HomeMy Public PortalAbout2022.07.14 Option Agreement 530 Hwy 55 South LLC 20220808 001 Instrument # 451918
VALLEY COUNTY,CASCADE,IDAHO
08-08-2022 15:01:42 No.of Pages:9
Recorded for:CITY OF MCCALL
DOUGLAS A.MILLER Fee:$0.00
Ex-Officio Recorder Deputy:RRC
Electronically Recorded by Simplifile
OPTION AGREEMENT
THIS AGREEMENT is made and entered into by and between 530 HIGHWAY 55
SOUTH, LLC, an Idaho limited liability company, (hereinafter referenced to as "530 Hwy 55"),
whose address is PO Box 1771, McCall, ID 83638, and the CITY OF McCALL, IDAHO, a
municipal corporation of the State of Idaho("City of McCall"),whose current address is 216 East
Park Street, McCall, ID 83638, effective as of the dated signed by all parties below.
RECITALS
A. 530 Hwy 55 owns two parcels of real property which are legally described at
Exhibit A ("Parcel 1") and Exhibit B ("Parcel 2"), and depicted at Exhibit C, all of which are
attached hereto and incorporated by reference herein (collectively "530 Hwy 55 Parcels").
B. 530 Hwy 55 has agreed to grant to the City of McCall an option to purchase a strip
of land located along the north boundary of the 530 Hwy 55 Parcels for public access to a future
general aviation terminal, which property is depicted at Exhibit D as the "City of McCall Airport
Option to Purchase", which exhibit is attached hereto and incorporated by reference herein, and
which is generally described as follows (the "ROW Property"):
a) The northern 40' of Parcel 1 extending from the Highway 55 right of way to
the western boundary of said Parcel 1.
Together with:
b) From the Northwest corner of Parcel 2, hence S 89 26 28 E 176.34' hence S 00
30 24 W 40.00' hence S 77 37 40 W approx. 180.17' hence N 00 30 24 E
approximately 80.00' to the point of beginning.
NOW THEREFORE, for and in consideration of the mutual covenants contained herein,
and other good and valuable consideration, 530 Hwy 55 hereby gives and grants to the City of
McCall an exclusive and irrevocable option to purchase the ROW Property ("Option") for the
price and on the terms and conditions hereinafter set forth, as follows:
1. The purchase price for the ROW Property shall be equal to the appraised value of
the ROW Property at the time of exercise of the Option pursuant to Section 2 below, less 10%.
530 Hwy 55 and the City of McCall shall jointly agree upon an appraiser, and shall share equally
in the cost of the appraisal. If either party disagrees with the resulting appraised value of the ROS
Property, each party may obtain their own separate appraisal, and the average of the three
appraisals shall be the appraised value upon which the purchase price is based. The appraised
value shall not be reduced for the Access Easement to be granted to the 530 Hwy 55 Parcels
described at Section 3 below, nor shall it be reduced for failure of the ROW Property to qualify as
a buildable lot.
2. This Option must be exercised, if at all,by notice and writing addressed to 530 Hwy
55 at the address listed in the Valley County Treasurer's records as the contact address for the 530
Hwy 55 Parcels. The Notice must refer to this Option Agreement, and declare an intent to exercise
it, and it must be received by 530 Hwy 55 on or before December 31, 2042. Failure by the City
of McCall to so exercise this Option shall result in the termination and nullification of this Option,
without further notice and without further action by any party, and forfeiture by the City of McCall
of any rights to or in the ROW Property pursuant to this Option.
3. Prior to Closing, the parties shall agree upon the terms of an Access Easement, by
OPTION AGREEMENT- I
which the City of McCall shall grant an ingress, egress and utilities easement to the 530 Hwy 55
Parcels from the ROW Parcel in perpetuity ("Access Easement"). Such Access Easement shall
not be limited in number of parcels accessing the ROW Parcel,nor types of use;provided,that any
such Access Easement must conform in all ways to the then existing McCall City Ordinances to
ensure that any access points off of the Access Easement meet City of McCall standards regarding
access management and design for road/driveway spacing, width, etc. 530 Hwy 55 shall not be
obligated to share in the cost of construction of any driving surface or related improvements on
the ROW Property, or be required to share in the cost of any maintenance or repair of any driving
surface or related improvements on the ROW Property, unless such costs are solely necessary for
use of the ROW Property by the owner(s) of the 530 Hwy 55 Parcels. The Access Easement shall
be recorded upon closing of the transfer of the ROW Property to the City of McCall,
4. Terms of closing:
(a) The parties shall jointly agree upon a local title company to act as the
closing agent and to issue a title commitment.
(b) The parties shall share equally in the cost of title insurance and all standard
closing costs. Each party shall pay their own legal fees.
(c) Closing shall be contingent upon review and approval of the Title
Commitment by the City of McCall.
(d) The parties shall agree upon a final legal description, in accordance with
that provided at Recital B above. If there are any surveys, subdivisions, records of survey
or other tasks, applications or approvals required to complete the closing of the transfer of
the ROW Property to the City of McCall, the City of McCall shall perform such tasks and
make such applications, with the support and approval of 530 Hwy 55 as necessary, at the
cost of the City of McCall.
(e) Closing shall occur not later than 60 days after receipt of the appraisal and
agreement of upon the purchase price, unless agreed otherwise between the parties.
(f) The entire purchase price shall be paid in cash at Closing.
(g) Title to the ROW Property shall be transferred to the City of McCall free
and clear of all monetary liens, claims or encumbrances.
(h) The Access Easement shall be recorded at Closing.
5. The rights and obligations of the parties granted herein may not be assigned by
either party except,with regard to 530 Hwy 55,the terms of this Agreement shall run with the land
and bind the owner of the ROW Property. 530 Hwy 55 shall have no obligation or liability under
this Agreement to the extent that it does not own the ROW Property.
6. This Agreement binds and inures to the benefit of the parties hereto,their heirs and
successors, and shall constitute a covenant burdening and running with the ROW Property until
the Option is either timely exercised, or until it expires if not exercised prior to December 31,
2042.
7. In the event that any dispute arises regarding the legal consequence, interpretation,
application or enforcement of this Option Agreement, then the prevailing party in such dispute
shall be entitled to recover its attorneys fees and costs incurred, including attorneys fees and costs
incurred on appeal.
OPTION AGREEMENT-2
8. This Agreement may be modified only by means of a subsequently executed and
acknowledged written document signed by all parties and recorded in the office of the recorder of
the County of Valley, State of Idaho.
IN WITNESS WHEREOF,this Option Agreement has been executed effective as of the
date signed by all parties below,with the intent that it shall be recorded in the office of the recorder
of the County of Valley, State of Idaho.
530 HIGHWAY 55 SOUTH, LLC
By: Al By:y'
Andrew Laidlaw, Manager Augus a Laidlaw, Manager
STATE OF IDAHO, )
(ss.
County of Valley. )
On this I I+. day of , 202 —, before me, a Notary Public in and
for said State, personally appeared drew and Augusta Laidlaw, known or identified
to me to be the Managers of 530 Highway 55 South, LLC, the limited liability company that
executed the instrument or the person who executed the instrument on behalf of said limited
liability company,and acknowledged to me that such limited liability company executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the
day and year in this certificate first above writt
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OPTION AGREEMENT-3
CITY OF McCALL, IDAHO
ATTEST:
B g
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Robert Giles, Mayor TcrBessieJo Wagner, City Clerk
STATE OF IDAHO )
:ss.
County of Valley )
On this 21 day of -+— ,20 29.,before me,the undersigned,a Notary
Public in and for said state,personally peared Robert Giles and Bessie Jo Wagner, the Mayor
and City Clerk, respectively, of the CITY OF Mccall, IDAHO, known or identified to me to be
the persons who executed the foregoing instrument and acknowledged to me that they executed
the same on behalf of the City of McCall, Idaho, and were authorized to do so.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written. J///j k II ♦A A♦ 1 I ` +
LORIAWWONS to Public for Idaho
NOTARY PUBLIC-STATE OF IDAHO My Commission Expires: 3 /
COMMISSION NUMBER 20220789
MY COMMISSION EXPIRES 3-1-2028
OPTION AGREEMENT-4
EXHIBIT A
DROULARD LAND SURVEYING, INC.
JOEL W. DROULARD, PRES.
Professional Land Surveyor
POST OFFICE BOX 69
McCALL,IDAHO 83638
TELEPHONE 208-634-7398 • FACSIMILE 208-634-1051
E-MAIL DROUJ@FRONTIERNET.NET
June 23, 2008
530 HIGHWAY 55 SOUTH L.L.C.
8.440 ACRE PARCEL
PARCEL 1
A parcel of land situate in the north west 1/4 of the north east 1/4 of Section 21, T. 18 N., R. 3 E.,
B.M., Valley County, Idaho, more particularly described as follows:
Commencing at a brass cap marking the 1/4 Corner common to Sections 16 and 21, T. 18 N., R. 3 E.,
B.M., Valley County, Idaho;thence, S. 89°26' 28" E., 571.54 feet along the north boundary of said north
west 1/4 of the north east 1/4 to west right-of-way boundary of State Highway 55;thence, S. 16°45'59" E.,
161.09 feet along said right-of-way boundary to 1/2 inch rebar with a plastic cap, the REAL POINT OF
BEGINNING:
Thence, continuing S. 16°45' 59" E., 477.31 feet along said west right-of-way boundary to a 5/8
inch rebar with an aluminum cap,
Thence, leaving said west right-of-way boundary, S. 35°36' 02"W., 447.56 feet to a 5/8 inch rebar
with an aluminum cap,
Thence, S. 32° 51' 51"W., 333.87 feet to a 5/8 inch rebar with a plastic cap,
Thence, N. 27°32' 32"W., 121.21 feet to a 5/8 inch rebar with a plastic cap,
Thence, N. 00° 30' 24" E., 194.90 feet to a 5/8 inch rebar with a plastic cap,
Thence, N. 47° 38' 11"W., 123.20 feet to a 5/8 inch rebar with a plastic cap,
Thence, N. 00° 30'24" E., 425.95 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 64°25'30" E., 29.04 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 66°22'39" E., 49.78 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 59°06' 25" E., 63.55 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 51°44'40" E., 152.03 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 52° 13' 31" E., 58.08 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 52° 53' 32" E., 63.42 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 56° 05'47" E., 54.43 feet to 1/2 inch rebar with a plastic cap,
Thence, N. 65° 27' 00" E., 64.02 feet to the Point of Beginning, containing 8.440 acres, more or
less.
Along with and subject to a 30.00 foot wide ingress, egress and utility easement situate in the north west
1/4 of the north east 1/4 of Section 21, T. 18 N., R. 3 E., B.M., Valley County, Idaho, lying 15.00 feet on
each side of the following described center line:
Commencing at a brass cap marking the 1/4 Corner common to Sections 16 and 21, T. 18 N., R. 3 E.,
B.M., Valley County, Idaho;thence, S. 89° 26' 28" E., 571.54 feet along the north boundary of said north
west 1/4 of the north east 1/4 to west right-of-way boundary of State Highway 55;thence, S. 16°45' 59" E.,
280.78 feet along said right-of-way boundary to the REAL POINT OF BEGINNING:
Thence, S. 28°20'00"W., 28.81 feet,
Thence, S. 03° 06' 00"W., 53.00 feet,
8.440 acre parcel
Page 2
Thence, S. 19° 50' 00"W., 40.00 feet,
Thence, S. 54°00' 00"W., 37.00 feet,
Thence, S. 81°37' 00"W., 109.00 feet,
Thence, S. 76°45' 00"W., 104.00 feet,
Thence, S. 53° 38' 00"W., 70.00 feet,
Thence, S. 35° 00' 00"W., 88.00 feet,
Thence, S. 49° 30'00"W., 69.00 feet,
Thence, S. 85°21'00"W., 53.35 feet to the Point of Ending.
EXHIBIT B
DROULARD LAND SURVEYING, INC.
JOEL W. DROULARD, PRES.
Professional Land Surveyor
POST OFFICE BOX 69
McCALL, IDAHO 83638
TELEPHONE 208-634-7398 • FACSIMILE 208-634-1051
E-MAIL DROUJ@FRONTIERNET.NET
June 23, 2008
530 HIGHWAY 55 SOUTH L.L.C.
8.443 ACRE PARCEL
PARCEL 2
A parcel of land situate in the north west 1/4 of the north east 1/4 of Section 21, T. 18 N., R. 3 E.,
B.M., Valley County, Idaho, more particularly described as follows:
Commencing at a brass cap marking the 1/4 Corner common to Sections 16 and 21, T. 18 N., R. 3 E.,
B.M., the REAL POINT OF BEGINNING:
Thence, S. 89° 26' 28" E., 176.34 feet along the north boundary of said Section 21 to a 1/2 inch
rebar with a plastic cap,
Thence, S. 00°30'24"W., 874.11 feet to 5/8 inch rebar with a plastic cap,
Thence, S. 47°38' 11" E., 123.20 feet to a 5/8 inch rebar with a plastic cap,
Thence, S. 00°30'24"W., 194.90 feet to a 5/8 inch rebar with a plastic cap,
Thence, S. 27° 32' 32" E., 121.21 feet to a 5/8 inch rebar with a plastic cap,
Thence, S. 32° 51' 51"W., 96.33 feet to a 5/8 inch rebar with an aluminum cap,
Thence, S. 01° 13'47"W., 186.05 feet to a 5/8 inch rebar with an aluminum cap,
Thence, S. 31°23'23"W., 187.96 feet to a 5/8 inch rebar with an aluminum cap,
Thence, N. 89° 24' 22"W., 175.22 feet to a 5/8 inch rebar with an aluminum cap,
Thence, N. 00° 31' 25" E., 1,686.81 feet to the Point of Beginning, containing 8.443 acres, more or
less.
Along with and subject to a 30.00 foot wide ingress, egress and utility easement situate in the north west
1/4 of the north east 1/4 of Section 21, T. 18 N., R. 3 E., B.M., Valley County, Idaho, lying 15.00 feet on
each side of the following described center line:
Commencing at a brass cap marking the 1/4 Corner common to Sections 16 and 21, T. 18 N., R. 3 E.,
B.M., Valley County, Idaho;thence, S. 89° 26' 28" E., 571.54 feet along the north boundary of said north
west 1/4 of the north east 1/4 to west right-of-way boundary of State Highway 55;thence, S. 16° 45' 59" E.,
280.78 feet along said right-of-way boundary to the REAL POINT OF BEGINNING:
Thence, S. 28°20' 00"W., 28.81 feet,
Thence, S. 03° 06' 00"W., 53.00 feet,
Thence, S. 19° 50' 00"W., 40.00 feet,
Thence, S. 54° 00' 00"W., 37.00 feet,
Thence, S. 81° 37'00"W., 109.00 feet,
Thence, S. 76°45'00"W., 104.00 feet,
Thence, S. 53°38'00"W., 70.00 feet,
Thence, S. 35°00' 00"W., 88.00 feet,
Thence, S. 49° 30' 00"W., 69.00 feet,
Thence, S. 85° 21' 00"W., 53.35 feet to the Point of Ending.
i034 EXHIBIT C
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.ai STUDIO EXHIBIT D
N 830 HWY 88 SO. MCCALL, ID