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M N E K AND THE COMMUNITY REDEVELOPMENT AGENCY CONTRACT FOR PURCHASE OF REAL PROPERTY BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA PARTIES: M.N.E.K., a Florida corporation, 1274 Cleveland Street, Clearwater, Florida 33755, herein "Seller"), and the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA, a public body corporate and politic of the State of Florida, 112 South Osceola Avenue, Clearwater, Fl. 33756 (herein "Buyer"or "CRA"), (collectively "Parties") hereby agree that the Seller shall sell and Buyer shall buy the following real property ("Property") upon the following terms and conditions. 1. PROPERTY DESCRIPTION LEGAL DESCRIPTION: Pinellas County parcels 15-29-15-65286-000-0180, 0190 and 0191 within (PADGETT'S ESTATES, PB. 4, Pg. 11) together with Pinellas County parcels 15-29-15-58788-000- 0280, 0290 and 0310 (within RE-SUBDIVISION LOTS 11, 12, 13, 14 AND 15 OF PADGETT'S ESTATES, PB 12, Pg. 24) as all are more specifically described in Exhibit "A" appended hereto and by this reference made a part hereof. PERSONALTY: NONE (Seller, at Seller's sole expense and option, may remove prior to closing all Property fixtures as described in Exhibit "B" appended hereto and by this reference made a part hereof) 2. FULL PURCHASE PRICE .................................................................. $1,675,000.00 3. IIMANNER OF PAYMENT: City of Clearwater check in U.S. funds at time of closing ......................................... $1,675,000.00 4. PURCHASE PRICE The Full Purchase Price as shown herein has been reached through negotiations with the Seller through Seller's representatives by City Economic Development staff as with reference to two current "highest and best use" appraisal valuations, as improved. 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 30 days following delivery in duplicate original to CRA for acceptance and approval, or rejection by action of the CRA Board of Directors. If this agreement is accepted and approved by the CRA, it will be executed by duly authorized CRA officers and delivered to Seller within 10 days thereafter. If this contract is rejected by the CRA upon initial presentation, this contract shall be null and void in all respects and Seller shall be so informed in writing within 5 days of such action. U:\CRA docs\M.N.E.K. Purchase (rev) 080910.doc Page 1 6. TITLE Seller warrants legal capacity to and shall convey marketable title to the Property by Statutory Warranty, 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 intended use of the Property. 7. TITLE EVIDENCE Seller shall, at Seller expense and within 20 days following the Effective Date deliver to Buyer a title insurance commitment issued by a Florida licensed title insurer 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 marketable title subject only to liens, encumbrances, exceptions or qualifications set forth in this Contract. Marketable 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 unmarketable, 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 unmarketable, make diligent effort to correct defect(s) in title within the time provided therefor, including the bringing of necessary suits. 8. SURVEY Buyer, at Buyers expense, within time allowed in paragraph 14(b) hereafter, may have Real Property surveyed and certified to the Buyer, Seller and closing agent by a registered Florida land surveyor. If survey shows 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. LO I G PLACE AND DATE [X ] Seller [ ] Buyer shall designate closing agent and this transaction shall be closed in the offices of the designated closing agent in Pinellas County, Florida, within 30 days following termination of the Inspection Period, 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 Seller, at Sellers sole option, may extend closing up to 15 days following delivery of written notice to Buyer without being in default hereunder, and without affect 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 (if applicable), Paige 2 of 9 mechanic"s lien affidavit, mortgage estoppel letters, and corrective instruments. If Seller is a corporation, Seller shall deliver a resolution of its Board of Directors authorizing the sale and delivery of the deed and certification by the corporate Secretary certifying the resolution and setting forth faces 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 the Owner's Policy of Title Insurance, recording any corrective instruments. Seller attorney fees, brokerage fees pursuant to independent contract. Recordation of the deed and Buyer attorney fees 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. Any deposits held by Seller in trust for third parties in occupancy of the Property shall be credited to Buyer at time of closing. Assessments for any improvements that are substantially complete at time of closing shall be paid in full by Seller. 13. OCCUPANCY Seller warrants that there are no parties in occupancy other than the Seller, and authorized tenants as of the Effective Date, or as otherwise disclosed herein. Seller agrees to deliver occupancy of the Property at time of closing free and clear of all occupants and tenancies of any nature other than Seller. Buyer assumes all risk of loss to Property from date of occupancy, shall be responsible and liable for maintenance from that date, and shall be deemed to have accepted Property in its existing conditions as of the time of taking occupancy unless otherwise stated herein or in separate writing. 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 19 ("SELLER WARRANTIES") and marketability of title. Buyer's covenant to purchase the Properly "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 60 days following the Effective Date ("Inspection Period"), conduct inspections, tests, environmental and any other investigations of the Property Buyer deems necessary to determine suitability for Buyer's intended use. Seiler shall grant reasonable access to the Property th Buyer, its agents, contractors and assigns for the purposes of conducting the inspections provided, however, that all such persons enter the Property Page 3 of 9 and conduct the inspections and investigations at their own risk. Seller will, upon reasonable notice, provide utilities services as may be required for Buyers inspections and investigations. Buyer shall not engage in any activity that could result in a mechanics lien being filed against the Property without Sellers 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 Buyer fails to Notify Seller that Buyer is terminating this contract as provided herein, then, in that event, it will be deemed Buyer is unequivocally obligated to consummate the purchase of the Property in its then "AS IS" condition, subject only thereafter to Seller having met and performed all other obligations and conditions of this contract and subject to normal wear and tear through day of closing, and upon Seller not being in default of any obligations under any of the terms and provisions of this contract. 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 Buyer obligations under Paragraphs 8, 13 and 14 and to insure that all Property is in and on the premises. No now issues may be raised as a result of the wak through. 16. SELLER HELD HARMLESS Buyer is self insured, and subject to the Omits 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. PR 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 Sellers title unmarketable from the date of the last title evidence. If Sellers 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 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. (2009), as amended. It is the intention of the parties that the closing agent will delete the gap exception from the title commitment at closing, therefore making it possible to disburse settlement/closing funds, and the title insurer will insure against possible existence of adverse matters or defects in the title which are recorded during the period of time between the effective date of the commitment and the date of recording of the document creating the estate or interest to be insured. Page 4 of 9 18. 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 or unilaterally cancel this agreement upon giving written notice to Buyer. If a Broker is owed a brokerage fee regarding this transaction, the defaulting party shall be liable for such fee. 19. 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: See ParagMph_ 14 - B No Warranties 22. RADQN GAS NOTIFICATION In accordance with provisions of Section 404.056(5), Florida Statutes (2009), 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. 23. CONTRACT NOT RECORDABLE: PERSONS BOUND 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. 24. 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. 25. ASSIGNABILITY: PERSONS BOUND This contract [ ] is not assignable [x] is assignable. The terms "Buyer", "Seller", and "Broker" (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). Page 5 of 9 26. ATTORNEYS FEES: COSTS Each party shall be responsible for its own attorney's fees in connection with this Contract. In any litigation arising out of this contract, each party shall be responsible for their own attorneys' fees and costs. 27. TYPEWRITTEN OR HANDWRITTEN PROVISIONS Typewritten or handwritten provisions shall control all printed provisions of contract in conflict with them. 28. BROKER REPRESENTATION Buyer and Seller warrant and represent to each other that they have not dealt or consulted with any real estate broker or agent in connection with the Property or this transaction other than Complete Commercial Realty (representing the Seller) and Colliers Arnold. Seller shall be responsible for a brokerage fee of 2.5% of the Full Purchase Price to be paid at closing to Complete Commercial Realty and an additional brokerage fee of 2.5% of the Full Purchase Price to be paid at closing to Colliers Arnold. Buyer has no obligation for brokerage fee. 29. EFFECT OF PARTIAL INVALIDITY The invalidity of any provision of this contract will not and shall not be deemed to affect 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. 30. 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. 31. COIJNICRPARTS: F G 1 1 COPY 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. 32. EXH BITS ATTACHED Exhibit A (legal description of Parcel(s) and Exhibit B (fixtures to be removed by Seller prior to closing) are attached hereto and made a part of this contrail. 33. 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 Page 6 of 9 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 of , 2010 by Seller. M.N.E.K.,Inc. By: Maria A. Dedrick, President APPROVED AND EFFECTIVE this ?/0 day of _ _, 2010. COMMUNITY REDEVELOPMENT AGENCY Countersigne of the City of Clearwater, Florida r By. J--O? Rod Irwin, its EXECUTIVE DIRECTOR Frank V. Hibbard, its CHAIRMAN Approved as to form: Attest: Laura Mahony, Assists ity Attorney City Clerk CIA Page 7 of 9 EXHIBIT "A" Legal Descriptions Per Warran Deed recorded in O. R. Book 13030 P s. 821 - 822, Pinellas County public records Lot 18, and the East 108.5 feet of Lot 19, LESS the East 20 feet of Lot 18, and the South 20 feet of Lots 18 and 19, previously dedicated for road right-of--way purposes of THE PADGETT ESTATE SUBDIVISION, according to the map or plat thereof on file in the Office of the Clerk of the Circuit Court in and for Pinellas County, Florida, recorded in Plat Book 4, Page 11, said lands situate, lying and being in Pinellas County, Florida. AND Lots 28, 29, 30 and 31, RE-SUBDIVISION LOTS 11, 12, 13, 14 AND 15 OF PADGETTS ESTATE, according to the map or plat thereof on file in the Office of the Clerk of Circuit Court in and for Pinellas County, Florida, recorded in Plat Book 12, Page 24, said lands situate, lying and being in Pinellas County, Florida. AND Per Warranty Deed recorded in O. R. Book 13988,_Pgs. 30 - 31, Pinellas County public records The West 100 feet of Lot 19, PADGETT ESTATES SUBDIVISION, according to the plat thereof recorded in Plat Book 4, Page 11, Public Records of Pinellas County, Florida. Page 8 of 9 EXHIBIT "B" Located in 20 N. Betty Lane -- Living room ceiling fan, 2 bedroom ceiling fans, kitchen light fixture, dining room light fixture Located in 1274 Cleveland Street - Security system including all cameras and monitoring equipment Page 9 of 9