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Home My WebLink About2897 RESOLUTION NO. ,~ ~?q'7 A RESOLUTION of the City Council of the City of Bremerton, Washington, declaring certain public utility property surplus to the City's needs and approving a negotiated sale of the property in accordance with the provisions of RCW 35.94.040 and BMC 2.78.030(e). WHEREAS, the City has received an offer to purchase the public utility property depicted in Exhibit A and legally described in Exhibit B from Kitsap Square Dance Association, for $107,000, which sum is the fair market value of the property; and WHEREAS, the City Council has determined that the property is surplus to the City's needs and is not required for providing continued public utility service; and WHEREAS, pursuant to RCW 35.94.040, a public hearing was held on July 23, 2003 relating to the proposed surplus and negotiated sale of the property; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The public utility property legally described in Exhibit B is hereby declared surplus to the City's needs and is not required for providing continued public utility service. SECTION 2. The sale of the above-mentioned property creates a benefit to the City and the greater community and therefore a negotiated sale is hereby authorized pursuant to BMC 2.78.030(e) and. SECTION 3. The Mayor is hereby authorized to finalize and execute a purchase and sale agreement with substantially the same terms and conditions as set forth in the proposed agreement attached as Exhibit C authorizing the sale of the property to Kitsap Square Dance Association for $107,000. SECTION4. The Mayor is further authorized to execute any and all other documents, including but not limited to statutory warranty deeds and real estate excise tax affidavits, necessary to complete the transaction. SECTIONS. Severability. If any one or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this Resolution and the same shall remain in full force and effect. 1 Surplus and Sale of Public Utility Property SECTION 6. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. /~SED by the City Council of the City of Bremerton, Washington this ,~3 day of ,2003. CAROL ARE~NDS, Council President APPROVED AS TO FORM: ATTEST: ·/R(~ER A. LUBOVICH, City AttorI~y KATHLEEN ~IC~U~S~y, City Clerk R :\LEGAL~Files\Current Active Hles~[itsap Square Dance Association~Surplus and Negotiated Sale.doc 2 Surplus and Sale of Public Utility Property EXHIBIT A LEGAL DESCRIPTION FOR SQUARE DANCE HAI,L PROPERTY A portion of the Plat of Bremerton Waterworks Tracts No. 2, as recorded in Volume 6 of plats, Page 13, records of Kitsap County, Washington, situate in the Southwest quarter oft_he Northwest quarter, of Section 32, Township 24 North, Range 1 East, Williamette Meridian, Kitsap County, Washington, which is more particularly described as follows: Lots 36, 37 and 38. LEGAL DESCRIPTION FOR CAMPING AREA PROPERTY A portion of the Plat of Bremerton Waterworks Tracts, as recorded in Volume 4 of plats, Page 102, records of Kitsap County, Washington a_nd a portion of the Northwest quarter of the Southwest quarter, of Section 32, Township 24 North, Range 1 East, Williamette Mar/dian, Kitsap County, Washington, which is more particularly described as follows: Beginning at the Northwest comer of Lot 38 of the Plat of Bremerton Waterworks Tracts No. 2, as recorded in Volume 6 of plats, Page 13, records of K.itsap County, Washington, also being the Tme Point of Beginning; thence along the west line of said plat No. 2, S 2°33'10" W 493.81 feet; thence leaving said west line, N 88°13'32" W 111.49 feet; thence S 11 56'13" W 142.22 to the Northwest comer of Lot 22 of said plat No. 2; thence continuing along said west line of the plat, S 11 56'13" W 159.70 feet; thence leaving said west line, S 89 49'02" W 255.22 feet along an existing timber rail fence; thence leaving said fence line, N 16 39'01" E 837.47 feet to the southerly fight of way of Belfair Valley Road (formerly Navy Yard Highway); thence easterly along said southerly right of way to the Tree Point of Beginning. Consisting of approximately 4.794 acres. EXHIBIT B REAL ESTATE PURCHASE AND SALE AGREEMENT WITH EARNEST MONEY PROVISION This contract controls the terms of the sale of real property. (Please read carefully before This Agreement is entered between the Kitsap Square Dance Association, a ~ whose mailing address is ("Buyer"), and the CITY OF BREMERTON, a Washington municipal corporation, whose mailing address is 239 4th Street, Bremerton, Washington 98337, ("Seller"), for the sale and purchase of real property as follows: 1. PROPERTY. Buyer agrees to buy and Seller agrees to sell the property, including improvements and appurtenances situated thereon which may be owned by the Seller, if any, which is legally described in Exhibit A, attached hereto and incorporated herein by this reference (the "Property"). It is acknowledged that Buyer has constructed improvements, which are owned by Buyer, and has occupied the Property pursuant to a lease between Seller and Buyer. A map indicating the location of the Property is also attached as Exhibit B, incorporated herein by this reference. 2. PURCHASE PRICE. The total purchase price for the Property is One Hundred Seven Thousand Dollars and No/100 Dollars ($107,000.00), payable on closing. 3. EARNEST MONEY. None. 4. CONTINGENCIES. This agreement is contingent upon: (a) Acceptance of its terms by the Bremerton City Council. (b) Grant of a utility easement from Buyer to Seller upon closing. Should any of these contingencies not be met prior to closing, then this Agreement shall terminate and neither Buyer nor Seller shall have any further rights, duties or obligations hereunder. 5. CONVEYANCE AND CONDITION OF TITLE. The title to the real property shall be conveyed by Seller to Buyer at closing by Statutory Warranty Deed, free and clear of all liens, encumbrances or defects except those described in Paragraph 5 below. 6. TITLE INSURANCE. At Closing, Seller shall cause Pacific Northwest Title, whose address and telephone number is 9927 Mickelberry Road, N.W., Silverdale, Washington 98383, (360) 692-4141, to issue a standard form owner's policy of title insurance to Buyer in an amount equal to the total purchase price of the Real Property, and insuring the Real Property being discharged by Seller. The cost of said policy shall be shared equally by Seller and Buyer, with Seller REAL ESTATE PURCHASE AND SALE AGREEMENT Page 1 of 4 EXHIBIT C bearing the initial cost and Buyer reimbursing one-half of the cost at Closing. For purposes of this Agreement, the following shall not be deemed encumbrances or defects: rights reserved and federal patents or state deeds; building or use restrictions consistent with current zoning, and utility and road easements of record. If title cannot be made so insurable prior to the Closing date called for herein, unless, Buyer elects to waive such defects or encumbrances, this agreement shall terminate. 7. CLOSING COSTS AND PRO-RATIONS. Costs of closing shall be shared equally between Buyer and Seller, except those fees which are expressly limited by Federal Regulation. Seller shall pay for excise tax and revenue stamps as applicable. Taxes for the current year, rents, interest, Association, Condominium and/or Homeowner's fees, water and other utility charges, if any, shall be pro-rated as of date of closing unless otherwise agreed. 8. CLOSING OF THE SALE. WITH THE UNDERSTANDING THAT TIME IS OF THE ESSENCE FOR THIS AGREEMENT, this sale shall close on or before September 1, 2003 which shall also be the termination date of this agreement unless said closing date is extended in writing by mutual agreement of the parties. Closing, for the purpose of this agreement, is defined as the date that all documents are executed and the sale proceeds are available for disbursement to the Seller. 9. POSSESSION. Buyer shall be entitled to possession on closing. 10. CONDITION OF PROPERTY AND IMPROVEMENTS. EXCEPT AS PROVIDED IN THIS PARAGRAPH, SELLER MAKES NO REPRESENTATION OR WARRANTY RESPECTING, AND PURCHASER HEREBY RELEASES SEI .l .ER FROM, THE ECOLOGICAL, ENVIRONMENTAL, OR PHYSICAL CONDITION AND/OR USE OF THE PROPERTY, ITS COMPLIANCE WITH APPLICABLE LAWS, ZONING OR OTHER MATTERS WITH RESPECT THERETO. PURCHASER IS RELYING SOLELY UPON ITS OWN EXAMINATION OF THE PROPERTY AND SHALL ACCEPT THE PROPERTY IN "AS-IS" CONDITION WITHOUT IMPLIED OR EXPRESS WARRANTY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. 11. TERMINATION OF LEASE. Buyer and Seller agree that the Land Lease Agreement executed by Buyer and Seller on March 11,2000 (and any amendments thereto), wherein Buyer leased the Property from Seller will terminate and be of no further effect upon the Closing of this transaction. 12. DEFAULT AND ATTORNEY'S FEES. (a) Buyer's Default. IF BUYER DEFAULTS HEREUNDER, SELLER'S SOLE REMEDY SHALL BE LIMITED TO DAMAGES AGAINST PURCHASE IN THE AMOUNT OF THE THIRD-PARTY COSTS INCURRED BY SELLER IN PREPARING THIS TRANSACTION INCLUDING BUT NOT LIMITED TO TITLE COMPANY AND ESCROW FEES. BUYER AND REAL ESTATE PURCHASE AND SALE AGREEMENT Page 2 of 4 SELLER INTEND THAT SAID AMOUNT CONSTITUTES LIQUIDATED DAMAGES: AND SO AS TO AVOID OTHER COSTS AND EXPENSES TO EITHER PARTY IN CONNECTION WITH POTENTIAL LITIGATION ON ACCOUNT OF BUYERS' DEFAULT. BUYER AND SELLER BELIEVE SAID AMOUNT TO BE A FAIR ESTIMATE OF ACTUAL DAMAGES. (b) Seller's Default. IF SELLER DEFAULTS HEREUNDER, BUYER SHALL HAVE ALL THE RIGHTS AND REMEDIES AVAILABLE AT LAW OR IN EQUITY. (c) Attorney's Fees and Costs. In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. 13. NOTICE TO SELLER. This form contains provisions for an agreement for the purchase and sale of real estate. The Buyer makes NO WARRANTY OR REPRESENTATION OF ANY KIND that this form, or any of its provisions, is intended to meet the factual and legal requirements of a particular transaction, or that it accurately reflects that laws of the State of Washington at the time you enter the agreement. THIS AGREEMENT HAS SIGNIFICANT LEGAL AND FINANCIAL CONSEQUENCES AND YOU ARE ADVISED TO SEEK INDEPENDENT LEGAL AND FINANCIAL COUNSEL REGARDING THESE CONSEQUENCES. If you do not understand the effect of any part, consult your Attorney before signing. 14. NON-MERGER. The terms, conditions, and provisions of this Agreement shall not be deemed merged into the deed, and shall survive the Closing and continue in full force and effect. 15. NOTICES. All notices required or permitted to be given hereunder shall be in writing and shall be sent U.S. certified mail, return receipt requested, or by facsimile transmission addressed as set forth below: (a) All notices to be given to Buyer shall be addressed as follows: Mayor City of Bremerton 239 Fourth Street Bremerton, Washington 98337 (b) All notices to be given to Seller shall be addressed as follows: REAL ESTATE PURCHASE AND SALE AGREEMENT Page 3 of 4 Either party hereto may, by written notice to the other, designate such other address for the giving of notices as being necessary. All notices shall be deemed given on the day such notice is personally served, or on the date of the facsimile transmission, or on the third day following the day such notice is mailed in accordance with this paragraph. 16. ENTIRE AGREEMENT. This agreement, including all incorporated exhibits, constitutes the full understanding between seller and buyer. Them have been no verbal or other agreements that modify this agreement. 17. BINDING EFFECT AND SURVIVAL. This Agreement shall be binding upon parties hereto and their respective heirs, successors and assigns; and the terms, conditions and provisions of this Agreement shall survive the closing of this transaction. 18. DATE OF MUTUAL ACCEPTANCE. For the purposes of this Agreement, the date of mutual acceptance of this Agreement shall be the last date on which the parties to this Agreement have executed this Agreement as indicated below. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date set forth below. BUYER: SELLERS: THE CITY OF BREMERTON KITSAP SQUARE DANCE ASSOCIATION By: By: Cary Bozeman, Mayor Its: Dated: Dated: APPROVED AS TO FORM: By:. Roger A. Lubovich, City Attorney REAL ESTATE PURCHASE AND SALE AGREEMENT Page 4 of 4 LEGAI DESCRIPTION FOR SQUARE DANCE HALL PROPERTY A portion of the Plat of Bremerton Waterworks Tracts No..2, as recorded in Volume 6 of plats, Page 13, records of Kitsap County, Washington, situate in the Southwest quarter of the Northwest quarter, of Section 32, Township 24 North, Range 1 East, Williamette Meridian, Kitsap County, Washington, which is more particularly described as follows: Lots 36, 37 and 38. LEGAL DESCRIPTION FOR CAMPING AREA PROPERTY A portion of the Plat of Bremerton Waterworks Tracts, as recorded in Volume 4 of plats, Page 102, records of Kitsap County, Washington and a portion of the Northwest quarter of the Southwest quarter, of Section 32, Township 24 North, Range 1 East, Williamette Meridian, Kitsap County, Washington, which is more particularly described as follows: Beginning at the Northwest comer of Lot 38 of the Plat of Bremerton Waterworks Tracts No. 2, as recorded in Volume 6 'of plats, Page 13, records of Kitsap County, Washington, also being the Tree Point of Beginning; thence along the west line of said plat No. 2, S 2°33'10" W 493.81 feet; thence leaving said west line, N 88o13'32" W 111.49 feet; thence S I1 56'13" W 142.22 to the Northwest comer of Lot 22 of said plat No. 2; thence continuing along said west line of the plat, S 11 56'1Y' W 159.70 feet; thence leaving said west line, S 89 49'02" W 255.22 feet along an existing timber rail fence; thence leaving said fence line, N 16 39'01" E 837.47 feet to the southerly right of way of Belfalr Valley Road (formerly Navy Yard Highway); thence easterly along said southerly right of way to the Tree Point of Begirming. Consisting of approximately 4.794 acres. EXHIBIT A EXHIBIT B