HomeMy WebLinkAboutRES NO 135-97RESOLUTION NO. ! 35- 9~'
A RESOLUTION DECLARING REAL
PROPERTYSURPLUS TO THE NEEDS OF
THE CITYAND AUTHORIZINGITS SALE.
WHEREAS, the City owns 1.584 acres located within Central Park described in
Exhibit "A" which has been leased and operated as an art museum and gallery by the
Bakersfield Art Foundation for the City since 1986 (the "Property"); and
WHEREAS, the city manager has found that the Property is no longer needed by
the city; and
WHEREAS, the Bakersfield Art Foundation has exercised an option to purchase the
property for $5,000.00 in order to expand the current facilities and continue its use as a
public museum and art gallery; and
WHEREAS, on September 10, 1997, the city council held an advertised public
hearing for the purpose of determining whether the proposed sale is in the best interests
of the city and whether the benefits to be derived by the city justify the sale price; and
WHEREAS, the ci_ty council finds that the benefits to the city justify the sale to the
Bakersfield Art Foundation at the negotiated sale price and pursuant to the terms and
conditions set forth in the proposed Sale Agreement, attached as Exhibit "B" and
incorporated as though fully set forth herein;
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Bakersfield
as follows:
1. The foregoing findings and recitals are true, correct and incorporated herein.
2. The Property is hereby declared surplus and the sale of the property is hereby
authorized pursuant to the terms and conditions set forth in Exhibit "B".
ORIGINAL
I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the
Council of the City of Bakersfield at a regular meeting thereof held on
$EP ! 0 ~ by the following vote:
AYES: COUNCILMEMBER DeMOND, CARSON, SMITH, McDERMOTT, ROWLES, SULLIVAN, SALVAGGIO
NOES: COUNCILMEM~,ER ~
ABSTAIN: COUNCILMEMBER ~
ABSENT: COUNCILMEMBER r~ ~
APPROVED:
SEP 1 0 1997
CITY CLERK and EX OFFICIO/~f the
Council of the City of BakersfidYd
iANDY O~~,L ES--~
VICE-MAYOR, CITY OF BAKERSFIELD
APPROVED AS TO FORM:
JUDY K. SKOUSEN
ClTY(,~ORNEY
-- Page 2 of 2 Pages --
ORIGINAL
EXFfPalT
LEG,U. DESCKIPTION
ALL IlLAT PORTION OF THE EAST HALF OF SECTI~ON 30, TOWNSHIP 29
$OU'I-H. RANGE ~. EAST. M.D.M., CITY OF BAKERSFIELD, COUNTY OF KERN.
STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
Tlq~ WEST 202 00 FEET OF BLOCK 225 OF THE NOR'I'H~RN DIVISION
OF TI'{E TOWN OF BAKERSFFELD FILED A. PR. IL 26. 1889 TOGETFIER WITH ~
SOUTH 77 50 FEET OF TI-{B WEST 232.00 FEET OF 20th STI~EET, ~ WEST
LINE OF WI-'IICH LIES AD.~ACENT TO THi5 EASTERLY EIGHT-OF-WAY OF "R"
STREET. BEING $2.50 FEET WIDE. £;%~VD 20:h STREET BEING VACt%.TED BY
~ CITY OF BAKERSFIELD.
CONTAINING
OR Gt~AL
Exhibit "B"
AGREEMENT NO.
CONTRACT TO SELL REAL PROPERTY
THIS AGREEMENT made and entered into this day of August, 1997, by and
between the CITY OF BAKERSFIELD, a Municipal corporation, (hereinafter referred to
as "CITY" or "SELLER" and the BAKERSFIELD ART FOUNDATION, INC., a California
charitable corporation, (hereinafter referred to as "CORPORATION" or "BUYER").
RECITALS:
WHEREAS, CITY is the owner of certain real property located at 1930 "R" Street,
Bakersfield, and all improvements and fixtures thereon, including the Bakersfield Museum
of Art, particularly depicted by the diagonal lines on the map attached hereto as Exhibit "A"
(said real property and Museum are hereinafter referred to collectively as either "Museum"
or "the Property") and incorporated by reference herein; and
WHEREAS, CORPORATION was organized in 1986 for the purpose of operating
Museum for the CITY in accordance with Chapter 2.56 of the Bakersfield Municipal Code;
and
WHEREAS, during this entire period, CITY has leased the Museum to
CORPORATION for an annual rental of a dollar per year in return for CORPORATION
operating as an art museum and art gallery; and
WHEREAS, CORPORATION represents that it is competent to continue operating
the Museum to provide the services; and
WHEREAS, the CORPORATION desires to improve and expand the Museum and
the CITY is desirous of allowing the CORPORATION to improve the Museum; and
WHEREAS, the "improvements" contemplated by this agreement are as follows:
the addition of approximately 4,529 square feet, including two new bathrooms, an
additional gallery (designated, the "Ablin Gallery"), a foyer and gift shop, as depicted in the
red outline on the floor plan designated Exhibit "B"; and
WHEREAS, CORPORATION and CITY have reached an agreement whereby
CORPORATION will purchase the Property and fixtures thereon including the Bakersfield
Museum of Art as said property is described in Exhibit "C" and attached hereto by
reference herein.
NOW, THEREFORE, in consideration of the covenants, conditions and terms
expressed in this Agreement, CITY and CORPORATION do hereby mutually agree as
-- Page 1 of 6 Pages --
ORIGINAL
follows:
1. PURCHASE. Subject to the terms set forth below, CITY agrees to sell the
Property to CORPORATION for the lump sum of Five Thousand Dollars ($5,000).
Except as noted herein, all improvements, fixtures, equipment, and
furnishings are part of said purchase.
All CITY art work and personal property described in Exhibit "D" attached
hereto and incorporated by reference herein will remain the sole property of CITY.
However, said personal property described in Exhibit "D" will be maintained and stored by
CORPORATION for one year from the date escrow closes. At the conclusion of such
time, CORPORATION shall turn over all personal property and art work described in
Exhibit "D" to CITY in good repair. In consideration for CORPORATION maintaining the
personal property described in Exhibit "D", CITY will maintain the Property in the same
manner as the parties hereto have been accustomed to under previous lease agreements,
for one (1) year from the date escrow closes. CITY shall not, however, maintain any
portion of the Property which is under construction, nor shall it maintain any newly
constructed facilities.
2. PURCHASE PRICE. BUYER shall pay to SELLER the sum of Five Thousand
Dollars ($5000) payable as hereinafter provided. Within five (5) working days of the
execution of this Agreement by all parties, BUYER shall deposit said sum with the escrow
holder as an earnest money deposit.
3. ESCROW.
a. Escrow Holder. The purchase and sale of the Property shall be
consummated by means of an escrow to be opened at the office of First American Title
Insurance Company, herein "Escrow Holder", located at 4540 California Avenue,
Bakersfield, California 93309.
b. Escrow Instructions. Within twenty (20) working days of execution
of this Agreement by all parties, each shall deliver to Escrow Holder appropriately
executed escrow instructions or file a written protest detailing what instructions are not
acceptable. This Agreement shall serve as the parties' instructions to the Escrow Holder
and shall become part of the escrow instructions for consummation of the purchase and
sale of the Property. SELLER and BUYER agree to execute such additional and
supplementary instructions as may be appropriate or required by Escrow Holder to comply
with the terms of this Agreement; provided, however, that in the event of any conflict
between this Agreement and any additional or supplementary escrow instructions, the
terms of this Agreement shall control, unless the parties jointly agree to the contrary. Said
ContractToSellRealProperty
S:~MUSEUM~SALE.AGR
September 3, 1997
-- Page 2 of 6 Pages --
ORIGINAL
escrow instructions are incorporated herein by this reference.
c. Closing Costs. BUYER shall pay all closing costs including, but not
limited to: title insurance, recording fees, documentary transfer taxes, and the escrow fees.
SELLER shall be responsible for all real property taxes and assessments accruing up to
the close of escrow and the cost, if any, to clear title to the Property.
4. PRELIMINARY TITLE REPORT AND DOCUMENTS. Within ten (10)
working days of execution of this Agreement by all parties the following shall occur:
a. SELLER shall obtain a preliminary title report, herein "PTR",
concerning the Property, issued by First American Title Insurance Company, together with
copies of reproducible documents referred to in such PTR, if any.
b. SELLER shall provide BUYER copies of all currently effective
unrecorded tenant leases, licenses or other agreements, if any, relating to the Property.
BUYER shall deliver to Escrow Holder its written approval or disapproval of
any exceptions to the title referred to in paragraphs (a) and (b) above within ten (10)
working days after BUYER's receipt thereof. In the event such written approval or
disapproval is not received by Escrow Holder on or before the date due, it shall be
presumed BUYER has approved each of said exceptions. If, after receipt of disapproval
of any exceptions to the title, SELLER does not elect to cure all of said exceptions, then
BUYER shall have the right either to accept title to the Property subject to said exceptions,
thereby waiving any and all claims against SELLER by reason thereof, or to terminate this
Agreement. BUYER shall give SELLER such written notice of BUYER's election within the
ten (10) working days after receipt of SELLER's election not to cure. If BUYER elects to
terminate this Agreement, thereafter neither SELLER nor BUYER shall have any further
liability hereunder, except that BUYER shall be entitled to the prompt return of all funds
deposited by BUYER with Escrow Holder, less reasonable escrow cancellation fees and
costs and title company charges which BUYER hereby agrees to pay.
5. CLOSING DATE. Escrow shall close no later than forty (40) days from the
execution of this Agreement by all parties, unless extended by mutual written agreement
of all parties.
6. SELLER'S RIGHT TO A REVERSIONARY INTEREST. It is understood that
CORPORATION desires to construct the improvements on the Property subsequent to the
close of escrow. The improvements shall be finished by the year 2001, and the Property
must, at all times, remain as an art museum and art gallery open to the public. Such
definition shall be subject to a reasonable interpretation. CITY retains a reversionary
interest to the Property such that if construction of said improvements are not finished by
ContractT~SellRealProperty
S:~IUSEUM~SALE.AGR
September 3, 1997
-- Page 3 of 6 Pages --
the year 2001, or if the Property ever ceases to be used as an art museum and art gallery
open to the public, the Property shall be returned to CITY for $5000, in accordance with
Section 885.010 et seq. of the California Civil Code. Said covenant shall run with the land.
BUYER shall take reasonable means to assure that no damage to the property
outside the legal description of the Property, set forth in Exhibit "C", results from such
improvements. Should construction of such improvements not be finished by the year
2001, or if the Property ever ceases to be used as an art museum and art gallery open to
the public, the Property and all of the improvements by BUYER will become the property
of CITY, and CORPORATION will have no further rights with respect to them. Such
covenant shall run with the land.
7. CONVEYANCE OF TITLE. SELLER agrees to convey to BUYER fee simple
title to the Property, subject only to the permitted exceptions as set forth in the title policy
or elsewhere in this Agreement. On or before September 30, SELLER shall execute a
Grant Deed which conveys fee simple title to the Property to BUYER and shall deliver
same to Escrow Holder. A copy of the form of said deed is attached hereto as Exhibit "E"
and incorporated herein by reference.
8. WAIVER OF DEFAULT. The failure of any party to enforce against another
a provision of this Agreement shall not constitute a waiver of that party's right to enforce
such a provision at a later time, and shall not serve to vary the terms of this Agreement.
9. BINDING EFFECT. The rights and obligations of this Agreement shall inure
to the benefit of, and be binding upon, the parties to the contract and their heirs,
administrators, executors, personal representatives, successors and assigns.
10. VENUE. Any lawsuit pertaining to any matter arising under, or growing
out of, this Agreement shall be instituted in Kern County, California.
11. TIME. Time is of the essence in this Agreement.
12. MERGER AND MODIFICATION. This Agreement sets forth the entire
agreement between the parties, and supersedes all other oral or written representations.
This Agreement may be modified only in a writing approved by the City Council and signed
by all the parties.
13, CORPORATE AUTHORITY. Each individual executing this Agreement
represents and warrants that they are duly authorized to execute and deliver this
Agreement on behalf of the CORPORATION or organization, if any, named herein and that
this Agreement is binding upon said CORPORATION or organization in accordance with
its terms.
ContractToSellRealProperty
S:~MUSEUM~SALE.AGR
September 3, 1997
-- Page 4 of 6 Pages --
'14. EXECUTION. This Agreement is effective upon execution. It is the
product of negotiation and all parties are equally responsible for authorship. Section 1654
of the California Civil Code shall not apply to the interpretation of this Agreement.
15. EXHIBITS. In the event of a conflict between the terms, conditions, or
specifications set forth in this Agreement and those in exhibits attached hereto, the terms,
conditions, or specifications set forth in this Agreement shall prevail. All exhibits to which
reference is made in this Agreement are incorporated, whether or not actually attached.
16. ASSIGNMENT. This Agreement shall not be assigned by BUYER, or any
party substituted, without prier written consent of SELLER.
17. NOTICES. All notices relative to this Agreement shall be given in writing
and shall be served or sent by certified or registered mail and shall be effective upon
actual personal service or depositing in the United States mail. The parties shall be
addressed as follows, or at any other address designated by notice:
To SELLER:
CITY OF BAKERSFIELD
1501 Truxtun Avenue
Bakersfield, California 93301
Attention: Don Anderson
Telephone: 326-3061
To BUYER:
Elizabeth Blaine
President, Bakersfield Art Foundation
1930 "R" Street
Bakersfield, California 93301
Telephone: 323-7219
Either party may change its address for notice by delivering written notice to the other
party as provided herein.
18. BROKERS AND FINDERS. The parties acknowledge and represent
that SELLER shall pay no commission to any broker or finder in connection with the
purchase and sale of the Property.
19. HAZARDOUS MATERIALS. SELLER is transferring property AS IS.
SELLER knows of no hazardous materials upon the Property. BUYER has the right of
entry during escrow to examine the Property to determine the existence of hazardous
materials. Should hazardous materials be found on the Property, BUYER may either
accept the full responsibility and costs of clean-up or cancel the escrow. Once escrow
closes, BUYER takes the Property AS IS and assumes all responsibility and liability for
ContractToSellRealProperly
S:'.MUSEUM~SALE.AGR
September 3, 1997
-- Page 5 of 6 Pages --
hazardous materials of every kind found on the Property including, but not limited to,
clean-up costs.
19. WATER AND MINERAL RIGHTS. Unless otherwise agreed herein,
conveyance of the Property does not include the water and/or mineral rights, ditches,
appropriations, franchises, privileges and easements on, connected with, or usually had
and enjoyed in connection with the Property.
21. CONSTRUCTION REPRESENTATIONS. BUYER must obtain all customary
permits and meet all regulatory guidelines required for improvements to the Property. This
Agreement shall not be construed as making any CITY representations concerning
whether such requirements will be approved by CITY.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed, the day and year first-above written.
SELLER: BUYER:
CITY OF BAKERSFIELD
BAKERSFIELD ART FOUNDATION, INC.
By: By:
BOB PRICE, Mayor Its:
APPROVED AS TO FORM:
JUDY K. SKOUSEN
City Attorney
By:
JUDY K. SKOUSEN
City Attorney
COUNTERSIGNED:
By:
GREGORY J. KLIMKO
Finance Director
LCM:cj
Attachments: Exhiblts "A" and "B"
ContractToSellRealProperb/
S:~MUSEUM'~ALE ~,GR
September 3, 1997
-- Page 6 of 6 Pages --
ORIGINAL
Exhibit "A"
&1,25'
4,1.25'
5 L,_...,_. 2~z
202.00'
1.584' ACRES
.x_25
20TH STREET
(VACATED)
STREET
:SCALE: 1°,~50'
ORIGINAL
Look with
us into
the future,,,
BAKERSFIELD MUSEUM OF ART
Scheduled for Completion Fall 1998
A PLAN TO SERVE OUR COMMUNITY
II
CONSERVATION
ANO COLLECTION
OEPOSITORY
CLASSROOM
PAT BROQJN GALLERY
CONF
ROOM
0
:LASSROOPI
L
OUTDOOR
CLA55ROOf1
GALLERY
The museum expansion project will result in a modern, 17,000 sq. ft. complex, providing two
new galleries, a gift shop, a modern kitchen, work space to store art and to prepare for exhibi-
tions, improved office and conterence areas, and two new, fully equipped classrooms for an~
expanded art education program.
Exhibit "B"
ORIGINAL
Exhibit "C"
LEGAL DESCK.I~TION
ALL THAT POKTION OF ~ EAST HALF OF SECTION 30, TOWNSI-{Ip 29
SOUTH, RANGE 2g EAST, M.D.M., CITY OF BAKEKSFr~r D, COUNTy OF KERN,
STATE OF CALIFOKNIA, DESCRIBED AS FOLLOWS:
THE WEST 202.00 FEET OF BLOCK 2:5 OF THE NOKTHEKN DMSION
OF THE TOWN OF BAKERSFIELD FILED APKIL 26, 1859 TOGETHEK WITH THE
SOUTH 77.~0 FEET OF THE WEST 20:.00 FEET OF 20th STP, EET, THE WEST
LINE OF WI-IICH LIES ADIACENT TO THE EASTERLY RIGlIT-OF-WAY OF "R"
STR~-~T, BEING ~2.~0 FEET WIDE, S.42D 20th STREET BEING VACATED BY
TH~ CITY OF BAKERSFIELD.
CONTAINING 1.5~ ACRES
ORiGiNAL
Exhibit "D"
CITY OF BAKERSFIELD ARTWORK AND PERSONAL PROPERTY
MAINTAINED AND STORED AT THE BAKERSFIELD MUSEUM OF ART
Gifts from Sister City Wakayama, Japan:
(1)
(3)
suit of armor
calligraphy prints
Under Moon Happiness
When Family Well, All Go Well -
Hopetime
Kenzai (quotation)
Work at the Museum includes the following
paintings by Marian Cunningham (unless
noted*):
Acct. No. Object
83.01 .O2
83.01.03
83.01.04
83.01.06
83.01 .O9
83.01.10a
83.01.10b
83.01.11
93.01.12
83.01.13
84.01 38
84.01.01
84.01.05
84.01.06
84.01.07
84.01.08
84.01.14
84.01.15
84.01.16
84.01.17
84.01.18
84.01.19
84.01.20
84.01.21
84.01.22
84.01.23
84.01.24
84.01.25
84.01.26
8401.27
84.01.28
84.01.29
Waterfront with Dirigibles
Hunter's Point
Mexican Village
California Street Cable Car
Figi
Kava Bowl #2
Kava Bowl #3
Golden Gate Bridge
Two Figures
Matador
A Leave Taking
*Photograph of Marian Cunningham
on Cable Car
Shore Leave
California Street Cable Car #1
AbstrAction-Feather
Mary Lou
San Joaquin Valley
Fisherman
Road to Vera-Cruz (black and white
lithograph)
Pioneer
Road to Vera-Cruz (lithograph)
Scientific Expedition (serigraph)
San Francisco Harbour (sengraph)
Flower Stand (silkscreen)
Golden Gate Bridge (chalk)
The Beach
The Opera House (silkscreen)
Ferry Building (silkscreen)
Powell Street Turntable (serigraph)
Nob Hill (silkscreen)
Fisherman's Wharf (silkscreen)
Sather Gate (silkscreen)
Acct. No. Obiect
84,01.30
84.01.31
84,01.32
84.01.33
8401.34
84.01.35
8401.36
84.01.37
8401.39
84.01.40
84.01.41
84.01.42
84.01.43
84.01.44
84,01.45
84.01.46
84.01.47
84.01.48
8401.49
84.01.50
84.01.51
84.01.52
84.01.53
8401.56
84.01.57
8401.58
84.01.59
84.01.60
84.01.61
8401.62
84,01.63
84.01.64
84.01.65
8401.73
85.01.66
85.01.67
8501.68
8501.69
8501.70
85.01.71
85.01.72
Clay Street (silkscreen)
Fairmont and Mark Hospkins
(silkscreen)
Chinatown (Yellow Sky) (silkscreen)
California Street Cable Car
(silkscreen)
Nob Hill (silkscreen)
Chinatown (serigraph)
Powell Cable Car (silkscreen)
Harbor Scene
A Leave Taking #2
Sunset
Water Front (silkscreen
Dream Pastel
Gray Head
Colt Tower
Volcano (silkscreen)
Loose Poppies
Tapa (silkscreen)
Mexican Village
Kiwi Bird (serigraph)
Postcards of San Francisco
Colt Tower
The Tourists
Seal Rocks
Tehuaua (serigraph)
Abstraction #3
Knife Dancer
Shipwreck
Head #2
Cemetery Near Taxco
Fruit Bowl
Mexican Church, San Christobal
La Corrida
Kava Bowl #2
Guatemalan Mural
Ship
Bull Ring
Dr. Beebe's Bathosphere
Tiger Tamer
Lot's Wife
Chinatown
*Portrait of Marian Cunningham by E.
Roberts
(P:\BAF\COB-ART)
ORIGINAL
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL THIS DEED AND UNLESS OTHERWISE
SHOWN BELOW MA~L T~,X STATEMENT TO
Exhibit "E"
Bakersfield Art Foundation
1930 "R" Street
Bakersfield, CA 93301
T 355 Legall2-94)
SPACE ABOVE THIS LINE FOR RECORDER'S USE
Grant Deed
THE UNDERSIGNED GRANTORfs) DECLAREfs~
DOCUMENTARY TRANSFER TAX IS $
__ unincorporated area ~ City of
Parcel No.
~ computed on lull value of interest or property conveyed. or
~ computed on full value less value of liens or encumbrances remmning at time of sale. and
FOR A VALUABLE CONSIDERATION. receipt of which is hereby acknowledged.
City of Bakersfield, a municipal corporation
hereby GRANT(S) to
Bakersfield Art Foundation, Inc., a California charitable corporation
the fi~))owingdescribedre~ propenyinthe City of Bakersfield
coumyof Kern ,~tateofCali~rma: described in Exhibit "A" attached hereto
As a material part of this conveyance, Grantor and Grantee agree if the property
described herein ever ceases to be used as an art museum and art gallery open to the
public, the property shall revert to Grantor for $5,000 in accordance with
Section 885.010 et seq of the California Civil Code and Agreement No. 97-
between Grantor and Grantee, a copy of which is on file in the office of the
Bakersfield City Clerk. This covenant shall run with the land.
Dat~ September 3, 1997
City of Bakersfield
STATE OF CALIFORNIA
COUNTY OF } S.S.
On before me,
Bob Price, Mayor
a Notary Public in and for said County and State. personally appeared
personally known to me (or provecl to me on the basis of satisfactory
ewdence) to be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed
the same m his/her/their authonzed capacity(its), and that by his/her/their
signature(s) on the instrument the person(s). or the entity upon behalf
of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal
MAIL TAX STATEMENTS TO PARTY SHOWN ON FOLLOWING LINE; iF NO PARTY SHOWN. MAIL AS DIRECTED ABOVE ~
OR~C~INAL
Exhibit "A"
LEGAL C~ESCiLIF1ZON
ALL THAT POKTION OF THE EAST HALF OF SECT~ON 30, TOWNsI-IE, :Z9
sou-r,~ RANGE 2g EAST, :,{.D.M.. CITY OF BAICE~F~ r~,
COUNTY OF ~,
STA~ OF C~O~ OE~C~ED ~ FO~OWS:
THE WEST :02.a0 FEF. T OF BLCCK ::5 OF THE NOKTHEAN DMSlON
OF T'KE TOWN OF BAKERSFIELD FPL~D APKIL 25. 1889 TOGETHER ~ T'x-IE
SOUT~I 77 ~0 ~T OF ~ ~ST ::1.00 ~ET OF ~o~ S~. ~
S~, ~O ~2.~0 ~T %~D~. S.~ 29~h S~T B~G VA~D BY
~ C~ OF
CON'I'A~rlNG 1.53~ ACRE.:
ORIGINAL