Agreement for Donation of Real Property for Bainbridge ParkADA COUNTY RECORDER J. DAVID NAVARRO AMOUNT .00 11
BOISE IDAHO 111301O6 01:21 PM
DEPUTY Vicki Allen
RECORDED—REQUEST OF III IIIIIIIIIIIIIIIIIIII�IIIIIII'll II
City of Meridian 106187191
This sheet has been added to the document to
accommodate recording information.
Agreement for Donation of Real Property for
Bainbridge Park by Brighton investments, LLC.
Approved by City Council November 14, 2006.
AGREEMENT FOR DONATION OF REAL PROPERTY
(Bainbridge Park)
This agreement entered into this4 day of NOV2006, between the City of
Meridian (City) and Brighton Investments, LLC, an Idaho limited liability company
(Brighton).
RECITALS
Brighton desires to make a donation to the City and the City desires to accept a
donation from Brighton on the following terms, covenants and agreements herein
contained to be kept and performed by the parties. The parties do hereby agree as
follows:
1. Description of Site. Brighton agrees to execute and deliver to the City, and
the City covenants and agrees to accept from Brighton, a Deed of Gift for a parcel of real
property (the "Site") consisting of approximately 7.5 acres of land, more or less, which is
described on Exhibit A attached hereto and made a part by reference. The Site will be
platted as Lot 1, Block 8 of the Bainbridge Subdivision ("Plat"), as generally shown on the
plat attached hereto as Exhibit B and made a part by reference. If the Plat has not been
recorded prior to the recordation of the Deed of Gift for the Site, Brighton agrees to convey
the Site by the metes and bounds legal description attached as Exhibit A which conforms
to the proposed lot as shown on Exhibit B. The City covenants and agrees to use the Site
to provide community open space and recreation facilities for citizens of the City of
Meridian, including but not limited to parking lots, sidewalks, walking paths, playground
equipment, picnic facilities, tennis courts and restrooms ("Park Facilities"), which will be
owned, operated and maintained by the City.
1.1 It is understood that Brighton and the City intend for the gift of the Site
to qualify as a tax-exempt contribution to a governmental entity. Brighton shall
complete, sign and provide the Citywith a Department of Treasury Internal Revenue
Service Form 8283, Noncash Charitable Contributions, and the District shall
execute the Donee Acknowledgement portion of said form and agrees to provide
the original form to Brighton in exchange for receipt of the Deed of Gift. Although
the City agrees to complete the Donee Acknowledgement of the IRS Form 8283 as
set forth above, the parties agree that Brighton's gift of the Site to the City via the
Deed of Gift is not contingent upon the charitable tax treatment of the donation, the
City undertakes no liability or obligation with regard to the tax status of the donation,
and Brighton agrees it shall have no recourse to the City for any claims, damages
and costs and expenses (including attorneys fees) arising out of the tax treatment of
the donation. The City agrees to otherwise reasonably cooperate and take such
other actions as Brighton may request to effectuate the recognition of the donation.
Property Donation Agreement, page 1
1.2 Appraisal of the Site. Prior to the Closing Date (as defined below) and
at no cost to the City, Brighton shall obtain an appraisal of the Site performed by an
appraiser acceptable to both parties. The appraisal shall be certified to Brighton
and the City and shall be delivered prior to the closing and such appraisal shall
meet the requirements of federal income tax regulations for donated real property
(Treasury Regulation Section 1.170A -13(c)).
1.3 No goods or services were received by Brighton in consideration for
the donation of the Site.
2. Transfer of Title. The Site shall be conveyed by Brighton to the City by Deed
of Gift in substantially the form attached hereto as Exhibit C and made a part by reference
("Deed of Gift").
3. Conditions of Conveyance. The City expressly acknowledges that Brighton's
conveyance of the Site to the City shall be subject to each "Conditions of Conveyance" set
forth in the Deed of Gift.
4. Title Insurance. Within ten (10) days after the date of this Agreement,
Brighton shall deliver to the City a commitment for title insurance ("Title Commitment")
issued by TitleOne Corporation, 1101 West River Street, Boise, Idaho covering the Site.
The City shall have fifteen (15) days after receipt of the Commitment within which to
provide Brighton with written notice that it objects to any matters shown on the
Commitment, provided that the City shall not be entitled to object to the standard printed
exceptions, matters set forth on the Plat, and utilities necessary or convenient for the
development and use of Brighton's adjacent property. Brighton may, in its sole discretion,
eliminate or modify such matters objected to by the City. If Brighton does not eliminate or
modify the exceptions objected to by the City prior to the recordation of the Deed of Gift,
then the City may terminate this Agreement and not accept the gift of the Site from
Brighton. At closing, the City may, at its cost, purchase an owner's policy of title insurance
in such amount and in such form as the City desires.
5. Plat, Future Easements. If the Plat has not been recorded prior to the
recordation of the Deed of Gift, the City, as the owner of the Site, agrees to execute all
documents required to record the Plat. The City acknowledges that the Site will be subject
to a 15 foot easement along the north boundary as shown on the Plat. In addition, if
reasonably necessary for Brighton to locate utilities and/or services through the Site to
serve Brighton's adjacent property, the City agrees to grant such easements to Brighton
over the Site, provided such easements do not materially interfere with the City's use of the
Site as a Park Facility.
6. Closing: Closing shall occur between November 15, 2006 and December 15,
2006, the exact date to be mutually agreed by the parties, provided, in no event shall
closing occur later than December 31, 2006 ("Closing Date"). Unless otherwise agreed by
Property Donation Agreement, page 2
Brighton and the City, closing shall occur at the offices of the Title Company. The escrow
fees for the Title Company shall be paid by Brighton. Taxes, assessments and irrigation
water assessments ("Taxes") shall be prorated as of the Closing Date. Brighton shall pay
all Taxes for due and payable prior to the Closing Date. The City shall be entitled to
possession of the Site on the Closing Date, provided that the City agrees that the Site may
continue to be used for farming purposes until development commences.
7. General. This Agreement constitutes the whole agreement between the
Parties and no warranties, agreements or representations have been made or shall be
binding upon either party unless herein set forth. Unless expressly stated otherwise
herein, this Agreement is the final agreement and shall be binding upon the heirs, personal
representatives, successors and assigns of the respective parties hereto. All terms and
conditions hereof and all instruments referred to herein and contemplated hereby shall
survive the transfer of title to City and shall remain in full force and effect in accordance
with their terms.
& City Approval: It is understood by Brighton that this Agreement shall not be
effective on the City until approved by the Mayor and City Council of Meridian.
IN WITNESS WHEREOF, the parties have executed this Agreement for Donation
of Real Property on the day and year first above written.
Brighton Investments, LLC,
An Idaho limited liability company
By:
Da id W. T rnbull, Member
City of Meridian
Tammy de ee Mayor
ATTE T:
_
7 7
City Clerk
Property Donation Agreement, page 3
STATE OF IDAHO )
ss.
County of Ada )
On this day of 2006, before me, a notary public in and
for said state, personally appeared David W. Turnbull, the person that executed the
instrument or the person who executed the instrument on behalf of Brighton Investments,
LLC, and acknowledged to me that such company executed the same.
IN WITNESS WHEREOF, I have hereyto set my hand and affixed my official sea[
the day and year first above written.
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STATE OF IDAHO }
} ss.
County of Ada }
Notary far Idaho
Residing at Meridian, Idaho
My commission expires:
On this day of (bYPmhPC 2006, before me, a notary public in and
for said state, personally appeared Tammy de Weerd and William Berg known to me to be
the Mayor and City Clerk of Meridian, Idaho, who executed the within instrument, and
acknowledged to me that the City of Meridian executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year first above written.
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Property Donation Agreement, page 4
Notary Publi "ah
Residing atho
My commission expires: lb_1 I-1 1
Exhibit A
MaDShowinq General Location of Site
. +,ngineeting North West, LLC
423 N. Ancestor Place, Suite 180 Boise, Idaho 83704 (208) 376-5000 • Fax (208) 376-5556
Project No. 02-043-01 Date: August 31, 2006
BAINBRIDGE SUBDIVISION
7.5 ACRE PARK PARCEL DESCRIPTION
A parcel of land located its the NPS 1/4 of Section 27, T. 4 N., R. 1 W., B.M., Meridian,
Ada County, Idaho and being more particularly described as follows:
Commencing at the section corner common to Sections 22, 23, 26 and 27 of said
T. 4 N., R. 1 W.;
Thence North 89017'35" West, 2647.29 feet on the section line common to said Sections
22 and 27 to the 1/4 section -corner common to said Sections 22 and 27;
Thence leaving said section line, South 25012'23" East, 1355.33 feet to the REAL
POINT OF BEGINNING;
Thence North 74°50'00" East, 80.93 feet to a point of curve;
Thence 228.27 feet on the are of a curve to the right, said curve having a radius of
1040.00 feet, a central angle of 12134'33"and a chord distance of 227.81 feet which bears
North 81°07'17" East to a point of compound curve;
Thence 278.43 feet on the are of a curve to the right, said curve having a radius of
1351.37 feet, a central angle of 1 l°48'17"and a chord distance of 277.93 feet which bears
South 88°01'11" East;
Thence South 00638'54" West, 552.22 feet;
Thence North 89621'06" West, 253.00 feet;
Thence South 00638'54" West, 121.41 feet to a point on a curve;
Thence 74.41 feet on the arc of a curve to the left, said curve having a radius of 5155.83
feet, a central angle of 00149137" and a chord distance of 74.40 feet which bears
North 89656'34" West;
Thence North 00638'54" East, 122.18 feet;
Thence North 89621'06" West, 253.00 feet;
Thence North 00°38'54" Bast, 498.92 f It to the real point of beginning. Said parcel
contains 7.50 acres more or less.
O � PREPARED BY:
Engineering NorthWest, LLC
r99L788 0 7o James R. Washburn, PLS
HZ%t 6 Page 1 of I
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Property Donation Agreement, page 5
Exhibit B
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Property Donation Agreement, page 6
Exhibit C
Form of Gift Deed
DEED OF GIFT
(Bainbridge Park)
THIS DEED OF GIFT made this day of , 2006, bet�u'n' iii„
BRIGHTON INVESTMENTS, LLC, an Idaho limited liability company ("Grantor") and 'p,
City of Meridian ("City"), whose current address is
Idaho 83642 ("Grantee"). ',Ma
WITNESSETH: w "'
Section 1. Conveyance. ,nN
AS A GIFT to Grantee, Grantor does hereby grantan onvej)1�o Grantee all of the
real property located in the County of Ada, State of Io, scribed on "Exhibit A"
attached hereto and made a part hereof (the "Property"k
TOGETHER with all and singularthe tenem6h'%�ditaments and appurtenances
thereunto belonging or in anywise appertain ing:mw ,r�Y
This conveyance by Grantor to Gragfe""",�e subject to the following exceptions:
1. All taxes and assaent"s levied and assessed against the Property,
including liens and assessme916".",,an* irrigation district ("Taxes"), for the year 2006 and
thereafter. All Taxes for the crent jar shall be prorated between Grantor and Grantee as
of the date of this Deed of Gift. ``TI s levied and assessed for the prior year shall be paid
by Grantor. ;y
2. Ea§,ement%e 'd rights-of-way for roads, ditches, tunnels, utilities and other
purposes and u* whi easements and rights-of-way are of record or visible upon a
physical ins ction� lPhe Property.
4 Ex*tions, reservations, terms, covenants and conditions of record.
Sect oo4, w1" Conditions of Conveyance.
7O HAVE AND TO HOLD the Property unto Grantee subject to the following
,6kpebss conditions and covenants which are accepted and agreed to by Grantee as
evidenced by Grantee's execution of this Deed of Gift (collectively, "Grantee
Covenants"):
Property Donation Agreement, page 7
A. Park Facilities, The City covenants and agrees to use the Property to
Provide community open space and recreation facilities for citizens of the City of
Meridian, including but not limited to parking lots, sidewalks, walking paths, playground
equipment, picnic facilities, tennis courts and restrooms ("Park Facilities"). The City, in
its discretion, shall determine when the Park Facilities are constructed. The Park
Facilities shall at all times be owned, operated and maintained by the City.
.r
B. Prohibitions on Use. Without the prior written consent of Grantor,,,rh
consent may be withheld in the sole and exclusive discretion of Grantor, at no tihq'?4, d":
under no circumstances shall the Property, or any portion thereof, or the Park, al ld i .to
be constructed thereon, be utilized for (i) residential, commercial, in strip, or ;atter
purposes which are inconsistent with the use of the Property as a pub iq dark; vi�`(ii) any
use which is inconsistent with the use of the Property pursuant to the ditty 4t opted, written
policies of Grantee.0
C. Restriction of Transfer, The Property shah in whole or in part, be
transferred or conveyed by Grantee. qo" "
D. Name of Park, Without the prior written cIntf Grantor, which consent
may be withheld the sole and exclusive discretion of" Ne Park to be constructed on
the Property shall be referred to as the "BainbridgPa
Section 3. Term of Grantee Coven ant^ %086 sion.
The term of the Grantee Covenants shaommence on the date recordation of this
Deed of Gift and continue thereaf Fr a�' eriod of thirty (30) years following the date of
recordation of this Deed of Gif "(' ve ant Term"). From and after the expiration of the
Covenant Term, the Grantee vin shall automatically terminate and end and shall be
of no further force or ,�
The Grantee eve "shall be a burden on the Property for the benefit the
Grantor, its successors `6Rdssigns, and shall run with the land.
Section 4. ecce r)Ce.
y
B I ce*ance below, Grantee shall be deemed to have accepted and agreed to
compl�r t it .Grantee Covenants set forth in this Deed of Gift,
r,r
Property Donation Agreement, page 8
BRiGHTON INVESTMENTS, LLC, an Idaho
limite liability company
By:
—
David WS,,Turnbull
Member
ate of Idaho )'
County a
On this , 2006, before me, a Nota ublip it and for said
State, personally appeare vid W. Turnbull, known or ideriiXte to be the
Managing Member of Brighton In ents, LLC, an Idaho I ifed li*lity company, the
member who subscribed said limited Iia company na o e foregoing instrument,
and acknowledged to me he executed the sa sail €t li ility company name.
Public for Idaha'
A'ing at
Commission expires
iN.
a i •iuX4m
`q �M
\��edtryi'
a4p,p. e
Property Donation Agreement, page 9
ACCEPTANCE
THE CITY O MERIDIAN, by its execution below, hereby accepts the terms of the
foregoing Deed of Gi and agrees to accept title to the Property subject to the Grantee
%onditions, and agrees 1,q comply with the same.
DATED: 2006 44
THE CITY OF MERIDIAN
By.
Its:
State of Idaho ) Bea
Ss.
County of Ada )
On this day of , 2006,,b�re Np, Notary Public in and for said
State, personally appeared � known or identified to me
the ;„ 't4"6, C y of Me ' ian, that executed the
foregoing instrument, and acknowled d the that such City ex cuted the same.
Notary Public for Idaho
Residing at
M Commission expires
EXHIBIT A (Des ipt!8 � P'roperty)
�; ..
rq y
A
V" i
Property Donation Agreement, page 10