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HomeMy WebLinkAbout2017-184 YMCA Contract for Sale 4 I i s After recording, return to: Ashland Family YMCA 540 YMCA Way i Ashland, OR 97520 Until a change is requested, All Tax Statements will be sent to: Ashland Family YMCA 540 YMCA Way 1 Ashland, OR 97520 CONTRACT OF SALE This Contract of Sale (this "Contract") is made as of August 24, 2017 between City of Ashland, an Oregon Municipal Corporation ("Seller") whose address is 20 East Main Sheet and Young Men's Christian Association of Ashland (dba Ashland Family YMCA), a non-profit corporation under the State of Oregon ("Purchaser") whose address is 540 YMCA Way, Ashland, Oregon, 97520. Seller owns the real property located in Jackson County, Oregon, and described in attached Exhibit A (the "Real Property") and the personal property described in attached Exhibit B (the "Personal Properly") (together, the "Property"). Seller has determined that the public interest will be furthered by selling the property and therefore agrees to sell the Property to Purchaser and Purchaser agrees to buy the Property fiom Seller for the price and on the terms and conditions set forth below: l l Article 1 PURCHASE PRICE AND PAYMENT 1.1 Total Purchase Price. Purchaser promises to pay Seller as the total purchase price for the Property the sum of Four Hundred and Eighty Thousand and xx/100 dollars ($480,000.00 US), subject to the restrictive 9 covenant as stated in 1.2.2 below, all of which is the true and actual consideration for the conveyance of the Real and Personal Property described 1 B herein. 1.2 Payment of Total Purchase Price. The total purchase price 1 will be paid as follows: 1.2.1 Payment. On or before the Closing Date, as defined in section 3. 1, Purchaser will pay the sum of Four Hundred and Eighty Thousand and xx/100 dollars ($480,000.00 US) in immediately available funds to be applied to the purchase price at closing. Page 1 of 12 3 B y1 3 3 I i 1.2.2 Restrictive Covenant. Purchaser will pay Seller Two Hundred and Seventy Thousand and xx/100 dollars ($270,000.00 US) if Purchaser fails to use substantially all of the site for YMCA programs, including but not limited to youth sports or recreation until ten 10") years following the date of closing, or August 31, 2027. fi Article 2 TAXES AND LIENS 2.1 Obligation to Pay. If any tax is levied, all ad valorem real and personal property taxes and all governmental or other assessments levied against the Property for the current tax year will be prorated between Seller and Purchaser as of the Closing Date. Purchaser must pay when due all taxes z and assessments that are levied against the Property after the Closing Date. Article 3 CLOSING 3.1 Closing Date. This transaction will be closed by August 31, 2017 or as soon thereafter as practicable at First American Title Company Title Company (the "Title Company") in Ashland, Oregon. As used in this i Contract, the Closing Date means the date on which the deed from Seller to Purchaser is recorded. 3.2 Preliminary Title Report and Title Insurance Policy. Not less than 5 days prior to the Closing Date Seller will furnish to Purchaser a preliminary title report showing all exceptions to the title to the Property and the willingness of the Title Company to issue a title insurance policy to Purchaser in the amount of the purchase price. Purchaser will notify. Seller, in writing, within 5 days after receipt of the title report if any of the exceptions are not acceptable to Purchaser. Those exceptions not objected to by Purchaser shall be deemed "Permitted Exceptions." If Purchaser objects to any exceptions in the title report Seller will provide to Purchaser prior to closing written assurance, satisfactory to Purchaser, of Seller's willingness and ability to remove such exceptions from the title by the closing date. If Seller fails to do so, at the-option of Purchaser this agreement shall terminate and be of no further effect. Within 5 days after closing Seller will furnish to Purchaser, at Seller's expense, an owner's title insurance policy insuring that Purchaser owns title to the Property free of all liens other than the Permitted Exceptions. 3.3 Warranty Deed. At Closing, Seller shall execute a statutory F warranty deed conveying the property to Purchaser free of all liens and encumbrances other than the Permitted Exceptions. 1 3.4 Responsibility of Parties. At closing, Purchaser shall pay the amount of cash specified in section 1.2.1 above, and within five days after Page 2 of 12 1 E a 3 Closing Seller shall cause to be delivered to Purchaser an Owner's policy of title insurance insuring Purchaser's title to be free of all liens and encumbrances other than the Permitted Exceptions in the amount of the purchase price. 3.5 Closing Costs. Seller will pay for the title insurance premium. Other closing costs will be paid equally by the parties. Article 4 POSSESSION 4.1 Possession. Purchaser will be entitled to possession of the Property from and after Closing. Article 5 g ADDITIONAL CONDITIONS 5.1 Nonexclusive Terminable License for Pedestrian and Bicycle Access Path. Purchaser will grant to Seller a nonexclusive terminable license for a pedestrian and bicycle path up to 10 feet in width across the Property and will ensure that it is not revoked or terminated so long as Ashland Parks and Recreation Commission ("APRC") or City of Ashland owns adjacent property, or until a public right of way from Tolman Creek Road to Clay Street in the City of Ashland is constructed adjacent to the Property; and 5.2 Nonexclusive Terminable License for use of playground facilities. Purchaser will grant Seller a nonexclusive terminable license to use the existing playground equipment in the children' play area for age- appropriate active play during times not otherwise reasonably scheduled for use by the YMCA, and Purchaser will ensure that such grant will extend for a two-year period from the Closing Date provided herein, or until APRC locates and completes a playground in a park designed to serve the present population of citizens and visitors who now use the YMCA playground facility, whichever occurs sooner. This provision shall not prevent Purchaser from establishing reasonable and lawful rules regulating the use and times of use for the playground facility, and Purchaser shall have the right to exclude from said playground area persons who fail to comply with said rules.. 5.3 Inspections of Playground And Pedestrian and Bicycle Path. While either of the nonexclusive terminal licenses in sections 5.1 and 5.2 above remains in effect, Purchaser will give Seller access to the childrens' playground and Pedestrian and Bicycle Path and Seller will continue making regular inspections of these improvements to assure Purchaser has regular i notice of safety compliance and concerns. Page 3 of 12 a 3 4 3 3 4 2 3 I I E. Article 6 INSURANCE 6.1 Liability Insurance. While either license for the pedestrian and bicycle path or playground use referenced in Article 5 above remains in effect, Purchaser will maintain commercial general liability insurance with limits of not less than $2,000,000 per occurrence and $2,000,000 in the general aggregate for the Property. It is the intent of the parties to this Contract that insurance held by Seller, if any, with respect to any such insured i risks will be excess over the insurance required to be obtained by Purchaser by this Contract. The insurance required above must cover all risks arising directly or indirectly out of Purchaser's activities on or any condition of the Property not due to any acts, errors or omissions of Seller. -Purchaser will deliver to Seller a copy of such policy and certificates of coverage from each insurer containing a stipulation that coverage will not be canceled without a minimum of 30 days' written notice to Seller. Article 7 INDEMNIFICATION 7.1 Parties Indemnification of Each Other. Both Seller and Purchaser, although in accordance with and as limited by ORS 30.260 to 30.300 (Oregon Tort Claims Act) and the Oregon Constitution Section XI(9) as applied to the City of Ashland, agree to indemnify, defend and hold harmless the other and its officers, directors, agents and employees against all liability, loss and costs arising from actions, suits, claims or demands attributable in whole or in part to negligent, misconduct, or unlawful acts or omissions of the wrongful party in performance of this Contract. If the loss or claim is caused by the joint concurrent negligence or other fault of Purchaser and Seller, the loss or claim shall be borne by each in proportion to the degree of negligence or other fault attributable to each. 5 Article 8 REPRESENTATIONS, WARRANTIES, AND COVENANTS OF i x SELLER Seller represents and warrants to Purchaser as follows: 8.1 Covenants of Title. Seller is the owner of good and marketable title to the Property free of all liens and encumbrances and will defend such title from the lawful claims of persons claiming superior title. 1 8.2 Authority. Seller has obtained all requisite authorizations for the execution and delivery by Seller of this Contract and the performance of the transactions contemplated by this Contract, and the execution and delivery of this Contract are made pursuant to such authorizations. Seller is validly z existing in the state of Oregon, authorized to do business in Oregon. 1. Page 4 of 12 i f f 1 q3 1 8.3 No Brokers. Seller has not employed any broker or finder in connection with the transactions contemplated by this Contract and has taken no other action, which action would give rise to a valid claim against Purchaser for a brokerage commission, finder's fee, or other like payment. 8.4 Litigation..There are no pending claims or litigation or threats of claims or litigation or other matters of which Seller is aware or by the exercise of reasonable diligence of which Seller should be aware that could adversely affect Purchaser's title, use, or enjoyment of the Property. 8.5 Hazardous Substances. To Seller's actual knowledge, no Hazardous Substance has been disposed of, spilled, leaked, or otherwise released on, under, or from the Property or has otherwise come to be located on or under the Property. To Seller's actual knowledge, no Hazardous Substance has been disposed of, spilled, leaked, or otherwise released on, s under, or from property adjacent to or in the immediate vicinity of the Property. To Seller's actual knowledge, no wastes, including without 1 limitation garbage and refuse, have been disposed of on the Property and there are no underground storage tanks on the Property. The term Hazardous Substance means any hazardous, toxic, radioactive, or infectious substance, material, or waste as defined, listed, or regulated under any law pertaining to the protection of human health or the environment, and includes without limitation petroleum oil and its fractions. 1 8.6 Compliance with Laws. The Property and every portion of it, and all activities conducted on the Property, are in compliance with all applicable federal, state, and local statutes, regulations, and ordinances. 8.7 Permits and Licenses. Seller holds no permits, authorizations, licenses, or other documents relating to or required for the operation of the Property. Seller will cooperate with Purchaser in obtaining any such permits, consents, authorizations, or licenses necessary to the operation of the Property; however, Seller will not be required to incur any expense relating thereto unless Purchaser has first advanced funds sufficient to cover all 1 Seller's reasonably anticipated out-of-pocket expenses; furthermore, Seller will promptly refund to Purchaser any excess funds so advanced, and Purchaser will reimburse Seller for any shortfall in funds so advanced. 8.8 No Further Contracts. There are no contracts, leases, or agreements relating to the Property that will be binding on the Property after the Closing Date. i 8.9 No Wetlands or Till. The Property contains no wetlands or other water bodies or any fill currently subject to regulation under section 404 of the Clean Water Act (33 USC § 1344) or ORS 196.600 to 196.990 and will not be in violation of these laws or regulations. Seller further warrants that as of the Closing Date Seller has not received any notice, and does not have actual knowledge, of any pending or threatened claim, action, demand, suit, proceeding, hearing, or governmental Page 5 of 12 s 3 i s i S t f i i f study or investigation against or involving the Property and related in any way to the fill or removal of the material in or from any wetland located on the Property. 8.10 Disclosure. Seller has fully disclosed in writing to Purchaser all material information in Seller's possession or that Seller owns or controls that relates to the Property and the title to the Property. Article 9 DEFAULT 9.1 Events of Default. Time is of the essence of this Contract. A default will occur under any of the following circumstances: 9.1.1 Purchaser's failure to perform any of its obligations contained in this Contract within ten 10") days after notice from Seller specifying the nature of the default or, if the default cannot be cured within thirty ("30") days, failure within such time to commence and pursue curative action with reasonable diligence. No notice of default and no opportunity to cure will be required if, during any 12-consecutive-month period, Seller has already sent a notice to Purchaser concerning default in the performance of the same Contract provision. 9.1.2 Purchaser's dissolution, termination of existence, insolvency on a balance-sheet basis, or business failure; Purchaser's commencement of a voluntary case under the federal bankruptcy laws or under other federal or state law relating to insolvency or debtor's relief; the entry of a decree or 1 order for relief against Purchaser in an involuntary case under the federal bankruptcy laws or under any other applicable federal or state law relating to i insolvency or debtor's relief; the appointment or the consent by Purchaser to the appointment of a receiver, trustee, or custodian of Purchaser or of any of Purchaser's property; Purchaser's assignment for the benefit of creditors or i Purchaser's failure generally to pay its debts as they become due. 9.2 Remedies on Default. In the event of a default, Seller may take any one or more of the following steps: 9.2.1 Seller may specifically enforce the terms of this Contract by suit in equity. 9.3 Remedies Not Exclusive. The remedies provided above are i nonexclusive and in addition to any other remedies provided by law. 1 Article 10 WAIVER The failure of either party at any time to require performance of any provision of this Contract will not limit the party's right to enforce the provision, nor will any waiver of any breach of any provision constitute a waiver of any succeeding breach of that provision or a waiver of that s provision itself. i Page 6 of 12 a [4[(ff f j i Article 11 SUCCESSOR INTERESTS This Contract is binding on and inures to the benefit of the parties, 1 their successors, and assigns. Seller's consent to any transfer will not constitute consent to other transfers or waiver of this section. Any attempted assignment in violation of this provision will be void and of no effect with respect to Seller. Purchaser and any other person at any time obligated for the performance of the terms of this Contract hereby waive notice of and consent to any and all extensions and modifications of this Contract or the release of any person or persons from liability under the Contract granted by Seller. Any such extensions or modifications or releases will not in any way release, discharge, or otherwise affect the liability of any person at any time obligated under this Contract. Article 12 PRIOR AGREEMENTS This document is the entire, final, and complete agreement of the parties pertaining to the sale and purchase of the Property, and supersedes and replaces all prior or existing written and oral agreements between the parties or their representatives relating to the Property. f 6 Article 13 NOTICE Any notice under this Contract must be in writing and will be effective when actually delivered in person or three (3) days after being deposited in the U.S. mail, registered or certified, postage prepaid and addressed to the party at the address stated in this Contract or such other address as either party may designate by written notice to the other. Article 14 APPLICABLE LAW g This Contract will be governed by, and construed in accordance with, the laws of the state of Oregon. Article 15 COSTS AND ATTORNEY FEES If either party to this Contract seeks legal counsel because of a default in perfonnance of any of its terms, the defaulting party must pay, immediately on demand, the other party's reasonable attorney fees, collection costs, costs of either a litigation or a foreclosure report (whichever is appropriate), and if a ; suit or action is filed thereon, any costs of litigation, arbitration, mediation or appeal and any other fees or expenses incurred by the nondefaulting party. i Page 7 of 12 i i 1 i I S Article 16 NUMBER, GENDER, AND CAPTIONS As used in this Contract, the singular includes the plural, and the plural the singular. The masculine and neuter each include the masculine, feminine, E and neuter, as the context requires. All captions used in this Contract are intended solely for convenience of reference and in no way limit any of the provisions of this Contract. Article 17 SURVIVAL OF COVENANTS Any covenant the full performance of which is not required before the closing or final payment of the purchase price and delivery of the deed will survive the closing and the final payment of the purchase price and the delivery of the deed and be fully enforceable thereafter in accordance with their terms. i F Article 18 CONDITION OF PROPERTY Purchaser accepts the land, buildings, improvements, any personal property sold under this Contract, and all other aspects of the Property in their present condition, AS IS, WHERE IS, including latent defects, without any representations or warranties from Seller or any agent or representative of Seller, expressed or implied, except for such warranties that may arise by law under the Deed and except as otherwise specifically set forth in this Contract. 1 Purchaser agrees that Purchaser has ascertained, from sources other than Seller or any agent or representative of Seller, the condition of the Property, its suitability for Purchaser's purposes, and the applicable zoning, building, housing, and other regulatory ordinances and laws affecting the Property. 3 Purchaser accepts the Property with full awareness of these ordinances and laws as they may affect the present use or any intended future use of the Property. Except for such warranties that may arise by law under the Deed and except as otherwise specifically stated in this Contract, Seller has made no representations with respect to such condition or suitability of the Property or such laws or ordinances. 1 3. Article 19 TERMINATION OF RESTRICTIVE COVENANTS 19.1 At closing the parties shall execute and record a termination of all restrictive covenants encumbering the Property including but not limited to those set forth in the deed recorded as, Jackson County Document No. 86- 19956. 4 F Page 8 of 12 i 1 . i E Article 20 STATUTORY DISCLAIMER The following disclaimer is made pursuant to ORS 93.040(2): i THE PROPERTY DESCRIBED IN THIS INSTRUMENT MAY NOT BE WITHIN A FIRE PROTECTION DISTRICT PROTECTING STRUCTURES. THE PROPERTY IS SUBJECT TO LAND USE LAWS ; AND REGULATIONS THAT, IN FARM OR FOREST ZONES, MAY NOT AUTHORIZE CONSTRUCTION OR SITING OF A RESIDENCE AND THAT LIMIT LAWSUITS AGAINST FARMING OR FOREST PRACTICES, AS DEFINED IN ORS 30.930, IN ALL ZONES. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON'S RIGHTS, IF ANY, UNDER ORS 195.300, ORS 195.301 AND ORS 195.305 TO 195.336 AND SECTIONS 5 TO 11, CHAPTER 424, OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17, CHAPTER 855, OREGON LAWS 2009 AND SECTIONS 2 TO 7, CHAPTER 8, OREGON LAWS 2010. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY THAT THE UNIT OF LAND BEING TRANSFERRED IS A LAWFULLY ESTABLISHED LOT OR PARCEL, AS DEFINED IN ORS 92.010 OR ORS 215.010, TO VERIFY THE APPROVED USES OF THE LOT OR PARCEL, TO VERIFY THE EXISTENCE OF FIRE PROTECTION FOR STRUCTURES AND TO INQUIRE ABOUT THE RIGHTS OF NEIGHBORING PROPERTY OWNERS, IF ANY, UNDER ORS 195.300, ORS 195.301 AND ORS 195.305 TO 195.336 AND SECTIONS 5 TO 11, CHAPTER 424, OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17, CHAPTER 855, OREGON LAWS 2009 AND SECTIONS 2 TO 7, CHAPTER 8, OREGON LAWS 2010. The following disclaimer is made pursuant to ORS 93.040(1): BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON'S RIGHTS, IF ANY, UNDER ORS 195.300, ORS 195.301 AND ORS 195.305 TO 195.336 AND SECTIONS 5 TO 11, CHAPTER 424, i OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17, CHAPTER 855, OREGON LAWS 2009, AND SECTIONS 2 TO 7, CHAPTER 8, OREGON 1 LAWS 2010. THIS INSTRUMENT DOES NOT ALLOW USE OF THE PROPERTY DESCRIBED INTHIS INSTRUMENT IN VIOLATION OF APPLICABLE LAND USE LAWS AND REGULATIONS. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH Page 9 of 12 i THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY THAT THE UNIT OF LAND BEING TRANSFERRED IS A LAWFULLY ESTABLISHED LOT OR PARCEL, AS DEFINED IN ORS 92.010 OR ORS 215.010, TO VERIFY THE APPROVED USES OF THE LOT OR PARCEL, TO DETERMINE ANY LIMITS ON LAWSUITS AGAINST FARMING OR FOREST PRACTICES, AS DEFINED IN ORS 30.930, AND TO INQUIRE ABOUT THE RIGHTS OF NEIGHBORING PROPERTY OWNERS, IF ANY, UNDER ORS 195.300, ORS 195.301 AND ORS 195.305 TO 195.336 AND SECTIONS 5 TO 11, CHAPTER 424, E OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17, CHAPTER 855, OREGON LAWS 2009, AND SECTIONS 2 TO 7, CHAPTER 8, OREGON C LAWS 2010. f Closing Clause: IN WITNESS WHEREOF, the parties have caused this Contract to be executed in duplicate as of the day and year first above written. { G Seller: CITY OF ASHLAND Purchaser: YOUNG MEN'S CHRISTIAN ASSOCIATION OFASHLAND t G JJKarns P 5 G, Interim City Administrator Vice resident t C Michael Black 5 Director Ashland Parks & Recreation z i STATE OF OREGON ) County of Jackson ) ss I i This record was acknowledged before me on 2017, by John Karns as Interim City Administrator of the City o Ashland. is OFFICIAL STAMP Notaiy Public for. Oregon KRISTINE aEGWTRLD y NOTARY PUBLIC-OREGON ON My commission expires: COMMISSION NO. 943413 A11' COk1MiSSN EXPIRES OCTOBER 1$ 2019 ~i iI AP EVE®AS TO FORM N l 1 Page 10 of 12 I As lend t. City ttomey Dat i s i STATE OF OREGON ) ss. County of Jackson ) a This record was acknowledged before me on , 2017, by S(~ScrJ S-rRAN S SA fs as Vice President of Young Men's Chri iah Association of Ashland, an Oregon nonprofit corporation, on bel a of the corporation. OFFICIAL STAMP f~~TIME ®ECHTMID ` NOTARY PUBLIC-OREGON COMMISSION NO. 9-43413 Not r Public for Oregon $ MY COMMISSION EXPIRES OCTOBER 12, 2019 My commission expires: IO ~jxl ~ 9 STATE OF OREGON ) r ss. County of Jackson ) I P This record was acknowledged before me on , 2017, by Michael Black as Director of Ashland Parks & Recreati rs AOFFICIAL STAMP No ry Public for Oregon 11~~ l9 K TINE BECHTMO NOTARY PUBLIC-OREGON My commission expires: cv /Z ~ fr COMMISSION NO. 943413 r 1H COMM ON EXPIRES OCTOBER 1$ 2019 a I z t t a i r N P 9 X i i 4 Page 11 of 12 EXIIIBIT "A" [Legal Description] A tract or parcel of land situated in the Southwest quarter of Section 11, Township 39 South, Range I East of the Willamette Base and Meridian, Jackson County, Oregon and being more fully described as follows: Commencing at the section corner common to Section It, 12, 13, 14, said F Township and Range; thence North 78° 45' 23" West, 3,435.60 feet to a 5/8 inch iron rod situated in the Westerly right of way of Tolman Creek Road, as said road has been resurveyed and monumented, for the TRUE POINT OF BEGINNING, thence leaving said right of way, South 89° 57' 36" West, 315.08 feet to a found 3/a inch crimped top iron pipe; thence South 89° 53' 31" West, 311.27 feet to a 5/8 inch iron rod and being the Northeast corner of _ that parcel of land first described in that Boundary Line by Agreement, recorded as Document No. 75-15343 of the Official Record of Jackson County, Oregon; thence leaving said agreement line, North 00° 18' 53" West, 666.31 feet to a 5/8 inch iron rod; thence South 89° 31' 33" East, 340.84 feet to a 5/8 inch iron rod, thence south 05° 54' 53" West, 415.56 feet to a 5/8 iron rod; thence South 88° 10' 59" East, 137.42 feet to a 5/8 inch iron rod; thence South 00° 19' 18" West, 8.44 feet to a 5/8 inch iron rod; thence East, 194.99 feet to a 5/8 inch iron rod situate in the Westerly right of way of Tolman Creek Road as bereinabove referred to; thence South 00° 04' 09" West along said Westerly right of way, 236.52 feet to the point of beginning. 6 8 EXHIBIT "B" 1 PERSONAL PROPERTY All playground equipment situated on the Property l r Page 12 of 12 i k