HomeMy WebLinkAboutContracts & Agreements_37-1978AGREEMENT OF CITY OF REDLANDS TO ACQUIRE
REAL PROPERTY FOR PUBLIC USE
This Agreement by and between Du WAYNE B. TENCH,
hereinafter referred to as "Seller," and the CITY OF
REDLANDS, hereinafter referred to as "Purchaser" is made
and entered into this 31st day of August 3 1978
DWITTAT c
A. Seller owns Mentone Domestic Water Company,
an unincorporated public utility, hereinafter referred to
as "the Company," which provides water service within and
without the City of Redlands.
B. Purchaser has caused studies to be made of
the Company's assets to determine their value for the pur-
pose of instituting condemnation proceedings.
C. Seller and Purchaser through negotiations in
lieu of condemnation have agreed on the acquisition terms
set forth in this Agreement, which terms are fair and reason-
able and are probably less expensive to Purchaser than
acquisition through condemnation proceedings even if the
additional expenses of such proceedings were not considered.
D. Seller and Purchaser desire to avoid the
additional expenses and delays of condemnation, and accord-
ingly Seller has agreed to sell the Company including all of
its assets to Purchaser and Purchaser has agreed to purchase
the same in accordance with the terms, covenants and con-
ditions set forth in this Agreement.
WHEREFORE, the parties agree as follows:
1. Parties. The Company is an unincorporated
public utility company which supplies water for domestic,
irrigation, commercial and other beneficial uses within the
town of Mentone, County of San Bernardino, State of California.
Purchaser is a general law city of the State of California.
The Company has been owned prior to the execution of this
Agreement by Du Wayne B. Tench, as a sole proprietorship.
2. Purpose. The purpose of this Agreement is to
provide for the purchase of the Company by the water division
of Purchaser and to put Purchaser in a position to apply and
employ the expertise, experience and staff of Purchaser in
the management and operation of the Company's water system
following the transfer of the Company to Purchaser.
3. Sale. Seller, for and in consideration of
the amounts herein reserved and agreed to be paid by Purchaser
and in further consideration of Purchaser's performance of
the covenants and agreements herein contained, hereby sells
to Purchaser all of the assets comprising the Company as
more fully described on attached Exhibit "A" and incorporated
by reference as a part hereof.
4. Consideration. In consideration for the
transfer of the Company and its assets as described on
Exhibit "A" and the covenants and agreements of Seller,
Purchaser agrees to pay and Seller agrees to accept the sum
of $170,674.00.
5. Pa ment of Consideration. At the closing of
this transaction, Purchaser shall pay to Seller the sum of
$50,000.00 in cash. The balance of the consideration as set
forth in Paragraph 4, shall be evidenced by a promissory
note executed by Purchaser which shall be paid in three (3)
consecutive equal annual installments of $40,224.67 plus
accrued interest of seven and one half percent (7.5%) per
annum on the unpaid balance, payments to be made on each conse-
cutive 10th day of January, commencing January 10, 1979. The
promissory note shall be secured by the City of Redlands Water
Legal and Capital Fund up to the amount of the unpaid balance
of the note plus accrued interest.
6. Time and Place of Closing. The purchase and
sale described in this Agreement shall be consummated and
the closing occur at the City Hall, Redlands, California, on
a date mutually agreed upon by the parties, but in no event
later than August 31, 1978. Provided, however, that the
parties may agree to a different place of closing without a
formal amendment to this Agreement.
7. Covenants of Seller. Seller covenants and
agrees with Purchaser:
(a) That he has full right and authority to
execute this Agreement and agrees that Purchaser at the
closing shall have full legal and equitable title to the
assets transferred under this Agreement.
(b) That Purchaser has been afforded full
opportunity to examine the property to be purchased by it
hereunder and no representation or warranties whatever with
respect thereto are made by him except that:
(1) He will sell to Purchaser all prop-
erty agreed to be sold by him hereunder free and clear of
any lien, pledge or encumbrance.
(2) He will not be in default in any
material respect in the performance of any of the Company's
obligations under any of its contracts or agreements, and
shall assume and be responsible for any and all obligations
to perform the main extension agreements of the Company
executed prior to the date of this Agreement,
(3) The Company has no obligations to
be assumed by Purchaser other than those set forth herein and
any such obligations, unknown to the parties at this time, and
which may be discovered hereafter, shall be assumed by the
Seller.
8. Notices. All notices required or permitted
to be given hereunder shall be in writing and shall be sent
by first --class mail, postage prepaid, deposited in the
United States mail in California, and if intended for Seller
shall be addressed to:
Du Wayne B. Tench
1317 Agate
Mentone, California
Either party may by written notice to the other change the
address for notices to be sent to it.
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9. Successors and Assigns. The provisions of
this Agreement shall inure to the benefit of and bind all
successors of the parties including but not limited to their
executors, administrators, heirs, lessees, contractees and
assigns
10. Complete Agreement. All terms, covenants and
conditions of this Agreement are as set forth herein and
there are no warranties, agreements or understandings, express
or implied, except such as are expressly set forth herein.
IN WITNESS WHEREOF, each of the parties hereto
has caused this instrument to be executed in triplicate.
SELLER:
DD WAY E E. TENCH
PURCHASER:
CITY OF NDS
By:
By:A-
-5-
A. Real Property
1. Crafton Well Site
a. Parcel No. 1
That portion
plat recorded
County of San
follows:
EXHIBIT "A"
ASSETS
of Block 10, of Stretch Map of Mentone, as per
in Book 8, of Maps, Page 81, Records of the
Bernardino, State of California, described as
Commencing at the center line intersection of Mentone Boulevard
and Crafton Avenue; thence South along the center line of Crafton
Avenue, 490 feet, thence West parallel with the center line of
Mentone Boulevard, to the West right-of-way line of Crafton
Avenue, to the true point of beginning; thence continuing West
parallel with the center line of Mentone Boulevard, 100 feet,
thence North parallel with the center line of Crafton Avenue,
50 feet, thence East parallel with the center line of Mentone
Boulevard, 100 feet to a point on said West right-of-way line
of Crafton Avenue, thence South on the West right-of-way line of
Crafton Avenue, 50 feet to the point of beginning.
b. Parcel No. 2
That portion of Block 10 of Stretch Map of Mentone as per plat
recorded in Book 8 of Maps, Page 81, records of the County of
San Bernardino, State of California described as follows:
Commencing at the centerline intersection of Mentone Boulevard
and Crafton Avenue; thence South along the centerline of Crafton
Avenue 490 feet; thence West parallel with the centerline of
Mentone Boulevard to the West right of way line of Crafton Avenue,
said point being the True Point of Beginning; thence continuing
West parallel with the centerline of Mentone Boulevard 100 feet;
thence South parallel with the centerline of Crafton Avenue 80
feet; thence East parallel with the centerline of Mentone Boule-
vard 100 feet to a point on said West right of way lane of Crafton.
Avenue; thence North on. the West right of way lane of Crafton
Avenue 80 feet to the point of beginning.
EXHIBIT "A" (Continued)
2. Agate Well Site
The East 88 feet of the North 78 feet of Block 80, Townsite
of Mentone, as per plat recorded in. Book 6 of Maps, rage 35,
Records of San Bernardino County, California.
EXHIBIT "A" (Continued)
B. Water Services
Size Quantity
1. Iv 18
2 2" 8
3 . 3" 2
4. 4" 1
5 . 8" 1 ea.
6. 8" 1 ea.
7. 5/8 x 3/4 252
8. 3/4" 87
9 . 1" 85
C . Watermains
Size & Type Length Location
1. 6" Stl. D&W 2630 ft. Chrysolite St .
2. 6" Stl. D&W 810 Alley north of Mentone Blvd.
3. 3" Stl. D&W 310 Alley north of Mentone Blvd.
4. 4" Stl. 720 Alley south of Mentone Blvd.
5. 22" Stl 440 Alley south of Mentone Blvd.
6 6" Stl. 2300 Jasper-alley north to S B
7. 4" Stl. 400 Alley north of Mentone Blvd.
8 . 2 2" Stl. 315 Opal Ave.
9. 3" Stl. 315 Opal Ave.
10. 4" Stl. 430 Opal Ave.
11. 6" Stl 420 Opal Ave. West
12 3" Stl. 200 Capri
13. 4" Stl. 1050 Capri
14. 10" Stl. DIP 2100 Capri
15. 6" Stl. 840 Turquoise
16. 4" Stl. 300 Turquoise
17. 2" Stl. 300 Turquoise
18. CTT Stl. D&W 800 Tourmaline
19. 4" Stl. 550 Tourmaline
20. 6" Stl. D&W 470 Beryl Florence to Nice
21. 6" Stl. 200 Beryl Florence to Naples
22. 4" Stl. 800 Olivine
23. 10" Stl. 1800 Malachite
24. Miscellaneous other watermains at various locations owned by
Corporation.
EXHIBIT "A" (Continued)
D. Fire Hydrants
1. 4" "Jones" at various locations - 31 each.
E. Equipment, Piping and Buildings
1. All equipment, piping and buildings within the Carafton Well
Site excepting well pumping equipment in and on the "Old Reese"
Well including but not limited to the following:
a. Well Pump and Gear Head.
b. "Waukesha" NICRB Gas Engine
c. Miscellaneous engine equipment.
2. All equipment, piping and buildings within the Agate Well Site
including but not limited to the following:
a. Well Pump
b. "Waukesha" 2475 Gas Engine
C. Chlorinator
d. Compressor
e. Miscellaneous engine equipment.
PROMISSORY NOTE
$ 120,674 August 31 , 1978
City of Redlands promises
to pay to the order of Du Wayne Bo Tench
':-One hundred twenty -thousand, six hundred seventy four and
00/100
Dollars,
for
value received with
interest
at
seven and one
half
per cent per
annum
from September 1 1978- until paid,principal and
interest
payable �in
three consecutive equal
annual pay-
ments of
$40 M. 7 (plus
accrued interest) on
January 10,
1979, January 10 1980 and January 10 1981
both principal and interest payable in lawful money of the
United States,
APPROVED AS TO FORM:
Mayor
City Attorney
CITY MANAGER
On motion of Councilman Knudsen, seconded by Councilman
Mentone Elliott, Council authorized the Public Works Department
Domestic to enter into negotiations to acquire all the stock of
Water the Mentone Domestic Water Company for $170,000 with
Supply funds to come from the Legal and Capital Fund and also
authorized the City Attorney to prepare the necessary
documents. Motion carried by AYE votes of all present.
Declaration A Declaration of Dedication from Alan M. and Michele S.
of Smotkin, Trustees for Smotkin Family Trust, for street
Dedication right-of-way purposes required for the development of
Tract No. 9853, was accepted by Council on motion of
Smotkin Councilman DeMirjyn, seconded by Councilman Knudsen, by
AYE votes of all present_
A Grant Deed from Nelson B. and Carmen L. Reames for
Grant Deed street right-of-way purposes on State Street required
in connection with a building permit was accepted by
Reames Council on motion of Councilman DeMirjyn, seconded by
Councilman Knudsen, by AYE votes of all present.
Declarations Two Declarations of Dedications from Gerald F. and Marie
of T. Rutten for street right-of-way purposes in connection
Dedications with the development of C.U.P. No. 284 located at the
corner of Olive Avenue and Terracina Boulevard were
Rutten accepted by AYE votes of all present on motion of
Councilman DeMirjyn, seconded by Councilman Knudsen.
On motion of Councilman DeMirjyn, seconded by Council -
Quitclaim man Knudsen, Council authorized by AYE votes of all
Deed present execution of a Quitclaim Deed to Barbara A.
Parker with the Mayor and City Clerk authorized to sign
Parker on behalf of the City. This Deed quitclaims all rights
to a drainage easement no longer needed due to the
construction of the Garden Street drain.
In conjunction with solicitation of proposals for the
decking of Parking Lot No. 2, it is necessary that
information regarding soil conditions and topography
be available. On :notion of Councilman Knudsen, seconded
Funds by Councilman DeMirjyn, an additional appropriation of
$2,500 from the Parking District Fund Reserve to provide
this testing and surveying was approved by AYE votes of
all present.
On motion of Councilman DeMirjyn, seconded by Councilman
Funds Knudsen, additional appropriation for $61,220 from
various funds to cover worker's compensation premiums
was approved by AYE votes of all present.
Page four -
May 16, 1978