HomeMy Public PortalAboutPurchase and Sale AgreementCITY OF MCCALL
March 26, 2010
Lori Blickfeldt
Realty Specialist
USDA Forest Service -Lands
324 25`h Street
Ogden, UT 84401
Dear Ms. Blickfeldt,
Enclosed are two copies of the signed and notarized Purchase and Sale Agreement from the City
of McCall, Idaho for the McCall Riverview Parcel (aka Smokejumper Parcel). At this time, we have not
executed the easement agreement to Frontier Telecom and have not issued payment of $140,000 for the
parcel, because we are waiting for confirmation of a grant award from the Land and Water Conservation
Fund through the National Park Service. The grant award is imminent, but we are prohibited from paying
for the property until the grant award is received.
Please contact me if you have any questions. We appreciate the USDA Forest Service's patience
with this process and are eager to complete the purchase of the property.
Sincerely,
i1
CS/
Carol Coyle
Grant Coordinator
216 East Park Street . McCall, Idaho 83638 . (208) 634-7142 . Fax (208) 634-3038
PURCHASE AND SALE AGREEMENT
Direct Sale
McCall Riverview Parcel
(aka Smokejumper Parcel)
Payette National Forest
Intermountain Region
THIS PURCHASE AND SALE AGREEMENT (hereinafter called the Agreement) is made
and entered into on this day of , 2010, by and between the CITY of
McCALL, hereinafter referred to as the PURCHASER, and the UNITED STATES OF
AMERICA, acting by and through the Forest Service, U.S. Department of Agriculture,
hereinafter referred to as the FOREST SERVICE. This Agreement is hereby executed pursuant
to provisions of the Sec. 422, Title V, of the Forest Service Facility Realignment and
Enhancement Act, 2005, P.L. 109-54, 119 Stat. 559-563; 16 U.S.C. 580d, as amended
(FSFREA).
WITNESSETH:
WHEREAS, the parcel of land, and certain improvements, located in Sec. 16, T. 18 N., R. 3 E.,
Boise Meridian, as further described in Exhibit A, attached hereto and made a part hereof (the
Property), is offered for sale to the Purchaser at the approved appraised market value sale price
of ONE HUNDRED FORTY THOUSAND and NO/100 DOLLARS ($140,000.00).
WHEREAS, the Purchaser agrees to pay the full sale price for purchase of the Property.
NOW THEREFORE, in consideration of the terms and conditions of this Agreement, the
Parties agree as follows:
A. The Purchaser shall:
1. Pay the appraised market value of $140,000.00 within 120 days of the execution of this
Agreement unless extended by mutual agreement. The Purchaser may elect to submit the
payment directly to the Forest Service or utilize the services of an escrow company that
both parties find acceptable for purposes of closing. If submitted directly to the Forest
Service, the payment of the purchase price shall be made by certified or cashiers check
and shall be submitted to the agency within 120 days of the execution of this Agreement.
If escrow services are utilized, the payment and any escrow instructions or other
necessary documentation related to closing shall be submitted to the escrow agent 120
days from the date of the execution of this Agreement, or within another timeframe that is
found to be acceptable to both parties. Said payment of $140,000.00 shall constitute full
payment for the described Property.
2. Bear the cost of any survey, if additional survey is needed. The Property has been
surveyed by the Forest Service. As of the date of this Agreement, no additional survey
work has been identified.
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3. Bear escrow costs, including the cost of deed and easement recordation in the appropriate
county land records, if escrow services are employed.
4. Bear the cost of title insurance as required or desired by the Purchaser. Note that the
Federal government does not provide title insurance, title commitments, or other title
documents.
5. Record the deed in the appropriate county land records and provide a certified true copy
to the Forest Service.
6. Issue and record at closing an easement to Frontier Telephone for buried lines along
Mission Street, and provide original recorded easement to Frontier Telephone, with a
recorded copy to the Forest Service.
B. The Forest Service shall:
1. Remove any personal property and equipment that is not included in the sale, prior to the
date of closing.
2. Provide a copy of the Federal Land Status Report (attached) showing any encumbrances
or outstanding rights on the Property, and a draft of the Quitclaim Deed for the Property
(attached).
3. Upon receipt of the full payment from the Purchaser, execute and deliver a Quitclaim
Deed conveying the Property to the Purchaser. Such Deed shall be prepared by the
Forest Service. At closing the Property shall be free and clear of all exceptions to title,
liens, easements, covenants, restrictions, encumbrances, etc., now known as Exceptions,
except those shown on the Deed and the Federal Land Status Report.
C. Other Terms and Conditions:
1. Notice of Hazardous Substance Activity: Based on a complete search of agency files, the
Forest Service provides notice to the Purchaser that refuse disposal/landfill operations
were conducted on the subject Property by the Purchaser and that hazardous substances
and petroleum products commonly associated with the landfill refuse may have been
stored or disposed of on said Property.
2. Covenants by the Purchaser: The Purchaser, including its successors and assigns, hereby
acknowledges that it is liable under the Comprehensive Environmental Response,
Compensation, and Liability Act, 42 U.S.C. Section 9601 et seq. (CERCLA) and other
environmental laws for contamination on the Property. The Purchaser assumes full
responsibility for any and all future actions that may be required under CERCLA or any
other Federal or State environmental laws and regulations which are now or which may
become applicable to the Property. The Purchaser hereby acknowledges that the
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following language will appear on the Quitclaim Deed, and agrees to abide by its terms
and conditions:
THE GRANTEE, including its successors and assigns, hereby acknowledges that the
Property is land upon which Federal Government operations have been conducted
and are being terminated.
THE GRANTEE, including its successors and assigns, acknowledge that the Grantor
hereby provides notice to the Grantee, that refuse disposal/landfill operations
conducted by the City of McCall (Grantee) have occurred on the subject Property,
and that hazardous substances and petroleum products commonly associated with
landfill refuse may have been stored or disposed of on said Property.
THE GRANTEE, including its successors and assigns, hereby acknowledges that it
is liable under the Comprehensive Environmental Response, Compensation, and
Liability Act, 42 U.S.C. Section 9601 et seq. (CERCLA) and other environmental laws
for contamination on the Property. The Grantee assumes full responsibility for any
and all future actions that may be required under CERCLA or any other Federal or
State environmental laws and regulations which are now or which may become
applicable to the Property. The Grantee further agrees that the Property will be
purchased in "as -is condition."
THE GRANTEE, including its successors and assigns, hereby agrees to hold
harmless, defend, and indemnify the United States from and against any liability,
judgment, claim, penalty, fine or other adverse action (whether legal or equitable in
nature, and including without limitation, court costs and attorneys' fees) brought
against the United States after the date of this agreement by any person or entity
under any Federal, State or local law, including but not limited to environmental and
tort laws, with respect to any release or other condition at, from, or associated with
the Property. This obligation to hold harmless, defend, and indemnify the United
States shall survive the conveyance of the Property. Grantee, its transferees and
assigns, or other successors in interest, agree that the above provisions shall be a
covenant running with the Property.
These covenants by the GRANTEE shall survive the subsequent conveyance of all or
any portion of the Property to any person, shall be construed as running with the
land, and may be enforced by THE UNITED STATES OF AMERICA in a court of
competent jurisdiction.
Notwithstanding the foregoing, this covenant does not apply to any condition of the
property that results from Grantor's future use of the drainage pipeline and easement
reserved herein.
3. The Purchaser agrees that no representative or agent of the United States has made any
representations or promise with respect to this Agreement not expressly contained herein.
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4. No Member of Congress, or Resident Commissioner, shall be admitted to any share or
part of this Agreement or to any benefit that may arise there from unless it is made with a
corporation for its general benefit (18 USC 431,433).
5. The terms of this contract shall be binding on the Purchaser and the Forest Service,
subject to the terms and conditions herein provided:
a. The Agreement is not terminated by mutual consent or upon such terms as may be
provided in the Agreement.
b. No substantial loss or damage occurs to the Property from any cause.
c. No undisclosed hazardous substances are found on the Property prior to
conveyance.
6. The Property will be sold as -is.
7. Both parties hereby certify that they have no present knowledge of any undisclosed
hazardous substances known to be present on the Property described herein, and further
agree to immediately notify the other party of such finding during the life of this
Agreement. Notwithstanding such notice, the Forest Service shall furnish the appropriate
environmental reviews on the property described herein.
8. In accordance with State law, either Party may record this Agreement in the appropriate
county land records.
IN WITNESS THEREOF, the Parties hereto have executed this Agreement the day and year
first above written.
PURCHASER
7
By:
D 1 NALD C. AILEY
Mayor
City of McCall
DATE
Page 4 of 8
By:
USDA FOREST SERVICE
10^t- I a1,,,.k1.
JEANNE A. EVENDEN
Director of Lands and Minerals
Intermountain Region
USDA Forest Service
DATE
ACKNOWLEDGEMENT
STATE OF IDAHO )
)ss
COUNTY OF VALLEY )
On this �5- day of , 2010, before me, —tze� W, a
Notary Public in and for Valley County, personally appeared DONALD C. BAILEY, ayor,
City of McCall, Idaho, the signer of the within instrument, who acknowledged to me that he
executed the foregoing instrument, by duly delegated authority.
Notary Public fo1Ke State of Idaho
Residing in`—r-22
My Commission expires /. //90/(
ACKNOWLEDGEMENT
STATE OF UTAH )
)ss
COUNTY OF WEBER )
On this C day of l I'V A/C1`' , 2010, before me, Lori Blickfeldt, a Notary
Public in and for Weber County, personally appeared JEANNE A. EVENDEN, Director of
Lands and Mineral, Intermountain Region, Forest Service, U. S. Department of Agriculture, the
signer of the within instrument, who acknowledged to me that she executed the foregoing
instrument, by duly delegated authority.
LORI BUCKFEU?T
7MYPU X •eSTAEET UTAN
OGDEN, UT 84401
COMM. EXP.11/30V2O11
N • .1 y Publfor the St e of Utah
Residing in Layton, UT
My Commission expires November 30, 2011
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EXHIBIT A
Property that the Forest Service is proposing to sell:
Boise Meridian
T. 18 N., R. 3 E.,
Sec. 16, a parcel of land being a portion of that certain Record of Survey, recorded
March 27, 1984, as Instrument No. 134732, Book 1, page 217 of Record of Surveys,
Valley County, Idaho, and more particularly described as follows:
Commencing at the section corner for Sections 16, 17, 20, and 21, of said Township
and Range, being the POINT OF BEGINNING; thence N. 0°33'24" E., along the
section line between said Sections 16 and 17, a distance of 1,325.43 feet to the S1/16
corner for said Sections 16 and 17; thence N. 89°55' 17" E., along the north boundary
of the SWI/aSWI/a of said Section 16, a distance of 299.00 feet to a point on the
easterly right-of-way line for Mission Street; thence S. 0°33'24" W., along the
easterly right-of-way line, a distance of 385.43 feet to a point of curvature; thence
along a curve to the right a distance of 307.69 feet to the point of tangency, said curve
has a radius of 848.51 feet with the cord bearing of S. 10°56'42" W., and a chord
distance of 306.01 feet; thence S. 21 °20'00" W., continuing along the said right-of-
way line, a distance of 542.04 feet to a point of curvature; thence along a curve to the
left a distance of 138.89 feet to a point on the section line for said Sections 16 and 21,
said curve has a radius of 472.60 feet with the cord bearing of S. 12°54'52" W., and a
chord distance of 138.39 feet; thence S. 89°38' 17" W., along the section line between
said Sections 16 and 21, a distance of 21.92 feet to the section corner for said
Sections 16, 17, 20 and 21, and the POINT OF BEGINNING.
Containing 6.396 acres, more or less.
SUBJECT TO a public road easement for Mission Street, dated November 3, 2008, issued to the
City of McCall from the United States of America, for a public road and highway. Said
easement recorded January 16, 2009, as Instrument No. 338103, in the records of Valley County,
Idaho.
RESERVING TO THE UNITED STATES OF AMERICA AND ITS ASSIGNS, the right to
discharge drainage water from the tanker base airplane apron via a four -inch pipe passing under
Mission Street, together with the right to access the subject Property without cost for all purposes
deemed necessary or desirable by the United States of America and its assigns, to reconstruct and
maintain said drainage line within the subject Property. The location of said buried drainage
pipe within the above described property is more particularly described as follows:
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EXHIBIT A
(cont.)
Boise Meridian
T. 18 N., R. 3 E.,
Commencing at the south one -sixteenth (S1/16) corner between Sections 16 and 17 of said
Township and Range; thence N. 89°55' 17" E., along the north boundary of the SWl/aSWI/a
of said Section 16, a distance of 299.00 feet to a point on the easterly right-of-way line for
Mission Street marked by a 21/2 inch aluminum cap on a 5/8 inch x 30 inch rebar, the
POINT OF REFERENCE. Said buried drainage pipe enters the property at a point along
the easterly right-of-way line bearing S. 0°33'24" W., 86.76 feet from said Point of
Reference. Said pipe traverses approximately 75 feet to its terminus on the west side of
Mission Street, with said terminus bearing S. 43°47'50" W., 109.55 feet from the Point of
Reference.
If the Regional Forester determines that the above drainage easement and pipe is no longer necessary,
the easement traversed thereby shall terminate. Evidence for such termination shall be a statement in
recordable form furnished by the Regional Forester to The City of McCall, or its successors or assigns
in interest.
The reserved drainage easement and pipe may be relocated to accommodate development of the
City Park and its associated facilities. Grantee, at its sole cost, may relocate the identified
reserved drainage easement and pipe; however, any such relocation or replacement must provide
drainage service from the adjacent National Forest administrative lands that is equivalent to that
provided by the easement and pipe sought to be relocated or replaced, and must be approved in
advance by the authorized officer of the Payette National Forest. The authorized officer must
concur, in writing, that the proposed relocation is consistent with Forest Service design standards
and criteria for facilities of equivalent utility and condition in similar terrain in the vicinity of the
property prior to any relocation action by Grantee. If Grantee, its successors or assigns in
interest relocate the drainage pipe outside of the rights -of -way herein specified, the relocated
drainage easement and pipe will be surveyed by metes and bounds at the sole expense of
Grantee, its successors or assigns in interest, and that survey will be provided to the Forest
Service within 60 days after relocation. A revised deed, acceptable to the Forest Service,
describing the relocated easement will be delivered to the Forest Service for recording, prior to
termination of any easement described herein by the Regional Forester, as outlined above.
It is expressly acknowledged that the Grantee's right to relocate or replace the easement shall be
a continuing right, which may be exercised as many times as the Grantee, in its sole discretion,
deems necessary or desirable. It is further acknowledged that this right shall run with the land
and may be exercised by the Grantee's assigns and successors in interest.
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EXHIBIT A
(cont.)
Resolution of other encumbrances:
1. The Purchaser to accept "as -is" the City facility referred to as the J-Ditch. This facility is
currently operating without Forest Service authorization. The J-Ditch is a buried effluent
pipe in the Mission Street right-of-way that carries treated "clean" affluent from the
City's sewer/settling ponds to nearby farmlands for fertilization.
2. The Purchaser to accept "as -is" the storm drainage culvert associated with Mission Street
entering the property from the east, near the northeast corner.
3. The Purchaser to accept "as -is" the two unimproved, single-track roads that run through
the property. One road accesses the river (through current City property), ending at the
Sheep Bridge. The other road creates a north -south loop through the Property, starting
and ending on Mission Street.
4. The Purchaser to accept "as -is" the piles of asphalt, concrete, or other debris that are on
the Property.
5. The Forest will remove, prior to closing, any equipment, or implements that are not City
property nor desired to remain by the Purchaser.
6. The Purchaser to accept "as -is" the three Environmental Protection Agency (EPA) test
wells located on the Property or they will be decommissioned by EPA at the Purchaser's
request. EPA placed these wells at the request of the Purchaser to assess and monitor the
water quality during the Purchaser's hazardous waste analysis. The wells are not under
special use permit.
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