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HomeMy WebLinkAbout2021-013 Wells, John & LorraineCITY OF ATASCADERO CONTRACT NUMBER: ASSESSOR PARCEL NO.: 054-272-015 PROJECT: Atascadero-Santa Lucia Road Bridge Replacement OWNER: Wells Family Trust and Estate of Delbert W. Flanagan, deceased RIGHT OF WAY AGREEMENT (WITH ESCROW INSTRUCTIONS) THIS AGREEMENT is made and entered into by and between John P. Wells and Lorraine H. Wells, Co -Trustees of The Wells Family Trust, dated May 6, 2013, and John P. Wells, Special Administrator of the Estate of Delbert W. Flanagan, deceased (hereinafter collectively called "Grantor"), and The City of Atascadero, a California municipal corporation, (hereinafter called "City"). An instrument in the form of a Grant Deed ("Deed") covering the property particularly described therein ("Property"), has been executed concurrently with this Agreement and delivered to City representatives. In consideration of which, and other considerations hereinafter set forth, it is mutually agreed as follows: 1. The parties have herein set forth the whole of their agreement. The performance of this Agreement constitutes the entire consideration for said document and shall relieve the City of all further obligation or claims on this account, or on account of the location, grade or construction of the proposed public improvement, except as stated in Paragraphs 2.E. and 2.F. below. 2. The City shall: A. PAYMENT - Pay to the order of the Grantor the sum of $2,200 as consideration in full for the Property, for the loss, replacement and moving of any improvements, and for entering into this Agreement. Said sum shall be paid when title to the Property has vested in City free and clear of all liens, encumbrances, assessments, easements and leases recorded or unrecorded, except for recorded public utility easements and public right of way. B. RECORDATION OF INSTRUMENT - Accept the Deed and cause the same to be recorded in the office of the San Luis Obispo County Recorder at such time as when clear title can be conveyed. C. MISCELLANEOUS COSTS - Pay any escrow, title insurance, and recording fees incurred in this transaction. D. CLEARANCE OF BONDS- ASSESSMENTS. OR DELINQUENT TAXES - Have the authority to deduct and pay from the amount shown in Clause 2. A. above any amount necessary to satisfy any bond demands and delinquent taxes due in any year except the year in which the Deed records, together with penalties and interest thereon, and/or delinquent and unpaid non -delinquent assessments which have become a lien as of the date of recordation of the Deed. 054-272-015 City of Ataseadero/Santa Lucia Road BridgeVells-Flanegar/Right of Way Agreement Page 1 of 6 E. CONSTRUCTION AND RESTORATION — Shall, upon completion of construction, generally restore the Temporary Construction Easement area described in the Deed to a comparable or better condition than that which existed prior to City's project construction, to the extent reasonably practical. Said restoration shall include relocation of the existing wooden perimeter ranch fence and mailbox located along Grantor's property frontage to the true property line. Any utility services will either be protected in place or, if impacted by the project, will be relocated at City expense. Grantor acknowledges that there is a 20 -foot oak tree in along Santa Lucia Road, about sixty feet west of the intersection of Santa Lucia and Llano Roads, and a 26' oak tree about 90 ft. north of the intersection on Llano Road that will be removed for the project construction. These trees are in existing City right of way adjacent to Grantor's Property. Grantor acknowledges that the City plans to block the intersection of Llano and Santa Lucia Roads for the duration of the project construction. Access shall be maintained to Grantor's property throughout the construction duration at each of Grantor's driveways - one on Llano Road and the other on Santa Lucia Road. Due to the project construction, there may be a slight grade differential from the driveway to the road. F. INDEMNIFICATION - Indemnify and hold harmless Grantor from any and all claims, damages, costs, judgments, or liability proximately caused by City or its officers, employees, or agents specifically arising from City construction and restoration work on the Property within the term of the Temporary Construction Easement described in the Deed. 3. The Grantor: A. PAYMENT ON MORTGAGE OR DEED OF TRUST - Agrees that any or all monies payable under this Agreement up to and including the total amount of the unpaid principal and interest on the note(s) secured by mortgage(s) or deed(s) of trust, if any, and all other amounts due and payable in accordance with the terms and conditions of said mortgage(s) or deed(s) of trust, shall upon demand(s) be made payable to the mortgagee(s) or beneficiary(s) entitled thereunder. Grantor shall cooperate with the City and/or Escrow Officer in obtaining lien clearance documents from any and all creditors holding liens against the Property. B. LEASE INDEMNIFICATION - Warrants there are no oral or written leases on all or any portion of the Property, or if there are such leases, Grantor agrees to hold the City harmless and reimburse City for any and all of its losses and expenses occasioned by reason of any lease of said Property held by tenant of Grantor. C. PERMISSION TO ENTER - Hereby grants to the City, its agents and contractors, permission to enter the Property prior to the close of escrow for the purposes of preparation for the construction of the City's facilities, subject to all applicable terms and conditions contained in this Agreement and the associated Deed. D. TITLE INDEMNITY AND WARRANTY - In consideration of the City waiving the requirements to clear any defects and imperfections in all matters of record title, the Grantor indemnifies and holds the City harmless from any and all claims that other parties may make or assert on the title to the Property. Grantor's obligation to indemnify the City shall not exceed the amount paid to the Grantor under this Agreement. Grantor hereby represents and warrants that APN. 054-272-015 City of Ataseadero/Santa Lucia Road Bridge/Wells-Flanagan/Right of Way Agreement Page 2 of 6 he/she/they are the sole vested owners of the Property, holding all ownership and possessory rights, and are the authorized signatories to grant the rights referenced in this Agreement without conflict or claims from other parties. E. HAZARDOUS SUBSTANCES - Represents and warrants, to the best of Grantor's knowledge, and after reasonable inquiry, the following: During Grantor's ownership of the Property, Grantor knows of no disposal, releases, or threatened releases of hazardous substances on, from, or under the Property or Grantor's remaining adjacent property. Grantor further represents and warrants that Grantor has no knowledge of disposal, release, or threatened release of hazardous substances on, from, or under the Property, or Grantor's remaining adjacent property, which may have occurred prior to Grantor's ownership. There is no pending claim, lawsuit, agency proceeding, or any administrative challenge concerning the presence or use of hazardous substances on or within the Property or Grantor's remaining adjacent property. Grantor has not used the Property, or Grantor's remaining adjacent property, for any industrial operations that use hazardous substances. Grantor is not aware of any prior use of such property. Grantor has not installed any underground storage tanks, above ground storage tanks, barrels, sumps, impoundments or other containers used to contain hazardous substances on any part of the Property or Grantor's remaining adjacent property. Grantors are not aware of any such prior installations. The purchase price of the Property being acquired reflects the fair market value of the Property without the presence of contamination. If the Property is found to be contaminated by the presence of hazardous substances which require mitigation under Federal or State law, City may elect to recover its cleanup costs from those who caused or contributed to the contamination. 4. The Parties agree: A. ESCROW - At City's option, to open an escrow in accordance with this Agreement at an escrow company of City's choice. Opening an escrow shall be at City's sole discretion and City may decide to process this transaction without the use of an escrow agent. However, if an escrow agent is utilized, this Agreement constitutes the joint escrow instructions of City and Grantor, and the escrow agent to whom these instructions are delivered is hereby empowered to act under this Agreement. The parties hereto agree to do all acts necessary to close this escrow in the shortest possible time. If an escrow is utilized, as soon as possible after opening of escrow, City will deposit the executed Deed by Grantor, with Certificate of Acceptance attached, with the escrow agent on Grantor's behalf. City agrees to deposit the purchase price upon demand of escrow agent. City and Grantor agree to deposit with escrow agent all additional instruments as may be necessary to complete this transaction. All funds received in this escrow shall be deposited with other escrow funds in a general escrow fund account(s) and may be transferred to any other such escrow trust account in any State or National Bank doing business in the State of California. All disbursements shall be made by check or wire transfer from such account. APN. 054-272-015 City of Ataseadero/Santa Lucia Road BridgeMells-Flanagan/Right of Way Agreement Page 3 of 6 Any taxes which have been paid by Grantor, prior to opening of this escrow, shall not be pro -rated between City and Grantor, but Grantor shall have the sole right after close of escrow, to apply to the County Tax Collector of said County for any refund of such taxes which may be due Grantor for the period after City's acquisition. i) ESCROW AGENT DIRECTIVES - Escrow Agent is authorized to, and shall: a) Pay and charge Grantor for any unpaid delinquent taxes and/or any penalties and interest thereon, and for any delinquent assessments or bonds against that portion of Grantor's property subject to this transaction as required to convey clear title. b) Pay and charge City for any escrow fees, charges and costs payable under Paragraph 2.C. of this Agreement; c) Disburse funds and deliver Deed when conditions of this escrow have been fulfilled by City and Grantor. d) Following recording of Deed from Grantor, if requested by City, provide City with a CLTA Standard Coverage Policy of Title Insurance in the amount of $2,200 issued by a Title Company of City's choice showing that title to the Property is vested in City, subject only to the following exceptions, and the printed exceptions and stipulations in said policy: 1) Real Property Taxes for the fiscal year in which escrow closes; 2) Public utility easements and public rights of way; 3) Items No. 4, 5, 6, 7, 13 of the preliminary title report issued by First American Title Company, dated June 27, 2018, referenced as Order No. 4001-5232194; 4) Other items that may be approved in writing by City in advance of the close of escrow. ii) CLOSE OF ESCROW - The term "close of escrow", if and where written in these instructions, shall mean the date necessary instruments of conveyance are recorded in the office of the County Recorder. Recordation of instruments delivered through this escrow is hereby authorized. B. JUDGMENT IN LIEU OF DEED - In the event Grantor does not deliver title in a reasonable time under the terms of the Agreement, the City may file an action in eminent domain to pursue the acquisition of the Property, and this Agreement shall constitute a stipulation which may be filed in said proceedings as final and conclusive evidence of the total amount of damages for the taking, including all of the items listed in Section 1260.230 of the Code of Civil Procedure, regarding said property rights. C. ARTICLE HEADINGS - Article headings in this Agreement are for convenience only and are not intended to be used in interpreting or construing the terms, covenants and conditions of this Agreement. APN:054-272-015 City of Atascadero/SantaLucia Road BridgeJWells-Flanagan/Rightof Way Agroement Page 4 of 6 D. COMPLETE UNDERSTANDING - This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof, superseding all negotiations, prior discussions, and preliminary agreements or understandings, written or oral. This Agreement may not be amended except in writing by the parties hereto or their successors or assigns. E. CITY COUNCIL APPROVAL - This Agreement is subject to and conditioned upon approval by the Atascadero City Council. This Agreement is not binding upon the City until executed by the appropriate City official(s) acting in their authorized capacity. F. COUNTERPARTS - This Agreement may be executed in counterparts, each of which so executed shall irrespective of the date of its execution and delivery be deemed an original, and all such counterparts together shall constitute one and the same document. G. ELECTRONIC AND FACSIMILE SIGNATURES —In the event that the parties hereto utilize electronic or facsimile documents which include signatures, such documents shall be accepted as if they bore original signatures provided that documents bearing ORIGINAL SIGNATURES are provided following transmittal of the electronic or facsimile signature. Documents for recordation by the Clerk Recorder must contain original signatures. No Obligation Other Than Those Set Forth Herein Will Be Recognized. APN. 054-272-015 City of AtascaderofSanta Lucia Road BridgeN✓ells-Flanagan/Right of Way Agreement Page 5 of 6 GRANTOR-- John RANTORJohn P. Wells and Lorraine H. Wells, Co -Trustees of The Wells Family Trust, dated May 6, 2013 By: GL�m.2/ XXX o raine H. Wells, Co -Trustee Date: Date: ,3 %j 216a/ John P. Wells, Special Administrator of the Estate of Delbert W. Flanagan By: Il V PiL� hn . Wells, Special Administrator of the Estate of Delbert W. Flanagan GRANTOR'S MAILING ADDRESS: John P. and Lorraine H. Wells, Co -Trustees 11250 Santa Lucia Road Atascadero, CA 93422 CITY OF ATASCADERO By:Qe��t- Date: Rac ]elle Rickard City Manager MAILING ADDRESS OF CITY: The City of Atascadero Attn: Deputy Director of Public Works 6500 Palma Ave, Atascadero, CA 93422 APN: 054-272-015 City of Atascadero✓Santa Lucia Road Badge/ Wells-Flanagan/Right of Way Agreement Page 6 of 6