HomeMy WebLinkAboutOption Agreement to Purchase Luthy Rigby Mitigation Prop For Land Conveyance w BLMOPTION AGREEMENT TO PURCHASE LUTHY/RIGBY MITIGATION PROPERTY
FOR LAND CONVEYANCE WITH BLM
1. This Option Agreement to Purchase Property ("Agreement") is entered into as of the
day of April 2026 ("Effective Date"), by and between Scott Rigby and Russel Luthy
(collectively, the "Sellers") and the City of Rexburg and Madison County (collectively, the
"Buyers"). Scott Rigby is Russell Luthy's father-in-law and the Sellers are collectively entering
into this Agreement based on the individual land parcels they own.
2. The "Property" subject to this Agreement consists of no more than a total of 1,240
acres, of which the Sellers will determine the parcels or fractional parcels to be sold, if the
buyers request less than 1,240 acres in total to be purchased. The "Property" exists within
Jefferson County, Idaho and can be described as tax parcel numbers: RP06N37E017200 (320
acres), RP06N38E067200 (320 acres), RP06N38E130001 (120 acres), RP06N38E200001 (320
acres), and RP06N38E093000 (160 acres). Note: The bold parcels are owned by Russell Luthy,
and the un-bold parcels are owned by Scott Rigby. The Property is located west of Rexburg, and
north of HWY 33.
3. In addition, a fraction of Parcel # RP06N38E070001 that encompasses 265 acres, has
been identified as a potential supplemental acreage for future consideration. These 265 acres will
be studied, but it currently not part of the "Property" included for potential sale by the sellers
(specifically Scott Ribgy). Again, the "Property" consists of up to 440 acres currently owned by
Russell Luthy and 800 acres currently owned by Scott Rigby; with a collective total of 1,240
acres (see Exhibit A - Rigby Allotment Ownership/Sale Map).
4. The Bureau of Land Management (BLM) and the Federal Aviation Administration
(FAA) are the federal agencies with implications for this ultimate land purchase. The land
purchase option is being sought out by the Buyers to further a Land Conveyance between the
Buyers in coordination with FAA and BLM for mitigation purposes for a new Airport Site to
benefit the Buyers.
5. The Buyers intend to acquire the Property for mitigation purposes associated with the
proposed relocation of the Rexburg Airport and related habitat impacts. No grazing land
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management changes are being proposed as part of this acquisition; however, it is understood by
the Sellers that the BLM would have the final authority associated with grazing management of
the Property, post -sale of the Property. For good and valuable consideration, the receipt and
sufficiency of which are acknowledged, the Sellers hereby grant to the Buyers an exclusive and
irrevocable option to purchase the Property, as generally depicted in Exhibit A.
6. As part of this Agreement, the Sellers retain grazing authorizations on the "Property"
consistent with and subject to BLM management practices, BLM administered leasing
arrangements, and an approved Grazing Management Plan following Idaho Standards for
Rangeland Health.
7. The Buyers shall be granted reasonable access to the Property during the Option Period
to conduct surveys, environmental studies, biological assessments, and other due diligence
activities necessary to evaluate its suitability as a mitigation site.
8. As independent consideration for this option (the "Option Consideration"), the Buyers
shall pay $25,000 in earnest money within 45 days upon signing of this Agreement and an
additional $25,000 per year for each subsequent year the Option remains in effect, not to exceed
a total Option Period of four (4) calendar years. This Agreement will sunset (or the Option Term
will expire) on December 31, 2029. The parties agree that the Option Consideration is
nonrefundable, except as expressly provided herein, and shall be credited toward the Purchase
Price (defined below) at Closing if the Buyers timely exercise the Option. The Option Period
shall commence on the Effective Date and shall continue for the duration of the Option Term set
forth in this Agreement. As a condition precedent to any payment, Sellers shall provide Buyer
with properly completed and executed IRS Form W-9s, together with any other information
reasonably required to process such payment.
8.1 Escrow/Title Company
Escrow/Title Company: [Company Name]
Escrow Officer: [Name]
Escrow Contact Email: [Email]
Escrow Contact Phone: [Phone]
8.2 Earnest Money Holder: [Title Company or Escrow]
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8.3 Earnest Money: Buyer shall deposit earnest money in the total amount of Twenty -
Five Thousand Dollars ($25,000.00) upon execution of this Option Agreement, and an additional
Twenty -Five Thousand Dollars ($25,000.00) on or before January 15 of each subsequent year
during which the Option remains in effect.
8.4 Notwithstanding the foregoing, the first One Hundred Thousand Dollars
($100,000.00) of earnest money shall be paid directly by Buyer to Sellers, in the form of two
separate checks, one payable to Russell Luthy and one payable to Scott Rigby, in equal amounts,
and shall not be deposited with the Escrow/Title Company. All earnest money paid thereafter
shall be deposited with the Earnest Money Holder unless otherwise agreed in writing by the
Parties.
9. The Buyers may exercise the Option at any time during the Option Period by
delivering written notice of exercise to the Sellers at the notice addresses provided below. Upon
delivery of such notice, the parties shall be bound to buy and sell the Property on the terms set
forth herein and shall, within thirty (30) business days, enter into a purchase and sale agreement
substantially in the form customarily used for Idaho real estate transactions of this nature and
consistent with this Agreement.
10. If the Buyers do not exercise the Option within the Option Period, this Agreement
shall automatically terminate without further action by either party, and the Sellers shall retain
the Option Consideration as liquidated damages in full satisfaction of the option right granted.
11. If the Buyers exercise the Option, the purchase price for the Property ("Purchase
Price") shall be no less than $1,500 per acre. All Purchase Price negotiations will occur in
accordance with the Uniform Relocation Assistance and Real Property Acquisition Act. In the
event the appraised fair market value is less than $1,500 per acre, the Buyers shall use best
efforts to explore all available funding mechanisms, including but not limited to requests for
FAA participation, grants, and other federal and state programs, to cover any nominal difference
between the appraised value and the purchase price. Any such funding efforts and final purchase
price shall remain in compliance with applicable Idaho State law.
12. Within ten (10) business days following exercise of this Option Agreement, the
Buyers shall deposit additional earnest money in the amount of $250,000 with the Escrow agent
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identified herein. Such earnest money shall be applied to the Purchase Price at Closing and held,
administered, and disbursed pursuant to Idaho law and the escrow instructions. The Closing
timeline will be agreeable to all Parties.
13. To the extent owned by Seller and appurtenant to the Property, all water rights, ditch
and canal rights, and shares in any irrigation district or company, together with all minerals, oil,
and gas rights (collectively, the "Rights"), shall transfer to Buyer at Closing, free and clear of
encumbrances other than the Permitted Exceptions.
14. This Agreement shall be governed by the laws of the State of Idaho. The parties
acknowledge that agreements concerning the sale of real property must be in writing and signed
by the party to be charged to be enforceable. Either party may record a memorandum of option in
the land records at Buyer's cost, provided it contains only the parties' names, the legal
description, the Option Period, and such other non -financial terms as are customary.
15. Special Provision: The Sellers and Buyers have negotiated the following provision
into this Option Agreement. If the BLM for any reason disallows ALL grazing activities to the
Sellers within the Property post sale and exclusively between the ten-year span from 2030 to
2039, the Sellers will receive a check from the Buyers for $20,000 per year, for their lost grazing
opportunities. The $20,000 is applicable per year and up to a total of $200,000, through 2039.
The $20,000 payment will be made by the Buyers to the Sellers by June 30th on any given
applicable year. After 2039, there will be no further financial compensation between the Buyers
and Sellers linked to this Special Provision.
16. Sellers certify that they are not currently owned or operated by the Government of
China, as defined in Idaho Code § 67-2359.
17. In accordance with Idaho Code § 67-2346, Sellers certify that they are not currently
engaged in a boycott of goods or services from Israel or territories under its control.
18. This Agreement constitutes the entire agreement between the parties regarding the
option and supersedes all prior discussions and writings. It may be amended only in writing after
mutual agreement with both parties and subsequently signed by both parties. This Agreement
may be executed in counterparts and by electronic signatures, each of which shall be deemed an
original and together shall constitute one instrument.
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Signatures
SELLERS:
Name: Scott Rigby
Address/Contact:
Signature:
Date:
Name: Russell Luthy
Address/Contact:
Signature:
Date:
BUYERS:
Name: Todd Smith —
Madison County Commissioner
Address/Contact:
Signature:
Date:
Name: Jerry Merrill
— Mayor of Rexburg
Address/Contact:
Signature:
Date:
Notary Acknowledgment
STATE OF IDAHO )
ss.
COUNTY OF )
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On this day of , 20_, before me, the undersigned, a Notary Public in and for
said State, personally appeared , known or identified to me (or proved to
me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to
the within instrument, and acknowledged to me that he/she/they executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at:
My commission expires:
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