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HomeMy WebLinkAbout1997-046 - Approval of Lease and Purchase OptionBILL NO. 97-46 ORDINANCE NO. 97- ~ ~° AN ORDINANCE APPROVING THE LEASE AND PURCHASE OPTION FOR PROPERTY LOCATED AT 5113 NW HIGH DRIVE AND ACTIONS RELATED THERETO; AND AUTHORIZING THE EXECUTION AND DELIVERY OF THE AGREEMENT AND DOCUMENTS RELATING THERETO. WHEREAS, the City of Riverside ("City") is in the process of making extensive improvements to portions of High Drive ("Construction"); WHEREAS, Clifford F. and Leora Wathen (collectively, the "Wathens") previously owned the property located at 5113 NW High Drive, Riverside, Missouri ("Property"); WHEREAS, the Wathens had entered into a contract to sell the Property ("Previous Contract") which the buyer later canceled due to the Construction and related nuisances; WHEREAS, portions of the Property will be necessary for the Construction; WHEREAS, due to those and other matters, the City purchased the Property; WHEREAS, the City desires to lease the Property during the Construction to offset a portion of the costs associated with obtaining and maintaining the Property; WHEREAS, the party leasing the Property must lease the Property subject to any and all disturbances and inconveniences of the Construction; WHEREAS, after the Construction is completed, the City desires to sell the portion of the Property remaining; WHEREAS, cost savings will result if the party leasing the Property purchased the Property at that time; WHEREAS, Ann Daniels, the City Administrator, desires to lease the Property and obtain a purchase option pursuant to the Lease and Purchase Option Agreement ("Agreement"), the form of which is attached as Exhibit A; and WHEREAS, the City is Authorized to lease and sell property at its fair market value; BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: SECTION 1. The lease of the Property to Ann Daniels, the execution and delivery of the Agreement in substantially the form attached as Exhibit A with such changes as the Mayor shall agree, the execution of the Agreement being conclusive proof of such agreement, the performance of City obligations under the Agreement, and the executions and delivery of all documents and the performance of all actions related thereto are approved, authorized and directed. SECTION 2. The Mayor and the City Clerk are authorized and directed to execute such documents and take such actions as are necessary or desirable to effectuate the intent of this Ordinance. SECTION 3. This Ordinance shall be in full force and effect from and after its passage and approval. PASSED AND APPROVED THIS 15TH DAY OF RIL, 1997 Mayor E ul ATTEST: ~ ' Grace Kemerlin City C1 LEASE AND PURCHASE OPTION AGREEMENT THIS AGREEMENT, made on April ~`'~~, 1997, between the City of Riverside, Missouri, ("Lessor"), and Ann Daniels ("Lessee"). WITNESSETH: 1. Leased Premises and Term. Lessor leases to Lessee the premises commonly known as 5113 NW High Drive, Riverside, Missouri ("Premises") for a term of one (1) year, commencing May 1, 1997, and ending April 30, 1998; which term may be renewed for two successive one (1) year terms pursuant to the terms and conditions of this Agreement. 2. Rent. Lessee agrees to pay, as rent for the Premises, the sum of $500.00 per month, which rent shall be payable on the 1st day of each month during the entire term, at 4500 High Drive, Riverside, Missouri, 64150. 3. Utilities. Lessee agrees to pay for all utilities, including without limitation, water, sewer, electricity, cable TV, and gas, used by Lessee on the Premises. All utilities shall be maintained in the name of Lessee. 4. Condition of Premises. a. Acceptance. Lessee accepts the Premises in the present condition thereof (unfurnished and without appliances except for electric range, dishwasher, garbage disposal, central vacuum, and garage door opener) and without any representation or warranty by the Lessor as to the condition of the Premises. b. Inventory. Lessor and Lessee have inventoried the Premises and prepared a schedule of furnishings and appliances on the Premises and which further details the condition of the Premises. The Schedule, signed by Lessor and Lessee, is attached as Exhibit A. c. Construction. Lessee acknowledges that Lessor is making improvements to portions of High Drive ("Construction") and that the Construction could substantially interfere with Lessee's use and enjoyment of the Premises. Lessee further acknowledges and agrees that this Agreement is expressly subject to any and all disturbances and inconvenience caused by the Construction. Additionally, Lessee acknowledges and agrees that Lessor may take portions of the Premises for the Construction, thereby reducing the Premises, all without reducing the rental provided for hereunder. The Premises subject to the Option will be the Premises remaining after the Construction is completed. 5. Maintenance and Repair. Lessee agrees to (i) take good care of the Premises, including without limitation, heating and air conditioning equipment; (ii) keep the equipment and fixtures upon and a part of the Premises in good working order and condition; and (iii) keep the Premises reasonably clean and sightly, including specifically without limitation, free from debris, fire hazards, ice and snow and any other nuisances which may invalidate insurance or increase the rates thereon. Lessor agrees to pay for all repairs to the Premises, structural and non-structural. In the event of an emergency, Lessee may arrange for the repairs necessary to preserve and protect the Premises at a reasonable and customary rate and shall immediately notify the Lessor by telephone, or any other means reasonably available to give Lessor prompt notice, of the nature of the emergency, the repairs made as of the time of the notice, and the anticipated cost of the repairs. 6. Destruction or Condemnation of Premises. If the Premises shall be destroyed or damaged by fire or other unavoidable casualty so as to become untenable, or substantially all of the Premises shall be condemned, either party may terminate this Agreement at once by giving written notice of the intention to do so within twenty (20) days after such casualty or condemnation. IN the event the parties do not terminate this Agreement, then this Agreement shall remain in full force and effect and Lessor shall use any insurance proceeds received as a result of the casualty loss and not previously used for preservation and protection of the Premises, to restore the Premises to its condition existing before the casualty, to the extent possible with the insurance proceeds available. Condemnation shall be deemed to occur upon the acquisition of title by the condemning authority. 7. Alteration. Lessee shall make no alterations, additions or improvements in or to the Premises except with the prior written consent of the Lessor which consent shall not be unreasonably withheld. All alterations, additions and improvements upon or affixed to the Premises shall become the property of the Lessor and remain part of the Premises unless the Lessee elects that they shall be removed and the Premises restored to their original condition by and at the expense of Lessee. 8. Insurance. Lessor shall provide and keep in force comprehensive general public liability insurance against claims for personal injury, death or property damage, on or about the Premises, such insurance to provide protection during the term of this Agreement of not less than $100,000 for injury to or death of any one person, $100,000 for injury to or the death of any two or more persons arising out of any one occurrence and not less than $75,000 for property damage. Lessor shall not provide any insurance for damage or destruction of personal property on or contents of the Premises. 9. Penalty and Default. If Lessee fails to make any payment of rent within fifteen (15) days after written notice by Lessor to Lessee that rent is unpaid and that Lessor intends to terminate this Agreement if the rent is not paid within fifteen (15) days, or Lessee fails to remedy a material non-compliance with the terms of this Agreement after receipt of a notice from Lessor advising Lessee of the specific acts and omissions constituting the breach of this Agreement and further providing that Lessor shall terminate the Agreement on the thirtieth (30th) day following the date of receipt of the notice if the breach of the Agreement is not remedied within fifteen (15) days of the date of the notice, then the Lessor has the right to declare Lessee to be in default upon this Agreement. If the breach of this Agreement for other than failure to pay rent is remedied by repairs or the payment of damages or otherwise and the Lessee adequately initiates a good faith effort to remedy the breach prior to the thirtieth (30th) day following the date of receipt of the notice by Lessee, then Lessor shall not declare a default. Upon Lessee's default, the Lessor may either (i) terminate this Agreement or (ii) relet the Premises for and on account of Lessee but the latter shall remain liable for any deficiencies between the subsequent net rentals generated by the reletting and the rentals which otherwise become due pursuant to this Agreement. The Lessor shall give Lessee written notice, by certified mail, return receipt requested, of the declaration of the default. Lessee's address for the purposes of the notice shall be presumed to be at the premises unless the Lessor has received prior written notice of Lessee's changed address. Subsequent to the declaration of default, including the period prior to actual receipt of written notice, the Lessor or the Lessor's agents shall have the right to enter and take possession of the Premises and Lessee agrees to deliver the Premises without process of law. 10. No Presumption of Waiver. No delay or omission to exercise any right, power or remedy available to the Lessor pursuant to this Agreement shall impair any such right, power or remedy or shall be construed to be a waiver or acquiescence in any default by Lessee. 11. Right to Enter. The Lessor or the Lessor's agents shall be permitted to enter the Premises at reasonable times, after reasonable notice to Lessee, for purposes of inspecting the Premises to make repairs, alterations or decoration or to supply necessary service. Lessor may enter the Premises without consent of the Lessee ion case of an extreme hazard involving the potential loss of life or severe property damage. 12. Option to Purchase. a. Option. In consideration of the mutual terms, covenants and conditions contained herein, Lessor grants to Lessee an exclusive option to purchase ("Option") the Premises for the price determined by a qualified appraiser mutually selected by the parties. The Lessee shall have the right to exercise the Option at any time during the term of this Agreement. b. Exercise of Option. Lessee may exercise the Option only by written notice to Lessor. Such written notice may be given in person or by certified United States mail, postage prepaid, return receipt requested, addressed to Lessor where rent is payable. The date of the exercise shall be the date such notice is sent by Lessee. c. Sale. If Lessee exercises the Option, Lessor agrees, upon receipt of cash or equivalent funds ion the amount of the Purchase Price, to grant, bargain, sell and convey the Premises to Lessee by special warranty deed, subject to reservations, restrictions, easements and covenants which are reasonably acceptable to Lessee. d. Continuation of Lease. If the Option is exercised, but the conveyance of the Premises has not occurred prior to the termination of the Lease, then the Lease shall be extended upon the terms and conditions provided in this Agreement and at the monthly rental provided herein until such conveyance. Notwithstanding anything contained herein to the contrary, the monthly rental for the last month of such extension shall be prorated on a daily basis. e. Failure to Exercise Option. If Lessee does not exercise the Option during the term of the Option, Lessor shall retain all amounts paid as rent pursuant to this Agreement as consideration for the Option and rental of the Premises, and this Agreement shall be of no further force or effect and the parties shall be discharged of all further obligations under this Agreement. f. Title Insurance. Upon Lessee's exercise of the Option, Lessor shall within fifteen (15) days obtain a commitment for a residential ALTA owner's title insurance policy, in the amount of the purchase price from Stewart Title Company (the "Title Company") in which the Title Company shall agree to insure a merchantable fee simple title in Lessee as of the date of recording the deed. Lessee shall have thirty (30) days to examine such commitment and object to exceptions. Lessor shall have an additional ten (120) days to make any corrections in the title required by the Title Company or Lessee. In case such defects in title are not rectified within the time specified, the Option shall be null and void, unless Lessee elects to waive such objections. The cost of the aforesaid title commitment and policy and any fees charged by the Title Company with respect to the performance of the terms of this Agreement shall be paid by Lessor. g. Closing. If the Option is exercised, and the contingencies set forth in Subparagraphs (h), (g), and (i) are satisfied, then this Agreement shall be consummated at the office of the Title Company, ninety (90) days from the date of the exercise of the Option, or at such time as the parties shall mutually agree in writing, at which time and place Lessor shall deliver to the Title Company for Lessee's approval and for recording Lessor's warranty deed, properly executed and conveying the Premises to Lessee; and Lessee shall then and there deliver to the Title Company the Purchase Price as adjusted. Upon the recording of the deed and when the Title Company shall be ready to issue its title insurance policy to Lessee, this Agreement shall be deemed to be consummated and Lessee shall at such time be entitled to receive the Title Company's title insurance policy. The deed shall be delivered to Lessee as soon as it has been recorded and is obtainable from the Recorder of Deeds. h. Financing. Lessees obligation to consummate the purchase and sale shall be contingent upon Lessee obtaining a loan to be payable over a thirty (30) year term in an amount not less than ninety-five percent (850) of the Purchase Price at a fixed interest rate not exceeding nine percent (9%). Lessee shall apply for such a loan within five (5) days after the Option is exercised and thereafter shall take such other steps as reasonably required by Lessee's lender. Lessee hereby agrees to notify Lessor within ten (10) days of the time when such loan is approved or rejected by Lessee's lender. Lessor hereby agrees to take all reasonable steps to assist Lessee with the loan process; provided, however, Lessor shall have no obligation to pay any fees or expenses relating to such financing. If Lessee is unable to obtain financing upon the terms and conditions set forth in this Paragraph (h) then Lessee shall have the right to declare the Option null and void and in such event the parties shall be released from their respective obligations hereunder. i. Structural and Mechanical Inspection. If the Option is exercised, Lessee and Lessee's agents, contractors or employees may enter upon the Premises at reasonable times after notice to the Lessor for the purpose of examining and inspecting the Premises to determine that all equipment, machinery and other facilities necessary for the maintenance and operation of the Premises are in good operating condition and repair, free from structural and mechanical defects and that all heating, plumbing, air conditioning, and electrical systems for operation of the Premises are in good order and repair and are adequate for the operation of the Premises. If the cost o correction and repairs necessary to put the operating equipment in good mechanical condition exceeds $500.00, then Lessee shall have the right to declare the Option null and void. IN such event the parties shall be released from their respective obligations hereunder. If (i) the cost of correction is equal to or less than $500.00, or, (ii) the cost of correction exceeds $500.00, and Lessee has not exercised its option to terminate the Option, then the parties shall proceed with the Option and Lessee shall have the option, at Lessee's sold discretion, to either (a) receive a credit against the Purchase Priced in the amount of the cost of correction or treatment, of (b) when the estimated cost of correction or treatment is equal to or less than $500.00, to require such work be completed by Lessor and at Lessor's cost, in a manner acceptable to Lessee, prior to the Closing. Lessee reserves the right to enter upon the Premises to confirm whether or not the repairs were done in a workmanlike and effective manner. j. Termite Inspection. If Lessee exercises the Option, Lessee, at Lessee's own expense, may have the Premises inspected by a licensed pest exterminator for any wood destroying insect infestation or damage from an existing or prior infestation. If such inspection report indicates any infestation or damage the cost of treatment or repair of which would exceed $500.00, Lessee shall have the option to declare the Option null and void and, in such event, the parties shall be released from their respective obligations hereunder. If (i) the cost of the correction is equal to or less than $500.00 or (ii) the cost of correction is greater than $500.00, and the Lessee has not exercised Lessee's Option to terminate the Option, then the parties shall proceed with the Option and Lessor shall have the option to terminate the Option, then the parties shall proceed with the Option and Lessor shall have the option, at Lessor's sole discretion, to either (a) receive a credit against the Purchase Price in the amount of the cost of correction or treatment, or (b) when the estimate cost of correction or treatment is equal to or less than $500.00, to require such work be completed by the Lessor prior to the Closing. Lessee reserves the right to enter upon the Premises to confirm whether or not the treatment or repair was done in a workmanlike and effective manner. k. Taxes. If Lessee exercises the Option, Lessor shall pay all taxes, general and special, and all special assessments against the Premises which are due and have accrued at the date of delivery of the deed hereof and Lessee shall assume all taxes, general and special, and all special assessments, and installments of unpaid special assessments becoming due and accruing thereafter, except that with respect to all general state, county, school and municipal taxes and special assessments and installments of unpaid special assessments (exclusive of rebates and penalties) becoming due and accruing during the calendar year in which the deed is delivered shall be prorated between Lessor and Lessee on the basis of said calendar year, as of the date of delivery of the deed. If the amount of any taxes or assessments to be prorated cannot be then ascertained, proration shall be computed on the amount of taxes and assessments for the preceding calendar year. 13. General. a. Amendments. The parties may amend this Agreement from time to time as they shall agree. Any such amendment shall be in writing and signed by the parties. b. Headings. The parties in this Agreement are inserted only for the purpose of convenient reference and in no way define, limit, or prescribe the scope or intent of any provision of this Agreement. c. Binding Effect. The parties intend that each provision of this Agreement shall be binding of its own force and effect, and that the invalidity of any provision or provisions shall not render this Agreement void. d. Survival. All representation, warranties, covenants and agreements made herein by each party shall survive the execution and delivery of this Agreement. e. Remedies. Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute or otherwise, shall be cumulative, and the exercise or beginning of the exercise or the forbearance of exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such rights, powers or remedies. f. Entire Agreement. This Agreement contains all the covenants, terms and undertakings of the parties with respect to the Premises; all prior agreements among the parties with respect to the subject matter hereof, whether written or oral, are merged herein and shall be of no force and effect. 14. Compliance with Rules. Lessee shall comply with all rules, regulations and restrictions which affect the Premises. LESSEE: - Ann Daniels LESSOR: C SI MISSO Rule, ayor ATTEST: ~- Grace Kemerlix~g,_~ity Cle- ~J