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HomeMy WebLinkAbout5514 I RESOLUTION NO. 5,514 A RESOLUTION AUTHORIZING THE MAYOR OF THE CITY OF LITTLE ROCK TO EXECUTE ON BEHALF OF THE CITY A CONTRACT WITH THE HOUSING AUTHORITY OF THE CITY OF LITTLE ROCK, ARKANSAS FOR SALE OF LANDS FOR REDEVELOPMENT BY A PUBLIC BODY; AUTHORIZING THE CITY CLERK TO ATTEST SAME; AND FOR OTHER PURPOSES . WHEREAS , the City of Little Rock by Resolution 5 , 340 adopted February 26, 1975 authorized the City Manager to apply for Community Development Block Grant Funds to be used by the said City in accordance with a proposed budget attached to said Resolution as Exhibit "A" and incorporated therein, and WHEREAS , the Housing Authority of the City of Little Rock has agreed to sell to the City of Little Rock by Special Warranty Deed for a con- sideration of $60 , 000 . 00 the following described parcels of land lying in the City of Little Rock, Pulaski County, Arkansas described as follows : Lots 7, 8, 9 , 10, 11 and 12 , Block 348 original City of Little Rock and all of Block 327 original City of Little Rock; together with those lands comprising closed Victory Street between the North right-of-way line of West 10th Street and the South right-of-way line of West 9th Street, closed by Ordinance No. 11, 519 of the Board of Directors of the City of Little Rock, dated the 8th day of September, 1964 . WHEREAS , said Special Warranty Deed executed by the proper officials of the Housing Authority of the City of Little Rock contains certain covenants restricting the use of the property and requiring a contract for redevelopment of such property. NOW, THEREFORE , BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS . SECTION 1. The Mayor is hereby authorized to sign said contract a copy of which is attached hereto and marked Exhibit "A" and incorporated in the Resolution by reference and the City Clerk is hereby authorized to attest to said signature. SECTION 2 . This Resolution shall be in full force and effect from and after its adoption. ADOPTED: April 6, 1976 ATTEST: APPROVED: ity Clerk Mayor • CONTRACT FOR SALE OF LAND FOR REDEVELOPMENT BY A PUBLIC BODY AG FEl LENT (hereinafter called " ; reement") made on or as of the /3 '�• day of e COA:1- , 19 7(,, by and between the Housing Authority of the City of Little Rock, a public body corporate and politic of the State of Arkansas (hereinafter called "Agency") having its office a 1000 Wolfe Street, in the City of Little Rock, State of Arkansas , and the City of Little Rock, Arkansas a public body corporate and politic of the State of Arkansas, (hereinafter called "Public Body") having its office at City Hall in the City of Little Rock , State of Arkansas, WITNESSETH: WHEREAS, in furtherance of the objectives of the "Housing Authorities Act", being Act 298 of the Acts of the General Assembly of the State of Arkansas for the year 1937 , and acts amendatory thereto, and Act 212 of the Acts of the General Assembly of the State of Arkansas for the year 1945, and acts amendatory thereto, the Agency has undertaken a program for the clearance and reconstruction or rehabilitation of slum and blighted areas in the City of Little Rock, Arkansas, (hereinafter called "City") , and in this connection is engaged in carrying out an urban renewal project known as the " Central Little Rock Project" (hereinafter called "Project") in an area (hereinafter called "Project Area") located in the City; and WHEREAS, as of the date of the Agreement Seller has prepared, and the City, acting through its governing body, has by Resolution No. 3270 dated the 13th day of January, 1976, as amended to the date of this agreement and on file in the office of the City Clerk of the City, approved a plan providing for the rehabilitation and revitalization of the Project Area and the future uses of the land comprising such project area, which plan and all amendments thereto to the date of this Agreement are incorporated herein by reference, and which are hereinafter referred to as "The Urban Renewal Plan" ; and WHEREAS, in order to enable the Agency to achieve the objectives of the Urban Renewal Plan, and particularly to make land in the Project Area available (after acquisition and clearance by the Agency) for redevelopment by a public entity for and in accordance with the uses specified in the Urban Renewal Plan, both the Federal Government and the City have undertaken to provide, and have provided, substantial aid and assistance to the Agency through a Contract for Loan and Capital Grant dated July 3 , 1962 , in the case of the Federal Government, and a Cooperation Agreement dated May 21, 1962 , in the case of the City; NOW, THEREFORE, each of the parties hereto, for and in consideration of the premises and the mutual obligations herein, does hereby covenant and agree with the other, as follows: ARTICLE I. GENERAL TERMS OF CONVEYANCE OF PROPERTY Sec. 1. Sale and Purchase Price. Subject to all the terms , covenants, and conditions of the Agreement, the Agency will sell certain real property in the Project Area more particularly described in Schedule A annexed hereto and made a part hereof (which property, as so described, is hereinafter called "Property") , to the Public Body for, and the Public Body will purchase the Property and pay to the Agency therefor, the amount of Sixty Thousand Dollars ($ 60,000.00 ) , hereinafter called "Purchase Price" . Such payment shall be in cash, or by such check as shall be satisfactory to the Agency, at the time and place provided herein. Sec. 2 . Conveyance. The Agency shall convey to the Public Body, upon payment in full of the Purchase Price by the Public Body, title to the Property by Special Warranty Deed. Such conveyance shall , in addition to all other conditions , covenants, and restrictions set forth or referred to elsewhere in the Agreement, be subject to: Sec. 3. Delivery of Deed. The Agency shall deliver the Deed and possession of the Property to the Public Body on February 20 , 19 76 , or on such earlier date as the parties hereto may mutually agree in writing. Conveyance shall be made at such place as shall be designated by the Agency and the Public Body shall accept such conveyance and pay to the Agency at such time and place the Purchase Price. ARTICLE II. PREPARATION OF PROPERTY FOR REDEVELOPMENT The Seller shall, prior to conveyance of the Property and without expense to the Purchase, clear the Property for redevelopment by the demolition and removal to grade of all existing buildings , structures , and obstructions on the Property, including the removal of any debris resulting therefrom. It is expressly understood and agreed that the obstructions referred to hereinabove shall not include any natural obstruction such as trees, stumps, shurbs, bushes or plantings of any kind. All known existing utilities and easements will be shown on a map or plat which will be available to Purchaser. Any abandonment or relocation of remaining existing utilities and/or easements shall be done at Purchaser's expense. In addition, nothing contained herein shall be construed as a guarantee or warranty that any or all of the utilities are available at the site and the installation of any new utilities and/or easements required as a result of this situation or as a result of any other circumstance shall be done at Purchaser's expense. The Seller shall also, prior to completion of the Improvements and without expense to the Purchaser or assessment or claim against the Property, provide or secure or cause to be provided or secured the following: NONE ARTICLE III. CONSTRUCTION OF IMPROVEMENTS Sec. 1 Construction Required. The Redeveloper will redevelop the Property by construction thereon of OPEN SPACE (hereinafter collectively called the "Improvements") and all plans and speci- fications and all work by the Public Body with respect to such redevelopment of the Property and the construction or the making of other improvements thereon, if any, shall be in conformity with the Urban Renewal Plan, the Agreement, and all applicable State and local laws. Upon written request of the Agency from time to time, the Public Body will deliver to the Agncy, to be retained by the Agency, plans with respect to the Improvements to be constructed or otherwise made by the Public Body on the Property, in sufficient completeness and detail to show that the Improvements and construction thereof will be in accordance with the provisions of the Urban Renewal Plan and the Agreement. Sec. 2. Time for Construction. The Public Body agrees for itself, its successors and assigns, and every successor in interest to the Property, or any part thereof, and the Deed shall contain covenants on the part of the Public Body for itself and such successors and assigns, that the Public Body shall begin the redevelopment of the Property through the construction of the Improvements thereon, within Twelve (12) months from the date of the Deed, and diligently proceed to complete such construction withinTwenty Four (24r�onths fron such date. It is intended and agreed, and the Deed shall so expressly provide, that the agreements and covenants of the Agreement pertaining to the Improvements shall be covenants running with the land and that they shall , in any event, and without -2- • 4.. regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in the Agreement, be, to the fullest extent permitted by law and equity, binding for the benefit of the community and the Agency and enforceable by the Agency against the Public Body, its successors and assigns , and every successor in the interest to the Property, or any part thereof or any interest therein. Sec. 3. Report on Progress. Subsequent to conveyance of the Property or any part thereof to the Public Body, and until construction of the Improvements has been completed, the Public Body shall, upon written request of the Agency, make, in such detail as may reasonably be required by the Agency, and forward to the Agency a report in writing as to the actual progress of the Public Body with respect to such construction. During such period, the work of the Public Body shall be subject to inspection by the Agency. Sec. 4. Access to Property. Prior to delivery of possession of the Property to the Public Body, the Agency shall permit the Public Body access thereto, whenever and to the extent necessary to carry out the purposes of this and other sections or provisions of the Agreement; and, subsequent to such delivery, the Public Body shall permit access to the Property by the Agency and the City whenever and to the extent necessary to carry out the purposes of this and other sections or provisions of the Agreement. Sec 5. Certificate of Completion. Prompltly after completion of the Improvements in accordance with the provisions of the Agreement, the Agency shall furnish the Public Body with an appropriate instrument so certifying. Such certification by the Agncy shall be (and it shall be so provided in the Deed and in the certification itself) a conclusive determination of satisfaction and termination of the agreements and covenants in the Agreement and in the Deed with respect to the obligations of the Public Body, its successors and assigns, and every successor in interest to the Property, to construct the Improvements and the dates for the beginning and completion thereof. All certifications prcvided for in this Section shall be in such form as will enable them to be recorded with the Circuit Clerk and Ex-Officio Recorder of Pulaski County. ARTICLE IV. LAND USES Sec. 1. Restrictions on Land Use. The Public Body agrees for itself, its successors and assigns, and every successor in interest to the Property, or any part thereof, and the Deed shall contain covenants on the part of the Public Body for itself, and such successors and assigns, that the Public Body, and such successors and assigns, shall: (a) Devote the Property to, and only to and in accordance with, the uses specified in the Urban Renewal Plan, as the same may hereafter be amended and extended from time to time; and (b) Not discriminate upon the basis of race, color, creed, or national origin in the sale, lease, or rental or in the use or occupancy of the Property or any improvements erected or to be erected thereon, or any part thereof. Sec. 2. Effect of Covenants ; Period of Duration. It is intended and agreed, and the Deed shall so expressly provide, that the agreements and covenants provided in this Article IV shall be covenants running with the land and that they shall, in any event, and without regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in the Agreement, be, to the fullest extent permitted by law and equity , binding for the benefit and in favor of, and enforceable by, the Agency, its siccessorsand assigns , the City, and the United States (in the case of the covenant provided in subdivision (b) of Section 1 of this Article IV) , against the Public Body, its successors and assigns, and every successor in interest to the Property or any part thereof or any interest therein, and any party in possession or occupancy of the Property or any part thereof. It is further intended and agreed that the agreement and covenant provided (a) in subdivision (a) of Section 1 of this Article IV shall remain in effect until May 21, 19 82 (at which time such agreement and covenant shall terminate) , and (b) in -3- subdivision (b) of such Section 1 shall remain in effect without limitation as to time. Sec. 3. Enforceability by Agency and United States. In amplification, and not in restriction, of the provisions of Section 2 of this Article IV, it is intended and agreed that the Agency shall be deemed a beneficiary of the agreements and covenants provided in Section 1 of this Article IV, and the United States shall be deemed a beneficiary of the covenant provided in subdivision (b) of such Section 1, both for and in their or its own right and also for the purposes of protecting the interests of the community and the other parties, public or private, in whose favor or for whose benefit such agreements and covenants have been provided. Such agreements and covenants shall (and the Deed shall so state) run in favor of the Agency and the United States for the entire period during which such agreements and covenants shall be in force, without regard to whether the Agency or the United States is or has been an owner of any land or interest therein to, or in favor of, which such agreements and covenants relate. The Agency shall have the right, in the event of any breach of any such agreement or covenant, and the United States shall have the right, in the event of any breach of the covenant provided in subdivision (b) of Section 1 of this Article IV, to exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or any other beneficiaries of such agreement or covenant may be entitled. ARTICLE V. PROHIBITIONS AGAINST ASSIGNMENT AND TRANSFER Sec. 1. Representation As to Redevelopment. The Public Body represents and agrees that its purchase of the Property shall be for the purpose of redevelopment of the Property in accordance with the Urban Renewal Plan and the Agreement. Sec. 2. Prohibition Against Transfer of Property and Assignment. The Public Body has not made or created, and will not, prior to the proper completion of the Improvements, as certified by the Agency, make or create, or suffer to be made or created, (a) any total or partial sale, conveyance, or lease of the Property, or any part thereof or interest therein, or (b) any assignment of the Agreement, or any part thereof, or (c) any agreement to do any of the foregoing, without the prior written approval of the Agency. Such approval shall be on such condition as the Agency may in its exclusive discretion determine, including, but not limited to, the assumption by the proposed transferee, by instrument in writing, for itself and its successors and assigns, and for the benefit of the Agency, of all obligations of the Public Body under the Agreement. ARTICLE VI. REMEDIES Sec. 1. Notice of Default. In the event of any devault under or breach of any of the terms or conditions of the Agreement by either party hereto, or any successor or assign of, or successor in interest to, the Property, such party or successor shall upon written notice from the other proceed to remedy or cure such default or breach within Sixty (60) days after receipt of such notice. In case such action is not taken or diligently pursued or the default or breach shall not be cured or remedied within a reasonable time, the aggrieved party may institute such proceedings as may be necessary or desirable in its opinion to cure or remedy such default or breach or to obtian damages therefor, including but not limited to proceedings to compel specific performance by the party in default or breach of its obligations. Sec. 2. Termination by Public Body. In the event that (a) the Agency does not tender conveyance of the Property or possession thereof in the manner and condition, and by the date, provided in the Agreement and any such failure shall not be cured within Sixty (60) days after written demand by the Public Body, then the Agreement shall at the option of the -4- Public Body be terminated, and neither the Agency nor the Public Body shall have any further rights against or liability to the other under the Agreement. Sec. 3. Termination by Agency. In the event that prior to conveyance of the Property to the Public Body and in violation of the Agreement the Public Body (and any successor in interest) assigns or attempts to assign the Agreement or any rights herein or in the Property, or the Public Body does not pay the Purchase Price for and take title to the Property upon proper tender of conveyance by the Agency pursuant to the Agreement, then the Agreement and any rights of the Public Body or any successor or assign of the Public Body or transferee of the Property under the Agreement or arising therefrom, with respect to the Agency or the Property, shall at the option of the Agency be terminated by the Agency. In such event, except for the right of the Agency to damages for such breach afforded by law, neither the Public Body (or assignee or transferee) nor the Agency shall have any further rights against or liability to the other under the Agreement. Sec. 4. Delays Beyond Control of Parties. For the purposes of the Agreement, neither the Agency nor the Public Body, as the case may be, nor any successor of either of them shall be considered in breach of or in default under its obligations with respect to the preparation of the Property for redevelopment, or the beginning and completion of construction of the Improvements, or progress in respect thereto, in the event of enforced delay in the performance of such obligations due to unforeseeable causes beyond its control and without its fault or negligence, including, but not restricted to, acts of God, acts of the public enemy, acts of the Government, acts of the other party, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather, or delays of subcontractors due to such causes; it being the purpose and intent of this provision that, in the event of the occurrence of any such enforced delay, the time or times for performance of the obligations of the Agency with respect to construction of the Improvements, as the case may be, shall be extended for the period of the enforced delay; provided, that the party seeking the benefit of the provisions of this Section shall, within Sixty (60) days after the beginning of any such enforced delay, have first notified the other party thereof in writing, and of the cause or causes thereof and requested an extension for the period of the enforced delay. Sec. 5. Rights and Remedies Cumulative. The rights and remedies of the parties to the Agreement, whether provided by law or by the Agreement, shall be cumulative, and the exercise by either party of any one or more of such remedies shall not preclude the exercise by it, at the same or different times, or any other such remedies for the same default or breach, or of any of its remedies for any other default or breach by the other party. No waiver made by either party with respect to the performance, or manner or time thereof, or any obligation of the other party or any condition to its own obligation under the Agreement shall be considered a waiver of any rights of the party making the waiver with respect to the particular obligation of the other party or condition to its own obligation beyond those expressly waived and to the extent thereof, or a waiver in any respect in regard to any other rights of the party making the waiver or any other obligations of the other party. No such waiver shall be valid unless it is in writing duly signed by the party waiving the right or rights. ARTICLE VII. MISCELLANEOUS PROVISIONS Sec. 1. Conflict of Interest. No member, official, or employee of the Agency shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official , or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership , or association in which he is , directly or indirectly, interested. No member, official, or employee of the Agency shall be personally liable to the Public Body or any successor in interest in the event of any default or breach by the Agency or for any amount which may become due to the Public Body or successor or on any obligations under the terms of the Agreement. -5- Sec. 2. Equal Employment Opportunity. The Public Body, for itself, and its successors and assigns, agrees that it will include the following provisions of this Section 2 in every contract or purchase order which may hereafter be entered into between the Public Body and any party (hereinafter in this Section called "Contractor") for or in connection with the construction of the Improvements, or any part thereof, provided for in the Agreement unless such contract or purchase order is exeliEpted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965 : "Sec. . Equal Employment Opportunity. During the performance of this contract, the Contractor agrees with the Public Body as follows: (a) The Contractor will not discriminate against any employee or applicant for employment because of race, creed, color, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, creed, color, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Agency setting forth the provisions of this nondiscrimination clause. (b) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, creed, color, or national origin. (c) The Contractor will send to each labor union or representative of workers with which the Contractor has a collective bargaining agreement or other contract or understanding, a notice, to be provided, advising the labor union or worker's representative of the Contractor's commitments under Section 202 of Executive Order 11246 of September 24:, 1965 , and shall post copies of the notice in conspicuous places availabe to employees and applicants for employment. (d) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965 , and of the rules, regulations, and relevant orders of the Sectetary of Labor. (e) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965 , and by the rules, regulations and orders of the Secretary of Labor or the Secretary of Housing and Urban Development pursuant thereto, and will permit access to the Contractor's books, records, and accounts by the Agency, the Secretary of Housing and Urban Development, and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (f) In the event of the Contractor's noncompliance with the nondis- crimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be delcared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965 , and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965 , or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (g) The Contractor will include the provisions of Paragraphs (a) through (g) of this Section in every subcontract or purchase order unless exempted by rules , regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965 , so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any construction contract, subcontract, -6- or purchase order as the Agency or the Department of Housing and Urban Development may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the Agency or the Department of Housing and Urban Development, the Contractor may request the United States to enter into such litigation to protect the interests of the United States." For the purpose of including such provisions in any construction contract or purchase order, as required by this Section 2, the term "Public Body" and the term "Contractor" may be changed to reflect appropriately the name or designation of the parties to such contract or purchase order. Sec. 3. Notice. A notice or communication under the Agreement by either party to the other shall be sufficiently given or delivered if dispatched by registered mail, postage prepaid, return receipt requested, and (a) in the case of a notice or communication to the Public Body, is addressed as follows : City of Little Rock, City Hall, Little Rock, Arkansas , and (b) in the case of a notice or communication to the Agency, is addressed as follows: 1000 Wolfe Street, Little Rock, Arkansas 72202 or is addressed in such other way in respect to either party as that party may, from time to time, designate in writing dispatched as provided in this Section. Sec. 4. Agreement Survives Conveyance. None of the provisions of the Agreement is intended to or shall be merged by reason of any deed transferring title to the Property from the Agency to the Public Body or any successor in interest, and any such deed shall not be deemed to affect or impair the provisions and covenants of the Agreement. Se 5. Court erparts. The Agreement is executed in Two (2) cou]terparts, each of which shall be deemed to be an original, and such counter- parts shall constitute one and the same instrument. IN WITNESS WHEREOF, the Agency has caused the Agreement to be duly executed in its behalf and its seal to be hereunto affixed and attested; and the Public Body has caused the same to be duly executed in its behalf, on or as of the day and year zirst above written. (SEAL) Housing Authority of the City of ATTEST: Little Rock, Arkansas (Seller) B y: c a/ / Secretary (Title) (Title) (SEAL) City of Little Rock, Arkansas (Purchaser) ATTEST By: (Title) (Title) -7- SCHEDULE A Description of Property All that certain parcel or parcels of land located in the City of Little Rock, County of Pulaski, State of Arkansas, more particularly described as follows : Lots 7, 8, 9, 10, 11 and 12 ; Block 348; Original City of Little Rock; and All of Block 327 ; Original City of Little Rock; together with those lands comprising, closed Victory Street between the North right-of-way line of West 10th Street and the South right-of-way line of West 9th Street, closed by Ordinance No. 11,519 of the Board of Directors of the City of Little Rock, dated the 8th day of September, 1964.