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BULLET St. Louis City Ordinance 68994

St. Louis City Ordinances have been converted to electronic format by the staff of the St. Louis Public Library. There may be maps or illustrations (graphics) that are not available in this format. This electronic version has been done for the interest and convenience of the user. These are unofficial versions and should be used as unofficial copies.

Official printed copies of St. Louis City Ordinances may be obtained from the Register's Office at the St. Louis City Hall.


BOARD BILL NO. [11] 100

INTRODUCED BY ALDERMAN APRIL FORD GRIFFIN

An ordinance authorizing and directing the Mayor and Comptroller of the City of St. Louis to execute, upon receipt of and in consideration of the sum of One Hundred Forty Thousand Dollars ($140,000.00) a Quit Claim Deed to remise, release and forever quit-claim unto Grace Hill Health Centers, Inc., a Missouri non-profit corporation, certain City-owned property located in City Block 569, which property is known as 1717 Biddle Street, St. Louis, Missouri 63106 (Assessor's Records 1704-1743 Biddle), recently appraised at One Million Four Hundred Thousand Dollars, and containing an reversionary and emergency clause.

WHEREAS, the City of St. Louis ("City") by Ordinance No. 66745 entered into a Lease Agreement for up to Twenty Five (25) years with Grace Hill Health Centers, Inc. (sometimes herein called "Grace Hill"), dated October 21, 2005, to secure and provide primary healthcare, wellness, child day care, adult day care and other social services and to lease the operation of a medical clinic in the City at 1717 Biddle Street; and

WHEREAS, Grace Hill secured a certain grant from HHS, Award No. C8ACS21253-01-00, of approximately Two Million Two Hundred Thousand Dollars for improvements to said medical clinic; and

WHEREAS, Grace Hill improved said medical clinic in an amount of approximately One Million Seven Hundred Thousand Dollars and will with that certain grant expend an additional approximately One Million Dollars and, pursuant to a First Amendment to the Lease Agreement under Ordinance No. 68856, added certain related administrative functions and its required information systems in addition to the aforementioned services; and

WHEREAS, Grace Hill will further improve said medical clinic and shall continue to maintain the secured and provided services, as described herein, and

WHEREAS, the City now desires to sell the medical clinic at 1717 Biddle Street to Grace Hill.

NOW THEREFORE, BE IT ORDAINED BY THE CITY OF ST. LOUIS AS FOLLOWS:

SECTION ONE. The Mayor and Comptroller are hereby authorized and directed to execute, upon receipt of and in consideration of the sum of One Hundred and Forty Thousand Dollars ($140,000.00) a Quit Claim Deed, attached hereto as Exhibit A, to remise, release and forever quit-claim unto Grace Hill Health Centers, Inc., a Missouri non-profit corporation, certain City-owned property located in City Block 569, which property is known as 1717 Biddle Street, St. Louis, Missouri 63106 (Assessor's Records 1704-1743 Biddle), and which is more fully described in said Exhibit A.

SECTION TWO. Reversionary Clause. Title to the Property shall revert to the City if Grace Hill Health Centers, Inc. ("GHHC"):

A. Contracts to sell or sells the property; or

B. No longer operates the Property as a health clinic; or

C. Assigns its interests in the Property or otherwise transfers the Property or any of its interests therein to any entity other than an entity approved by the City of St. Louis Board of Estimate and Apportionment, in that Board's sole discretion. If that Board approves an assignment to a successor entity, that successor entity shall be bound by the terms of this Reverter.

1. The City's reversionary interest is and shall remain subordinate to:

(a) the Federal interest in favor of HRSA (the "Federal Interest") recorded in Book 03082011, Page [0314 (Soulard-Benton)][0315 (Murphy-O'Fallon)] of the City Real Estate Records; and (b) any security interest granted by GHHC to secure private financing used exclusively for the improvement of or the furnishing and equipping of the Property (the "Bank Debt") until such interests no longer encumber the Property. The Property shall not be used to secure any Bank Debt for any purpose other than the improvement of or the furnishing and equipping of the Property.

2. Notwithstanding the foregoing, title to the Property shall not revert to the City in the event of a sale if:

(a) GHHC or another entity relocates the clinic operations to another site and commits to provide, for a minimum of twenty years following the date of the closing of GHHC's purchase of the Property from the City, an equal or greater number of clinicians continuing to provide health and dental care of comparable quality to the same types and numbers of clients served by the Property in the calendar year prior to the date of this Deed, at a location easily accessible to such clients and within the City of St. Louis, and such location, commitment, and entity are satisfactory to the City of St. Louis Board of Estimate and Apportionment in such Board's sole discretion; or

(b) (This clause shall apply only if GHHC sells but fails to satisfy condition A above). GHHC pays to the City an amount equal to the following, which amount shall be calculated in a manner satisfactory to the City of St. Louis Board of Estimate and Apportionment:

(1) The total purchase price for the property, less:

i. The amount, if any, required to discharge the Federal Interest.

ii. The amount, if any, required to discharge any Bank Debt secured by a lien on the Property, but only if the proceeds of such debt were used exclusively for the purpose of improving the Property and providing furnishings, fixtures and equipment for the Property, and ownership of the furnishings, fixtures and equipment will be transferred to the buyer of the Property upon closing of the sale; and

iii. Payments made by GHHC with GHHC Funds for acquisition of and improvements (but not maintenance) to the real property; and

iv. Payments made by GHHC with GHHC Funds, to reduce the principal amount of any Bank Debt secured by a lien on the Property, but only if the proceeds of such debt were used for the purpose of improving the Property and providing furnishings, fixtures and equipment for the Property and ownership of the furnishings, fixtures and equipment will be transferred to the buyer of the Property upon closing of the sale.

v. Closing costs associated with the sale of the Property that are paid with GHHC Funds and not reimbursed by the buyer at closing.
"GHHC Funds" means any funds under the control of GHHC except that GHHC Funds do not include proceeds of loans secured by the Property or the proceeds of any federal, state or city loans or grants.

(2) Multiplied by, if the result of the foregoing calculation is greater than zero:

i. Within the first five calendar years following the date of the conveyance Deed: 75%.

ii. Within the sixth through fifteenth calendar years following the date of the conveyance Deed: 50%.

iii. Within the sixteenth through twentieth years following the date of the conveyance Deed: 25%.

iv. Within the twenty-first year following the Date of the conveyance Deed or thereafter: 0%.

3. If within 20 years after GHHC's purchase of the Property from the City, GHHC receives an offer to purchase the Property, GHHC shall not enter into any binding contract for sale unless GHHC first notifies the City of said offer to purchase. In that case, the City may, in its sole discretion, (a) require GHHC to assign the offer to the City for the City to negotiate and pursue, and, at the closing of any resulting sale, GHHC shall deed all of its interests in the Property for the amount remaining, if any, after the application of the calculations set forth in Paragraph 3 above; or (b) require GHHC to deed all of its interests in the Property to the City, in consideration of the City's (1) discharge of the interests listed in subparagraphs 3(a)(i) and 3(a)(ii) above, but only if required by a particular interest; and (2) payment to GHHC of any amounts described in subparagraphs 3(a)(iii) and 3(a)(iv) above.

SECTION THREE. Emergency Clause. This ordinance, being necessary for the immediate preservation of public peace, health, safety, and general welfare, shall be and is hereby declared to be an emergency measure within the meaning of Sections 19 and 20 of Article IV of the Charter of the City of St. Louis and, as such, this ordinance shall take effect immediately upon its passage and approval by the Mayor.

Exhibit A

QUIT CLAIM DEED

THIS DEED, made and entered into this _____ day of _______________ 2011, by and between the City of Saint Louis, a municipal corporation of the State of Missouri, 1200 Market Street, St. Louis, Missouri 63103, (Grantor), and Grace Hill Health Centers, Inc., a Missouri non-profit corporation, whose address is 2600 Hadley Street, St. Louis, Missouri 63106, (Grantee).

WITNESSETH, that the said Grantor, for and in consideration of the sum of One Hundred Forty Thousand Dollars ($140,000.00) to it paid by the said Grantee, the receipt of which is hereby acknowledged, does by these presents Remise, Release, and Quit-Claim unto the said Grantee, the following described Real Estate, situated in the City of Saint Louis and State of Missouri, to-wit:

See Exhibit 1 attached hereto and incorporated into this deed.

Subject to restrictions, covenants, and easements of record, and to the reverter provisions contained in Exhibit 2, attached hereto and incorporated herein.

TO HAVE AND TO HOLD the same, together with all rights and appurtenances to the same belonging, unto the said Grantee, and to its heirs and assigns, so that neither the said Grantor, nor its heirs, nor any other person or persons for it or in its name or behalf, shall or will hereafter claim or demand any right or title to the aforesaid premises, or any part thereof, but they and every one of them shall, by these presents, be excluded and forever barred. Notwithstanding this Quit-Claim Deed is subject to the Reversionary Clause as set forth in Ordinance______.

IN WITNESS WHEREOF, the said Grantor and Grantee have executed these presents the day and year first above written.

THE CITY OF SAINT LOUIS
(Grantor)

BY: ________________________
Francis G. Slay
Mayor

BY: ________________________
Darlene Green
Comptroller

Approved as to form:
_______________________
City Counselor

Attest:

_______________________
Parrie L. May
City Register
GRACE HILL HEALTH CENTERS, INC.
(Grantee)

By: _________________________
Alan O. Freeman, President

State of Missouri )

) ss.

City of St. Louis )

On this _____ day of ________________ 2011, before me appeared Francis G. Slay and Darlene Green to me personally known, who being by me duly sworn did say that they are the Mayor and the Comptroller of the City of Saint Louis, respectively, and that they are authorized to execute this Quit-Claim Deed on behalf of the City of Saint Louis under the authority of Ordinance ________ and acknowledge said instrument to be the free act and deed of the City of Saint Louis.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the City and State aforesaid, the day and year first above written.

__________________________________
Notary Public

State of Missouri )

) ss.

City of St. Louis )

On this _____ day of _______________ 2011, before me appeared Alan O. Freeman, to me personally known, who being by me duly sworn did say that he is the President of Grace Hill Health Centers, Inc. and that he is authorized to execute this Quit-Claim Deed on behalf of said corporation under the authority of its board of directors, and acknowledged that he executed said instrument as his free act and deed.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the City and State aforesaid, the day and year first above written.


__________________________________
Notary Public

EXHIBIT 1

Exhibit 2 to Quit Claim Deed

Reversionary Clause. Title to the Property shall revert to the City if Grace Hill Health Centers, Inc. ("GHHC"):

D. Contracts to sell or sells the property; or

E. No longer operates the Property as a health clinic; or

F. Assigns its interests in the Property or otherwise transfers the Property or any of its interests therein to any entity other than an entity approved by the City of St. Louis Board of Estimate and Apportionment, in that Board's sole discretion. If that Board approves an assignment to a successor entity, that successor entity shall be bound by the terms of this Reverter.

1. The City's reversionary interest is and shall remain subordinate to: (a) the Federal interest in favor of HRSA (the "Federal Interest") recorded in Book 03082011, Page [0314 (Soulard-Benton)][0315 (Murphy-O'Fallon)] of the City Real Estate Records; and (b) any security interest granted by GHHC to secure private financing used exclusively for the improvement of or the furnishing and equipping of the Property (the "Bank Debt") until such interests no longer encumber the Property. The Property shall not be used to secure any Bank Debt for any purpose other than the improvement of or the furnishing and equipping of the Property.

2. Notwithstanding the foregoing, title to the Property shall not revert to the City in the event of a sale if:

(a) GHHC or another entity relocates the clinic operations to another site and commits to provide, for a minimum of twenty years following the date of the closing of GHHC's purchase of the Property from the City, an equal or greater number of clinicians continuing to provide health and dental care of comparable quality to the same types and numbers of clients served by the Property in the calendar year prior to the date of this Deed, at a location easily accessible to such clients and within the City of St. Louis, and such location, commitment, and entity are satisfactory to the City of St. Louis Board of Estimate and Apportionment in such Board's sole discretion; or

(b) (This clause shall apply only if GHHC sells but fails to satisfy condition A above). GHHC pays to the City an amount equal to the following, which amount shall be calculated in a manner satisfactory to the City of St. Louis Board of Estimate and Apportionment:

(1) The total purchase price for the property, less:

vi. The amount, if any, required to discharge the Federal Interest.

vii. The amount, if any, required to discharge any Bank Debt secured by a lien on the Property, but only if the proceeds of such debt were used exclusively for the purpose of improving the Property and providing furnishings, fixtures and equipment for the Property, and ownership of the furnishings, fixtures and equipment will be transferred to the buyer of the Property upon closing of the sale; and

viii. Payments made by GHHC with GHHC Funds for acquisition of and improvements (but not maintenance) to the real property; and

ix. Payments made by GHHC with GHHC Funds, to reduce the principal amount of any Bank Debt secured by a lien on the Property, but only if the proceeds of such debt were used for the purpose of improving the Property and providing furnishings, fixtures and equipment for the Property and ownership of the furnishings, fixtures and equipment will be transferred to the buyer of the Property upon closing of the sale.

x. Closing costs associated with the sale of the Property that are paid with GHHC Funds and not reimbursed by the buyer at closing.
"GHHC Funds" means any funds under the control of GHHC except that GHHC Funds do not include proceeds of loans secured by the Property or the proceeds of any federal, state or city loans or grants.

(2) Multiplied by, if the result of the foregoing calculation is greater than zero:

v. Within the first five calendar years following the date of the conveyance Deed: 75%.

vi. Within the sixth through fifteenth calendar years following the date of the conveyance Deed: 50%.

vii. Within the sixteenth through twentieth years following the date of the conveyance Deed: 25%.

viii. Within the twenty-first year following the Date of the conveyance Deed or thereafter: 0%.

3. If within 20 years after GHHC's purchase of the Property from the City, GHHC receives an offer to purchase the Property, GHHC shall not enter into any binding contract for sale unless GHHC first notifies the City of said offer to purchase. In that case, the City may, in its sole discretion, (a) require GHHC to assign the offer to the City for the City to negotiate and pursue, and, at the closing of any resulting sale, GHHC shall deed all of its interests in the Property for the amount remaining, if any, after the application of the calculations set forth in Paragraph 3 above; or (b) require GHHC to deed all of its interests in the Property to the City, in consideration of the City's (1) discharge of the interests listed in subparagraphs 3(a)(i) and 3(a)(ii) above, but only if required by a particular interest; and (2) payment to GHHC of any amounts described in subparagraphs 3(a)(iii) and 3(a)(iv) above.

Legislative History
1ST READING REF TO COMM COMMITTEE COMM SUB COMM AMEND
06/24/11
2ND READING FLOOR AMEND FLOOR SUB PERFECTN PASSAGE
ORDINANCE VETOED VETO OVR SIGNED BY MAYOR
68994

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