Res 59-99RESOLUTION NO. 59-99
A RESOLUTION OF THE CITY COIV[MISSION OF THE CITY OF
D~LRAY BEACH, FLOR]I)A, AUTHORIZING THE CITY TO
PURCHASE FROM SF.I J.RR 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 S~I I.ER AND THE CITY OF DELRAY
BEACH, FLORIDA.
WHEREAS, the City of Delray Beach, Florida, wishes to acquire certain property located at
108 N.W. 2nd Avenue, Delray Beach, Florida, to provide for tennis courts; and
WHERF_.AS, the Seller hereinafter named desires to sell the property hereinafter described to
the City of Delray Beach, Florida; and
WHEREAS, it is in the best interest of the City of Delray Beach, Florida, to purchase said
property for the pm'pose described above.
NOW, THEREFORE, BE IT RESOLVED 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 purchase from Tressie Washington, as Seller, land to provide for tennis courts, for the purchase
price of One Hundred Twenty-Three Thousand and Five Hundred Dollars ($123,500.00), and other good
and valuable consideration; said parcel being more particularly described as follows:
Lot 15, Block 43, Town of Delray as recorded in Plat Book 1, Page 3 of the
Public Records of Palm Beach County, Florida.
~ That the terms and conditions contained in the contract for sale and purchase
and addenda thereto between the City of Delray Beach, Florida, and the Seller as hereinabove named are
incorporated herein.
PASSED AND ADOPTED in regular session on thine 21u~a~ ~September, 1999.
ATI'.EST:
d City Cle~ r
CONTRACT FOR SAI.F. OF REAL PROPERTY
The CITY OF DELRAY BEACH, a Florida municipal corporation ("City') (Buyer)
and TRESSIE WASHINGTON (Seller) hereby agree to the sale of real property upon the
following terms and conditions, including the standards for real estate transactions and
addenda and exhibits hereto:
I. CONVEYANCE BY
A. Seller shall convey by warranty deed to the City the following property: Lot
15, Block 43, Town of Defray as recorded in Plat Book 1, Page 3 of the Public Records of
Palm Beach County, Florida (The Property).
II. PURCHASE PRICE: The City shall pay to Seller One Hundred Twenty-Three
Thousand and Five Hundred Dollars ($123,500.00) upon closing.
1II. TIME FOR ACCEPTANCE; EFFECTIVE DATE: 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 October 5, 1999, the offer will, at the City's option, be withdrawn. The date of
this contract ("Effective Date') will be the date when the last one of the Seller or Buyer has
signed this offer.
IV. TITLE EVIDENCE: At least seven (7) days before the closing date, the City, at the
City's expense, shall obtain a title insurance commitment on the Property.
V. CLOSING DATE: This transaction and the deeds and other papers shall be delivered
prior to closing, with closing to occur no later than October 25, 1999, unless extended by
other provisions of the contract, or by mutual agreement of parties.
VI. RESTRICTIONS; EASEMENTSi LIMITATION~R~. The City shall take title subject
to: 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 prorated taxes for year of closing and
subsequent years; if any.
VII. TYPEWRITTEN OR HANDWRITTEN PROVISIONS: Typewritten or handwritten
provisions shall control all printed provisions of Contract in conflict with them.
VIII. OCCUPANCY: The Property shall be unoccupied as of the date of closing. Seller
agrees to deliver occupancy of Property 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 for maintenance from that date, and shall be
deemed to have accepted Property in their existing condition as of time of taking occupancy
unless otherwise stated herein or in a separate writing..
IX. ..DEMOLITION: The City shall have the right of egress and ingress over Lot 15,
Block 43, Town of Delray, as recorded in Plat Book 1, Page 3 of the Public Records of Palm
Beach County, Florida, prior to closing for the purpose of evaluating the demolition of
buildings thereon after closing and to make any other inspections it deems appropriate prior to
closing.
X. SPECIAL CLAUSES
A. RADON GAS: Radon gas is naturally occurring radioactive gas that, when it
has accumulated in a building in sufficient quantities, may present health risks to persons who
are exposed to it over time. Levels of radon that exceed federal and state guidelines have been
lbund in buildings in Florida. Additional information regarding radon and radon testing may
be obtained from your county public health unit. Paragraph L of the Standards for Real Estate
Transactions attached to this contract is hereby deemed to include an inspection for radon gas.
B. FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT ("FIRPTA"):
Except as otherwise provided herein, Buyer, pursuant to Section 1445 of the Internal Revenue
Code of 1986, as amended ("Section 1445") and the regulations promulgated thereunder
("Regulations"), shall be required to withhold such amount as is necessary to comply with the
Regulations and shall timely remit to the Internal Revenue Service the amount so withheld
along with properly completed remittance forms. If, however, on or before closing, Seller
provides Buyer with (1) an Affidavit of Non-Foreign Status regarding Seller, (2) a Notice of
Non-Recognition Treatment, or (3) a Withholding Certificate establishing that no, or a
reduced, amount of federal income tax is required to be withheld under Section 1445
(collectively "Withholding Document") in proper form as required by the Regulations, and
Buyer has no knowledge or notice that the Withholding Document furnished by Seller is false,
as determined in accordance with the Regulations, then Buyer shall not be required to withhold
any portion of the amount payable to Seller or shall be allowed to withhold such lesser amount
as is required by the applicable Withholding Document, as the case may be, and shall submit
the amount so withheld to the Internal Revenue Service along with properly completed
remittance forms.
In addition, if Seller, prior to closing, satisfies those Regulations which concern the
filing of an application for a Withholding Document with the Internal Revenue Service and
gives notice of such pursuant to the Regulations to Buyer and said application is still pending
as of the date of closing, then Buyer shall cooperate with Seller's reasonable request to escrow
any amount withheld at closing pursuant to the Regulations, at Seller's expense, until a final
determination is made regarding said application at which time said amount shall be disbursed
in accordance with said final determination.
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In the event insufficient cash is paid by Buyer at closing to fund the Buyer's
withholding obligation, Seller shall deliver to Buyer at closing the amount of additional cash
necessary to satisfy the withholding obligation. In the event Buyer determines after the closing
that the Withholding Document provided by Seller to Buyer relieving Buyer entirely of
Buyer's duty to withhold or reducing the amount required to be withheld by Buyer was false,
Buyer shall have the authority to withhold from any additional amounts due to Seller in
accordance with the Regulations, all or such portion of said additional amount due to Seller as
Buyer deems necessary to comply with Section 1445 and to remit the amount so withheld and
report such information as required under the Regulations to the Internal Revenue Service.
C. The soil, surface water, drainage requirements and runoff availability,
geological conditions, and environmental state of the property being purchased must be
acceptable to Buyer in Buyers' discretion. This shall be determined by test boring and other
soil, geological and engineering studies, which may be conducted by Buyer at Buyers' expense
within the time permitted for delivery of evidence of title herein. Notice of the results of such
testing shall be furnished to Seller. During the term of this Contract, the Buyer, or Buyers'
employees, agents, representatives, or assigns, shall have full and complete right to enter upon
the property for the purpose of making any and all inspections, tests and studies of the
property. In the event said conditions disclosed by such inspections are unacceptable to
Buyer, the Buyer shall have the rights to cancel this Agreement and receive a refund of all
deposit monies paid hereunder.
ADDENDUM TO STANDARDS
PARAGRAPHS J AND M:
FOR REAL ESTATE TRANSACTIONS
The parties hereby agree that the time periods for the inspections referred to in Standard D and
Standard N shall be modified to be made within seven (7) days from the effective date of this
Contract. In addition to the rights provided to Buyer in Standard J and Standard M, if, for any
reason, the Buyer is not satisfied with the results of such inspections, Buyer shall have the
right to notify Seller in writing of Buyer's election to terminate this Contract within said
seven-day inspection period and receive the return of all deposits made hereunder.
STANDARDS FOR REAL ESTATE TRANSACTION,~
A. Evidence of Title: A title insurance commitment issued by a Florida licensed
title insurer agreeing to issue to City, upon recording of the deed to City an owner's policy of
title insurance in the amount of the purchase price, insuring City's title to the real property the
City is to receive under this agreement. The City shall pay for the title insurance on the
property. All title insurance shall be subject only to liens, encumbrances, exceptions or
qualification set forth in this agreement and those which shall be discharged at or before
closing. Buyer shall convey a marketable title subject only to liens, encumbrances, exceptions
or qualifications set forth in this agreement and those which shall be discharged at or before
closing. Marketable title shall be determined according to applicable title standards adopted by
authority of The Florida Bar and in accordance with law. If title is found defective, each party
shall notify the other in writing specifying defect(s). If the defect(s) render title unmarketable
to any property being conveyed hereunder, the party who owns the property shall have sixty
(60) days frown receipt of notice within which to remove the defect(s), failing which the other
party shall have the option of either accepting the title as it then is or cancelling the contract;
thereupon each party shall release one another of all further obligations under the agreement.
If title is found unmarketable the responsible party shall, use diligent effort to correct defect(s)
in title within the time provided therefor, including the bringing of necessary suits.
B. Survey: City, at City's expense, within time allowed to deliver evidence of
title and to examine same, shall have the real property it is to receive and the real property it is
to convey, surveyed and certified by a registered Florida surveyor. The survey shall be
certified to the City. If survey shows encroachment on real property or that improvements
located on real property encroach on setback lines, easements, lands of others, or violate any
restrictions, agreement covenants or applicable governmental regulation, the same shall
constitute a title defect.
C. Ingress and Egress: The Seller warrants and represents that there is ingress
and egress to the real property being exchanged sufficient for the intended use as described
herein, title to which is in accordance with Standard A.
D. Leases: The Seller warrants there are no leases on the property.
E. Liens: Each party shall furnish to each other 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 either party and further attesting that there have
been no improvements or repairs to property for ninety (90) days inunediatcly preceding date
of closing. If property has been improved, or repaired within that time, the owner of property
to be conveyed shall deliver releases or waivers of mechanics' liens executed by all general
contractors, subcontractors, suppliers, and materialmen in addition to owner's lien affidavit
setting forth thc 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 line or a claim for damages have been paid or will be paid at
closing.
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 City.
G. Thne: Time is of the essence of this agreement. Time periods herein of less
than six (6) days shall in the computation exclude Saturdays, Sundays and state or national
legal holidays, and any time period provided for herein which shall end on Saturday, Sunday
or legal holiday shall extend to 5:00 p.m. of the next business day.
H. Documents for Closin?? Seller shall furnish to City, bill of sale, mechanic's
lien affidavit, assignments of leases, tenant and mortgagee estoppel letters, and corrective
instruments. City shall furnish the closing statement(s). City shall prepare and furnish all
deeds at its own expense and shall bear the costs of recording the same.
I. Expenses: Documentary stamps on any or all deeds shall be paid by Seller.
The Seller recognizes that the City cannot pay the documentary stamps as a matter of law.
All other closing expenses will be borne by the City, except as may be provided herein or in
Paragraph J below. The City shall pay relocation expenses in the amount of four thousand
five hundred dollars ($4,500.00).
J. Prorations; credits: Taxes, assessments, rent, interest, insurance and other
expenses and revenue of property shall be prorated through day before closing. Cash at
closing shah be increased or decreased as may be required by prorations. Prorations will be
made through day prior to occupancy if occupancy occurs before closing. 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 the current year's
milage is not fixed, and current year's assessments is available, taxes will be prorated based
upon such assessment and the prior year's milage. If current year's assessment is not
available, then taxes will be prorated on the prior year's tax. 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 the prior year then taxes shall be prorated based upon the prior
year's milage and 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 may,
at request of either the City or the Seller, be subsequently readjusted upon receipt of tax bill
on condition that a statement to that effect is in the closing statement. If the Seller is required
to pay ad valorem taxes on or before the selling date, the Seller shall establish an escrow fund
with the County Tax Collector pursuant to Florida Statutes Section 196.295 and shall pay into
said escrow the Seller's pro rata portion of ad valorem taxes for the year of closing as
determined by the Tax Collector. The Seller shall pay its prorated share of taxes for the year
of closing and shall pay outstanding taxes for previous years.
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K. Special Assessment Lienn: Certified, confirmed and ratified special assessment
liens as of date of closing (and not as of Effective Date) are to be paid by the party who owns
the property prior to closing.
L. Escrow: Any escrow agent ("Agent") receiving funds or equivalent is
authorized and agrees by acceptance of them to deposit them promptly, hold same in escrow
and, subject to clearance, disburse them in accordance with terms and conditions of
agreement. If in doubt as to Agent's duties or liabilities under the provisions of agreement,
Agent may, at Agent's option, continue to hold the subject matter of the escrow until the
parties mutually agree to its disbursement, or until a judgment of a court of competent
jurisdiction shall determine the rights of the parties or Agent may deposit with the clerk of the
circuit court having jurisdiction of the dispute. Upon notifying all parties concerned of such
action, all liability on the part of Agent shall fully terminate, except to the extent of accounting
for any items previously delivered out of escrow.
M. No Brokers: Each party warrants that no brokers or real estate agents were
involved in this transaction and no fees are due to a broker or agent for the exchange and sale
of the property governed by this agreement.
N. FIRPTA: Each party warrants to each other that neither party is a "foreign
person" as defined by the Federal Foreign Investment in Real Property Tax Act (the "Act").
At closing, each party shall execute and deliver into each other a "non-foreign certificate" as
required by the Act. Failure to execute the certificate shall subject the party failing to execute
and deliver the certificate if required by law to the penalties imposed by law.
O. Failure of Performance-' If either party fails to perform this Contract within
the time specified, each party shall be relieved of all obligations under Contract if both parties
consent; or either party may proceed in law or equity to enforce its rights under this Contract.
P. .Agreesnent Not Recordable; Persons Bound; Notice: Neither this agreement
nor any notice of it shall be recorded in any public records. This agreement shall bind and
enure 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: Each party shall convey the property to each other by way of
statutory warranty deed subject to any easement for any utilities that may exist and lie on the
property.
R. Other Agreements: No prior or present agreements or representations shall be
binding upon either party 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.
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S. Warranties: Each party warrants that there are no facts known to either party
materially affecting the value of the real property which are not readily observable by either
party or which have not been disclosed.
T. NOTICES: All notices and elections (collectively, "notices") to be given or
delivered by or to any party hereunder, shall be in writing and shall be (as elected by the party
giving such notice) hand delivered by messenger, courier service or Federal Express, or
alternatively shall be sent by United States certified mail, with return receipt requested. The
effective date of any notice shall be the date of delivery of the notice if by personal delivery,
courier service or Federal Express, or if mailed, upon the date which the return receipt is
signed or delivery is refused or the notice designated by the postal authorities as non-
deliverable, as the case may be. The parties hereby designed the following addresses as the
addresses to which notices may be delivered, and delivery to such addresses shall constitute
binding notice given to such party:
Buyer:
City of Delray Beach, Florida
100 N.W. 1st Avenue
Delray Beach, Florida 33444
Attn: David Harden, City Manager
With a copy to:
Susan A. Ruby, Esq., City Attorney
200 N.W. 1st Avenue
Delray Beach, Florida 37.~.~
Phone: (561) 243-7091
Fax: (561) 278-4755
Seller:
Tessie Washington
108 N.W. 2'~ Avenue
Delray Beach, Florida 33444
With a copy to:
Jeff Tomberg, Esq.
626 S.E. 4~' Street
Boynton Beach, Florida 33435
Phone:
Fax:
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Any party may from time to time change the address to which notice under this
Agreement shall be given such party, upon three (3) days prior written notice to the other
parties.
U. ASSIGNMENT: Neither party shall assign this Agreement or any interest
herein without the prior written consent of the other party.
V. DEFAULT: In the event either party fails or refuses to perform any term,
covenant, or condition of this Agreement, either party shall, in addition to any other remedies
provided at law or in equity, have the right of specific performance thereof.
W. GOVERNING LAW & VENUE: This Agreement shall be governed by,
construed and enforced in accordance with, the laws of the State of Florida. Venue in any
action suit or proceeding in connection with this Agreement shall be in Palm Beach County,
Florida.
X. TIME OF ESSENCE: Time is of the essence with respect to the performance
of each and every provision of this Agreement where a time is specified for performance.
y. EFFECTIVE DATE OF AGREEMENT: This Agreement is expressly
contingent upon the approval of the City Commission of the City of Defray Beach.
Z. HEADINGS: The paragraph headings or captions appearing in this Agreement
are for convenience only, are not part of this Agreement, and are not to be considered in
interpreting this Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed in
their respective names, on the dates set forth below.
BUYER: SELLER:
City of Delray Beach, Florida
By:. By:
Jay Alperin, Mayor Print Name:
ATTEST:
Social Security or
Tax I.D. No.:
City Clerk
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Approved as to Form:
City Attorney
STATE OF FLORIDA
COUNTY OF PALM BEACH
The foregoing instrument was acknowledged
before me this ~ day of ,1999
by , who is
personally known to me or who has produced
as identification.
Signature of Notary Public- State of Florida
MEMORANDUM
TO:
FROM:
SUBJECT:
DATE:
MAYOR AND CITY COMMISSIONERS
CITY MANAGE~
AGENDA ITEM # Q'. ~ .- REGULAR M~TING OF SEPTEMBER 21, 1999
RESOLUTION NO. 59-99 (ACOUISITION OF WASHINGTON
PROPER~
SEPTEMBER 16, 1999
Resolution No. 59-99 authorizes the City to purchase certain property located at 108 N.W. 2"a Avenue
from Tressie Washington for the purchase price of $123,500.00. The purpose of the acquisition is to
provide land for additional tennis courts.
Incorporated within the resolution are the terms and conditions of the contract for sale and purchase.
The contract provides for closing to occur by October 25, 1999. The Seller and City have until
October S, 1999 to execute the contract. The City will pay all expenses of closing, except for
documentary stamps and prorated taxes. Paragraph I, Expenses, of the Standards for Real Estate
Transactions has been modified to include the payment by the City of relocation expenses in the
amount of $4,500.00.
Approval of Resolution No. 59-99 is recommended.
Re f:Agmemo 14.Res.59-99.Acquisifion. Washington Property
Boca Raton News, Monday, September 20, 1909
Boca Raton News, ~riday, September 17, 1999