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HomeMy WebLinkAbout1978-04 Authorizing the Execution of a Contract of Sale with Paul Sampson for the Purchase of King Aurthor's Court PropertyY RESOLUTION NO. Series of 1978 A RESOLUTION OF THE TOWN COUNCIL AUTHORIZING THE EXECUTION OF A CONTRACT OF SALE BETWEEN THE T0~?N OF VAIL AND PAUL SAMPSON FOR THE PURCHASE OF A PARCEL OF PROPERTY KNOWN AS THE "KING ARTHUR'S COURT PROPERTY"; WITH A PURCHASE PRICE OF $145,000.00; AND AUTHORIZING THE TOWN MANAGER TO EXE- CUTE THE CONTRACT FOR AND ON BEHALF OF THE TOWN AND THE TOWN CLERK TO ATTEST TO THE SIGNATURE OF THE TOWN MANAGER; AND SETTING FORTH DETAILS IN RELATION THERETO WHEREAS, the electors of the Town approved the issuance of bonds for the purchase of the King Arthur's Court property from Paul Sampson on October 4, 1977; WHEREAS, the Town Council by Ordinance No. 31, Series of 1977, authorized the issuance of $200,000.00 in C,eneral Obligation Bonds to be used for the purchase of the King Arthur's Court from Paul Sampson; WHEREAS, a Contract of Sale has been agreed to that provides far a bargain sale from Sampson to the Town of Vail of the King Arthur's Court property; NOW, THEREFORE, BE ZT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF VA~L, COLORADO, THAT: 1) The Contract of Sale for the purchase and sale of the King Arthur's Court property from Paul Sampson to the Town of Vail, attached hereto and identified as Exhibit "A", is hereby approved by the Town Council. 2} The Town Manager of the Town of Vail is hereby r authorized to sign said Contract of Sale for the Town of Vail, and the Town Clerk is authorized to attest to said signature and to affix the seal of the Town of Vail to the Contract. IAITRODUCED, READ, APPROVED, AND ADOPTED, this 21st day of March, 1978. 4~ ATTEST;, M or / Town Clerk i; EXHZB~ "A" CONTRACT FOR SALE AGREEMENT dated this day of , 1978, between PAUL SAMPSON (herein "Seller"} and the TOWN OF VAIL, Calorada, a Colorado municipal corporation (herein "Purchaser"). WITNESSETH: 1. Interest Purchased. Seller agrees to sell and convey, and the Purchaser agrees to purchase and pay for real property and easements described in Exhibit A, attached hereto and made a part hereof {herein the "Property"}. The Property is sold and shall be conveyed subject to all matters in Exhibit A. 2. Purchase Consideration. The purchase price shall be $145,000.00, payable as follows: a} $100.00 by Purchaser's check for that amount delivered to Seller upon the execution of this Contract of Sale, receipt of which is hereby acknowledged. b) $41,900.00 sh'al1 be payable at Closing Date. c) The balance of the purchase price, 103,000.00, shall be evidenced by Purchaser's promissory note the form being that as per Exhibit B), payable in three (3} annual payments of $41,053.74 each, beginning one year from Closing Date, which shall include interest at the rate of 9~0 per annum from Closing Date, with final balance of accrued interest and principal to be paid on the third anniversary of Closing Date. The said promissory note will set forth that in the event an annual payment is not timely made the Seller will have to give written notice and a fifteen {15} day grace period from the date of the notice to make such payment, and' then if thre is a failure to make the said payment within the grace period, the Purchaser will then be in default. 3. Merchantable Title. a) Seller, at his expense, agrees to furnish to Purchaser, on ar before March 15, 1978, a title insurance commitment, covering all of the 7.and and the easement in- chided in the Property, from a title insurance company authorized to do business in the State of Colorado, binding said company to issue. its regular form of owner's title in- surance policy in the amount of the purchase price to Pur- chaser. b) Yf Purchaser shall assert the existence of any encumbrance, encroachment, defect in, or objection to title, other than those set forth in Exhibit A, which shall render the title unmarketable and which Purchaser does not waive (herein "defects of title"), notice of such defects of title shall be delivered to Seller on or before Closing Date . and Seller shall be entitled to an adjournment of Closing Date for a period not to exceed 180 days in which to remove or cure all such defects. c) If Seller shall fail to render title marketable, subject to the matters set forth in Exhibit A, an or before the adjourned Closing Date, Purchaser may either elect to waive said defects of title or to terminate this agreement. If this agreement shah. be so terminated, that portion of the purchase price then paid shall be returned to the Purchaser and neither party shall have any further liability to the other. 4. Closing Date. The transaction shall be closed at 10:x0 A.M. on March 33., 1978, at Vail,, Colorado in the Office of the City Manager. 5. Taxes. General taxes far 1978 (based on latest assessment and levy) shall be apportioned to date of delivery of deed. 6. Special Assessments. Purchaser sha11 pay that portion of special assessment taxes now due in the amount of 487.51 plus interest at 9.3~ percent from June 30, 1977,. to date of closing. Purchases sha11 be responsible for the pay- ment of the balance of the assessment. Page 2 Closing Documents. on Closing Date, the trans- actions described below shall occur simultaneously: a) The Seller shall execute, acknowledge and deliver a general warranty deed conveying the Property, sub- ject to the matters set forth in Exhibit A. b} Purchaser shall pay the additional cash portion of the purchase price of $~l,9QQ.Q0 by check or checks of the Town. c) Purchaser shall execute and deliver to Seller the note referred to in Paragraph 2(c). d) The parties shall. execute and deliver such other instruments and take such other action as may be neces- sary or advisable in order to pezform their respective obli- gata~ons hereunder. e) Purchaser shall furnish a certified copy of Resolution of the Town Council authorizing the execution and delivery of this contract and promissory note as backed by the full faith and credit of the Town of Vail. The note shall not permit prepayment before maturity date. 8. Possession. Possession and use of the Property shall be delivered to the Purchaser at closing, subject to matters in Exhibit A. 9. Defaults. Time is of the essence hereof. In the event Seiler defaults or Seller or Purchaser breaches any term to be performed by said party, the injured party sha11 be entitled to Specific performance. 10. srokers. Seller and Purchaser represent that they have not dealt with or employed any brokers, agents or finders in connection with the origin, negotiation or per- formance of the sale descra.bed herein. The services of Don Walker will be paid by Purchaser and Seller shall have no obligation therefor. 11. notices. All notices under this agreement shall be given by registered mail. directed as follows, or by Page 3 written notice as follows: a) zf intended.far Seller, Paul. Sampson, Box 100, Freedom, idew Hampshire 03836; b) If to Purchaser, Town Manager, Town of Vaal, P.O. Box 100, Vail, Colorado 81b57. 12. Miscellaneous. a) This instrument and the attached exhibits contain the entire agreement between the parties relating to the sale and purchase of the property. b} This agreement sha11 bind and benefit the parties hereto, their respective heirs, personal representa- fives, successors and assigns. c) The obligations herein imposed on Fur- chaser and Seller under the provisions hereof shall survive the closing of title and the delivery of the deed, the note, and other documents. l3. Bargain Sale. The parties hereto acknowledge and agree that the purchase price of $145;000.00 is substan- tially less than fair market value of the Property, which Property has heretofore been appraised at the request of the Town by W. A11an MacRossie, as of October 1, 1978, who certi-~ fies that his opinion of value at $220,000.00, a copy of which appraisal has been delivered to Seller, and the parties here to further agree and acknowledge Seller"s gift to Purchaser as a result of the bargain sale in the amount of $75,0©0.00, which is the difference between the appraised value of the Property and the agreed purchase price of $145,000.00. Pur- chaser agrees and acknowledges that the Gift is made exclu- sively for public purposes and that Seller may utilize the contribution deduction which may be available to him for in- come tax purposes. Page ~ i IN WITNESS WHEREOF, the parties have caused this instrument to be duly executed as the day and year first above written. PAUL SAMPSON, Seller ATTEST: TOWN CLERK TOWN OF VAIL, a municipal corporation, Purchaser TOWN MANAGER STATE OF NEW HAMPSHIRE ) 5S. COUNTY OF ) The foregoing instrument was acknowledged before mE this day of 197$, by PAUL SAMPSON. Witness my hand and official seal. SEAL) My Commission Expires: STATE 0~' COLORADO ) ss. COUNTY OF ) Notary Public The foregoing instrument was acknowledged before me this day of , 1978, by Terrell J, Minger, as Tawn Manager and Attested to by Colleen Kline, Town Clerk, both of the Town of Vail, Colorado, a municipal corporation. Witness my hand and official seal. SEAL) My Commission Expires: Notary Public Page 5 SCI~EDZ~ A--Continued 2 Covering the Land in the State of Co}orado, County of Eagle Described as: A parcel of ].and situated in the 5E ~ of Section 12, T5S, R$OW of the 6th P.M. Eag~.e County, ,Ccslorado more particularly described as follows: Beginning at a point on the South line of said Section 12, whence the Southeast corner of said Section 12 bears S 89°53'24" E, 532.DD.feet said point beinq•common with a .parcel conveyed to JACK A. WITKIN and recorded in Book 211, Page 520 Eagle County records; Thence N 89053'24" W, 335.25 feet to a point on•the Northerly sine of Juniper Lane said point being on the arc of a curve to the left having a~radius of 185.00 feet and a chord bearing N 74048'48" W, 96.260 feet; Thence on the arc of said curve 97.38 feet to the P.T. {point of Tangency); Thence N 89°53' 24" W, ].61.61 feet to a po~.nt on the East line of Meadow Drive, said point be~.ng on the arc of a curve to the left having a radius of 108.10 feet_ and whose-long chord bears N 30~ 55'23" W, 111.96 feet; Thence on the arc of said curve 117.10 feet to the P.T.; f Thence N 62004'00" W, 248.64 feet to a point on the Northerly line of Meadow Drive; Thence N 27056'00" E, 482.1D to a point on the Southerly line of said Witkin parcel; Thence S 88007'38" Thence S 68015'2?" Thence S 43°58'05" Thence S •19°51' 52" Thence S 09002'44" Thence S 67026'02" of Eagle, State of E, E, E, E, F. , E, Co 43.83 feet; 274.54 feet; 178.88 feet; 195.00 feet; 203.85 feet; 123.29 feet lorado. EXCEPT the following parcel: to the point of beginnina,,County A parcel of land situated in the SEA of Section 12, Township 5 South, Range 80 West of the 6th Principal Meridian, more par- ticularly described as follows: Beginning at a point which is the SE corner of Section I2, Township 5 South, Range SD West of the 5th Principal Aieridian: thence N 89053'24" W 867.25 feet to a point on the arc of a curve; thence N 74048'36" W along the chord of the curve 96.26 feet to the true point of beginning; thence N 89053'24" W 161.61 feet; thence along the arc of a curve which subtends a chord bearing N 31° 02'00" W 111.46 feet; thence N 62004'00" W 150 feet thence N 27056'00" E 117.40 feet thence S 62004'00" E 368.43 feet; thence S 27056'00" W 99.43 feet to the true point of beginning. EXHIi31T B 5103,000.00 Vail, Colorado, March 31, 1978 Three (years?, and in installments, after date, for value received the Town of VaiE promises to pay to the order of Paul Sampson at the office of Pau! Sampson at f3ox 100, Freedom, New Hampshire 038~G, one hundred three thousand and no/!00 dollars, with interest at the rate of nine and ane--half (9-I/2) percent per annum, payable in annual instailments of 541,053.74 each of principal and interest, commencing an P~larch 3!, 1979, and on ~•larch 31st of every year thereatter, with the final balance of principal and accrued interest to be paid on March 31, 1981. There is a grace period on each said installment. If an installment payment is not timely made the payee will have to give written natic~: to the maker and maker shall have a fifteen--day grace period from the . date of the notice to make such payment. if there is a failure to make the said payment within the grace period, the maker will than be in default. Notice shall be deemed given when mailed by certified mai! to the Town P9anager, Town of Vail, Box 100, Vail, Colorado 81557, or to such other address as the maker shall designate in writing to the Payee from time to time. No prepayment of any installment she!! be permitted. T !S AGREED that if this note is not paid when due or declared duo hereunder, the principal and accrued into rest thereon shall draw interest at the rata of nine and one-half (9-I/2) percent per annum, and that failure to make any payment of principal ar interest when due or any default under any incumbrance or agreamen~i' securing this note shall cause the whole Hate to become due at once, or the interest to be counted as principal, at the option of the holder~~of the note, If this note or interest thereon is not paid when due, or suit is brought, maker agrees to pay a!I reasonable costs of collection, including a reasonable sum for attorney's foes, and if foreclosure is made by tho Public Trustee to the COSt of foreclosure. 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