HomeMy WebLinkAbout1998 Ordinance No. 058~ ..
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ORDINANCE NO. fit
SERIES OF 1998
BY AUTHORITY
COUNCIL BILL NO. 48
INTRODUCED BY COUNCIL
MEMBER HABENICHT
AN ORDINANCE APPROVING SALE OF DEPOT BUILDING BY THE CITY OF
ENGLEWOOD TO THE ENGLEWOOD HISTORICAL SOCIETY FOR THE TOTAL
SUM OF $76 ,000 UNDER AN INSTALLMENT CONTRACT .
WHEREAS , the City of Englewood is in the process of purchasing the Depot and
real property related thereto from the Englewood Historical Society under a separate
Ordinance; and
WHEREAS, the Englewood Historical Society desires to purchase the Depot
building from the City of Englewood , and the City desires to sell the said building to
the Englewood Historical Society , while retaining ownership of the real property under
certain terms and conditions, for the sum of $76 ,000 ; and
WHEREAS , the Englewood Historical Society ap prov es the terms and conditions as
set forth in the attached copy of an Installment Contract with the City of Englewood ;
NOW , THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF ENGLEWOOD , COLORADO , AS FOLLOWS :
Section 1. The City Council of the City of Englewood , Colorado, hereby approves the
terms and conditions of the Installment Contract for sale of the Depot building to the
Englewood Historical Society for the sum of $76 ,000 , a copy of which Installment
Contract is attached hereto as "Exhibit l."
Section 2. The Mayor Pro Tern is authorized to execute and the City Clerk to attest
and seal the Agreement for and on behalf of the City of Englewood , Colorado .
Introduced , read in full, and passed on first reading on the 17th day of August ,
1998.
Published as a Bill for an Ordinance on the 21st day of August, 1998.
Read by title and passed on final reading on the 8th day of September, 1998 .
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Published by title as Ordinance No.~ Series of 1998 , on the 11th day of
September, 1998 .
I , Loucrishia A. Ellis , City Clerk of the City of Englewood, Colorado, hereby certify
that the above and foregoing is a true cop7.AU:. the Ordinance pa don final reading
and published by title as Ordinance No.~ Series of 19 8.
Loucrishia A. Ellis
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PURCHASE AND SALE INSTALLMENT CONTRACT
THIS CONTRACT, made this __ day of 1998 , between THE
ENGLEWOOD HISTORICAL SOCIETY, INC., a Colorado non-profit Corporation,
hereinafter called "Purchaser", and THE CITY OF ENGLEWOOD , COLORADO , a
Home Rule City existing under and by virtue of the laws of the S rate of Colorado ,
hereinafter called "Seller", whose legal address is 3400 South Elati S rreet, Englewood,
Colorado 80110 .
1. In accordance with the terms and conditions hereinafter set forth , Seller
agrees to sell and Purchaser agrees to buy a building, currently known as the Englewood
Depot, which is located on property currently owned by the City, specifi c ally : Lots 18 to
24 , inclusive , Block 2 , Taylor 's Addition, Arapahoe County, Colorado . together with all
improvements thereon and all fixtures of a permanent nature currently on, within or
servicing the building, in their present condition.
This sale does not include any land under or adjacent to the Englewood
Depot. The parties agree that Lots 18 to 24 , inclusive , Block 2 , T aylor 's Addition,
Arapahoe County, Colorado, are not included in this Contract provide d.. however, Seller
shall convey to Purchaser by separate Easement Deed in the form anached hereto as
Exhibit "A", a blanket easement in, through, over and across said Lots 18 to 24 , inclusive ,
Block 2 , Taylor 's Addition, Arapahoe County, Colorado , (which lots shall hereinafter be
referred to as the "Property"):
a) to operate the Englewood Depot in its current location (together
with all appurtenances thereto , such as water, sewer and utility service lines) as a
historical society facility which use shall include the operation of the Englewood Depot
as a museum for the general public ;
b) to use whatever parking lot( s ), sidewalks , pathways and other
facilities that are constructed on the Property by Seller; and
c) for ingress and ingress in, through, over and ac ross the above-
described Property for any purpose needful for the full enjoyment of any other right of
occupancy or use provided herein. The easement shall terminate at such time as the
Purchaser either sells the Englewood Depot or relocates the same to another location.
2 . The Englewood Depot shall be conveyed by Bill of Sale . The Bill of Sale
and the Easement Deed shall be executed by the City promptly after execution of this
Contract and both shall be held by the City and delivered to Purchaser upon payment in
full of the purchase price .
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3. Purchaser agrees to pay Seller, as the full purchase price for the Englewo od
Depot and Easements, described above , the sum of Seventy-Six Thousand Dollars
($76 ,000 .00), the purchase price, together with interest on the unpaid balance at a ra re of
zero percent (0%) interest, shall be paid in installments . Any amount which is spent by
the Purchaser on any documented improvements , may be counted by the Sell e.: as
payment and applied to the purchase price . Purchaser shall not be personally liable on its
payment or other obligations under this Contract and Seller agrees to look solely to the
Englewood Depot and easements referenced above that are serving as collateral fo r th e
performance of Purchaser 's obligations in the event of a default hereunder, and Sc2..l er
hereby expressly waives any and all right to a personal judgment against Purchas e:-on
this Contract or in connection with any foreclosure proceedings that may occur in the
event of a default.
4 . Possession of the Englewood Depot shall be delivered to Purchaser on the
date the ordinance approving this Contract becomes final , together with the right to us e
the Property for the purposes contemplated herein during the entire term of this C onrract
as long as Purchaser has not materially breached its obligations hereunder.
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5 . From and after the date hereof, (1) Purchaser shall keep the building •
insured against loss by fire with extended coverage endorsement, in an amount no t .ess
than the extent of Seller 's interest in this Contract, with a loss pay able clause as inre:-est
of Purchaser and Seller may appear; (2 ) Purchaser shall pay the insurance premi ums
therefor and if Purchaser fails to procure such insurance , Seller may procure sam e . In
case of the failure of Purchaser to make such payments when due , Seller may pay suc h
insurance premiums, taxes or assessments , and all moneys thus paid, with interest the:-eon
at zero percent (0%) per annum, shall become so much additional indebtedness und e:-the
terms of this Contract, or Seller may declare a default.
6 . Seller represents that all payments due on existing encumbrances have b een
paid or otherwise discharged. It is understood that Purchaser does not assume existing
encumbrances on the building .
7 . Purchaser shall not make any major alteration or addition to the Engle wo od
Depot without first obtaining permission of Seller, which permission shall n or be
unreasonably withheld. All expenses incurred in making alterations , additions_ or
improvements to the building shall be promptly paid by Purchaser.
8 . Seller shall install and maintain such landscaping, parking lots , sidew alks,
rest areas and related improvements on the Property as Seller in good faith determine s are •
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reasonable and necessary for the operation of the Englewood Depot by Purchaser and to
encourage visitation by members of the general public of the museum to be located
therein.
9 . Should Purchaser fail to comply with any of the t erms hereof, Seller shall
give Purchaser written notice, giving particulars in which Purchaser is in default, and
should Purchaser fail to cure such default within thirty (30) days of receipt of such notice ,
Seller, shall have the following remedies immediately upon Seller 's written election:
a) Seller may be released from all obligations in law or in equity to
further convey the Englewood Depot and Easements and Purchaser shall become at once
a tenant at will of the Seller. All payments which have been made hereunder on this
Contract by Purchaser shall be retained by Seller as liquidated and agreed damages for
breach of the Contract and for the rental value of the Englewood Depot, provided,
however, that should payments of principal exceed fifteen (15 %) of the purchase price ,
plus Seller's other actual and provable damages, then and in that ev ent, such excess shall
be refunded by Seller to Purchaser. The remedy of this Paragraph shall not be av ailable
to Seller from and after the time Purchaser shall have paid to Seller 33 1/3% or more of
the purchase price . In the event 33 1/3% or more of the purchase price has been paid,
then Seller 's sole remedy shall be foreclosure in accordance with the laws of the State of
Colorado .
10 . Seller and Purchaser agree that this Contract shall be recorded.
SELLER:
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CITY OF EN GLEWOOD
By:
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Thom as J. Burns , Mayor
Address : 3400 S . Elati Street
Englew ood, Colorado 80110
STATE OF COLORADO )
) ss :
COUNTY OF ARAPAHOE )
The foregoing instrument was acknowledged before me this day of
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1998 by Thomas J. Burns , Mayor, City of Englewood, Colorado .
WITNESS my hand and official seal ; My commission expires ____ _
PURCHASER:
STATE OF COLORADO )
) ss :
COUNTYOFARAPAHOE )
NOTARY PUBLIC
ENGLEWOOD HISTORICAL
SOCIETY, INC.
By : _________ _
Address :
The foregoing instrument was acknowledged before me this day of
------~1998by as ______ ~of
the Englewood Historical Society, Inc .
WITNESS my hand and official seal ; My commission expires ____ _
NOTARY PUBLIC
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EXHIBIT A
EASEMENT DEED
THIS EASEMENT DEED , made this day of 1998 ,
between THE CITY OF ENGLEWOOD , a Colorado Home Rule City existing under and
by virtue of the laws of th'e State of Colorado , hereinafter called "Grantor", and THE
ENGLEWOOD HISTORICAL SOCIETY, INC ., a Colorado non-profit corporation,
hereinafter called "Grantee", whose legal address is 4400 E . Mexico Avenue , Denver,
Colorado 80222 .
WITNESS ETH :
FOR AND IN CONSIDERATION OF the sum of and other good and
valuable consideration to the Grantor in hand paid by the Grantee , the receipt whereof is
hereby acknowledged, Grantor does hereby grant and convey to Grantee , its successors
and assigns , a permanent easement in , through, over and across the real property
described below (hereinafter "Property''), for the following purposes :
a) to operate the Englewood Depot in its current location (together with all
appurtenances thereto , such as water, sewer and utility service lines ) as a historical
society facility which use shall include the operation of the Englewood Depot as a
museum for the general public ;
b) to use whatever parking lot( s ), sidewalks , pathways and other
facilities that are constructed on the Property by Seller; and
c) for ingress and ingress in, through, over and across the above-
described Property for any purpose needful for the full enjoyment of any other right of
occupancy or use provided herein . The easement shall terminate at such time as the
Purchaser either sells the Englewood Depot or relocates the same to another location;
TO-WIT:
Lots 18 to 24, inclusive , Block 2,
Taylor 's Addition ,
County of Arapahoe, State of Colorado ,
EXCEPT the following described parcel conveyed to the Department of
Transportation, State of Colorado , by warranty deed dated June 21 , 1994 ,
and recorded September 2, 1994, in Book 7691 , Page 270 , of the Arapahoe
County Clerk and Recorder 's office, to-wit:
A tract or parcel of land No . 25 Rev. of the Department of Transportation,
State of Colorado, Project No . NH-FCU 825-2(51 ) IXFU 085-2(24)
containing 637 Sq. Ft. more or less, in Lots 20 thru 24, Block 2 ,
TAYLOR'S ADDITION, a subdivision in the SW 1/4 of the NW 1/4 of
Section 35 , Township 4 South, Range 68 West, of the Sixth Principal
Meridian, in Arapahoe County, Colorado, said tract or parcel of land being
more particularly described as follows :
Beginning at a point on the north right of way line of Dartmouth A ve .
(March 1994) said point also being on the south line of said Lot 24, from
which the W 1/4 comer of Section 34 bears S . 85 °56 '52 " W ., a distance of
470 .06 feet, more or less , to the Point of Beginning :
1. Thence S . 89°36 '25 " W . along the said north right of way line , a
distance of 107 . 00 feet, to a point on the east eight of way line of S.
Galapago St. (March 1994), said point also being the west line of said Lot
20 ;
2 . Thence N . 00°00 '48 " W . along said east right of way line, a distanc e
of 13 .50 feet ;
3 . Thence S. 79°03 '39" E., a distance of21.87 feet ;
4 . Thence S . 84°14 '51 " E ., a distance of 85 .96 feet, more or less , to the
Point of Beginning.
The above described parcel contains 637 sq. ft., more or less .
Bearings are based on a polaris observation of the East line of the NE 1/4 of
Section 33 , prepared by Gingery Assoc . at J.L.: D-1733 .001 dated Sept.
1098 , prepared for the City of Englewood. (N . 00°02 ' 12 " E .).
TO HA VE and to hold said easement unto the Grantee, its successors and assigns
forever . As part of the grant herein contained, Grantor and Grantee mutually agree and
covenant as follows:
The Grantee shall have and exercise the right of ingress and egress , in, to , over,
through and across the Property for any purpose needful for the full enjoyment of any
right of occupancy or use provided for herein.
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2 . Grantor reserves the right to use and occupy the Property for any purpose
consistent with the rights and privileges above granted and which will not interfere with
or endanger the Grantee's Englewood Depot building, or the use thereof.
3. Each and every one of the benefits and burdens of this Easement Deed shall
inure to and be binding upon the respective legal representatives, heirs , executives ,
administrators, successors and assigns of the parties hereto .
IN WITNESS WHEREOF, the Grantor has executed this Easement Deed as of the
year and date first above written.
STATE OF COLORADO )
) ss :
COUNTY OF ARAPAHOE )
CITY OF ENGLEWOOD
By: ----------Thom as J. Burns, Mayor
ENGLEWOOD HISTORICAL
SOCIETY, INC.
By: ----------
The foregoing instrument was acknowledged before me this day of
------~ 1998 by Thomas J. Burns, Mayor, City of Englewood, Colorado .
WITNESS my hand and official seal; My commission expires _____ _
NOTARY PUBLIC
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STATE OF COLORADO )
) ss: • COUNTY OF ARAPAHOE )
The foregoing instrument was acknowledged before me this day of
------~ 1998.by as ________ of
the Englewood Historical Society, Inc.
WITNESS my hand and official seal; My commission expires ____ _
NOTARY PUBLIC
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• COUNCIL COMMUNICATION
Date Agenda Item Subject
Historic Englewood Depot
August 17, 1998 11 a i Museum
Initiated By Staff Sources
Mark Graham, Planner
City Council Neighborhood and Business Development
COUNCIL GOAL AND PREVIOUS COUNCIL ACTION
This item was discussed at Executive Session of Council on July 20, 1998.
RECOMMENDED ACTION
Staff recommends that Council approve the agreement to enter into a "Contract" without a specified
term and at 0% interest for the purpose of selling the Historic Englewood Depot Museum building
(Depot) to the Englewood Historical Society.
BACKGROUND, ANALYSIS, AND ALTERNATIVES IDENTIFIED
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Council directed staff to prepare agreements to sell the Depot building to the Englewood Historical
Society. Although the City paid the fair market price for the building and property, the two are
separated with this agreement. The terms of the agreement are intended to provide assurances of
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City support for this project to the community and Englewood Historical Society (EHS). The price and
terms of the agreement provide EHS with an acceptable repayment commitment. The agreement also
recognizes the commitment of the City as owner to provide landscaping and property maintenance
benefiting Englewood.
The Englewood Historic Society and the Englewood Housing Authority both support the proposed
agreements. Fundraising efforts on behalf of the Historic Society over the past few years have not
kept pace with repayment schedules and EHA cannot continue to finance Englewood Historic Society
acquisition of the Depot building and property.
FINANCIAL IMPACT
The City may recover some of the funds spent to acquire the Depot building and associated property
from the Englewood Historical Society.
LIST OF ATTACHMENTS
Proposed Ordinance Approving Sale of Depot Building by the City of Englewood to the Englewood
Historical Society