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HomeMy WebLinkAboutAGMT - Melanie and Donald Blayney Historic Cottage "Little Blue House"AN AGREEMENT BETWEEN THE CITY OF SEAL BEACH AND THE MELANIE AND DONALD BLAYNEY FOR THE DONATION TO THE CITY OF AN HISTORIC COTTAGE This donation agreement ("Agreement") is entered into this _L'5 day of -y L _, 2015, by and between the City of Seal Beach, a California charter city ("C ty") and Melanie and Donald Blayney, a married couple ("Donors"). RECITALS A. Donors are the sole and exclusive owner of the historic Anaheim Landing Cottage depicted in Exhibit A ("Cottage"), and desire to donate the Cottage, to City, free of charge, subject to the terms of this Agreement. B. City may accept Donors' gift under the terms and conditions prescribed in this Agreement pursuant to Government Code Sections 37354. NOW THEREFORE, in consideration of the foregoing recitals and the mutual covenants and conditions contained herein, the parties to this Agreement hereby mutually agree as follows: Section 1. Donation. Donors hereby donate, transfer and assign to City, free of charge, limited rights, title, and interest in the Cottage. Section 2. Acceptance. City hereby accepts the donation of the Cottage upon its acquisition by City, pursuant to Government Cade Section 37354. Section 3. City's Responsibilities. City agrees to the following responsibilities and conditions regarding the Cottage: A. City shall, at its own expense and assuming all liability and in compliance with any governmental regulations and requirements relocate the Cottage from Donors' real property to City's property not later than July 30, 2015. B. City shall install the Cottage on public property, where the Cottage shall remain visible to the public as a historic resource for the reasonable life of the Cottage, except for any necessary screening and/or fencing. C. City shall erect near or at the Cottage a plaque or appropriate signage approved by Donors Melanie and Don Blayney recognizing Donors' contribution of the Cottage to the City and the history of the Cottage in Donors' family. If feasible, City may display photographs and/or documents relating to the Cottage and the history of similar cottages in the City at or near the location of the Cottage. D. City shall accept the Cottage in an "as is" condition, with no warranty from Donors. 1 Error! Unknown document property name. r a E. City shall rehabilitate, secure, maintain and care for the Cottage through public and/or private sources of funding and will retain the historical character of the cottage. F. City shall determine the appropriate level of public viewing or access, as well as any historic or educational programming relating to the Cottage, but will ensure that the Cottage is maintained as a historic resource of the City of Seal Beach, subject to the terms of this Agreement. Section 4. Ownership Rights. Donors acknowledge City's rights in the Cottage and that City is and shall remain the owner of the Cottage upon the delivery of the Cottage to the City. Donors agree that Donors retain -exclusive salvage rights to the Cottage upon delivery of the Cottage to City. If, at anpo'lMr rring the date the City takes ownership of the Cottage, City determines that the Cottage will not be displayed as a historic resource, City shall give Donors at least thirty (30) days written notice of such decision and Donors shall then have the right to give the City written notice of their intent to salvage any desired materials from the Cottage within thirty (30) additional days following Donors' notice to City at no cost to Donors. If Donors do not give City timely notice of their intent to salvage materials from the Cottage, City may thereafter dispose of the Cottage as it sees fit. If the Cottage is damaged and unable to be safely or economically restored, Donors shall have exclusive salvage rights hereunder and will not assume any and all cost or responsibility to dispose of cottage. Section 5. Limitation on Use. If City determines that the Cottage is no longer safe for public display, City must contact Donors to allow salvage of desired materials. Section 6. Representation and Warranty. Donors represents and warrants to City that, to the best of Donors' knowledge, Donors are the lawful owner of the Cottage and that Donors are not aware of any claim or controversy as to Donors' right, title, and interest to the Cottage and that Donors have the legal authority to transfer title of the Cottage to City. Section 7. Entire Agreement. This Agreement constitutes the entire agreement and understanding of the parties with respect to the Cottage, and supersedes all previous negotiations and agreements, oral or written, regarding the Cottage. There are no other representations, warranties, promises, covenants or understandings other than those contained in this Agreement. Section 8. Modifications. This Agreement may be amended or terminated only by a written instrument signed by both of the parties to this Agreement. Section 9. Third Parties. City shall not be obligated or liable under this Agreement to any third parties under this Agreement. Section 10. Notices. Any notice required by this Agreement shall be made in writing and deemed received on: (a) the day of delivery if delivered by hand or overnight courier service during regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid, to the addresses set 2 Error! Unknown document property name. V forth below, or such other addresses as the parties may, from time to time, designate in writing: If to City: City of Seal Beach 211 8u' Street Seal Beach, California 90740 Attention: Jill Ingram, City Manager If to Donor: Melanie and Donald Blayney 438 Portola St. San Dimas, CA 91773 Section 11. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California. Section 12. Authority. Each party hereto represents and warrants that its execution, delivery and performance of this Agreement has been duly and validly authorized, and that this Agreement is binding upon and enforceable against such party in accordance with the terms of this Agreement. Section 13. Severability_ Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect. [Signatures begin next page] Error! Unknown document property name. IN WITNESS WHEREOF, the parties hereto, intending to be legally bound hereby, have each caused this Agreement to be signed in its name by a duly authorized officer or representative thereof. CITY OF SEAL BEACH der � �_ y Manage an r ATTEST: TINA KNAPP Acting City Clerk APPROVED AS TO FORM: C I A. kSTEELE City Attorney 4 Error! Unknown document property name. DONORS 3.1ma-mill rZAknow-11211:11:1 012174i 1 >5k-" DONALD BLA N Y h' EXHIBIT A PHOTOGRAPH OF COTTAGE TAKEN ON JUNE 23, 2015 AT 11:09 A.M. Error! Unknown document property name.