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Res 23-10
RESOLUTION NO, 23-10 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DELRAY BEACH, FLORIDA, AUTHORIZING THE CITY TO ACQUIRE 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 FROM THE DELRAY BEACH COMMUNITY REDEVELOPMENT AGENCY, SELLER, AND THE CITY OF DELRAY BEACH, FLORIDA. WHER.I.AS, the City of Delray Beach, Florida, wishes to buy certain properties located at 241 S.W. 7~' Avenue and 353 N.E. 3`a Avenue, Delray Beach, Florida; and WHEREAS, Delray Beach Community Redevelopment Agency hereinafter desires to se11 the property hereinafter described; and WHER.1~?,AS, it is in the best interest of the City of Delray Beach, Florida, to purchase said property for municipal purposes. 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 Delray Beach, Florida, as Buyer, hereby agrees to acquire the property described herein from the Seller, for the purchase price of Ten and OOJ100 Dollars {$10,00), said property being described as follows: Lots 23 and 24, Subdivision of Block 15, Town of Delray, as recorded in Plat Book 13, Page 18, of the Public Records of Palm. Beach County, Florida. AND Lot 22, Subdivision of Block 15, Town of Delray, as recorded in Plat Book 13, Page 18, of the Public Records of Pahn Beach County, Florida; less and except the following described property for Right-of--Way: Beginning at the Southwest corner of said Lot 22; thence N. 0°00'00"E, along the West line of said Lot 22, a distance of 10.00 feet; thence 5.44°35'4$"E., a distance of 14.24 feet to a point on the South line of said Lot 22, said point being 10.00 feet East of, as measured along the South line of said Lot 22, the Southwest corner of said Z.ot 22; thence N.59°11'35"W., along said South line, a distance of 10,00 feet to the Point of Beginning. Containing 50 square feet more or less. AND Lots 8 & 9, Block 8~, less the West 5.00 feet thereof for Right-of--Way, Resubdivision of the West Portion, Delray Beach, Florida, as recorded in Plat Book 13 Page 4~, of the Publie Records of Palm Beach County, Florida Section 2. That the terms and conditions contained in the Contract for Sale and Purchase and Addendum between the City of Delray Beach, Florida, and the Seller as hereinabove named are incorporated herein as Exhibit "A3'. }~~ PASSED AND ADOPTED in regular session on the «``"" day of , 2010. MAYOR Attest: City Clerk RES. NO.23-10 cL}lri7RACT Felt SAI E ANt3 Pt3RCHASE pART1E8: D1~L.RAY BEACH COMMUN}TY REDEYEI.OPMENT AGENCY, of 20 trdor#t Swinton Avenue, Delray Beach, Ftorkta {Rhona: 661-278-864tI} {'Selier"j, and the CITY OF DEt..RAY EEACH, a Fiotte4a muniapai carpotatian, of 'T00 N.W. First Avenue, Delray Beach, Florida 33444 {phone: {561)243-7080) {°~~;~"j, hereby agree that the Setter shaft sett and buyer sha11 buy the fo=lowing desatbed ft~# P~~rertyand Personal PnapertY {collectively "~t~~,r,~") upon the following terms ar~d conditions, which INCLUDE the Standards for Real Estate Transactions {"Standardtsy"~ on the reverse side hereof or attached hen3to and riders and any addenda th th~ Contract for Sale and purchase {",Ct~ntrectH). DESCRIpTit?N: (ajLegal descriptlon of the Real property locat~a in palm Beach County, Florida: See legal des~`lpffon ettedred hereto end made a part hereof es Exhibtl` `A" PttRCHASE RRICE: ~10.Ot} 11, TIME FOR ACCERTANCE; EFFECTIVE DATE; FACSIMILE. If this offer is not executed by and delivered to all pestles QR FACT OF EXECUTIC}N communicated In wrung between the parses priortn such offer being withdrawn by the first party signing, this offerwl0 be v~ithdrawn, The date of Contract ("Effective Dad"} will be the date when the last one of the Buyer and the Seiler has signed this offer. A facsimile copy of this Contract and any signatures thereon shall be considered for ail purposes as originals tit, TfTLE EVIpRiNCE: prior th closing, Buyer stray, at Buyers expanse, obtakr a title insurance commitment and, afters closing, an owner's policy of tide Ensuranoe. N. CLOSIN©1]ATE: This transaction shall be closed and the dared and other closing papers delivered within one hundred twenty {120j calendar days following the exe+cuiion of this Conte, unless modified by other provisions of Contn~ct. V, RESTRtCT14NS; EASEMENTS; LIMCI'ATIONS: Buyersi'tall take tie subjectto: oomprehenslve land case plans, zoning, restrictions, prohlbltlons and other requirements imposed by governmental authority; restrictions and matters appearing on the plat or otherwise Gammon tQ the subdtvis~n; and public utility easements of reoorcl. }n the event the Buyer wishes th discontinue the public use of the property, ~ shalt provide Seller with 30 days written.. na#ice of its intent to allow Ballet to oomment on suer change. Thy no#lce provision shalt survive the closing. VI. t)CCtIpANCY: Seller warrants #ttete are no parties In oaxaprar~y other than Sailer; but ~ property Is Intended tD be rented or occupied beyond dosing, the fact and terms thereof and the tanant(sj or occupanffi shah be disclosed pursuant to Standard F. Ballet shall delhrer occupancy t~f Pr>3periy th Buyer at tame of cbsing unless otherwise stated herein. If occupancy }s babe delivered beflore closing, Buyer assumestal risk of Ives to property from date of occupancy, shall be respansibte and }table for ma}ntanance from that date, and shall be deemed to have accepted Property in its existing cond~ion as of time of taking oaxrpancy unless otheuvrlse stated herein: VII. TYPEWRtTI'EN OR HANDWRfJfTEN pROVI31ONS: Typewr[tben or har~fw~en provisions, tlders and. addenda shall oorrtrol all printed provisions of this Contract in confflct with tirem. Vtlt. A$StGNABILITY: {CHECKC}NLYONE~: Buyer {i),~,,,mayass~n and thereby be released from any further Ilab~lty under this Contract ,_.,_may assign but trot be released frsvrn IlabiUty under this Contrast or X may not assign this Contract: Page 1 of 6 HERE `~. CITY OF QEt.RA-Y SEACN Tax (D No. DEt.RAYBF~UCH CQMMUNITYREdEVELUPMENT AGENCY Tax ID No. Page 2 of 8 ADDENDUAA TD CONTRACT FOR SALE AND PURCHASE BUYER: CiTY OF D.ELRAY BEACH PROPERTY ADDRESS: See EXhibft'A° XI, SPECIAL CLAUSES; ADDENDA (Continued): A. FOREIGN INVESTMENT IN REAL PROP.ER7Y TAX ACT ("FIRPTA"): Ths partlesshall comply with the provisions of Internal Revenue Code Section 1445 and applioable Treasury Regulations issued thereunder. If the Seller is a U.S. person for Intemai Revenue Code Section 1445 purposes, then on demand of the Buyer and prior to dosing the Salter shall provide the Buyerwith a certlficatie of npn-foreign sthtus in the manner provided in Treasury Regulations Section 1.1445-2. If the Seller provides the Buyer with such certficate, and if the Buyer Is othenn-ise permitted to rely on such certiflflcate under those Regulations, the Buyer shall not withhold under Internal Revenue Code Section 1445. If the Seler Is a'for~eign person' as defined by the internal Revenue Code, the Buyer generally Is required to withhold 10°k of the gross sales price from the Seller at closing and to pay the withheld amount over to the Internal Revenue Service (IRS) unless sn applicable exemption from withholding or a flmftataon on the amount to be withheld is available. To the extent that the cash to be geld over to the Seller at closing Is insufficient to cover the Buyers wlthhoiding. obligation, the Seller shall provide to the Buyer at closing cash equal to such excess for purposes of making such withholding payment. ff the Seller's federal krcome tax on the gain Is less than the applicable withholding amount, the Seller may make advance applk~rtlon to the IRS for reduced withholding and, if granted, the Buyershallwithhold only the authorized reduced amount. ff such ruling has not been received by closing, the partEes at closing shall enter into an escrow agreement reasonably satisfactory to the Buyer and Seller pending receipt of the ruling, provided that atclostng the SeAer shall have the obligation to provide to the escrow agent from the closing proceeds (or from the Sellers other resouroes If necessary) cash equal to the maximum required withholding, with any excess withholding being refundable m the Seller upon receipt of a favorable ruling from the IRS. Buyer end. Seller understand that the IRS requires the Buyer and the Seller to have a U.S. federal taxpayer Identification number and in supply that number on the foregoing forms. A foreign individual may acquire an International Taxpayer identiflcatlon Number for this purpose. Since h may take several w~seks to receive the number after appiicatfon and the IRS wpl not process these forms°without the actual number, a party lacking a TIN is advised to apply Immedtatefy. B. The Buyer shall hav®sixty (60) calendar days from effecflve date within which to oottduct any and all feasibility studies and determinations relative 13o the sultatx'lity for the aoqufsition 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 discretlon, whereupon Buyer shall receive a full refund of all depositmonles paid hereunder. Buyer shall be granted reasonab~ atxess to the premises io conduct such feasibiAty studies and determinations, including environmental assays, core drilling, surveys, soil sampling and othersuch testing. C. This Contract is expressly contingent and conditioned upon the approval of the same by the Clay 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 oommission would be due. SELLER'S INITIALS: BUYER'S' INITIALS: Page 3 of 6' K ittBtc of u the Ptopa{Y to damatpd ~ Hta or ofhar taeuelgr timbre p and ooet ~ raeoapYtlat +#uaa not arroeed aSC ~tbe arweawd valit~ntionotfaaPn>pargtaadarnaped,c+oeta~a~atlmtahadlbaai nt~a8eler~+da~ir~~alip-a-##ofiaaMat-s~CtaM nse6o~+etla-ooeisserrowad dt>fo~ny. Ythersoetottyanorottane~ee~da s%~meaer.~seedwhratbn oitheknpnrwmenteeadear-aged. ttti+y~:Ma ha+a:tlte opttan otet~artaklrg Propa{graa b, bpeCaerwith~Msr~aa'Kwanytr~.ura~r~oa pti~aada 6yvt~6roorarchlo..ordimaps,ar~oaF+oabipca~taa and naoaivYrp tetian d dapoap(ay L» PPtOC~EG8 OF BALE; Ct.08sifi tMtdt~DURB: 'rite dead eia47 ba taootda0 upon okannoa gf funds IF an abe4facE aftl8a.taia 6aett Nr+~rhed. avkknoe at the eheA oa cordtnued at litryar'a eapei»e M etarw title ~+ B~, vAtnut anY enoumbtar~ss a +~anBa wt3oh wewld render 8a0ara tl1a unmadaemhM karrt the dsk aN M Mat aviderioa. Ap doeinp prooaede et~1 ba haitl to mexow W stllfafa atlanuoY ar Whar aoaptabla eao-aw a~ntuor a p~1ad otreat more Yiart 0 days alter cbeinp data. K.swila'alblt M tendered ~, ihrotmh no halt at Buyer, Btryaratad~ rdthirt ihs a day parbd, rtotHy Sstler h ~ at the defaq and seienr ahaA haw 8c dad tram data of roeWpt of ouch ~ io ame tlra d+Aaot q t~ertt+lb to 9ntey aura floe debt, au depoa>as) sha0, upon aaiBert demand by Buyer and whtdn.l5 dgra aNar danond, ba reWrned b t3urer and alnttrketteorwy erith euth npayrnant, (taryar ehaA netnm paraortaity and, vacate Heal Fropatyand tecenvay 11m PrePenlr to seAer byapecMl rvar<atdy+deed and bq o<Bela. b Buyer faGa to maloa ~oontelnedt,tt~deedor~ aWa.~apartlon~ purdua+rprialabhsrlt~~kntEtuNonala' a/e1YpLrldnP.M~aeabat iheMrbdttQltswuttcn aeb ple«»a, timaotdeyand preaedurae hX atoaGnp,and krrdbbureamen#o(matpapaprooaetbahrdl eonhet preroontraryprovblonln tide evt~t,i4aYetatuStasratlat~ttoeequY+e tmm tlu-Mm&tplnetltutlortawwittenctirwn>krrnttltathwllt rwtwitldwtddbburaementairtgtty~paptnt~ada ~aroeultct+rtY~adatec~atMMulabtetcrterArt~ar.'t'haacrowrmddafikra P+~~md aYtldaBOandard maYtgrwahaed tltlhaapontlmuna advana msttais punAUntla tin ti5"f.7a4't. ~.8-, ae amendefd. !'sips 4 of 8 Peke b ~ 8 Carver Square Pocket Park akn Basch County ppraiser Property or~trol No. As3iress Legal Descrfp#ictn 2-4346-16-01-a15~-t3,?,20 241 SW Ave. Lots 23 artd 24, Subcii~~ior: of Block 15, Town of Delray, as recorded fn Plat Book 1$, Page 18, of the Public Records of Palm Beach County, Florida. And Lat 22, Subdivision of Block 15, Town of Defrey, as retarded in Plat Book 13, Page 18, of the Public Records of Palrn Beach County, Florida; less and except the following described property for Right-of•Way: Beginning at the Southwest comer of said Lot 22; thence N. 0°00'44"E; along the Wiest line of'said Lot 22, a distance of 10.44 feet; fence S.44°S5'~8'E„ a dfstanoa of 1.24 feet to a point on the South Ilne of saki Lot 22, said point tx~fng 14.04 fleet East af, as measured along the South tine of said Lt~t 22, ate Southwest carrier of said Lot 22; thence [d.89°11'35°W., abng said South Ilne, a distance of 14.©0 feet to the Point of Beginning, Containing, 54 square feet more or fees. Pineapple Grave Parkiug Lot aim Beach County Address Legs! Description praiser Property orittcri Nos. 2-43~~48-16-01-b8g~3© 353 NE" 3rd Au~e. Lots 8 ~ 6, 81ock 89, less the 1Ne~st 5.40 f~aet 12-43-46-16-fl1-489-pIJ90 #hereof far Right-~of ~Vay, Rasubdlvision of the V11est Portion, Defray Beach, Florida, as recorded in Plat Book 13 Page 49, of the Public Records of Palm F3aach County, Florida n:WVUaw°Eiuio w~cwv~~nrr ru~uuutw~trtc~prt~attung tots) s.aotx Page 8 of 8 CITM~~D ~ f ~.~, ~. . __ ,_ . DEI.RAY BEACH ~"~- "~' -~..~-.- ~ ._:..»:,:.w~.. --°..~." _... _....., _ .. ~_ ~``.`:~ r ~ a a ~ o ~ V~ 1 ~ ~L~'~~ idd N.W. 1St AVENUE DELRAY BEACH, FLORIDA 33444 5611243-7400 ~~~I~~ Ali-America City r r ,g~~ ~ERTIFICATICIN ~~~, 1, KIMBERLY M. V~i/YNN, Acting City Clerk of the City of Delray Beach, do hereby certify that the attached document is a true and correct copy of Resolution No. 23-10 as the same was passed by the Delray Beach City Commission in regular session on the 25th day of Nlay 2010. IN WITNESS WHEREOF, I have hereunto set my hand and the official seal of the City of Delray Beach, Florida, on this the nth day of June, 2010. Kimberl ~~?~~ - Y Y Acting City Clerk City of Delray Beach, Florida {SEAL) J' ERVICE REREORMANCE INTEGRITY ~ESPONSIB~.E INNOVATIVE TEAMWORK CONTRACT FOR SALE AND PURCHASE PARTIES: DELRAY BEACH COMMUNITY REDEVELOPMENT AGENCY, of 20 North Swinton Avenue, Delray Beach, Florida (Phone: 561-276-8644) {"Seller"), and the CITY OF DELRAY BEACH, a Florida municipal corporation, of 140 N.W. First Avenue, Delray Beach, Florida 33444 {Phone: (561)243-7094) {"Buyer"), 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'"). DESCRIPTION: {a}Legal description of the Real Property located in Palm Beach County, Florida; See legal description attached hereto and rrrade a part hereof as Exhibit "A" PURCHASE PRICE: $14.04 I1. TIME FOR ACCEPTANCE; EFFECTIVE DACE; FACSIMILE: If this offer is not executed by and delivered to all parties OR FACT OF EXECUTION communicated in writing between the parties prior to such offer being withdrawn by the i:lrst party signing, this offer will be 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 ail purposes as originals. I11. TITLE EVIDENCE: Prior to closing, Buyer may, at Buyer's expense, obtain a title insurance commitment and, after closing, an owner's policy of title insurance. IV. CLOSING DATE: This transaction shall be closed and the deed and other closing papers delivered within one hundred twenty (124) calendar days following the execution of this Contract, unless modified by other provisions of Contract. V. 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; and public utility easements of record. In the event the Buyer wishes to discontinue the public use of the property, it shall provide Seller with 34 days written notice of its intent to allow Seller to comment on such change. This notice provision shall survive the closing. VI. OCCUPANCY: Seller warrants there are no parties in occupancy other than Seller; but if Property is intended to be rented or occupied beyond closing, the fact and terms thereof and the tenants} or occupants shall be disclosed pursuant to Standard F. Seller shall deliver occupancy of Property to Buyer at time of closing unless otherwise stated herein. If occupancy is to be delivered before closing, Buyer assumes all risk of loss to Property from date of occupancy, shall be responsible and liable far maintenance from that date, and shall be deemed to have accepted Property in its existing condition as of time of taking occupancy unless otherwise stated herein. VII. TYPEWRITTEN OR HANDWRITTEN PROVISIONS: Typewritten or handwritten provisions, riders and addenda shall control all printed provisions of this Contract in conflict with them. VIII. ASSIGNABILITY; {CHECK ONLYONE): 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. Page 1 of 6 SPECIAL CLAUSES; ADDENDA: ff additional terms are to be provided, attach addendum and CHECK HERE X . By: Tax ID No. ~~ Page 2 of 6 DELRAY BEACH COMMUNITY REDEVELOPMENT AGENCY ~~ Tax I D No. ~ ~ ~- '~ ~ ~ ~ ~~ ~' CITY OF DELRAY BEACH ADDENDUM TO CONTRACT FOR SALE AND PURCHASE SELLER: DELRAY BEACH COMMUNITY REDEVELOPMENT AGENCY BUYER: CITY OF DELRAY BEACH PROPERTY ADDRESS: See Exhibit "A" 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 1445 purposes, then on demand of the Buyer and prior to closing the Seller shall provide the Buyer with a certificate ofnon-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 ora 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 from effective date 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. SELLER'S INITIALS: BUYER'S INITIALS: Page 3 of 6 STANDARDS FOR REAL ESTATE TRANSACTIONS A. EVIDENCE OF TITLE: A title insurance commitment issued by a Florida licensed title insurer agreeing to issue to Buyer, upon recording of the 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 discharged 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 according 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, iftitle commitment, from date of 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 30 days from receipt of notice to remove the defect(s), failing which Buyer shall, within five (5) days after expiration of the thirty (30) day period, deliver written notice to Seller either: (1) extending the time for a reasonable period not to exceed 120 dayswithin which Seller shall use diligent effort to remove the defects; or (2)requesting a refund of deposit(s) paid which shall immediately be returned to Buyer. If Buyerfails 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 the time provided therefor. If Seller is unable to timely correct the defects, Buyer shall either waive the defects, or receive a refund ofdeposit(s), thereby releasing Buyer and Seller from all further obligation under this Contract. B. SURVEY: Buyer, at Buyer's expense, within time allowed to deliver evidence of title, may have Real Property surveyed and certified by a registered Florida surveyor. If the survey discloses 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. C. INGRESS AND EGRESS: Seller warrants and represents that there is ingress and egress to the Real Property sufficient for the intended use as described in Paragraph V hereof, title to which is in accordance with Standard A. D. LEASES: Seller shall, not less than 15 days before closing, furnish to Buyer copies of all written leases and estoppel letters from each tenant specifying the nature and duration of the tenant's occupancy, rental rates, advanced rent and security deposits paid by tenant. If Seller is unable to obtain such letter from each tenant, the same information shall be furnished by Seller to Buyer within that time period in the form of a Seller's affidavit, and Buyer may thereafter contact tenants to confirm such information. Seller shall, at closing, deliver and assign all original leases to Buyer. E. LIENS: Seller shall furnish to 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 paid or will be paid at closing of this Contract. F. 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. G. TIME: In computing time periods of less than six (6) days, Saturdays, Sundays and state or national legal holidays shall be excluded. Any time periods provided for herein which shall end on Saturday, Sunday or legal holiday shall extend to 5:00 p.m. of the next business day. Time is of the essence in this Contract. H. DOCUMENTS FOR CLOSING: Seller shall furnish deed, bill of sale, construction lien affidavit, owner's possession affidavit, assignments of leases, tenant and mortgage estoppel letters, and corrective instruments. Buyer shall furnish closing statement, mortgage, mortgage note, security agreement, and financing statements. I. EXPENSES: Recording corrective instruments shall be paid by Buyer. Recording of deed 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 the party responsible for furnishing the title evidence in accordance with Paragraph III. J. SPECIAL ASSESSMENT LIENS: Certified, confirmed and ratified special assessment liens as of date of closing (not as of Effective Date) 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 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 the improvement by the public body. K. RISK OF LOSS: If the Property is damaged by fire or other casualty before closing and cost of restoration does not exceed 3% of the assessed 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 Contract with restoration costs escrowed at closing. If the cost of restoration exceeds 3% of the assessed valuation of the improvements so damaged, Buyer shall have the option of either taking Property as is, together with either the 3% or any insurance proceeds payable by virtue of such loss or damage, or of canceling Contract and receiving return of deposit(s). L. PROCEEDS OF SALE; CLOSING PROCEDURE: 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 the date of the last evidence. All closing proceeds shall beheld in escrow by Seller's attorney orother mutually acceptable escrow agent for a period of not more than 5 days after closing date. If Seller's title is rendered unmarketable, through no fault of Buyer, Buyer shall, within the 5 day period, 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 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 take title as is, waiving all rights against Seller as to any intervening defect except as may be available to Buyer byvirtue of warranties contained in the deed or bill of sale. If a portion of the purchase price is to be derived from institutional financing 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. Seller shall have the right to require from the lending institution a written commitment that it will not withhold disbursement of mortgage proceeds as a result of any title defect attributable toBuyer-mortgagor. The escrow and closing procedure required by this Standard may be waived if title agent insures adverse matters pursuant to Section 627.7841, F.S., as amended. Page 4 of 6 ,erode . O. FAt1.URE OF PERFORMANCE: If Buyer fails to perform this ContraCtwithin the time specified {including payment of all deposit{s)), the deposit{s) paid by Buyer and deposit{s} agreed to be paid, may be recovered and retained by or for the account of Seller as agreed upon liquidated damages, consideration for the execution of this Contract and in fuiE settlement of any claims; whereupon, Buyer and Seller shall be relieved of all obligations under Contract; or Setter, 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 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 far damages resulting from Seller's breach. P. CONTRACT NOT RECORDABLE; PERSONS BOUND; NOTICE: Neither this Contract nor any notice of it shall ~ 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. Notice given by or to the attorney for any party shall be as effective as if given by or to that party. Q. CONVEYANCE: Seller shall Canvey title to Real Property by Special Warranty Deed, subject only to matters contained in paragraph V and those otherwise accepted by Buyer. Personal Property shall, at request of Buyer, be transferred by an absolute bill of sale with warranty of title, subject only to such matters as may be otherwise provided far herein. R. OTHER AGREEMENTS: No prior or present agreements or representations shall be binding upon Buyer or Seller unless included in this Contract. No modification or orange in this Contract shalt be valid or binding upon the parties unless in writing and executed by the party or parties intended to be bound by it. S. WARRANTIES: Seller warrants that there are no facts known to Sel ler materia8y affecting the value of the Property which are not readily observable by Buyer or which have not been disclosed to Buyer. Page 5 of 6 EXHIBIT "A" Carver Square Pocket Park Palm Beach County ppraiser Properly Control No. Address ~e+gal Description 12-43-46-16-01-fl15-022f} 241 SW 7 Ave. Lots 23 and 24, Subdivision of Black 15, Town of Delray, as retarded in Plat Book 13, Page 18, of the Public Retards of Palm Beach County, Flarida. And Lat 22, Subdivision of Block 15, Town of Defray, as retarded in Plat Book 13, Page 18, of the Public Retards of Palrn Beach County, Flarida; less and except the fallowing described property far Right-of--Way: Beginning at the Southwest Corner of said Lat 22; thence N. 0°00'00"E, along the West line of said Lat 22, a distance of 10.00 feet; thence S.44°35'48"E., a distance of 14.24 feet to a point an the South line of said Lat 22, said point being 10.00 feet East af, as measured along the South line of said Lot 22, the Southwest corner of said Lot 22; thence N.89°11'35"W., along said South fine, a distance of 10.00 feet to the Paint of Beginning. Containing 50 square feet mare or less. Pineapple Grove Parking Lot Palm Seach County Address Legal ©estription ppraiser Property Control Nos, 12-4~-46-16-01-089-0080 353 NE 3rd Ave. Lacs 8 & 9, Block 89, Eess the West 5.{~0 feet 12-43-46-16-01-089-0090 thereof for Right-of•Vllay, Resubdiuisian of the West Portion, Delray Beath, Flarida, as recorded in Plat Boak 13 Page 49, of the Public Retards of Palm Beath County, Florida H;I2f106W6Dt}18 QBGRAIAGMT 207 MICA wifft city (Parking fats} 'I.doc Page 6 of 6 r INTERLOCAL AGREEMENT BETWEEN THE CITY OF DELRAY BEACH AND THE THIS INTERLOCAL AGREEMENT is made this Jday a^f~3~~~,._, 2010 by and between the CITY OF DELRAY BEACH, a Florida municipal corporation {"City"} and the DELRAY BEACH COMMUNITY REDEVELOPMENT AGENCY ("CRA"}. WITNESSETH: WHEREAS, the CRA owns the properties described in Exhibit "A" and has undertaken improvements to each of the two {2} properties. Upon completion of the improvements, the CRA shall transfer ownership of the properties to the City, and the City has agreed to accept the transfer of the properties in "As Is" condition and will maintain the properties in perpetuity; and NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the parties hereby agree as follows: 1. Recitations. The recitations set forth above are hereby incorporated herein. 2. Conveyance of Proaerty. The CRA shall convey the properties as described in Exhibit "A", to the City, for the cost of $10.00 as consideration, receipt of which is hereby acknowledged by the CRA. The transfer shall be by special warranty deed, and the City shall own and maintain the properties in perpetuity. The City accepts the two {2} properties in "As Is" condition which far the purpose of this Agreement means that the City waives any and all warranties, express or implied, including warranty of merchantability, and City understands that no warranty exists other than that express warranty from All-Site Construction, Inc. that is hereby assigned by the CRA to the City. City shall not make any claim against CRA or CRA's agents, including the broker, for any defects, known or unknown to City, termite or other damages, which may exist or be discovered by City or of which City is aware as of the date of this contract. City has fully inspected the Property, both real and personal, to City's satisfaction prior to signing this contract, and has not relied upon any statement of CRA or its officers, employees or agent. 3. Term. The term of this agreement shall commence when approved by both parties and when executed by the last signatory to this agreement and shall expire after the property has been transferred to the City, except as provided herein. 4. Restriction on Use. In consideration of the conveyance of the improved properties by the CRA to the City, the City agrees to restrict the use of the properties described in Exhibit °A" to public uses, including, but not limited to park and parking facilities for the general public. In the event the City determines that any of the properties described in Exhibit "A" should no longer be used as a park or parking lot, or far other public use, the City shall provide the CRA with written notice of its intent to discontinue the public use, and provide the CRA with thirty {34~ days to comment on the proposed change in use, and make any suggestions regarding the City's intended change in use. The provisions of this Paragraph shall survive the conveyance of the Special Warranty Deed to the City. ~. Interlocal Agreement. This Interlocal Agreement shall be filed pursuant to the requirements pursuant to Section 163.41 {11 ~, Florida Statutes. 6. Final Agreement; Modification. No prior or present agreements or representations with regard to any subject matter contained within this 2 agreement. Any modification of this agreement shall be in writing and executed by the parties. 7. SeverabilitY. The invalidity of any portion, article, paragraph, provision, clause, or any portion thereof contained within this Agreement shall have no force or effect upon the validity of any other portion hereof. 8. Laws; Yenue. This Agreement shall be governed by and in accordance with the Laws of Florida. Venue for any action arising from this agreement shall be in Palm Beach County, Florida. 9. Signatures Required. This Agreement shall not be valid until signed by the Mayor and Gity Clerk. ATTEST: City Clerk Approved as to Form: ~~-~~~ City Attorney STATE OF FLORIDA Nelson S. "Woodie" McD COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me this ~~`- day of .~_.___, 2010 by Nelson S. "Woodie" McDuffie as Mayar of Cit of Delray Beach, Florida, an behalf of the City. HelShe is ersonally known to me r has produced (type of i en ~ ica ran as identification. t~... Signature of otary Pu c y ~p~.~ y ~yyyy~~ ~a~ty'tY t+~~ ~ IA~{1~R.P~G~,n~~i++~." aaaRitNl~~~~{{yy ~y'•~ ~'Dt~Y ~' ~PFyl~H. ~ ~lwl~1w~l~~ lAiA1R*t/IyR ~ W l~ 'tnesses: .~- STATE OF FLORIDA COUNTY OF PALM BEACH DELRAY BEACH COMMUNITY REDEVE~ORMENT AGENCY Print Name: Howard Lewis Title: Chair The foregoing instrument was acknowledged before me this ~~ day of /~}pn-a~..- , 2p~p by Howard Lewis as Chair of aelray Beach Community Redevelopment Agency, on behalf of the Agency. He is personally known to me or has produced {type o i en i ~catian) as identification. `~ ~ ,e.,e~-vL Sign t re of Notary ublic ~.~^,.i. ~Na #' JEAN MOOREHEt.0 N+at+aty fubNc • State of Etotidit • My Comm. Expires ,tun 22.2013 ~ '' a°,,`,;,ti `r r Commission M DU 86d7t}f BandEG Thrpugiw Natipnal Nptary Assn. H:E200610b40] 8 I}BCRA1ACxMT 20101IJ..A with City (I'azicirtg Lets) l.dac EXHIBIT "A" Garver Square Packet Park Palm Beach Gounty Appraiser Property Gontrol No. Address Legal Description 12-43-46-16-01-015-0220 241 SW 7t Ave. Lots 23 and 24, Subdivision of Block 15, Town of Delray, as recorded in Plat Book 13, Page 18, of the Public Records of Palm Beach County, Florida. And Lot 22, Subdivision of Block 15, Town of Delray, as recorded in Plat Book 13, Page 18, of the Public Records of Palm Beach County, Florida; less and except the following described property for Right-af-Way: Beginning at the Southwest corner of said Lot 22; thence N. 0°00'00"E, along the West line of said Lot 22, a distance of 10.00 feet; thence 5.44°35'48"E., a distance of 14.24 feet to a point on the South line of said Lot 22, said point being 10.00 feet East of, as measusred along the South line of said Lot 22, the Southwest corner of said Lot 22; thence N.89°11'35"Iltl., along said South line, a distance of 10.00 feet to the Point of Beginning. Containing 50 square feet more or less. Pineapple Grove Parking Lot ;Palm Beach Gounty Address Legal Description ''Appraiser Property Gontrol Nos. 12-43-46-16-01-089-0080 353 NE 3rd Ave. Lots 8 & 9, Block 89, less the West 5.00 feet 12-43-46-16-01-089-0090 thereof for Right-af-Way, Resubdivision of the West Portion, Delray Beach, Florida, as recorded in Plat Book 13 Page 49, of the Public Records of Palm Beach County, Florida H:120461060018 DBCRAtACMT 2010ll~A with City {Parking dots} i.doc Page 1 of 1 MEMORANDUM TO: Mayor and City Commissioners FROM: R. Brian Shutt, City Attorney DATE: May 5, 2010 SUBJECT: AGENDA.ITEM IO A -REGULAR COMMISSION MEETING OF MAY 25 201Q RESOLUTION 23-10/CONTRACT FOR SALE ANLI PURCHASEJCRAITRANSFER OF CARVER SQUARE PARK AND.... PINEAPPLE GROVE_PARKING LOT ITEM BEFORE COMMISSION Approval of Resolution 23-10, which adopts and includes the Contract for Sale and Purchase between the City and the CRA for the Carver Square Pocket Park and the Pineapple Grove Parking Lot and approval of an Interlocal Agreement between the parties. BACKGROUND Resolution No. 23-10 adopts and includes the Contract for Sale and Purchase between the City and the CRA, in the amount of $10.00, for purchase of the Carver Square pocket park {241 SW 7th Avenue) and the Pineapple Grove parking lot (3S3 TAE 3r~ Avenue}. Once the property is purchased by the City, the City shall have all future maintenance responsibilities regarding the park and the parking lat. This requirement is set forth in the Interlocal Agreement between the City and the CRA. RECOMMENDATION Staff recommends approval of Resolution 23-10 and the Contract for Sale and Purchase. http:11miweb001/AgendaslBluesheet.aspx?IternID-329$&MeetingID=292 6/2/2010 Meeting Date April 22, 201(} Agenda Item: CITY ~-- GRA INTERLOGAL AGREEIVIENT 8~ CONTRACT FOR PURCHASE AND SALE - TRANSFER OF GARNER SQUARE POCKET PARK AND PINEAPPLE GROPE PARKING LOT In Z{109, the CRA commenced construction of ~e Garver Square Packet Park 241 (StN T~' Avenue}, pursuant to the Southwest Area Neighborhood Redevebpment Plan, and the Pineapple Grove Parking Lat {353 NE 3'~ Avenue}, pursuant to the Pineapple Grove Neighborhood Plan. In order to assist the City and expedite construction of the projects the CRA took the lead with acquisition of the property as well as the design and construction of the projects. The intent was to construct these public projects and transfer them to the Gity, upon completion for the Gity to manage and maintain them, as the Gity has the resources and staff to do sa efFiciently. The Garver Square Pocket Park has been completed and the Pineapple Grove Parking Lot has been substantially completed with final completion anticipated in early May, 2010. The Gity has agreed to accept ownership of the properties and maintain them in perpetuity: The attached Interlocai Agreement states that the properties will continue to be testric~ed for public uses, including, but not limited to the park and parking faaCities for the general public. In the event the Gity determines that any of the properties should no longer be used for its intended public purpc~e, or for other public use; the City must provide the CRA with written notice of its intent to discontinue ti'te public use, and provide the GRA with thirty {30) days to comment on the proposed change in use, and make any suggestions regarding the City's intended change. In conjunction with the Interlocal Agreement, the attached Contract for Purchase and Sale must be executed and is now before the GRA Board for action. Similar to the InteriocaC Agreement, the Gontrad far Sale and Purchase contains a provision under Section V - RESTRICTIONS; EASEMENTS; LIMITATIONS, which states that "...ln the event the Buyer wishes to discontinue the public use of the propertyf it shalt provide Seiler with 3Q days written notice of its infant to allow Seller to comment on such change, This notice provision shall survive the closing." The Interiocal Agreement together w'th the Contract for Sale and Purchase are tentatively scheduled for the Ciiy Commission meeting on May 18, 2014. Recommended Action: lay Separate Motions: 1. Approve the attached Interiocal Agreement between the GC~A and the City for the transfer of the Garver Square Pocket Park {421 SW Tt'' Avenue) and Pineapple Grove Parking Lat {353 NE 3'd Avenue}, as listed the attached Interlocal Agreement. 2. Approve the attached Contract for Sale and Purchase between the Gt~A and the City to transfer the Carver Square Pocket Park (421 S11u' 7"' Avenue} and Pineapple Grove Parking Lot (353 NE 3'~ Avenue}, as further described in Exhibit "A" of the attached Contract. Submitted By: ~effrev A, Costello. Assistant Director RESOLUTION NO. 23-10 A RESOLtTTION OF T,~E QTY CXJ~?[~~TSSTON OP T.~ CITY OP DELLtAY BEACI-~ FLORIDA,. AZJ'IHORIZTNG `T'fgE QTY TO ACJQttLEtE CERTAIN REAL PROPERTY IN PA~.M BEACH-I tX~LJId'I'Y, FLORIDA, AS DESCRIBED HEREIN, l^IIREBY INCJC?RPORATTNG AND ACX~P'TTNG T~ ClC}N'TRACT STATIlVG TIC TERMS AND CQNDITTON5 FOR III S.AI.E ANi7 PURC~I[ASE FTt~'JM 'I"HE DELRAY BEACH CIUNTMiJNITY REDEVELOFI~+~NT AGENCY, SELLER, AND 'T'HE QTY OF DEI.RAY I~EAC~ FLC}RI17A. WHEREAS, the +City of I:~h{ay Beach, Florida, wishes to buy certain pmpexties located at 241 S,W. 7'`}' Avern~e and 353 N.E, 3"~ Avenue, Delray Beach, Florida; and ~~REAS, Delray Beach Community Redevelopment Agency hereinafter desires to sell the property hereirza~fterdescr~ed; and WHEREAS, it is in the best interest of the Caty of Delray Beach:, Florida, to purchase said property for municipal Purposes. NOW, 'iIdEREFORE, BE TT ORDATNED BY 'II-~ Q'I"Y CJQI~+IMISSIC)N OF ~I~IE QTY OF DELRAY BEACH FZORIDA, AS FOLLOI~DS: Section i, 'I~tat tEte City Commission of tl~e City of L~e~ray Beach, F]oritia, as Buyer, hereby agrees w acquire the property descc~red h+e~in from the S+ellex, for the pun:hase price of Ten and 00/100 Dollars 10.00), said property being described as follow: Lots z3 and 24, Subdivision of Block 15, Town of Delray, as reconled in Plat Soak 13, Fage 18, of the Public Records of Palm Beach Coututy, Florida. AID Lot 22, Subdivision of Block 15, Town of Delra , as ,recon3ed in Flat Book 13, Page 18, of the. Public Recorrrlss of Palm Beach County, ~Inrida; less and +~tcept the following descc~ed propertyfor Ragout of--Way: Beginning at the S+ouxhwest corner of staid Lot 22; tl N: 00'00"E, along the West lanne of sand Lot 22, a distance of 10.00 feet; thence S.44°35'48"E., a distance of 1424 feet w a 'ton the S+oluh line of said Lot 22, saki point being 10.00 feet East of, as along the S~~urb line of said Lot 22, the Soutiawest corner of said Lot 2Z; thence N$9°11~5"VP:, allong said South line, a distance of 10.00 feet rn the Point of R~egiruaing. Containing 50 square feet more or less. Alm IAtS 8 $L 9, Block $9, less the Pest 3,00 feet thereof for ~;ht of-Way, Resulbdiv~su3n of the west Portion, F~1ray ~~each, Florida, as r~ecos+ded in Plat Book 13 Page 49, of the Public Recartis of Palen Bea~ar. County, Florida ~ 'I~at the terYns and conditions contained is the Contract for Sale and Purchase and Addendum between the City of Delray Bach, Florida, and the Seller as bereinabove named are incorporated herein as Exhibit "A°. P.A~SSED AND ADOPTED in rt~ulatr session on the day of , 2010. MAYC}R Attest: ~~ t~.erk 2 RFS. NC). 2~-l0 CQNTRACT 1~=t)R SALE AND PtIRCNASE pAR'TIES: D)~I..RAY BEACH COMMUNI'T'Y REDEVELOPMENT AGENGY, of 20 hiorth Swanton Avenue, Delray Beach, Fla'ida (Phone: 661-2'T6-8640} {"Sel[er'~, and the C[TY flF DEf.RAY BF~CH, a Florida rnuniapal corporation, of 100 N.W. Frost Avenue, Delray Beach, Florida 33444 {Phone: {561}243-7090} ~'~,~ rte"}, hereby agree that the Seller shah sail and Buyer shall buy thB following described Real i'ro{~artyand Persons Property {collectively "F~ror~r~thr"? upon the following terms and, conditions, which INCLUDE the Standards for Real F..state Transactions {'Standardfst"} on the reverse side hereof or attached hereto and riders and any adderxta tQ th~ t~ontrac~ for Sale and Purchase ("C_ ontract"}. DE:3GRI~TIC~N: {a}Legal descriptron of the Real Property located In Palm Beach County, Fiodda: See le,~a/ deptrori atfadred hereto arid made a parf hereof as ExhJ6lf `A° PUE2CHASI3 pRIC]`: $10.00 ti. TUNE FOR ACCEPTANCE; EFFECTitlld DATE; FACSIMILE: if this offer is not executed by and deiivet~ to ail parses flR FACT OF EXECUTION communicated In writing between the parties priorto such offer being w1#hdrawrf by the first party signing, this offer will be withdrawn. The date of Contract ("Effective t3ate"} vuiii be the date when the I•ast one of t#~e Buyer and the Seller has s[grnad this offer. A facsimile copy of this Cantrac~ and arty signatures therm shell be considered for all purposes as originals. III. TITLE EVIDEIhICE: Prior th closing, Buyer may, at Buyer's expanse, obCaln a tide insurance comrrirtrnent and, after closing, an owner's policy of date insurance. N CLOSIh1Q DATE: This transaction shat[ be closed and the deed and other closing papers deUaered within one hundred twenty (120} calendar days foflowirtg the execution of this Contract, unless modified by other provisions of Contract. V. RJ;STR[CTIONS; EASEMENTS; LfMITATIONS: Buyershall take tide subjecttio: comprehensive land use plans, zoning, restrictions= prohlbidons and other requln3rnents imposed by governmental authority; restrts and matters appearing ~ the plat or othenarise common to the subdivision; and public utility easements of neaord. In #tte event the Buyer wishes th dlsoontinue the public use of die. property, k shall pn7vkle Seller with 30 days written notice of its intent to allow Seder th comment on sut~ change. This notice provision shall survive the closing. VI. OCCUPANCY: Seiler warrarrta there are no parties in occupancy otherthan Seiler; but d Propertyls intended to be rented or occupied beyond dosing; the fact and #errns thereof and the 6enant{sa or ocxiupaMs shall be d~ciosed pursuan# to Standard F, Seller shaEi deliver occupancy of Property m Buyer at time of cuing unless othennrise stated herein. if occupancy is to be deUvered before closing, Buyer assumes all risk of loss th Property from date of occ~uupancy, shalt be responsible and liable far maintenance from that date, and shah b+a deemed to have acxepted Propertyr in its existing cxmdhion as of time of taking occupancy unless otherwise stated herein; Y1I. TYl?EMiRITT'EN OR HANi]VltRi7FlEN PROVISIONS: Typewritten or handwritten provisions, riders and. addenda shaft control ail printed provisions of th!s Contract in conflict with them. Vflt. ASSIGNABit_ITY: {CtiECKONLYONE}: Buyer {1} mayassign and thereby tae released from any further IfabNiryr under this Contract; ,may assign bu# not be released from liability under this Contrast or X may not assign this Contract; Page 1 bf 6 SPEClAt_ CI..At1SES; AD[}t;NDA; !f addldonal ten~ns are #a be provided, attach addendum and CHECK HERS _~, CITY ©F D~t..RAY BEACH DELRAYSBACH CC3MMU~1iTYR~DEV~.QPMENT f1GE.NCY Tax fD No. Tax iD No, Pags 2 of 6 ADDENDtilfrt Tt3 CONTRACT F{)R SALE AId1~ PIiFtClifASE SELLER: DELRAY BEACH COMMiJRIITY RE[~E'VELCtPMENTAGENCY BUYER: CITY OF D.ELRAY BEACH PROPERTY AiriCll~SS: See Exhibit'A' Xi. SPECIAL CLAUSES; AppENQA (Continued): A. FOREIGN iNVF~TMENT iN REAI PROPERTY TAX ACT {"FIRPTA"): The parties shag comply with the pnavislons of Internal Revenue Code Section 1445 and applicable Treasury Regulations issued thereunder. If the Seller is a U.S. person far Irrtemal Revenue Code Section 1445 purposes, then on demand afthe Buyer and prior b~ cbsing the Seiler shall provide the Buyer with a cerkii5cate ofnon-foreign sthtus in the manner provided to Treasury Regulations Section 1.1445-~. If the Sellet provides the Buyer with such certificate, and if the Buyer is otherwise permitted to rely on such certlflcate under those Regulations, the Buyer shad not withhold under tnterirai Revenue Code Section 1445. if the Suer is a `foreign person' as defined by the internal Revenue Code, the Buyer generally is r+equtred bo v~-r'ifihoid 1 t}96 of the gross sales price from the Seller at closing acrd to pay the tvithhetd amount overfio the Internal Revenue Service (IRS) unless an applicable exemption fromv~rlthhotding ore Ilmi~~n on the amount tQ be withheld is available. To the extent tit the tx~.sh to be paid over to the S~etler at elasing is insuffrdent th cover the Buyer's wlthhotding_obligatian, the Seller shaall provide to the Buyer at closing cash equal to such excess fior purposes of making such withholding payment If the SeBer`s fecterai income tax on the gain Is less than the applicable withholding amount, the Seller may make advance appllcatlon th the IRS for reduced withholding and, if granted, the I3uyer shaft withhold only ilia authorized reduced amount. If such ruling has not been received by closing, the parties at closing shaft er~ter'rnto an escrow agneeattent reasonably satisfactory to the Buyer and Seller pending receipt of the ruling, provided that at closing the Seller shall have the obligation bo provide tQ the escrow agent from the closing pracx~eds {or from the Se[ier"s other resources if necessary) cash equal to the maxtinum required withholding, with any ex~^.ess withholding being refundable to the Suer upon receipt of a favorable ruling from the iRS. Buyer and.. Seller undershand that the IRS r+~uires the Buyerand the Seiler to have a tJ.S. i~ederal taxpayer identification number and tQ supply tha# number an the foregoing forms. A inreign individual may acquire an Errternational Taxpayer identification Numtrer forthis purpose. Since fi may take several weeks th receive the number after appSication and the IRS wild not process these forms~vithout the actual numbed a party lacking a TiAI is advised tit apply immediately. 8. The Buyershall have sixty {6ti) calendar days from effibcctive date wltirin ~nfilch to conduct any and ap feasibil~y studies and deterrn3nahons relative to the suitability for the acquisr'tion of the submit pn~perty by the Buyer and the Buyer reserves the express right to terminate this Cor~ir~t at any time durarg said perm far any reason or na r~son, in 8!uyer's sole discretion, whereupon Buyer shall receive a fuq refund of all deposit manias paid hereunder. Buyer shall be granted reasonable acxess to the premises trt conduct such feasibifrty studies and determinations, including etrvlronrnen#al assays, care dnRing, surreys, soil sampling and othersuch Hasthg. G. This Contract is expressly contingent and conditioned upon the approval of ~ same by the City Commission of the City of Delray Beach, D. The parties represent and warrant that there is no broker invahred in this transaction to whom a c~ommfssian would be due. SELLER`S iNiTIAt.S: BUYER"S tN1TiALS: Page 3 of 8 STANDARDS FOR REAL ESTATE TRANSACTIONS ~-. EYiDBFtCE~TtiL.E: AtlOelnsuranvCCamn~Itrner~ih~at~sdbYaFlodda>foensedtlleit~efapreeGtptAM~su8~1o9uyar,uponn~ceNUipottfndasdto Buyer sn awrreta poHCy of ti0s ttrsurance h the amount afthe purotrase prFoc, insurbrg Buyefe~ this mo Real Rropedt, subject orryb lam. srrorartbranradn, or Gorr prcrnrlded in tlats Ccrdrastand tlwsersAriatr shag be dfsu~rgsd DY BeMer at arDieWre mtg. tietl@rahen aarareya n+arirebrnCte title auhtect OrdY to A enaumDrances, eiaxptians ar due ~ tbtgr kt Cordrad. MadretatSe tHte eY~A be detear>lne6 aocerding b apgfcabk TNe Stanttanda+~deptedOYauSE{aityotThsFhuldaBarBndhla wtittt®w.BuyeehavaSGd9y6,tfatralraot.t+rSdaya.lf9leaonxsu7ment,{rCEndat~Cd` recenring evklenoe oltlAe lk same 1t, tr tflie is round Buyer atmll, wltlllrr 3 dais th ,panty Sewer [n wtktnp apectfyittg ?• tithe detect(s) rendertltle tsurrariceCsbie, Setterwltln~ve ao dayaSrom n'~pto! ndtleeta remove QredH'eaS(s}. fatllrtg whk#18uyet stsatl,wiArdn tlve{5}dsyaat~ axplratlono~tMaiY{SO)daYgmbd,deiC+ervxmenn~eta3elier .{t) ~hetlrfsrereasou,at><apertitdnottoe~xeedl2ttdsysw~tnwtddr seuershatuseW~ent~orttaremayau~eaerec~c~p)naques~Ir~eret~rnd~depasi~s}paldxA,tohsr,~unnrmadratei-+barenmtiedta nrai~m sotxstlfyBeelkr,BuyereheAbedemnedtahrn @-eti9eastlih~ts.SeYera~e1t11Bnelsrca+ndunmarketa2de.usadtatimtmde~(al in tltlevn~hintbetimepmvtdedthemlar. tf6ef~lsura~aictintslyQiedetedr~BuYenhaneitherwakeilmde~ecia.orreceNearetundotd~osR(e~ tl reteaskrg t3uyar end sonar nom alt tluiateir abtgatlan under thtl< corirract. B. SURVEY: Buyer. at BuyeYa mtpanse, wAhin tlnre alawed ~ de0ver evidence of ~, nieY have Real PropeRy surveyed and ceKtfled b'Y a rergtsisred Fksida itsVeyor. Rthe auvey+ dfadosee encmachmenb On the Reel Proper a that improvements loaabad thereon entxoed- on eetbadc Anes, esAemenFa, lengls of alhers, or viaaatr arty resbtcUons, Ccntrect mvanants or appGcsbte govammental reyutatlon. the same ah~l car~ainu#e a #ple defect. O. iNCiRBS9 NtiD EGRt~s; SeRs'rverrerrus:end re~prssarrts ttrst tlrera Is h-greae and egress is the keel NrrDperty sutfidertt for pre kttsnded use ens d6ecflbed dt Paragraph V hareat, ripe to vdrkAr fe to aarxrrda»ce v~tilfr Standard A. p. t,BASEB: Se¢erahall,nbtEasalhartfi6dayabatorac>bDShlp.i~arsTah~BUyarcoptaeotatl.wstaerlleae~eaandesboppallattasaiNmaachbsnentspeciFyth~p the nabrieand durstiono#thetenenNa:oorxrpenoy, rardei rates, edvanaed remand aeazityc~pasl~petd bye. ItSsliQert4uaabletoabteirsaudllatlal`trdm eacdr termnt, the nsatne Urtormatian shsdl De fum~lfed DY taepet tQ 13uyervAttdnihat tlma period in the farm of a Setter's aiRdavR, and 6nrysrrrray thareaftes rorrtad terrards fo conrirtn such brformattan. Welter strati ak closing, deArrerand asatpn an aAghrat tc sayer =E. LIENS: ah~ furrdeir bo Buyer at tltrss of using sn atfidevR !tr tlm ebsertca, urda:aa otlservdsa prov~s6 for hereb-. of any ilrrstrdng agsteirranta, ~iterr to paxerd#cI l~rtaas krrawn to and hu8~r 9iak#rersr have treeRt rto knpravamerds a repata to ~ far 00 days teiy d8{BOfdOalrig,I~PDaapatlytlaa~ttf~lt~aYed~Orrep3N~d1MRhIC-tl~t.Sellarahandalty~ flr~a#valaCfineC#tar~Ci'~at1~ sarecudedDy+ai~nerat subr:orrMacton, ardrtretatfahttenh- to NenafGdavtlaetArrQfnn9rtherrsafatlaurdrgerserad CarlVaCt01a, satiaorrtractwa, supPtlale and rt+atetEsbrren etld hrtheraiflrmirgt thatan charges farimpsavarnents ar r+apatrs vetch trorrld serve a8 abaais fora maatmntds N~ ar a claim far darrmpas have Dann paid ar vYiA be paid atclostng of the ConbaOL F. PLA+G1cOFCLOSiNCS: CiosDrgshalbehekibttlrecauntyvrfrroeRaatPrnpertlris0oca4sd.atihae~tlresitorireyoraltrarait~gagsmtdasignetsd DY Balder. 6. TIME: tncomputlng time padoda Mleas g-an sbc (6) tlaya. SatunlaYa, Surslaya and ala~arnatiormt lsQal hondaya slreA Da exchrlded. Any6hna padads provtdad for trersln artileir shall end an SaluMay, Sundayortegal hoAday aheA ext9nd ro 6:0o pm. otthe ner4 Dustness day. Time la of the essence M tfris conasct FL DtY'CUMENTS FOR gA81NQ: Setlea shad fiurrdsh deed, bAl of aab, oonetructWn Asp alsdavlt owner's paaeeeslon alRdavlt, aseignrmtmte W icaees, tenant artd mmfQnpe es~pei Istpars. and carsctlvs irtatrumezris. Bayer ahatl Nns{atr doainp eWternert4 ~'il~. marlpapa no0s, searnyagroenrard,end iinandng ateternenta. t. ~EN8Era: Reeordtngaarret:8rairtstromerdsatratlDapaNbyBuyer.RSOOrdfngafdaedslraAbepaidbYBuyer. UdesaothervtseprcWdsdbytawar ridarto3ldaGc-dract.+~es9~rtarthafatlawirrpretadedBAasatvkees.aamaytAiear edrerpa~tlAams~inaf<an.acrdsettlemsManddceia0fae,stlaAbe paid by the party ne~or>a3Dte for timidring the Ilse evidence in ~ rMVt Paragrepfr tIL ,i. BP>'rTtSAI.AB$E&SMENCLf~1S: CeNfled.cce>f~madaadteitt[srlapedel~ae,z,mrntpena~ofrh~eaf~atr~{r~tasadt~9vet~JsresaDre peldtrySeiter. Perxifnpia8of+dstet~fdoaingshagbe by8uyat.athe{mprarernsnlhes0e8nasl tyoantpietlataaott='ftecU~eDeta,arry pstrdinp ~letr stf~becarratderedasce[tffned, cnnfMrttedt~raNAadarrd Ssgarshen, atclasing, De(3rargad atra~nrauntargratte>tre testoatlrnate of aasesBfAe+1t fprgta improvement by the pubAc body. K, R?Slt t)F LOSS: Jf the Property is damaged ty fire ar ottra casually 6afara doaittg aril oust Of does trot ext:eed 3iti of the valuen6aa- o/gra Property err damaged, cost of restarsnnWl aha9 be an obi~afian of the Bcher Graf oiasirrg aireJF proceed purcuentto Ora lemts cf Corrrractvrtlr reatonedorroosts eaanwad atm. Uft-adaatatr+satoiedorrs%oftheasseasedvalualktan ofiha Dnpoavenxetris aadaurraged, S-ryershW havepra a~ird~as edvie~ of deposit( j,~• wlih aithatgra sib or anY Insrrarnca proasods PaYaDta Dl+vkiua afauah lasa.a danwga arafoanooiig Carritaat Page 4 of 6 Page 8 of 6 EXi'{IBI'F "A" Carver Square Packet Park ahtt Beach County ppralser Property ontrol No. Address Legal Description 2-~6-16-tI1-015-x}220 241 SW Ave. Lots ~3 and 24, Subdivision of Block i5, Town of Delray, as recorded in Plat Book 13, Page 18, of the Public Records of Palm Beach Caur~r, Florida. And Lot 22, Subdivision of Black 15, Town of Delray, as recorred in Plat Book 13, Page 18, of the Public Records of Pa1rn Beach County, Florida; less and except the following descnbed property for Right-of-Way: Beginning at the Southwes# comer of said Lot 22; thence N~ 0°00'Ot}~E, along the' Ultest Iine of ~d Lot 22, a distance of 10.00 feet; thence S.44°35'4#3°E., a dlstartce of 14.2A feet th a point on the South line of saki Lot 22, said point being 10.00 fee# East of, as measured along the South tine of said Lot 22, the Southwest corner of said Lot 22; thence N.89°11 "35"NH., along said South line, a .distance of 1(1.00 feet tct the Point of Beginning. Contatning 50 square feet more ar less, Pineapple Grave Parking l.a-t aim Beach County Address Lega! Description praiser Property f>htrol Nas. 2--43-4fi-98-01-08g-Ot180 353 NE 3rd Avis. Lo#s 8 & 9, Block 89, less the West 5.00 feet 12«43-46-1 1-059-OD90 thereof €+or Right-oaf-lay, Resubdlvision of the West Portion, >0eiray Beach, Florida., as recx~rded in Pla# Book 13 Page 49, of the Public Records of Palm Beach County, Florida r~:cct~a~~o~ui~ u~c:r~nv«r ~~ouuwmi cry ~arKtng ~ t.t~c~c Page 6 of 8