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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. Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 1 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. Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 2 (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. Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 3 (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. Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 4 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 Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 5 (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. Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 6 (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. Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 7 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 Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 8 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 Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 9 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: iflQ 4 1 A, AA-A Signatur Signatu e /C7 • 5/. O� Date BUYER: Mi � 4. - Moreno Date ATTEST: { Janet R. Dougherty, ty Cler APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY: William L. Colbert, City Attorney SELLE Linda Kuhn, Mayor Moreno and City of Sanford Contract for Sale and Purchase with City of Sanford Page 10