Res 27-08~~
'1
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
DELRAY BEACH, FLORIDA, AUTHORIZING THE CITY SELL TO
BUYER CERTAIN REAL PROPERTY IN PALM BEACH COUNTY,
FLORIDA, AS DESCRIBED HEREIN, HEREBY INCORPORATING
AND ACCEPTING THE CONTRACT STATING THE TERMS AND
CONDITIONS FOR THE SALE AND PURCHASE BETWEEN THE
BUYER AND THE CITY OF DELRAY BEACH, FLORIDA.
WHEREAS, the City of Delray Beach, Florida, wishes to sell certain property located at 315 SW 3~
Street; and
WHEREAS, the Buyer hereinafter named desires to buy the property hereinafter described from the
City of Delray Beach, Florida; and
WHEREAS, it is in the best interest of the City of Delray Beach, Florida, to sell said property.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF
DELRAY BEACH, FLORIDA, AS FOLLOWS:
Section 1. That the City Commission of the City of Dekay Beach, Florida, as Seller, hereby agrees to
sell to the Community Land Trost, Inc., as Buyer, fox the purchase price of Ten Dollars and 00/100 cents
($10.00), said property being described as follows:
See Exhibit "A" attached hereto.
Section 2. That the terms and conditions contained in the contract for sale and purchase and addenda
thereto between the City of Dekay Beach, Florida, and the Buyer as hexeinabove named axe incorporated
herein as Exhibit "B".
PASSED AND ADOPTED in regular session on the Sei day of August, 2008.
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ATTEST: MAYO R
~._~ . `Z~.~,~
City Clerk
\.
PCN 12-43-46-16-01-039-0060
Address: 315 SW 3rd Street, Delray Beach, Florida
Also known as:
/ \
Beginning at a point in the Southwest comer of Block 39 of the City of Dekay Beach (formerly Linton),
Florida, as per plat thereof on file in the office of the Clerk of the Circuit Court in and for Palm Beach County,
Florida, recorded in Plat Book 1, Page 3, go Northerly along the West boundary of said block a distance of 50
feet; thence go Easterly along a line parallel to the South boundary line of said block a distance of 135.6 feet;
thence go Southerly along a line parallel to the West boundary of said block a distance of 50 feet; thence go
Westerly along the South boundary line of said block a distance of 135.6 feet, more ox less, to the point of
beginning, a/k/a 315 S.W. 3m Street, Dekay Beach, Florida.
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CFN 2Q)Q18Q1331225
OR BK .~!2&$7 PG Q1146
RECdRDED 89/QIB/2O@B 15:06:3
Pal^ Beach Gounty. Florida
Sharon R. Back. CLERK b CO?lP7RpLLER
CONTRACT FOR SALE AND PURCF 0196 - 152; t7pg6)
PART28S: CITY OF DELRAY BEACH, a Florida municipal corporation, 100 N.W. lac
Avenue, Delray Beach, FL 33444 (Phone: 561-243-7000), ("Seller"), and the DELRAY
BEACH COMMUNITY LAND TRUST, INC.,("Buyer"), 145 S.W. 12"' Avenue, Delray Beach,
Florida 33444 (Phone: 561-243-7500), hereby agree that the Seller shall sell and
Buyer shall buy the following described Real Property and Personal Property
(collectively "Property") upon the following terms and conditions, which INCLUDE
the Standards for Real Estate Transactions ("Standard(s)") on the reverse side
hereof or attached hereto and riders and any addenda to this Contract for Sale
and Purchase ("Contract").
I. D83CRIPTION:
(a) Legal description of the Real Property located in Palm Beach County,
Florida: Beginning at a point in the Southwest corner of Block 39
of the City of Delray Beach (formerly Linton), Florida, as per plat
thereof on file in the office of the Clerk of the Circuit Court in
and for Palm Beach County, Florida, recorded in Plat Book 1, Page 3,
go Northerly along the West boundary of said block a distance of 50
feet; thence go Easterly along a line parallel to the South boundary
line of said block a distance of 135.6 feet; thence go Southerly
along a line parallel to the West boundary of said block a distance
of 50 feet; thence go Westerly along the South boundary line of said
block a distance of 135.6 feet, more or less, to the point of
beginning, a/k/a 315 S. W. 3rd Street, Delray Beach, Florida.
Property Control No. 12-43-46-16-01-039-0060
(b) Street address, city, zip, of the Property is: 315 Southwest 3`°
Street, Delray Beach, Florida 33444
II. PURCHASE PRICB
$ 10.00
III. TIME FOR ACCEPTANCE; EFFECTIVE DATB; FACSIMILE: If this offer is not
executed by and delivered to all parties OR FACT OF EXECUTION communicated in
writing between the parties on or before August 11, 2008, the deposit(s) will, at
Buyer's option, be returned and this offer withdrawn. The date of Contract
("Effective Date") will be the date when the last one of the Buyer and the Seller
has signed this offer. A facsimile copy of this Contract and any signatures
thereon shall be considered for all purposes as originals.
IV. TITLE EVIDENCE: Within thirty (30) days from the Effective Date of this
Contract, (CHECK ONLY ONE): _Seller shall, at Seller's expense, deliver to
Buyer or Buyer's attorney; OR X Buyer shall at Buyer's expense obtain (CHECK
ONLY ONE): abstract of title or X title insurance commitment (with legible
copies of instruments listed as exceptions attached thereto) and, after closing,
an owner's policy of title insurance.
V. CLOSING DATE: This transaction shall be closed and the deed and other
closing papers delivered within one hundred twenty (120) calendar days following
the execution of this Contract, unless modified by other provisions of Contract.
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V2. RESTRICTIONS; EASEMHNT3; LIMITATIONS: Buyer shall take title subject to:
comprehensive land use plans, zoning, restrictions, prohibitions and other
requirements imposed by governmental authority; restrictions and matters
appearing on the plat or otherwise common to the subdivision; public utility
easements of record (easements are to be located contiguous to Real Property
lines and not more than 10 feet in width as to the rear or front lines and 7-1/2
feet in width as to the side lines, unless otherwise stated herein); taxes for
year of closing and subsequent years; assumed mortgages and purchase money
mortgages, if any (if additional items, see addendum); provided that there exists
at closing no violation of the foregoing.
VII. OCCUPANCY: Seller warrants there are no parties in occupancy other than
Seller; Seller shall deliver occupancy of Property to Buyer at time of closing
subject to Paragraph XI E.
VIII. TYPEWRITTEN OR HANDWRITTEN PROVISIONS: Typewritten or handwritten
provisions, riders and addenda shall control all printed provisions of this
Contract in conflict with them.
IX. ASSIGNABILITY: (CHECK ONLY ONE): Buyer (1) _may assign and thereby be
released from any further liability under this Contract; _may assign but not be
released from liability under this Contract; or X may not assign this Contract.
X.
(a) Radon is a naturally occurring radioactive gas that, when
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 or
Radon testing may be obtained from your County Public Health unit.
(b) Buyer may have determined the energy efficiency rating of the
residential building, if any is located on the Real Property.
XI. SPECIAL CLAUSES; ADDENDA: If additional terms are to be provided, attach
addendum and CHECK HERE X .
C LRAY BEACH
BY : $ -12-Og
j~ 1 T- Date
Print Name: V~,1~Q L ~1~ S
Tax ID No.
1 V V`~
Approved as to form and
legal suff ciency: , /~ ~~o
Cit Attorne
By. ~ Y Y S (!~/VO
DE Y BEACH ITY LAND TRUST, INC.
r
By:
Date
Pri t me: t7 ~`
Tax ID No. ~ del b~35~
2
ADDBNDUM TO CONTRACT FOR SALB AND PURCHA38
SELLER: CITY OF DELRAY BEACH, a Florida municipal corporation
BUYER: THE DELRAY BEACH COMMUNITY LAND TRUST, INC.
PROPERTY ADDRESS: 315 SW 3rd Street, Delray Beach, Florida 33444
XI. SPBCIAL CLAUSBS; ADDHNDA (Continued):
A. FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT ("FIRPTA"): The parties
shall comply with the provisions of Internal Revenue Code Section 1445 and
applicable Treasury Regulations issued thereunder. If the Seller is a U.S. person
for Internal Revenue Code Section 1445 purposes, then on demand of the Buyer and
prior to closing the Seller shall provide the Buyer with a certificate of non-
foreign status in the manner provided in Treasury Regulations Section 1.1445-2.
If the Seller provides the Buyer with such certificate, and if the Buyer is
otherwise permitted to rely on such certificate under those Regulations, the
Buyer shall not withhold under Internal Revenue Code Section 1445.
If the Seller is a 'foreign person' as defined by the Internal Revenue
Code, the Buyer generally is required to withhold 10~ of the gross sales price
from the Seller at closing and to pay the withheld amount over to the Internal
Revenue Service (IRS) unless an applicable exemption from withholding or a
limitation on the amount to be withheld is available. To the extent that the cash
to be paid over to the Seller at closing is insufficient to cover the Buyer's
withholding obligation, the Seller shall provide to the Buyer at closing cash
equal to such excess for purposes of making such withholding payment. If the
Seller's federal income tax on the gain is less than the applicable withholding
amount, the Seller may make advance application to the IRS for reduced
withholding and, if granted, the Buyer shall withhold only the authorized reduced
amount. If such ruling has not been received by closing, the parties at closing
shall enter into an escrow agreement reasonably satisfactory to the Buyer and
Seller pending receipt of the ruling, provided that at closing the Seller shall
have the obligation to provide to the escrow agent from the closing proceeds (or
from the Seller's other resources if necessary) cash equal to the maximum
required withholding, with any excess withholding being refundable to the Seller
upon receipt of a favorable ruling from the IRS.
Buyer and Seller understand that the IRS requires the Buyer and the
Seller to have a U.S. federal taxpayer identification number and to supply that
number on the foregoing forms. A foreign individual may acquire an International
Taxpayer Identification Number for this purpose. Since it may take several weeks
to receive the number after application and the IRS will not process these forms
without the actual number, a party lacking a TIN is advised to apply immediately.
B. The Buyer shall have sixty (60) calendar days within which to conduct any
and all feasibility studies and determinations relative to the suitability for the
acquisition of the subject property by the Buyer and the Buyer reserves the express
right to terminate this Contract at any time during said period for any reason or
no reason, in Buyer's sole discretion, whereupon Buyer shall receive a full refund
of all deposit monies paid hereunder. Buyer shall be granted reasonable access to
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the premises to conduct such feasibility studies and determinations, including
environmental assays, core drilling, surveys, soil sampling and other such testing.
C. This Contract is expressly contingent and conditioned upon the approval
of the same by the City Commission of the City of Delray Beach.
D. The parties represent and warrant that there is no broker involved in
this transaction to whom a commission would be due.
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STANDARDS FOR REAL ESTATE TRANSACTIONS
A. NIDENCB Of TITLE: (1)An abstract of title prepared or brought current by a reputable and existing abstract
firm (if not existing then certified as correct by an existing firm) purporting to be an accurate synopsis of the
instruments affecting title to Real Property recorded in the public records of the county wherein Real Property is
located, through Effective Oate. It shall commence with [he earliest public records, or such later date as may be
customary in the county. Upon closing of this Contract, the abstract shall become the property of Buyer, subject to
the right of retention thereof by first mortgagee until fully paid. (2) A title insurance commitment issued by a
elorida licensed title insurer agreeing to issue to Buyer, upon recording of Che deed to Buyer, an owner's policy
of title insurance in the amount of the purchase price, insuring Buyer's title to Real Property, subject only to
liens, encumbrances, exceptions or qualification provided in this Contract and those which shall be dischargetl by
Seller at or before closing. Seller shall convey a marketable title subject only to liens, encumbrances, exceptions
or qualifications set forth in Contract. Marketable title shall be determined accortling to applicable Title
Standards adopted by authority of The Florida Bar and in accordance with law. Buyer shall have 30 days, if
abstract, or 5 days, if title commitment, from date of receiving evidence of title Co examine it. If title is
found defective, Buyer shall, within 3 days thereafter, notify Seller in writing specifying defect(s). If Che
defect(s) render title unmarketable, Seller will have 30 days from receipt of notice to remove the defect(s),
failing which Buyer shall, within five (5) days after expiration of Che thirty (30) day period, deliver written
notice to Seller either: (1) extending the time for a reasonable period not to exceed 120 days within which Seller
shall use diligent effort to remove the defects; oz (2)regvestinq a refund of deposit (sl paid which shall
immediately be returned to Buyer. If Buyer fails to so notify Seller, Buyer shall be deemed to have accepted the
title as it then is. Seller sha 11, if title is found unmarketable, use diligent effort to correct defect(s) in
title within the time provided therefor. If Seller is unable to timely correct the defects, Huyer shall either
waive Che defects, or receive a refund of deposit ls), thereby releasing Buyer and Se 11er from all further
obligation under this Contract.
r ----_--~„erxee~.
C. SVRVEY: Buyer, at Buyer's expense, within time allowed to deliver evidence of title, may have Real Property
surveyed and certified by a registered elorida surveyor. If the survey tliscloses encroachments on the Real Property
or that improvements located thereon 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.
6. INGRESS T1S EGRESS: Seller warrants and represents that there is ingress and egress to the Real Property
sufficient for the intended use as described in Paragraph VI hereof, title Co which is in accordance with Standard
A.
ad-1~='__ _ ____ .__
G. LIENS: Seller shall furnish [o Buyer at time of closing an affidavit attesting to the absence, unless
otherwise provided for herein, of any financing statements, claims of lien or potential lienors known to Seller and
further attesting that there have been no improvements or repairs to Property for 90 days immediately preceding
date of closing. If Property has been improved, or repaired within that time, Seller shall deliver releases or
waivers of mechanics' liens executed by all general contractors, subcontractors, suppliers, and materialmen in
addition to Seller's lien affidavit setting forth the names of all such general contractors, subcontractors,
suppliers and materialmen and further affirming that all charges for improvements or repairs which could serve as a
basis for a mechanic's lien or a claim for damages have been paitl or will be paid a[ closing of this Contract.
X. PL11C6 OP CLOSING: Closing shall be held in the county where Real Property is located, at the office of the
attorney or other closing agent tlesignated by Seller.
I. TIlE:: In computing time periods of less than six (6) tlays, Saturdays, Sundays and state or national legal
holidays shall be excluded. Any time periods provided for herein which shall end on Sat urtlay, Sunday or legal
holiday shall extend to 5:00 p.m. of Che next business day. Tima is of tha assanea in thin Contract.
J. DOCUl~NTS FOR CLOSING: Se llez shall furnish deed, bill of sale, construction lien affidavit, owner's
possession affidavit, antl corrective instruments. Buyer shall furnish closing statement.
E. EEPENSES: Documentary stamps on the deed and recording corrective instruments shall be paid by Seller.
Documentary stamps and intangible tax on the purchase money mortgage and any mortgage assumed, and recording of
purchase money mortgage to Seller, deetl and financing statements shall be paid by Buyer. Vnless otherwise provided
by law oz rider to this Contract, charges for the following related title services, namely title oz abstract
charge, title examination, and settlement and closing fee, shall be paid by the party responsible for furnishing
the title evidence in accordance with Paragraph IV.
L. PROBATIONS; CRSDIT3: Taxes, assessments, interest, insurance and other expenses and revenue of Property shall
be prorated through day before closing. Huyer shall have the option of taking over any existing policies of
insurance, if assumable, in which event premiums shall be prorated. Cash at closing shall be increased or decreased
as may be required by prorations Co be made through tlay prior Co closing oz occupancy if occupancy occurs before
closing. Advance tent and security deposits will be creditetl to Buyer. Escrow deposits held by mortgagee will be
credited to Seller. Taxes shall be prorated based on the current year's tax with due allowance made for maximum
allowable discount, homestead and other exemptions. If closing occurs at a date when Che current year's millage is
not fixed, and current year's assessment is available, taxes will be prorated based upon such assessment and Che
prior year's millage. If current year's assessment is not available, then taxes will be prorated on the prior
year's Cax. If there are completed improvements on Real Property by January 1st of year of closing, which
improvements were not in existence on January 1st of Che prior year, then taxes shall be prorated based upon the
prior year's millage antl at an equitable assessment to be agreed upon between the parties, failing which, request
will be made to the County Property Appraiser for an informal assessment taking into consideration available
exemptions. Any tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of
tax bill on condition that a statement to that effect is signed a[ closing.
M. SPECIAL ASSESSI4eNT LIEN3: Certified, confirmed antl ratified special assessment liens as of date of closing
(not as of Effective Datel are to be paid by Seller. Pending liens as of date of closing shall be assumed by
Buyer. If the improvement has been substantially completed as o£ Effective Date, any pending lien shall be
considered as certified, confirmed or ratified antl Seller shall, at closing, be charged an amount equal to Che last
estimate of assessment for the improvement by the public body.
P. PAOCEED9 OP SALE; CLOSING PROCEUVAB: The deed shall be recorded upon clearance of funds. If an abstract of
title has been furnished, 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 Che date of Che last evidence. A11
closing proceeds shall be held in escrow by Seller's attorney or other mutually acceptable escrow agent for a
period of not more Chan 5 days after closing date. If Be11e is title is rendered unmarketable, through no fault of
Buyer, Buyer shall, within the 5 day period, notify Seller in writing of the defect and Heller shall have 30 days
from date of receipt of such notification to cure the defect. If Seller fails to timely cure the defect, all
deposit (s~ shall, upon written demand 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 the
Property to Seller by special warranty deed and bill of sale. If Buyer fails to make timely demand for refund,
Buyer shall Cake 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 Che deed or bill of sale. I£ a portion of the purchase
price is to be derived from institutional £inancinq or refinancing, requirements of the lending institution as to
place, time of day and procedures for closing, and for disbursement of mortgage proceeds shall control over
contrary provision in this Contract. Heller shall have the right to require from the lending institution a written
commitment that it will not wi[hholtl disbursement of mortgage proceeds as a result of any title defect attributable
to Buyer-mortgagor. The escrow and closing procedure required by this Standard may be waived if title agent insures
adverse matters pursuant to Section 627.]841, F.S., as amended.
R. ATTORNEY PEES; COSTS: In any litigation, including breach, enforcement or interpretation, arising out of Chis
Contract, the prevailing party in such litigation which, for the purposes of this Standard, shall include Seller,
Buyer, and any brokers acting in agency or nonagency relationships authorized by Chapter 975, F.S., as amentled,
shall be entitled to recover from the non-prevailing party reasonable attorney's fees, costs, and expenses.
5. BAILOR6 OP PERFOANlOiC6: Except as provided in Paragraph XI I, if Buyer fails to perform this Contract within
the time specified (including payment of all tlepositlsll, the depositls~ paid by Buyer and deposit ls) agreed to be
paid, may be recovered and retained by or for the account of Se 11er as agreed upon liquidated damages,
consideration for the execution of Chis Contract and in full settlement of any claims; whereupon, Buyer and Seller
shall be relievetl of all obligations antler Contract; or Seller, at Seller's option, may proceed in equity to
enforce Seller's rights under this Contract. If, for any reason other than failure of Seller to make Seller's title
marketable after tliligent effort, Seller fails, neglects or refuses to perform this Contract, the Buyer may seek
specific performance or elect to receive the return of Buyer's deposit(s) without thereby waiving any action for
damages resulting from Seller's breach.
T. CONTRACT NOT PECORD118L6; Y&RS~i3 EOUND; NOTICE: Neither Chis Contract nor any notice of it shall be recorded
in any public records. This Contract shall bind and inure to Che benefit of the parties and their successors in
interest. Whenever the context permits, singular shall inclutle plural and one gender shall include a11. Notice
given by or to Che attorney for any party shall be as effective as if given by or to Chat party.
U. CONVEYANCE: Seller shall convey title to Real Property by statutory warranty, trustee's, personal
representative's or guardian's tleed, as appropriate to the status of Seller, subject only to matters contained in
Paragraphs VI and XII and Chose otherwise accepted by Huyer. Personal Property shall, at request of Buyez, be
transferred by an absolute bill of sale with warranty of title, subject only to such matters as may be otherwise
provided for herein.
V. OTIRR AGREENeNTS: No prior or present agreements or representations shall be binding upon Buyer or Seller
unless included in this Contract. No modification or change in this Contract shall be valid or binding upon the
parties unless in writing and executed by the party or parties intended to be bound by it.
N. NARRANTIES: Seller warrants that there are no facts known Co Seller materially affecting Che value of the
Property which are not reatlily observable by Huyer or which have not been disclosed Co Buyer.
7
I~IINI~a~AN111~1~1~N1t~
' Tbis instrument was prepared by
and RETURN TO:
Terrill C. Pyburn, Esq.
200 N.W. 1st Avenue
Delray Beach, Florida 33444
CFN i!0Q~RO331:±2E
OR BK 22Li47 F'G 015
RECORDED 09/0B/2008 15:06:93
Pal^ Beach Gaunty, Florida
A)y7 10.00
Doc Stamp 0.70
Sharon R. Bock, CLERK b COMPTROLLER
Pgs 0153 - 155; t3pgs)
WARRANTY DEED
THIS INDENTURE, made this ~ day of August, 2008, between CITY OF DELRAY
BEACH, FLORIDA, a municipal corporation of the State of Florida, whose mailing address is
100 N.W. ls` Avenue, Delray Beach, Florida 33444, grantor*, and the DELRAY BEACH
COMMUNITY LAND TRUST, INC., whose mailing address is 145 S.W. 12"' Avenue, Delray
Beach, Florida, 33444, grantee*.
WITNESSETH that said grantor, for and in consideration of the sum of Ten and no/100ths
($10.00) Dollars, and other good and valuable considerations to said grantor in hand paid by said
grantee, the receipt whereof is hereby acknowledged, has granted, bargained and sold to the said
grantee, and grantee's heirs and assigns forever, the following described land, situate, lying and
being in Palm Beach County, Florida, to-wit:
DESCRIPTION
Beginning at a point in the Southwest corner of Block 39 of the City of Delray
Beach (formerly Linton), Florida, as per plat thereof on file in the office of the
Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat
Book 1, Page 3, go Northerly along the West boundary of said block a distance of
50 feet; thence go Easterly along a line parallel to the South boundary line of said
block a distance of 135.6 feet; thence go Southerly along a line parallel to the
West boundary of said block a distance of 50 feet; thence go Westerly along the
South boundary line of said block a distance of 135.6 feet, more or less, to the
point of beginning, a/k/a 315 S.W. 3'a Street, Delray Beach, Florida
and said grantor does hereby fully warrant the title to said land and will defend the same against
the lawful claims of all persons whomsoever SUBJECT TO:
1. Comprehensive land use plans, zoning, restrictions, prohibitions and other
requirements imposed by governmental authority; restrictions and matters
appearing on the Plat or otherwise common to the subdivision, public utility
easements of record and taxes for the year 2008 and all subsequent years; and
2. The following conditions and restrictions which are imposed by Grantor upon
Grantee:
a. The Grantee agrees to acknowledge Palm Beach County's donation of the
property in all of the Grantee's documents and publicity. If the property is further
conveyed to a co-operating non-profit agency, that agency also must acknowledge the
Palm Beach County's donation in all documents and publicity.
b. The properly may only be used for attainable or workforce housing and, in
the event the property is conveyed by deed or long-term ground lease, Grantee agrees to
also impose a deed restriction or language in the long-term ground lease which complies
with the funding program used by the Grantee, said restriction or long-term ground leas
to be recorded in the public records of Palm Beach County.
c. In the event the property is conveyed by deed or long-term ground lease
for homeownership, the following restrictions shall be included in the deed restrictions or
long-term ground lease:
1) The homes shall be conveyed only to buyers who shall occupy and
homestead them as their principal places of residence.
2) The home buyer's or lessee's annual adjustable incomes at the
time of acquisition shall not exceed 150% of the median area
income, adjusted for family size, as determined by the most current
information from the U.S. Department of Housing and Urban
Development.
3) Restrictive covenants shall be imposed by the Grantee against the
property or included in the recorded long-term ground lease which
shall include a clause that provides that upon foreclosure by any
institutional lender, transfer in lieu of foreclosure or assignment of
an FHA insured mortgage to HUD, such restriction shall terminate.
The covenant or long-term ground lease must provide that upon
the occurrence of any of these events, the Grantee may exercise its
right of first refusal to purchase the property to preserve
affordability of the property or recapture the financial assistance
pursuant to the provisions under 24 CFR 92.254. However, the
affordability restrictions contained in this Section 3 shall be
revived according to the original terms if, during the original
affordability period as provided therein, the owner of record before
the foreclosure or other transfer, or any entity that includes the
former owner or those with whom the former owner has or had
family or business ties, obtains an ownership interest in the
Property, the affordability period shall be revived according to its
original terms.
d. In the event the property is conveyed for rental purposes, the Grantee shall
ensure that the units will be maintained attainable as required by the underlying
guidelines of the funding program utilized by the Grantee. In perpetuity, 50% of the
2
units must be occupied by households with annual incomes less than 80°/n of the
azea median income, and whose rents must not exceed 35% of the monthly income with
adjustment for family size, or as outlined by the underlying guidelines of the funding
program utilized by the Grantee. The owner of the rental housing must maintain the
housing in compliance with all applicable state and local housing quality standards and
code requirements.
e. The conditions and restrictions imposed by this Deed shall constitute
covenants running with the land and shall be binding upon and burden the Grantee, their
successors and assigns having or hereafter acquiring any right, title or interest in or to all
or any portion of the described real property.
f. Reserving, however, unto Palm Beach County, its successors and assigns
an undivided three-fourths (3/4) interest in, and title in and to an undivided three-fourths
(3/4) interest in, all the phosphate, minerals, and metals that aze or may begin, on, or
under the said land and an undivided one-half (1/2) interest in all petroleum that is or
may be in, on, or under said land. The aforementioned reservation of phosphate, mineral,
metals and petroleum rights shall not include and Palm Beach County releases any and
all rights of entry and rights of exploration relating to such phosphate, mineral, metals
and petroleum rights.
* "Grantor" and "grantee" are used for singular or plural, as context requires.
IN WITNESS WHEREOF, grantor has hereunto set grantor's hand and seal the day and year
first above written.
Signed, sealed and delivered in our presence:
ATTEST:
~~ ~~
City Clerk
CITY LRAY BEACH, FLORIDA
Rita Ellis, Mayor
STATE OF FLORIDA
COUNTY OF PALM BEACH
The foregoing instrument was acknowledged before me this ~ day of August, 2008,
by Rita Ellis, as Mayor of the City of Delray Beach, Florida, who is personally known to me or
has produced as identification.
vssylue{oNleuopeN~SPaPuo0 ~;;;,8~;2•.
£90££444 # uo!sswwo~ ;;, w Si afore of Notary Pub is -State of Florida
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3
MEMORANDUM
TO: Mayor and City Commissioners
FROM: Terrill C. Pybum, Assistant City Attorney
THROUGH: Susan Ruby, City Attorney
DATE: July 9, 2008
SUBJECT: AGENDA ITEM 10.G. -REGULAR COMMISSION MEETING OF AUGUST 5.2008
RESOLUTION 27-08/CONTRACT FOR SALE AND PURCHASE OF PROPERTY/CLT
Resolution No. 27-08 -Transfer of Property Located at 315 S.W. 3rd Sreet to the Community Land
Trust.
BACKGROUND
Resolution 27-08 (copy attached) confirms the City's intent to transfer the property referenced above to
the Delray Beach Community Land Trust, Inc. for affordable housing purposes. Also attached is a
Contract for Sale and Purchase of the above-referenced property.
RECOMMENDATION
The City Attorney's Office recommends City Commission discretion.
RESOLUTION NO. 27-08
A RESOLUTION OF THE QTY COMNIISSION OF THE QTY OF
DELRAY BEACH, FLORIDA, AUTHORIZING THE QTY SELL TO
BUYER CERTAIN REAL PROPERTY IN PALM BEACH COUNTY,
FLORIDA, AS DESCRIBED HEREIN, HEREBY INCORPORATING
AND ACCEPTING THE CONTRACT' STATING THE TERMS AND
CONDITIONS FOR TI-IE SALE AND PURCHASE BETWEEN THE
BUYER AND THE QTY OF DELRAY BEACH, FLORIDA
WHEREAS, the Qty of Delray Beach, Florida, wishes to sell certain property located at 315 SW 3~
Street; and
WHEREAS, the Buyer I~ereinafter named ores to buy the property hereinafter described from the
City of Delray Beach, Florida; and
WHEREAS, it is in the best interest of the City of Delray Beach, Florida, to sell said property.
NOW, THEREFORE, BE IT ORDAINED BY THE QTY COMIVI[SSION OF THE QTY OF
DELRAY BEACH, FLORIDA, AS FOLLOWS:
' n 1. That the City Comm;c~ion of the City of Delray Beach, Florida, as Seller, hereby agrees to
sell to the Community Land Trot, Inc., as Buyer, for the purchase price of Ten Dollars and 00/100 cents
($10.00), said propertybeing descnbed as follows:
See Exlvbit "A" attached hereto.
SEA Oh' n_2. That the terxrn and conditions contained in the contr~t for sale and p~u~chase and addenda
thereto between the City of Delray Beach, Florida, and the Buyer as hereinabove named are incorporated
herein ~ Exlubit 'B".
PASSED AND ADOPTED in regular session on the day of , 2008.
ATTEST:
MAYOR
CityQerk
EXHIBIT A
I'CTI 12113-46-16-01-039-0060
Address: 315 SW 3~ Street, Delray Beach, Florida
Also known as:
Begirum~g at a point in the Southwest comer of Block 39 of the City of Delray Beach (formerly Linton),
Florida, as per plat thereof on file in the office of the Clerk of the Circtrit Courtin and for Palm Beach County,
Florida, recorded in Plat Book 1, Page 3, go Northerly along the West boundary of said block a distance of 50
feet; thence go Easterly along a line parallel to the South boundary line of said block a distance of 135.6 feet;
thence go Southerly along a line parallel to the West boundary of said block a distance of 50 feet; th~rce go
Westerly along the South boundary line of said block a distance of 135.6 feet, rrore or less, to the point of
begixu»rrg, a/k/a 315 S.W. 3Td Street, DelrayBeach, Florida
CONTRACT FOR SALE AND PURCHASE
PARTIES: CITY OF DELRAY BEACH, a Florida municipal corporation, 100 N.W. 1°`
Avenue, Delray Beach, FL 33944 (Phone: 561-243-7000), ("Seller"), and the DELRAY
BEACH COMMUNITY LAND TRUST, INC.,("Buyer"), 195 S.W. 12`~ Avenue, Delray Beach,
Florida 33499 (Phone: 561-243-7500), hereby agree that the Seller shall sell and
Buyer shall buy the following described Real Property and Personal Property
(collectively "Property") upon the following terms and conditions, which INCLUDE
the Standards for Real Estate Transactions ("Standard(s)") on the reverse side
hereof or attached hereto and riders and any addenda to this Contract for Sale
and Purchase ("Contract")
I.
(a) Legal description of the Real Property located in Palm Beach County,
Florida: Beginning at a point in the Southwest corner of Block 39
of the City of Delray Beach (formerly Linton), Florida, as per plat
thereof on file in the office of the Clerk of the Circuit Court in
and for Palm Beach County, Florida, recorded in Plat Book 1, Page 3,
go Northerly along the West boundary of said block a distance of 50
feet; thence go Easterly along a line parallel to the South boundary
line of said block a distance of 135.6 feet; thence go Southerly
along a line parallel to the West boundary of said block a distance
of 50 feet; thence go Westerly along the South boundary line of said
block a distance of 135.6 feet, more or less, to the point of
beginning, a/k/a 315 S. W. 3itl Street, Delray Beach, Florida.
Property Control No. 12-93-96-16-01-039-0060
(b) Street address, city, zip, of the Property is: 315 Southwest 3`"
Street, Delray Beach, Florida 33444
II. PVRCAASE PRICE $ 10.00
III. TIME FOR ACCEPTANCE; EFFECTIVE DATE; FACSIMILE: If this offer is not
executed by and delivered to all parties OR FACT OF EXECUTION communicated in
writing between the parties on or before August 11. 2008, the deposit(s) will, at
Buyer's option, be returned and this offer withdrawn. The date of Contract
("Effective Date") will be the date when the-last one of the Buyer and the Seller
has signed this offer. A facsimile copy of this Contract and any signatures
thereon shall be considered for all purposes as originals.
IV. TITLE EVIDENCE: Within thirty (30) days from the Effective Date of this
Contract, (CHECK ONLY ONE): Seller shall, at Seller's expense, deliver to
Buyer or Buyer's attorney; OR X Buyer shall at Buyer's expense obtain (CHECK
ONLY ONE): _abstract of title or X title insurance commitment (with legible
copies of instruments listed as exceptions attached thereto) and, after closing,
an owner's policy of title insurance.
V. CLOSING DATE: This transaction shall be closed and the deed and other
closing papers delivered within one hundred twenty (120) calendar days following
the execution of this Contract, unless modified by other provisions of Contract.
VI. RESTRICTIONS; EASEMENTS; LIMITATIONS: Buyer shall take title subject to:
comprehensive land use plans, zoning, restrictions, prohibitions and other
requirements imposed by governmental authority; restrictions and matters
appearing on the plat or otherwise common to the subdivision; public utility
easements of record (easements are to be located contiguous to Real Property
lines and not more than 10 feet in width as to the rear or front lines and 7-1/2
feet in width as to the side lines, unless otherrriae stated herein); taxes for
year of closing and subsequent years; assumed mortgages and purchase money
mortgages, if any (if additional items, see addendum); provided that there exists
at closing no violation of the foregoing.
VII. OCCUPANCY: Seller warrants there are no parties in occupancy other than
Seller; Seller shall deliver occupancy of Property to Buyer at time of closing
subject to Paragraph XI E.
VIII. TYPENRITTEN OR HANDNRITTEN PROVISIONS: Typewritten or handwritten
provisions, riders and addenda shall control all printed provisions of this
Contract in conflict with them.
IX. ASSIGNABILITY: (CHECK ONLY ONE): Buyer (1) _may assign and thereby be
released from any further liability under this Contract; _may assign but not be
released from liability under this Contract; or X may not assign this Contract.
X. DISCLOSURES:
(a) Radon is a naturally occurring radioactive gas that, when
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 or
Radon testing may be obtained from your County Public Health unit.
(b) Buyer may have determined the energy efficiency rating of the
residential building, if any is located on the Real Property.
XI. SPECIAL CLAUSES; ADDENDA: If additional terms are to be provided, attach
addendum and CHECK HERE X .
CITY OF DELRAY BEACH DELRAY BEACH COMMUNITY LAND TRUST, INC.
By: By:
Date Date
Print Name: Print Name:
Tax ID No. Tax ID No.
2
ADDENDUM TO CONTRACT FOR 3ALE AND PURCHASE
SELLER: CITY OF DELRAY BEACH, a Florida municipal corporation
BUYER: THE DELRAY BEACH COMMUNITY LAND TRUST, INC.
PROPERTY ADDRESS: 315 SW 3ctl Street, Delray Beach, Florida 33444
XI. SPECIAL CLAUSES; ADDENDA (Continued)
A. FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT ("FIRPTA"): The parties
shall comply with the provisions of Internal Revenue Code Section 1445 and
applicable Treasury Regulations issued thereunder. If the Seller is a U.S. person
for Internal Revenue Code Section 1945 purposes, then on demand of the Buyer and
prior to closing the Seller shall provide the Buyer with a certificate of non-
foreign status in the manner provided in Treasury Regulations Section 1.1945-2.
If the Seller provides the Buyer with such certificate, and if the Buyer is
otherwise permitted to rely on such certificate under those Regulations, the
Buyer shall not withhold under Internal Revenue Code Section 1995.
if the Seller is a 'foreign person' as defined by the Internal Revenue
Code, the Buyer generally is required to withhold 10~ of the gross sales price
from the Seller at closing and to pay the withheld amount over to the Internal
Revenue Service (IRS) unless an applicable exemption from withholding or a
limitation on the amount to be withheld is available. To the extent that the cash
to be paid over to the Seller at closing is insufficient to cover the Buyer's
withholding obligation, the Seller shall provide to the Buyer at closing cash
equal to such excess for purposes of making such withholding payment. If the
Seller's federal income tax on the gain is less than the applicable withholding
amount, the Seller may make advance application to the IRS for reduced
withholding and, if granted, the Buyer shall withhold only the authorized reduced
amount. If such ruling has not been received by closing, the parties at closing
shall enter into an escrow agreement reasonably satisfactory to the Buyer and
Seller pending receipt of the ruling, provided that at closing the Seller shall
have the obligation to provide to the escrow agent from the closing proceeds (or
from the Seller's other resources if necessary) cash equal to the maximum
required withholding, with any excess withholding being refundable to the Seller
upon receipt of a favorable ruling from the IRS.
Buyer and Seller understand that the IRS requires the Buyer and the
Seller to have a U.S. federal taxpayer identification number and to supply that
number on the foregoing forms. A foreign individual may acquire an International
Taxpayer Identification Number for this purpose. Since it may take several weeks
to receive the number after application and the IRS will not process these forms
without the actual number, a party lacking a TIN is advised to apply immediately.
B. The Buyer shall have sixty (60) calendar days within which to conduct
any and all feasibility studies and determinations relative to the suitability for
the acquisition of the subject property by the Buyer and the Buyer reserves the
express right to terminate this Contract at any time during said period for any
reason or no reason, in Buyer's sole discretion, whereupon Buyer shall receive a
full refund of all deposit monies paid hereunder. Buyer shall be granted
reasonable access to the premises to conduct such feasibility studies and
determinations, including environmental assays, core drilling, surveys, soil
sampling and other such testing.
C. This Contract is expressly contingent and conditioned upon the approval
of the same by the City Commission of the City of Delray Beach.
D. The parties represent and warrant that there is no broker involved in
this transaction to whom a commission would be due.
3
STANDARDS FOR REAL ESTATE
A. EVIDENCE OF TITLE: (11An abstract of title prepared or brought current by a reputable and existing abstract
fi nn (iE not existing then certified as correct by an existing firm) purporting to be an accurate synopsis of the
instruments affecting title to Real Property recortled in the public records of the county wherein Real Property is
located, through Effective Date. It sha 11 commence with the earliest public records, or such later tlate as may be
customary in [he county. Upon closing of this Contract, the abstract shall become the property of Buyer, subject to
the right of retention thereof by first mortgagee until fully pa itl. (21 A title insurance commitment issued by a
Florida licensed Ci Cle insurer agreeing to issue to Buyer, upon recording of the deed [o Buyer, an owner's policy
of title insurance in the amount of the purchase price, insuring Buyer's title to Real Property, subject only to
liens, encumbrances, exceptions or qualification provided in this Contract and those which shall be discharged by
Se 11er at or before closing. Seller shall r_onvey a marketable title subject only to liens, encumbrances, exceptions
or qualifications set forth in Contract. Marketable title shall be determined according to applicable Title
Stantlards adopted by authority of The Florida Bar and in acco rtlance with law. Buyer shall have 30 days, if
abstract, or 5 days, if title commitment, from date of receiving evidence of title to examine it. If title is
found defective, Buyer shall, within 3 days [hereafter, notify Seller in writing specifying defect(s). If the
defect(s) render title unmarketable, Seller will have 30 days from receipt of notice to remove the defect(s),
failing which Buyer shall, within five (5) days after expiration of the thirty (301 day period, tleliver written
notice to Seller either: (1) extending the time fora reasonable period not to exceed 120 days within which Seller
shall use diligent effort to remove the defects; or (2lrequestinq a refund of deposit(s) paid which shall
immediately be returned to Buyer. If Buyer fails to so notify Seller, Buyer shall be deemed to have accepted the
title as it then is. Seller shall, if title is found unmarketable, use diligent effort to correct defect(s) in
title within [he time pro vitletl therefor. If Seller is unable to timely correct the defects, Buyer shall either
waive the defects, or receive a refund of deposit(s), thereby releasing Buyer and Seller from all further
obligation antler this Contract.
C. SVRVEY: Buyer, at Buyer's expense, within time allowed to deliver evidence of title, may have Real Piope [ty
surveyed and certified by a registered Florida surveyor. IE Che survey discloses encroachments on the Real Property
or that improvements located [hereon 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.
E. IIIGRHSS AND HGRE39: Seller warrants and represents that Che re is ingress and egress to the Real Property
sufficient for the intended use as described in Paragraph VI hereof, title to which is in accordance with Standard
A.
V-- V- v PST _ _ _ _ __ _ __ _ _ ry _~
G. LIHN3: Seller shall furnish to Buyer at time of closing an affidavit attesting [o Ue absence, unless
othe zwise provided for herein, of any financing statements, claims of lien or potential limo rs known to Seller antl
further attesting that there have been no improvements or repairs to Property for 90 days immediately preceding
date of closing. If Property has been improved, or repaired within that time, Seller shall deliver releases or
waivers of mechanics' liens executed by all gene cal contractors, subcontractors, suppliers, and mate ri al men in
addition to Seller's lien affidavit setting forth [he names of all such general contractors, subcontractors,
suppliers and mate ria lmen antl further affirming that ali cha rges for improvements or repairs which could serve as a
basis for a mechanic's lien or a claim Eor damages have been paid or will be paid at closing of this Contract.
H. PLACE OF CLOSING: Closing shall be held in the county where Real Property is located, at the office of the
attorney or other closing agent designated by Seller.
I. TIME: In computing time periods of less than six (6) days, Saturtlays, Sundays and state or national legal
holidays shall be excluded. Any time pe riotls provided for herein which shall end on Saturday, Sunday or legal
holiday shall extend to 5:00 p. m. of the next business day. Tima is o£ CM es wnca in this Contract.
J. DOCfAfENT3 FOR CLOS EIG: Seller shall Eu rn ish deed, bill of sale, construction lien affitla vi t, owner's
possession affidavit, and corrective instruments. Buyer shall furnish closing statement.
R. DXF&N3D9: Documentary stamps on the tleetl and recording corrective instruments shall be paid by Be11er.
Documentary stamps antl intangible tax on the purchase money mortgage and any mortgage assumed, and re co rdinq of
purchase money mo rtgage to Seller, tleed antl Financing statements shall be paid by Buyer. Unless otherwise provided
by law or rider to this Contract, charges for the following related title services, namely title or abstract
charge, title examination, and settlement and closing fee, shall be paid by [he party responsible for furnishing
the title evidence in accordance with Pa ragraph IV.
L. PROSATION3; CRDDIT3: Taxes, assessments, interest, insurance antl other expenses and revenue of Property shall
be prorated through tlay before closing. Buyer shall have the option of taking over any existing policies of
insurance, if assumable, in which event premiums shall be prorated. Cash a[ closing shall be increased or decreased
as may be required by pro ra b ons to be made through day prior to closing or occupancy if occupancy occurs before
closing. Advance rent antl security tlepo si CS will be credited to Buyer. Escrow deposits held by mortgagee will be
credited to Se11e r. Taxes shall be prorated basetl on the current year's tax with due allowance made for maximum
allowable discount, homestead and other exemptions. If closing occurs at a date when the current year's millage is
not fixed, and current year's assessment is available, taxes will be prorated based upon such assessment and the
prior year's millage. If current year's assessment is not available, then taxes will be prorated on the prior
year's Cax. If there are completed improvements on Real Property by January 1st of year of closing, which
improvements were not in existence on January ls[ of the prior year, then taxes shall be prorated basetl upon the
prior year's millage and a[ an equitable assessment [o be agreed upon between the parties, failing which, request
will be made to the County Property Appraiser for an informal assessment caking into consideration available
exemptions. Any tax proration basetl on an estimate sha 11, at request of either party, be readjusted upon receipt of
Caz bill on condition that a statement to that effect is signed at closing.
M. SPECIAL ASSSSSMSNT LI@I3: Certified, con Ei rmetl antl ra ti Eied special assessment liens as of date of closing
(not as of Effective Date) ace to be paid by Seller. Pending liens as of date of closing shall be assumed by
Buyer. IE the improvement has been substantially completed as of Effective Date, any pending lien shall be
considered as certified, confirmed or ratified and Seller shall, at closing, be charged an amount equal to the last
estimate of assessment for [he improvement by the public hotly.
P. FROCEDDS OF SAL3; CLOSING PROCEDVA&: The deed shall be recorded upon clearance of funtls. If an abstract of
title has been furnished, evidence of title shall be continued at Buyer's expense [o show title in Buyer, without
any encumbrances or change which would re ntler Seller's title unmarketable from the date of the last evidence. All
closing proceeds shall be held in escrow by Seller's attorney or other mutually acceptable escrow agent for a
periotl of no[ more than 5 days after closing tlate. If Seller's title is rendered unmarketable, through no fault of
Buyer, Buyer shall, within the 5 day periotl, notify Seller in writing of the defect and Seller shall have 30 days
from date of receipt of such notification to cure the defect. If Seller fails to timely cure the defect, all
deposit(s) shall, upon written demand by Buyer and within 5 days after demand, be returned Co Buyer and
simultaneously with such repayment, Buyer shall ze turn Personalty and vacate Real Property antl reconvey the
P rope r[y [o Seller by special warranty deed and bill of sale. If Buyet 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 containetl in the deed or bill of sale. If a portion of the purchase
price is [o be derived from institutional financing or re Financing, requiremen [s of the lending institution as to
place, time of day antl procedures for closing, and for disbursement of mortgage proceeds shall control over
contrary provision in [his Contract. Seller shall have the sigh[ to require Erom the lending institution a written
commitment that it will not withhold disbursement of mortgage proceeds as a result of any title defect attributable
to Buyer-mortgagor. The escrow and closing procetlu re required by this S[anda rtl may be waived if title agent insures
adverse matters pursuant to Section 62"1.7891, P.S., as amentled.
R. ATTORNEY FEE3; COSTS: In any litiga [ion, including breach, enforcement or interpretation, arising out of this
Contract, the pze vailing party in such litigation which, for the purposes of this Standazd, shall include Seller,
Buyer, and any brokers acting in agency or nonagency relationships authorized by Chapter 975, F.S., as amended,
shall be entitled to recovee £rom the non-prevailing party reasonable attorney's fees, costs, and expenses.
3. FAILORE OP PERFORMANCE: except as provided in Paragraph %II, if Buyer fails to perform this Contract within
the time specified (including payment of all deposit (s~(, the depo sit lsl paid by Buyer and deposit (sl agreed to be
paid, may be reco veretl and retained by or for the account of Seller as agreed upon liquidated damages,
consideration for the execution of this Contract antl in full settlement of any claims; whereupon, Buyer and Seller
shall be relieved of all obligations under Contract; or Seller, at Seller's option, may proceed in equity [o
enforce Seller's rights under this Contract. If, Eor any reason other than failure of Seller to make Seller's title
mazke table after diligent effort, Seller fails, neglects or refuses to perform this Contract, the Buyer may seek
specific performance or elect to receive the return of Buyer's deposit(s) without thereby waiving any action for
damages resulting from seller's breach.
T. CONTRACT NOT RECORpABLE; PERSONS WgtE); NOTICE: Neither Chis Contract nor any notice of it shall be re co rtled
in any public records. This Contract shall bind and inure to the benefit of the parties and their successors in
interes C. Whenever the context permits, singular shall inclutle plural antl one gentler shall include all. Notice
given by or to the attorney for any party shall be as effective as if given by or to Chat party.
U. CONVEYANCE: Seller shall convey title to Real Property by statutory warranty, trustee's, personal
representative's or guardian's deed, as appropriate to the status of Seller, subject only [o matters contained in
Paragraphs VI and %II and those otherwise accepted by Buyer. Personal Property shall, at request of Buyer, be
tca nsfe aed by an absolute bill of sale with warranty of title, subject only to such matters as may be otherwise
provided foz he ze in.
V. OTAEA AGRESMENT3: No prior or present agreements or representations shall be binding upon Buyer or seller
unless included in this Contract. No modification oz change in this Contract shall be valitl or bintling upon the
parties unless in writing and executed by the party or parties intendetl to be bound by it.
N. NARRANTIE3: seller warrants that there are no facts known to seller materially affecting the value of the
Property which are not readily observable by Buyer or which have not been disclosed to Buyer.