HomeMy Public PortalAboutORD15499 PASSED AS AMENDED
BILL NO. 2015-110
SPONSORED BY COUNCILMAN /I Scrivner
ORDINANCE NO. 17 c q
AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE MAYOR
AND CITY CLERK TO EXECUTE AN AGREEMENT WITH THE MISSOURI BAPTIST
CONVENTION EXECUTIVE BOARD FOR THE SALE OF PROPERTY IN THE 300 BLOCK OF
ADAMS STREET.
BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS
FOLLOWS:
Section 1. The Mayor and City Clerk are hereby authorized and directed to execute an
agreement with the Missouri Baptist Convention Executive Board for the sale of property in the
300 block of Adams Street and all documents necessary to convey the property.
Section 2. The agreement shall be substantially the same in form and content as that
agreement attached hereto as Exhibit A.
Section 3. This Ordinance shall be in full force and effect from and after the date of its
passage and approval.
Passed: / Iap,(, 4J/'1 ?j ;e7/(#. Approved: 3 —
Oat ---T -; C —Fr. r
Presiding Officer Mayor Carrie Tergin
ATTEST: APPROVED AS TO FORM:
14
ity Cler '�-i City Counselor
•
• 1
CITY OF JEFFERSON
REAL ESTATE AGREEMENT
THIS AGREEMENT, is entered in to this day of March, 2016, by and between the
Missouri Baptist Convention Executive Board, a Missouri non-profit corporation, hereinafter
designated as "Buyer," and the City of Jefferson, a municipal corporation of the State of
Missouri, hereinafter designated as the "Seller," acting pursuant to its municipal powers. Seller
does hereby to sell to Buyer all the Seller's rights, title and interest in the following described
real estate located in Cole County, Missouri, more fully described as follows:
See EXHIBIT A
subject, however, to any covenants, restrictions, easements or reservations of record, or
servitudes of record for the benefit of the Seller; but free and clear of all other liens,
encumbrances, reservations, exceptions and modifications. The entirety of the above described
interests being conveyed shall hereinafter be referred to as the"Property."
In consideration of the covenants and obligations herein, the parties agree as follows:
1. Purchase Price
The Seller offers to sell all its right, title and interest in the Property to the Buyer
for the total purchase price of One Hundred Thirty Thousand Eight Hundred Fifty Dollars
and Ninety-One Cents ($130,850.91), payable at such date and time as the parties may
mutually agree, hereinafter designated as the"Closing," at which time possession shall be
delivered to Buyer.
2. Marketability of Title
It is understood and agreed that the Property shall be conveyed with good, clear,
marketable title in fee simple.
3. Deed
On or before the Closing Date, the Seller shall execute and deliver to the Buyer
the General Warranty Deed for the Property, in recordable form (i.e., signed and
acknowledged), conveying fee simple title to the Property to the Buyer.
4. Evidence of Title.
Prior to the Closing, the Seller shall provide evidence of good and marketable title
to the Property. Such evidence shall be provided through the following methods:
A. Title Insurance.
1) Seller shall cause to be issued, at Seller's expense, a preliminary title
report by a financially responsible title insurance company authorized to do business
in Missouri (the "Title Company") committing such company to issue its ALTA
owners title insurance to the Buyer herein, insuring marketable fee simple title, free
Pagel of 4
and clear of liens and encumbrances, subject only to easements, restrictions and
reservations of record. Such Title Insurance shall also insure Buyer as of the Closing
Date against any lien, or right to a lien, for services, labor or material imposed by law
and not shown by the public records.
2) Within twenty (20) days of the date of this Agreement, Seller shall
deliver to Buyer such commitment in which the Title Company shall agree, subject to
conditions of the commitment which shall not be inconsistent with the obligations of
Seller under this Agreement, to issue to Buyer immediately after Seller's general
warranty deed to Buyer shall be placed of record; and upon payment of the charges
therefore by Seller, its Owner's Policy of Title Insurance in the form and amount
described above. Within seven (7) days after receipt of the commitment, Buyer shall
advise Seller in writing of any objections to the title of the Real Estate. Seller shall
have up to the Closing Date to make such corrections in the title required by Buyer or
the Title Company and in such manner as shall be required by Buyer or the Title
Company. In case such defects are not rectified within this time period, or the title
insurance commitment is not delivered, Buyer may at its option either void this
Agreement by written notice to Seller or take title to the Real Estate subject to such
title defects, these being Buyer's sole remedy for any such title defects.
Notwithstanding anything herein, under no circumstance shall Seller be responsible
for paying for or correcting any title defect of the Real Estate unless it expressly
agrees to do so in a writing executed with the same degree of formality as this
Agreement.
B. Cost.
The cost of title insurance shall be paid by the Seller.
5. Inspection of the Property.
The Buyer, at its expense, shall have the right to conduct such investigations,
inspections and inventories of the Property as it deems reasonable or necessary prior to
the Closing. The Seller hereby grants the Buyer, its officers, agents, employees and
independent contractors, the right to enter upon the Property at reasonable times upon
reasonable notice, oral or written, from the time of this contract for the purposes of
investigating, inspecting and performing inventories of the Property and for other
purposes consistent with Buyer's interest under this Agreement.
6. No Holdover Period For Occupants.
The Seller shall ensure that they and all other current occupants vacate the
Property prior to the Closing except as herein may be provided and except as provided in
the lease agreement between the parties.
7. Proceeds Payable to Seller.
The Buyer shall deliver to the Seller its check for the purchase price owing the
Buyer and the check shall be payable to the Seller as their interests appear on the date of
Closing as determined by the executed Settlement Statement signed by the parties.
8. Insurance.
Page 2 of 4
The Seller is responsible for maintaining liability and other insurance on the
premises through the date of Closing to protect their interests. The Buyer assumes no
duty to insure the property for any loss or liability under this Agreement.
9. Status Ouo Maintained.
The Property shall be preserved in its present condition and the Seller shall
deliver it intact at the time possession to the Buyer is given. All risk of loss or damage to
the Property is on the Seller until the Buyer takes possession. Prior to possession by the
Buyer, the Seller shall give prompt written notice to the Buyer of any loss or damage to
the Property. In the event of loss, damage or destruction of all or part of the Property, the
Buyer shall have the option to terminate this Agreement effective immediately.
However, in the case of loss, damage or destruction of all or part of the Property from
causes covered by insurance, the Buyer shall have the option to either: (1) take
possession of the Property and accept an assignment of all Seller's right, title and interest
in and to any claims the Seller has under the insurance policies covering the Property; or
(2) terminate this Agreement effective immediately.
10. Taxes.
The Buyer shall be responsible for all federal, state, county and municipal taxes,
general or special, which accrue and are levied on the Property after the Closing date.
11. Special Assessments.
The Seller shall pay in full all special assessments on the Property which have
been certified before the Closing Date.
12. Streetscape Project.
A. Streetscape Construction Costs.
Buyer and Seller shall each pay one-half(112) of the costs and expenses
associated with the streetscaping and construction along the 300 block of Adams
Street and the 400 block of High Street ("streetscape").
B. Streetscape Design and Management.
Seller agrees to design and manage the streetscape construction project at
its expense.
C. Buyer to Improve Parking Lot.
Buyer agrees to, at its own expense, renovate and improve the Property in
conformance with the diagram attached as EXHIBIT B.
13. Time Is of the Essence.
Time is of the essence in this Agreement. If Seller does not perform his
obligations created in this Agreement in a timely fashion, then except as provided in
paragraph 4, the Buyer reserves any other recourse or remedy against the Seller that is
provided by law, or the Buyer may, at its option, deduct from the sale proceeds as
Page 3 of 4
liquidated damages, the amount of One Hundred Dollars ($100.00) per day for each day
that the Seller delays or postpones closing.
14. Contract Binding On Successors In Interest.
This document shall apply to and bind the heirs, executors, administrators,
partners, assigns and successors in interest of the respective parties.
15. Intention of Use of Words and Phrases.
Words and phrases contained herein, including the acknowledgment clause, shall
be construed as in the singular and plural number, and as masculine, feminine or neuter
gender, according the context.
16. Paragraph Headings.
The paragraph headings contained herein are for convenience in reference and are
not intended to define or limit the scope of any provision of this document.
17. No Brokers.
Each party hereto represents to the other that no real estate broker commission
shall be due on the conveyance contemplated by this Offer.
18. Law of Missouri.
The agreement shall be construed according to the laws of the State of Missouri.
19. Entire Agreement.
The entire Agreement between the Buyer and the Seller shall consist of this
document.
CITY OF JEFFERSON SOU BAPT T ONVENTION
XE T
Mayor By:
Titl
ATTEST:
LZr
ity C1_erk
APPROVED AS TO FORM:
Z�e &/--/�
City Counselor
Page 4 of 4
EXHIBIT A
PROPERTY BOUNDARY DESCRIPTION TRACT B
PART OF INLOTS 492 AND 493 IN THE CITY OF JEFFERSON,MISSOURI, BEING PART OF A TRACT OF
GROUND DESCRIBED IN DEED BOOK 243,PAGE 263,OF THE COLE COUNTY RECORDER'S OFFICE,
BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A SET 1/2 INCH REBAR AT THE NORTHEAST CORNER OF INLOT 493;THENCE ALONG
THE EASTERLY LINE OF SAID INLOT 493,S 42006117"W,88.75 FEET TO A SET 1/2 INCH REBAR ON THE
BOUNDARY OF THE THIRD DESCRIBED TRACT IN THE AFORESAID DEED BOOK 243,PAGE 263;
THENCE N 47040'05"W,ALONG THE BOUNDARY OF SAID THIRD DESCRIBED TRACT IN DEED BOOK
243,PAGE 263,50.01 FEET TO AN EXISTING 1/2 INCH REBAR LOCATED ON THE EASTERLY LINE OF A
TRACT OF LAND DESCRIBED IN DEED BOOK 309,PAGE 796,OF THE COLE COUNTY RECORDER'S
OFFICE;THENCE N 42°06'15"E,ALONG THE EASTERLY LINE OF SAID TRACT DESCRIBED IN DEED
BOOK 309,PAGE 796, 1.00 FEET TO A SET 1/2 INCH REBAR AT THE NORTHEASTERLY CORNER
THEREOF;THENCE N 47°40'05"W,ALONG THE NORTHERLY LINE OF SAID TRACT DESCRIBED IN DEED
BOOK 309,PAGE 796,54.31 FEET TO A SET 112 INCH REBAR AT THE NORTHWESTERLY CORNER
THEREOF,BEING A POINT ON THE WESTERLY LINE OF INLOT 493;THENCE ALONG THE WESTERLY
LINE OF SAID INLOT 493,N 42006113"E, 1.31 FEET TO A SET 112 INCH REBAR BEING ON THE BOUNDARY
OF THE AFORESAID THIRD DESCRIBED TRACT IN DEED BOOK 243,PAGE 263:THENCE ALONG THE
BOUNDARY OF SAID THIRD DESCRIBED TRACT IN DEED BOOK 243,PAGE 263 THE FOLLOWING
COURSES,N 47°39'05"W, 104.32 FEET TO A SET COTTON GIN SPINDLE,BEING A POINT ON THE
WESTERLY LINE OF INLOT 492;THENCE ALONG THE WESTERLY LINE OF SAID INLOT 492,N 42°06110"
E,41.48 FEET TO A SET COTTON GIN SPINDLE;THENCE S 47039'05"E, 104.32 FEET TO A SET 112 INCH
REBAR,BEING A POINT ON THE WESTERLY LINE OF INLOT 493;THENCE ALONG THE WESTERLY LINE
OF INLOT 493,N 42006'13"E,44.96 FEET TO A SET 112 INCH REBAR,BEING THE NORTHWESTERLY
CORNER OF SAID INLOT 493;THENCE ALONG THE NORTHERLY LINE OF INLOT 493,S 47°40105"E, 104.32
FEET TO THE POINT OF BEGINNING OF THIS DESCRIPTION.CONTAINING 13,531.3 SQUARE FEET OR
0.3106 ACRES.
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Missouri Baptist Convention
Executive Board
315 Adams Street
Wall Way
Curb & gutter, ---::/-----11
Type A, match
surroundings
Pole & Alleyway Light
PID: 1103080003018009
Book 271 / Page 204
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David Preston Bange, P.E.,
MO# PE-200702024 I
SHEET NUMBER
11 of 1 6