LAND SALES AGREEMENT

Transcription

1 LAND SALES AGREEMENT Section 1. PARTIES: A. CITY OF TAMPA ( City or Seller ), and B. (whether singular or plural Purchaser ), agree that City shall sell and Purchaser shall buy the following described real and personal property (collectively Property and Real Property when so limited) pursuant to the terms and conditions of this Land Sales Agreement and any exhibits, riders, addenda and schedules hereto (the Agreement ). C. Collectively referred to as the Parties. Section 2. DESCRIPTION: LEGAL DESCRIPTION: (SEE EXHIBIT A ) STREET ADDRESS: PERSONAL PROPERTY: (SEE SCHEDULE A ATTACHED ONLY IF PERSONAL PROPERTY IS BEING PURCHASED) Section 3. PURCHASE PRICE: $ Section 4. PAYMENT METHOD: Balance to close shall be paid by locally drawn cashier s or official bank check, or wire transfer or any other payment method acceptable to the Parties. Section 5. EFFECTIVE DATE This Agreement shall take effect on the last date of execution by any Party. For purposes of this Agreement, execution by the City shall be defined as signature by the Mayor and attestation by the City Clerk with the approval of the City Council. Section 6. CLOSING TIME AND PLACE: A. CLOSING DATE. This transaction shall be closed and the closing documents delivered no later than sixty (60) days after the Effective Date. B. EXTENSION OF CLOSING DATE. The Closing may be extended an additional sixty (60) days by mutual agreement of the Parties without further authorization from the Seller s City Council. The Manager of the City s Real Estate Division shall have authority to execute any writing documenting an extension agreed to under this subsection. C. CLOSING LOCATION. The Parties may designate in writing the offices of a title company or agent, or the offices of a Party s attorney as the location for the Closing LSA TEMPLATE UPDATED 4/3/13

2 as long as such location is in Hillsborough County, Florida. Unless otherwise designated in writing, the location of the Closing shall be the offices of the Seller s Real Estate Division, 306 E. Jackson Street, 3N, Tampa, Florida Section 7. MANNER OF CONVEYANCE/CLOSING EXPENSES (a) Upon the payment of the Purchase Price and compliance by the Purchaser with all preconditions in this Agreement, the City shall convey to the Purchaser title to the Property by Quit Claim Deed the ( Deed ) in the form attached hereto as Exhibit B. Such conveyance and title shall be subject only to the following: (1) Taxes for the year of Closing, if any; (2) All easements, restrictions, encumbrances, and rights appearing of record at the time of conveyance; (3) Zoning regulations, including any applicable overlay zoning or design regulations to the City; (4) Any state of facts an accurate survey would show. (b) Closing Costs. All closing costs of this transaction shall be paid by the Purchaser, including payment of recording costs, documentary stamps due on the Deed, and any expenses the Purchaser chooses to incur to examine title or acquire a title insurance policy, or the cost of any survey, inspection or testing of any sort whatsoever. (c) Delinquent Taxes. Any delinquent taxes or assessments on the Property which are a lien thereon on the date of the delivery of the Deed to the Purchaser shall be borne by the Purchaser. (d) City Council Approval. Purchaser acknowledges that the City Council of the City of Tampa must approve the Mayor s execution of this Agreement before and as a precondition to it taking effect. (e) Failure to Close and Termination. If Closing does not occur within sixty (60) days after the Effective Date, then this Agreement shall be deemed terminated and shall become null and void and both the Parties shall be relieved of any further obligations hereunder unless the Closing date has been properly extended as provided in Section 6 (B). Purchaser shall be responsible for any expenses incurred by Purchaser prior to termination of this Agreement in connection with the proposed purchase of the Property. Section 8. NO REPRESENTATIONS OR WARRANTIES BY CITY (a) The City does not warrant title to the Property and has neither obtained nor provided Purchaser with any title evidence to the Property. If the Property was acquired by the City through tax deed(s) issued by Hillsborough County, Purchaser hereby acknowledges that the City has notified Purchaser in writing of the potential problems in obtaining title insurance and financing in connection with the Property 2

3 without bringing a quiet title action and has received the form attached hereto as Exhibit C. (b) Purchaser, relying solely on its own inspection and investigation, accepts the Property it in its present conditions ( AS IS / WHERE IS/ WITH ALL FAULTS ) and acknowledges and represents in connection with this Agreement that the Purchaser is not relying on any representations or warranties on the part of the City, its officials, agents or employees in any respect, including the suitability or fitness of the Property for Purchaser s intended purposes. (c) The City neither warrants nor makes any representation as to whether any other persons or entities have a claim to or possession of the Property; and (d) The City makes no representation or warranty to Purchaser regarding the environmental condition of the Property and Purchaser hereby agrees to release and hold the City harmless from and against any claim, liability, cost or expense relating to the environmental condition of the Property including, without limitation, any required remediation costs or expenses related to the cleanup and/or disposal of any hazardous materials or contamination discovered in, on or under the Property if Purchaser takes title to the Property under this Agreement. Section 9. ASSIGNABILITY City. This Agreement may not be assigned or transferred without the approval of the Section 10. SURVIVAL All provisions of this Agreement intended to survive Closing or to be performed subsequent to Closing shall survive the closing of this Agreement. Section 11. TIME IS OF THE ESSENCE FOR ALL PROVISIONS OF THIS AGREEMENT. Section 12. SEVERABILITY If any provision of this Agreement is or becomes void or unenforceable by force of law or by court order, then that fact shall not affect any other provisions or clauses of this Agreement, which shall remain valid and enforceable. Section 13. GOVERNING LAW AND VENUE This Agreement shall be governed, interpreted, construed, and enforced under the laws of the State of Florida. The Parties agree that the venue for any lawsuit brought by either Party in connection with this Agreement shall be in Hillsborough County, Tampa, Florida. 3

4 Section 14. WAIVER No waiver of any provisions of this Agreement shall be effective unless it is in writing and signed by the Party against whom it is asserted and any such waiver shall only be applicable to the specific instance in which it relates and shall not be deemed to be a continuing waiver. Section 15. PARAGRAPH HEADINGS Caption and paragraph headings in this Agreement are for convenience and reference only and do not define, describe, extend or limit the scope or intent of this Agreement or any provision herein. Section 16. ATTORNEY S FEES In any action or lawsuit between the Parties for breach of this Agreement, to enforce any of the terms of this Agreement, or for specific performance of this Agreement, the prevailing party shall, in addition to any other award of damages or other remedy, be entitled to reasonable attorney s fees and court costs at the trial and/or appellate levels. Section 17. NO RECORDING This Agreement shall not be recorded in the Public Records of Hillsborough County. Section 18. REQUIRED DISCLOSURES If any improvements, buildings or residential housing exist on the Property, then the following disclosures are hereby provided: (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) Any dwelling upon this Property that was built or may have been constructed prior to 1978 may contain lead-based paint that may place young children at risk of developing lead poisoning. Lead poisoning in young children may produce permanent neurological damage, including learning disabilities, reduced intelligence quotient, behavioral problems, and impaired memory. Lead poisoning also poses a particular risk to pregnant women. A risk assessment or inspection for possible leadbased paint hazards is recommended prior to purchase. The City discloses the following with regard to subject Property: 1) the City has no knowledge of lead-based paint; and 2) the City has no reports or records pertaining to lead-based paint and/or lead-based paint hazards. 4

5 Section 19. CITY OF TAMPA S CODE OF ETHICS In connection with this Agreement, the Purchaser hereby covenants and agrees that Purchaser shall comply with all applicable governmental laws, statutes, rules and regulations including, without limitation the City of Tampa s Code of Ethics. Pursuant to Section of the City of Tampa Code, the Purchaser acknowledges that if the Purchaser fails to comply with the City of Tampa s Code of Ethics, such a failure shall rend this Agreement voidable by the City and subject the Purchaser to debarment from any future City contracts or agreements. Section 20. ENTIRE AGREEMENT This Agreement constitutes the entire agreement and understanding of the parties and cannot be modified except in writing executed by all the parties. All representations made herein shall survive the closing. This is intended to be a legally binding agreement. If not fully understood, Purchaser should seek the advice of an attorney prior to signing. EXECUTED on this day of, 20. Signed, sealed, and delivered in the presence of: ATTEST: City Clerk/Deputy City Clerk CITY OF TAMPA, FLORIDA By: NAME: Bob Buckhorn ITS: Mayor APPROVED AS TO FORM: Jorge I. Martin Sr. Assistant City Attorney 5

6 STATE OF FLORIDA COUNTY OF HILLSBOROUGH ACKNOWLEDGMENT FOR CITY The foregoing instrument was acknowledged before me this day of, 20, by Bob Buckhorn, as Mayor of the City of Tampa, on behalf of the City and who is personally known to me. Signature of Acknowledger Name typed, printed or stamped NOTARY PUBLIC State of Florida at Large Serial No. (if any) My Commission Expires: Signed, sealed, and delivered in the presence of: Name: PURCHASER: By: (Signature) Name: Name: _ STATE OF COUNTY OF ACKNOWLEDGMENT FOR PURCHASER The foregoing instrument was acknowledged before me this day of, 20, by, and who is personally known to me or has produced as identification. 6 Signature of Acknowledger Name typed, printed or stamped NOTARY PUBLIC State of Florida at Large Serial No. (if any) My Commission Expires:

7 Signed, sealed, and delivered in the presence of: Name: (Print or type name) PURCHASER: By: (Signature) Name: (Print or type name) Name: STATE OF COUNTY OF ACKNOWLEDGMENT FOR PURCHASER The foregoing instrument was acknowledged before me this day of, 20, by, and who is personally known to me or has produced as identification. Signature of Acknowledger Name typed, printed or stamped NOTARY PUBLIC State of Florida at Large Serial No. (if any) My Commission Expires: 7

8 EXHIBIT A TO AGREEMENT LEGAL DESCRIPTION LOTS 1 and 4, BLOCK 11, Belmont Heights, according to the map or plat thereof, as recorded in Plat Book 4, Page 83, of the Public Records of Hillsborough County, Florida. 8

9 SCHEDULE A TO AGREEMENT [PERSONAL PROPERTY LISTED ONLY IF INCLUDED IN SALE] 9

10 EXHIBIT B TO AGREEMENT Return to: Office of the City Attorney 315 East Kennedy Boulevard Tampa, Florida Prepared By: Jorge I. Martin, Senior Assistant City Attorney Tampa, Florida Resolution No. QUIT CLAIM DEED THIS QUIT CLAIM DEED made this day of, 20, by the City of Tampa, a municipal corporation organized and existing under the laws of the State of Florida, with its office and principal place of business at 315 East Kennedy Boulevard, Tampa, Florida 33602, (hereinafter Grantor ), in favor of (hereinafter Grantee ). WITNESSETH, that the Grantor, for and in consideration of the sum DOLLARS ($ ), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, by these presents does release, remise and quit claim unto the Grantee, its successors and assigns forever, all right, title and interest of Grantor in and to that certain parcel of land situate, lying and being in the County of Hillsborough and State of Florida, as more particularly described as follows, to-wit: LEGAL: See Exhibit A attached hereto and made a part hereof by this reference (the Property ). TO HAVE AND TO HOLD, the same together will all the tenements, hereditaments and appurtenances (if any), thereunto belonging or in anywise appertaining. WITHOUT LIMITING THE FOREGOING, this Quit Claim Deed also constitutes a release by Grantor of any and all of Grantor s Code Enforcement Board liens encumbering the Property as well as any assessment liens imposed by Grantor for the demolition of structures located on or for the mowing and upkeep of the Property existing as of the date hereof. 10

11 IN WITNESS WHEREOF, the said Grantor, has caused these presents to be executed in its name by its proper officers and its corporate seal to be hereto affixed the day and year first above written. Signed, sealed, and delivered in the presence of: CITY OF TAMPA, FLORIDA a Municipal Corporation BY: Bob Buckhorn IT S: Mayor APPROVED AS TO FORM: Jorge I. Martin Senior Assistant City Attorney ATTEST: City Clerk/Deputy City Clerk STATE OF FLORIDA COUNTY OF HILLSBOROUGH The foregoing instrument was acknowledged before me this day of, 20, by Bob Buckhorn, as Mayor of the City of Tampa., on behalf of the City and who is personally known to me. Signature of Acknowledger Name typed, printed or stamped NOTARY PUBLIC State of Florida at Large Serial No. (if any) My Commission Expires: 11

12 EXHIBIT C TO AGREEMENT SPECIAL NOTICE REGARDING PROPERTY ACQUIRED BY A TAX DEED IF THE CITY OF TAMPA ACQUIRED THE PROPERTY DESCRIBED IN THE FOREGOING EXHIBIT A FROM HILLSBOROUGH COUNTY BY WAY OF A TAX DEED, THEN THIS MEANS THAT A DEED WAS ISSUED BY HILLSBOROUGH COUNTY UNDER A STATUTORY PROCESS BECAUSE THE PRIOR PROPERTY OWNER FAILED TO PAY THE ANNUAL AD VALOREM TAXES DUE ON THE PROPERTY. IF A MISTAKE OCCURRED IN THE TAX DEED PROCESS, THE ISSUANCE OF THE TAX DEED COULD BE INVALIDATED. THIS RISK CAN BE ELIMINATED BY WAY OF A QUIET TITLE ACTION NAMING THE PRIOR OWNER(S) OF THE PROPERTY. THE CITY OF TAMPA HAS NOT BROUGHT A QUIET TITLE ACTION OR OTHERWISE INVESTIGATED TITLE TO THE PROPERTY AT THIS TIME. HOWEVER, YOU MAY NOT BE ABLE TO OBTAIN TITLE INSURANCE OR OBTAIN FINANCING FOR THE PROPERTY UNLESS YOU BRING A QUIET TITLE ACTION AGAINST THE PRIOR OWNER(S) OF THE PROPERTY. THE CITY OF TAMPA ENCOURAGES YOU TO CONSULT WITH AN ATTORNEY IF YOU HAVE ANY QUESTIONS REGARDING THIS NOTICE. THE UNDERSIGNED HEREBY ACKNOWLEDGES THAT THE UNDERSIGNED: (A) HAS RECEIVED THIS NOTICE FROM THE CITY OF TAMPA PRIOR TO EXECUTING ANY AGREEMENT TO PURCHASE THE PROPERTY DESCRIBED IN EXHIBIT A HERETO; (B) UNDERSTANDS THE STATEMENTS MADE IN THIS NOTICE; AND (C) AGREES TO KNOWINGLY ASSUME THIS RISK IF THE UNDERSIGNED CLOSES ON THE PURCHASE OF THE PROPERTY. EXECUTED THIS DAY OF, 20. WITNESSES: Name: (Print or Type Name) Name: (Print or Type Name) PURCHASER: Name: (Print or Type Name) 12

13 ADDENDUM TO AGREEMENT SELLER: PURCHASER: ADDRESS: CITY OF TAMPA 2905 and 2907 East Wilder Avenue 13