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Home My WebLink AboutSouthern States Realty Co - 1988-12-19 APPROVED BY CITY COUNCIL 30,t-"—'✓ 1" r2Gv '� Sc� FOR CITY COUNCIL ACTION December 19 , 1988 ci c •�� Date Submitted to: Honorable Mayor and City Council Submitted by: Paul E. Cook, City Admi ni stratoyf Prepared by: Melvin M. Bowman, Director, Community Seri}Subject: ---- Robert Franz, Deputy City Administrator � �' _ AGREEMENT TO PURCHASE SOUTHERN CALIFORNIA EDISON PROP, RTY AT 538 MAIN STREET Consistent with Council Policy? [ ] Yes [ ] New Policy or Exception Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments: STATEMENT OF ISSUE On July 13, 1988, Council authorized purchase of the Southern California Edison property at 538 Main Street for the proposed Municipal Art Center for the appraised value of $758,000, all cash at the close of escrow. RECOMMENDATION 1 . Approve purchase agreement with Southern states Realty Company and direct Mayor and City Clerk to execute same. 2. Appropriate purchase amount of $758,000. ANALYSIS Pursuant to Council action of July 18, 1988, the agreement for real estate purchase and escrow by and between the City of Huntington Beach and Southern States Realty for sale of real property, commonly known as 538 Main Street, has been prepared and signed by Southern States Realty Company representatives. FUNDING SOURCE Excess Public Facilities Corporation Funds (Civic Center) ALTERNATIVE ACTIONS =� ` N/A ATTACHMENT Agreement for real estate purchase and escrow Fiscal Impact Statement 1`1B:bs 0706E/30 ` P10 5/85 _ y AGREEMENT FOR REAL ESTATE PURCHASE AND ESCROW BY AND BETWEEN THE CITY OF HUNTINGTON BEACH AND SOUTHERN STATES REALTY FOR SALE OF REAL PROPERTY COMMONLY KNOWN AS 538 NO. MAIN STREET IN THE CITY OF HUNTINGTON BEACH, CALIFORNIA THIS AGREEMENT is made and entered into this day of 1988 , by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "CITY" and SOUTHERN STATES REALTY, a corporation, hereinafter referred to as "SELLER" . WHEREAS, SELLER is the owner of that certain real property commonly known as 538 N. Main Street, Huntington Beach, California, also known as Orange County Assessor ' s Parcel No . 24-172-08, more fully described as Lots 28, 30 , 32 , 34 , 36 and 38 in Block 504 of the Huntington Beach Tract of the City of Huntington Beach, as shown on a map recorded in Book 3 , page 43 of Miscellaneous Maps, recorded in the County of Orange, hereinafter called the "SUBJECT PROPERTY; " and CITY wishes to purchase the SUBJECT PROPERTY; and The SUBJECT PROPERTY is shown on the attached map marked Exhibit "A" , which is incorporated herein by this reference, NOW, THEREFORE, the parties hereto do hereby agree as follows : 1 . PURCHASE PRICE CITY and SELLER agree that the total purchase price for the SUBJECT PROPERTY shall be $758,000 .00 . Upon execution of this Agreement by CITY and SELLER, CITY shall deliver a certified copy of this Agreement to the SELLER. -1- 2 . ESCROW Promptly after mutual execution of this Agreement, CITY and SELLER shall open an escrow with Citizens Bank Pasadena ( "Escrow Holder" ) , and execute such instructions as Escrow Holder may request which are not inconsistent with the provisions of this Agreement . Escrow shall be deemed open upon receipt by Escrow Holder of signed escrow instructions from CITY and SELLER. Said escrow shall close within ninety (90 ) days at the date of this Agreement . Three ( 3 ) days prior to close of escrow, CITY agrees to deposit into escrow an amount equal to the total purchase in the form of a bank wire or a cashiers check drawn on a local California financial institution. 3 . TITLE SELLER shall pay for and furnish to CITY a Preliminary Title Report on the SUBJECT PROPERTY ( "the Report" ) . CITY shall have thirty (30 ) days after receipt of the Report within which to notify SELLER and Escrow Holder in writing of CITY 'S disapproval of any exceptions . Failure of CITY to disapprove any exceptions within the aforementioned time limit shall be deemed to be an approval of the Report . SELLER shall pay for and furnish CITY a California Land Title Association standard policy of title insurance in the amount of the purchase price, showing title vested in CITY . Title is to be conveyed by grant deed . CITY is aware that SELLER will retain all mineral rights that it presently owns, with access below a depth of 500 -2- feet, with no right of surface entry, and the deed shall contain SELLER' S standard mineral reservation clause . 4 . PRORATIONS AND FEES Real property taxes shall be prorated as of the date of recordation of the deed to CITY . SELLER shall pay the cost of any documentary transfer tax required by any lawful authority. CITY and SELLER shall each pay one-half of the escrow fees . 5. ENVIRONMENTAL ASSESSMENT Within thirty (30 ) days after opening of Escrow, SELLER shall deliver to CITY, all available data as to the use of asbestos in the construction of the building. CITY shall have thirty ( 30 ) days to review and approve this information after the opening of Escrow. If CITY desires to perform its own assessment of the property, CITY will do so at its sole expense and upon execution of a temporary entry permit to perform such assessment . The temporary entry permit will be prepared by SELLER on SELLER'S standard form. 6 . TRUST INDENTURE CITY and SELLER acknowledge that the Edison Trust Indenture, dated October 1, 1923, between Southern California Edison Company and Harris Trust and Savings Bank and R.G . Mason, as Trustees, as amended and supplemented, is a lien upon the described property. SELLER agrees that it will do whatever is required by the Title Insurance Company issuing the title insurance policy to insure title in the CITY without showing the lien of the Edison Trust Indenture as an exception to the insured title . -3- 7. NON-FOREIGN CERTIFICATION The Foreign Investment in Real Property Tax Act (FIRPTA) , IRC 1445 and Section 26131 (a) (2 ) of the Revenue and Taxation Code requires that every buyer of U.S . real property must, unless an exemption applies, deduct and withhold from SELLER' S proceeds ten percent (10% ) of the gross sales price to be forwarded to the Internal Revenue Service and three and one-third percent (3 1/3% ) of the gross sales price to be forwarded to the Franchise Tax Board . The primary exemptions which might be applicable are: (a) SELLER provides CITY with a certificate under penalty of perjury, that SELLER is not a "foreign person, " as defined in FIRPTA, or (b) SELLER provides CITY with a "qualifying statement , " as defined in FIRPTA, issued by the Internal Revenue Service. SELLER and CITY agree to execute and deliver as appropriate, any instrument , certificate and statement, and to perform any acts reasonably necessary to carry out the provisions of FIRPTA and regulations promulgated thereunder . 8 . INFORMATION AUTHORIZATION FORM Due to the provisions of the 1986 Tax Reform Act requiring that all real estate transactions be reported to the Internal Revenue Service, effective January 1, 1987 , SELLER hereby agrees to complete and deposit in escrow an Information Authorization form. 9 . SATISFACTION OF CONDITIONS If any condition stated in this Agreement has not been eliminated or satisfied within the time limits and pursuant to the provisions of this Agreement, then this Agreement shall be -4- deemed null and void, the deposit shall be returned to CITY, and the escrow shall be cancelled . 10 . ENTIRETY This Agreement constitutes the entire Agreement between CITY and SELLER regarding the SUBJECT PROPERTY, and supercedes all prior discussions, negotiations and contracts between CITY and SELLER, whether oral or written . Neither CITY nor SELLER shall be bound by any understanding, agreement, promise, representation or stipulation concerning the SUBJECT PROPERTY, express or implied, not specified herein. IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by and through their authorized officers on the date, month and year first above written. SOUTHERN STATES REALTY CITY OF HUNTINGTON BEACH a corporation a California municipal corporation i CZC�c c�c� me Preside Mayor fCST. Acretary ATTEST: APPROVED AS TO FORM /6�' 4t�� City Cle4f City Attorney REVIEWED AND APP 0 D: INITI AND PZOVED: City Administrator Director of Ad inistr ive 3637L/rf Services -5- 1 N � �� _ sue INIRItfltI1111A1ttt_III!_ C E zlio MERim H sIs s aia ss a a_ � RD � s s GIs s a� pis•.�.�k� ,a SOME srd •0, �� '@ +� � �� ► cos �� ,;., Elm IN = mmuoui nuunuue� = w i c Cc Sy J I LLI fa w i i t EWA p 2 o � Z O . o cc ir m � I m 2 ronorvuxsaay.. I I W i \ W 6 � H W tL I l W r cc Fr cc Z •� g s � L Z (M3N)133!!LS H1XIS F� U i � a CITY OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK December 27, 1988 Southern States Realty P.O. Box 410 Long Beach, CA 90801 The City Council of the City of Huntington Beach at the regular meeting held December 12, 1988, approved an agree- ment for real estate purchase and escrow by and between the City of Huntington Beach and Southern States Realty for sale of real property commonly known as 538 North Main Street in the City of Huntington Beach. Enclosed is an executed copy of the agreement for your files. Connie Brockway City Clerk CB:pm Enclosure (Telephone: 714-536-5227) CITY OF HUNTINGTON BEACH INTER-DEPARTMENT COMMUNICATION HUNTINGTON,BEACH - To PAUL E. COOK From ROBERT J. FRANZ City Administrator Deputy City Administrator Subject REQUEST FOR APPROPRIATION Date DECEMBER 7, 1988 TO ACQUIRE SITE FOR MUNICIPAL ART CENTER FIS 88-19 As requested under the authority of Resolution 4832, a Fiscal Impact Statement has been prepared and submitted relative to the proposed purchase of the Southern California Edison property at 538 Main Street for purposes of utilizing the same site for the City's Municipal Art Center. Anticipations are that an appropriation of $758,000 would be adequate for this project. An affirmative response by the City Council will reduce the balance of the City's unreserved, undesignated General Fund to $1,473,000.. 4BERT J. Deputy City A ministrator RJ F:sd 4187j