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HomeMy WebLinkAboutContracts & Agreements_11-1969 SALES AGREEMENT WHEREAS the City of Redlands , hereinafter called "City" , is the owner of that certain real property known as City of Redlands Parking Lot No 1 containing approximately 22 ,000 square feet of area and located in the State of California, County of San Bernardino , City of Redlands , along the public street called Citrus Avenue between the public streets called Fourth Street and Orange Street, hereinafter called "Property A" ; WHEREAS the City wishes to acquire that certain real property in the State of California, County of San Bernardino, City of Redlands , and described as Redlands Town Plat, 3, 4 , 5 , 6 , and 7 of Block 8 , recorded in Book 5 of Maps , Page 10 of the records of said County, hereinafter called "Property B" , for use as a public parking lot and which will more effectively meet the public need for parking than Property A; WHEREAS General Telephone Company of California, hereinafter called "General" , wishes to acquire that certain real property owned by the City and described hereinabove as Property A for use in the performance of its obligations as a public utility, NOW, THEREFORE, it is agreed between the City and General as follows . 1. City by Grant Deed shall , subject to City Attorney' s approval of title , pass to General by escrow full legal and equitable title in Property A. 2. General in consideration for receiving full legal and equitable title to Property A will furnish to escrow all monies necessary including any survey costs and costs for title policy for the City to pass said title to General and will furnish to escrow all monies up to a combined purchase price of $252, 500 plus agents local fee title policy, drawing and recording of documents and escrow charges for the City to acquire title to the hereinabove described Property B. General further agrees, without cost to City to demolish all buildings located on Property B and construct a parking facility to City specifications as described on Exhibit A attached hereto and by reference incorporated herein City will furnish General a letter of authority to do such demolition work and construct said parking facilities . 3. The City warrants to General that Property A is zoned C-3 and General agrees that any improvement made upon said Property A by General will conform to the requirements of C-3 zoning 4. The City upon close of Escrow shall remain in possession of Property A and continue use without cost to City of said property as a parking lot, with the exception of the 16 parking stalls in Property A currently leased to General by the City, until such time as Property B has been completed as a parking facility in accordance with specifications described in Exhibit A hereto, but in no case not later than November 15, 1969. If the parking facility described in Exhibit A is not ready for use by the City by November 15, 1969, a later date will be set by mutual agreement for City to terminate possession of Property A. Upon close of escrow and passage of title in Property A to General, all rental charged to General by the City for use of the above-mentioned 16 parking stalls will cease 5 . City shall arrange to provide General with appropriate certificates of insurance from the present Property A lessee, the Downtown Redlands Association, so as to indemnify and save -2- P y harmless General from all claims , demands, costs , liability, loss , damage , or injury whether to person or property (including General ' s property) , resulting in any manner, directly or indirectly, from or in connection with City ' s use of Property A after title to said property passes to General . The 16 parking stalls located on Property A, used by General and referred to in paragraph 4 , herein, will be excluded from this "hold harmless" assurance. 6. City shall arrange with its lessee , the Downtown Redlands Association, to maintain insurance policies in full force and effect for the period that City possesses or uses Property A (less the 16 parking stalls located on Property A, used by General and referred to in paragraph 4 , herein) after General has taken title to said property, with carriers authorized to do business in California, as follows . a Workmen 's Compensation insurance covering City' s full liability under all applicable Workmen' s Compensation laws in California b. Comprehensive Public Liability insurance in the amount of $100 ,000 for death or injury to one person and $300 ,000 for death or injury to more than one person in any one occurrence c. Property damage insurance in the amount of $25 ,000 for property damage resulting from any one occurrence. The insurance shall insure City and General against all claims for bodily injury, death, damage to, or destruction of property which may arise from the City' s operation of Property A under this agreement, less the 16 spaces located on Property A, used by General and referred to in paragraph 4 , - 3 herein, whether such operations shall be by City or by any- one directly or indirectly employed by City, and shall expressly cover liability assumed by City under this agreement. Each policy shall contain an endorsement naming General as an insured and provide that the amount of coverage provided therein will not be reduced or terminated without ten (10) days written notice first being given to General. Certificates of Insurance , incorporating the above-described endorsements , shall be filed with General before title of Property A passes to General 7. It is further agreed that the City shall have the right and the duty to maintain the landscaping in a triangular area at the northeast corner of Property A Said triangular area is to be determined by survey paid for by General, said area is to be limited to that area sufficient to maintain the life of existing oak tree located thereon but in any case said area is not to extend beyond the existing building set-back line required by current zoning. Said right and duty of the City to maintain the landscaping in said area is to be a covenant running with the land. 8. a. General is to have the right to review the preliminary title report of Property A and rescind this agreement and the subject escrow if the covenants, conditions , restrictions or state of title will reasonably pre- clude General ' s intended use of said property in fulfilling its public utility obligations . b. City is to have the right to review the preliminary title reports of Property B, and rescind this agree- ment and escrows pertaining to Property B, if the convenants , conditions , restrictions or state of title will reasonably preclude City ' s intended use of Property B in fulfilling its municipal obligations . - 4 - c. The close of escrow for passage of title of Property A is to be contingent on General ' s receiving an American Title Association form of title insurance policy. General is to bear all costs associated with procuring said form of title insurance policy including the making of a record survey. 9 . Within 15 days from the execution of this agreement, City and General shall open an escrow at Title Insurance and Trust Company in San Bernardino, California, and both parties shall sign the escrow instructions . Either party failing to open or sign as provided above shall be guilty of a major breach of this agreement. If either or both parties fail to sign within the time prescribed, the agreement shall be deemed rescinded. Executed at Redlands , California, this 13th day of June , 1969 . CITY OF REDLANDS S By / ,/ .4xt7l Title City Manager , r Date June 13 , 1969 ii GENERAL�T/ELE - ONE COMPANY OF CALIFORNIA By (���i ' " ,r.e1.1,-1 Title Vice President - Controller -,% Date June 13, 1969 ATTEST - /19 City Clerk APPROVED FOR FORM: ;:73 City Attor ey - 5 - r.xn.1.nlr-ti`to-bales-agreement; aatea-June -. - lyby,- {� ;. 'between City of Redlands and General Telephone Company " bf California. . PaLPlan) )of P 3 $F, �o„�r2, t ? i . t - Cles,catte hose. btb as1dG -�ro(Yl Ip S/ + o G i2. P. Merri t, Cr. ;pVinl-�ev- s9 -1-crn R - X :'~ -� - - city Manager'. t__ Oc-rnc) IA 7%0r_2 2v C 0-0city of IR3od,landtt , •• r LrxNTIN;� DLTAI L I vern J 7 000 • `i GsyF `� ,Jy n L m r y E s f Tof Cyst 38.�• � — c x Sk c1 d s --- _ Qx C4 `v~ y +_4isx"*: �ttlrfZ �: �t�0.0:-. . }(ii •:r' ipA �^�^:. 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I.. \ —� .____ef\_ { MIMEO -.."14 /S // , . • — 0 , . oi 4 G 1"TFZV _ y 1 A��NVC _ • ADDITIONAL SPECIFICATIONS for Parking Lot, NE Corner of 4th & Citrus A Landscaping. (the numbered areas refer to numbers as shown on on the Parking Lot Plan) AREA NO. 1 Eleven Quadalupe Fan Palms spaced 22 1/2 feet apart, and Juniperus Horizontalis as ground cover AREA NO 2 Same ground cover as Area No. 1, but with a large rock added. AREA NO 3 A group of three Robusta Palms with colored lights at the base, and Potentilla Verna as ground cover. AREA NO. 4 One Robusta Palm in each planter with Potentilla Verna as ground cover AREA NO 5 Olive tree and Crepe Myrtle with colored lights at base of Olive tree and ground cover of Juniperus Horizontalis . AREA NO. 6 Sixteen pencil type Italian Cypress spaced 11 feet apart and cement with tree wells GENERAL All dirt in planters to be removed to a depth of two feet and replaced with the following planter mix: 25 percent of existing soil, 25 percent of coarse sand; 50 percent Redwood Sawdust, mix in 80 lbs of 21% Sulfate of Ammonia Page 2 of 3 pages , EXHIBIT A to Sales Agreement, dated June 13, 1969, between City of Redlands and General Telephone Company of California „)/ iff I . R. P. Merritt; Jr City Manag�r J City of Red nds Install sprinkler system in all planters with appropriate sprinkler heads ; install hose bibbs as indicated on Plan. Robusta Palms on Parking Lot #1 to be used in new lot Surplus Palm Trees on Lot #1 not required for lot at NE corner of 4th and Citrus to remain city property and will be removed at city expense prior to time Lot #1 is vacated by city. B Drainage • Parcel to be graded so that completed parking lot will be de-watered into Citrus Avenue at the south-west corner of the parcel C. Sealant and Striping. The entire parking lot will be seal-coated with a petroleum resistant sealant prior to striping. D. Alley: Alley at north border of parcel will be improved in accordance with City of Redlands standards E Booth Attendants ' Booths to be constructed to City specifications , which will be furnished. Page 3 of 3 pages, EXHIBIT A to Sales Agreement, dated June 13, 1969, between City of Redlands and General Telephone Company of California R. P. Merritt Jr. City Manager I City of Red ds � y Y a Lc_ r 1 "s ai' zY - B ° t',. ` ��t" e`' 16, [vC s :iu, tip t.n :/)0 c ,'kti1n P 'i 3i' o Mr, 5 . 2 •.eS O�c e m B �r j"1.ai!Ll?-an a ff Mr. 4 0 i 5 iaa.'d .7-h, p $" sus '+r..�%:�:.1..� S, RT chate cris mra aF Lrt1 Piper Hone .a _ p SO1:..: _A 1Z E.1:3 A z A'd«:u rc"tod 1a Taylor, City A ,Ley Mr., John W< tsner, 1 dmi.n7 stre"Give Assistant ��ss""r��y'1 C'a° J' :a.J: :.C.�'�i7.i e John F �'�� Foy, Foy & Foy Realtors, rep.'esenting the General Telephone Company of Call "orn .a 1. The :'t eel Ag was called to orier at 8 O5 a.m. by Chairman advisor Wagner £u nLshed each COil.T SS?on iaather with a copy of c is =->e:C?f.'•-,,en'C propt0>`.ac'1 by the General Telephone Co. the Sales q }}�� !-fir _ Telephone \Nj-T to ��y i7 G..L�� d`LC,j'.'''_''G L-���'.11 l.. cs"_ Jun 13, 3 969 be s h :� z � f� S1 % �' �? r..� Q.„ s<'.-�G.l a«B%iS and Genera/ Telephone Co. (=4. noe L.n :. g the excha fge of Parking Lot No.1 for. properties on the north of CI irus Street, <3.`.1�. .cil,ant - 2 l3..cal requested a time :', iwof n.'R� Sales _ f .X' mil! _[s ���t��i "�.��� the .J Ci��w `a�� � 4 . >ro c tt".{� leases on the to-�k'e—^ ci' z 3 r <^ it c.�O�i .�R.C: ��t�� -. a,..�v for :�..�7.si.7,i],g Let FOoJ 7 ,-i• C x'?; ,.a Co, agent ill• �;G e %•���'�✓ 16'� z�j aE" .. � J'G-'�.G��eGjlr� n q c'':S u t� tej c,C�li"" t " C-�Mti: "L•ai:,�.G1"I.i3fj :,. ���t:...�'`•C era i��•i. • '..""- 5 << .�i2'"''a�Jd'A �.J.�11.i� I1'c' Lary [ .awn S C.ch.- tin .' iry_.... ia .`-n''�s.'��' t:r i.• ' -.�:t �ia:�' gt C7 t w,=� : oved by . cott cd by Coai" r. onek. Pier and pawed? unc?n?m,Ous3 a ..'.ft 5 ep LG �.7 f 3 2, 1%9 to the So/es ACj:eemeii between' c .:? 'tv clhd GoDa, ,11 rk'. L;?h(:r!"ae Co. Wted sf't ne 13 r �t,r.-t^� Ct.l.,-*«Y �fl;.''' f"" '� `rn ^n •"�� L�J'J�� be approved and; �•a .:..l n .-CAL st.ed 'C. «° i e t1.2_ �' t r .� G V.'��E.fr`� 'G � s cuLt.�-I�L�YaG-':t1�..4 �i20 Co a so auggi stod. that the Pub.?I c l'o, ks Di cecior ofUlle Ctty C:a .f.,_1-L with ` ._..? : ^ E xTeJ C p1io„-e Co. coriccng the host location (w>.,$ ^a >al. to the C°ty) a o Y' dumping a.,_e-c .a?1 t7h ch weui d be b":'' £Cato. ? is fit;? of the bl.'il0i3t..-s on `i.s. Lp`.tc off Lot Fo, 5. "f b,., 2(_wthe ?` •z t ,i t � ,� u C: .Cl"...L� �C £:1 ± s'" �i. � 1. 1 O a �.a t c;"'s' was Ct'a 3s1 .. �ci""=7L3� L ene:a `;1e] }'"phi? ;? E.> .. v. C' Co.�`t� ._'i was moved u}P d u r1 i 7 �r {/^-i'�M' . ^..eA•' 9 ry . s3•:,c o d cro C o'4TTai >uGn` - Y_ yo ef- irld pZ i>GC vnF1lYlt3�i1j aCiLy a proe ' he Grant Dee a v3 ng title to Lot 1'o 1 Parking Pace Commission M4.nutes September 16, 1969 Page 2 is The Advisor explaired that :: t a , neco snrf to approve ch,ngec in the orig;n1 escro.i instrtc•ctons 1n the sale of Lot No. 1. These changes ccnststed of e):c ludi ng Lhe crtangu1ar area the north-7e2 corner as ,mot bk7 4 ncT tnc3 udod n the sa 3 0; thaL title and le a 3 description had been appvov;d by boyar anda seller, clad that the p:.;oper_ty , s zoned C-3. It was moved by CoamisoioneL Harp, seconded by Corm ss?ones: Richards and passed unanuaausly, that changes in escl:oi'T instructions to Escrow No. 600057 CLL,as Indicated above, be signed by the City Manager. 4, The Advisor then presented the Grant Deeds granting title of -__ _ the four properties which will become Parking Lot No. 5 to the City of Redlands. It was moved by Co misssioner Piper, seconded by Cona'issioner J3.:nkin and passed unauimous3y, that the City Council accept the four Grant needs for the property which will become Parking Lot No. 5. 5. Chairman Malone, in coiattenting on the amendment to the Sales Agreement between the C:l.ty and General Telephone Co. , observed that, while the delay in providing this now parking Lot No. 5 is regrettable, the objective of up-grading off-street parking Will be achieved, and that at the present time, this delay will not result in any loss of parking spaces. By handling the situation in this manner he believed that there would be no hardship to any individual or firm involved. There being no further business requiring the attention of the Commission, the adjourned meeting adjourned at 9:10 a.m. The next regular meeting of the Parking Place Commission will be held in City Halls Thursday September 25, 1969 at 9:00 a.m. W. E. Malone, Chairman jo In Wagner,\}Recorder AMENDMENT TO SALES AGREEMENT This document is to amend the Sales Agreement dated June 13 , 1969 , between the City of Redlands, hereinafter called "City" and General Telephone Company of California , hereinafter called "General" . Subsequent to the signing of the June 13 , 1969 , Sales Agreement , the City and General entered into Title Insurance and Trust Company Escrow No. 600057-CEL. It is agreed herein that the certain triangular area referred to in Item No . 2 of the Escrow Instructions in said Escrow shall remain the property of the City. Item 7 of the Sales Agreement is therefore deleted in its entirety. Attached hereto as Exhibits B and D are leases remaining in effect on certain portions of Property B, which is more partic- ularly described in the Sales Agreement . General hereby accepts all responsibility for the management , maintenance and insurance (in the same amounts and types as specified in Par. 6 of the Sales Agreement) of Property B until the termination of said leases and the demolition and construction of the parking facility on Prop- erty B is completed. General , or an agent appointed by General , shall collect all rents due and owing under said leases and shall pay said monies to the City, less maintenance costs and ten (10) percent of such rents as management expenses. General shall have the right to terminate said leases under any terms or conditions as General so elects, provided that City shall not be required to pay any amount to lessees for lease termination. No tenant or lessee shall be permitted to continue in possession of Property B after the end of the term of any lease . Within ten days of closing of the herein-above-mentioned Escrow, General shall vacate the 16 parking stalls referred to in Item 4 of the Sales Agreement ; until such time as demolition of the existing improvements on Property B commences, whereupon General will resume use of said 16 parking stalls on Property A, except that in no case shall General have use of said 16 parking stalls from November 15 , 1969 , 1970 and 1971 through December 31 , 1969 , 1970 and 1971. Since the parking facility cannot be constructed on Property B by November 15, 1969, as required in Item 4 of the Sales Agreement , it is mutually agreed herein that this Agreement is to remain in full force and effect until such time as the existing leases on Property B terminate and the parking facility construc- tion has been completed in accordance with Exhibit C. The parking facility will be completed not later than six (6) months after the termination of all leases on Property B. Attached hereto and by reference incorporated herein is Exhibit C which is mutually agreed herein to amend Exhibit A of the Sales Agreement. The plans and specifications are accepted by both parties herein as the final design of the parking facilities to be constructed on Property B. By executing this document , the City hereby appoints General as its agent to demolish the existing improvements on Property B and construct the parking facilities described in Exhibit C attached hereto. General is to demolish and dispose of the existing improvements on Property B with no accounting to the City. The City shall be held harmless and named as an additional insured party in any and all insurance obtained by General in the performance of the Sales Agreement and this Amendment thereto. - 2 - n CITY OF REDLANDS1 By - W Qa ohn H. WagAer Title Acting City Manager Date September 17 , 1969 GENERAL L PHONE MPANY OF CALIFORNIA By Title Date September 17 , 1969 _ ATTEST• / tcie7 APPJ OVED FOR FORM• re_Lvec.,<CiT Edward F. Taylor City Attorney - 3 -