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HomeMy WebLinkAboutLim_Rithy Agrmt for Purchase and Sale of a St Easement Clinton Ave and Palm Ave Intersection ProjectAGREEMENT FOR PURCHASE AND SALE OF A STREET EASEMENT AND ESCROW INSTRUCTIONS clinton Avenue and palm Avenue lntersection project e ApN City Project Number: pW00707 RITHY LlM, hereinafter called the "Grantor," without regard to number or gender,hereby offers to sell to the CITY OF FRESNO, a municipãl corporation, heréinaftercalled the "City," the hereinafter described street easement on the following terms andconditions: 1' The street easement which is the subject of this Agreement, and which ishereinafter for convenience referred to as the "subject proþerty," being a streeieasement within Assessor's Parcel Number which is sitúated ¡n-tne City ofFresno, County of Fresno, State of California, more particularly described as follows: Exhibits "A" and "B' relative to a permanent street easement, hereto attached andreference made a part of hereof 2. The purchase price for the su amount of NINE HUNDRED FOUR compensation, The Seller and Buyer agr negotiation that the City of Fresno will be sprinklers and repair of the sprinkler line to a condition that is as good as or better thanit was before the acquisition. 3. Sellers acknowledge that the property for public purposes by eminent do the time provided by this Agreement, the to acquire such possession or tiile. The par payable to Sellers hereunder shall be conclusively deemed to be the total just compensation payable in such proceedings, and this Agreement may be filed with thecourt as stipulation upon which judgment may be entered in the eminent domainproceeding as to the just compensation to be paid to Sellers. Sellers waive all otherdefenses in said proceeding. 4' lt is understood and agreed by and between the parties hereto that theeasement described on Exhibit "4" and depicted on Exhibii "8", is a permanent easement and right of way for public street purposes. 5' lt is agreed and confirmed by the City and Seller(s) that, notwithstandingother provisions of this Agreement, .the right of possession and use of the subjeciproperty by the City, including the right to remove and dispose of improvements withinthe permanent street easement, shall commence on February 2g,2016 or close ofescrow controlling this transaction, whichever occurs first, and the amount shown in 1-'t-2016 I of4 0mIGINAI Paragraph 2 above includes, but is not limited to, full payment for such possession and use , including damages, if any, from said date. 6. Seller represents and warrants that it has the authority to make the offer herein made, and that it holds fee title to said real property. 7 ' The sale shall be acquired by the City of Fresno which shall handle the transaction via an internal escrow.a. The city shall pay the Granto(s) the sums due direcfly by check.b. The escrow fee, cost of policy of title insurance, recording fees (if any), and all other closing costs shall be paid by the City.c. Disbursements of the purchase price shall be in accordance with the terms and conditions of this Agreement. L 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 prôvision oi tf'¡s Agreement may be waived unless in writing and signed by all parties to inis Agreement. Waiver of any one provision herein shall not be deemed to be a waiver of ãny other provision herein.b Gsyerninq 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 lrereunder shall be in Fresno, California.c. Headinqs. The section headings in this Agreement are for convenience and reference only and shall not be construed or helO in any way toexplain, modify or add to the interpretation or meaning of the provisionã of this Agreement.d. Severabilitv. The provisions of this Agreement are severable. The invalidity, or unenforceability or any one provision in this Agreement shall not affect the other provisions. e. lnterpretation. 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 shail 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 méaning. f . Attornev's Fees. lf either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of thió Agreement, the prevailing party in such proceeding or action shall be entifled to recover from the other party its reasonable attorney's fees and legal expenses.g. Precedence of Documents. ln the event of any conflict betweenthe 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. 2of4 ORIGINAIL 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. readandru'yunle,.*ffi 'Ji;i"5åti"li,Jfno,:'"ïTñtå;ågXï:the entire and integrated agreement between the parties with respect to the subjectmatter hereof and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be modified only by written instrúment duly authorized and executed by both the City and the Sellers. 9' Time is of the essence of each and every term, condition, and covenant hereof. 10' lt is understood and agreed that as a condition precedent hereto, this Agreement shall have no force and effect until approved or othenruise authorized by theCouncil for the Gity of Fresno. This Agreement is to remain open for one hundred andtwelty (120 days) from the date hereof, and that upon its duly authorized execution within said time by the City, this Agreement shall become a contract for the purchase and sale of subject property binding upon Sellers and City, their heirs, executors, administrators, successors in interest, and assigns. 11. Environmental lndemnity Seller shall indemnify, hold harmless, and defendthe Buyer, its officers, agents, employees, and volunteers from any liability, loss, fines,penalties, forfeitures, claims, expenses, and costs, whether incúrred Uy tne Seller, Buyer, or any other third party, arising directly or indirectly from the release, presence ordisposal of any hazardous substances or materials (as now or hereafter deiined in anylaw, regulation, or rule) in, on, or about the Property on or before Closing. Thi;indemnity shall include, without limitatior, any claims under the Compre-hensive Environmental Response, Compensation and Liability Act of 1g80, as amended(CERCLA), or any other federal, state or local law whéther 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 attorneysi fees, and damages. Upon written notice from the Buyer, the Seller, at Seller's sole cóstand expense, shall immediately assume the defense of any claims, suit or action brought against the City by any public body, individual, partnership, corporation or other legal entity, relating to any matter covered by this paragraph. Seiler's óbligations under this indemnity shall survive the close of escrow and the recording of the grant deed. SIGNATURE PAGE TO FOLLOW I-7-2016 3 of 4 OßIBINAIL SIGNATURE PAGE This Agreement is executed by the City of Fresno by and through the Assistant public Works Director or his designee of said City pursuant to authority granted by the Council of the City of Fresno on November 10, 2014 Resolution No. 2O14-176 C,W^./< Date: Address of Seller(s): Address of City: City of Fresno Public Works Department 2600 Fresno Street, Room 4019 Fresno, CA93721-3623 ATTEST: WONNE SPENCE, CMC City Clerk APPROVED AS TO FORM: DOUGLAS T. SLON City Attorney Date: ['tg.llø By ryL-- Date: RECOMMEN DED, FOR APPROVAL Real Estate Agent SELLER(S): Andrew J. Departme i, Assistant Director l-7-2016 4of4 OWBINAL EXHIBIT -A' APN portion) Street easement A portion of Lot 24 in Block 1 of Yale Addition, according to the map thereof recorded involume 7 of Plats at Page 48, Fresno county Records, more particularly describeà as"'follows: Lot24; thence S 0o24'gg" W, along the t to a point of cusp of a tangent curve 0.00 feet, said point being the to the City in fee simple title by a Grant ent No. 93007, in Book 6225 at page 4SS,Official Records of Fresno County, said point FBEGINNING of thisdescription; thence, ieavi along thesoutheasterly line of saidp_arcelgranted to th curve,through a central angle of 89"35'14", an arc distance of 31.27 feet to the south line ofsaid parcel granted.to lhg City;thence N 89"59'52" E, atong said south lin", p"r"llelwith and 17.00 feet south of the north line of said Lot24 and tañgent to sá¡¿ ãurve, adistance of 1 .90 feet; thence S 45o12'15u W, a distance of gı.gg feet to said west line;thence N 0"24'38" E, along said west line, a distance of 1.g0 feet to the TRUE POINTOF BEGINNING. Contains an area of 152 square feet, more or less. z/z- /zo t s- 2015-004 15-A-9105 PWF 11877 ffi"tttno W,TVIYr, llO.835