1247 Mike A. Moreno Contract for Sale and PurchaseMIKE A. MORENO
CONTRACT FOR SALE AND PURCHASE WITH THE CITY OF SANFORD
THIS CONTRACT is made and entered into by and between MIKE A. MORENO,
whose address is 337 Glen Club Drive, DeBary, Florida 32713 (hereinafter referred to
as the "Buyer "), and THE CITY OF SANFORD, FLORIDA, a Florida municipal
corporation, whose address is 300 North Park Avenue, Sanford, Florida 32771
(hereinafter referred to as the "Seller ").
RECITALS:
A. The Seller owns the real property hereinafter more particularly described
in the two (2) pages attached as Composite Exhibit "A" to this Contract
(part of Tax Parcel Identification Number 25- 19- 30 -5AG- 0205 -0070. and
consisting of 204.4 square feet more or less).
B. The Buyer desires to purchase the real property described in Exhibit "A"
owned by Seller in Seminole County, Florida for Two Thousand Three
Hundred Thirty -Four and 00/100 Dollars ($2,334.00) on the terms, and
under the conditions, hereinafter set forth. Seller shall not be responsible
for any closing costs whatsoever, to include Seller's Attorney's fees.
Buyer is purchasing the property "as is, where is, with all faults ".
B. The signatories to this Contract represent that they have the authority to
execute this Contract and bind the respective parties hereto as set forth in
this Contract.
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WI TNESSETH:
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties hereto agree as follows:
SECTION 1. RECITALS. The Recitals set forth above have been relied upon
by the parties, are incorporated herein by this reference thereto and are hereby made a
part of this Contract as fully as if set forth herein verbatim.
SECTION 2. PROPERTY TO BE SOLD AND PURCHASED. For the
consideration herein set forth, the Seller agrees to sell to the Buyer, and the Buyer
agrees to purchase from the Seller, the subject real property hereinafter described and
depicted in the Exhibit hereto said real property situate in Seminole County, Florida, as
is, where is, with all faults, attached hereto and made a part hereof.
SECTION 3. PURCHASE PRICE /DEPOSIT AND METHOD OF PAYMENT.
(a). The price for the Subject real property is Two Thousand Three Hundred
Thirty -Four and 00/100 Dollars ($2,334.00) payable at Closing by means of a cashier's
check or certified funds on the date of Closing subject to evidence of title to Buyer's
satisfaction. If Buyer is not satisfied with Title Evidence, Buyer and Seller shall be
relieved of all obligations under this Contract. The law firm of Stenstrom, McIntosh,
Colbert, Whigham & Partlow, P.A. shall handle the closing of this transaction and issue
the title insurance commitment and title insurance policy to the Seller at the expense of
the Seller.
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(b). All monies to be paid hereunder, whether the purchase price of the
Subject real property, or otherwise, shall be paid in cash, by cashier's check or by
completed bank wire transfer of Federal funds to an account designated by the recipient
(U.S. funds only).
SECTION 4. EVIDENCE OF TITLE /TITLE INSURANCE.
(a). The Buyer shall, at its cost and expense, procure issuance of a title
insurance commitment issued through the law firm of Stenstrom, McIntosh, Colbert,
Whigham & Partlow, P.A., acting as issuing agent ( "Closing Agent ") for a qualified title
insurer agreeing to issue to the Buyer upon recording of the deed to the Buyer, a fee
owner's policy of title insurance (ALTA Form) in the amount of the purchase price of the
subject real property, insuring the title of the Buyer to the subject real property, subject
to the Permitted Exceptions (as hereinafter defined) and the so- called "Standard
Exceptions" contained on the inside jacket cover of the standard ALTA Form of
commitment; said commitment shall provide that said Standard Exceptions will be
deleted by the title insurance company upon furnishing to the issuing agent a Lien,
Possession and Encumbrance Affidavit in the customary form (and the Seller agrees to
furnish such Affidavit at and as a part of the Closing) and a current survey and
surveyor's report (on the prescribed company form; said survey and surveyor's report to
be furnished by the Buyer at the Buyer's expense).
(b). If Buyer, after reviewing the Title Commitment Buyer may choose to
procure, is unsatisfied with its review of title, Buyer may choose to terminate this
Contract with no further liability to Buyer or Seller, or Buyer may choose to close.
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(c). The search fees or Title Commitment fees and premium for the Title
Insurance Policy shall be paid at the Closing by the Buyer.
SECTION 5. CONVEYANCE OF LAND AND IMPROVEMENTS AND
PERSONAL PROPERTY.
(a). Title to the Subject real property shall be conveyed to the Buyer by special
warranty deed free and clear of all liens and encumbrances except the following:
(1). Taxes for the year of Closing and subsequent years.
(2). Zoning, restrictions, prohibitions and other requirements imposed
by governmental authority or as shown on the face of a plat.
(3). Easements for utilities, drainage and ingress and egress.
(b). The matters stated in this Section are defined as "Permitted Exceptions ".
SECTION 6. SURVEY AND TOPO. During the Inspection Period the Buyer may,
at its option and expense, obtain boundary surveys of the Subject real property
( "Survey "), topographical surveys and other surveys deemed necessary to the Buyer.
Buyer may conduct such due diligence, as it deems necessary or advisable, with
respect to permits, approvals, licenses or site plans, etc.
SECTION 7. RIGHT OF ENTRY The Buyer or its agents shall be entitled to
continue to enter upon the subject real property under the terms of the existing
agreement and to conduct any and all environmental audits, boundary surveys,
topographical survey, or other surveys and to conduct such tests, inspections,
evaluations and studies for its purposes all of which reports shall be provided to the
Seller.
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SECTION 8. WARRANTIES
(a). The Seller hereby represents and warrants to the Buyer that:
(1). The Seller has good and merchantable fee simple title to the
subject real property (except Permitted Exceptions) and that Seller can
convey the same without the joinder of any other persons or entities;
(2). The Seller has no actual notice or information of any litigation or
administrative proceeding threatened or pending against the subject real
property or the Seller's interest in it;
(3). While this Contract is in force, the Seller shall not, without the
Buyer's consent, execute any easements or restrictions or otherwise take
or permit any action that would constitute an exception under the
Surveys, Title Commitment or Title Policy, or any other matter.
(b). Should any representation by the Seller herein prove false as set forth in
this Section, the Buyer shall be entitled to terminate this Contract, in which event all
rights and obligations hereunder shall terminate. All representations contained in this
Section shall survive the Closing, but the Seller shall have no obligations relative to the
condition of the Subject real property.
SECTION 9. OBLIGATION TO CLOSE
(a). The Buyer's obligation to close the sale contemplated hereby is expressly
conditioned upon:
(1). all of the Seller's covenants and obligations being fully performed or
performance waived by the Buyer; and
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(2). all representations and warranties made by the Seller in this
Contract being true and correct as of the Closing.
(b). If the sale contemplated hereby is not consummated due to a default or
inability to perform on the part of the Seller, then neither party shall have any further
liability to the other.
SECTION 10. SELLER'S REMEDY In the event:
(a). all of the Seller's representations and warranties are true at the Closing;
and
(b). the Seller is able to deliver fee simple title to the Buyer subject only to the
Permitted Exceptions; and
(c). all of the covenants and obligations which are required to be performed by
the Seller in this Contract are fully performed; and,
(d). performance of this Contract is tendered by the Seller and the Buyer fails
or refuses to consummate the sale through no fault of the Seller then the parties shall
be relieved of any obligations to one another.
SECTION 11. ASSIGNMENT The Buyer may not assign its rights, title and
interest in this Contract.
SECTION 12. CLOSING. At Closing:
(a). The Seller shall deliver a special warranty deed for the subject real
property to the Buyer. The Buyer shall pay all transfer taxes and any other costs of
recording the said deed.
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(b). Possession of, and title to, the Subject real property shall be delivered to
the Buyer by Seller subject only to the Permitted Exceptions as set forth herein.
(c). The Seller shall furnish such typical affidavits as shall be reasonably
required by the Title Company to remove from the Title Policy the standard printed
exceptions, such affidavits to comply, among other things, with Section 1445 of the
Internal Revenue Code (certifying that the Seller is not a foreign person) and such other
typical documents reasonably required by the Buyer or the Title Company.
(d). Ad valorem taxes, if any, shall be paid by Buyer.
(e). If all requirements for Closing are met and the Seller is not in default
hereunder, the Buyer shall deliver the Purchase Price to the Seller.
SECTION 13. NOTICES
(a). All notices required or permitted hereunder shall be in writing and deemed
delivered:
(1). when actually received in person if hand - delivered, or
(2). on the next day after being deposited with a recognized overnight
courier, or
(3). on the third day after being deposited in the U.S. Mail, certified
letter, postage prepaid, return receipt requested.
(b). Notices shall be provided to the addresses set forth above and a -mails to
a party or facsimile transmittals shall not constitute valid notice under the provisions of
this Contract.
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SECTION 14. CONTRACT DATE /EFFECTIVE DATE. The Contract Date or
"the date hereof' is the date of execution by the last party to execute this Contract; to
wit: the signature by the Buyer. The parties agree that signatures by facsimile
transmission shall be binding upon the parties.
SECTION 15. BROKERS. The parties represent that there are no real
estate brokers or salespersons involved in this matter and, accordingly, no liability
therefore.
SECTION 16. DATE AND PLACE OF CLOSING. This Contract shall be
closed by the Closing Agent, Stenstrom, McIntosh, Colbert, Whigham & Partlow, P.A.,
at the Closing Agent's offices on or before thirty (30) days after full execution of this
Contract unless the Closing Date is extended by the parties.
SECTION 17. RADON /FLOOD ZONE.
(a). Radon is a naturally occurring radioactive gas that, when it has accumulated
in a building in sufficient quantities, may present a health risk to persons who are
exposed to it over time. Levels of radon that exceed federal and state guidelines have
been found in buildings in Florida. Additional information regarding radon and radon
testing may be obtained from the Seminole County health unit.
(b). There may be flood zone issues relating to the subject property and matters
relating to flood zone insurance could be of importance to the Buyer. The Buyer
acknowledges those circumstances relative to this Contract. The Buyer understands
that information is available the Buyer to ensure that the property is appropriately
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located with regard to flooding conditions and shall make such determination on or
before Closing.
SECTION 18. PUBLIC RECORDS. The Seller acknowledges that the Buyer is
subject to the Florida Public Records Law and cannot prevent disclosure of this
Contract except as set forth in Section 166.045 and Section 119.07(3)(n), Florida
Statutes, and Article I, Section 24 of the Constitution of the State of Florida.
SECTION 19. GOVERNING /CONTROLLING LAW. This Contract shall be
governed by, and construed and enforced in accordance with, the laws of the State of
Florida.
SECTION 20. VENUE. Venue for any dispute shall be in the Eighteenth Judicial
Circuit Court in and for Seminole County, Florida.
SECTION 21. TIME OF THE ESSENCE. The parties agree that they shall
diligently and expeditiously pursue their respective obligations set forth in this Contract.
SECTION 22. ENTIRE CONTRACT /INTEGRATION OF
TERMS /MODIFICATION This Contract (and all exhibits thereto) constitutes the entire
understanding and Contract between the parties hereto with respect to the subject
matter hereof. No modification or amendment of this Contract shall be valid and binding
upon the parties unless in writing and executed by the parties to be bound thereby.
Each person executing this Contract warrants and represents that persons' full
authorization to do so. This Contract constitutes the entire Contract between the parties
pertaining to the subject matter hereof and supersedes all prior and contemporaneous
Contracts and understandings of the parties. The parties may execute multiple
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counterparts of this contract hereto. Each such executed counterpart shall have the full
force and effect of an original executed instrument. The parties, however, acknowledge
the existence of the existing agreement between the parties and the Buyer's obligation
to pay Ad Valorem Taxes thereunder.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
instrument on the days and year indicated below and the signatories below hereby
represent that they have full authority to execute this Contract and to bind the parties
set forth herein.
WIT ESSES:
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Signatur
Signatu e
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Date
BUYER:
Mi � 4. - Moreno
Date
ATTEST:
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Janet R. Dougherty, ty Cler
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY
BY:
William L. Colbert, City Attorney
SELLE
Linda Kuhn, Mayor
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