11-06-57SpMtg NOVEMBER 6TH, 1957. ~79
A Special Meeting of the City Council of Delray Beach, Florida,
was ~held in the Council Chambers at the City Hall, at 10:00 Ac M.,
Wednesday, November 6th, 1957, with Mayor George V. Warren in the
-Chair~, City Manager W, E. Lawson Jr., City Attorney Harry T. Newett
and the following Council Members being present - Col. Dugal G.
~Campbell, Mr. R. J. Holl~d, ~s. N. K. Holland and ~rs. C~therine
E~ Strong.
Mayor Warren called the Special Meeting to order and proceeded
to read the following Report reflecting the Results of the Special
Election held on Tuesday, November ~th, 19~7:
TO ~YOR and CI~ COUNCIL,
Delray Beach, Florida.
S~LL T~ CITY OF DELRAY BEACH SELL T~ G0~ COURSE?
N0 TOTAL
B A L L 0 T S PRECINCTS 26 R 28 958 1'83 )
) 1182
ABSENTEE Ballots ~0 1 )
PRECINCT 27 2~ 156 180
TOTAL 1022 340 1362
I, ROBERT D. WORTHING, City Clerk In and for the City of Delray
Beach, Palm Beach Co~y, Florida, do hereby certify the above to be
the official results of the S~CIAL E~CTION, held on Tuesday, Novem-
ber 5th, 1957.
IN WITNESS ~EREO~ I have here~tc set my hand and affixed the
official sea~ o~ the City cf Delray Oeach, Florida.
s A /s/
~ ity Clerk
C°~issioner R~ J. Holland moved, tn approval of the wishes of
the people as reflected in the results of the Special Election, re-
ported above, to confirm the Sale of the ~lf Co~se, Club House,
~lfview Estates (P1.Bk.2~L50~, Accessory Buildings and Equipment as
specified in Section l, Page I of Resolution No. 1065, passed and
dopted Au~st 12th, 1957, to The ~imes Fo~datlon, for the sum of
$350,000.00, offered by said Fo~dation for this property at the ~b-
lic Auction held on Monday, September 23rd, 1957, the ~imes
tion having completed all of its obligations. Motion seconded by
Co~issioner Catherine E. Strong and unanimously carried.
Co~issioner C~pbell moved that the ~bove Motion be amended to
provide "that the Records of the City include Copies cf Public Adverti~
ments and Literature sent by mail concerning the proposed Sale of the
~lf Co~se. Motion seconded by Co~issioner H. J. Holland and unan-
imously a~eed.
Co~isstoner Strong moved that the Mayor and City Clerk be auth-
orized to execute a DE~, ~effecting transfer and sale of the Golf
Co~se and above described properties, referred to in Resolution No.
1065, which DE~ shall ~e prepared by the City Attorney. Motion was
seconded'by C,~issioner M, K. Holl~d and ~animously carried.
Co~issi0ner R, J. Holland mc~ved that~the following letter, sub-
mitted by Mr. Warren G. Grimes who advised that ~. Vance Brand, its
writer, is legal co~sel for The Grimes Fc~dation, be incorporated
herein, not as a factor nor condition in confirmation of this Sale
which was authorized by Resolution No. 1~5, conducted in compliance
therewith and approved by Heferend~ Vote to the Freeholders at Special
Election held on Tuesday, ~ovember 5th, 1957, but as evidencing, in
good faith, the City's in~ent to ~pport ~d defend the Sale referred
to herein. Motion seconded by Co~issioner Campbell and ~animously
a~eed.
280 NOVEMBER 6th, 1957
THE GRIMES FOUNDATION Urbana, Ohio.
Delray Beach, Florida
November 6, 1957.
City Commission,
Delray Beach, Fla.
Commissioners:
The repurchase provision required "at the last moment" by the
city appears to have raised a legal question in the mind of at least
one former city attorney. He has asked the question - is such a
sale bona fide?
Inasmuch as the city has insisted upon this provision it seems
that in all fairness the city should be prepared to defend its posi-
tion. Neither the city ncr the purchaser wants less than a bona fide
sale.
This is particularly true as the city is dealing with a charitable
foundation wherein the profit motive is absent as all principal and
earnings must be devoted to charitable purposes. Certainly the city
does not desire that such a charitable foundation should be engaged
in litigation in connection with a transaction with the city and in-
volving a condition required by the city concerning which the founda-
tion did not participate.
Accordingly, it would seem proper that as a par~ of the consid-
eration for the payment of the purchase price, that the city enter
into a formal agreement with the Grimes Foundation providing that:
(a) the City of Delray Beach agrees to defend against all
legal proceedings brought in court which raise the
question of whether or not the proposed sale is bona
fide; and that the city will prosecute such defense
if necessary to the court of last resort, and;
(b) in the event the court of last resort determines that
such sale is not bona fide the city agrees to refund
to the Grimes Foundation the full purchase price with-
out interest and without payment for subsequent im-
provements made on the premises, except improvements
which the Grimes Foundation has paid for out of its
principal in addition to the purchase price.
Subject to the foregoing, I recommend that the Foundation accept
the deed for the premises.
Very truly yours,
/s/ VANCE BRA D
VB :mb General Counsel
Mayor Warren appointed Commissioner Col. Dugal G. Campbgll as
Council representative to work with the Golf Committee and City
Manager W. E. Lawson Jr., in effecting an inventory close-out of
the Country Club and its accessories.
MEETING ADJOURNED: ~~
city Cler~
APPROVED:
' ' MA'Y'OR