DONNA ANDRUS
CONTRACT FOR PURCHASE OF REAL PROPERTY
BY
THE CITY OF CLEARWATER, FLORIDA
PARTIES: DONNA ANDRUS, a married woman (herein "Seller"), of 500 North Osceola Avenue, #PH-
E, Clearwater, Fl. 33755-3933, and the CITY OF CLEARWATER, FLORIDA, a Municipal Corporation
of the State of Florida (herein "Buyer" or "City") of P. O. Box 4748, Clearwater, Florida 33758-4748,
(collectively "Parties") hereby agree that the Seller shall sell and Buyer shall buy the following real
property (" Real Property") and personal property, if any ("Personalty") (collectively "Property") upon the
following terms and conditions.
1. PROPERTY DESCRIPTION 1 4 I ~ e; / \r I E 0 y.S Lf / 0 co / 0 i ::)()
lEGAL DESCRIPTION: LAUREL LAKE SUBDIVISION, Lots 8, 9 and 10, according to the map or
plat thereof as recorded in Plat Book 29, Page 19, Public Records of Pinellas County, Florida, aJk/a 600
and 610 South Duncan Avenue, Clearwater, Florida, together with all attached appliances, fixtures and
appurtenants therein and thereon.
2. FUll PURCHASE PRICE .................................................................. $ 395.000.00
3. MANNER OF PAYMENT: City of Clearwater check in U.S. funds
at time of closing ..................................... .... $ 395.000.00
4. PURCHASE PRICE
The Full Purchase Price as established herein has been reached through negotiations with the Seller
by City staff. The subject properties were appraised by State Certified Residential Appraisers at Fomito
and Associates on 11/1512007 and valued in total at a $370,000. The properties were also appraised
by State Certified Residential Appraiser David B. Carleton on 11/1912007 and valued in total at
$444,000.
5. TIME FOR ACCEPTANCE: APPROVALS
Following execution of this contract by Seller, the price, terms and conditions as contained herein shall
remain unchanged and be held unconditionally open for a period of 45 days following delivery in
duplicate original to the City of Clearwater for acceptance and approval, counter-offer, or rejection by
action of the Clearwater City Council. If this agreement is accepted and approved by the Council, it will
be executed by duly authorized City officials and delivered to Seller within 15 days thereafter. If this
contract is rejected by the Council upon initial presentation to the Council, this contract shall be null and
void in all respects and Seller shall be so informed in writing within 5 days of such action.
6. TITLE
Seller warrants legal capacity to and shall convey marketable title to the Property by Statutory Warranty
Deed, subject only to matters contained in Paragraph 7 acceptable to Buyer. Otherwise title shall be
free of liens, easements and encumbrances of record or known to Seller, but subject to property taxes
for the year of closing; covenants, restrictions and public utility easements of record; and no others
provided there exists at closing no violation of the foregoing and none of them prevents Buyer's
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intended use of the Property. Seller warrants and represents that there is ingress and egress to the
Real Property sufficient for the intended use as described herein.
7. TITLE EVIDENCE
Seller shall, at Seller expense and within 15 days prior to closing date deliver to Buyer a title insurance
commitment issued by Freedom Title Agency agreeing to liens, encumbrances, exceptions or
qualifications set forth in this Contract, and those which shall be discharged by Seller at or before
closing. Seller shall convey a mar1<etable title subject only to liens, encumbrances, exceptions or
qualifications set forth in this Contract. Mar1<etable title shall be determined according to applicable Title
Standards adopted by The Florida Bar and in accordance with law. Buyer shall have 5 days from
receiving evidence of title to examine it. If title is found defective, Buyer shall, within 3 days thereafter,
notify Seller in writing specifying defect(s). If the defect(s) render title unmar1<etable, Seller will have
120 days from receipt of notice within which to remove the defect(s), failing which Buyer shall have the
option of either accepting the title as it then is or withdrawing from this Contract. Seller will, if title is
found unrnar1<etable, make diligent effort to correct defect(s) in title within the time provided therefor,
including the bringing of necessary suits.
8. SURVEY
Buyer, at Buyer's expense, within time allowed to deliver evidence of title and to examine same, may
have Real Property surveyed and certified to the Buyer, Seller and closing agent by a registered Florida
land surveyor of Buyer's choice, or elect to have Seller provided Boundary Surveys dated 8-27-2003
prepared by George A. Shimp II and Associates, Inc. (Job Numbers 970663 and 970666) updated at
Buyer expense. If surveys show any encroachment on Real Property, or that improvements located on
Real Property encroach on setback lines, easements, lands of others, or violate any restrictions,
contract covenants or applicable governmental regulation, the same shall constitute a title defect. The
survey shall be performed to minimum technical standards of the Florida Administrative Code and may
include a description of the property under the Florida Coordinate System as defined in Chapter 177,
Florida Statutes.
9. CLOSING PLACE AND DATE
Seller shall designate closing agent and this transaction shall be closed at a mutually agreed time in the
offices of Freedom Title Agency, 1465 South Ft. Harrison Avenue, Clearwater, Florida, the designated
closing agent in Pinellas County, Florida, on or before June 2, 2008, unless extended by other
provisions of this contract. If either party is unable to comply with any provision of this contract within
the time allowed, and be prepared to close as set forth above, after making all reasonable and diligent
efforts to comply, then upon giving written notice to the other party, time of closing may be extended up
to 60 days without effect upon any other term, covenant or condition contained in this contract.
10. CLOSING DOCUMENTS
Seller shall fumish closing statements for the respective parties, deed, bill of sale, mechanic's lien
affidavit, assignments of leases, tenant and mortgage estoppel letters, and corrective instruments as
may be applicable. If Seller is a corporation, Seller shall deliver a resolution of its Board of Directors
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authorizing the sale and delivery of the deed and certification by the corporate Secretary certifying the
resolution and setting forth facts showing the conveyance conforms with the requirements of local law.
11. CLOSING EXPENSES
Documentary stamps on the deed, unless this transaction is exempt under Chapter 201.24, Florida
Statutes, shall be paid by the Seller. Seller shall also pay the costs of recording any corrective
instruments. Recordation of the deed shall be paid by Buyer.
12. PRORATIONS: CREDITS
Taxes, assessments, rent (if any) and other revenue of the Property shall be prorated through the day
before closing. Closing agent shall collect all ad valorem taxes uncollected but due through day prior to
closing and deliver same to the Pinellas County Tax Collector with notification to thereafter exempt the
Property from taxation as provided in Chapter 196.012(6), Florida Statutes. If the amount of taxes and
assessments for the current year cannot be ascertained, rates for the previous year shall be used with
due allowance being made for improvements and exemptions. Assessments for any improvements that
are substantially complete at time of closing shall be paid in full by Seller.
13. OCCUPANCY
Seller warrants that not later than day prior to closing there shall be no parties in occupancy other than
the Seller, or as otherwise disclosed herein. If Property is rented as of the Effective Date, Seller
covenants and warrants with Buyer that said tenancy or tenancies shall be terminated and the
residential structures shall be completely vacated and left in "broom clean" condition. not later than the
day prior to closing. Any of tenants personal property remaining in, on or about the property the day
prior to closing shall be subject to removal at Seller expense, with sale proceeds not to exceed 2% of
the purchase price being retained in closing agenfs escrow account to defray the costs of removal if
necessary. Any escrow funds held in excess of Buyer's actual costs to remove tenants personal
property shall be refunded to Seller. Should the costs of removing tenants personal property exceed
escrow funds held for that purpose, Seller agrees to reimburse Buyer within fifteen (15) days of receipt
of Buyer invoice for the excess funds.
14. PROPERTY CONDITION
Seller shall deliver the Property to Buyer at time of closing in its present "as is" condition, ordinary wear
and tear excepted, and shall maintain the landscaping and grounds in a comparable condition. Seller
makes no warranties other than is disclosed herein in Paragraph 20 ("SELLER WARRANTIES") and
marketability of title. Buyer's covenant to purchase the Property "as is" is more specifically represented
in either subparagraph 1. a. or b. as marked [X].
a. [ ] As Is: Buyer has inspected the Property or waives any right to inspect and accepts the Property
in its present "as is" condition.
b. [X] As Is With Right of Inspection: Buyer may, at Buyer expense and within 45 days following the
Effective Date ("Inspection Period", conduct inspections, tests, environmental and any other
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investigations of the Property Buyer deems necessary to determine suitability for Buyer's intended use.
Seller shall grant reasonable access to the Property to Buyer, its agents, contractors and assigns for
the purposes of conducting the inspections provided, however, that all such persons enter the Property
and conduct the inspections and investigations at their own risk. Seller will. upon reasonable notice.
provide utilities services as may be required for Buyer's inspections and investigations. Buyer shall not
engage in any activity that could result in a mechanics lien being filed against the Property without
Seller's prior written consent. Buyer may terminate this contract by written notice to Seller prior to
expiration of the Inspection Period if the inspections and/or investigations reveal conditions which are
reasonably unsatisfactory to Buyer. If this transaction does not close, Buyer agrees, at Buyer expense.
to repair all damages to the Property resulting from the inspections and investigations and return the
Property to its present condition.
15. WALK-THROUGH INSPECTION
At a time mutually agreeable between the parties, but not later than the day prior to closing, Buyer may
conduct a final ''walk-through'' inspection of the Property to determine compliance with any Seller
obligations under Paragraphs 13 and 14 and to insure that all Property is in and on the premises. No
new issues may be raised as a result of the walk-through.
16. SELLER HELD HARMLESS
Buyer is self insured, and subject to the limits and restrictions of the Florida Sovereign immunity statute.
F.S. 768.28, agrees to indemnify and hold harmless the Seller from claims of injury to persons or
property.during the inspections and investigations described in Paragraph 14(b) resulting from Buyer's
own negligence only, or that of its employees or agents only, subject to the limits and restrictions of the
sovereign immunity statute.
17. RISK OF LOSS
If the Property is damaged by fire or other casualty before closing and cost of restoration does not
exceed 10% of the appraised valuation of the Property so damaged, cost of restoration shall be an
obligation of the Seller and closing shall proceed pursuant to the terms of this contract with restoration
costs escrowed at closing. If the cost of restoration exceeds 10% of the appraised valuation of the
improvements so damaged, Buyer shall have the option of either taking the Property "as is", together
with either 1 0% of any insurance proceeds payable by virtue of such loss or damage. or of canceling
this contract.
18. PROCEEDS OF SALE: CLOSING PROCEDURE
The deed shall be recorded upon clearance of funds. Proceeds of sale shall be held in escrow by
Seller's attorney or by such other mutually acceptable escrow agent for a period of not longer than 5
days from and after closing. during which time evidence of title shall be continued at Buyer's expense to
show title in Buyer, without any encumbrances or change which would render Seller's title unmarketable
from the date of the last title evidence. If Seller's title is rendered unmarketable through no fault of the
Buyer, Buyer shall, within the 5-day period, notify the Seller in writing of the defect and Seller shall have
30 days from the date of receipt of such notification to cure the defect. If Seller fails to timely cure the
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defect, all funds paid by or on behalf of the Buyer shall, upon written demand made by Buyer and within
5 days after demand, be returned to Buyer and simultaneously with such repayment, Buyer shall return
Personalty and vacate Real Property and reconvey it to Seller by special warranty deed. If Buyer fails
to make timely demand for refund, Buyer shall take title "as is", waiving all rights against Seller as to
any intervening defect except as may be available to Buyer by virtue of warranties contained in the
deed. The escrow and closing procedure required by this provision may be waived if title agent insures
adverse matters pursuant to Section 627.7841, F.S. (1987), as amended.
19. DEFAULT
If this transaction is not closed due to any default or failure on the part of the Seller, other than to make
the title marketable after diligent effort, Buyer may seek specifIC performance or unilaterally cancel this
agreement upon giving written notice to Seller. If this transaction is not closed due to any default or
failure on the part of the Buyer, Seller may seek specific performance. If a Broker is owed a brokerage
fee regarding this transaction, the defaulting party shall be liable for such fee.
20. SELLER WARRANTIES
Seller warrants that there are no facts known to Seller that would materially effect the value of the
Property, or which would be detrimental to the Property, or which would effect Buyer's desire to
purchase the property except as follows: (Soecifv known defects. If none are known. write "NON~
If no entry. it will be deemed that Seller has entered "NONE")
Buyer shall have the number of days granted in Paragraph 14(b) above ("Inspection Period") to
investigate said matters as disclosed by the Seller, and shall notify Seller in writing whether Buyer will
close on this contract notwithstanding said matters, or whether Buyer shall elect to cancel this contract.
If Buyer fails to so notify Seller within said time period, Buyer shall be deemed to have waived any
objection to the disclosed matters and shall have the obligation to close on the contract.
21. RADON GAS NOTIFICATION
In accordance with proviSions of Section 404.056(8), Florida Statutes (1989), as amended, Buyer is
hereby informed as follows:
RADON GAS: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons
who are exposed to it over time. Levels of radon that exceed federal and state
guidelines have been found in buildings in Florida. Additional information regarding
radon and radon testing may be obtained from your County public health unit.
22. CONTRACT NOT RECORDABLE: PERSONS BOUND
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Neither this contract nor any notice of it shall be recorded in any public records. This contract shall bind
and inure to the benefit of the parties and their successors in interest. Whenever the context permits,
singular shall include plural and one gender shall include all.
23. NOTICE
All notices provided for herein shall be deemed to have been duly given if and when deposited in the
United States Mail, properly stamped and addressed to the respective party to be notified, including the
parties to this contact, the parties attorneys, escrow agent, inspectors, contractors and all others who
will in any way act at the behest of the parties to satisfy all terms and conditions of this contract.
24. ASSIGNABILITY: PERSONS BOUND
This contract is not assignable. The terms "Buyer", "Seller", and "Broke(' (if any) may be singular or
plural. This Contract is binding upon Buyer, Seller, and their heirs, personal representatives, successors
and assigns (if assignment is permitted).
25. BROKER REPRESENTATION
The parties acknowledge Seller is represented in this transaction by Stonebridge Real Estate
Company, Inc. a Florida corporation, Licensed Real Estate Broker ("Broker"). At time of closing Broker
shall receive a brokerage fee of Twenty Thousand and-no/10Q-Oollars ($20,000.00), said fee being
included in and payable from the Full Purchase Price established in Paragraph 2 above.
26. ATTORNEY FEES: COSTS
In any litigation arising out of this contract, the prevailing party shall be entitled to recover reasonable
attorney's fees and costs.
27. TYPEWRITTEN OR HANDWRITTEN PROVISIONS
Typewritten or handwritten provisions shall control all printed provisions of contract in conflict with them.
28. EFFECT OF PARTIAL INV ALIDllY
The invalidity of any provision of this contract will not and shall not be deemed to effect the validity of
any other provision. In the event that any provision of this contract is held to be invalid, the parties
agree that the remaining provisions shall be deemed to be in full force and effect as if they had been
executed by both parties subsequent to the expungement of the invalid provision.
29. GOVERNING LAW
It is agreed by and between the parties hereto that this contract shall be governed by, construed, and
enforced in accordance with the laws of the State of Florida.
30. COUNTERPARTS: FACSIMILE COpy
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This contract may be executed in two or more counterparts, each of which shall be deemed an original
and all of which together shall constitute one instrument. A facsimile copy of this contract, including any
addendum, attachments and any written modifications hereof, and any initials or signature thereon shall
be deemed an original.
31. ENTIRE AGREEMENT
Upon execution by Seller and Buyer, this contract shall constitute the entire agreement between the
parties, shall supersede any and all prior and contemporaneous written and oral promises,
representations or conditions in respect thereto. All prior negotiations, agreements, memoranda and
writings shall be merged herein. Any changes to be made in this agreement shall only be valid when
expressed in writing, acknowledged by the parties and incorporated herein or attached hereto.
EXECutED this lo day of -t: ~~ ' 2008 by Seller.
~:~~
',...-- Donna Andrus
APPROVED & EFFECTIVE this ;;}D) ~ day of ---""'-Ql'I 0 ~
,2008
CITY OF CLEARWATER, FLORIDA
Countersigned:
::Z" ~ K il/~
~k V. Hibbard .
Mayor
By;{k-;.~.. ~-:rt
William B. Horne II
City Manager
Approved as to form:
La~~
Assistant City Attorney
Attest:
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