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HomeMy WebLinkAboutL & H Farms, Ltd-9/2/2014CITY OF WATERLOO, IOWA COMMUNITY PLANNING AND DEVELOPMENT 715 Mulberry Street • Waterloo, IA 50703 • (319) 291-4366 Fax (319) 291-4262 CITY OF WATERLOO Council Communication City Council Meeting: September 2, 2014 Prepared: August 27, 2014 Dept. Head Signature: Noel Anderson, Community Planning & Development Director # of Attachments: 1 SUBJECT: Adopt a resolution approving the Memorandum of Agreement Regarding Prorating of Real Estate Taxes between the City of Waterloo and L & H Farms, Ltd., and authorize the Mayor and City Clerk to sign and fully execute any necessary documents. Submitted by: Noel Anderson, Community Planning and Development Director Recommended City Council Action: Resolution approving the document Summary Statement: Due to the complexity of the transaction for the City's acquisition of land (multi-year contract, exchange agreement with other properties, etc.) the attorney feel it is in the best interest of both parties to have this agreement to better determine the proration of taxes calculations. The purpose of the Agreement is to confirm the parties' agreement regarding the manner in which real estate taxes will be prorated. The parties acknowledge that the Exchange Agreement requires that taxes for the Real Estate are to be prorated to the closing date for the sale and purchase of the Real Estate, i.e., September 2014. Expenditure Required. NA Source of Funds: NA Policy Issue: Economic development - legal paperwork Alternative: NA Background Information: The acquisition of this land, through the use of TIF funds, helps the City of Waterloo competitively go after larger projects, which will ultimately bring new jobs, new businesses, and new tax base to the community. CITY WEBSITE: www.cityofwaterlooiowa.com WE'RE WORKING FOR YOU! An Equal Opportunity/Affirmative Action Employer Please return this copy to: City Clerk 8 Finance Dept. 715 Mulberry St. Waterloo, IA 50703 MEMORANDUM OF AGREEMENT REGARDING PRORATING OF REAL ESTATE TAXES This Agreement is entered into as of September 6g , 2014, by and between L & H Farms, Ltd. ("L&H") and the City of Waterloo, Iowa ("City"). RECITALS A. L&H and City are parties to a certain Exchange Agreement by which L&H will convey to City, as part of an exchange of like -kind real estate, certain real property described as: The South 46.8 feet of the North 545.55 feet of the North Half of the Southwest Quarter (N Y2 SW Ya) in Section No. 9, Township No. 88 North, Range No. 13 West of the Fifth Principal Meridian, Black Hawk County, Iowa, EXCEPT that part thereof conveyed to the City of Waterloo in a deed filed March 14, 2012 as Doc. No. 2012-16922 in the Office of the Black Hawk County Recorder (the "Real Estate"). B. The purpose of this Agreement is to confirm the parties' agreement regarding the manner in which real estate taxes will be prorated. The parties acknowledge that the Exchange Agreement requires that taxes for the Real Estate are to be prorated to the closing date for the sale and purchase of the Real Estate, i.e., September 30, 2014. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises exchanged herein, and for other consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree that L&H will pay the full tax bills for the Real Estate that are due on or before September 30, 2014 and March 31, 2015. Concurrently with said payment, L&H will also deliver a check in the amount of $21.48, payable to the Black Hawk County Treasurer, to the office of City's legal counsel, namely, Clark Butler Walsh & Hamann, 315 E. 561 Street, Waterloo, Iowa, 50703, Attn: Chris Wendland. City's legal counsel will be responsible for remittance of said check to the treasurer's office as a prepayment of L&H's prorated share of the September 2015 tax installment. The parties acknowledge that the sum of $21.48 is a good -faith estimate based on currently available information. The parties also acknowledge that, when tax bills are issued in August 2015, the Real Estate will not be taxed as a separate parcel from the larger parcels of which it is a portion, but that the treasurer's office has indicated that taxes otherwise attributable to the Real Estate will not be included in said tax bills for the larger parcels. The August 2015 tax bills for the larger parcels will be the full and sole responsibility of L&H. The parties agree to cooperate reasonably and in good faith, and to take such further steps as may be reasonably necessary or advisable, to cavy out the purpose and intent of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized representatives as of the date first set forth above. L & H FARMS, LTD. By: Curtis G. Hollis, President CITY OF VRLOO, IOWA By: Ernest G. Clark, Mayor Atte uzy Schar s, City Clerk lieu HIII I II REAL ESTATE TRANSFER - DECLARATION OF VALUE Please read the instructions on the reverse side BEFORE completing and filing this form. Part I - TO BE COMPLETED BY BUYER, SELLER OR AGENT Date of Instrument. 09/30/2014 A Deed _1 ® Contract _ 2 0 A SELLER: L & H Farms, Ltd. Phone: (319) 296-2255 Seller Address: 7502 Hammond Avenue, Waterloo, Iowa 50701 BUYER: City of Waterloo Buyer Address. 715 Mulberry Street, Waterloo, IA 50703 Address of Property Conveyed: No Street Address e-mail. bghollis@lanehaven.com Phone: (319) 291-4366 e-mail noel.anderson@waterloo-ia.org Legal Description: See 1 in Addendum Type of Sale: 0 Sale between related parties/family 0 Sale of partial interest 0 Trade 0 Quit Claim Deed 0 Auction Was this a sale of AG LAND to: ❑ Corporation 0 Trust 0 Alien 0 Non -Resident Alien 0 Limited Partnership / DECLARATION OF VALUE STATEMENT 1. Total Amount Paid $ 131,949.00 2. Amount Paid for Personal Property (see instructions) $ 3. Amount Paid for Real Property Only (1 minus 2) $ 131,949.00 I HEREBY DECLARE THAT THE INFORMATION CONTAINED IN PART I OF THIS FORM IS TRUE AND CORRECT AS DETAILED ON THE BACK OF THIS FORM . Printed Name: Phone #: Signature 0 Buyer or 0 Seller or ❑ Agent or 0 Attorney PART II - TO BE COMPLETED BY THE ASSESSOR Primary Classification: 0 Res _4_ 0 Com _5_ 0 Ind _2_ ❑ Ag _ 1_ 0 MultiRes _7_ City/Township Primary Parcel Number A YearBit Occ NUTC 1 l• Classification Land Building Dwelling Total Residential Commercial Industrial Agricultural Multi Residential Comments: Effective On or Before 09/01/14 Iowa Department of Revenue ISBA 57006a (07/23/14) Addendum The South 46.8 feet of the North 545.55 feet of the North Half of the Southwest Quarter (N '/2 SW 'A) in Section No. 9, Township No. 88 North, Range No. 13 West of the Fifth Principal Meridian, Black Hawk County, Iowa, EXCEPT that part thereof conveyed to the City of Waterloo in a deed filed March 14, 2012 as Doc. No. 2012-16922 in the Office of the Black Hawk County Recorder. Subject to easements, restrictions, covenants, ordinances and limited access provisions of record and not of record. A. Settlement Statement (HUD -1) OMB Approval No. 2502-0265 B. Type of Loan 1.0 FHA 2.0 RHS 3.0 Conv. Unins 4.0 VA 5.0 Conv. Ins 6. File Number. 7. Loan Number 8. Mortgage Insurance Case Number. C. Note: This form is furnished to give you a statement of actual settlement costs. Amounts paid to and by the settlement agent are shown. Items marked "(p.o.c.)" were paid outside the closing; they are shown here for informational purposes and are not included in the totals. D. Name & Address of Borrower: City of Waterloo 715 Mulberry Street Waterloo, IA 50703 E. Name & Address of Seiler: L & H Farms, Ltd. 7502 Hammond Avenue Waterloo, IA 50701 F. Name & Address of Lender: G. Property Location: S 46.8 feet of N 545.55 feet N 1/2 SW 1/4 Sec 9-88-13 Waterloo, IA Lot: Block: H. Settlement Agent: Mark S. Rolinger 415 Clay Street Cedar Falls, IA 50613 TIN: Phone: (319) 277-6830 Place of Settlement: 415 Clay Street Cedar Falls, IA 50613 I. Settlement Date: 9/30/2014 Funding Date: 9/30/2014 J. Summary of Borrower's Transaction K. Summary of Seller's Transaction 100. Gross Amount Due From Borrower 400. Gross Amount Due To Seller 101. Contract sales price 131, 949.00 401. Contract sales price 131, 949.00 102. Personal property 402. Personal property 103. Settlement charges to borrower (line 1400) 403. 104. 404. 105. 405. Adlustments for Items paid by seller In advance Adlustments for Items paid by seller In advance 106. City/town taxes: 406. City/town taxes: to to 107. County taxes: 407. County taxes: to to 108. Assessments: 408. Assessments: to to 109. 409. 110. 410. 111. 411. 112. 412. 120. Gross Amount Due From Borrower 131, 949.00 420. Gross Amount Due To Seller 131, 949.00 200. Amounts Paid By Or In Behalf Of Borrower 500. Reductions In Amount Due To Seller 201. Deposit or eamest monev 501. Excess deposit (see instructions) 202. Principal amount of new loan(s) 502. Settlement charges to seller (line 1400) 417.40 203. Existing loan(s) taken subject to 503. Existing loan(s) taken subiect to 204. 504. Payoff of first mortgage loan 205. 505. Payoff of second mortgage loan 206.Buyer's conveyance of 506.Buyer's conveyance of 207. replacement property 131,949.00 507. replacement property 131,949.00 208. 508. 209. 509. Adjustments for items unpaid by seller Adlustments for Items unpaid by seller 210. City/town taxes: 510. City/town taxes: to to 211. County taxes: 511. County taxes: to POC to POC 212. Assessments: 512. Assessments: to to 213. 513. 214. 514. 215. 515. 216. 516. 217. 517. 218. 518. 219. 519. 220. Total Paid By/For Borrower 131, 949.00 520. Total Reduction Amount Due Seller 132, 366.40 300. Cash At Settlement From/To Borrower 600. Cash At Settlement To/From Seller 301. Gross Amount due from borrower (line 120) 131, 949.00 601. Gross amount due to seller (line 420) 131, 949.00 302. Less amounts paid bv/for borrower (line 220) 131, 949.00 602. Less reductions in amount due seller (line 520) 132, 366.40 303. Cash ® From 0 To Borrower 0.00 603. Cash 0 To ® From Seller 417.40 The Public Reporting Burden for this collection of information is estimated at 35 minutes pe response for collecting, reviewing, and reporting the data. This agency may not collect this information, and you are not required to complete this form, unless it displays a currently valid OMB control number. No confidentiality is assured; this disclosure is mandatory. This is designed to provide the parties to a RESPA covered transaction with information during the settlement process. © 2009-2011 Easy Soft. Previous editions are obsolete. Page 1 of 3 HUD -1 L. Settlement Charges File Number: Loan Number: 700. Total Real Estate Broker Fees Paid From Borrower's Funds at Settlement Paid From Seller's Funds at Settlement Division of Commission (line 700) as follows: 701. $ to 702. $ to 703. Commission paid at settlement 704. 800. Items Payable In Connection With Loan 801. Our origination charge $ (from GFE #1) 802. Your credit or charge (points) for the specific interest rate chosen $ (from GFE #2) 803. Your adjusted origination charges (from GFE A) 804. Appraisal fee to (from GFE #3) 805. Credit report to (from GFE #3) 806. Tax service to (from GFE #3) 807. Flood certification (from GFE #3) 808. 809. 810. 811. 900. Items Required By Lender To Be Paid In Advance 901. Daily interest charges from 9/30/2014 to 10/1/2014 @ $ /day (from GFE #10) 902. Mortgage insurance premium for 0 months to (from GFE #3) 903. Homeowner's insurance for 0 years to (from GFE #11) 904. 905. 1000. Reserves Deposited With Lender 1001. Initial deposit for your escrow account (from GFE #9) 1002. Homeowner's insurance months @ per mo $ 1003. Mortgage insurance months @ per mo $ 1004. Property taxes months @ per mo $ 1005. months @ per mo $ 1006. months @ per mo $ 1007. Aggregate Adiustment $ 0.00 1100. Title Charges 1101. Title services and lender's title insurance (from GFE #4) 1102. Settlement or closing fee 1103. Owner's title insurance (from GFE #5) 1104. Lender's title insurance 1105. Lender's title policy limit $ 1106. Owner's title policy limit $ 1107. Agent's portion of the total insurance premium $ 1108. Underwriter's portion of the total insurance premium $ 1109. 1110. 1111. 1200. Government Recording and Transfer Charges 1201. Govemment recording charges (from GFE #7) 1202. Deed $17.00 Mortgage $ Release $ 17.00 1203. Transfer taxes (from GFE #8) 1204. City/Countytax/stamps: Deed $210.40 Mortgage $ 210.40 1205. State tax/stamps: Deed $ Mortgage $ 1206. $ 1207. $ 1300. Additional Settlement Charges 1301. Required services that you can shop for (from GFE #6) 1302. 1303. 1304. Lien Report to Black Hawk County Abstract 190.00 1305. Document Preparation to Redfern Law Firm P.O.C. 1306.Closinq Fee to Redfern Law Firm P.O.C. 1307. 1308. 1400. Total Settlement Charges (enter on lines 103, Section J and 502, Section K) 417.40 I have carefully reviewed the HUD -1 Settlement Statement and to the best of my knowledge and belief, it is a true and accurate statement of all receipts and disbursements made on my account or by me in this transaction. I further certify that I have received a copy of the HUD -1 Settlement Statement. City of Waterloo Buyer/Borrower L & H Farms, Ltd. Seller Buyer/Borrower Seller This Settlement Statement which I've prepared is a true and accurate account of this transaction. I've caused or will cause the funds to be disbursed in accordance with this statement. 9/30/2014 Mark S. Rolinger Settlement Agent Date WARNING: It is a crime to knowingly make false statements to the United States on this or any other similar form. Penalties upon conviction can include a fine or imprisonment. 0 2009-2011 Easy Soft. Previous editions are obsolete. Page 2 of 3 HUD -1 Comparison of Good Fatth Estimate (GFE) and HUD -1 Charges Charges That Cannot Increase HUD -1 Line Number Our origination charge #801 Your credit or charge (points) for the specific rate chosen #802 Your adjusted origination charges #803 Transfer taxes #1203 Charges That In Total Cannot Increase More Than 10% Govemment recording charges 1 #1201 Total Increa between GFE and HUD -1 Charges Charges That Can Change Initial deposit for your escrow account #1001 Daily interest charges #901 Homeowner's insurance #903 Loan Terms Good Faith Estimate HUD -1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Good Faith Estimate HUD -1 0.00 0.00 0.00 0.00 0.00 Good Faith Estimate HUD -1 0.00 0.00 0.00 0.00 0.00 0.00 Your initial loan amount is $ Your loan term is Years Your initial interest rate is Your initial monthly amount owed for principal, interest, and any mortgage insurance is $ includes 0 Principal ❑ Interest ❑ Mortgage Insurance Can your interest rate rise? x❑ No. 0 Yes, it can rise to a maximum of %. The first change will be on and can change again every after . Every change date, your interest rate can increase or decrease by %. Over the life of the loan, your interest rate is guaranteed to never be lower than % or higher than %. Even if you make payments on time, can your loan balance rise? 0 No. 0 Yes, it can rise to a maximum of $ . Even if you make payments on time, can your monthly amount owed for principal, interest, and mortgage insurance rise? ❑X No. 0 Yes, the first increase can be on and the monthly amount owed can rise to $ . The maximum it can ever rise to is $ . Does your loan have a prepayment penalty? O No. 0 Yes, your maximum prepayment penalty is $ . Does your loan have a balloon payment? O No. 0 Yes, you have a balloon payment of $ due in years on . Total monthly amount owed including escrow account payments I l You do not have a monthly escrow payment for items, such as property taxes and homeowner's insurance. You must pay these items directly yourself. 0 You have an additional monthly escrow payment of $ that results in a total initial monthly amount owed of $ . This includes principal, interest, any mortgage insurance and any items checked below: ❑ Property taxes 0 Homeowner's insurance ❑ Flood insurance 0 ❑ 0 Note: If you have any questions about the Settlement Charges and Loan Terms listed on this form, please contact your lender. © 2009-2011 Easy Soft. Previous editions are obsolete. Page 3 of 3 HUD -1 3 Veleta ST Ala OAR A>IBOQNTONFT oASsEdRi1PMo. ,a Mark S. ROIIri�Zr _ NTMLd6i1.E oITMUMW TRW -•..,. CONSULT 10"RLAMM 041 p 3'' ° REAL ESTATE CONTRACT .r 4;,' (SHORT FORM) IT IS AGREED between Cecil H. Sieulaffand Reay A,SienlefE married perms ("Sellers"); andHallie Fsmns. Inc..n. Iowa comoration ("Buyers"). Sellers agree to sell and Buyers agree to buy real estate in . Black Hawk County, Iowa described as: The forth 1/4 of the Southwest Quarter of the Southeast Quarter (N 1/4 SW 1/4 SE 1/4) of Section 10, Township 27 North, Range 14 West of the Sth P.M. in Black Hawk County, lowa, except the highway and adjoining public right of way (9.325 tillable acres, more or less). with any easements and appurtenant servient estates, but subject to the following: a. any zoning and other ordinances; b. any covenants of record; c. any easements of record for public utilities, roads and highways; and d. (consider lien; mineral rights; other easements; interest of others.) (the "Real Estate.), upon the following terms: 1. PRICE. The total purchase price for the Real Estate is One Hundred Thixty-Ona Thousand Nine Hundred Forty -Nine and 0/100 Dollars ($ 13.1a9.00 ) of which One and 0/100 Dollars ($ 1.00 ) has been delivered to Seller and is being held as earnest money. Buyer shall pay the balance of the purchase price to Sellers in cash at closing which shall occur on or before September 30, 2014. .e..1,• e7Mbrs ails NrAematuu Mt 14i R1ML=TATE• BNORTFORS /Wind kips #D13 2. INTEREST. - - - - - - - = - - _ = -- thc rate of percent per annum, payable Buyers shall else pay interest at the rate of 8 percent per annum on all delinquent amounts and any sum reasonably advanced by Sellers to protect their interest in this contract, computed from the date of the delinquency or advance. 3. REAL ESTATE TAXES. Sellers shall pay: aneral real estate tis that accru thttwgh th- Closins Date. which based on the anticipated Closing Date will be approximately 1/2 of the installment of general real estate taxes clue September 30. 2015 any unpaid real estate taxes payable in prior years. Buyers shall pay ail subsequent real estate taxes. Any proration of real estate taxes on the Real Estate shall be based upon such taxes for the year currently payable unless the parties state otherwise. 4. SPECIAL ASSESSMENTS. Sellers shall pay all special assessments which are a lien on the Real Estate as of the date of this contract . All other special assessments shall be paid by Buyers. 5. POSSESSION CLOSING. Sellers shall give Buyers possession of the Real Estate on or before 9130114 , provided Buyers are not in default under this contract. Closing shall be on or before 9/30/14 . subject to G. in the Addendum. 6. INSURANCE. Sellers shall maintain existing insurance upon the Real Estate until the date of possession. Buyers shall accept insurance proceeds instead of Sellers replacing or repairing damaged improvements. After possession and until full payment of the purchase price, Buyers shall keep the improvements on the Real Estate insured against loss by fire, tornado, and extended coverage for a sum not less than 80 percent of full insurable value payable to the Sellers and Buyers as their interests may appear. Buyers shall provide Sellers with evidence of such insurance. 7. ABSTRACT AND TITLE. Sellers, at their expense, shall promptly obtain an abstract of title to the Real Estate continued through the date of this contract and deliver it to Buyers for examination. It shall show merchantable title in Sellers in or conformity with this contract, Iowa law and the Title Standards of the lowa State Bar Association. The abstract shall become the property of the Buyers when the purchase price is paid in full, however, Buyers reserve the right to occasionally use the abstract prior to full payment of the purchase price. Sellers shall pay the costs of any additional abstracting and title work due to any act or omission of Sellers, including transfers by or the death of Sellers or their assignees. 8. FIXTURES. All property that integrally belongs to or is part of the Real Estate, whether attached or detached, such as light fixtures, shades, rods, blinds, awnings, windows, storm doors, screens, plumbing fixtures, water heaters, water softeners, automatic heating equipment, air conditioning equipment, wall to wall carpeting, built-in items and electrical service cable, outside television towers and antenna, fencing, gates and landscaping shall be considered a part of Real Estate and included in the sale except: (consider: rental items.) 9. CARE OF PROPERTY. Buyers shall take good care of the property; shall keep the buildings and other improvements now or later placed on the Real Estate in good and reasonable repair and shall not injure, destroy or remove the property during the term of this contract. Buyers shall not make any material alteration to the Real Estate without the written consent of the Sellers. 10. DEED. Upon payment of purchase price, Sellers shall convey the Real Estate to Buyers or their assignees, by warranty deed, free and clear of all liens, restrictions, and encumbrances except as provided herein, Any general warranties of title shall extend only to the date of this contract, with special warranties as to acts of Sellers continuing up to time of delivery of the deed. 11. REMEDIES OF THE PARTIES. a. If Buyers (a) fall to make the payments aforesaid, or any part thereof, as same become due; or (b) fail to pay the taxes or special assessments or charges, or any part thereof, levied upon said property, or assessed against it, by any taxing body before any of such items become delinquent; or (c) fall to keep the property Insured; or (d) fail to keep it In reasonable repair as herein required; or (e) fail to perform any of the agreements as herein made or required; then Sellers, in addition to any and all other Legal and equitable remedies which they may have, at their option, may proceed to forfeit and cancel this contract as provided by law (Chapter 658 Code of Iowa). Upon completion of such forfeiture Buyers shall have no right of reclamation or compensation for money paid, or improvements made; but such payments andlor improvements if any shall be retained and kept by Sellers as compensation for the use of said property, and/or as liquidated damages for breach of this contract ; and upon completion of such forfeiture, if the Buyers, or any other person or persons shall be in possession of said real estate or any part thereof, such party or parties in possession shall at once peacefully remove therefrom, or failing to do so may be treated as tenants holding over, unlawfully after the expiration of lease, and may accordingly be ousted and removed as such as provided by law. b. If Buyers fail to timely perform this contract, Sellers, at their option, may elect to declare the entire balance immediately due and payable after such notice, if any, as may be required by Chapter 854, The Code. Thereafter this contract may be foreclosed in equity and the court may appoint a receiver to take Immediate possession of the property and of the revenues and Income accruing therefrom and to rent or cultivate the same as the receiver may deem best for the interest of all parties concerned, and such receiver shall be liable to account to Buyers only for the net profits, after application of rents, issues and profits from the costs and expenses of the receivership and foreclosure and upon the contract obligation. It Is agreed that if this contract covers less than ten (10) acres of land, and in the event of the foreclosure of this contract and sale of the property by sheriffs sale in such foreclosure proceedings, the time of one year for redemption from said sale provided by the statutes of the State of Iowa shall be reduced to six (8) months provided the Sellers, in such action file an election to waive any deficiency Judgment against Buyers which may arise out of the foreclosure proceedings; all to be consistent with the provisions of Chapter 628 of the lowa Code. If the redemption period is so reduced, for the first three (3) months after sale such right of redemption shall be exclusive to the Buyers, and the time periods in Sections 628.5, 628.15 and 828.16 of the Iowa Code shall be reduced to four (4) months. It Is further agreed that the period of redemption after a foreclosure of this contract shall be reduced to sixty (60) days if all of the three following contingencies develop: (1) The real estate is less than ten (10) acres in size; (2) the Court finds affirmatively that the said real estate has been abandoned by the owners and those persons personally liable under this contract at the time of such foreclosure; and (3) Sellers in such action file an election to waive any deficiency judgment against Buyers or their successor in interest in such action. if the redemption period is so reduced, Buyers or their successors In interest or the owner shag have the exclusive right to redeem for the first thirty (30) days after such sale, and the time provided for redemption by creditors as provided in Sections 628.5, 928.15 and 628.16 of the Iowa Code shall be reduced to forty (40) days. Entry of appearance by pleading or docket entry by or on behalf of Buyers shall be presumption that the property Is not abandoned. Any such redemption period shall be consistent with all of the provisions of Chapter 628 of the Iowa Code. This paragraph shall not be construed to limit or otherwise affect any other redemption provisions contained in Chapter 828 of the Iowa Code. Upon completion of such forfeiture Buyers shall have no right of reclamation or compensation for money paid, or improvements made; but such payments and for improvements if any shall be retained and kept by Sellers as compensation for the use of said property, and/or as liquidated damages for breach of this contract; and upon completion of such forfeiture, If Buyers, or any other person or persons shall be in possession of said real estate or any part thereof, such party or parties in possession shall at once peacefully remove therefrom, or falling to do so may be treated as tenants holding over, unlawfully after the expiration of a lease, and may accordingly be ousted and removed as such es provided by law. c. if Sellers fail to timely perform their obligations under this contract, Buyers shall have the right to terminate this contract and have all payments made returned to them. d. Buyers and Sellers are also entitled to utilize any and all other remedies or actions at law or in equity available to them. e. In any action or proceeding relating to this contract the successful party shall be entitled to receive reasonable attorney's fees and costs as permitted by law. 12. JOINT TENANCY IN PROCEEDS AND IN REAL ESTATE. If Sellers, immediately preceding this contract, hold title to the Real Estate in joint tenancy with full right of survivorship, and the Joint tenancy is not later destroyed by operation of law or by acts of Sellers, then the proceeds of this sale, and any continuing or recaptured rights of Sellers in the Real Estate, shall belong to Sellers as joint tenants with full right of survivorship and not as tenants in common; and Buyers, in the event of the death of either Seller, agree to pay any balance of the price due Sollars under this contract to the surviving Seiler and to accept a deed from the surviving Seller consistent with paragraph 10. 13. JOINDER BY SELLER'S SPOUSE. Seller's spouse, If not a titleholder immediately preceding acceptance of this otter, executes this contract only for the purpose of relinquishing all rights of dower, homestead and distributive shares or in compliance with Section 561.13 of the Iowa Code and agrees to execute the deed for this purpose. 14. TINE IS OF THE ESSENCE Time is of the essence in this contract. 15. PERSONAL PROPERTY. If this contract includes the sale of any personal property, Buyers grant the Sellers a security interest in the personal property and Buyers shall execute the necessary financing statements and deliver them to Sellers. 16. CONSTRUCTION. Words and phrases In this contract shall be construed as in the singular or plural number, and as masculine, feminine or neuter gender, according to the context. 17. RELEASE OF RIGHTS. Each of the Seller hereby relinquishes all rights of dower, homestead and distributive share in and to the property and waives all rights of exemption as to any of the property. 18. CERTIFICATION. Buyers and Sellers each certify that they are not acting, directly or Indirectly, for or an behalf of any person, group, entity or nation named by any Executive Order or the United States Treasury Department as a terrorist, 'Specially Designated National and Blocked Person° or any other banned or blocked parson, entity, nation or transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign Assets Control; and are not engaged in this transaction, directly or indirectly on behalf of, any such person, group, entity or nation. Each party hereby agrees to defend, indemnify and hold harmless the other party from and against any and all claims, damages, losses, risks, liabilities and expenses (including attomey's fees and costs) arising from or related to my breach of the foregoing certification. • I UNDERSTAND THAT HOMESTEAD PROPERTY IS IN MANY CASES PROTECTED FROM THE CLAIMS OF CREDITORS AND EXEMPT FROM JUDICIAL SALE; AND THAT BY SIGNING THIS CONTRACT, 1 VOLUNTARILY GIVE UP MY RIGHT TO THIS PROTECTION FOR THIS PROPERTY WITH RESPECT TO CLAIMS BASED UPON THIS CONTRACT. Dated: JD - i8 i3 Dated: __ex _....te2i, L. Hollis Farms, Inc. BUYERS BUYERS 19. INSPECTION OF PRIVATE SEWAGE DISPOSAL SYSTEM. Delete inappropriate alternatives below. If no deletions are made, the provisions set for the in Paragraph A shall be deemed selected. (a) Seller represents and warrants to Buyer that the Property is not served by a private sewage disposal system, and there are no known private sewage disposal systems on the property. (b) (c) 20. ADDITIONAL PROVISIONS. See Addendum. Dated: 0 0 Cecil H. Siegl Betty A. Sie 3 BUYERS STATE OF IOWA , COUNTY OF BLACK HAWK This record was acknowledged before me this / g day ofC by CK.' e. ss ._ !: d __,, EVA R ATWOOD Notarial Seal - Iowa Commission # 76J01 � „ 0 r My Commission Expires ,SS Ignature . otary Public STATE 0 • • BLACK HAWK This record was acknowledged before me this g day of 1 „ ��,,3 , by Blake O. Hollis, President of Hollis Farms Inc. STATE OF , COUNTY OF This record was acknowledged before me this day of by Signature of Notary Public STATE OF , COUNTY OF This record was acknowledged before me this day of by OS of , Signature of Notary Public STATE OF , COUNTY OF This record was acknowledged before me this day of by as of Signature of Notary Public Seller: Cecil H. Sieglaff and Betty A. Sieglaff, married persons Buyer: Hollis Farms, Inc. Property: N'/a SW 1/4 SE' Section 10-87-14, Black Hawk County, Iowa ADDENDUM 20. Additional Provisions. 3 A. Buyer shall have the right to assign its interest in this contract to a third party. Without limiting the foregoing, Buyer shall have the right to assign its interest in this Real Estate Contract (referred to as Real Estate Contract #3 in related contracts) to the City of Waterloo, Iowa, for the purpose of facilitating the City of Waterloo's acquisition of the Real Estate and subsequent exchange of the Real Estate with L & H Farms, Ltd., as part of a like -kind exchange under §1031 of the Internal Revenue Code. The assignment and like -kind exchange shall be accomplished at no expense to Sellers and is not a condition to this Contract. B. Buyer and Seller are entering into four (4) additional real estate contracts contemporaneously with the execution of this Real Estate Contract. Together, the five (5) contracts provide for Buyer's acquisition of all of Seller's real estate in the SE 1/4 of Section 10- 87-14. In the event Seller breaches any of the five (5) contracts, Buyer may, in addition to any other relief available at law or equity, including specific performance, declare any of the remaining contracts that have not yet been closed upon null and void. C. Intentionally Omitted. D. Intentionally Omitted. E. Intentionally Omitted. F. Seller's liability for closing costs will be limited to Seller's attorney fees, pro- rated real estate taxes and revenue stamps. Buyer shall pay all other closing costs, including but not limited to abstracting and deed preparation. G. Buyer to take title subject to rights of any tenants in possession under a one-year agricultural lease. H. Purchase price to be reduced by the amount paid to Seller, if any, by MidAmerican Energy or other power companies for easements or acquisitions of land for power lines. Buyer: Hollis Farms, Inc. By: Title: 0.rive,/r 3 Sellers: Cecil H. Sieglaff