
Residing at , Idaho
My Commission expires
Parking Lot Easement, page 6