11-18-77SpMtg 111
NOVEMBER 18, 1977
A Special Meeting of the City Council of the City of
Delray Beach, Florida, was held in the Council Chambers at 8:45
A. M., Friday, November 18, 1977 with Mayor James H. Scheifley
presiding, and the City Manager J. Eldon Mariott, City Attorney
Roger Saberson and Council members Robert D. Chapin, David E. Randolph,
and Leon M. Weekes, present. Councilman Aaron I. Sanson, IV, was
absent.
Mayor Scheifley noted that this Special Meeting was called
for the purpose of finalizing the sale of the Striker Yacht.
The City Attorney stated that the appeal time for the
forfeiture proceedings ran out yesterday, November 17, 1977 at
.5:00 P. M.; a check will be made this morning to make absolutely sure
nothing was filed on yesterday before 5:00 P. M. The sale is contin-
gent upon no appeal being filed.
The City Attorney reported that another contract has been
prepared and the terms and conditions of the sale are as follows:
1) The purchase price for the yacht and the waiver and the
equipment is $137,400.00;
2) The closing will take place not later than 10:30 A. M.
today at the Del Mar Marina;
3) The City Will execute and deliver a standard form bill
of sale to the buyer, which will include a warranty of
title, and that the yacht is free and clear of all
encumberances;
4) The City will deliver possession of the yacht at the
time of closing and the buyer will deliver to the City
a Cashier's Check drawn on the Barnett Bank of Delray
Beach in the amount of the purchase price less the
original deposit, which the buyer has already turned
over to the City;
5) The boat will be sold in Dry Dock and the risk of loss
will be on the City until the closing at the time when
the boat is in dry dock; thereafter, the risk of loss
will pass to the buyer; it will be buyer's responsi-
bility to put the boat in the water or do such other
things with the boat as they may want to do after the
closing;
6) Prior to the closing, the buyer will make an inventory
of all items on both boats and examine both boats and
will buy them in an "as is" condition; meaning that
they will take them in the condition that they are at
the present time and any repairs that need to be made,
etc., must be made by the buyer at his or its expense;
7) No claims will be made after the closing or either
anything relating to condition of the boats and the
equipment or the non-existence of any equipment on the
boats.
William Lewis, representative of Ecolochem, Inc., the
buyer, stated their representative examined the boat and it
was noted that the single side ban radio which was advertised,
as part of the boat, was not on it and, if it is not there,
there needs to be a discussion of some kind of purchase price
allowance for that item.
8) If for any reason the buyer should default, at time of
closing, and not close, then the funds that have pre-
viously been paid by the buyer to the seller (the City)
will be forfeited to the City's liquidated damages pro-
viding that the City is in compliance with the agreement;
Mr. Randolph asked who is the actual buyer of this
boat? Mr. Lewis stated that the buyer is a company called
Ecolochem, Inc., a Norfolk, Virginia Corporation.
After making a phone call, Captain Dalton noted that
the outriggers were being stored, in good condition, at the
Del Mar Marina but they do not know of or what the single
side ban radio is.
9) The sales tax, if any, will be borne by the buyer and
the sales tax will be deposited with the firm of Smathers
and Thompson to be held in escrow until such time as
either documentation is received that is acceptable to
the City Attorney that no sales tax is due, or that
proof of payment of sales tax has been made.
Mr. Chapin moved that Council approve the sale of the
Striker Yacht and other tangible personal property included in the
inventory on the terms and conditions, as outlined by the City Attorney
and that if any items of tangible personal property are not found
to be on the boat, that the closing will proceed in escrow and adjust-
ments to be made for any items that may be missing in terms of sale
prices.
The City Attorney stated that if Council would like to
give the City Attorney authority, possibly with someone in conjunc-
tion with the Administration, to make adjustments in the purchase
for anything that may be missing is fine; however, it is not practical
to close it in escrow, as such, and there is also a problem with
the insurance coverage if Council closes in escrow and sells the
boat. ~
Mr. Chapin stated that his intent was that the transfer
of title be to everything that Council can deliver today and tha~ if
there are any items that can't be delivered, Council would hold back
$1,000, $500 or so. But certainly, Council wants to convey title,
close and only have an escrow relating to any items t~a~ cannot be
identified on the inventory.
The City Attorney asked is it Council's intent to collect
the entire purchase price and then execute an escrow agreement with
Mr'. Lewis stating that the City will have, for instance, seven days
to either deliver the equipment or then an adjustment of "x" dollars
will be made and that will be refunded to the purchaser? Mr. Chapin
stated that is the intention.
The City Attorney asked if Council wants to retain the
authority to pass upon the amount of the adjustment? Mayor Scheifley
stated he would like to delegate that authority to the City Attorney
and Mr. Randolph stated he would like Council to retain it. Mr. Weekes
stated he would prefer to give the City Attorney and the Administration
the authority to sell the boat with whatever adjustments are indicated
per such items as are missing with an understanding that if the items
turn up, the buyer will purchase those items for whatever the adjusted
figure is. -
Mr. Randolph stated he still objects to this point because
who knows what the single side ban radio might cost and he does not
want to come up later and say this thing cost the City $8,000 when
we found out that we settled for $5 or $6 thousand; that particular
portion of this should remain with Council.
At this point Mayor Scheifley ruled that Mr. Chapin's
motion died for lack of a second.
Mr. Weekes moved that the City Attorney and the City
Administration be authorized to sell this boat to the buyer with
such credits as are indicated for whatever equipment is not on the
boat that should be there at the time of sale, and that an agreement
be entered into with the buyer, that should the equipment be found
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at a subsequent date not to exceed 30 days, that the buyer will then
reimburse the City for the amount of that deduction and the equipment
will be turned over to the buyer and that the sale will otherwise
be on the terms and conditions as outlined by the City Attorney.
The motion was amended, as suggested by the City Attorney,
to add that the buyer would give the City the full purchase price
today and that, if the City cannot produce the equipment in 30 days,
a reimbursement will be made to the buyer in the amount of the agreed
upon adjustment, seconded by Mr. Chapin. Upon roll call Council voted
as follows: Mr. Chapin - Yes; Mr. Randolph - No; Mr. Weekes - Yes;
Mayor Scheifley - Yes. Said motion passed with a 3 to 1 vote.
Before roll call Mr. Randolph stated that by the same
token of the information he provided as to his disagreement with
that particular portion, as he so stated, he cannot vote in favor of
the motion.
Mr. Chapin moved, at 9:00 A. M., for the adjournment of
the meeting, seconded by Mr. Randolph. Said motion passed unanimously.
£
City Clerk
~'The undersigned is the City Clerk of the City of Delray Beach and
that the info?mation p~ovided~herein is the minutes of the meeting
of said City Council for November 18, 1977 which minutes were
formally approved and adopted by the City Council
ity Clerk
NOTE TO READER:
If the minutes that you have received are not completed as indicated
above, then this means that these are not the official minutes of
the City Council. They will become the official minutes only after
they have been reviewed and approved which may involve some amend-
ments, additions or deletions to the minutes as set forth above.
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