HomeMy WebLinkAboutAgenda - 09-07-2005-9bORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: September 7, 2005
Action Agenda
Item No. R - b
SUBJECT: Land Acquisition and Project Development: Animal Shelter
DEPARTMENT: Purchasing and Central PUBLIC HEARING: (YIN) No
Services, County Attorney
ATTACHMENT(S):
Offer to Purchase and Contract
Map
INFORMATION CONTACT:
Pam Jones (919) 245-2652
Geof Gledhill (919) 732-2190
TELEPHONE NUMBERS:
Hillsborough 732-8181
Chapel Hill 968-4501
Durham 688-7331
Mebane 336-227-2031
PURPOSE: To consider approving a contract for the purchase of 5.5 acre parcel on Eubanks
Road, Chapel Hill for $167,000 to be used as the future site of the Orange County Animal
Shelter; and to authorize staff to move forward with a process to select a project architect.
BACKGROUND: In February 2004, the Board authorized staff to enter into negotiations with
the owner of a 5.5-acre parcel of land on Eubanks Road, Chapel Hill as a potential site for the
Animal Shelter. The owner has agreed to sell the property to the County for $30,500 per acre
($167,000 total) per the terms and conditions cited on the attached purchase agreement. This
amount is within the negotiation parameters that the Board established in 2004.
The site is situated on the south side of Eubanks Road at Millhouse Road and adjacent to the
east border of the Landfill. A map of the site is attached. As the Board will recall, the site was
considered in part because of its proximity and easy access to Orange County residents as well
as the Animal Control staffs of the County and municipalities. It is located in an area with few
residences, none in immediate proximity to the property. An additional benefit is the ready
access to water and sewer for the site, which is not located in the rural buffer. In a recent site
tour, Animal Services Director Bob Marotto agreed that the site has a number of positive
attributes necessary for a successful shelter location.
The current shelter, located off Airport Road, is on property leased by the Town of Chapel Hill
from the University of North Carolina at Chapel Hill and part of the future Carolina North
campus development. The University has expressed a desire to allow the County continued
use of the current Animal Shelter site for a period past the December 31, 2006 expiration of the
existing lease in order for the County to acquire property and construct the new Shelter in a
rational, but time-conscious manner.
Upon approval of the contract for the purchase of the property by the Board, it is recommended
that staff move forward with the selection of an architect to design the site and prepare the
documents necessary for the regulatory process, which will include a Special Use Permit and
potentially re-zoning of the property. Approval of the site by the appropriate regulatory bodies is
a condition of the purchase agreement (the property is in the Joint Planning Area, so zoning
change approval, if necessary, will be required by both the Town and the County). It is
therefore in the best interest of the County to move this project forward expeditiously.
A future agenda item will be calendared to address the hiring of an architect and the
appointment of a planning committee that will then work with the architect to develop the new
shelter.
FINANCIAL IMPACT: Funding for the purchase of this property is recommended through the
2004 2/3 Net Debt Reduction Bonds. Recommendations for the distribution of the proceeds will
be presented during the September 13, 2005 capital work session.
RECOMMENDATION(S): The Manager recommends that the Board:
• Approve the Offer to Purchase and Contract for the purchase of the property on
Eubanks Road near Chapel Hill from James and Dawn Edwards for a total of $167,000
for use as a future Animal Shelter site and authorize the Chair and the Clerk to execute
the Offer to Purchase and Contract; and
• Direct staff to solicit proposals from architects qualified to design the new Shelter; and
• Approve the use of 2/3 net debt reduction bonds as the funding source for the $167,000
expenditure; and
• Authorize the Chair, County Attorney and staff as appropriate to sign documents that
may be necessary to close on the sale of the property at the appropriate time.
Welcome to Orange County, N C USA
3
Summary I '"New Search
L-6nd?.I(
pfoPtr 1
Buildings I Documents
1
ti
S(0 asst
ntii
Zoom In
L
Addresses
Prior Owners
Layers
Ii§Lle 9cG+li
;v,', .:. Streets
Parcel Text
i" Parcel
Background
(Easements, Etc
( o; Parcels
}1 _: Lakes And Ponds
Streams
City Limits
[ Buildings
--- PARCEL IDS
(PIN.TMBL)
Contours Outside
Chapel Hill And
Carrboro
Soils
r Maior Roads
ra>: Ratecodes
Votina Precincts
-
_, Orange County
Zoning
Fire Districts
2003 Orthophotos
Iv=.? Cities
Refresh Map
httr)1/www co oranoe.nc us/ 9/1/2005
Prepared b,,,: Geoffrey E. Gledhill
Return to: Geoffrey E. Gledhill., P.O. Drawer 1529,
Hillsborough, NC 27278
STATE OF NORTH CAROLINA
COUNTY OF ORANGE
OFFER TO PURCHASE AND CONTRACT
THIS OFFER TO PURCHASE AND CONTRACT ("Agreement"), made and
entered into this the _ day of June, 2005 by and between J.yNIES
ALLEN EDWA.R DS, et ux, DAWN. V. EDWARDS
having
an address of 1060 Allenwood Drive, Plainfield, New Jersey
07060, hereafter called "Seller", and ORANGE COUNTY, NORTH
CAROLINA, having an address of P.O Box 8181, Hillsborough,
North Carolina 27278, hereafter called "Buyer";
WITNESSETH:
Buyer hereby offers to purchase and Seller agrees to sell
and convey, all of that plot, piece or parcel of real property
located in Orange County, North Carolina, which said real.
property is more particularly described as follows:
1
5
Orange County Parcel Identification Number 9870774584,
TN(BL 7. 1-8 .18 (approximately 514 acres)
THE TERMS AND CONMITIONS OF THIS AGPEEMENT APE AS FOLLOWS:
1. PURCHASE PRICE: The purchase price for the Property
shall be Thirtv Thousand Five Hundred and No/100 Dollars
($30,500 00) per surveyed acre plus any amount due Seller as the
result of the calculation made in Section 4(c) of this
Agreement. The purchase price shall be paid by payment in cash,
wire or closing attorney trust account check, at Seller's
option, at the closing.
2. TITLE: Title will he delivered to Buyer at closing by
a General Warranty Deed made to ORANGE COUNTY, NORTH CAP.OLINa,
which shall be fee simple marketable title, free of liens,
encumbrances, easements, restrictions, rights and conditions,
including, but not limited to, any promissory note, mortgage,
deed of trust, real estate contract, right of first refusal, or
option to buy, other than current property taxes and rights,
reservations, covenants, easements, conditions, and restrictions
of record as of the effective date of this Agreement that do not
materially affect the value of the Pr'opert-y or unduly interfere
with Buyer's intended use of the Property, and those exceptions
approved in writing by Buyer ("Permitted Exceptions"). 'The
description of the Property that will be used in the deed from
Seller to Buyer will be obtained from a survey,- of the Property
to be obtained by and paid for by Buyer.
2
Cv
3. REPRESENTATIONS, WARRANTIES AND COVENANT' OF SELLER:
Seller makes the following representations and warranties to
Buver:
(a) Title, At the Closing Date, Seller has good,
marketable, and indefeasible fee simple title to the Property
subject only to the Permitted Exceptions, and Seller is aware of
no other matters that adversely affect title to the Pr'ooerty
(b) Leases. There are no leases, licenses, or other
agreements granting any person or persons the right to use or
occupy the Property or any portion thereof.,
(c) Options, Seller has not granted any options nor
committed nor obligated themselves in any manner whatsoever to
sell the Property or any portion thereof to any party other than
Buyer.
(d) Construction Liens. To the extent any improvements
have been made or will be made to the Property prior to the
Closing Date that might form the basis of mechanics' or
materialmen's liens, Seller will keep the Property free from
such liens that might result and to indemnify, defend, and hold
Buyer harmless from any and all such liens and all attorneys'
fees and other costs incurred by reason thereof.
(e) Reports, All Reports, certificates, and other
documents containing factual information delivered by Seller, or
by Seller's agents in connection with this Agreement, are and
shall be, to the best of Seller's knowledge, true and complete
3
and shall not contain any untrue statement of material fact or
omit -c state any material fact, the disclosure of which is
necessarv to make the statements contained therein and in th_s
Agreement, in light of the circumstances under which the_i are
made, not misleading.
(f) Inspections and Environmental.
(1) Seller has no knowledge of anv underground
storage tanks being located on. the Property. Buyer agrees to
perform a Phase I Environmental Assessment of the Property
(hereafter "the Phase I"), at Buyer's expense. Should the Phase
i disclose that one or more underground storage tanks are
located on the property, a condition precedent to Buyer's
obligation to close on the sale of the Property is that the
following be done at Selle.z's expense: (1) any underground
storage tanks located on the Property be removed, (2) all
discharged fuel oil or other contaminants be removed from the
Property, (3) a copy of a certificate demonstrating removal and
clean-up be provided to Btrrer, c/o Pam Jones, Director of
Purchasing and Central Services, Orange County, North Carolina,
P.O. Box 8181, Hillsborough, North Carolina 27278, as soon as
the certificate is available and (4) the original of the
certificate be provided to Buyer at the closing
(2) Seller warrants and represents to Buyer as
follows:
4
S
(i) Seller has no knowledge of, and after
reasonable inquiry no reason to believe; (A) that any industrial
use has been made of the Property, (B) that the Property has
been used for the storage, treatment or disposal of chemicals or
any wastes or materials that are classified by federal, State or
local laws as hazardous or toxic substances, or (C) that any
manufacturing, landfilling or chemical production has occurred
on the Property.
(ii) The Property is in compliance with all
federal, State and local environmental laws and regulations,
including, but not limited to, the Comprehensive Environmental
Response, Compensation and Liability Act of 1930 ("CERCLA"),
Public Law No. 96-510, 94 Stat. 2767, 42 USC 9601 et seq., and
the Suoerfund Amendments and Reauthorization Act of 1986
("SARA"), Public Law No. 99-499, 100 Stat. 1613.
(iii) Seller has fully disclosed to Buyer the
existence, extent and nature of any hazardous materials,
substances, wastes or other environmentally regulated substances
(including without limitation, any materials containing
asbestos), in or under the Property or use in connection
therewith.
(iv) Seller will promptly send to Buyer copies of
any citations, orders, notices or other material, governmental
or other, communication received with respect to any hazardous
5
q
materials, substances, wastes or other environmentally regulated
substances affecting the Property-
(3) Seller shall indemnify and hold Buyer harmless
from and against (i) any and all damages, penaities, fines,
claims, liens, suits, liabilities, costs (including clean-up
costs), judgments and expenses (including attorneys',
consultants' or experts' fees and expenses) of every kind and
nature suffered by or asserted against Buyer as a direct or
indirect result of any warranty or representation made by Seiler
in subsection (f) herein being false or untrue in any material
respect, or (ii) any requirement under any law, regulation or
ordinance, local, State or federal, which requires the
elimination or removal of any hazardous materials, substances,
wastes or other environmentally regulated substances by Buyer or
Seller or any transferee or assignee of Buyer or Seller.
(4) Should the Phase _ disclose the existence on the
Property of any hazardous materials, substances, wastes or other
environmentally regulated substances (including without
limitation, any materials containing asbestos), a condition
precedent to Buyer's obligation to close on the sale of the
Property is that the following be done at Seller's expense: (i)
any such material or substance located on the Property be
removed, (ii) other found contaminants be removed from the
Property, (iii) that a copy of a certificate demonstrating
removal and clean-up be provided to Buyer, C/o Pam Jones,
6
10
Director of Purchasing and Central Services, Orange '2o"unt"y",
North Carolina, P.C. Box 8181, ?-iillsoorougn, !lorth Carolina
27278, as soon as the certificate is available and (i%) that the
original of the certificate be provided to Buyer at the closing
(5) Seller's obligations under this Section shall
survive the closing and continue in full effect notwithstanding
receipt by Seller of the purchase price
(g) Representations/Warranties, All representations and
warranties contained in this Agreement are true and correct as
of the date of execution of this Agreement and will be true as
of the Closing Date and shall survive Closing and execution of
the Deed and shall not be merged therein
?. SETTLEMENT CHARGES:
(a) Seller shall pay for the preparation of the deed, for
the preparation and recording of all documents necessary to
convey marketable fee simple title free of liens and
encumbrances, except the Permitted Exceptions, and for the
excise tax required by law.
(b) Buyer shall pay for recording the deed.
(c) Ad valorem taxes on the Property, if any, for the
calendar year in which the closing occurs shall be paid by
Seller at the closing A credit for pro-rated ad valorem taxes
on the Property that would be due Seller if the takes were
prorated to the date of sale shall be added to the purchase
price as provided in Section 1 of this Agreement. Seller shall
7
pay any Orange County ad valorem taxes on personal property of
Seller for the entire year of the closing. Seller shall pay all
taxes on the property for years prior to 2005, deferred taxes on
the property and any tax penalties including late listing
penalties.
5. CONDITIONS:
(a) Seller agrees to allow Buyer access to the Property
for the purpose of inspecting, testing and analyzing the
Property at any time prior to the closing.
(b) On request of Buyer, Seller agrees to exercise
Seller's best efforts to deliver to Buyer, as soon as reasonably
possible following the signing of this Agreement, copies of any
title information in possession of or available to Seller,
including, but not limited to, title insurance policies,
attorneys opinions on title, surveys, covenants, deeds, notes,
and deeds of trust and easements relating to the Property,
(c) Any and all deeds cf trust, liens or other charges
against the Property not assumed by Buyer must be paid and
cancelled by Seller prior to or at closing.
(d) A condition precedent to Buyer's obligation to close
on the sale of the Property is approval by the Town of Chapel
Hill of Orange County's planned governmental use of the
Property.
6. MISCELLANEOUS PROVISIONS:
(a) This Agreement embodies and constitutes the entire
8
is
understanding between the parties with respect to the
transaction contemplated herein and all prior agreements,
understandings, representations and statements, oral or written,
are merged into this Agreement. Neither this Agreement nor any
provision hereof may be waived, modified, amended, discharged or
terminated except by an instrument signed by the party against
whom the enforcement of such waiver, modification, amendment or
discharge or termination is sought, and then only to the extent
set forth in such instrument.
(b) This Agreement shall be governed by and construed in
accordance with the laws of the State of North Carolina,
without, however, giving effect to any principle of conflicts of
law.
(c) The captions in this Agreement are inserted for
convenience of reference only and in no way define, describe or
limit the scope or intent of this Agreement or any of the
provisions hereof,
(d) Any provision herein contained which by its nature and
effect is required to be observed, kept or performed after the
Closing Date, shall survive the closing and remain binding upon
and for the benefit of the parties hereto, their heirs, personal
representatives, successors or assigns, until fully observed,
kept or performed.
9
13
(e) This Agreement shall be binding and shall inure to the
benefit of the parties hereto and their respective
beneficiaries, heirs, personal representatives, successors and
permitted assigns.
(f) As used in this Agreement, the masculine shall include
the feminine and neuter, and vice versa; the singular shall
include the plural and the plural shall include the singular, as
the context may require.
(g) Any provision contained in this Agreement which by its
nature and effect, if required to be observed, kept or performed
after closing shall survive the closing and shall remain binding
upon and fox' the benefit of the parties hereto until fully
observed, kept or performed.
7 CLOSING: All parties agree to execute any and all
documents and papers necessary in connection with the closing
and transfer of title to the Property in Hillsborough, North
Carolina within 30 days of the approval by the Town of Chapel
Hill of the application of Buyer for Buyer's governmental use of
the Property.
8. POSSESSION: Possession of the Property shall be
delivered at closing.
IN WITNESS WHEREOF, Seller' has hereunto executed this Offer
to Purchase and Contract the day and year written above, and
Buyer has caused this instrument to be signed by its duly
authorized representatives the day and year written above.
to
l.1+
SELLER:
ATTEST:
JAMES ALLEN EDWARDS
BUYER:
ORANGE COUNTY, NORTH CAROLINA
By
Moses Carey, Jr., Chair
Orange County- Board of
Commissioners
Donna S. Baker, Clerk
to the Board of Commissioners
NEW JERSEY
,y
COUNTY VU-0P# I,(??? I Notary Public of ?p Scour
and the afores d State, certify that y,R n 125 C?OarciS
o,nd ht,l7 n \/ FC)U fufd J ' personally
appeared before me this day and acknowledged the due execution
of the foregoing instrument,
Witness my hand and official
day of (Y_? J 2005.
My commission expires:
JENNIFER KANOWITt
-NOTARI` St1k; --
STATE OF NEW JERSEY
FIY COMMISSION EXRES NOVEMBER 25, 2008
stamp or seal., this the
21q
Notary Public
11
15
NORTH CAROLINA
ORANGE COUNTY
I, a Notary Public of the County and State aforesaid,
certify that Donna S Baker personally came before me this day
and acknowledged that she is Clerk to the Board of Commissioners
for Orange County, North Carolina and that by authority duly
given and as the act of Orange County, North Carolina the
foregoing instrument was signed in its name by the Chair of said
Board of Commissioners and attested by her as Clerk to said
Board of Commissioners,
witness my hand and official stamp or seal, this the
day of 2005.
Notary Public
My commission expires:
12
1(
Permitted- Exceptions
1 road, street and utility easements of record;
2. 2005 property; tastes;
3. no other,
13