HomeMy WebLinkAboutL&H Farms, Ltd. - Exchange Agreement & Assignment of R.E. Contract - 5/3/2021 MEMORANDUM OF AGREEMENT
REGARDING PRORATING OF REAL ESTATE TAXES
This Agreement is entered into this 14th day of May, 2021, 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:
That part of the East One-half of the Northwest Quarter of Section No. 9,
Township No. 88 North, Range No. 13 West of the Fifth Principal Meridian in
Black Hawk County, Iowa lying Southerly of Highway U.S.No. 520 as described
in 539 LD 996, except that part conveyed to the State of Iowa in Doc. #2006-
18278 and except the South 103.6 feet thereof conveyed to the City of Waterloo
in Doc.#2020-00016154.
Subject to easements, restrictions, covenants, ordinances and limited access
provisions of record and not of record.
(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, likely May 14, 2021.
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 bill for the Real Estate that is due on or before September
30, 2021. Concurrently with said payment, L&H will also deliver a check in the amount of
$916.65,payable to the Black Hawk County Treasurer,to the office of City's legal counsel,
namely, Clark Butler Walsh &Hamann, 315 E. 5th 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 March 2022 tax installment. The parties
acknowledge that the sum of$916.65 is a good-faith estimate based on currently available
information. The parties agree to cooperate reasonably and in good faith, and to take such
further steps as may be reasonably necessary or advisable,to carry 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.
[SIGNATURES ON THE FOLLOWING PAGE]
L&H FARMS, LTD. CITY OF WATERLOO, IOWA
By: LANEHAVEN FARMS, INC., Partner By:
Quentin M. Hart,Mayor
By:
Curtis G. Hollis, President
Attest:
Kelley Felchl , City Clerk
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ASSIGNMENT OF REAL ESTATE CONTRACT
THIS ASSIGNMENT is made and entered into this 10 day of May, 2021,by and
between Brian Hargens, and the City of Waterloo.
1. Assignment. Brian Hargens hereby assigns a 56.8383%interest in his rights,to
acquire the The Northwest Quarter(NW '/4) of Section Thirty-three (33),Township Eighty-seven
(87)North,Range Thirteen(13) West of the Fifth Principal Meridian, Black Hawk County, Iowa,
entered into between Thomas C. Hayes et. al. as Seller and Brian Hargens as Buyer(hereinafter
the"Purchase Agreement')to the City of Waterloo.
2. Acceptance of Assignment. The City of Waterloo hereby accepts assignment of
the Purchase Agreement.
3. Hold Harmless. Brian Hargens agrees to indemnify the City of Waterloo and hold
the City of Waterloo harmless from any an all liability on the part of Hargens to complete the
purchase of the remaining 43.1617% interest in the real estate included in the Purchase
Agreement.
THE CITY OF WATERLOO, IOWA,
A MUNICIPAL CORPORATION
By: ( vt dl d�Ql!bA
Quentin M. Hart, Mayor Brian Hargens
By:
Kelley FelclQe, City Clerk
EXCHANGE AGREEMENT
THIS EXCHANGE AGREEMENT is entered into this 141h day of May,2021, by and
between the City of Waterloo, Iowa, a municipal corporation("City"), and L&H Farms,Ltd., an
Iowa general partnership ("LHP).
WHEREAS, City has offered to purchase a 56.8383% interest in the NW 1/4 of Section
33-87-13, Black Hawk County, Iowa, which represents the equivalent of 92 acres more or less of
the Black Hawk County agricultural land more fully described on the attached Exhibit"A"
(hereinafter"Farm Land") for the sum of$1,336,269.46 on or before May 14, 2021, if LHF will
agree to accept a conveyance of the Farm Land in exchange for the remaining 28.499 acres more
or less of development land located at the intersection of U.S. Highway 20 and Ansborough
Avenue; and
WHEREAS, LHF is the owner of 28.499 acres more or less of real property located at the
southeast corner of the intersection of U.S. Highway 20 and Ansborough Avenue described on
the attached Exhibit"B"(hereinafter"Development Land"); and
WHEREAS, LHF is willing to convey the Development Land to City in exchange for the
Farm Land so as to qualify the transaction for the non-recognition of gain under Internal Revenue
Code Sec. 1031 (such exchange being hereafter referred to as the "Exchange").
NOW, THEREFORE, in consideration of the mutual covenants herein contained and for
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged,the parties agree as follows:
Section 1. Construction and Interpretation.
This Agreement shall be carried out, governed by, and construed in accordance with the laws of
Iowa and, to the extent necessary or appropriate, to obtain like-kind exchange treatment under
Internal Revenue Code §1031. The parties agree to execute any additional documents required to
allow this transaction to so qualify. LHF agrees to bear any expenses associated with document
preparation necessary to qualify the Exchange for like-kind exchange treatment.
Section 2. Contingencies.
2.1 City's obligations herein are subject to and conditioned upon the following:
A. The City Council for the City of Waterloo, Iowa, adopting a resolution authorizing City to
take assignment of a 56.8383% interest in the contract to purchase the Farm Land
pursuant to the agreed-upon terms and conditions of the assignment set forth in Section 3
below, and further authorizing City to purchase the 56.8383% interest in the Farm Land
for the sum of$1,336,269.46 pursuant to the terms and conditions of said contract;
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B. The City Council for the City of Waterloo adopting a resolution authorizing City to
convey the 56.8383%interest in the Farm Land to LHF in exchange for the Development
Land by directing the sellers of the Farm Land to convey it directly to LHF in accordance
with the terms of that certain Option Exchange Agreement between City and LHF dated
March 8, 2010, as amended on March 30, 2015;
C. City completing its purchase of the Fann Land prior to closing on this exchange with
LHF.
2.2 LHF's obligations herein shall be subject to and conditioned upon City completing its
purchase of the Farm Land.
Section 3. Terms of Assignment.
City will be taking assignment of a 56.8383% interest in an existing contract to purchase the
Farm Land. A copy of said contract, as amended, is attached to this Agreement as Exhibit"C."
A copy of the Assignment is attached as Exhibit"D."
Section 4. Conveyance of Property.
4.1 City agrees to require the current owners of the Farm Land to convey said real property
directly to LHF by warranty deed as consideration for LHF's conveyance of the
Development Land to City by warranty deed;
4.2 City agrees to accept the conveyance of the Development Land in accordance with the
terms and conditions of this Exchange Agreement.
4.3 In recognition of LHF's role in identifying and pre-approving the Farm Land for
acquisition by City for purposes of this Agreement,LHF agrees to accept the conveyance
of the Farm Land"as is," subject to all conditions, easements, restrictions and other
characteristics, and hereby acknowledges that City has not made and will not make any
representation or warranty with respect to the Farm Land, whether as to merchantability
of said land, its fitness for any particular purpose, or otherwise.
4.4 The parties agree that both the Farm Land and the Development Land shall be deemed to
have a value of$1,336,269.46 for purposes of this transaction.
4.5 No cash consideration will be exchanged between the parties.
Section 5. Form of Conveyance
5.1 City shall cause the current owner of the Farm Land to convey a 56.8383% interest in said
real property directly to LHF by Warranty Deed. LHF shall convey the Development
Land to City by Warranty Deed. Title shall be merchantable title in accordance with the
Iowa Title Standards.
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5.2 All liens or clouds on title shall be removed prior the Exchange.
5.3 If title cannot be made merchantable within a reasonable period of time, this Exchange
Agreement shall become null and void.
Section 6. Closing.
The closing on the Exchange contemplated herein shall occur contemporaneously with the
closing on City's purchase of the Farm Land. It is expected that the closing will occur on or
before May 14,2021.
Section 7. Property Taxes.
7.1 LHF acknowledges that City will receive a credit against the purchase price for the Farm
Land in an amount equal to the annual real estate taxes on the Farm Land prorated
through the closing date, and that as a result of such credit,the seller of the Farm Land
will expect City and its successors to pay the installments of property taxes due on and
after September 30, 2021. LHF agrees to assume responsibility for making the general
property tax payments for the Farm Land due September 30, 2021, and all subsequent
installments.
7.2 LHF will pay the property taxes on the Development Land that are due March 31, 2022
and all prior installments. City shall be responsible for real estate taxes attributable to the
Development Land due September 30,2022, and all subsequent installments of general
real estate taxes attributable to the Development Land, if any.
Section 8. Survey.
If the parties determine that a survey of the Development Land, or any part thereof, is required,
then City shall reimburse LHF for the cost of procuring a plat of survey for the Development
Land. The plat of survey must be completed and filed of record in the office of the Black Hawk
County Recorder prior to the completion of the Exchange contemplated herein.
Section 9. Abstracting.
9.1 The current owner of the Farm Land will provide City with an updated abstract of title or
title report for the Farm Land prior to City having to complete its purchase of the Farm
Land. Upon receipt of the abstract of title or title report, City shall deliver it to legal
counsel for LHF. Legal counsel for LHF shall examine the abstract or title report and
confirm that the current owner of the Farm Land possesses marketable title to the real
estate as required by this Exchange Agreement.
9.2 LHF will provide City with an updated title report for the Development Land. City shall
bear the expense of paying the abstract company to prepare a separate abstract of title for
the Development Land. City may defer the preparation of this abstract of title until such
time as it is prepared to sell all or a portion of the Development Land.
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Section 10. Other Closing Costs.
Each of the parties agrees to pay any closing costs not specifically addressed herein in the manner
customarily paid by buyers and sellers as part of real estate transactions in the State of Iowa.
Section 11. Option to Rent.
City agrees that as long as City remains the titleholder to all or a portion of the Development
Land,Lanehaven Farms, Inc., shall be entitled to rent any and all undeveloped portions of the
Development Land on a year-to-year basis on the condition that Lanehaven Farms, Inc., enter
into a written lease agreement with City requiring, among other things, that Lanehaven Farms,
Inc.,provide the same indemnification customarily required of tenants in a cash basis farm lease
and that Lanehaven Farms,Inc.,procure customary liability insurance identifying City as an
additional insured. Annual rent for the 2021-2022 crop year shall be$190.00 per acre. Thereafter,
annual rent shall be mutually agreed upon by the parties or in the absence of such agreement, it
shall be set at the then prevailing fair rental value as determined by a mutually agreeable farm
management company such as Hertz Farm Management. Rent shall be payable in December of
each calendar year.
Section 12. Notices.
All notices, requests, demands, directions and other communications required or permitted to be
given pursuant to this Agreement shall be valid if in writing and if delivered personally, or sent
by certified or registered mail, return receipt requested,postage prepaid and addressed as follows:
To City: The City of Waterloo, a municipal corporation
Attention: Quentin M. Hart, Mayor
Attention: Kelley Felchle, City Clerk
315 Mulberry Street
Waterloo, Iowa 50703
To LHF: L& H Farms, Ltd., an Iowa general partnership
Lanehaven Farms, Inc., Partner
Attention: Curtis Hollis, President
7502 Hammond Avenue
Waterloo, Iowa 50701
Section 13. Amendments,
This Agreement may not be modified except in a written instrument signed by the parties.
Section 14. Enforceability.
This Agreement shall bind and inure to the benefit of the parties hereto and their respective
successors, executors,personal representatives and assigns. No party to this Agreement may
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assign their/its rights or interests hereunder without the prior written consent of each of the other
parties.
Section 15. Counterparts.
This Agreement may be executed simultaneously in two or more counterparts, each of which
shall be deemed an original, but all of which taken together shall constitute one and the same
document.
Section 16. Limitation of Rights.
With the exception of the rights herein expressly conferred, nothing expressed in this Agreement
is intended or shall be construed to give to any person or entity, other than the parties hereto, any
legal or equitable right,remedy or claim under or in respect to this Agreement or any covenants,
agreements, conditions and provisions herein contained, this Agreement and all of the covenants,
agreements, conditions and provisions hereof being intended to be and being for the sole and
exclusive benefit of the parties hereto.
Section 17. Severability.
If any provision of this Agreement shall be held or deemed to be or shall, in fact, be inoperative
or unenforceable as applied in any particular case in any jurisdiction or jurisdictions or in all
jurisdictions, or in all cases because it conflicts with any other provision or provisions hereof or
any constitution or statute or rule of public policy, or for any other reason,such circumstances
shall not have the effect of rendering the provision in question inoperative or unenforceable in
any other case or circumstance, or of rendering any other provision or provisions herein
contained invalid, inoperative, or unenforceable to any extent whatever.
Section 18. Intent.
It is the intent of the parties that this Exchange Agreement shall permit each party to complete a
like-kind exchange pursuant to Internal Revenue Code Sec. 1031 and it is intended to comply
with the requirements of the regulations thereunder, including,but not limited to, Reg. 1.1030(k)-
1. To the extent that any provisions herein conflict with the requirements of the safe harbor
provisions contained therein, the requirements and the conditions of the statute and the
regulations shall control.
IN WITNESS WHEREOF, City and LHF have each caused this Agreement to be
executed, sealed and delivered as of the day and year first above written.
THE CITY OF WATERLOO, IOWA,A MUNICIPAL CORPORATION
By.
Quentin M. Hart, Mayor
'--
5
By:
Kelley Felc , City Clerk
L&H FARMS, LTD.
By: LANEHAVEN FARMS, INC., Partner
By:
Curtis G. Hollis, President
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
This instrument was acknowledged before me on the d day of ,
2021, by Quentin M. Hart as Mayor and Kelley Felchle as City Clerk of the City of
Waterloo, Iowa, an Iowa municipal corporation.
of NANCY HIGBY Notary P lic in aA for BIEU I awk County, Iowa
commiSSlON N0.788229
s W M1' 10
i
11Mr
STATE OF IOWA )
ss.
COUNTY OF BLACK HAWK )
This instrument was acknowledged before me on the day of ,
2021, by Curtis G. Hollis as President of Lanehaven Farms, Inc., an Iowa corporation,
General Partner of L &H Farms, Ltd., an Iowa general partnership.
Notary Public in and for Black Hawk County, Iowa
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EXHIBIT "A"
A 56.8383% interest in the following described real estate:
The Northwest Quarter(NW `/4) of Section Thirty-three (33), Township Eighty-seven(87)North,
Range Thirteen (13) West of the Fifth Principal Meridian, in Black Hawk County, Iowa.
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EXHIBIT"B"
Development Land
Parcel
That part of the East One-half of the Northwest Quarter of Section No. 9, Township No.
88 North, Range No. 13 West of the Fifth Principal Meridian in Black Hawk County,Iowa lying
Southerly of Highway U.S.No. 520 as described in 539 LD 996, except that part conveyed to the
State of Iowa in Doc. #2006-18278 and except the South 103.6 feet thereof conveyed to the City
of Waterloo in Doc. #202000016154.
Subject to easements,restrictions,covenants, ordinances and limited access provisions of record
and not of record.
*City and LHF herby agree that the above legal description may need to be modified to address
concerns or requirements imposed by the Black Hawk County Recorder and/or auditor.
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EXHIBIT "C"
Hayes Contract
9
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/ OFFER TO BUY REAL ESTATE AND ACCEPTANCE
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TO: Thomas C. Hayes, Suzanne C. Hanna-Hayes,Deborah J. Hayes n/k/a Deborah J.Hurst and
Craig S. Hayes,*and their spouses, as tenants in common, Seller:
*Marital Trust,
04-V44 1. REAL ESTATE DESCRIPTION. The Buyers offer to buy real estate in Black Hawk
County,Iowa,described as follows:
The Northwest Quarter of Section 23, Township 87 North, Range 13 West
of the Fifth Principal Meridian, Black Hawk County, Iowa
with any easements and appurtenant servient estates, but subject to the following: a. any
zoning and other ordinances (but see paragraph 20(A)below; b. any covenants of record;
c. any easements of record for public utilities, roads and highways; designated the Real
Estate;provided Buyers,on possession,are permitted to make the following use of the Real
Estate: agricultural land(row crops).
2. PRICE. The purchase price shall be$2,351,000.00,payable at Black Hawk County,Iowa,
as follows:
$20,000.00 with this Agreement as earliest money and $2,331,000.00 in cash at closing
which shall occur on or before May 15,2021,
3. REAL ESTATE TAXES. Sellers shall pay all real estate taxes that accrue through the
Closing Date and any unpaid real estate taxes payable in prior years. Buyers shall pay all
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.
A. Sellers shall pay all special assessments which are a lien on the Real Estate as
of the date of acceptance of this offer.
B. All other special assessments shall be paid by Buyers.
5. RISK OF LOSS AND INSURANCE. All risk of loss shall remain with Sellers until
possession of the Real Estate shall be delivered to Buyers.
6. CARE AND MAINTENANCE. The Real Estate shall be preserved in its present condition
and delivered intact at the time possession is delivered to Buyers, if there is loss or
destruction of all or any part of the Real Estate from causes covered by the insurance
maintained by Sellers, Buyers agree to accept such damaged or destroyed Real Estate
together with such insurance proceeds in lieu of the Real Estate in its present condition and
Sellers shall not be required to repair or replace same.
O'rhe Iowa State Bar Association 2019 Form No.153.Offer to Buy Rea)Estate and Acceptance
Iu"Doea® Revised January 2016
1
7, POSSESSION. If Buyers timely perform all obligations, possession of the Real Estate
shall be delivered to Buyers on the Closing Date,with any adjustments of rent,insurance,
and interest to be made as of the date of transfer of possession.
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 beaters, 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 heal Estate and included in the sale except:(consider:rental items.)
NIA
9. USE OF PURCHASE PRICE. At time of settlement,funds of the purchase price maybe
used to pay taxes and other liens and to acquire outstanding interests,if any,of others,
10.ABSTRACT AND TITLE. Sellers, at their expense,shall promptly obtain an abstract of
title to the Real Estate continued through the date of acceptance of this offer,and deliver it
to Buyers for examination. It Shull Show merchantable title in Sellers in conformity with
this agreement, Iowa law and Title Standards of the Iowa State Bar Association. The
abstract shall become the property of the Buyers when the purchase price is paid in full.
Sellers shall pay the costs of any additional abstracting and title work due to any act or
omission of Sellers,including trantfems by or the death of Sellers or their assignet:s,
l 1.DEED. Upon payment of the purchase price, SELLERS shall convey the Property to
BUYERS by trustee deed,free and clear of all liens,restrictions,and encumbrances except
as provided in this Agreement. General warranties of title shall extend to the time of
delivery of the deed excepting liens or encumbrances suffered or permitted by BUYERS.
12. JOMi )ER BY SELLER'S SPOUSE. Seller's spouse, if not a.titleholder immediately
preceding acceptance of this offer, 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 or real estate contract for
this purpose,
13.TIME IS OF THE ESSENCE. Time is of the essence in this contract.
14.REIVIEDIES OF THE PARTIES
A. If Buyers fail to timely perform this contract, Sellers may forfeit it as provided
in the Iowa Code, and all payinents 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 such failure (during which thirty days such failure is not
corrected) Sellers may declare the entire balance immediately due and payable,
Thereafter this contract may be foreclosed in equity and the Court may appoint a
receiver.
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B. If Sellers fail to timely perform this contract, Buyers have the right to have all
payments made returned to them.
C. Buyers and Sellers also are entitled to utilize any and all other remedies or
actions at law or in equity available to them and shall be entitled to obtain judgment
for costs and attorney fees as permitted by law.
15. CONTRACT BINDING ON SUCCESSORS IN INTEREST. This contract shall apply to
and bind the successors in jnterest of the parties.
16. CONSTRUCTION. Words and phrases shall be construed as in the singular or plural
number, and as masculine, feminine or neuter gender, according to the context.
17. CERTIFICATION. Buyers and Sellers each certify that they are not acting, directly or
indirectly,for or on 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 person,entity,nation or
transaction pursuant to any law,order, Wile 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 attorney's fees and
costs)arising from or related to my breach of the foregoing certification.
18. TIME FOR ACCEPTANCE. If this offer is not accepted by Sellers on or before March
19,2021, it shall become void and all payments shall be repaid to the Buyers.
19. INSPECTION OF PRIVATE SEWAGE DISPOSAL SYSTEM. The Property is served
by a private sewage disposal system,or there is a private sewage disposal system on the
Property. Seller and Buyer agree to the provision selected in the attached Addendum for
Inspection of Private Sewage Disposal System.
20.OTHER PROVISIONS.
A. Buyer acknowledges the real estate is subject to a farmland lease with Nic
Hanna for crop year 2021 and agrees to assume Seller's rights and obligations
under the verbal lease agreement for $44,040.00. Seller and Buyer agree all
rent associated with the 2021 crop year shall be paid to Buyer upon same terms,
conditions and timing as was previous practice between Nic Hanna and Sellers.
B. Buyer agrees to reimburse Nic Hanna for fifty percent (50%) of the value of
phosphorus and potash applied to the Real Estate during Fall 2020, within 30
days of the receipt of copies of invoices from the supplier of the fertilizer.
C. Neither party has engaged a real estate agent, and neither party shall be
responsible for any commissions arising out of this transaction.
D. Buyer reserves the right to assign Buyer's interests and obligations under this
Agreement.
E. Buyer agrees to allow Sellers time after date of possession to remove personal
items from the Real Estate. Seller shall have until June 1 to remove said items
OThe Iowa State Bar Association 2019 3 Form No.ISJ,Oiler to Buy Real Fatafe and Acceptance
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from the house and garage and until September 1 to remove items from the
barn, unless a later date is agreed upon in-,vriting.
F. Buyer agrees the house and buildings are being acquired "as is" with no
—_ implied warranty from Sellers.
G. This Agreement may be executed simultaneously in any number of counter-
parts, each of which will be deemed an original but all of which
Accepted Dated together constitute
one and the same
SELLERS BUYER instrument.
Thomas C.Hayes Brian Hargens
lth nda S.Hayes
Suzanne C.Hanna
James Hanna, Jr.
Deborah J.Hurst
James Hurst
Craig S.Hayes Marital Trust by
Janet S. Hayes,Trustee
Craig S.Hayes Marital Trust by
Suzanne C.Hanna,Trustee
4
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from the house and garage and until September 1 to remove items fi'om the
barn,unless a later date is agreed upon in writing.
F. Buyer agrees the house and buildings are being acquired "as is" with no
implied warranty from Sellers.
G. This Agreement may be executed simultaneously in any number of counter-
parts each of which will be deemed an original but all of which
Ir Accepted ���� Dated together constitute
one and the same
SELLERS BUYER instrument.
n
Thomas C.Hayes Brian Hargens
Rhonda S.Hayes
Suzanne C.Hanna
James Hanna,Jr.
Deborah J.Hurst _ --
Jan s Hurst
Craig S. Hayes Marital Trust by
Janet S. Hayes,Trustee
Craig S.Hayes Marital Trust by
Suzanne C.Hanna, Trustee
4
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from the house and garage and until September i to remove items from the
barn,unless a later date is agreed upon in writing.
F. Buyer agrees the house and buildings are being acquired "as is" with no
implied warranty from Sellers.
G. This Agreement may be executed simultaneously in any number of counter-
parts, each of which will be deemed an original but all of which
P'kAccepted Dated together constitute
one and the same
SELLERS BUYER instrument.
111rl
Thoas C.Hayes Brian Harge
mns
Rhonda S.Hayes
Suzanne C.Hanna
James Hanna,Jr.
Deborah J.Hurst
James Hurst
, rn!� 7Cr
tn4 S. Hayes Marital rust by
Janet S.Hayes,Trustee
Craig S,Hayes Marital Trust by
Suzanne C.Hanna,Trustee
4
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from the house and garage and until September 1 to remove items from the
barn,unless a later date is agreed upon in writing.
F. Buyer agrees the house and buildings are.being acquired "as is" with no
implied warranty from Sellers.
G. This Agreement may be executed simultaneously in any number of counter-
parts, each of which will be deemed an original but all of which
Accepted Dated
together constitute
one and the same
SELLERS BUYER instrument.
Thomas C.Hayes Brian Hargens
Rhonda S.Hayes
. C
f , Ld_--�
Si&4e C.Hanna
James Hanna, Jr.
Deborah J.Hurst
James Hurst
Craig S. Hayes Marital Trust by
Janet S. Hayes,Trustee
1
Craig Sjlayes Marital Trust by
Suzanne C.Hanna,Trustee
4
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Addendum for
Inspection of Private Sewage Disposal System
Buyer and Seller agree on the following initialed alternative to comply with the time of transfer
inspection of private sewage disposal systems:
X There is a private sewage disposal system on this Property which serves the Property.
Buyer shall obtain,at Buyer's expense, within 34 days a certified inspector's report which
documents the condition of the private sewage disposal system,that it is of sufficient
capacity to serve the Property,that the continued use of the system is permitted, and
whether any modifications are required to conform to standards adopted by the
Department of Natural Resources. Seller shall attach the inspection report to the
Groundwater Hazard Statement to be filed at closing.
If the parties receive an unsatisfactory report, Buyer shall bear the expense of bringing
the septic system into compliance.
There is a private sewage disposal system on this Property. Weather or other temporary
physical conditions prevent the certified inspection of the private sewage disposal system
from being conducted.Buyer shall execute a binding acknowledgment with the County
Board of Health to conduct a certified inspection of the private sewage disposal system at
the earliest practicable time and to be responsible for any required modifications to the
private sewage disposal system as identified by the certified inspection.Buyer shall
attach a copy of the binding acknowledgment to the Groundwater Hazard Statement to be
filed at closing. When the inspection is completed,an amended Groundwater Hazard
Statement shall be filed with the certified inspection and shall include the document
numbers of both the real estate transfer document and the original Groundwater Hazard
Statement.
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There is a private sewage disposal system on this Property.The building to which the
sewage disposal system is connected will be demolished without being occupied.Buyer
shall execute a binding acknowledgement with the county board of health to demolish the
building within an agreed upon time period. Buyer shall attach a copy of the binding
acknowledgement to the Groundwater Hazard Statement to be filed at closing.
DThe Iowa State Bar Association 2019 Form No.153,Offer to Buy Real Estate and Acceptance
lowal)aes9 5 Revised January201 d
There is a private sewage disposal system on this Property. The private sewage disposal
system has been installed within the past two years pursuant to permit number
4
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®The Iowa State Bar Association 2019 6 Norm No.153,Offer to Boy Real Estate and Acceptance
IowaDocs® Bevlsed January 2016
EXHIBIT"D"
ASSIGNMENT OF REAL ESTATE CONTRACT
10
ASSIGNMENT OF REAL ESTATE CONTRACT
THIS ASSIGNMENT is made and entered into this 14"' day of May, 2021,by and
between Brian Hargens, and the City of Waterloo.
1. Assignment. Brian Hargens hereby assigns a 56.8383% interest in his rights,to
acquire the The Northwest Quarter(NW '/4)of Section Thirty-three (33), Township Eighty-seven
(87)North,Range Thirteen (13) West of the Fifth Principal Meridian, Black Hawk County,Iowa,
entered into between Thomas C. Hayes et. al. as Seller and Brian Hargens as Buyer(hereinafter
the"Purchase Agreement") to the City of Waterloo.
2. Acceptance of Assignment. The City of Waterloo hereby accepts assignment of
the Purchase Agreement.
3. Hold Harmless. Brian Hargens agrees to indemnify the City of Waterloo and hold
the City of Waterloo harmless from any an all liability on the part of Hargens to complete the
purchase of the remaining 43.1617% interest in the real estate included in the Purchase
Agreement.
THE CITY OF WATERLOO, IOWA,
A MUNICIPAL CORPORATION
By: c�J�AQi
Quentin M. Hart,May Brian Hargens
By:
Kelley Felchl V
ity Clerk