HomeMy WebLinkAboutCarnahan 6th Street - Permanent Easement and Escrow - Church to Jensen Project - 05.03.24AGREEMENT FOR PURCHASE AND SALE OF A PERMANENT EASEMENT AND
ESCROW INSTRUCTIONS
APN 487-150-24S
CEDAR AVENUE COMPLETE STREETS: CHURCH TO JENSEN PROJECT
City Project No.: PR00928
This Agreement for a Permanent Easement (Agreement) is entered into by and
between CARNAHAN 6T" STREET LIMITED PARTNERSHIP, a Delaware Limited
Partnership (Owner), without regard to number or gender, and the CITY OF FRESNO, a
municipal corporation (City) for a permanent easement and right-of-way for public street
purposes on the following terms and conditions.
1. The real property which is the subject of this Agreement, hereinafter "Subject
Property", is a Permanent Easement to facilitate the Cedar Avenue Complete
Streets: Church to Jensen Project (Project), situated in the City of Fresno,
County of Fresno, State of California, being approximately a 0.0006-acre (27
square feet) portion of land, located within Assessor's Parcel Number 487-150-
24S, also known as 2611 South Cedar Avenue, Fresno, California as described
and depicted on Exhibits "A" and "B," attached hereto and incorporated herein by
reference.
2. Owner agrees to grant to City a permanent easement and right of way,
(Easement) for public street purposes over, under, though, and across the
Subject Property, free and clear of all liens, encumbrances, and restrictions of
record.
3. City shall pay just compensation of FIVE HUNDRED AND NO/100 DOLLARS
($500.00) for the Easement, including cost to cure damages, benefits, and/or
severance damages to the remainder, if any, for the Subject Property.
4. Clause 3 above may include payment for the replacement of improvements such
as fencing and/or irrigation facilities that are within the area being acquired for
this Project and must be removed in order to proceed with the construction of the
Project. If Owner does not remove said items, City may install temporary fencing
on Owner's property lying immediately adjacent to the new right of way line, if
necessary, to hold in livestock during construction of the Project, and/or plug the
irrigation line(s) at Owner's property line. Owner hereby agrees to allow City, its
agents, employees, authorized contractors and subcontractors and their
employees access to their remaining property to perform said work.
5. The Effective date of this Agreement shall be upon its duly authorized execution
by City and the payment of FIVE HUNDRED AND NO/100 DOLLARS ($500.00)
as just compensation to Owner.
6. Owner represents and warrants that it holds fee title to the Subject Property and
has the authority to enter into the Agreement herein made.
7. Owner agrees to hold City harmless and reimburse City for any and all losses
and expenses as to the Subject Property by reason of any change in ownership
or Lease of said Subject Property held by any tenant of Owner.
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City of Fresno/Carnahan/APN 487-150-24S/PW00928
8. The transaction of the sale shall be processed by the City through an internal
escrow at 747 R Street, 2nd Floor, Fresno, CA 93721. The contact is Nancy
Bruno at (559) 621-8696. Owner and City by their signature to this Agreement
agree upon the following terms and joint escrow instructions:
a. City shall pay Owner the sums specified in Paragraph 3 of this Agreement
directly by check.
b. Payment of said sums, less Owner's cost to clear title, if any, may be
made to Owner only when the City possesses a fully executed and
acknowledged and recorded easement deed to the Subject Property free
and clear of all liens, encumbrances, and restrictions of record.
C. City reserves the right to accept title to the property interest to be acquired
by City herein subject to certain defects in any or all matters of record title
to the property. In consideration for Owner receiving the total sum as
stated in Paragraph 3, the undersigned Owner covenants and agrees to
indemnify and hold City harmless from any and all claims and demands
third parties may make or assert and causes of action third parties may
bring which arise out of or are in connection with the foregoing defects in
title to the property. Owner's obligation herein to indemnify and hold
harmless City shall not exceed the amount paid to Owner specified in
Paragraph 3.
d_ It is understood that Owner shall be responsible for the payment of all
taxes, penalties, redemptions, and costs allocable to the Subject Property.
e. The escrow fee, cost of policy of title insurance, recording fees (if any),
shall be paid by City.
Disbursements of the purchase price to be in the amounts, at the times,
and in all respects, in accordance with the terms and conditions and
subject to the limitations of this Agreement.
9. Owner shall indemnify, hold harmless, and defend City, its officers, agents,
employees, and volunteers from any liability, loss, fines, penalties, forfeitures,
claims, expenses, and costs, whether incurred by Owner, City, or any other third
party, arising directly or indirectly from the release, presence or disposal of any
hazardous substances or materials (as now or hereafter defined in any law,
regulation, or rule) in, on, or about the Property on or before the effective date of
this Agreement. This indemnity shall include, without limitation, any claims under
the Comprehensive Environmental Response, Compensation and Liability Act of
1980, as amended (CERCLA), or any other federal, state or local law whether
statutory or common law, ordinance, or regulation. Costs or losses covered will
include, without limitation, consultants, engineering, investigator fees, clean up or
disposal costs and attorneys' fees, and damages. Owner's obligation herein to
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City of Fresno/Carnahan/APN 487-150-24S/PW00928
indemnify and hold harmless City shall not exceed the amount paid to Owner
specified in Paragraph 3. This limitation does not preclude City from bringing a
claim against Owner for a loss on the adjacent property.
10. It is agreed and confirmed by the parties hereto that notwithstanding other
provisions in this Agreement, the right of possession and use of the Subject
Property by the City, including the right to remove and dispose of improvements
shall commence on the date the amount of funds as specified in Paragraph 3
herein are deposited into the escrow controlling this transaction. The amount
shown in Paragraph 3 herein includes, but is not limited to, full payment for such
possession and use, including damages, if any, from said date.
11. The parties to this agreement shall, pursuant Section 21.7(a) of Title 49, Code of
Federal Regulations, comply with all elements of Title VI of the Civil Rights Act of
1964. This requirement under Title VI and the Code of Federal Regulations is to
complete the USDOT- Non -Discrimination Assurance requiring compliance with
Title VI of the Civil Rights Act of 1964, 49 C.F.R. Part 21 and 28 C.F.R. Section
50.3.
12. No person in the United States shall, on the grounds of race, color, or national
origin, be excluded from participation in, be denied the benefits of, or be
otherwise subjected to discrimination under any program or activity that is the
subject of this agreement.
13. Miscellaneous Provisions:
a. Waiver. The waiver by either party of a breach by the other of any
provision of this Agreement shall not constitute waiver or a waiver of any
subsequent breach of either the same or a different provision of this Agreement.
No provision of this Agreement may be waived unless in writing and signed by all
parties to this Agreement. Waiver of any one provision herein shall not be
deemed to be a waiver of any other provision herein.
b. Governing Law and Venue. This Agreement shall be governed by,
and construed and enforced in accordance with, the laws of the State of
California. Venue for purposes of the filing of any action regarding the
enforcement or interpretation of this Agreement any rights and duties hereunder
shall be Fresno, California.
C. Headings. The section headings in this Agreement are for
convenience and reference only and shall not be construed or held in any way to
explain, modify or add to the interpretation or meaning of the provisions of this
Agreement.
d. Severability. The provisions of this Agreement are severable. The
invalidity, or unenforceability or any one provision in this Agreement shall not
affect the other provisions.
City of Fresno/Carnahan/APN 487-150-24S/PW00928
e. Interpretation. The parties acknowledge that this Agreement in its final
form is the result of the combined efforts of the parties and that, should any
provision of this Agreement be found to be ambiguous in any way, such
ambiguity shall not be resolved by construing this Agreement in favor of or
against any party, but rather by construing the terms in accordance with their
generally accepted meaning.
f. Attorney's Fees. If either party is required to commence any
proceeding or legal action to enforce or interpret any term, covenant or condition
of this Agreement, the prevailing party in such proceeding or action shall be
entitled to recover from the other party its reasonable attorney's fees and legal
expenses.
g. Precedence of Documents. In the event of any conflict between the
body of this Agreement and any Exhibit or Attachment hereto, the terms and
conditions of the body of this Agreement shall control and take precedence over
the terms and conditions expressed within the Exhibit or Attachment.
h. Cumulative Remedies. No remedy or election hereunder shall be
deemed exclusive but shall, wherever possible, be cumulative with all other
remedies at law or in equity.
i. Exhibits and Attachments. Each Exhibit and Attachment referenced
herein is by such reference incorporated into and made a part of this Agreement
for all purposes.
j. Extent of Agreement. Each party acknowledges that they have read
and fully understand the contents of this Agreement. This Agreement represents
the entire and integrated agreement between the parties with respect to the
subject matter hereof and supersedes all prior negotiations, representations or
agreements, either written or oral. This Agreement may be modified only by
written instrument duly authorized and executed by both City and Owner.
k. Counterpart. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which together
shall constitute one and the same instrument. Counterparts of this Agreement
may be exchanged by email or electronic facsimile and any email or electronic
facsimile exchange of a Party's signature shall be deemed to be an original
signature for all purposes.
[SIGNATURE PAGE TO FOLLOW]
Ifl
City of Fresno/Carnahan/APN 487-150-24S/PW00928
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
California, on the Effective date of this Agreement as defined above.
CITY OF FRESNO,
A California municipal corporation
By.,
R ndall . Morrison, P.E. Date
Capital Projects Director
RECOMMENDED FOR APPROVAL:
U
Nan
cy �o��Ite�
Supervising Real Estate Agent
APPROVED AS TO FORM:
ANDREW JANZ
City Attorney
By: Z�
Dep�q K,,A" q-, s h bate
ATTEST:
TODD STERMER, CMC, MMC
City Clerk
CARNAHAN 6T" STREET LIMITED
PARTNERSHIP, a Delaware Limited
Partnership
By: D e nrl its V . Kf'n4i
Date
Print Name: b c-_4K('5 V ° r vul,
Title: MOL44 Lle-p-
SELLER ADDRESS:
22552 Burbank Blvd.
Woodland Hills, CA 91367
By:
D�_y& Date
Attachments:
1. Exhibit "A"
2. Exhibit "B"
City of Fresno/Carnahan/APN 487-150-24S/PW00928
EXHIBIT "A"
LEGAL DESCRIPTION
APN: 487-150-24S (portion)
Right -of -Way Dedication
A portion of that parcel granted by Memorandum of Lease, recorded June 24, 2015, as
Document No. 2015-0080582, of Official Records of Fresno County, lying in the Northwest
quarter of Section 24, Township 14 South, Range 20 East, Mount Diablo Base and Meridian,
according to the Official Plat thereof, in the County of Fresno, State of California, more
particularly described as follows:
BEGINNING at the Northwest corner of Parcel 1 of Parcel Map No. 5143, according to the map
thereof recorded in Book 32 at Page 59 of Parcel Maps, Fresno County Records;
thence South 89°34'28" East, along the North line of said Parcel 1, a distance of 7.34 feet;
thence South 45°02'52" West, a distance of 10.44 feet to a point of intersection thereof with the
West line of said Parcel 1;
thence North 0'20'12" East, along said West line, a distance of 7.43 feet to the POINT OF
BEGINNING.
Containing an area of 27 square feet, more or Tess.
END DESCRIPTION
This legal description was prepared by me, or under my direction, in accordance with the
Professional Land Surveyors' Act.
June
Randell Scott West, PLS 8663
Blair, Church & Flynn Consulting Engineers
2023-131
15-A-10315
PLAT: 3160
PWO0928
LAND
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Date
LS. 8663
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P:U23-0130\023 2023-023 - Cedar Street R0W\Ex1ibits1487-150-24\L.ega1487-150-24S ROW.Doc
EXHIB T
E. JENSEN AVE.
NORTHWEST CORNER OF (60 FEET WIDE)
SECTION 24, T.14S ,
R.20E., M.D.B.&M.
I POINT OF BEGINNING
N.W. CORNER OF PARCEL
1, 32—PM-59, F.C.R.
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WEST LINE OF PARCEL 1,
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32—PM-59, F.C.R.
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LEGEND:
- - SECTION LINE OR CENTERLINE
m PROPOSED RIGHT-OF-WAY DEDICATION
EXISTING RIGHT-OF-WAY LINE
O.R.F.C. OFFICIAL RECORDS FRESNO COUNTY
INDICATES AREA TO BE DEDICATED AS
PUBLIC STREET RIGHT-OF-WAY, CONTAINING
AN AREA OF f 27 S.F.
REF.& REV.
2023-131
PLAT: 3160
PWO0928
NORTH LINE OF PARCEL 1,
32—PM-59, F.C.R.
i
APN: 457-150-24S
MEMORANDUM OF LEASE
2015-0080582
OFFICIAL RECORDS FRESNO COUNTY
PARCEL 1
32—PM-59
FRESNO COUNTY RECORDS
Parcel Line Table
Line #
Length
Direction
L1
7.34'
S89' 34' 28" E
L2
10.44'
S45° 02' 52" W
L3
7.43'
NO' 20' 12" E
N
SCALE; 1 "=10'