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HomeMy WebLinkAbout163-98 RESOLUTIONE; ' . r �y 1 es t. d RESOLUTION NO. 163- 9 8 A RESOLUTION APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE OPTIONS TO PURCHASE LAND AND AN OFFER AND ACCEPTANCE TO PURCHASE LAND LOCATED BETWEEN WASHINGTON COUNTY ROADS #648 AND #649, SOUTH OF HIGHWAY 16 WEST AND NORTH OF HIGHWAY 62 BELONGING TO JAMES. E MCCLELLAND, JR., ET AL; H.M. AND NORMA LEE SHIPP; BROYLES FARM CORP.; AND CALVIN AND WANDA SUE HAMMOND; AUTHORIZING THE CLOSING COSTS FOR LAND ACQUISITION; AND APPROVING A BUDGET ADJUSTMENT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council hereby approves and authorizes the Mayor and City Clerk to execute Options to Purchase and an Offer and Acceptance to purchase land located between Washington County Roads #648 and #649, South of Highway 16 West and North of Highway 62 belonging to James E. McClelland, Jr., et al; H.M. and Norma Lee Shipp; Broyles Farm Corp., and Calvin and Wanda Sue Hammond; and authorizing the closing costs for land acquisitions. Copies of the Options to Purchase and the Offer and Acceptance are attached hereto and made a part hereof. Section 7. The City Council also approves a budget in the amount of $285,000 increasing Sewer Improvements, Acct. No. 5400 5700 5815 00, Project Number 98105 30 by decreasing Use of Fund Balance, Acct. No. 5400 0940 4999 99. A copy of the budget adjustment is attached hereto and made a part hereof. PASSED AND APPROVED this /S day ofpF1Fina142, 1998. It- .. •- - - APPROVED: BY: ! red Hanna, Mayor 1, ATTEST: • By:ZZQiD Heather Woodruff, City Clerk City of Fayetteville, Arkansas ' Budget Adjustment Form ,2 1 Budget Yeer Department: Public Works Date Requested Adjustment # 1998 Division: Water & Sewer 12/15/98 Program: Sewer Mains Capital Project or Item Requested: Funding is requested for land purchase/ option cost for wastewater treatment plant expansion project. Project or Item Deleted: none. Use of fund balance is p oposed for this adjustment. Justification of this Increase: The land purchase options are before City Council for approval. Justification of this Decrease: Sufficient cash & investments exist to fund this request. Account Name Sewer Improvements Increase Expen e (Decrease Revenue) Amount Account Number Project Number 285,000 5400 5700 5815 00 98105 30 Decrease Expense (Increase Revenue) Account Name Amount Account Number Project Number Use of Fund Balance 285,000 5400 0940 4999 99 Re. ested By Approval Signatures Bu.get ordinator Department Director Admin. Seryices Director Ma(vor Date Date Date Budget Office Use Only Type: A B C ! u/ E Date of Approval ���//J Posted to General Ledger Posted to Project Accounting Entered in Category Log Blue Copy: Budget & Research / Yellow Copy: Requester C:WPP198BUD\BAAD.AWWTP_EXP.WK4 STAFF REVIEW FORM AGENDA REQUEST CONTRACT REVIEW GRANT REVIEW For the Fayetteville City Council meeting of November 17. 1998 FROM: • n 1 i ngtneenng Public Works Name Division Department ACTION REQUIRED: Approval of resolution authorizing the acquisition of 320.0 acres of land located between Washington County Roads #648 & #649, South of Highway 16 West and North of Highway 62, being the E 1/2 of Section 14, Township 16 North, Range 31 West, for the possible location of a second waste water treatment facility. Properties to be acquired from James E. McClelland Jr., et al, H. M. and Norma Lee Shipp, Broyles Farm Corp. and Calvin and Wanda Sue Hammond. Approval should include closing cost associated with the purchase of these lands. Budget adjustment approval required. COST TO CITY: $3.127.0110 Cost of this Request 5400-5100-5805.00 Account Number lg105-30 Project Number $ -0- Category/Project Budget $ -0- Funds Used To Date $ -0- Remaining Balance Waste Water Treatment Plant Exp. Category/Project Name Program Name Water/Sewer Fund Fund UD E g Coor or Budgeted Item X Budget Adjustment Attached Administrative Services Director CONTRACT/GRANT/LEASE REVIEW: 4 • una._ sr. qty Atto.y Purchasing Officer //-9-9d Date io a9te 11-10 98 bate 1 Date 11-70—we / —/O — ?! ADA Coordinator Date STAFF RECOMMENDATION: Staff recommends acquisition of the total 320 acres so as to be able to annex the southern most portion of these properties for the possible use for as a second waste water treatment facility. It is possible that the northern 200 acres + could be used for a future golf course which could utilize effluent from the treatment plant and generate income from the land use. Time is of�lssea'celfor these sellers due to various factors and outside pressures. (A_ sJaz A' / xiet u ate 0 , .r.„ 7/ lo -s& nt Three or bate i Administrative Services Director Date Mayor Date Cross Reference New Item: Yes X No Prev Ord/Res #: Orig Contract Date: • STAFF REVIEW FORM T • Page 2 Description Itlunop anproyip the purchase of 320 acres on the West side of Fayetteville for a waste water treatment facility. Meeting Date November 17. 1998 , Comments: Budget Coordinator Accounting Manager City Attorney Purchasing Officer ADA Coordinator Internal Auditor Reference Comments: FAYETTEVILLE THE CITY OF FAYETTEVILLE, ARKANSAS DEPARTMENTAL CORRESPONDENCE DATE: 11-10-98 TO: Fayetteville City Council THRU: Fred Hanna, Mayor Charles Venable, Public Works Director FROM: Ed Connell, Land Agent/if/6 RE: West Side Land Purchase On Thursday, October 29, 1998, the Water/Sewer Committee approved the City staff to enter into negotiations with willing property owners on the West side of Fayetteville for the possible location of a second waste water treatment facility. Offer and Acceptance contracts have been negotiated with four property owners, subject to approval by the Fayetteville City Council. Executed documents should be received from all parties during the week of November 9th, 1998. Copies of these contracts are included for reference purposes. With your approval, please submit this request to the Fayetteville City Council for acquisition approval of these properties in accordance with the contracts. Attached, please find a diagram which depicts location of the properties under contract. In total, 316.5 acres of unimproved land and a 3.5 acre parcel with a residence will be acquired. The contract(s) price for these acquisitions amount to $3,127,000. Some slight additional cost (> $15,000) will be involved to close all of these transactions. Appraised market value for these properties was $2,736,000. The contract(s) price represents about a 14% increase over appraised value. The City has the opportunity to acquire these properties from willing sellers at this time and it is important to the owners that these transactions take place in a minimum amount of time. Some of the owners have been the object of a group of people who oppose this project and these owners would like to get the sale of their property over with as quickly as possible. The following summarizes the appraised and negotiated values on these properties: TRACT # 3 4 5 6 OWNERSHIP McClelland Shipp Broyles Hammond TOTAL ACREAGE 100.0 100.0 116.5 3.5 320.0 APPRAISAL ($) 900,000 800,000 932,000 104,000 2,736,000 + 14.3 % SETTLEMENT ISI 1,040,000 1,000,000 967,000 120.000 3,127,000 Funding is programmed into the 1999 budget for this land acquisition. Approximately 2/3 of the acquisition cost could be required before the end of 1998 as some owners are anxious to close as soon as possible. Attached, please find a required budget adjustment for these funds. A 178 CITY OF FAYETTEVILLE, ARKANSAS 1999 - 2003 CAPITAL IMPROVEMENTS PROGRAM PROJECT DETAIL PROJECT TITLE: Wastewater Treatment Plant Expansion PROJECT COST REQUESTING DIVISION: Water/Sewer& Engineering1 1999 $ 2,900,000 2000 FUNDING SOURCE: Water & Sewer Fund 2001 PROJECT CATEGORY: Water & Sewer Improvements 2002 2003 INITIAL YEAR PRIORITY: 4 PROJECT TYPE: REPLACEMENT TOTAL PROJECT COST $ 2,900,000 EXPANSION Y PROJECT DESCRIPTION & JUSTIFICATION : The purpose of this project Is to address the needs for future Wastewater Treatment Improvements which were outlined in a Wastewater Facility Plan completed in 1998. This Wastewater Facility Plan focuses on the impacts of growth on the City of Fayetteville wastewater system. Utilizing the 85,090 population projected in the City's General Plan 2020, it establishes a vision of future wastewater facilities to accommodate increasing wastewater flows. This project has funding budgeted in the Water & Sewer Fund and a tentative bond Issue fund. The different methods of funding will be analyzed and will be determined in the future. There is additional $66.800,000 requested In the Bond Fund. PROJECT STATUS (IF IN PROGRESS) : Currently, $2,000,000 is budgeted In 1998 to fund engineering for wastewater treatment plant Improvements and expansion. EFFECT OF THE PROJECT ON ANNUAL OPERATIONS : Additional operating expenses associated with the operation of an additional plant. 1 i i •�. Omar Crust ' �l, �. I i/ W BM Finn \,e �) i i �d \N. �..� j :mfi{ DC" I i 1S d% yo.o nm. . a •.I / I� I�m� % F�nbpmn �' ^n` ` `. enN 1 !1� \ if •`i QI.( sq� .�� \ E.MoM { ptU,.. OS 178 I"n• • 015 04 Document Reference RES I 4 -Date 12/15/1998 City of Fayetteville Maintenance/Inquiry Item Action Ref. Taken Brief Description 163 1/10/2002 9:18:42 L OPTIONS/LAND PURCHASE/SEWER PLANT Keywords File Reference # Security Class Expiration Date Date for Cont/Referred: Name Referred to • • • RES. 163-98 OPTIONS TO PURCHASE LAND OFFER AND ACCEPTANCE MCCLELLAND, JAMES SHIPP, H.M. AND NORMA BROYLES FARM HAMMOND, CALVIN AND WANDA SEWER PLANT PROPOSED SITE SOUTH OF HWY 16 & n. of hwy 62 TITLE INSURANCE ATTACHED holding Cmdl-Return Cmd2-Check Out Cmd'S-Abstract Yes No Retention Type: **** Active **** Press Cmd 6 to Update CmdB-Retention Cmd3-End Press 'ENTER' to Continue (c) 1986-1992 Munimetrix Systems Corp. Wit. 'w^ 1. • 1, Prep Date. 11-02-98 OFFER AND ACCEPTANCE CONTRACT 1 The City of Fayetteville, Arkansas, a municipal corporation, hereinafter referred to as the Buyer, offers to buy, subject to the terms and conditions set forth herein, the following described property: SEE ATTACHED EXHIBIT "A" FOR PROPERTY DESCRIPTION 2. Purchase Price: Subject to the following conditions, the Buyer shall pay for the property at closing, the total and cash payment of One Hundred Twenty Thousand Dollars (5120,000.00). 3. Contingent Earnest Money Deposit: The Buyer shall, within two weeks of receipt of this fully executed Contract, tender a check for $5,000 to Calvin R. Hammond and Wanda Sue Hammond, husband and wife, hereinafter referred to as the Seller, as earnest money, which shall apply on the purchase price. This offer of purchase is contingent upon approval of the City Council of the City of Fayetteville, Arkansas, and, if they do not so approve, the earnest money deposit will be returned to the Buyer by the Seller. If title requirements are not fulfilled or the Seller fails to fulfill any obligations under this contract, the earnest money shall be promptly refunded to the Buyer. If the Buyer fails to fulfill his obligations under this contract or after all conditions have been met, the Buyer fails to close this transaction, the earnest money may, at the option of the Seller, become liquidated damages to the Seller. Alternatively, the Seller may assert legal or equitable rights which it may have because of breach of this contract. 4. Conveyance will be made to the Buyer by general Warranty Deed, except it shall be subject to recorded instruments and easements, if any, which do not materially affect the value of the property. Such conveyance shall include mineral rights owned by the Seller. 5. The Seller shall furnish a policy of title insurance in the amount of the purchase price from a title insurance company as selected by the Buyer. Buyer and Seller shall equally share in the cost of such title insurance policy. 6. Seller agrees to allow Buyer, if Buyer so desires, at Buyer's expense, to survey the property Seller agrees to cure any title problems which may result from any differences between the recorded legal descriptions of the property and the survey description. Said title problems, if any, must be solved prior to closing to the satisfaction of the Buyer and title insurance provider. 7. Taxes and special assessments due on or before closing shall be paid by the Seller. Insurance, general taxes, ad valorem taxes, special assessments and rental payments shall be prorated as of closing. •r t . OFFER AND ACCEPTANCE CONTRACT Page 2 of 4 Prep Date:11-04-98 8. The closing date is designated to be sixty (60) days after approval of this offer by the Fayetteville City Council. If such date of closing falls on a weekend or holiday, it will be held the following working day. 9. Possession of the property shall be delivered to the Buyer on the date of closing. 10. Buyer agrees to lease the property to Seller under the terms of a "Lease Agreement" between the parties on a monthly basis for a period not to exceed one year, beginning on the date of closing. Seller may terminate said Lease Agreement at any time with 30 days written notice to the Buyer. The lease payment under said agreement shall be $ 100.00 per month. 11. Seller hereby grants permission for the Buyer or its employees or designates to enter the above described property and improvements for the purpose of inspec- tion and/or surveying 12. All fixtures, improvements and attached equipment are included in the purchase price. 13. Risk of loss or damage to the property by fire or other casualty occurring up to the time of closing is assumed by the Seller. 14. Seller shall disclose to Buyer any and all environmental hazards of which Seller has actual knowledge. 15. This agreement shall be governed by the laws of the State of Arkansas. 16. This agreement, when executed by both the Buyer and the Seller shall contain the entire understanding and agreement of the parties with respect to the matters referred to herein and shall supersede all price or contemporaneous agreements, representations and understanding with respect to such matters, and no oral representations or statements shall be considered a part hereof. 17. This contract expires, if not accepted on or before the 15th day of November, 1998. 3 , R OFFER AND ACCEPTANCE CONTRACT Page 3 of 4 Prep Date: 11-02-98 18. NOTICE: BUYER ASSERTS AND "SELLER HEREBY ACKNOWLEDGES THAT THIS OFFER IS EXPRESSLY CONTINGENT UPON THE APPROVAL OF THIS OFFER OF PURCHASE BY THE CITY COUNCIL OF FAYETTEVILLE AND THAT THE FAILURE OF THE COUNCIL TO SO APPROVE WILL MAKE ALL PORTIONS OF THIS OFFER NULL AND VOID, INCLUDING, BUT NOT LIMITED TO, THE RETURN TO BUYER OF THE $5,000 EARNEST MONEY DEPOSIT. SELLER: (4 45 Calvin R. Hammond Wanda Sue Hammond AGENT OR WITNESS: igt 46-11 BUYER: City of Fayetteville, Arkansas, a municipal corporation Fred Hanna, Mayor /e0# (Heather Woodruff, City CYerk Date: / /- /0 Date: 11- 1U -q8 Date: 11 /10/4 S? Date: 'Mir Date: i/A//ri • J j_ , OFFER AND ACCEPTANCE CONTRACT Page 4 of 4 EXHIBIT "A" PROPERTY, DESCRIPTION A part of the Southeast Quarter (SEA) of the Southeast Quarter (SEA) of Section Fourteen (14) in Township Sixteen (16) North of Range Thirty-one (31) West of the Fifth Principal Meridian, more particularly described as follows: Beginning at a point 579 feet West of the Southeast corner of the Southeast Quarter of said 40 acres tract and running thence West 741 feet, more or less, to the Southwest corner of said 40 acre tract; thence North 209 feet; thence East 741 feet, more or less, to a point 209 feet North of the point of beginning; thence South 209 feet to the Point of Beginning, containing 3.5 acres, more or less, Washington County, Arkansas SIGNED FOR IDENTIFICATION: SELLER:H C... 4t.. . ? ifaM Calvin R. Hammond Wanda Sue Hammond BUYER: The City of Fayetteville, Arkansas, a municipal corporation BY: Fred Hanna, Mayor eat er Woodruff, City (Seal) OPTION TO PURCHASE REAL ESTATE For and in consideration of the sum of Thirty One Thousand Two Hundred Dollars ($31,200)) paid to the undersigned James E McClelland, Jr. and Patricia F. McClelland, husband and wife, Linda M. Rogers and Joseph S. Rogers, wife and husband, and Raymond K. McClelland, a single person, hereinafter called Seller, the receipt of which is hereby acknowledged, the Seller hereby gives to the City of Fayetteville, Arkansas, a municipal corporation, hereinafter called Buyer, its successors and assigns, the exclusive initial option to purchase for the total sum of One million Forty Thousand Dollars ($1,040,000), herein called the purchase price, being exclusive of the consideration set forth hereinabove, on or before the expiration of six (6) months from the date of this option, the following described real estate, to - wit: SEE ATTACHED EXHIBIT "A" FOR PROPERTY DESCRIPTION Buyer shall further have the option to extend the initial exclusive option to purchase for an additional six (6) month period, beginning on the date immediately following the expiration of the initial option period and with the payment to Seller of Twenty Thousand Eight Hundred Dollars ($20,800), said payment for the extended option period being due and payable within two weeks of said extension. The consideration first mentioned hereinabove shall be paid to the Seller by the Buyer within thirty (30) days of the date hereof or within thirty (30) days of the date of approval by the Fayetteville City Council, whichever occurs latest. If Buyer decides to exercise this option to purchase, written notice shall be given to Seller of Buyer's election to exercise this option on or before the expiration date(s) provided by this Option to Purchase. Buyer and Seller have previously entered into an Offer and Acceptance Contract, hereinafter referred to as the "0 & A Contract", dated November 8. 1998, a copy of which is attached herewith and made a part hereof. The terms and conditions of said 0 & A Contract shall govern the conveyance of said real estate described except (1) the Contingent Earnest Money Deposit provided for in said 0 & A Contract shall be paid by the Buyer to the Seller within two weeks of the written notice by the Buyer to exercise the option as provided for with this Option to Purchase agreement, (2) the closing date for the conveyance of said real estate described herein shall occur within ninety (90) days of the written notice by the Buyer to exercise the option provided for herein and (3) Seller and Buyer shall prorate any and all assessed taxes on the above described real estate as of the date of closing for the tax year of such closing. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands on this 22nd day of December , 1998 . SELLERS. c James E McClelland, Jr. r Lind -S 'overs and K. McClelland BUYE$: City of Fayetteville, Arkansas Fred Hanna, Mayor Patricia F. McClelland S. Roger eather Woodruff, City Cle Z • OPTION TO PURCHASE Page 2 EXHIBIT MA° PROPERTY DESCRIPTION • The North Half (N1) of the Northeast Quarter (NE1); the North Half (N/) of the North Half (N1) of Southwest Quarter (SW14) of the Northeast Quarter (NE1/4), the North Half (NY) of the North Half (W) of the Southeast Quarter (SEA) of the Northeast Quarter (NE3/4), all in Section Fourteen (14), Township Sixteen (16) North of Range Thirty-one (31) West of the Fifth Principal Meridian, containing one - hundred (100) acres, more or less, Washington County, Arkansas S OFFER AND ACCEPTANCE CONTRACT Preparation Date: 11-3-98 1 The City of Fayetteville, Arkansas, a municipal corporation, hereinafter referred to as the Buyer, offers to buy, subject to the terms and conditions set forth herein, the following described property; SEE ATTACHED EXHIBIT "A" FOR PROPERTY DESCRIPTION 2. Purchase Price: Subject to the following conditions, the Buyer shall pay for the property at closing, the total and cash payment of One Million Forty Thousand Dollars ($1,040,000.00). 3. Contingent Earnest Money Deposit: The Buyer shall, within two weeks of receipt of this fully executed Contract, tender a check for $10,000.00 to James E. McClelland Jr. and Patricia F. McClelland, husband and wife, Linda M. Rogers and Joseph S. Rogers, wife and husband, and Raymond K. McClelland, a single person , hereinafter referred to as the Seller, as earnest money, which shall apply on the purchase price. This offer of purchase is contingent upon approval of the City Council of the City of Fayetteville, Arkansas, and, if they do not so approve, the earnest money deposit will be returned to the Buyer by the Seller If title requirements are not fulfilled or the Seller fails to fulfill any obligations under this contract, the earnest money shall be promptly refunded to the Buyer. If the Buyer fails to fulfill his obligations under this contract or after all conditions have been met, the Buyer fails to close this transaction, the earnest money may, at the option of the Seller, become liquidated damages to the Seller. Alternatively, the Seller may assert legal or equitable rights which it may have because of breach of this contract. Seller, at Seller's option, may instruct Buyer to retain such Earnest Money Deposit until closing or have said Earnest Money Deposit delivered to a Section 1031 Intermediary for exchange purposes. 4. Conveyance will be made to the Buyer by general Warranty Deed, except it shall be subject to recorded instruments and easements, if any, which do not materially affect the value of the property. Such conveyance shall include mineral rights owned by the Seller. 5. The Seller shall furnish a policy of title insurance in the amount of the purchase price from a title insurance company as selected by the Buyer. Buyer and Seller shall equally share in the cost of such title insurance policy. 6. Seller will provide a boundary survey of said property by McClelland Consulting Engineers, Inc. at Sellers cost. Seller agrees to cure any title problems which may result from any differences between the recorded legal descriptions of the property and the survey description. Said title problems, if any, must be solved prior to closing to the satisfaction of the Buyer and title insurance provider. • OFFER AND ACCEPTANCE CONTRACT Page 2 of 5 Prep. Date: 11-3-98 7. Taxes and special assessments due on or before closing shall be paid by the Seller. Insurance, general taxes, ad valorem taxes, special assessments and rental payments shall be prorated as of closing. 8. The closing date shall be determined by mutual consent, but not longer than seventy five (75) days after approval of this offer by the Fayetteville City Council. If such date of closing falls on a weekend or holiday, it will be held the following working day. 9. Possession of the property shall be delivered to the Buyer on the date of closing. 10. Seller hereby grants permission for the Buyer or its employees or designates to enter the above described property and improvements for the purpose of inspec- tion and/or surveying. Buyer shall indemnify and hold Seller harmless of any damages caused by foregoing inspections and this covenant shall survive any termination of this Offer and Acceptance Contract. 11. All fixtures, improvements and attached equipment are included in the purchase price. 12. Risk of loss or damage to the property by fire or other casualty occurring up to the time of closing is assumed by the Seller. 13. Seller shall disclose to Buyer any and all environmental hazards of which Seller has actual knowledge. 14. This agreement shall be governed by the laws of the State of Arkansas. 15. This agreement, when executed by both the Buyer and the Seller shall contain the entire understanding and agreement of the parties with respect to the matters referred to herein and shall supersede all price or contemporaneous agreements, representations and understanding with respect to such matters, and no oral representations or statements shall be considered a part hereof. 16. This contract expires, if not accepted on or before the 15th day of November , 1998. • OFFER AND ACCEPTANCE CONTRACT Page 3 of 5 4 Prep. Date: 11-3-98 17. In the event the subject orooertv is developed into a golf course. the name of the course will include the family name "McClelland". An example and suggested name is "McClelland highlands Golf Course' The name to be approved by the McClelland Family. 18. MUTUAL COOPERATION RELATING TO LIKE -KIND EXCHANGE: Seller will pay cost relating to a 1031 exchange. Each party agrees to take any and all reasonable actions requested by the other party to assist in effectuating a like - kind exchange involving the Property pursuant to Section 1031 of the Internal Revenue Code of 1986, as amended (the Code), including, without limitation, Buyer's consenting to the assignment of this Offer and Acceptance contract by Seller to a "qualified intermediary". as defined in Section 1031 of the code and regulations promulgated thereunder; provided, however, in no event will either party be required to take title to any other property or to incur any additional expenses in order to effectuate the like -kind exchange. Each party shall hold the other harmless from and indemnify and defend the other party against all liability, costs and expenses, including reasonable attorney's fees, that may be assessed against or incurred by the other party arising out of the actions taken by it at the request of the other to assist in effectuating a like -kind exchange involving the Property. Each Party hereby releases the other party from any and all claims, losses, damages, suits, costs and expenses, including attorney's fees, arising out of or relating to the disqualification of this sale -purchase transaction as a like -kind exchange under the Code. This release and hold -harmless indemnification agreement will survive the closing of this transaction. Buyer understands that "Seller" is three different individuals that each own an undivided tenants-in- common interest in the Property and each may separately determine the propriety of entering into a like -kind exchange with respect to his or her respective interest in the Property. 19. NOTICE: BUYER ASSERTS AND SELLER HEREBY ACKNOWLEDGES THAT THIS OFFER IS EXPRESSLY CONTINGENT UPON THE APPROVAL OF THIS OFFER OF PURCHASE BY THE CITY COUNCIL OF FAYETTEVILLE AND THAT THE FAILURE OF THE COUNCIL TO SO APPROVE WILL MAKE ALL PORTIONS OF THIS OFFER NULL AND VOID, INCLUDING, BUT NOT LIMITED TO, THE RETURN TO BUYER OF THE $10,000.00 EARNEST MONEY DEPOSIT. e 1 i • OFFER AND ACCEPTANCE CONTRACT Prep. Date: 11-03-98 Page 5 of 5 EXHIBIT "A" PROPERTY DESCRIPTION The North Half (N'/:) of the Northeast Quarter (NE'/4); the North Half (N'%) of the North Half IN%) of Southwest Quarter (SWY4) of the Northeast Quarter (NEM; the North Half (N1/2) of the North Half (NY/) of the Southeast Quarter (SEY) of the Northeast Quarter (NEY4), all in Section Fourteen (14), Township Sixteen (16) North of Range Thirty-one (31) West of the Fifth Principal Meridian, containing one -hundred (100) acres, more or less, Washington County, Arkansas SIGNED FOR IDENTIFICATION: SELLER: 4.(4.,461)4 es E. McClelland Jr. Linda M Rogers Raond . McClelland BUYER: The City of Fayetteville, Arkansas, a municipal corporation BY: Fred anna, Mayor rtA> /�- �� Heather Woodruff, Cit lerk t 4 • • OPTION TO PURCHASE REAL ESTATE For and in consideration of the sum of Thirty Thousand Dollars ($30,000) paid to the undersigned H. M Shipp and Norma Lee Shipp, husband and wife, hereinafter called Seller, the receipt of which is hereby acknowledged, the Seller hereby gives to the City of Fayetteville, Arkansas, a municipal corporation, hereinafter called Buyer, its successors and assigns, the exclusive option to purchase for the total sum of One Million Dollars ($1,000,000), herein called the purchase price, being exclusive of the consideration set forth hereinabove, on or before the expiration of six (6) months from the date of this option, the following described real estate, to - wit: SEE ATTACHED EXHIBIT "A" FOR PROPERTY DESCRIPTION Buyer shall further have the option to extend the initial exclusive option to purchase for an additional six (6) month period, beginning on the date immediately following the expiration of the initial option period and with the payment to Seller of Twenty Thousand Dollars ($20,000), said payment for the extended option period being due and payable within two weeks of said extension. The consideration first mentioned hereinabove shall be paid to the Seller by the Buyer within thirty (30) days of the date hereof or within thirty (30) days of the date of approval by the Fayetteville City Council, whichever occurs latest. If Buyer decides to exercise this option, written notice shall be given to Seller of Buyer's election to exercise this option on or before the expiration date(s) provided by this Option to Purchase. Buyer and Seller have previously entered into an Offer and Acceptance Contract, hereinafter referred to as the "0 & A Contract", dated November 10, 1998, a copy of which is attached herewith and made a part hereof. The terms and conditions of said 0 & A Contract shall govern the conveyance of said real estate described except (1) the Contingent Earnest Money Deposit provided for in said 0 & A Contract shall be paid by the Buyer to the Seller within two weeks of the written notice by the Buyer to exercise the option as provided for with this Option to Purchase agreement, (2) the closing date for the conveyance of said real estate described herein shall occur within ninety (90) days of the written notice by the Buyer to exercise the option provided for herein and (3) Seller and Buyer shall prorate any and all accessed taxes on the above described real estate as of the date of closing for the tax year of such closing. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands on this 22nd day of December , 1998 . SELLERS: e2a H M. Ship % Norma Lee Shipp BUYER. City of Fayetteville, Arkansas Fred Hanna, Mayor eather Woodruff, City Clew OPTION TO PURCHASE i Page 2 • EXHIBIT "A" PROPERTY DESCRIPTION The North -half (N1) of the Northwest Quarter (NW%) of the Southeast Quarter (SEA); the North -half (N1) of the Northeast Quarter (NES) of the Southeast Quarter (3E1/4); the South -half (S'/) of the Southwest Quarter (SW%a) of the Northeast Quarter (NE'/4); the South -half (S'/z) of the North -half (N'/z) of the Southwest Quarter (SW') of the Northeast Quarter (NE14); the South -half (S'/z) of the Southeast Quarter (SE'/4) of the Northeast Quarter (NE1); and the South -half (S') of the North -half (N1) of the Southeast Quarter (SEA) of the Northeast Quarter (NE14), all in Section Fourteen (14), Township Sixteen (16) North, Range Thirty-one (31) West, containing 100 acres, more or less. • OFFER AND ACCEPTANCE CONTRACT 1. The City of Fayetteville, Arkansas, a municipal corporation, hereinafter referred to as the Buyer, offers to buy, subject to the terms and conditions set forth herein, the following described property: SEE ATTACHED EXHIBIT "A" FOR PROPERTY DESCRIPTION 2. Purchase Price: Subject to the following conditions, the Buyer shall pay for the property at closing, the total and cash payment of One Million Dollars $ 1,000,000.00. 3. Contingent Earnest Money Deposit: The Buyer shall, within two weeks of receipt of this fully executed Contract, tender a check for $10,000 to H. M. Shipp and Norma Lee Shipp, husband and wife, hereinafter referred to as the Seller, as earnest money, which shall apply on the purchase price. This offer of purchase is contingent upon approval of the City Council of the City of Fayetteville, Arkansas, and, if they do not so approve, the earnest money deposit will be returned to the Buyer by the Seller. If title requirements are not fulfilled or the Seller fails to fulfill any obligations under this contract, the earnest money shall be promptly refunded to the Buyer. If the Buyer fails to fulfill his obligations under this contract or after all conditions have been met, the Buyer fails to close this transaction, the earnest money may, at the option of the Seller, become liquidated damages to the Seller. Alternatively, the Seller may assert legal or equitable rights which it may have because of breach of this contract. Seller, at Seller's option, may instruct buyer to retain such Earnest Money Deposit until closing or have said Earnest Money Deposit delivered to a Section 1031 Intermediary for like -kind exchange purposes. 4. Conveyance will be made to the Buyer by general Warranty Deed, except it shall be subject to recorded instruments and easements, if any, which do not materially affect the value of the property. Such conveyance shall include mineral rights owned by the Seller. 5. The Seller shall furnish, at Buyer's cost, a policy of title insurance in the amount of the purchase price from a title insurance company as selected by the Buyer. 6. Seller agrees to allow Buyer, if Buyer so desires, at Buyer's expense, to survey the property. Seller agrees to cure any title problems which may result from any differences between the recorded legal descriptions of the property and the survey description. Said title problems, if any, must be solved prior to closing to the satisfaction of the Buyer and title insurance provider. 7. Taxes and special assessments due on or before closing shall be paid by the Seller. Insurance, general taxes, ad valorem taxes, special assessments and rental payments shall be prorated as of closing.