HomeMy WebLinkAboutAdis Kuduzovic-Edis Kuduzovic-9/8/2015REAL ESTATE PURCHASE AGREEMENT
TO: Adis Kuduzovic and Edis Kuduzovicr ("Seller")
FROM: City of Waterloo, Iowa ("Buyer")
Buyer hereby offers to buy, and the Seller by its acceptance agrees to sell, the real property
situated in Waterloo, Black Hawk County, Iowa, generally located at the northeast corner of
Ansborough Avenue and Upton Avenue, legally described as per the abstract of title, consisting
of assessor parcel no. 8913-22-153-031; together with any easements and appurtenant servient
estates, but subject to any reasonable easements of record for public utilities or roads, any zoning
restrictions customary restrictive covenants and mineral reservations of record, if any, herein
referred to as the "Property," upon the following terms and conditions:
1. PURCHASE PRICE. The Purchase Price shall be $35,000.00, which shall be due and
payable in full at closing.
2. POSSESSION AND CLOSING. Possession of the Property shall be delivered to Buyer
at closing. Closing shall occur at City Hall, 715 Mulberry Street, Waterloo, within thirty (30)
days after approval of this Agreement by the Waterloo City Council, subject to satisfaction of
any conditions stated in this Agreement.
3. REAL ESTATE TAXES. Seller shall pay taxes prorated to the closing date in
accordance with the provisions of Iowa Code § 427.2, and any unpaid real estate taxes payable in
prior years, either paying Buyer, or giving Buyer a credit, for all of such taxes. Buyer shall pay
all subsequent real estate taxes.
4. SPECIAL ASSESSMENTS. Seller shall pay at time of closing all instalhnents of special
assessments which are a lien on the Property as of closing or which can be verified to be owing
as of the closing date but are not yet certified as a lien. Buyer shall pay all other special
assessments or installments.
5. RISK OF LOSS AND INSURANCE. Seller agrees to maintain existing insurance to the
date of closing and shall bear the risk of loss or damage to the Property to the date of closing. In
the event of substantial damage or destruction prior to closing, the Buyer shall have the option to
complete the closing and receive insurance proceeds regardless of the extent of damages or to
declare this Agreement null and void.
6. FIXTURES. N/A
7. CONDITION OF PROPERTY. The Property as of the date of this Agreement, including
buildings, grounds, and all improvements, will be preserved by the Seller in its present condition
until closing, ordinary wear and tear excepted. Seller sells the Property "AS IS" and makes no
warranties, expressed or implied, as to the condition of the Property.
After acceptance of this Agreement, Buyer may, at its sole expense, have the property
inspected by a person or persons of its choice to determine if there are any environmental or
other deficiencies. Seller hereby grants to Buyer, its employees, agents and contractors, the right
to enter upon the Property at reasonable times and upon reasonable advance notice (oral or
written). Within this period, the Buyer may notify the Seller in writing of any deficiency, The
Seller shall immediately notify the Buyer in writing of what steps, if any, the Seller will take to
correct any deficiencies before closing. The Buyer shall then immediately in writing notify the
Seller that (1) such steps are acceptable, in which case this Agreement, as so modified, shall be
binding upon all parties; or (2) that such steps are not acceptable, in which case this Agreement
shall be null and void.
S. ABSTRACT AND TITLE. Seller, at its expense, shall promptly provide to Buyer an
from an abstract of title to the Property continued through a date that is within thirty (30) days of
the closing, and shall deliver it to Buyer's attorney for examination. It shall show marketable
title in Seller in conformity with this Agreement, Iowa law, and title standards of the Iowa State
Bar Association. The Seller shall make every reasonable effort to promptly perfect the title. If
closing is delayed due to Seller's inability to provide marketable title, this Agreement shall
continue in force and effect unless Buyer rescinds the Agreement after giving ten days' written
notice to SelIer. The abstract shall become the property of Buyer when the Purchase Price is
paid in full. Seller shall pay the costs of any additional abstracting and title work due to any act
or omission of Seller, including transfers by or the death of Seller or its assignees. After all valid
objections have been satisfied or provided for, Seller shall have no obligation to pay for further
abstracting, excepting any made necessary by its own affairs.
9. SURVEY. Buyer may, at Buyer's expense, have the Property surveyed and certified by a
registered land surveyor prior to closing if a survey is required by law. If the survey shows an
encroachment on the Property or if any improvements located on the Property encroach on lands
of others, the encroachments shall be treated as a title defect.
10. ENVIRONMENTAL MATTERS.
A. Seller warrants to the best of its knowledge and belief that there are no abandoned
wells, solid waste disposal sites, hazardous wastes or substances, or underground storage
tanks Located on the Property, the Property does not contain levels of radon gas, asbestos, or
urea -formaldehyde foam insulation which require remediation under current governmental
standards, and Seller has done nothing to contaminate the Property with hazardous wastes or
substances. Seller warrants that the property is not subject to any local, state, or federal
judicial or administrative action, investigation or order, as the case may be, regarding wells,
solid waste disposal sites, hazardous wastes or substances, or underground storage tanks.
Any exceptions to the warranties set forth above are fully described on a separate addendum
attached hereto.
The foregoing representations and warranties, and the environmental indemnifications set
forth in the following subparagraph B, shall survide the closing. In addition, the foregoing
representations and warranties and the indemnifications provisions in this Agreement shall
not be affected by any study, investigation, or inspection of the Property by Buyer or the
agents for Buyer.
B. Seller agrees to indemnify, defend and hold harmless Buyer from and against any and
all claims, demands, fines, penalties, causes of action, losses, damages, liabilities, expenses,
and costs (including but not limited to court costs and reasonable attorneys' fees, which may
include the value of services provided by Buyer's legal department or contract attorneys,
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incurred by Buyer to enforce this provision), asserted against or incurred by Buyer by reason
of or arising out of the breach of any representation or warranty of Seller set forth above.
C. Seller hereby represents that, to the best of its knowledge and belief, there is no active
or abandoned septic tank or septic system on the property, except as described here:
D. Buyer may, at Buyer's expense, have the Property inspected further for the existence
of any hazardous materials, substances, or wastes. Seller shall cooperate in providing
reasonable access to Buyer's inspectors and engineers. If hazardous materials, substances, or
wastes are discovered on the Property, Buyer's obligation hereunder shall be contingent upon
the removal of such materials, substances, conditions or wastes or other resolution of the
matter reasonably satisfactory to Buyer. However, in the event Seller is required to expend
any sum in excess of $1,000 to remove any hazardous materials, substances, conditions or
wastes, Seller shall have the option to cancel this transaction and declare this Agreement null
and void. The expense of any action necessary to remove or otherwise make safe any
hazardous material, substances, conditions or waste shall be paid by Seller, subject to Seller's
right to cancel this transaction as provided above.
11. DEED. Upon payment of the Purchase Price, Seller shall convey the Property to Buyer
by warranty deed, free and clear of all liens, restrictions, and encumbrances except as provided in
this Agreement. General warranties of the title shall extend to the time of delivery of the deed
excepting Liens and encumbrances suffered or permitted by Buyer.
12. JOINT TENANCY IN PROCEEDS AND IN REAL ESTATE. If Seller, immediately
preceding acceptance of the offer, holds title to the Property in joint tenancy with full rights of
survivorship, and the joint tenancy is not Iater destroyed by operation of law or by acts of the
Seller, then the proceeds of this sale, and any continuing or recaptured rights of Seller in the
Property, shall belong to Seller as joint tenants with fill rights of survivorship and not as tenants
in common; and Buyer in the event of death of any Seller, agree to pay any balance of the price
due Seller under this contract to the surviving Seller and to accept a deed from the surviving
Seller consistent with Paragraph 15.
13. JOINDER BY SELLER'S SPOUSE. Seller's spouse, if not a title holder immediately
preceding acceptance, executes this Agreement only for the purpose of relinquishing all rights of
dower, homestead, and distributive share or in compliance with Section 561.13 of the Code of
Iowa and agrees to execute the deed or real estate contract for this purpose.
14. STATEMENT AS TO LIENS. If Buyer intends to assume or take subject to a lien on the
Property, Seller shall furnish Buyer with a written statement prior to closing from the holder of
such lien, showing the correct balance due.
15. USE OF PURCHASE PRICE. At time of settlement, funds of the Purchase Price may be
used to pay taxes and other liens and to acquire outstanding interests, if any, of others.
16. 1031 EXCHANGE. N/A.
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17. APPROVAL OF COURT. N/A.
18, REMEDIES OF THE PARTIES.
A. If Buyer fail to timely perform this Agreement, Seller may forfeit it as provided in the
Iowa Code (Chapter 656), and all payments made shall be forfeited; or, at Seller's option,
upon thirty days' written notice of intention to accelerate the payment of the entire balance
because of Buyer's default (during which thirty days the default is not corrected), Seller niay
declare the entire balance immediately due and payable. Thereafter this Agreement may be
foreclosed in equity and the Court may appoint a receiver.
B. If Seller fails to timely perform this Agreement, Buyer has the right to have all
payments made returned to it, or Buyer may require specific performance by Seller.
C. Buyer and Seller are also entitled to utilize any and all other remedies or actions at
law or in equity available to them, and the prevailing parties shall also be entitled to obtain
judgment for costs and attorney fees.
19. NOTICE, Any notice under this Agreement shall be in writing and be deemed served
when it is delivered by personal delivery or mailed by certified mail, addressed to the parties at
the addresses given. below,
Seller: Adis and Edis Kuduzovic
Buyer: City of Waterloo
715 Mulberry Street
Waterloo, IA 50703
Attn: Community Planning & Development Director
20. GENERAL PROVISIONS. In the performance of each part of this Agreement, time
shall be of the essence. Failure to promptly assert rights_ herein shall not, however, be a waiver
of such rights or a waiver of any existing or subsequent default. This Agreement shall apply to
and bind the successors in interest of the parties. This Agreement shall survive the closing. This
Agreement contains the entire agreement of the parties and shall not be amended except by a
written instrument duly signed by Seller and Buyer. Paragraph headings are for convenience of
reference and shall not limit or affect the meaning of this Agreement. Words and phrases herein
shall be construed as in the singular or plural number, and as masculine, feminine or neuter
gender according to the context.
21. NO REAL ESTA1E AGENT OR BROKER. Neither party has used the service of a real
estate agent or broker in connection with this transaction.
22. ADDITIONAL PROVISIONS AND CONTINGENCIES.
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A. The parties acknowledge that Buyer is acquiring the Property for conununity
development purposes. Buyer's rights and duties under this Agreement are assignable to
any person or entity that will further the community development objectives
contemplated by Buyer.
B. Notwithstanding any signatures below by representatives of Buyer, this Agreement is
expressly subject to approval by the city council of Buyer.
C. Closing is contingent upon completion of environmental review and Buyer's receipt of
clearance from state/federal agencies as to same. This contingency is material to Buyer's
funding for the Property purchase.
D. Closing is contingent on Seller terminating all tenancies and removing all occupants and
possessions from the Property before Closing. Seller shall indemnify Buyer and hold it
harmless with respect to any and all claims of Seller or any third party for loss, damage or
destruction of any personal property or fixtures left on the Property after Closing. This
provision shall survive the Closing.
23. ENTIRE AGREEMENT. This Agreement represents the entire agreement between the
parties, superseding all prior or contemporaneous understandings, negotiations, discussions, or
agreements between the parties with respect to the subject matter hereof.
24. ACCEPTANCE. When accepted, this Agreement shall become a binding contract. If not
accepted by Seller on or before August 14, 2015, this Agreement shall be null and void.
Council Approval Date/
Accepted by Seller Date
BUYER SELLER
City of Wp{oo, Iowa
By:
ayor
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Adis Kuduzovic and Edis Kuduzovic
By:
Adis Kuduzovic
By: - '14( d-cv/i,
Edis Kuduzovic