HomeMy WebLinkAbout6.s. Lind Purchase Agreement - County Road 73, City Project #399 ROSEMOUNT EXECUTIVE SUMMARY
CITY COUNCIL
City Council Meeting: February 6, 2008
AGENDA ITEM: Lind Purchase Agreement County AGENDA SECTION:
Road 73, City Project #399 Add -on Consent
PREPARED BY: Andrew J. Brotzler, PE, City Engineer AGENDA NO.
ATTACHMENTS: Map; Purchase Agreement APPROVED BY:
RECOMMENDED ACTION: Motion to Enter into a Purchase Agreement wit eresa
Lind, 14105 Akron Avenue, and Authorize the Necessary Signatures.
ISSUE:
Consider purchase of property at 14105 Akron Avenue associated with planned improvements for Akron
Avenue (County Road 73).
BACKGROUND:
As part of the planned improvements for Akron Avenue (County Road 73), the acquisition of right way
from four exception parcels to the larger adjacent properties is necessary. In early 2007, appraisals were
completed and offers made to the four exception parcels for the proposed right -of -way acquisition. Due
to the project schedule delay for Akron Avenue (County Road 73), there has been minimal work towards
the acquisition of right -of -way until now with a more defined project schedule for Akron Avenue and
associated trunk utility improvements.
Ms. Theresa Lind, the owner of property located at 14105 Akron Avenue has approached the City and
requested City consideration to purchase her entire property for the amount of $250,000. This amount is
consistent with the appraisal property value of $225,000 identified by the City's appraisal for the proposed
right -of -way acquisition. With the proposed purchase of this property which is 1.00 acre, 0.17 acre, would
be utilized for road and utility easement. The balance of the property, 0.83 acre would be available for City
use or consolidation with adjacent property for development in the future.
Of the proposed purchase price of $250,000.00, a cost of $40,000.00 is attributable to the planned Akron
Avenue (County Road 73) project with 55 percent of this amount being reimbursed by Dakota County.
The balance of $185,000.00 is proposed to be funded by the Water Core Fund with any future use
reimbursing this fund accordingly.
Attached for Council consideration is purchase agreement with Ms. Theresa Lind for the purchase of
14105 Akron Avenue.
SUMMARY:
Staff recommends Council authorize the purchase agreement with Theresa Lind of 14105 Akron Avenue
for the County Road 73 Improvements, City Project #399.
G: \ENGPROJ \399 \Lind Purchase AgreemenrCC2- 6- 08.jdoc
PURCHASE AGREEMENT
1. PARTIES. This Purchase Agreement is made this day of 2008, by
and between Theresa L. Lind, a single person "Seller and the CITY OF ROSEMOUNT, a
Minnesota municipal corporation "Buyer
2. SUBJECT PROPERTY. Seller is the owner of that certain real estate (the "Property")
located at 14105 Akron Avenue in Rosemount, Dakota County, Minnesota and legally described as
follows:
Commencing at a point on the Northeast corner of the Northwest of Section 27,
Township 115, Range 19, Dakota County, Minnesota; thence running due South on
the Section line 627.87 feet to the point of beginning; thence West 208.71 feet;
thence South 208.71 feet; thence East 208.71 feet; thence North along said Section
line 208.71 feet to the place of beginning.
3. OFFER/ACCEPTANCE. In consideration of the mutual agreements herein contained,
Buyer offers and agrees to purchase and Seller agrees to sell and hereby grant to Buyer the
exclusive right to purchase the Property, together with all appurtenances.
4. ACCEPTANCE DEADLINE. This Purchase Agreement shall be presented to the Buyer's
city council within 30 days of the date it is submitted to Buyer, fully executed by Sellers herein. If
the Buyer's city council does not approve this Purchase Agreement, this Agreement shall be null
and void and all Earnest Money shall be refunded to the Buyer.
5. PURCHASE PRICE AND TERMS:
A. PURCHASE PRICE: The total Purchase Price for the real estate included in this
sale is Two Hundred Fifty Thousand Dollars ($250,000.00).
B. TERMS:
(1) EARNEST MONEY. Seller acknowledges receipt of $1.00 as Earnest
Money from Buyer.
(2) BALANCE DUE AT CLOSING. Buyer agrees to pay the balance of the
Purchase Price by check on the Closing Date, less any adjustments as
provided by this Purchase Agreement.
(3) DEED/MARKETABLE TITLE. Subject to performance by Buyer, Seller
agrees to execute and deliver a Warranty Deed conveying marketable title to
the Property to Buyer, subject only to the following exceptions:
a. Building and zoning laws, ordinances, state and federal regulations.
327422v3 JMP RS220 -275
1
b. Reservation of minerals or mineral rights to the State of Minnesota,
if any.
c. Utility and drainage easements that do not interfere with Buyer's
intended use of the Property.
6. DOCUMENTS TO BE DELIVERED AT CLOSING. In addition to the Warranty Deed
required at paragraph 6B (2) above, Seller shall deliver to Buyer:
A. Standard form Affidavit of Seller.
B. Such other documents as may be reasonably required by Buyer's title examiner or
title insurance company.
7. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS.
A. Buyer and Seller agree to prorate the real estate taxes due and payable in 2008.
B. Buyer shall assume at closing the unpaid balance of all levied special assessments.
C. Buyer shall assume all special assessments against the Property that become
pending after the date of this Purchase Agreement. For purposes of this agreement,
an assessment becomes pending when the assessing authority orders the project after
the completion of an improvement hearing pursuant to Minn. Stat. Ch. 429.
8. MARKETABILITY OF TITLE. The Seller, within a reasonable time after acceptance of
this agreement, shall furnish Buyer with an abstract of title or registered property abstract of title to
the Property for review by Buyer's title insurance company. If an abstract is not available, Buyer
will obtain a commitment for a policy of title insurance from a title insurance company of Buyer's
choice. Buyer shall have ten (10) business days after receipt of a title commitment based upon the
abstract to examine the same and to deliver written objections to title, if any, to Seller. Seller shall
have twenty (20) days after receipt of written objections to cure title defects, at the Seller's cost. In
the event that title to the Property cannot be made marketable by the Seller by the Closing Date,
then, at the option of the Buyer, this Purchase Agreement shall be null and void and the Earnest
Money shall be refunded to the Buyer.
9. CLOSING DATE. The closing of the sale of the Property shall take place on a date to be
mutually agreed upon by the Seller and Buyer, but no later than March 31, 2008. The closing shall
take place at the offices of Kennedy Graven, 470 U.S. Bank Plaza, 200 South Sixth Street
Minneapolis, or such other location as mutually agreed upon by the parties.
10. CLOSING COSTS AND RELATED ITEMS. The Seller will be responsible for
payment of abstract update costs or, in the absence of an abstract, the title research fees charged in
connection with the title commitment. Seller is also responsible for recording fees of instruments
required to establish marketable title in Seller prior to the recording of the Warranty Deed to Buyer.
Unless otherwise provided herein, the Buyer shall be responsible for the payment of all closing
327422v3 JMP RS220 -275.
2
costs and fees, including but not limited to state deed tax, conservation fees, title insurance
premium, etc., except that each party shall be responsible for its own attorneys fees and costs.
11. POSSESSION /CONDITION OF PROPERTY. Buyer shall allow Seller to occupy the
Property through July 1, 2008 pursuant to the terms of the Escrow and Occupancy Agreement
attached hereto as Exhibit A. Seller shall deliver possession of the Property to Buyer on or before
July 1, 2008 in the same condition as the Property existed on the date of this Purchase Agreement.
12. DAMAGES TO REAL PROPERTY. If the Property is damaged prior to closing, Buyer
may rescind this Purchase Agreement by notice to Seller within twenty -one (21) days after Seller
notifies Buyer of such damage, during which 21 -day period Buyer may inspect the real property,
and in the event of such rescission, the Earnest Money shall be refunded to Buyer.
13. DISCLOSURE; INDIVIDUAL SEWAGE TREATMENT SYSTEM. Seller discloses
that there [IS] [IS NOT] an individual sewage treatment system on or serving the Property. Seller
makes no representation or warranty regarding the condition of any individual sewage treatment
system on the Property.
14. CONDITION OF SUBSOIL AND GROUND WATER. Seller hereby warrants to Buyer
that during the time the Seller has owned the Property there have been no acts or occurrences upon
the Property that have caused or could cause impurities in the subsoil or ground water of the
Property or other adjacent properties. This warranty shall survive for a period of two years
following the date of Closing.
15. WELL DISCLOSURE. Seller certifies that there is a well on the Property.
16. SELLER'S WARRANTIES Seller warrants that there has been no labor or material
furnished to the property for which payment has not been made. Seller warrants that there are no
present violations of any restrictions relating to the use or improvement of the Property. These
warranties shall survive the closing of this transaction.
17. RELOCATION BENEFITS. Seller does not waive any claim to relocation benefits for
which she may be eligible under applicable law.
18. BROKER COMMISSIONS. The Seller and Buyer represent and warrant to each other
that there is no broker involved in this transaction with whom either has negotiated or to whom
either has agreed to pay a broker commission. Buyer agrees to indemnify Seller for any and all
claims for brokerage commissions or finders' fees in connection with negotiations for purchase of
the Property arising out of any alleged agreement or commitment or negotiation by Buyer, and
Seller agree to indemnify Buyer for any and all claims for brokerage commissions or finders' fees in
connection with negotiations for purchase of the Property arising out of any alleged agreement or
commitment or negotiation by Seller.
19. NO MERGER OF REPRESENTATIONS, WARRANTIES. All representations and
warranties contained in this Purchase Agreement shall not be merged into any instruments or
conveyance delivered at Closing, and the parties shall be bound accordingly.
327422v3 JMP RS220 -275
3
20. ENTIRE AGREEMENT; AMENDMENTS. This Purchase Agreement constitutes the
entire agreement between the parties and no other agreement prior to this Purchase Agreement or
contemporaneous herewith shall be effective except as expressly set forth or incorporated herein.
Any purported amendment shall not be effective unless it shall be set forth in writing and executed
by both parties or their respective successors or assigns.
21. BINDING EFFECT; ASSIGNMENT. This Purchase Agreement shall be binding upon
and inure to the benefit of the parties and their respective heirs, executors, administrators,
successors and assigns. Buyer shall not assign its rights and interest hereunder without notice to
Seller.
22. NOTICE. Any notice, demand, request or other communication which may or shall be
given or served by the parties shall be deemed to have been given or served on the date the same is
deposited in the United States Mail, registered or certified, postage prepaid and addressed as
follows:
a. If to Seller: Theresa L. Lind
14105 Akron Avenue
Rosemount, MN 55068
b. If to Buyer: City of Rosemount
ATTN: Andrew Brotzler
2875 W. 145 St.
Rosemount, MN 55068
with a copy to: Corrine A. Heine, Esq.
Kennedy Graven, Chartered
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
612 337 -9217
23. SPECIFIC PERFORMANCE. This Purchase Agreement may be specifically enforced by
the parties, provided that any action for specific enforcement is brought within six months after the
date of the alleged breach. This paragraph is not intended to create an exclusive remedy for breach
of this agreement; the parties reserve all other remedies available at law or in equity.
24. COUNTERPARTS. This Purchase Agreement may be executed in any number of
counterparts, each of which shall constitute on and the same instrument.
IN WITNESS WHEREOF, the parties have executed this agreement as of the above date.
327422v3 IMP RS220 -275
4
SELLER
Theresa L. Lind
BUYER
CITY OF ROSEMOUNT
By:
Its Mayor
By:
Its City Clerk
327422v3 JMP RS220 -275
5
EXHIBIT A
ESCROW AND OCCUPANCY AGREEMENT
THIS AGREEMENT entered into this day of 2008, by and between
Theresa L. Lind "Occupant" or "Seller"), the City of Rosemount, a public body corporate and
politic under the laws of Minnesota, "Buyer" or "City and KENNEDY GRAVEN,
CHARTERED "Escrow Agent" or "Agent
RECITALS
A. Occupant and Buyer have entered into a Purchase Agreement dated
2008 "Agreement for the sale of property located at 14105 Akron Avenue, Rosemount,
Minnesota and legally described as follows, the "Subject Property")
Commencing at a point on the Northeast corner of the Northwest 1/4 of Section 27,
Township 115, Range 19, Dakota County, Minnesota; thence running due South on
the Section line 627.87 feet to the point of beginning; thence West 208.71 feet;
thence South 208.71 feet; thence East 208.71 feet; thence North along said Section
line 208.71 feet to the place of beginning.
B. Occupant understands that Escrow Agent also represented Buyer in acquisition of
the Subject Property but waive any objection to Escrow Agent performing in accordance with this
Agreement.
C. The parties desire to close the sale of the Subject Property no later than March 31, 2008,
and that Occupant delivers possession to Buyer on or before July 1, 2008.
AGREEMENT
The parties agree as follows:
1. Delivery of Possession. Occupant shall deliver possession of the Subject Property
to Buyer on or before 11:59 p.m. on July 1, 2008. Occupant will give Buyer advance notice
(preferably 10 business days' notice) of the date when Occupant will deliver possession of the
Subject Property to Buyer.
2. Rent. Occupant may occupy the Subject Property through July 1, 2008, without
payment of rent to Buyer.
3. No Damage. Occupant agrees not to cause damage to the Subject Property or to any
structure located on the Subject Property and agrees to deliver possession of the Subject Property to
the Buyer in substantially the same condition as existed on the date the parties entered into the
Agreement.
4. Utility Bills. Occupant agrees to pay for all utility services to the Subject Property
327422v3 JMP RS220 -275
A -1
through the last day of her occupancy. Utility services include the following: sewer and water,
electricity, gas, telephone, garbage collection and cable television.
5. Uninsured Damages/Liability Insurance. Occupant is responsible for any and all
damages that may occur to the Subject Property before she vacates the property that are not covered
by insurance. At all times during the Seller's occupancy of the Subject Property, Occupant shall
maintain a policy of public liability insurance covering herself and Buyer as additional insured, in
the amount of at least $100,000 and a policy of insurance covering her personal property.
6. Escrow. (a) Upon closing and execution of this Agreement, Seller agrees to
deposit into escrow the sum of $5,000.00 (the "Escrowed Funds from the purchase price, to be
held by Agent in a non interest bearing account.
(b) Seller must notify Agent and Buyer in writing when Seller has vacated the Subject
Property. Within 30 days after receipt of that notice, Buyer must provide to Agent (with copy to
Seller) evidence of expenses incurred for the removal and disposal of personal property and for
payment of utility charges for services provided to the Subject Property, if any. Agent shall
reimburse Buyer for the unpaid rent and incurred expenses from the Escrowed Funds within 7 days
following receipt of such evidence from Buyer.
(c) Agent shall deliver to Seller the balance of the Escrowed Funds on deposit, less
deductions provided for in paragraph 6 (b) above within 7 days following receipt of the evidence
provided by Buyer.
7. Escrow Agent Liability. The sole duties of Escrow Agent shall be those described
herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto
are complying with any requirements of law or the terms and conditions of any other agreements
among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting on
any notice believed by it to be genuine and to have been signed or presented by the proper party or
parties, consistent with reasonable due diligence on Escrow Agent's part. Escrow Agent shall have
no duty or liability to verify any such notice, and its sole responsibility shall be to act expressly as
set forth in this Escrow and Occupancy Agreement.
8. Notices. Notices to be sent to the parties to this Agreement shall be sent by mail or
personal delivery to:
SELLER: Theresa Lind
14105 Akron Avenue
Rosemount, MN 55068
BUYER: City of City of Rosemount
2875 145 Street West
Rosemount, MN 55068
ATTN: Andy Brotzler
327422v3 JMP RS220 -275
A -2
AGENT: Kennedy Graven, Chartered
Attn: Catherine Rocklitz
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
IN WITNESS WHEREOF, the parties have executed this agreement as of the date written
above.
SELLER: BUYER: City of Rosemount
By:
Theresa L. Lind Its
By:
Its
ESCROW AGENT: KENNEDY GRAVEN,
CHARTERED
By:
327422v3 JMP RS220 -275
A -3