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SUE BERFIELD .t _I ~/I AFFIDAVIT STATE OF FLORIDA COUNTY OF PINELLAS 5th day of August, 1993, before me, , a Notary Public in and for the Florida, residing in the City of commissioned and affir- by me first A. I personally attended the closing of the City's purchase of the Sun Bank Building on March 29, 1993. B. The following are answers, to the best of my knowledge and belief, tQ the questions posed to me in a June 3, 1993 letter from Commissioner Thomas and presented to me at a City Commission Meeting. C. The answers are supplied in the order in which they were asked in Commissioner Thomas' memo of June 3, 1993. 1. To the best of my knowledge and belief, the following people attended the closing. I have discussed this with the City Attorney and Co-Counsel, Emil Pratesi. Buyer representatives: M. A. Galbraith - Clearwater City Attorney Emil pratesi - Co-Counsel for the City Daniel J. Deignan - Director of Finance - Clearwater *Sue Berfield - Clearwater City Commissioner . *Michael J. Wright - City Manager (arrived late in day) *Cynthia Goudeau - City Clerk - (arrived late in day) *Rita Garvey - Mayor/Commissioner (arrived late in day) * = attened different portions of the closing. Seller representatives: Joseph F. McCarth - vip. Citicorp Barbara E. Overton - Attorney for Citicorp Robert o. Alter - V.P. Faison Associates Paul E. Morra - Asst. Sec. - Citicorp David Simon - (Name provided by City Attorney - I do not recall title of this gentleman) Doreen Cohen, Notary Publici Sr. Services Officer - I do not recall her but name provided by City attorney) Darlene Bartoletta - Leasing Agent for Faison page -1- I (""1 ~, I ''", - Ie; .... ,'. l __"' t' I I The next issue I believe was to do with the escrow agreement. Again, however, the discussion was vague in that I was only listening and did not have documents to look at when discussion was being held on particular documents. The title company was requesting that wordage be in the policy stating that the title company was not insuring the actions the city took in purchasing the building. The City Attorney and Co-Counsel left the "closing room" to discuss this. This appeared to be extremely important in that the title company wanted to be protected and did not want to assume responsibility if the City bought the building and the process came under scrutinity and it might be found that the Commission should not have purchased the builidng in the manner in which they did purchase it. The Management Company (Faison) agreed with the title company on this issue. The Service Contracts came under discussion. not at the closing and they had to be brought Suggested City have buyouts or 30 day notice contract holders. Contracts were to the closing. to service A list of equipment the City was getting was NOT provided at the closing while I was there. I believe this was something that was indicated during the commission meeting that would be provided "at the table" was the phrase used. On this issue I am not too certain exactly what my notes say but it would appear that due to the rush in closing on the purchase of the building an Incumbancy Certificate had to be prepared for 4 signatures on behalf of the City. Created affidavit to do with the commission meeting minutes on motion and approval and substitute resolution. The personal property tax was not on closing statement and had to call Tax Assessor's office and had the info faxed to the closing to put on closing document. Building supplies that were in the building were originally part of the purchase price but Mike wright said we didn't need - eliminate from the purchase. Gailbraith and pratesi met in private and then Citicorp, Citicorp's attorney and Maria left "closing room" and all came back in together. I stayed in "closing room" with management company. Michael Riggs of First American Title called and spoke with AI, Emil and Citicorp attorney. Page -3-