Loading...
10326M M CSO]LUTIOW Wo. 10,32 A Resolution to Approve the Purchase of Lots 5,6,7,8,9, 10 and part of 11, of Block 8, Russell's Addition to the City of Little Rock, Arkansas, for the William Jefferson Clinton Presidential Park for $300,000; To Authorize the Mayor, City Clerk and City Manager to Execute any Necessary Documents; and for other purposes. WHEREAS, the City Board of Directors has decided to create the William Jefferson Clinton Presidential Park and to assure that this park is large enough to, among other things, house the Clinton Presidential Library, and WHEREAS, certain property in the area designated for the Park is owned by Ederington & Gilbert Enterprises, Inc., and WHEREAS, the property was appraised at $245,000 by the City's appraiser, but was claimed by the owner to be worth almost $405,000 with consideration of additional costs, value and matters of compensation, and WHEREAS, after consideration for the costs of relocation, the saved expenses of not having to litigate a condemnation action and, in the process, possibly having to pay a higher assessed cost, the parties have agreed that the City's appraised value, with some allowance for these additional costs, equal a total price of $300,000 as just compensation, NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS: Section 1. The Mayor, City Clerk and City Manager are authorized to execute documents, found by the City Attorney to be in correct legal form, which permit the purchase of those part of Lots 5,6,7,8,9, 10 and 11 of Block 8 of Russell's Edition to the City of Little Rock, Arkansas, more fully described in Exhibit A, for the amount of Three Hundred Thousand Dollars ($300,000.00) which has been agreed by the parties to constitute just compensation. . Section 2. Funds for this purchase are available from Account No. 210. 2144957. ADOPTED: August 11, 1998 ATTEST: -A- Hancock, City Clerk APPROVED: *W doAtu, — - ----- - - - -- Jim kaAey, Mayor -A a7 APPROVED AS TO LEGAL FORM: • t�6S o�GLpssc �, IL( . Thomas M. Carpenter, City Attorney • EXHIBIT A • i769 'Chat part of Lots 5 and 6, Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, described as: Beginning at a point on the East line of Byrd Street, 154.52 feet North of the Southwest corner of "aid Block 8; thence Southerly along the West line of Lots 5 and 6, 54.52 feet; thence Fast along the South line of Lot 6, 140 feet; thence in a Northerly direction along the East line of Lot 6, 29.08 feet; thence in a Northwesterly direction 142.29 feet to the point of beginning. Also, all of Lots 7, 8, 9 and 10, Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas and a part of lot 11, Block B, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, described as: Beginning at a point in the East .line of the Alley dividing said Block 8 at a place 125.44 feet North of the North line of East 2nd Street; thence in a Southerly direction along the West line of lot 11, 25.44 feet; thence in a Easterly direction along the South line of Lot 11, 140 feet; thence in a Northwesterly direction, 142.29 feet to the point of beginning Also, that part of Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, designated on the recorded Plat of said addition as an alley (now closed) 20 feet wide East and West and running from Second Street to the right of way of the Missouri Pacific Railroad approximately 125.44 feet. CLINTON PRESIDENTIAL CENTER 1. PARTIES AND PROPERTY. City of Little Rock ( "Buyer ") or its assignee(s) agrees to buy and Edering_ton & Gilbert Enterprises. Inc. ( "Seller "), agrees to sell, on the terms and conditions set forth in this contract (the "Contract "), the following described real estate in Pulaski County, Arkansas: See Attached Exhibit A together with all interest of Seller in vacated streets and alleys adjacent thereto, all easements and other appurtenances thereto, all improvements thereon and all attached fixtures thereon, except as herein excluded, and called the Property. 2. PURCHASE PRICE AND TERMS. The total Purchase Price will be Two Hundred Fifty Five Thousand Dollars ($255,000) payable as follows: (A) CASH AT CLOSING. The Purchase Price (as described herein) to be paid by Buyer at closing in electronic transfer funds, certified check or cashier's check. 3. TITLE (a) TITLE REVIEW. Buyer shall have the right to inspect the title commitment. Written notice by Buyer of unmerchantability of title or of any other unsatisfactory title condition shown by the title commitment shall be signed by or on behalf of Buyer and given to Seller prior to closing. (b) MATTERS NOT SHOWN BY THE PUBLIC RECORDS. Seller shall deliver to Buyer within five (5) calendar days after acceptance of this Contract true copies of any and all lease(s) and survey(s) in Seller's possession pertaining to the Property and shall disclose to Buyer all easements, liens or other instruments not shown, by the public records of which Seller has actual knowledge. Seiler shall disclose to Buyer within five (5) calendar days after acceptance of this Contract, any information known to Seller that would affect the value of the property including but not limited to litigation, environmental contamination, building restrictions, zoning, soil conditions, environmental studies, flood plain or floodway existence, and any other conditions. Seller shall cooperate with the Buyer in obtaining variances, rezoning, permits, consents, easements, and other legal processes affecting the Property necessary for Buyer to purchase the Property. Buyer shall have the right to Inspect the Property to determine if any f>• v f� � Ifl• � I� � If/ � � � llt• � fiti� 371 third party(s) has any right in the Property not shown by the public records (such as an unrecorded easement, unrecorded lease, or boundary line discrepancy). Written notice of any unsatisfactory condition(s) disclosed by Seller or revealed by such inspection shall be signed by or on behalf of Buyer and given to Seller. (c) RIGHT TO CURE. If Seller receives notice of unmerchantability, of title or any other unsatisfactory title condition(s) as provided in subsection (a) or (b) above, Seller shall use immediate and reasonable effort to correct said unsatisfactory title conditions(s) within thirty (30) days of such notice. If Seller fails to correct said unsatisfactory title condition(s), Buyer may waive objection to said unsatisfactory title condition(s) or Buyer may terminate this Contract and be promptly refunded all Earnest Money. (d) END OF OBJECTION TO TITLE. Buyer shall have until August 6. 1998 to object to unmerchantabiliry of title or any other unsatisfactory title condition. Upon Notice to Close to Seller, any and all past, present and future objections to title will be deemed to have been waived. 4. CLOSING. The date of closing shall be August 14, 1998. Closing shall be held at Beach Abstract. Closing costs will be paid by Buyer and Seller as customary in Little Rock, Arkansas, as determined by Beach Abstract. 5. TRANSFER OF TITLE. Subject to tender of payment at closing as required herein and compliance by Buyer with the other terms and provisions hereof, Seller shall execute and deliver a general warranty deed to Buyer at closing. 6. PAYMENT OF ENCUMBRANCES. Any encumbrance required to be paid shall be paid at or before the time of settlement from the proceeds of this transaction or from any other source. 7. CLOSING DOCUMENTS AND SERVICES. On the Closing Date, the parties shall execute and deliver a memorandum of the closing to acknowledge delivery and acceptance of the items required, the satisfaction of the conditions precedent to closing and the status of performance of other provisions of this Contract. 8. PRORATIONS. General real estate taxes for the year of closing, based on the most recent levy and the most recent assessment, prepaid contracts, rents, water and sewer charges, and other charges, if any, shall be prorated to the date of closing. 9. POSSESSION. Possession of the Property shall be delivered to Buyer at closing. 372 10. TIME OF ESSENCE /REMEDIES. Time is of the essence hereof. If any Payment due hereunder is not paid, honored or tendered when due, or it any other obligation hereunder is not performed or waived as herein provided, there shall be the following remedies: (a) IF BUYER IS IN DEFAULT: Seller shall give notice to Buyer that Buyer is in default. If Buyer fails to cure said default after seven (7) days of notice, Seller may elect to treat this Contract as canceled, in which case all payments and things of value received hereunder shall be forfeited by Buyer and retained by Seller and both parties shall thereafter be released from all obligations hereunder. It is agreed that such payments are Liquidated Damages and are Seller's sole and only remedy for Buyer's failure to perform the obligations of this Contract. Seller expressly waives the remedies of specific performance and additional damages. (b) IF SELLER IS IN DEFAULT. Buyer shall give notice to Seller that Seller is in default. If Seller fails to cure said default within seven (7) days of notice, Buyer may elect to treat this Contract as canceled, in which case all payments and things of value received hereunder shall be returned and Buyer may recover such damages as may be proper, or Buyer may elect to treat this Contract as being in full force and effect and Buyer shall have the right to specific performance or damages or both. (c) COSTS AND EXPENSES. Notwithstanding anything to the contrary, in the event of any litigation arising out of this Contract, the court or arbitrator shall award to the prevailing party all reasonable cost and expense, including attorney fees. 11. ENVIRONMENTAL CONTAMINATION. Buyer or Buyer's agents shall have the right to conduct environmental inspection(s) of the physical condition of the Property to determine any adverse environmental contamination of the property, at the Buyer's expense. Seller shall disclose to Buyer any information known to Seller concerning past, present, or potential environmental contamination of the Property. 12. ADVICE OF LEGAL COUNSEL. By signing this document, Buyer and Seller acknowledge that Buyer and Seller have obtained the advice of their own legal counsel regarding the Contract. 13. TERMINATION. In the event this contract is legally terminated, all payments and things of value received hereunder shall be returned and the parties shall be relieved of all obligations, except as herein noted. r � � � � r � � � fi• r � � 373 14. NOTICE OF ACCEPTANCE / COUNTERPARTS. If this document is accepted by Seller in writing and Buyer receives actual notice of such acceptance on or before 5:00 p.m. Central Standard Time, August 3. 1998, document shall become a Contract between Seller and Buyer. 15. OTHER NOTICE REQUIREMENTS. Except as provided in Section 14, any notices, demands, and other communications required or permitted hereunder shall be in writing and either (a) delivered in person or (b) delivered by mail or (c) sent by facsimile transmission. Any such notice, demand or communication, if properly given or made in accordance with the terms hereof, shall be deemed to have been made at the time of delivery, if delivered in person, or at the time received, if mailed, or at the time of transmission, if sent by facsimile. Notice to each parry shall be sufficient if addressed to the party at the address provided below with each signature. Each party may change the address for notice by giving notice of such change in accordance with the provisions of this section. 16. ORGANIZATION IN GOOD STANDING. Each party represents and warrants that it is duly organized, existing and in good standing under the law of the State of Arkansas. Each party represents and warrants that it has full power and authority to carry on its business as presently conducted and to execute and enter into this Contract. 17. ASSIGNABLE. This Contract shall be assignable by Buyer without Seller's consent, provided, however, that notice of assignment shall be given immediately to Seller. 18. AGENCY DISCLOSURE. The listing broker, N/A , and its sales agents (Listing Company) represent Seller only. The Listing Company owes duties of trust, loyalty and confidence to Seller only. The selling broker, Moses Nosari Tucker Real Estate, Inc., and its sales agents (Selling Company) represent Buyer only. The selling company owes duties of trust,loyality and confidence to Buyer only. 19. This Contract is contingent upon approval by the City of Little Rock Board of Directors. 20. In addition to the purchase price cited in Section 2 above Buyer agrees to pay Seller an additional $45,000.00 at closing to compensate Seller for its business displacement costs. 21. Seller shall have the right to lease subject property from Buyer after closing for a period of one month for a rental amount of $1.00. 9NO Buyer Date Cy Carney Little Rock City Manager City of Little Rock 500 W. Markham Little Rock, AR 72201 M M M Seller accepts the above proposal this. Seller Date 0 Buyer Date -� day of August , 1998. Seller Date Address /R/6 A S41COIs Address �2 � L c4- �sy01S. IJXBVL VLIZ ,���� ✓r�LS i� 72103 Selling Company and confirms its agency disclosure set forth in Section 18. SELLING COMPANY: Address: 201 E. Markham. Suite 100 Little Rock, AR 72201 5 M 'chat part of Lots 5 and 6, Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, described as: Beginning at a point on the East line of Byrd Street, 154.52 feet North of the Southwest corner of said Block e; thence Southerly along the West line of Lots 5 and 6, 54.52 feet; thence East along the South line of Lot 6, 140 feet; thence in a Northerly direction along tile East line of Lot 6, 29.08 feet; thence in a Northwesterly direction 142.29 feet to the point of beginning. Also, all of Lots 7, 8, 9 and 10, Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas and a part of lot 11, Block e, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, described as: Beginning at a point in the East line of the Alley dividing said Block 8 at a piece 125.44 feet North of the North line of East 2nd Street; thence in a Southerly direction along the West line of lot 11, 25.44 feet; thence in a Easterly direction along the South line of Lot 11, 140 feet; thence in a Northwesterly direction, 142.29 feet to the point of beginning Also, that part of Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, designated on the recorded Plat of said addition as an alley (now closed) 20 feet wide East and West and running from Second Street to tile right of way of the Missouri Pacific Railroad approximately 125.44 feet. • EXHIBIT A • 'chat part of Lots 5 and 6, Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, described as: Beginning at a point on the East line of Byrd Street, 154.52 feet North of the Southwest corner of said Block e; thence Southerly along the West line of Lots 5 and 6, 54.52 feet; thence East along the South line of Lot 6, 140 feet; thence in a Northerly direction along tile East line of Lot 6, 29.08 feet; thence in a Northwesterly direction 142.29 feet to the point of beginning. Also, all of Lots 7, 8, 9 and 10, Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas and a part of lot 11, Block e, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, described as: Beginning at a point in the East line of the Alley dividing said Block 8 at a piece 125.44 feet North of the North line of East 2nd Street; thence in a Southerly direction along the West line of lot 11, 25.44 feet; thence in a Easterly direction along the South line of Lot 11, 140 feet; thence in a Northwesterly direction, 142.29 feet to the point of beginning Also, that part of Block 8, Russell's Addition to the City of Little Rock, Pulaski County, Arkansas, designated on the recorded Plat of said addition as an alley (now closed) 20 feet wide East and West and running from Second Street to tile right of way of the Missouri Pacific Railroad approximately 125.44 feet.