HomeMy WebLinkAbout13-12-13 Soccer_Educ_Fdtn_buy_sell - Allen-initialed (LAND) BUY-SELL AGREEMENT _
REALrORI' 100PPORT9WTY
1 This Agreement stipulates the terms of sale of this property. Read carefully before signing. This is a legally
2 binding contract. If not understood,seek competent advice.
3
4 Date: October 14, 2013
5 Soccer Education Foundation , Inc. and,or assigns , as
6 p joint tenants with rights of survivorship, El tenants in common,E1 single in his/her own right, ®Other Non-profit
7 (hereinafter called"Buyer")agrees to purchase, and the Seller agrees to sell the following described real
8 property(hereinafter referred to as"Property"), commonly known as North part Tr.1A COS 2554A
9 Gallatin County, Montana,approximately 79.871 Acres
10 in the City of Bozeman County of Gallatin
11 Montana, legally described as: west 1/2, NW 1/4, Section 3, Township 2 South, Rance a 5 -East,
12 PNK, Gallatin County, Montana
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15 TOGETHER with all interest of Seller in vacated streets and alleys adjacent thereto, all easements and other
16 appurtenances thereto, uncut timber and non-harvested crops and all improvements thereon except:
17 non-harvested crops
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19 PERSONAL PROPERTY: The following items of personal property, free of liens and without warranty of condition, are
20 included and shall be transferred by the bill of sale: None
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23 PURCHASE PRICE AND TERMS:
24 Total purchase price is Two Million
25 U.S. Dollars($ 2,000,000.00 )payable as follows:
26 $ 10,000.00 earnest money to be applied at closing.
27 $ as additional cash payment, payable on or before closing.
28 $ 1,990,000.00 balance of the purchase price will be financed as follows:
29 E]Conventional [Z Other Financing p Seller Financing p Assumption ❑ Home equity
30 City of Bozeman, Montana, Trails, Open Space and Parks Bond Funds
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43 CLOSING DATE: The-date of closing shall be (date) April 30, 2014 (the"Closing Date"). The parties may,
44 by mutual agreement, close the transaction anticipated by this Agreement at any time prior to the date specified. The
45 Buyer and Seiler will deposit with the closing agent all instruments and funds necessary to complete the purchase in
46 accordance with this Agreement. If third party financing is required by the terms of this Agreement (including
47 assumptions, contracts for deed, and lender financing), the Closing Date may be extended without amendment by not
48 more than 30 days to accommodate delays attributable solely to such third party financing.
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50 POSSESSION: Seller shall deliver to Buyer possession of the property and allow occupancy:
51 Q when the closing agent is in receipt of all required, signed documents and all funds necessary
52 for the purchase; OR
53 ®on the date of recording the deed, notice of purchaser's interest, OR
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55 Seller shall provide keys and/or means to operate locks, mailboxes, security systems, alarms, garage door opener(s),
56 and Homeowner's Association facilities, if applicable.
®MONTANA ASSOCIATION OF REALTORSO 1
Buyer's Initials Land Buy-Sell Agreement,March 2013 Page 1 of 7
Seller's Initials
FInka A Ilfmwa Real F mte 2001 Stadium Drhv Bomman,MT 59715 Phase:406.590,9163 You: _ Auirl a Mill
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57 RECEIPT OF EARNEST MONEY: Buyer agrees to provide Earnest Money in the amount of Tan Thous"
58 U.S. Dollars($ 10,000.00 ) as evidenced by[3 Cash,
59 the receipt of which is acknowledged by the undersigned Broker/Salesperson; OR ❑Check, the receipt of which is
60 acknowledged by the undersigned Broker/Salesperson; ®OR, Check to be delivered to seller's title
61 company by buyer or his representative within 3 days of acceptance
62 If Buyer fails to pay the Earnest Money as set forth above, Buyer will be in default of this Agreement and Seller shall be
63 entitled to immediately terminate this Agreement and declare any Earnest Money already paid by Buyer to be forfeited.
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65 All parties to this transaction agree, unless otherwise provided herein, that the earnest monies will be deposited
66 pursuant to Montana law OR within( 3 } business days of the date all parties have signed the Agreement or
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68 and such funds will be held in a trust account by First American Title Company of RozMan— _
69 Parties agree that interest accruing on earnest money, if any, while deposited shall be payable to: Seiler
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71 If interest is payable to the Broker it is agreed that sums so paid are consideration for services rendered.
72 Piaui Ruhrt.Qht (40,61590-9163
73 (Broker/Salesperson's Printed Name and Phone Number) (Signature of Broker/Salesperson)
74 To be signed only if in actual receipt of Cash or Check.
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76 The parties authorize the holder of the earnest money to forward to the closing agent, upon its request, all or any
77 portion of the earnest money required to complete the closing of the transaction.
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79 FINANCING CONDITIONS AND OBLIGATIONS:
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81 BUYER'S REPRESENTATION OF FUNDS: Buyer represents that they have sufficient funds for the down
82 payment and closing costs to close this sale in accordance with this Agreement and are not relying upon any
83 contingent source of such funds unless otherwise expressly set forth herein.
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85 LOAN APPLICATION: If Buyer fails to make written application for financing and pay to the lender any
86 required fees, apply for assumption of an existing loan or contract, or initiate any action required for
87 completion of a contract for deed by 5:00 P.M. (Mountain Time) (date) na
88 Buyer will be in.breach of this Agreement and Seller can exercise Seller's remedies under this Agreement.
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90 CONTINGENCIES: The contingencies set forth in this Agreement or on attached addenda shall be deemed to have
91 been released, waived, or satisfied, and the transaction shall continue to closing, unless, by 5:00 p.m. (Mountain Time)
92 on the date specified for each contingency, the party requesting that contingency has notified the other party or the
93 other party's Broker/Salesperson in writing that the contingency is not released, waived, or satisfied. If a party has
94 noted the other party on or before the release date that a contingency is not released, waived, or satisfied, the
95 transaction is terminated, and the earnest money will be returned to the Buyer, unless the parties negotiate other terms
96 or provisions.
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98 FINANCING CONTINGENCY:
99 It This Agreement is contingent upon Buyer obtaining the financing specified in the section of this Agreement
100 entitled "PURCHASE PRICE AND TERMS". If financing cannot be obtained by the Closing Date this Agreement
101 is terminated and the earnest money will be refunded to the Buyer; OR
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103 ❑This Agreement is contingent upon Buyer obtaining the financing specified in the section of this Agreement
104 entitled"PURCHASE PRICE AND TERMS." Release Date:
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106 APPRAISAL CONTINGENCY:
107 111 Property must appraise for at least ($ purchase price }, If the Property does not appraise for at least the
108 specified amount, this Agreement is terminated and earnest money refunded to the Buyer unless the Buyer
109 elects to proceed with closing this Agreement without regard to appraised value. Written notice of Buyer's
110 election to proceed shall be given to Seller or Seller's Broker/Salesperson within 30 days of Buyer or
111 Buyer's Broker/Salesperson receiving notice of appraised value; OR
112 O Property must appraise for at least($ }. Release Date:
e�, r ®MONTANA ASSOCIATION OF REALTORSO Page 2 of 7
Buyers Initials Land Buy-Sell Agreement,March 2013 . Seller's Initials
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113 TITLE CONTINGENCY:This offer is contingent upon Buyer's receipt and approval (to Buyer's-satisfaction) of
114 the preliminary title commitment. Release Date: 90 days from Buyer's or Buyers
115 representative's receipt of preliminary title commitment.
116
117 PROPERTY INVESTIGATION: This offer is contingent upon Buyer's independent investigation of the following
118 conditions relating to the property, including but not limited to; covenants, zoning, access, easements, well
119 depths, septic and sanitation restrictions, surveys or other means of establishing the corners and boundaries,
120 special improvement districts, restrictions affecting use, special building requirements, future assessments,
121 utility hook up and installation costs, environmental hazards, airport affected area, road maintenance
122 obligations or anything else Buyer deems appropriate. Buyer agrees that any investigations or inspections
123 undertaken by Buyer or on his/her behalf shall not damage or destroy the property, without the prior written
124 consent of Seller. Further, Buyer agrees to return the property to its original condition and to indemnify Seller
125 from any damage or destruction to the property caused by the Buyer's investigations or inspections, if Buyer
126 does not purchase the property. Release Date:April 30, 2014
127 This offer is contingent upon contract being assigned to the city of Bozeman, Montana
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132 Release Date: April 30, 201
133 This offer is contingent upon Approval by the city of Bozeman, Montana and/or Gallatin
134 County, Montana of minor subdivision to create tract that is northern portion of
135 COS 2554A, approximately 79.871 Acres
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138 Release Date: ril 30, 2014
139
140 ADDITIONAL PROVISIONS: Paul Rubricht is the President of the Soccer Education Foundation
141 Inc. and is also a licensed real estate broker in the state of Montana.
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143 There is no commission in this transaction. flings 275-276 are not applicable)
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145 Seller is_self-represented in this transaction and acknowledges rmeotsiyt of
146 Relati.onshiPLConsents in Real Estate Transactions document which discloses the Buyer
147 Aaant's obligations to the Seller.
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160 CONVEYANCE: The Seller shall convey the real property by Warranty
161 deed, free of all liens and encumbrances except those described in the title insurance commitment, as approved by
162 Buyer. The Seller shall convey the personal property by Bill of Sale.
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164 WATER: All water, including surface water or ground water, any legal entitlement to water, including statements of
165 claim, certificates of water rights, permits to appropriate water, exempt existing rights, decreed basins or any ditches,
166 ditch rights, or ditch easements appurtenant to and/or used in connection with the Property are included with the
167 Property,except No exceptions
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169 Filing or transfer fees will be paid by 0 Seller, 110 Buyer, Q split equally between Buyer and Seller.
170 Documents for transfer will be prepared by First American Title Company of Bozeman
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®MONTANA ASSOCIATION OF REALTORSO Page 3 of 7 ��`� 1
BuyersInitials Land Buy-Sell Agreement,March 2013 Sellers Initials
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171 WATER RIGHT OWNERSHIP UPDATE DISCLOSURE: By Montana law, failure of the parties at closing or transfer
172 of real property to pay the required fee to the Montana Department of Natural Resources and Conservation for
173 updating water right ownership may result in the transferee of the property being subject to a penalty. Additionally, in
174 the case of water rights being exempted, severed, or divided, the failure of the parties to comply with section 85-2-424,
175 MCA, could result in a penalty against the transferee and rejection of the deed for recording.
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177 CLOSING AGENTS FEES: Closing agents fees will be paid by ❑ Seller® Buyer ❑ Equally Shared.
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179 TITLE INSURANCE: Seller, at Seller's expense and from a title insurance company chosen by Seller, shall furnish
180 Buyer with an ALTA Standard Coverage Owners Title Insurance Policy (as evidenced by a standard form American
181 Land Title Association title.insurance commitment) in an amount equal to the purchase price. Buyer may purchase
182 additional owner's title insurance coverage in the form of "Extended Coverage" or "Enhanced Coverage" for an
183 additional cost to the buyer. It is recommended that buyer obtain details from a title company.
184
185 CONDITION OF TITLE: All mortgages, judgements and liens shall be paid or satisfied by the Seller at or prior to
186 closing unless otherwise provided herein. Seller agrees that no additional encumbrances, restrictions, easements or
187 other adverse title conditions will be placed against the title to the property subsequent to the effective date of the
188 preliminary title commitment approved by the Buyer.
189
190 SPECIAL IMPROVEMENT DISTRICTS: Special Improvement Districts (including rural SIDs), including those that
191 have been noticed to Seller by City/County but not yet spread or currently assessed, if any,will be:
192 ❑paid off by Seller at closing;
193 ❑assumed by Buyer at closing; OR
194 ®assumed by Buyer at closing subject to Buver*s review and woroyal
195 All perpetual SIDs shall be assumed by Buyer.
196
197 ASSOCIATION SPECIAL ASSESSMENTS: Any special or non-recurring assessments of any non-governmental
198 association, including those that have been approved but not yet billed or assessed,will be:
199 ❑paid off by Seller at closing;
200 ❑assumed by Buyer at closing; OR
201 ®assumed by Buyer at closing subject to Buyer's review and approval
202
203 PRORATION OF TAXES AND. ASSESSMENTS: Seiler and Buyer agree to prorate taxes, Special Improvement
204 District assessments for the current tax year, as well as pre-paid rents, water and sewer system charges, heating fuel
205 and tank rental, irrigation assessments, Homeowner's Association dues and/or common maintenance fees, if any, as
206 of the date of closing unless otherwise agreed and: No others
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211 CONDITION OF PROPERTY; Seller agrees that the Property shall be in the same condition, normal wear and tear
212 excepted, from the date of the execution of this Agreement up to the time Buyer takes possession of the Property.
213 Seller will remove all personal property not included in this sale prior to closing.
214
215 NOXIOUS WEEDS DISCLOSURE: Buyers of property in the state of Montana should be aware that some properties
216 contain noxious weeds. The laws of the State of Montana require owners of property within this state to control, and to
217 the extent passible, eradicate noxious weeds. For information concerning noxious weeds and your obligations as an
218 owner of property, contact either your local County extension agent or Weed Control Board.
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220 MEGAN'S LAW DISCLOSURE: Pursuant to the provisions of Title 46, Chapter 23, fart 5 of the Montana Code
221 Annotated, certain individuals are required to register their address with the local law enforcement agencies as part of
222 Montana's Sexual and Violent Offender Registration Act. In some communities, law enforcement offices will make the
223 information concerning registered offenders available to the public. If you desire further information please contact the
224 local County Sheriffs office, the Montana Department of Justice, in Helena, Montana, and the probation officers
225 assigned to the area.
(� QWNTANA ASSOCIATION OF REALTORS*
Land Buy-Sell Agreement,March 2013 Page 4 of 7 L�l Ky- I
Buyers Initials .e�ller's Initials
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226 BUYER'S REMEDIES: (A) If the Seller fails to accept the offer contained in this Agreement within the time period
227 provided in the BUYER'S COMMITMENT section, all earnest monies shall be returned to the Buyer. (B) If the Seller
228 accepts the offer contained in this Agreement, but refuses or neglects to consummate the transaction within the time
229 period provided in this Agreement, the Buyer may:
230 (1)Demand immediate repayment of all monies that Buyer has paid as earnest money, and upon the return of
231 such money,the rights and duties of Buyer and Seller under this Agreement shall be terminated; OR
232 (2) Demand that Seller specifically perform Seller's obligation under this Agreement; OR
233 (3)Demand monetary damages from Seller for Seller's failure to perform the terms of this Agreement.
234
235 SELLER'S REMEDIES: If the Seller accepts the offer contained in this Agreement and Buyer refuses or neglects to
236 consummate the transaction within the time period provided in this Agreement,the Seller may:
237 (1)Declare the earnest money paid by Buyer be forfeited; OR
238 (2)Demand that Buyer specifically perform Buyer's duties and obligations under this Agreement;OR
239 (3)Demand that Buyer pay monetary damages for Buyer's failure to perform the terms of this Agreement.
240
241 BUYER'S AND SELLER'S CERTIFICATION: By entering into this Agreement, each person or persons executing this
242 Agreement, as Buyer or Seller, represents that he/she is eighteen (18) years of age or older, of sound mind, and
243 legally competent to own or transfer real property in the State of Montana; and, if acting on behalf of a corporation,
244 partnership, or other non-human entity, that he/she is duly authorized to enter into this Agreement on behalf of such
245 entity.
246
247 FOREIGN PERSON OR.ENTITY: Sellers are not foreign persons, non-resident aliens, foreign corporations, foreign
248 partnerships, foreign trusts, or foreign estates, as those terms are defined in the Internal Revenue Code and the
249 Income Tax Regulations promulgated thereunder. Unless the purchase price of the Property does not exceed
250 $300,000 and the Buyer is purchasing the Property for use by Buyer as a personal residence, Sellers shall deliver to
251 Buyer a certificate of non-foreign status in the form required by the Income Tax Regulations and reasonably
252 acceptable to Buyer and/or Buyer's attorney. In the event Sellers do not deliver the certificate to Buyer at or before
253 closing, Sellers acknowledge and agree that Buyer may withhold ten percent (10%)of the Purchase Price and submit
254 this amount to the Internal Revenue Service, pursuant to Section 1445 of the Internal Revenue Code.
255
256 CONSENT TO DISCLOSE INFORMATION: Buyer and Seller hereby consent to the procurement and disclosure by
257 Buyer, Seller, and Salespersons and their attorneys, agent, and other parties having interests essential to this
258 Agreement, of any and all information reasonably necessary to consummate the transaction described in this
259 Agreement, specifically including access to escrows for review of contracts, deeds, trust indentures, or similar
260 documents concerning this property or underlying obligations pertaining thereto.
261
262 RISK OF LOSS: All loss or damage to any of the above-described real property or personal property to any cause is
263 assumed by Seller through the time of closing unless otherwise specified.
264
265 TIME IS OF THE ESSENCE: Time is of the essence as to the terms and provisions of this agreement.
266
267 BINDING EFFECT AND NON-ASSIGNABILITY: This Agreement is binding upon the heirs, successors and assigns
268 of each of the parties hereto; however, Buyer's rights under this Agreement are not assignable without the Seller's
269 express written consent.
270
271 ATTORNEY FEES: In any action brought by the Buyer or the Seller to enforce any of the terms of this Agreement,
272 the prevailing party in such action shall be entitled to such reasonable attorney fees as the court or arbitrator shall
273 determine just.
274
275 COMMISSION: The Seller's and/or Buyer's commitment to pay a commission in connection with this transaction is an
276 integral part of this Agreement.
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278 FACSIMILE., The parties agree that a facsimile copy of this Agreement to Sell and Purchase which contains the
279 parties'signatures may be used as the original.
f CMONTANA ASSOCIATION OF REALTORS8 Page 5 of 7 Lr'/�i CA/�'/
Buyer's Initials Land Buy-Sell Agreement,March 2013 Seller's Initials
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280 ENTIRE AGREEMENT: This Agreement,'together with any attached exhibits and any addenda or amendments
281 signed by the parties, shall constitute the entire agreement between Seller and Buyer, and supersedes any other
282 written or oral agreements between Seller and Buyer. This Agreement can be modified only in writing, signed by the
283 Seller and Buyer.
284
285 COUNTERPARTS: A copy of this document may be executed by each individual/entity separately, and when each
286 has executed a copy thereof, such copies, taken together, shall be deemed to be a full and complete contract between
287 the parties.
288
289 EARNEST MONEY DISPUTES: Buyer and Seller agree that, in the event of arnr controversy regarding the earnest
290 money and things of value held by the Broker, closing agent, or any person or entity holding such money or property,
291 unless mutual written instructions are received by the holder of the earnest money and things of value, Broker or
292 closing agent shall not be required to take any action, but may await any proceedings, or, at Broker's or closing
293 agent's option and sole discretion, may interplead all parties and deposit any monies or things of value in a Court of
294 competent jurisdiction and may utilize as much of the earnest money deposit as may be necessary to advance the
295 cost and fees required for filing such action.
296
297 ADDENDA AND/OR DISCLOSURES ATTACHED: (Check all that apply.)
298 p Sale of Buyer's Property ❑1031 Tax Deferred Exchange
299 ❑Addendum for Additional Provisions p Back-up Offer
300 ®Water Rights Acknowledgement
301 ®Relationship/Consents in Real Estate Transactions, owners Property Disclosure
302
303 RELATIONSHIP CONFIRMATION: The parties to this agreement confirm that the real estate licensees identified
304 hereafter have been involved in this transaction in the capacities indicated below and the parties have previously
305 received the required statutory disclosures setting forth the licensees duties and the limits of their obligations to each
306 party:
307
308 na of na
309 (name of licensee) (name of Brokerage company)
310 is acting as ❑Seller's Broker/Salesperson; C7 Dual Broker/Salesperson; ❑Statutory Broker.
311
312 Pahl Rubrirxht Of Prudential Montana Real Estate
313 (name of licensee) (name of Brokerage company)
314 is acting as E Buyer's Broker/Salesperson; p Dual Broker/Salesperson; ❑Statutory Broker,
315 ❑Seller's Broker/Salesperson (includes Seller's Sub-Broker or Salesperson).
316
317 BUYER'S ACKNOWLEDGMENT: Buyer acknowledges that helshe has examined the real and personal property,
318 that Buyer enters into this Agreement in full reliance upon his/her independent investigation and judgement, that prior
319 verbal representations by the Seller or Seller's agent or representatives do not modify or affect this Agreement, and
320 that by signing this Agreement Buyer acknowledges having read and understood this entire Agreement.
321
322 BUYER'S COMMITMENT: IlMe agree to purchase the above-described Property on the terms and conditions set
323 forth in the above offer and grant to said Salesperson until(date) November i 2013
324 at 5 ❑a.m. ® p.m. (Mountain Time)to secure Sellers written acceptance, whether nor not that
325 deadline falls on a Saturday, Sunday or holiday. Buyer may withdraw this offer at any time prior to Buyer being
326 notified of Seller's written acceptance. If Seller has not accepted by the time specified, this offer is automatically
327 withdrawn.
328 The parties hereto, all agree that the transaction contemplated by this document may be conducted by electronic
329 means in accordance with the Montana Uniform Electronic Transaction Act.
®MONTANA ASSOCIATION OF REALTORS® Page 6 of 7
Buyers Initiais Land Buy-Sell Agreement,March 2013 Sellers Initials
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330 I/WE HEREBY ACKNOWLEDGE receipt of a copy of this Agreement bearing my/our signature(s).
331
332 Buyer's Address: P.O. Box 4349 City Bozeman
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334 State MT Zip Code 59772 Phone Number 406-580-9163
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336 Buyer's Name Printed: . Soccer Education Foundation Inc. and,or assigns
337
338 Dated this September 24, 2013 , at li ®am CL.�..�(Mountain
339
340
341 (Buyer's Signature) (Buyer's Signature)
342
343
344 OFFER PRESENTATION: This offer was presented to the Seller(s)on
345
346 Date: October 14, 2013 Time 3 ❑am® pm By: 61-4A
347 (Signature of person presenting the offer)
348 SELLER'S COMMITMENT: I/We agree to sell and convey to Buyer the above-described Property on the terms
349 and conditions herein above stated. IAA1e acknowledge a receipt of a copy of this Agreement bearing my/our
350 signature(s)and that of the Buyer(s)named above.
351 �j
352 Seller's Address: 3 1 `?a-`k G���i T e Ltd u e City
353
354 State _T X Zip Code 'lam Phone Number
355 t
356 Seller's Name Printed: } n h D�A A 1 lau
357 /
358 Dated this /_2 i/� �/ , at p am ®pm (Mountain Time).
359 , f,
IL 360
361 (Seller's Signature) (Seller's Signature)
362
363 ACTION TAKEN, IF OTHER THAN ACCEPTANCE:
364
365 I/We acknowledge receipt of this Agreement bearing my/our initial(s) and the signature(s) of the Buyer(s) named
366 above.
367
368 ❑ Rejected by Seller / 1 0 Modified per Attached Counter / !
3$9 Seller's Initials Date Seller's Initials Date
NOTE: Unless otherwise expressly stated the term'Days"means calendar days and not business days. Business days are defined as all days
as except Sundays and holidays. Any performance which is required to be completed on a Saturday, Sunday or a holiday can be
performed on the next business day.
®MONTANA ASSOCIATION OF REALTORSO
Land Buy-Sell Agreement,March 2013 Page 7 of 7
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