HomeMy WebLinkAboutMINUTES - 06032008 - C.106 TO: REDEVELOPMENT AGENCY Contra
FROM: �. John Cullen, Executive Director �, :4��et.`..
Costa
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DATE: June 3, 2003- f , . °os;A�oU��~
County
SUBJECT: Orbisonia Heights Property Acquisition, Bay Point Area
SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION
Recommended Action:
A. APPROVE Purchase and Sale Agreement and ACCEPT the Grant Deed from Youth Homes, Inc., a Non-
Profit Organization for the purchase of 661 South Broadway Avenue, Bay Point identified as Assessor's
Parcel Number 094-014-014.
B. AUTHORIZE the Redevelopment Director to execute said Purchase and Sale Agreement on behalf of the
Redevelopment Agency.
C. APPROVE payment of$500,000 for said property rights and AUTHORIZE the Auditor-Controller to issue a
check in said amount payable to Financial Title Insurance Company, 1676 North California Blvd. Suite
PI 17,.Walnut Creek, CA 94596, Escrow No. 43143219-520-HM to be forwarded to the Real Property
Division for delivery.
D. Direct the Real Property Division to have the above referenced Grant Deed delivered to the Title Company
for recording in the Office of the County Recorder.
Continued on Attachment: ® SIGNATURE:
[RECOMMENDATION OF COUNTY ADMINISTRATOR
❑ VCOMMENDATION OF BOARD COMMITTEE
APPROVE ❑ OTHER
SIGNATURE(S):
ACTION OF BOaD ON 1 t,�yrt,C. 3 ago APPR V D AS RECOMMENDED O�R
VOTE OF COMMISSIONERS: I HEREBY CERTIFY THAT THIS IS A TRUE AND
CORRECT COPY OF AN ACTION TAKEN AND
XUNANIMOUS(ABSENT ,n,Qyv, ) ENTERED ON THE MINUTES OF THE
AYES: NOES: REDEVELOPMENT AGENCY ON THE DATE SHOWN.
ABSENT: ABSTAIN: ATTESTED
floe Z'wA _2ffde_�
Orig.Div: Redevelopment Agency JO LEN,AGENCY SECRETARY
Contact::Maureen Toms-Redevelopment Agency(335-7230)
cc: County Administrator
Auditor-Controller
Assessor's Office By:
PW Real Property—C. Sousa D uty
G -.�• CT9
SUBJECT: Orbisonia Heights Property Acquisition, Bay Point Area
DATE: June 3, 2008
PAGE: 2
Fiscal Impact•
This activity is funded by the Contra Costa County Redevelopment Agency(100%). No General Fund money was
used on this project.
Reasons for Recommendations and Background:
This project is to redevelop approximately 7.6 acres of the Orbisonia Heights subdivision with residential mixed-use,
transit-oriented development as described and planned for in the Pittsburg/Bay Point BART Station Specific Plan
approved by the.Contra Costa County Board of Supervisors. In order to meet the purpose of this portion of the
Specific Plan acquisition of the existing residential properties southeast of the State Highway 4/Bailey Road
Interchange must occur.
Consequences of Neyzative Action:
The Agency will not be able to assemble this property with the current properties already acquired within the
Specific Plan in the unincorporated community of Bay Point in Contra Costa County.
�-oe
Parcel Number: 094-014-014 Grantor: Youth Homes, Inc., a Non- Profit Corporation
Project Name: Orbisonia Heights - Redevelopment Address: 661 South Broadway
Project Number 4500-6X5489 Bay Point, CA 94565
PURCHASE AND SALE AGREEMENT BETWEEN
THE REDEVELOPMENT AGENCY
AND
GRANTOR NAMED HEREIN
This Agreement is entered into by and between Contra Costa County Redevelopment Agency, a body corporate
and politic existing under the laws of the State of California, (hereinafter "Agency") and Youth Homes, Inc., a
Non- Profit Corporation, hereinafter"Grantor"),
RECITALS
Grantor is the owner of approximately 9,583 square feet of real property located in the unincorporated community
of Bay Point, Contra Costa County, California and described on Exhibit "A" attached hereto and incorporated
herein by reference. The real property, including improvements thereon, if any, are collectively referred to herein
as the "Property".
AGREEMENT
NOW THEREFORE, in consideration of the agreements herein contained and for other good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereby agree as follows:
1. Effective Date. It is understood that this Agreement is subject to approval by the Agency's Governing
Board. This Agreement is effective on the date approved by the Agency's Governing Board ("Effective
Date"). This Agreement will be submitted to the Grantor first for approval, and thereafter to the Agency.
2. Purchase and Sale. Subject to the terms and conditions in this Agreement, Grantor agrees to sell and
Agency agrees to purchase the Property.
3. Purchase Price. The purchase price for the Property shall be' FIVE HUNDRED TEN THOUSAND
DOLLARS ($500,000) ("Purchase Price").'
3.1, All ad valorem real property taxes and any penalties and costs thereon, and all installments of any
bond.or assessment that constitutes a lien on the Property shall be cleared and paid by Grantor
as of the date title shall vest in Agency by the recordation of the deed herein pursuant to Sections
4986, 5082, and 5086 of the Revenue and Taxation Code of the State of California, if unpaid as of
the date title vests.
3.2. The Purchase Price shall be paid to Youth Homes, Inc., a Non Profit Corporation.
4. Conditions to Agency's Performance. The Agency's obligation to perform under this Agreement is
subject to the following conditions:
4.1, Grantor's representations and warranties in this Agreement being correct as of the date of this
Agreement and as of the Close of Escrow.
42 Grantor's performance of all obligations under this Agreement.
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4.3. The vesting of title to the Property in the Agency by grant deed in feesimple absolute, free and
clear of all liens, encumbrances, assessments, leases (recorded and/or unrecorded), and taxes
except the following "Approved Exceptions" as outlined in the Preliminary Report dated
2008, issued by Financial Title Company:.
A. Covenants, conditions, restrictions and reservations of record, listed as exception -None.
B. Easements or rights of way of record over said property, listed as exception -5.`
C. Other approved exception(s) - None.
4.4. Financial Title Company is prepared to issue a CLTA title insurance policy in the full amount of the
purchase price, subject only to the Approved Exceptions ("Title Policy").
If Agency determines that any of these conditions have not been met, Agency shall have the right to
terminate this Agreement by delivering written notice to Grantor and, if applicable, the Escrow agent.
5. Escrow. By this Agreement, Agency and Grantors establish an escrow ("Escrow") with Financial Title
Company, 1676 N. California Blvd., #P117, Walnut Creek, CA 94596, their Escrow No. 43143219-520-
HM ("Title Company"). Grantors hereby authorize Agency to prepare and file escrow instructions with
said Title Company, on behalf .of Grantors, in accordance with this Agreement. This includes
authorization of the Title Company to withhold pro rata taxes, liens and assessments on the Property
conveyed.
5.1. Fees and Title Insurance. The Agency shall pay all escrow and recording fees incurred in this
transaction and, if title insurance is desired by the Agency, the premium charged therefor.
5.2 Grantor' Deposit into Escrow. On or before the Close of Escrow Grantors will deliver into Escrow
with the Title Company the following documents:
A. A grant deed, in recordable form and properly executed on behalf of Grantors, in a form
approved by Agency ("Grant Deed") conveying to Agency the Property in fee simple
absolute, subject only to the Approved Exceptions.
B. Copies of any effective leases, rental agreements or any other agreements, if any, which
the Agency has agreed in writing are to remain in effect after Agency takes title.
C. Grantors affidavit of nonforeign status as contemplated by Section 1445 of the Internal
Revenue Code of 1986, as amended [26 USCA §1445] ("FIRPTA Affidavit"); and
D. Grantors affidavit as contemplated by the Revenue and Taxation Code § 18662
("Withholding Affidavit").
5.3. Deposit of Purchase Price into Escrow by Agency. Prior to the Close of Escrow, Agency will
deposit the Purchase Price into escrow with the Title Company.
5.4. Close of Escrow. Escrow shall close upon the conveyance of the Property to the Agency ("Close
of Escrow). On the closing date, the Title Company shall close Escrow as follows:
A. Record the Grant Deed, marked for return to the Agency care of Cheryl R. Sousa, Real
Property Agent for the Agency(which shall be deemed delivery to the Agency);
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B. Issue the Title Policy, if requested to do so by the Agency;
C. Prorate taxes, assessments, rents and other charges as provided by this Agreement;
D. Disburse to the Grantors the Purchase Price, less prorated amounts and charges to be
paid by or on behalf of Grantors;
E. Prepare and deliver to the Agency and. to the Grantors one signed copy of the Title
Company's closing statement showing all receipts and disbursements of the Escrow.
If the Title Company is unable to simultaneously perform all of the instructions set forth above, the Title
Company shall notify the Grantors and the Agency and retain all funds and documents pending receipt of
further instructions from the Agency.
6. Grantor's Representations and Warranties. Grantors make the following representations and
warranties with the understanding that these representations and warranties are material and are being
relied upon by Agency. . Grantors represent and warrant to the, Agency that as of the date of this
Agreement and as of the Close of Escrow:
6..1. Marketable Title. Grantors are the owners of the Property and have marketable and insurable fee
simple title to the Property clear of restrictions, leases, liens and other encumbrances, subject only
to the Approved Exceptions. No leases, licenses, or other agreements allowing any third party
rights to use the Property are or will be in force unless prior consent has been given by the
Agency in writing. Commencing with the full execution of this Agreement by both parties and until
the Close of Escrow, Grantors shall not permit any liens, encumbrances or easements to be
placed on the property other than the Approved Exceptions, nor shall Grantors enter into. any
agreement that would affect the Property that would be binding on the Agency after the Close of
Escrow without the prior written consent of the Agency.
6.2 Condition of Property. Grantors. have disclosed to the Agency all information, records and studies
maintained by Grantors in connection with the Property concerning hazardous substances and
that Grantors are not concealing any knowledge of the presence of contamination or hazardous
substances on, from or under the Property. Any information that Grantors have delivered to the
Agency either directly or through Grantors agents is accurate and Grantors have disclosed all
material facts with respect to the Property.
6.3 Other Matters Affecting Property. To the best of Grantors knowledge,'there are not presently any
actions, suits,_or proceedings pending or, to the best of Grantors knowledge, threatened against
or affecting the Property or the interest of Grantors in the Property or its use that would affect
Grantors ability to consummate the transaction contemplated by this Agreement. Further, there
are not any outstanding and unpaid arbitration awards or judgments affecting title to any portion of
the Property. . To the best of Grantors knowledge there are not presently any pending or
threatened condemnation, eminent domain or similar proceedings affecting the Property.
Grantors shall promptly notify Agency of any of these matters arising in the future.
6.4 Grantor's Agency. That this Agreement and all other documents delivered prior to or at the Close
of Escrow have been authorized, executed, and delivered by Grantors; are binding obligations of
the Grantors; and are collectively sufficient to transfer all of Grantors rights to the Property.
In addition to any other remedies that may be available to the Agency as the result of a breach of any of
the foregoing warranties or representations, Grantors agree to defend and hold the Agency harmless and
reimburse the Agency for any and all loss, cost, liability, expense, damage or other injury, including
without limitation, attorneys fees, incurred by reason of, or in any manner resulting from the breach of any
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- ,et
of the warranties and representations contained in this Agreement and all third-party claims arising out of
or related,to any facts or circumstances with respect:to the period prior to the Close of Escrow.
7. Agency's Representations and Warranties. Agency warrants that, upon approval of this Agreement
by the Agency's governing body, this Agreement shall constitute a binding obligation of the Agency.
8. HAZ MAT CLAUSE. The Grantors hereby represent and warrant that during the period of Grantors
ownership of the property, there have been no disposals, releases or threatened releases of hazardous
substances or hazardous waste on, from, or under the property. Grantors further represent and
warrant that Grantors has no knowledge of any disposal, release, or threatened release of hazardous
substance or hazardous waste on, from, or under 'the property which may have occurred prior-to
Grantors taking title to the property.
The acquisition price of the property being acquired in this transaction reflects the fair-market value of
the property without the presence of contamination. If the property being acquired is found to be
contaminated by the presence of hazardous waste which requires mitigation under Federal or.State
law, the Agency may elect to recover its clean-up costs from those who caused or contributed to the
contamination, or are otherwise responsible under State and Federal Law.
9. Survival. All of the terms, provisions, representations, warranties and covenants of the parties under this
Agreement shall survive the assignment, expiration or termination of this Agreement and shall not merge
in the deed or other documents following the delivery and recordation of said deed or other documents.
10. Possession of the Property. Possession of the Property shall be delivered to the Agency at the Close
of Escrow.
11. Notices. All notices (including requests, demands, approvals or other communications) under this
Agreement shall be in writing. The place for delivery of all notices given under this Agreement shall be as
follows:
Grantor: Youth Homes, Inc., a Non-Profit Corporation
Attn: Stuart McCullough, Executive Director
Mailing Address: PO Box 5759
Walnut Creek, CA 94596
(925) 933-2627 X104
Agency: Contra Costa County Public Works Department
Real Property Division
255 Glacier Drive
Martinez, CA 94553
Telephone: 925-313-2252
Attn: Cheryl R. Sousa
or to such other addresses as Agency and Grantor may respectively designate by written notice to the
other.
13. Entire Agreement. The parties have herein set forth the whole of their agreement. The performance of
this agreement constitutes the entire consideration for said document and shall relieve the Agency of all
further obligation or claims on this account, or on account of the location, grade or construction of the
proposed public improvement. Grantors have no other right or claim to compensation arising out of or
connected with the acquisition of the subject property by the Agency, except as specifically set forth in
this Agreement, including but not limited to all claims for compensation for improvements pertaining to
realty, all claims for compensation for fixtures, equipment or machinery, attorneys' fees, costs or
damages of every kind and nature by reason of Agency's acquisition of the subject property and agrees
never to assert such a claim.
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' Cf/6G
14. Construction. The section headings and captions of this Agreement are, and the arrangement of this
instrument is, for the sole convenience of the parties to this Agreement. The section headings, captions
and arrangement of this instrument do not in any way affect, limit, amplify or modify the terms and
provisions of'this Agreement. This Agreement shall not be construed as if it had been prepared by one of
the parties, but rather as if both parties had prepared it. The parties to this Agreement and their counsel
have read and reviewed this Agreement and agree that any rule of construction to the effect that
ambiguities are to be resolved against the drafting party shall not apply to the interpretation of this
Agreement. The Recitals are and shall be enforceable as a part of this Agreement.
15. Further Assurances. Whenever requested to do so by the other party, each party shall execute,
acknowledge and deliver all further conveyances, assignments, confirmations, satisfactions, releases,
powers of attorney, instruments of further assurance, approvals, consents and all further instruments and
documents as may be necessary, expedient, or proper in order to complete all conveyances, transfers,
sales, and assignments under this Agreement, and do all other acts and to execute, acknowledge, and
deliver all documents as requested in order to carry out the intent and purpose of this Agreement.
16. Waiver. A waiver or breach of any covenant or provision in this.Agreement shall not be deemed a
waiver of any other covenant or provision in this Agreement, and no waiver shall be valid unless in writing
and executed by the waiving party
17. Severability: If any term or provision of this Agreement shall, to any extent, be held invalid or
unenforceable, the remainder of this Agreement shall not be affected.
REMAINDER OF PAGE
LEFT INTENTIONALLY
BLANK
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18. Governing Law and Venue. This Agreement shall be governed and construed in accordance with
California law. The venue of any litigation pertaining to this Agreement shall be Contra Costa County,
California.
CONTRA COSTA COUNTY
REDEVELOPMENT AGENCY GRANTORS
RECOMMENDED FOR APPROVAL: By:
Its':
Cheryl R. Sousa
Real Property Agent By:
By Its':
Principal Real Property Agent
Date:
APPROVED: (Date Signed by Grantor)
By
Redevelopment Agency Director
Date
(Date of Board Approval)
NO OBLIGATION OTHER THAN THOSE SET FORTH HEREIN WILL BE RECOGNIZED
Exhibit A.- Legal Description
(FORM APPROVED BY COUNTY COUNSEL 6/99)
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Recorded at the request of:
Contra Costa County Redevelopment
Agency
Return to:
Contra Costa County
Public Works Department
Real Property Division
255 Glacier Drive
Martinez, CA 94553
Attn: C. Sousa
Assessor's Parcel No. 094-014-014
Title Co. Order No. 43143219-520-HM
GRANT DEED
For Value Received, receipt of which is hereby acknowledged, Youth Homes, Inc., a Non- Profit
Corporation.
GRANT to
CONTRA COSTA COUNTY REDEVELOPMENT AGENCY, a body corporate and politic existing under
the laws of the.State of California,
the following described real property in the unincorporated area of Bay Point, County of Contra
Costa, State of California,
FOR DESCRIPTION SEE EXHIBIT"A"ATTACHED HERETO AND MADE A PART HEREOF.
GRANTOR
Date' Youth Homes, Inc., a Non- Profit Corporation
By:
Its':
By:
Its'•
ATTACH APPROPRIATE ACKNOWLEDGMENT
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