HomeMy WebLinkAboutURA RES 2018-37 RESOLUTION NO.
APPROVE RESOLUTION AUTHORIZING THE RATIFICATION AND ACCEPTANCE
OF AN ADDENDUM TO OPTION AGR:I EMENT WITH SKY RANCH REAL.. ESTATE
LLC FOR PROPERTY LOCATED WITHIN 7'HE SKY RANCH BUSINESS CENTER
AND, SIGN&;17 SEPTI#;I'vlBER 10, 0I 18.
BE IZ' HEREBY RESOLVED by the Caldwell Urban Renewal Agency to authorize
acceptance of the Addendurn to Option Agreement made a part hereof as set forth in full.
PASSED BY THE CALDWELL URBAN RENEWAL AGENCY this 81n day of
October, 2018.
APPROVED BY THE CHAIRMAN OF THE CALDWELL URBAN RENEWAL
AGENCY this 8`r' day ofOctober, 2018.
A p p r 0 e
By ,
f.'hai
ATTEST:
0—Secretary
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ADDENDUM TO OPTION AGREEMENT
THIS ADDENDUM TO OPTION AGREEMENT (the "Addendum"), executed as of
September 10, 2018 (the "Effective Date"), is between the Urban Renewal Agency of City of
Caldwell, Idaho ("Seller") and Sky Ranch Real Estate LLC ("Buyer").
RECITALS
A. Seller and Buyer entered into that certain Right of First Refusal and Option
Agreement dated January I3, 2017 (the "Option Agreement") for, among other things, the option
of Buyer to purchase (the "Purchase Option") certain real property in Canyon County, Idaho (the
"Remnant Parcel").
B. Buyer exercised its Purchase Option pursuant to the terms of the Option Agreement
by its Option Exercise Notice dated June 15, 2018.
C. The parties verbally mutually agreed to extend the closing of the Remnant Parcel.
D. Seller and the City of Caldwell are entering into an easement for drainage on the
parcel to be recorded prior to closing(the"Easement").
E. Buyer and Seller desire to document the extension of the closing of the Remnant
Parcel and agree upon timing of the Easement as provided herein.
AGREEMENT
NOW THEREFORE, for and in consideration of the foregoing recitals (which are hereby
incorporated into this Addendum), the mutual covenants and agreements contained herein, and
other good and valuable consideration paid by each party hereto to the other, the receipt and
sufficiency of which is hereby mutually acknowledged, Buyer and Seiler agree as follows:
1. Definitions. All capitalized terms utilized in this Addendum and not defined
herein shall have the meaning ascribed to them in the Option Agreement.
2. Easement. Seller will provide a draft agreement of the Easement to Buyer within
five (5) days of the Effective Date of this Addendum. The Parties shall finalize the Easement
within two (2) business days after first delivery of the Easement by Seller to Buyer.
3. Extension of Closing. The Parties recognize that once the Easement is finalized
and recorded, the title commitment to Buyer and the ALTA survey based on the title
commitment must be updated to reflect the Easement. The Parties agree that the Closing of the
Remnant Parcel shall take place five (5) business days after the title commitment and the ALTA
survey are updated to reflect the Easement(the "Closing Date").
4. Continued Effectiveness of Terms of Option Agreement. Except as expressly
modified in this Addendum, the terms and conditions contained in the Option Agreement shall
remain in full force and effect and shall be binding upon Buyer and Seller. The Option
Agreement shall be construed, to the extent possible, so as to be consistent with this Addendum.
Any and all other terms and provisions of the Option Agreement are hereby amended and
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modified wherever necessary, and even though not specifically addressed herein, so as to
conform to the amendments set forth in the preceding paragraphs.
S. Caun____teaar2s, This Addendum may be executed and delivered in counterparts for
the corzvienience of the parties,each of which shall be deemed an original and all of which, when
taken together, shall constitute one and the same agreernem. To facilitate the execution of this
Addendum,the parties may execute and exchange by telephone facsimile or electronic mail v
the irsternet counterparts of the signature pages, and such fa
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deemed original. sitnile or electronic mail steal! be
6. Successors and Assigns. This Addendum shall inure for the benefit of and shall
be binding on each of the parties hereto and their resp6ctive successors and/or assign&
IN WrrNESS WHEREOF,the parties hereto have caused this addendum to be executed as of
the EP'ective Date.
R-YE :
SKY RANCH REAL ESTATE LLC
By-
Name: ��--
Its: r vc y.-�
SELLBR:
URBAN RENEWAL AGENCY OF THE CITY OF
CALDW LL IDA4Hi0
By: r
Name-
Its- t eI
A.DDMDUM TO t]pno,q AGRE MEN7-2