HomeMy WebLinkAboutOperation Threshold Purchase Agreement - Gable (RECORDED) IIIIllII III IIIII IIIII lllM IIIII Illll Illll IIIII IIIII IIH III!
Doc ID: 011967440005 Type: GEN
Recorded: 06/29/2023 at 11:20:02 AM
Fee Amt: $27.00 Page 1 of 5
Black Hawk County Iowa
SANDIE L. SMITH RECORDER
File2023-00017588
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r REAL ESTATE PURCHASE AGREEMENT
TO: Operation Threshold ("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 on Gable Street in Waterloo,Black Hawk County,Iowa, identified as parcel 8913-13-377-
011, legally described as per the abstract of title; 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:
I. PURCHASE PRICE. The Purchase Price shall be $3,860.00, 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 sixty(60) days
after approval of this Agreement by the Waterloo City Council, on a'date mutually agreeable to
the parties, subject to prior satisfaction or waiver of any conditions stated in this Agreement.
3. REAL ESTATE TAXES. N/A—The Property is exempt from real estate taxes.
4. SPECIAL ASSESSMENTS. Seller shall pay at time of closing all installments 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, if any,
to the date of closing and shall bear the risk of loss or damage to the Property until 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. Included with the Property shall be all fixtures that integrally belong to, are
specifically adapted to or are a part of the real estate, whether attached or detached. The following
items shall not be included: N I tPr -
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.
Within 30 days after the 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, and during such period Buyer may conduct other studies,
investigations and feasibility review. Seller shall cooperate in providing reasonable access to
Buyer's inspectors. Within this same 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
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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, and any earnest money shall be returned to Buyer.
8. ABSTRACT AND TITLE. Buyer shall, at its own expense, obtain an abstract of title to
the Property continued through a date that is within 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 until either party
rescinds the Agreement after giving 10 days' written notice to the other party. 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.
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 other
exceptions to the warranties set forth above are fully described here or on a separate addendum
attached hereto:
B. 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:
C. Buyer may, at Buyer's expense, have the Property inspected further for the existence
of any hazardous materials, substances, or wastes, and may have a Phase I environmental
assessment completed. Seller shall cooperate in providing reasonable access to Buyer's
inspectors and engineers. Seller shall provide to Buyer a copy of any report or information in
Seller's possession with respect to environmental assessment, investigation, testing or
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remediation. If hazardous materials, substances, or wastes are discovered on the Property,
Buyer's obligation hereunder shall, unless waived by Buyer, 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
$100 to remove any hazardous materials, substances, conditions or wastes, Seller shall have
the option to cancel this transaction and refund to Buyer all earnest money paid 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. Notwithstanding the
above, asbestos on the premises is not included in Seller's remediation duties as Buyer will
remove same at its own expense in connection with demolition.
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 later 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 full 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
erection 561.13 of the Code of
N/A.
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. If Seller desires to structure a 1031 tax deferred exchange in
connection with the proposed transaction, Buyer agre ,
exchange agent, to facilitate an exchange. N/A.
17. APPROVAL OF COURT. If the Property is an asset of any estate, trust, conservatorship,
or receivership, this Agreement shall be subject to court approval, unless declared unnecessary by
Buyer's attorney. If necessary, the appropriate fiduciary shall proceed promptly to a hearing for
court approval. In that event a court officer's deed shall be used to convey title.
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18. REMEDIES OF THE PARTIES.
A. If Buyer fails 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 may 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: Operation Threshold
P.O. Box 4120
Waterloo, IA 50704
Attn: Executive Director
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 ESTATE AGENT OR BROKER. Neither party has used the service of a real
estate agent or broker in connection with this transaction.
22. ADDITIONAL PROVISIONS.
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A. The parties acknowledge that Buyer is acquiring the Property for economic development
purposes. Buyer's rights and duties under this Agreement are assignable to any person or
entity that will further the economic development objectives contemplated by Buyer.
B. Special contingencies to effectiveness of Agreement. Notwithstanding any signatures
below by representatives of Buyer, this Agreement is expressly subject to approval by the
city council of Buyer.
C. Closing Costs. Buyer shall be responsible for all costs of 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 April 10, 2023, Buyer may retract this Agreement, and it shall then
be null and void.
Accepted by Seller `tl3/1oa.3
BUYER SELLER ll
City of Waterloo, Iowa Operation Threshold
By: 1 , -2ti- �,�a A.
Mayor
Title: 1 �l
Attest:
`l / City lerk
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III II OIU 1 II II III II IHIl I II
Doc ID: 011967450001 Type: GEN
Recorded: 06/29/2023 at 11:20:53 AM
Fee Amt: $7.00 Page 1 of 1
Black Hawk County Iowa
SANDIE L. SMITH RECORDER
File2023-00017589
*** Proof of Publication ***
State of Iowa NOTICE OF PUBLIC HEARING
TO WHOM rr MAY CONCERN!
Black Hawk County Notice Is hereby given that on the 17th
day of April 2023,at 5:30 p.m, In the
Harold E.Getty Council Chambers In the
City Hat in the City of Waterloo,Iowa.a
public hearing will be held by the Council
of the City of Waterloo,Iowa,to authorize
the for the sale and conveyance of
City-owned property to Baltimore Fields,
LLC, in the amount of $1.00. with a
development agreement that includes a
$5,000.00 rant upon the completion of
Waterloo, Cit of-Legals each dwelling, located east of 1003
y g Vermont Street, for the construction of
eighteen (1B) single-family dwellings,
Accounts Payable legally described as follows:
LOT NO. 5. EXCEPT THE EAST 156
FEET THEREOF AND EXCEPT THOSE
715 MULBERRY ST. PARTS DEEDED TO THE CITY OF
WATERLOO,IOWA IN T.LD.BOOK 151
TWATERLOO IA 50703 PAGEGE 3911,,2IN AUDITORFRANCIS'
REITZEL PLAT:AND THE NORTHERLY
HALF OF THAT PART OF BYRON
AVENUE IN THE CITY OF WATERLOO,
IOWA,LYING EAST OF A NORTHERLY
ORDER NUMBER 222828 EXTENSION OF THE WEST UNE OF
LOT NO. 1 IN THE ORLO C. MILLER
ADDITION,AND WEST OF A LINE THAT
IS 156 FEET WEST OF THE WEST LINE
OF BALTIMORE STREET,ALL IN THE
The undersigned, being duly sworn,on oath, do depose and say that I COON OF WATERLOO,. BLACK HAWK
am an authorized employee of the Waterloo Cedar Falls Courier,that AND
ORLO C. MILLER ADDRION,AU.OF
The Waterloo Cedar Falls Courier is a weekly newspaper regularly LOT 1 EXCEPT THE WEST 30 FEET.
LOT 2,AND ALL THAT PART OF THE
published and printed in the English language in the City of Waterloo, SOUTHERLY ONE-HALF OF BYRON
AVENUE IN THE CITY OF WATERLOO.
Black Hawk County, Iowa, and has a general circulation in the said city IOWA,LYING EAST OF A NORTHERLY
IONand county; and that I personally know that the notice, a true copy of LOT No. 1 O NTMOR WEST LO C.UMILLER
which is hereto affixed,was published in the Waterloo Cedar Falls ADDITION,AND WEST OF UNE THAT
THE WE
IS 156 FEET WEST OF THE WEST LINE
Courier on the following days,to-wit: OF BALTIMORE STREET. ALSO,ALL
THAT PART OF DENVER STREET IN
THE CITY OF WATERLOO, IOWA,
LYING SOUTH OF THE SOUTH LINE OF
BYRON AVENUE AND NORTH OF THE
NORTH LINE OF EUREKA STREET,ALL
IN THE CITY OF WATERLOO,BLACK
HAWK COUNTY,IOWA.
Anyone who is interested may appear at
said time and place and be heard or may
file written objection with the City Clerk,
City Hell,Waterloo,Iowa,before the date
set for said hearing.
By order of the Council of the City of
Waterloo this 3rd day of March 2023.
Kelley Folchle,City Clerk
City of Waterloo.Iowa
Section; Legals
Category: 950 Legal Notice
PUBLISHED ON: 04/07/2023
TOTAL AD COST: 56.30
FILED ON: 4/7/2023
That the issues of said paper containing said notice were duly
circulated in the regular manner.
��tllY .��.Jf6Cl1
ANNE FOX
Notary Pu i i for Sai County I Commission Number 807163
My Commission Expires
°wP October 24, 2023
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