HomeMy WebLinkAboutWaltrust Properties, Inc-2/20/2012ACQUISITION CONTRACT
Parcel Nos. 8913-13-101-027
PROJECT ast Donald Street Im • rovements Pro ect - US 63 to Mildred Avenue ��nn
THIS ACQUISITION CONTRACT (the "Contract") is made and entered into as of blra.Saj , , 2012 by and
between Waltrust Properties, Inc. ("Seller"), and City of Waterloo, Iowa, ("Buyer").
1. Seller agrees to sell to Buyer, and Buyer agrees to buy, the following real estate and/or easement interests (the
"Property"), described as: See legal descriptions attached as Exhibit "A", City of Waterloo, State of Iowa, which
includes the buildings, improvements and other fixtures thereon.
The Property also includes, if applicable, all estates, rights, title and interests, including all easements, and all
advertising devices and the right to erect such devices as are located thereon.
2. Possession of the Property is the essence of this Contract, and Buyer may enter and assume use and enjoyment of
the premises per the terms of this Contract. Seller hereby grants Buyer the immediate right of access and entry to
the Property for project purposes, including but not limited to gathering survey and soil data. Seller may surrender
possession of the Property or any part thereof prior to the time at which it has hereinaffer agreed to do so, and
agrees to give Buyer ten (10) days notice of Seller's intention to do so by calling Buyer at (319) 291-4366.
3. The Purchase Price shall be $ 3,070.07 , based on a fee title value of $4.69 per foot, as itemized on Exhibit "B"
attached hereto. Of the Purchase Price, $100.00 is on deposit with the law office of Clark, Butler, Walsh & Hamann,
to be held in trust, and the balance of the Purchase Price shall be due and payable in full at closing, to be delivered
to the Seller upon performance of Seller's obligations and satisfaction of Buyer's contingencies, if any. If this
Contract is not accepted by Seller or if it is rescinded by Buyer for failure of title or any other reason provided for in
this Contract, then the earnest money shall be returned to Buyer. Any other release of eamest money shall require
the written consent of both parties.
In addition to the Purchase Price, Buyer shall pay the following costs and expenses: (i) cost to relocate Seller's sign
(estimated to be $15,000, however, Buyer to pay cost in full regardless of amount); (ii) cost to relocate Seller's
irrigation system as same is affected by Buyer's work (same to be in good working order upon completion of such
relocation); (iii) restoration of the Property and temporary construction easement area (including but not limited to
pavement, curbing, grass, landscaping and sidewalks to condition substantially similar to that existing before Project
start); and (iv) all costs associated with the conveyance of the Property (including but not limited to title charges,
surveys, recordation costs, transfer taxes, Iowa closing agent costs and fees, and the cost to release any existing
easement or title encumbrance not acceptable to Buyer). Seller and Buyer shall work together to coordinate the
timing of sign relocation.
4. Possession of the Property shall be delivered to Buyer at closing, which shall occur on or before
as the parties may hereafter agree, but in any event after the approval of title by Buyer and satisfaction or waiver
of contingencies, if any.
5. Seller warrants that there are no tenants on the Property holding under a lease except a lease between Seller and
Walgreen Co., an Illinois corporation.
6. This Contract shall apply to and bind the legal successors in interest of Seller, and Seller agrees to pay all
encumbrances, claims, liens and assessments against the Property, including all taxes and special assessments
payable until surrender of possession as required by Section 427.2 of the Code of Iowa. Names and addresses of
lienholders are: (a) Black Hawk County, Iowa, for taxes.
7. Buyer may include mortgagees, lienholders, encumbrances and taxing authorities as payees on warrants as
contract payment (without modification to the payments contemplated herein). Buyer may obtain at Buyer's cost
an abstract of title continued by Black Hawk County Abstract Company to a date within thirty (30) days before the
closing date, showing merchantable title to the Property in Seller in conformity with this Contract, Iowa law, and title
standards of the Iowa State Bar Association. Seller shall convey the Property to Buyer by special warranty deed, free
and clear of all liens, claims and encumbrances, except those permitted as exceptions by Buyer. Buyer
acknowledges that Seller has delivered several documents which are encumbrances on the Property. Buyer further
acknowledges that Seller will have no responsibility for removal of those encumbrances. In the event Buyer
disapproves any other lien, encumbrance or claim affecting the Property, Buyer shall notify Seller of same, and the
parties shall work together in good faith to an acceptable resolution.
8. Intentionally deleted.
9. Intentionally deleted.
10. Buyer shall maintain liability insurance for any entry onto the Property prior to closing, whether such entry is
conducted by Buyer or an agent or representative of Buyer.
11. Seller has agreed to sell the Property to the Buyer. Seller acknowledges if it fails to complete its duties of
performance under this Contract, Buyer may exercise its power of eminent domain to acquire the Property,
provided that the Property is deemed essential by the City Council to keep the project moving forward, or Buyer
may exercise other remedies available under applicable law. Buyer agrees to cooperate with Seller, at Seller's
request and at no additional cost to Buyer, to have this transaction qualify as an involuntary conversion pursuant to
§ 1033 of the Internal Revenue Code.
12. This Contract shall become effective only upon the occurrence of each of the following two events: (a)
acceptance and approval of the Contract by the City Council of the City of Waterloo, and (b) the environmental
clearance of the Property in accordance with Phase I site assessment and recommended subsequent activities, all
to be completed by Buyer at Buyer's expense. In supplementation of the Phase I, without investigation, Seller
represents that it has no knowledge of any contamination of the Property by hazardous wastes and/or substances.
v'
13. Intentionally deleted.
14. This Contract, together with the exhibits and attachments attached hereto, constitutes the entire agreement
between Buyer and Seller, and there is no agreement to do or not to do any act or deed except as specifically
provided herein. This Contract may be modified only in a writing signed by both parties. Time is of the essence of
this Contract.
WHEEFO, e •art es have entered into this Acquisition Contract as of the date first set forth above.
01415111
Waltr ° St o e erties, Inc.
By: Rabed M. Silverman
Its: Vice President
SELLER'S ACKNOWLEDGMENT:
STATE OF ILLINOIS, COUNTY OF LAKE: ss:
20-3400766
EIN
Acknowledged before me on February 9, 2012, by Robert M. Silverman as Vice President of Seller.
"OFFICIAL SEAL"
JAMIE M. BATES
NOTARY PUBLIC, STATE OF ILLINOIS
MY COMMISSION EXPIRES 11116/2014
Nota Pub 'c zAnft I e d4 .-MITE
Walgreen Co. executes this document to release any and all leasehold interest in and to the Property contemplated in
this acqu
Walgre ='n o.
By: Robert . Silverman
Its: Divisional Vice President
TENANT'S ACKNOWLEDGMENT:
STATE OF ILLINOIS, COUNTY OF LAKE: ss:
Acknowledged before me on February 9, 2012, by Robert M. Silverman as Divisional Vice President of Tenant.
"OFFICIAL SEAL"
JAMIE M. BATES
NOTARY PUBLIC, STATE OF ILLINOIS
MY COMMISSION EXPIRES 11/16/2014
APPR
City Plannin Staff
APPROVED BY
(Mayor)
DATE APPROVED:'VO,1r1,.{ / , �,--
Not&ry blic 3.601 L= - L')AT
(Date)
ATTEST::
(City Clerk)
BUYER'S ACKNOWLEDGMENT:
STATE OF IOWA, BLACK HAWKCOUNTY, ss:
Acknowledged before me on poxtulgVtaby est &. Clark and S zy Scha es as Mayor and City Clerk,
respectively, of the City of Waterloo, Iowa.
2
J
EXHIBIT "A"
AECOM
WATERLOO, IOWA
(319-232-6531)
EXHIBIT SHEET 2 OF 2
REV/BY: DATE
ACQUISITION PLAT
FOR THE CITY OF WATERLOO, IOWA
ADDRESS OF SURVEY
1850 LOGAN AVENUE
WATERLOO, IOWA 50703
OWNER: WALTRUST PROPERTIES INC.
104 WILMOT ROAD
MS 1420
DEERFIELD, IL. 60015
PARCEL NO. 8913-13-101-027
DESCRIPTION: ACQUISITION PLAT
A PARCEL OF LAND SITUATED IN PART OF LOT 1 OF BLOCK 1 OF NORTH WATERLOO PLACE, CITY
OF WATERLOO, COUNTY OF BLACK HAWK, STATE OF IOWA, MORE PARTICULARLY DESCRIBED
AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 1, THENCE NORTH 89° (DEGREES) 19'
(MINUTES) 21" (SECONDS) EAST (ASSUMED BEARING FOR THE PURPOSE OF THIS DESCRIPTION)
ON THE NORTH UNE OF SAID LOT 1, ALSO BEING THE PRESENT SOUTH RIGHT-OF-WAY UNE OF
E. DONALD STREET, 46.62 FEET; THENCE SOUTH 78°15'31" WEST, 13.26 FEET; THENCE SOUTH
48°10'05" WEST, 14.00 FEET; THENCE SOUTH 77°32'58" WEST, 11.82 FEET; THENCE SOUTH
27°30'58" WEST, 25.22 FEET TO THE WEST LINE OF SAID LOT 1, ALSO BEING THE PRESENT EAST
RIGHT-OF-WAY LINE OF U.S. HIGHWAY 63 (LOGAN AVENUE), THENCE NORTH 00°00'58" WEST
ON SAID WEST LINE, 36.41 FEET TO THE POINT OF BEGINNING.
BY SURVEY CONTAINING 535 SQUARE FEET OR 0.01 ACRE.
pccij-cI aZ
EXHIBIT "A"
36.94'
Z
Z
a
X
O
46.62'
EXHIBIT 'A'
TEMPORARY EASEMENT
F.Y. 2011 EAST DONALD STREET IMPROVEMENTS
CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA
PROJECT NO. STP–U-8155(714)-70-07
E. DONALD STREET
FEE TITLE ACQUISITION
0
a
130'
1
37.12'
TEMPORARY EASEMENT
46.89' 130'
LEGEND
issmakam+® FEE TITLE ACQUISITION LINE
r■umaa■aa TEMPORARY EASEMENT LINE
ADDRESS OF SURVEY
1850 LOGAN AVENUE
WATERLOO, IOWA 50703
COUNTY PARCEL NO. 8913-13-101-027
14'
0 15 30 45 60
SCALE
AREA OF TEMPORARY EASEMENT = 1196 SQUARE FEET OR 0.03 ACRE
SHEET 1 OF 2
AECOM
501 SYCAMORE STREET
SUITE 222
WATERLOO, IOWA 50703
TEMPORARY EASEMENT
WALTRUST PROPERTIES INC.
104 WILMOT ROAD
MS 1420
DEERFIELD, IL. 60015
2
EXHIBIT "B"
Sq Feet Price
Price per square foot (fee interest) = $4.69
Fee acquisition 535 $2,509.15
Temporary easement(s) 1,196 560.92
TOTAL $3,070.07