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Agenda Item 8EAGENDA ITEM # 8E NOVEMBER 13, 2012 CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM: Revised process for acquiring property from River Branch Foundation SUBMITTED BY: Jim Hanson, City Mana DATE: November 7, 2012 BACKGROUND: The City Commission authorized the acceptance of approximately 11.84 acres of property located on the north side of Dutton Island Road and adjacent to the River Branch Preserve at the regular meeting on September 24, 2012. The property was to be acquired by the River Branch Foundation (Foundation) and then donated to the City of Atlantic Beach. BUDGET: The City has recently been advised by representatives of the Foundation that they would prefer to provide the money to purchase the property to the City of Atlantic Beach and then have Atlantic Beach purchase the property directly from the seller. The requirement for the conservation easement would be the same as if it had been originally purchased and donated through the Foundation and as approved on September 24, 2012. We have also been advised that the Foundation and the seller would much prefer to have the closing on this property completed within the next week. Because this is a change from what the City Commission approved on September 24th, and because the City should adopt a budget both for the revenue and expenses related to this property transfer, this has been added to the agenda for the regular meeting on November 13th Accommodating the request from the Foundation will require the City Commission to adopt an ordinance on November 13th at one meeting rather than the normal two. Alan Jensen has advised that the City Commission can do this, provided that the Commission first declare the action as an emergency as authorized under the City Code, City Charter and State Statutes. Copies of the appropriate Code, Charter and Statute sections are attached. The reason to declare this an emergency would be to accommodate the schedule of a charitable organization that wants to provide a valuable piece of property to the City of Atlantic Beach. The budget amendment to purchase this property includes both revenues and expenses equaling $225,422.50. There will be no cost to the City in acquisition of this property other than staff time to handle the details. AGENDA ITEM # 8E NOVEMBER 13, 2012 RECOMMENDATION: 1) Vote to approve the budget amendment at one meeting under the Emergency provisions to accommodate the request of the Foundation, 2) Vote to approve both the first and second readings of the budget amending ordinance at the meeting on November 13, 2012, and 3) Authorize Mayor Borno to execute all related documents on behalf of the City of Atlantic Beach. ATTACHMENTS: 1) Ordinance 20-12-119 2) Staff Report from City Manager on September 24, 2012 3) Closing Statement 4) Assignment of Contract for Sale 5) City Code, City Charter and state statutes section on emergency passage of ordinances AGENDA ITEM # 8E NOVEMBER 13, 2012 CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM: Donation of Property adjacent to River Branch Preserve SUBMITTED BY: Jim Hanson, City Manager DATE: September 14, 2012 BACKGROUND: The River Branch Foundation wishes to donate an 11.84 acre tract of property adjacent to the City's River Branch Preserve, to the City of Atlantic Beach. This property will include a conservation easement to the Public Trust Environmental Law Institute which sets out restrictions on the present and future use of the property. The parcel also has a conservation easement over 2.23 acres of the property which was granted to the SJRWMD in 2005 and later amended. The River Branch Foundation wants the property to remain in its present wilderness state, with possible minor improvements for public access. To ensure that the property will remain in its current condition, they plan to grant a conservation easement to the Public Trust Environmental Law Institute after they close on the property in October and prior to the donation to the City. This conservation easement is very similar to the one that exists for the adjacent River Branch Preserve property currently owned by the City of Atlantic Beach. The easement on the current Preserve was granted to the North Florida Land Trust. The River Branch Preserve was acquired in 2009 with a majority of the funding coming from the River Branch Foundation. Atlantic Beach paid $185,000 and the Public Trust Law Environmental Institute put in approximately $30,000. The acquisition of the River Branch property provided a critical link between the Dutton Island and Tideview Preserves and is a central part of the recently approved Marsh Master Plan. The addition of this new property would enhance and expand the River Branch Preserve. Any development on this 11.84 acre tract would have severely detracted from the pristine natural environment that makes the Preserves such a valuable asset to the citizens of Atlantic Beach. BUDGET: There is no development proposed for this 11.84 acre parcel although walking trails or other non-invasive public access aids may be added in future. Because the purpose of this donation is for the property to remain in its wilderness condition, the City anticipates very little cost for maintenance and ownership. Consequently, no budget is needed at this time. RECOIVIMENDATION: Authorize the Mayor to accept the donation of the 11.84 acre tract from the River Branch Foundation of Jacksonville Beach, Florida on behalf of the City of Atlantic Beach. ATTACHMENTS: 1) Press Announcement from the River Branch Foundation 2) Conservation easement to the Public Trust Environmental Law Institute 3) Conservation easement and amendment to the SJRWMD 4) Drawing of property AGENDA ITEM # SE NOVEMBER 13, 2012 CLOSING STATEMENT BUYER: CITY OF ATLANTIC BEACH SELLER: CHALLEN CAPITAL, INC. PROPERTY: Vacant land on Dutton Island Drive, Atlantic Beach, FL DATE: November 7, 2012 BUYER SELLER Buyer's Charges Seller's Credits Purchase Price 225,000.00 225,000.00 0 0 Closing Costs: 0 0 Recording Fee — Warranty Deed (3 pages) 27.00 0 Recording Fee — Easement 120.50 Fee to broker 275.00 (A) Totals 225,422.50 225,000.00 Buyer's Credits Seller's Charges Real Estate Commission 0 6,750.00 2012 Tax bill 36.00 Survey 800.00 (reimburse River Branch Foundation "RBF") 0 Title Premium 0 1,200.00 Documentary Stamp Tax (Deed) 0 1,575.00 Title Search Fee 0 275.00 (B) Totals 10,636.00 Gross Amount Due from Buyer [Total at A] 225,422.50 0 Less Credits to Buyer [Total at B] 0 0 Cash from Buyer at Closing 225,422.50 0 Gross Amount Due to Seller [Total at A] 225,000.00 Less Charges to Seller [Total at B] 10,636.00 Net Amount Due Seller 214,364.00 1 42704122_1 AGENDA ITEM # 8E NOVEMBER 13, 2012 RECONCILIATION CREDITS DISBURSEMENTS Cash from Buyer (Gift from RBF to Buyer) 225,422.50 0 Clerk: Recording Fees 147.50 Clerk: Documentary Stamp Tax (Deed) 0 1,575.00 Title Insurance (premium and exam) 0 1,200.00 RBF (reimburse for title search fee) 0 275.00 Commission & Fee 0 7,025.00 Tax collector 0 36.00 Survey (to River Branch) 0 800.00 Seller 0 214,364.00 Totals 225,422,50 225,422.50 Notes: Taxes: Seller is paying 2012 ad valorem real property taxes. Buyer is tax exempt. Any refund for 2012 taxes will belong to Seller. There will be no reproration. Gift: Buyer, by its execution below, hereby acknowledges receipt of a gift in the amount of $225,422.50 from River Branch Foundation, a private not-for-profit charitable foundation, and agrees that such gift is being used to make the purchase reflected hereon, including payment of those costs shown hereon. Buyer and Seller each instruct McGuireWoods LLP to return the binder deposit ($10,000) to River Branch Foundation, and understand and agree that the total gift amount is as reflected above. 2 42704122_1 AGENDA ITEM # 8E NOVEMBER 13, 2012 The foregoing statement is hereby approved and authorization is hereby given to McGuireWoods LLP to disburse and pay out the same in accordance herewith. Dated and executed in one or more counterparts as of the date first above written. CITY OF ATLANTIC BEACH By: Name: Title: CHALLEN CAPITAL, INC. By: Name: Alonzo Walton Title: President 3 42704122_1 AGENDA ITEM # 8E NOVEMBER 13, 2012 ASSIGNMENT OF CONTRACT FOR SALE AND PURCHASE THIS ASSIGNMENT, dated as of November/ , 2012, is by and between RIVER BRANCH FOUNDATION, a Florida not-for-profit foundation ("Assignor"), and CITY OF ATLANTIC BEACH, a municipal corporation ("Assignee"). For a good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, Assignor does hereby assign all of its right, title and interest as Buyer (including all rights with respect to the Deposit) in the CONTRACT FOR SALE AND PURCHASE dated as of August 28, 2012, between it and Challen Capital, Inc. (the "Contract"). Assignee does hereby indemnify and save Assignor harmless from all loss, cost, damage or expense, including reasonable attorney's fees, suffered or incurred by reason of Assignee's failure to perform after the date hereof any obligation of Assignee as Buyer under the Contract, which by the terms of the Contract should be performed after the date hereof. Assignor does hereby indemnify and save Assignee harmless from all loss, cost, damage or expense, including reasonable attorney's fees, suffered or incurred by reason of Assignor's failure to perform before the date hereof any obligation of Assignor as Buyer under the Contract, which by the terms of the Contract should be performed before the date hereof. Assignee, by its execution hereof, hereby assumes all obligations of Landlord under the Contract arising subsequent to the date hereof, but not prior thereto. Assignor warrants it has the full power and lawful authority to make, execute and deliver this assignment. In any action brought by either party against the other, and arising hereunder, the prevailing party shall be entitled to reasonable attorney's fees and expenses. IN WITNESS WHEREOF, Assignor and Assignee have executed this Agreement in counterpart form as of the date first above written. RIV BRANC. ' OU DATION 7.0. :Ai Ale/ r= `-'Jits Direct iiiiir CITY OF ATLANTIC BEACH By , its McGuireWoods LLP, as Escrow Agent, under the Contact, hereby recognizes the within Assignment. McGuireWoods LLP By Kenneth M. Keefe, Jr., Attorney 423610761 .AC;[.:113A ram .A1 NOV ENURE R 13, 2012 Atlantic Beach Ctv Chartel Se,c„, 10., - Procedure for passage of ordinances arid resolution& The minnurn procedures for adoption of ordinances and resolutions as set forth in FS, Section 166,041 shall ir its entirety constitute the process, for such by the Mantic Beach City Commission Sec, 2-19 Atlantic Beach City Codel Rules of Order C26) Ruk? ?t;?: The city commission may take action on a matter which, because of time constraints, has not been included on the agenda for their meeting, if such matter is, declared to be an emergency by the affirmative voles of the majority of the members of the city commission,. The passage of emergency ordinances and resolutions, however, shall be in accordance with ii 11 of the City Charter. AtiENI.31A ITENI ff. KE NOVEMBItR 3,, 20 12 VHUNICIPALSITIES 166.044,1 Prodedures for adoption of ordirlances and resotutionssss ) used fin dhis section, thi',s foRmaing words and terms shad, have, late foRevoing ("neartings unti.::?s,s same other utisdrtirag ptdaely lordcate(1: l'Ordinianc,e" ritearl5 an official iegistatJve action of a g,overning 1.Nady, which action is a. regt.itatictri of ,a tgt,:tts'aral pedantanadt nature arid tV s a local laws (b) "Resettillsol"4 n, 444 14 444 11dytieryteititrigi 11,1gal:6eet tit giiIiiiervistraiigit„ge expressical ef a terfqxurEiry itaractige, provisior) ter the d'ispostriots of a i,:orda„.iler ftisen th jtrainistrataed blzirdeJd of the goaseturittq body, (2)44 thi"tarice Or resolut,,i(wi111 be intradheell 1 Writing,11 1 16 ernbriacitt bet one ell bj ect arid 44 16 preopelly (srinflected thffewit61 Tile stibleet, s61ad. he cleanly stated in Ole rinds flo 41 14 44 1146tsc, revised 144 amende.d by referc,,...dittsi11 title ormiy„ Or 644 [4 644evi.se or.i.lrniand shall set out ihn full tile redadrea"l or amemded act, or SEiictiori or stebsectiort or 108 a sec tion tiobtectilgil„ i1 4)ii..xcierit as pladv"iide(1 paraig1 414 (1 , a projpostai ordital.nce rnay b1. rea(1 by tide, 444 1 tell, en Eli: teast. 2 separate days and 51111, at toast ltklays f)rior 141 ,ackuipriars, be U4 (41 once in a newspaper of gene t"ai drcuthtion in Ole r,ruttreaitiallity„16 iotice proposed ticacitinent shall. state, Lim tirne'y, and 414 464l"le titl641441proposed ardittances; ared the .pLac,..e or 44 ([4 stivflere ditch, proposed Orctinances tray be ingdiated lay the 6A111644 Ide rtotice 44 4446444 advise. that interested parties iray apiddar dt 664 4911,) [1 drisl be hear d 41 1411 ts) the proposed rirdirrariee, iibbiserrling body of a rnunicipalit,y rridy,14 46'sdasthirds votes enact einergency .oidinagiciiiii Wit ,'''),11)44t, 101 pty441i with titie, rattail tS Or )a.isilgraplt (a,) cot this surio)sect1 4 Hiiiiiikteger„ 110 1414444ordina.nce or redOtutiiii.'sn stla.16 be enacsted which establishes 441 igneads the,. ,actuat .zotarty map desigatation of4 partel 4,)r 61444 '1 of land or that changiess the actual list of permitted, contlitiorta.b prohibit,E!ci 41108 I1461144 4di:s4 it:1g categglg. ENIVigelity tr:!nactinent„. [144 (414444' tar Land use. bid.ris adopted pursuant bd part [646chiapter 163 he pill rsuarst to tis.at;