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TC Ord. No. 22-18 Emergency Ord Approving the Purchase of 511 Metcalf Road, Unit G20, Avon, CO
✓VVUJIl�. 11 "11-upw 1✓. -- 1-f 1 VV-✓'V✓-wof LV 4 -- Avon o ORDINANCE NO. 22-18 APPROVING THE PURCHASE OF 511 METCALF ROAD, UNIT G20, AVON COLORADO WHEREAS, the Town of Avon ("Town") is a home rule authority municipal corporation and body politic organized under the laws of the State of Colorado and possessing the maximum powers, authority and privileges to which it is entitled under Colorado law; and WHEREAS, the Town Council ("Council") finds and determines that the availability of workforce housing is a crisis which is negatively impacting employers in the Avon community, including Town of Avon as an employer; and WHEREAS, Council finds that acquiring residential property for the purpose of increasing the Town's inventory of housing for Town of Avon employees will promote the Town of Avon's ability to recruit and retain employees for the provision of public services to the Avon community; and WHEREAS, Council finds that adoption of an Ordinance Approving the Purchase of 511 Metcalf Road, Unit G20, Avon, Colorado, is time sensitive; and WHEREAS, Avon Home Rule Charter, Section 6.6, authorizes adoption of an Ordinance on one reading by the concurring vote of five Council members which then takes effect immediately upon adoption; and WHEREAS, the Town Council conducted a public hearing on Tuesday, November 8, 2022 at the Avon Town Hall, after posting notice of such public hearing at least 24 hours in advance in accordance with Section 6.6 of the Avon Home Rule Charter; and WHEREAS, the Town Council finds and declares that adoption of this Ordinance is necessary for the immediate preservation of public health and safety for the Avon community because it will increase the inventory of employee housing for Town of Avon employees who provide essential public services to the Avon community; and, NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF AVON, COLORADO the following: Section 1. Recitals Incorporated. The above and foregoing recitals are incorporated herein by reference and adopted as findings and determinations of the Town Council. Section 2. Approving Purchase of Real Estate. The Contract to Buy and Sell Real Estate (Residential) attached hereto as Exhibit A ("Purchase Contract") is hereby approved. The Mayor, Town Clerk and Town Manager (and designees) are hereby authorized to execute all documents related to performance of the Purchase Contract and the closing and purchase of 511 Ord 22-18 Purchase of 511 Metcalf Road, Unit G20, Avon November 8, 2022 Page 1 of 3 uocusign tnveiope W: c3ItU1A9-/rGU-4A5D-8BED-B57E03212B3E Metcalf Road, Unit G20, Avon, Colorado, subject to review of such documents by the Town Attorney. Section 3. Severability. If any provision of this Ordinance, or the application of such provision to any person or circumstance, is for any reason held to be invalid, such invalidity shall not affect other provisions or applications of this Ordinance which can be given effect without the invalid provision or application, and to this end the provisions of this Ordinance are declared to be severable. The Town Council hereby declares that it would have passed this Ordinance and each provision thereof, even though any one of the provisions might be declared unconstitutional or invalid. As used in this Section, the term "provision" means and includes any part, division, subdivision, section, subsection, sentence, clause or phrase; the terns "application" means and includes an application of an ordinance or any part thereof, whether considered or construed alone or together with another ordinance or ordinances, or part thereof, of the Town. Section 4. Effective Date. This Ordinance shall take effect immediately upon adoption in accordance with Sections 6.4 and 6.6 of the Avon Home Rule Charter. Section 5. Safety Clause. The Town Council hereby finds, determines and declares that this Ordinance is promulgated under the general police power of the Town of Avon, that it is promulgated for the health, safety and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The Town Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. Section 6. Codification of Amendments. The codifier of the Town's Municipal Code, Colorado Code Publishing, is hereby authorized to make such numerical and formatting changes as may be necessary to incorporate the provisions of this Ordinance within the Avon Municipal Code. The Town Clerk is authorized to correct, or approve the correction by the codifier, of any typographical error in the enacted regulations, provided that such correction shall not substantively change any provision of the regulations adopted in this Ordinance. Such corrections may include spelling, reference, citation, enumeration, and grammatical errors. Section 7. Publication by Posting. The Town Clerk is ordered to publish this Ordinance in accordance with Chapter 1.16 of the Avon Municipal Code. [SIGNATURE PAGE FOLLOWS] Ord 22-18 Purchase of 511 Metcalf Road, Unit G20, Avon November 8, 2022 Page 2 of 3 INTRODUCED AND ADOPTED by the Avon Town Council on November 8, 2022 by the concurring vote of five Council members after conducting a public hearing at the Council Chambers of the Avon Municipal Building, located at One Hundred Mikaela Way, Avon, Colorado. BY: F DocuSigned by: I� A�V'a /IKA& C1�W.S Sarah Smith Hymes, Mayor APPROVED AS TO FORM: DocuSigned by: l:Af1RFA7f1'tRSAd FA Karl Hanlon, Town Attorney ATTEST: DoycuSigned by: w�� a 1-�wt,s 1 C2DEBCCA9684D4... Brenda Torres, Town Ord 22-18 Purchase of 511 Metcalf Road, Unit G20, Avon November 8, 2022 Page 3 of 3 i 4 F, 1C t1 12 t� 14 15 16 17 10 1Q 2C, 21 7� L� 2 24 25 26 27 26 29 K 3i at 3� 34 35 36 37 39 4Q 41 42 4v 44 4_` 46 47 46 49 5C 51 52 54 5 56 57 The printed portions of this form, except differentiated additions, have been approved by the Colorado Real Estate Commission. (CBS1-6-21) (Mandatory 1-22) THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING. CONTRACT TO BUY AND SELL REAL ESTATE (RESIDENTIAL) Date: 1012512022 AGREEMENT 1. AGREEMENT. Buyer agrees to buy and Seller agrees to sell the Property described below on the terms and conditions set forth in this contract (Contract). 2. PARTIES AND PROPERTY. 2.1. Buyer. Town of Avon (Buyer) will take title to the Property described below as ❑ Joint Tenants ❑ Tenants In Common ® Other to be determined. 2.2. No Assignability. This Contract IS NOT assignable by Buyer unless otherwise specified in Additional Provisions. 2.3. Seller. Amy M. Greer and Brandon C. Greer (Seller) is the current owner of the Property described below. 2.4. Property. The Property is the following legally described real estate in the County of Eagle, Colorado (insert legal description): Subdivision: BARRANCAS - 2 CONDOMINIUM Unit: G20 known as: 511 Metcalf Road, Unit G20 Avon, CO 81620 together with the interests, easements, rights, benefits, improvements and attached fixtures appurtenant thereto and all interest of Seller in vacated streets and alleys adjacent thereto, except as herein excluded (Property). 2.5. Inclusions. The Purchase Price includes the following items (Inclusions): 2.5.1. Inclusions — Attached. If attached to the Property on the date of this Contract, the following items are included unless excluded under Exclusions: lighting, heating, plumbing, ventilating and air conditioning units, TV antennas, inside telephone, network and coaxial (cable) wiring and connecting blocks/jacks, plants, mirrors, floor coverings, intercom systems, built-in kitchen appliances, sprinkler systems and controls, built-in vacuum systems (including accessories) and garage door openers (including 1 remote controls). If checked, the following are owned by the Seller and included: ❑ Solar Panels ❑ Water Softeners ❑ Security Systems ❑ Satellite Systems (including satellite dishes). Leased items should be listed under § 2.5.7. (Leased Items). If any additional items are attached to the Property after the date of this Contract, such additional items are also included in the Purchase Price. 2.5.2. Inclusions — Not Attached. If on the Property, whether attached or not, on the date of this Contract, the following items are included unless excluded under Exclusions: storm windows, storm doors, window and porch shades, awnings, blinds, screens, window coverings and treatments, curtain rods, drapery rods, fireplace inserts, fireplace screens, fireplace grates, heating stoves, storage sheds, carbon monoxide alarms, smoke/fire detectors and all keys. 2.5.3. Other Inclusions. The following items, whether fixtures or personal property, are also included in the Purchase Price: A11 appliances currently in the Property including but not limited to: refrigerator/freezer, stove%ven, dishwasher, washer/dryer, all attached wall sconces, chandeliers, and all CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Pagel of 23 10/26/2022 10:38:50 AM Seller(s) Initials: A� 8X EXHIB4 A: Purchase Contract CTMeContracts.corn - ©2022 CTM Software Corp. 58 59 60 61 62 63 64 65 66 67 66 69 70 71 72 7° 74 75 76 77 78 79 so 61 62 8� 84 s 86 67 s=, 69 90 91 94 95 9F g 96 99 1 r c, 11, I 1C 1 C4 105 I C!- ICl 1C= 1' 1 1'4 _bathroom mirrors, built-in storage cabinets and shelves. ❑ If the box is checked, Buyer and Seller have concurrently entered into a separate agreement for additional personal property outside of this Contract. 2.5.4. Encumbered Inclusions. Any Inclusions owned by Seller (e.g., owned solar panels) must be conveyed at Closing by Seller free and clear of all taxes (except personal property and general real estate taxes for the year of Closing), liens and encumbrances, except: 2.5.5. Personal Property Conveyance. Conveyance of all personal property will be by bill of sale or other applicable legal instrument. 2.5.6. Parking and Storage Facilities. The use or ownership of the following parking facilities: 1-Car Garage; and the use or ownership of the following storage facilities: Certain storage within the garage, allocated for the unit aer the HOA Note to Buyer: If exact rights to the parking and storage facilities is a concern to Buyer, Buyer should investigate. 2.5.7. Leased Items. The following personal property is currently leased to Seller which will be transferred to Buyer at Closing (Leased Items): 2.6. Exclusions. The following items are excluded (Exclusions): 2.7. Water Rights/Well Rights. ❑ 2.7.1. Deeded Water Rights. The following legally described water rights: Any deeded water rights will be conveyed by a good and sufficient deed at Closing. ❑ 2.7.2. Other Rights Relating to Water. The following rights relating to water not included in §§ 2.7.1., 2.7.3. and 2.7.4., will be transferred to Buyer at Closing: ❑ 2.7.3. Well Rights. Seller agrees to supply required information to Buyer about the well. Buyer understands that if the well to be transferred is a "Small Capacity Well" or a "Domestic Exempt Water Well" used for ordinary household purposes, Buyer must, prior to or at Closing, complete a Change in Ownership form for the well. If an existing well has not been registered with the Colorado Division of Water Resources in the Department of Natural Resources (Division), Buyer must complete a registration of existing well form for the well and pay the cost of registration. If no person will be providing a closing service in connection with the transaction, Buyer must file the form with the Division within sixty days after Closing. The Well Permit # is . ❑ 2.7.4. Water Stock Certificates. The water stock certificates to be transferred at Closing are as follows: 2.7.5. Conveyance. If Buyer is to receive any rights to water pursuant to § 2.7.2. (Other Rights Relating to Water), § 2.7.3. (Well Rights), or § 2.7.4. (Water Stock Certificates), Seller agrees to convey such rights to Buyer by executing the applicable legal instrument at Closing. 2.7.6. Water Rights Review. Buyer ❑ Does ® Does Not have a Right to Terminate if examination of the Water Rights is unsatisfactory to Buyer on or before the Water Rights Examination Deadline. 3. DATES, DEADLINES AND APPLICABILITY. 3.1. Dates and Deadlines. Item No. Reference Event Date or Deadline 1 § 3 Time of Day Deadline 2 § 4 Alternative Earnest Money Deadline MEC + 5 business days Title 3 § 8 Record Title Deadline (and Tax Certificate) 1013112022 Monday 4 § 8 Record Title Objection Deadline 1111112022 Friday 5 § 8 Off -Record Title Deadline 1013112022 Monday 6 § 8 Off -Record Title Objection Deadline 1111112022 Friday 7 § 8 Title Resolution Deadline 1111812022 Friday CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 2 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 0B(� EXHIB4 A: Purchase Contract CTMeContracts.com - C2022 CTM Software Corp. Ilb 117 118 119 120 121 122 123 124 125 126 12, 128 129 13C 131 134 1 "r,_. 137 136 139 14C 141 142 143 144 14` 146 147 148 149 1c 151 152 is-, 1J4 15S 156 15 156 159 16C 161 162' 163 164 16vl 166 167 168 169 170 171 172 172 8 § 8 Third Party Right to Purchase/Approve Deadline n/a Owners' Association 9 § 7 Association Documents Deadline 1013112022 Monday 10 § 7 Association Documents Termination Deadline 1111812022 Friday Seller's Disclosures 11 § 10 Seller's Property Disclosure Deadline 1013112022 Monday 12 § 10 Lead -Based Paint Disclosure Deadline n/a Loan and Credit 13 § 5 New Loan Application Deadline n/a 14 § 5 New Loan Terms Deadline n/a 15 § 5 New Loan Availability Deadline n/a 16 § 5 Buyer's Credit Information Deadline n/a 17 § 5 Disapproval of Buyer's Credit Information Deadline n/a 18 § 5 Existing Loan Deadline n/a 19 § 5 Existing Loan Termination Deadline n/a 20 § 5 Loan Transfer Approval Deadline n/a 21 § 4 Seller or Private Financing Deadline n/a Appraisal 22 § 6 Appraisal Deadline 1111812022 Friday 23 § 6 Appraisal Objection Deadline 1112212022 Tuesday 24 § 6 Appraisal Resolution Deadline 1112412022 Thursday Survey 25 § 9 New ILC or New Survey Deadline n/a 26 § 9 New ILC or New Survey Objection Deadline n/a 27 § 9 New ILC or New Survey Resolution Deadline n/a Inspection and Due diligence 28 § 2 Water Rights Examination Deadline n/a 29 § 8 Mineral Rights Examination Deadline n/a 30 § 10 Inspection Termination Deadline 1111112022 Friday 31 § 10 Inspection Objection Deadline 1111112022 Friday 32 § 10 Inspection Resolution Deadline 1111812022 Friday 33 § 10 Property Insurance Termination Deadline 1111112022 Friday 34 § 10 Due Diligence Documents Delivery Deadline n/a 35 § 10 Due Diligence Documents Objection Deadline n/a 36 § 10 Due Diligence Documents Resolution Deadline n/a 37 § 10 Conditional Sale Deadline n/a 38 § 10 Lead -Based Paint Termination Deadline n/a Closing and Possession 39 § 12 Closing Date 1113012022 Wednesday 40 § 17 Possession Date 1113012022 Wednesday -t CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 3 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: BCC' EXHIB& A: Purchase Contract CTMeContracts. coin - ©2022 CTM Soft -ware Corp. 17`, 176 177 178 179 180 181 182 183 184 185 186 187 186 169 190 191 192 193 194 195 196 197 198 199 200 201 202 203 204 205 206 207 206 209 21 C: 212 213 214 !1_ 216 217 218 219 22F 22! 2222 22_ 2- 22- 226 22, 226 229 230 41 § 17 Possession Time upon closing & funding 42 § 27 Acceptance Deadline Date 1012612022 Wednesday 43 § 27 Acceptance Deadline Time 5 PM Mountain Time 44 Square Footage Disclosure 1111112022 Friday 45 Note: If FHA or VA loan boxes are checked in § 4.5.3. (Loan Limitations), the Appraisal deadlines DO NOT apply to FHA insured or VA guaranteed loans. 3.2. Applicability of Terms. If any deadline blank in § 3.1. (Dates and Deadlines) is left blank or completed with "N/A", or the word "Deleted," such deadline is not applicable and the corresponding provision containing the deadline is deleted. Any box checked in this Contract means the corresponding provision applies. If no box is checked in a provision that contains a selection of "None", such provision means that "None" applies. The abbreviation "MEC" (mutual execution of this Contract) means the date upon which both parties have signed this Contract. The abbreviation "N/A" as used in this Contract means not applicable. 3.3. Day; Computation of Period of Days; Deadlines. 3.3.1. Day. As used in this Contract, the term "day" means the entire day ending at 11:59 p.m., United States Mountain Time (Standard or Daylight Savings, as applicable). Except however, if a Time of Day Deadline is specified in § 3.1. (Dates and Deadlines), all Objection Deadlines, Resolution Deadlines, Examination Deadlines and Termination Deadlines will end on the specified deadline date at the time of day specified in the Time of Day Deadline, United States Mountain Time. If Time of Day Deadline is left blank or "N/A" the deadlines will expire at 11:59 p.m., United States Mountain Time. 3.3.2. Computation of Period of Days. In computing a period of days (e.g., three days after MEC), when the ending date is not specified, the first day is excluded and the last day is included. 3.3.3. Deadlines. If any deadline falls on a Saturday, Sunday or federal or Colorado state holiday (Holiday), such deadline ❑ Will ® Will Not be extended to the next day that is not a Saturday, Sunday or Holiday. Should neither box be checked, the deadline will not be extended. 4. PURCHASE PRICE AND TERMS. 4.1. Price and Terms. The Purchase Price set forth below is payable in U.S. Dollars by Buyer as follows: Item No. Reference Item Amount Amount 1 § 4.1. Purchase Price $ 535,000.00 2 § 4.3. Earnest Money $ 16,500.00 3 § 4.5. New Loan $ 4 § 4.6. Assumption Balance $ 5 § 4.7. Private Financing $ 6 § 4.7. Seller Financing $ 7 $ 8 $ 9 § 4.4. Cash at Closing $ 518,500.00 10 Total $ 535,000.00 $ 535,000.00 4.2. Seller Concession. At Closing, Seller will credit to Buyer $0 (Seller Concession). The Seller Concession may be used for any Buyer fee, cost, charge or expenditure to the extent the amount is allowed by the Buyer's lender and is included in the Closing Statement or Closing Disclosure at Closing. Examples of allowable items to be paid for by the Seller Concession include, but are not limited to: Buyer's closing costs, CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 4 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K 8X EXH1B4 A: Purchase Contract CTMeContracts.eom - —9,2022 CTM Software Corp. loan discount points, loan origination fees, prepaid items and any other fee, cost, charge, expense or expenditure. Seller Concession is in addition to any sum Seller has agreed to pay or credit Buyer elsewhere 235 in this Contract. 236 4.3. Earnest Money. The Earnest Money set forth in this Section, in the form of a Good Funds, will 237 23," be payable to and held by Land Title (Earnest Money Holder), in its trust account, on behalf of both Seller 23s, and Buyer. The Earnest Money deposit must be tendered, by Buyer, with this Contract unless the parties 24C mutually agree to an Alternative Earnest Money Deadline for its payment. The parties authorize delivery of 241 the Earnest Money deposit to the company conducting the Closing (Closing Company), if any, at or before 242 Closing. In the event Earnest Money Holder has agreed to have interest on Earnest Money deposits 2421 transferred to a fund established for the purpose of providing affordable housing to Colorado residents, Seller 244 and Buyer acknowledge and agree that any interest accruing on the Earnest Money deposited with the 24' Earnest Money Holder in this transaction will be transferred to such fund. 246 247 4.3.1. Alternative Earnest Money Deadline. The deadline for delivering the Earnest Money, if 248 other than at the time of tender of this Contract, is as set forth as the Alternative Earnest Money Deadline. 249 4.3.2. Disposition of Earnest Money. If Buyer has a Right to Terminate and timely terminates, ,sr Buyer is entitled to the return of Earnest Money as provided in this Contract. If this Contract is terminated as 2SI set forth in § 24 and, except as provided in § 23 (Earnest Money Dispute), if the Earnest Money has not 2'--,2 already been returned following receipt of a Notice to Terminate, Seller agrees to execute and return to Buyer 252. or Broker working with Buyer, written mutual instructions (e.g., Earnest Money Release form), within three 254 days of Seller's receipt of such form. If Seller is entitled to the Earnest Money, and, except as provided in § 23 (Earnest Money Dispute), if the Earnest Money has not already been paid to Seller, following receipt of an 2SE. Earnest Money Release form, Buyer agrees to execute and return to Seller or Broker working with Seller, 257 written mutual instructions (e.g., Earnest Money Release form), within three days of Buyer's receipt. 25E. 2S9 4.3.2.1. Seller Failure to Timely Return Earnest Money. If Seller fails to timely execute 2F, and return the Earnest Money Release Form, or other written mutual instructions, Seller is in default and liable to Buyer as set forth in "If Seller is in Default", § 20.2. and § 21, unless Seller is entitled to the Earnest Money due to a Buyer default. 2621 4.3.2.2. Buyer Failure to Timely Release Earnest Money. If Buyer fails to timely execute 264 and return the Earnest Money Release Form, or other written mutual instructions, Buyer is in default and liable to Seller as set forth in "If Buyer is in Default, § 20.1. and § 21, unless Buyer is entitled to the Earnest Money due to a Seller Default. 267 ,F_; 4.4. Form of Funds; Time of Payment; Available Funds. J 269 4.4.1. Good Funds. All amounts payable by the parties at Closing, including any loan proceeds, 270 Cash at Closing and closing costs, must be in funds that comply with all applicable Colorado laws, including 271 electronic transfer funds, certified check, savings and loan teller's check and cashier's check (Good Funds). 272 4.4.2. Time of Payment. All funds, including the Purchase Price to be paid by Buyer, must be 273 paid before or at Closing or as otherwise agreed in writing between the parties to allow disbursement by 274 Closing Company at Closing OR SUCH NONPAYING PARTY WILL BE IN DEFAULT. 4.4.3. Available Funds. Buyer represents that Buyer, as of the date of this Contract, ® Does 277 ❑ Does Not have funds that are immediately verifiable and available in an amount not less than the amount 276 stated as Cash at Closing in § 4.1. 279 4.5. New Loan. (Omitted as inapplicable) 28C 4.6. Assumption. (Omitted as inapplicable) 261 4.7. Seller or Private Financing. (Omitted as inapplicable) 2082 283 284 TRANSACTION PROVISIONS 5. FINANCING CONDITIONS AND OBLIGATIONS. 28c, (Omitted as inapplicable) 28`' 5.3. Credit Information. (Omitted as inapplicable) 25G 11.1 CBS I -6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 5 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: R� &V EXHIB4 A: Purchase Contract CTMeContracts.com - 2022 CTM Software Corp. 5.4. Existing Loan Review. (Omitted as inapplicable) 292 293 294 6. APPRAISAL PROVISIONS. 295 6.1. Appraisal Definition. An "Appraisal" is an opinion of value prepared by a licensed or certified 296 appraiser, engaged on behalf of Buyer or Buyer's lender, to determine the Property's market value (Appraised 297 Value). The Appraisal may also set forth certain lender requirements, replacements, removals or repairs 296 necessary on or to the Property as a condition for the Property to be valued at the Appraised Value. 299 6.2. Appraised Value. The applicable appraisal provision set forth below applies to the respective G BG 1 loan type set forth in § 4.5.3., or if a cash transaction (i.e., no financing), § 6.2.1. applies. 302 6.2.1. Conventional/Other. Buyer has the right to obtain an Appraisal. If the Appraised Value is 363 less than the Purchase Price, or if the Appraisal is not received by Buyer on or before Appraisal Deadline 304 Buyer may, on or before Appraisal Objection Deadline: 305 6.2.1.1. Notice to Terminate. NotifySeller in writing, g, pursuant to § 24.1., that this Contract 306 is terminated; or 3 6.2.1.2. Appraisal Objection. Deliver to Seller a written objection accompanied by either a BGy copy of the Appraisal or written notice from lender that confirms the Appraised Value is less than the �lr, Purchase Price (Lender Verification). 311 6.2.1.3. Appraisal Resolution. If an Appraisal Objection is received by Seller, on or before 312 Appraisal Objection Deadline and if Buyer and Seller have not agreed in writing to a settlement thereof on 313, or before Appraisal Resolution Deadline, this Contract will terminate on the Appraisal Resolution 314 Deadline, unless Seller receives Buyer's written withdrawal of the Appraisal Objection before such 315 termination, (i.e., on or before expiration of Appraisal Resolution Deadline). 316 6.2.2. FHA. It is expressly agreed that, notwithstanding any other provisions of this Contract, the 317 purchaser (Buyer) shall not be obligated to complete the purchase of the Property described herein or to ` 8 incur any penalty by forfeiture of Earnest Money deposits or otherwise unless the purchaser (Buyer) has 319 320 been given, in accordance with HUD/FHA or VA requirements, a written statement issued by the Federal 0.21 Housing Commissioner, Department of Veterans Affairs, or a Direct Endorsement lender, setting forth the 322 appraised value of the Property of not less than $. The purchaser (Buyer) shall have the privilege and option 323 of proceeding with the consummation of this Contract without regard to the amount of the appraised 324 valuation. The appraised valuation is arrived at to determine the maximum mortgage the Department of 325 Housing and Urban Development will insure. HUD does not warrant the value nor the condition of the 326 Property. The purchaser (Buyer) should satisfy himself/herself/themselves that the price and condition of the 327 Property are acceptable. 328 6.2.3. VA. It is expressly agreed that, notwithstanding any other provisions of this Contract, the 329 J3G purchaser (Buyer) shall not incur any penalty by forfeiture of Earnest Money or otherwise or be obligated to 331 complete the purchase of the Property described herein, if the Contract Purchase Price or cost exceeds the 332 reasonable value of the Property established by the Department of Veterans Affairs. The purchaser (Buyer) JJJ shall, however, have the privilege and option of proceeding with the consummation of this Contract without 334 regard to the amount of the reasonable value established by the Department of Veterans Affairs. 335 6.3. Lender Property Requirements. If the lender imposes any written requirements, replacements, 336 removals or repairs, including any specified in the Appraisal (Lender Property Requirements) to be made to 337 the Property (e.g., roof repair, repainting), beyond those matters already agreed to by Seller in this Contract, 338 this Contract terminates on the earlier of three days following Seller's receipt of the Lender Property 339 Requirements, or Closing, unless prior to termination: (1) the parties enter into a written agreement to satisfy 3,4r, 34 the Lender Property Requirements; (2) the Lender Property Requirements have been completed; or (3) the 34L satisfaction of the Lender Property Requirements is waived in writing by Buyer. i40, 6.4. Cost of Appraisal. Cost of the Appraisal to be obtained after the date of this Contract must be 344 timely paid by ® Buyer ❑ Seller. The cost of the Appraisal may include any and all fees paid to the 34s appraiser, appraisal management company, lender's agent or all three. 346 347 7. OWNERS' ASSOCIATIONS. This Section is applicable if the Property is located within one or more 346 Common Interest Communities and subject to one or more declarations (Association). CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 6 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: A� 8(V FXHIRg A• Pi irrrhaeA ('nnfrnrf CTMeContracts.com - 32022 CTM Software Corp. 35C 7.1. Common Interest Community Disclosure. THE PROPERTY IS LOCATED WITHIN A 3 COMMON INTEREST COMMUNITY AND IS SUBJECT TO THE DECLARATION FOR THE COMMUNITY. 3 THE OWNER OF THE PROPERTY WILL BE REQUIRED TO BE A MEMBER OF THE OWNERS' 353, ASSOCIATION FOR THE COMMUNITY AND WILL BE SUBJECT TO THE BYLAWS AND RULES AND 354 REGULATIONS OF THE ASSOCIATION. THE DECLARATION, BYLAWS AND RULES AND 3., REGULATIONS WILL IMPOSE FINANCIAL OBLIGATIONS UPON THE OWNER OF THE PROPERTY, INCLUDING AN OBLIGATION TO PAY ASSESSMENTS OF THE ASSOCIATION. IF THE OWNER DOES 357 NOT PAY THESE ASSESSMENTS, THE ASSOCIATION COULD PLACE A LIEN ON THE PROPERTY H AND POSSIBLY SELL IT TO PAY THE DEBT. THE DECLARATION, BYLAWS AND RULES AND 36C REGULATIONS OF THE COMMUNITY MAY PROHIBIT THE OWNER FROM MAKING CHANGES TO THE q PROPERTY WITHOUT AN ARCHITECTURAL REVIEW BY THE ASSOCIATION (OR A COMMITTEE OF 3,Er THE ASSOCIATION) AND THE APPROVAL OF THE ASSOCIATION. PURCHASERS OF PROPERTY 3r, WITHIN THE COMMON INTEREST COMMUNITY SHOULD INVESTIGATE THE FINANCIAL 3384 OBLIGATIONS OF MEMBERS OF THE ASSOCIATION. PURCHASERS SHOULD CAREFULLY READ 3E_` THE DECLARATION FOR THE COMMUNITY AND THE BYLAWS AND RULES AND REGULATIONS OF 36, , THE ASSOCIATION. 3E'7 7.2. Association Documents to Buyer. Seller is obligated to provide to Buyer the Association E, Documents (defined below), at Seller's expense, on or before Association Documents Deadline. Seller 35° 37� authorizes the Association to provide the Association Documents to Buyer, at Seller's expense. Seller's 371 obligation to provide the Association Documents is fulfilled upon Buyer's receipt of the Association 372 Documents, regardless of who provides such documents. 3,73. 7.3. Association Documents. Association documents (Association Documents) consist of the 1174 following: 377.3.1. All Association declarations, articles of incorporation, bylaws, articles of organization, '76 operating agreements, rules and regulations, party wall agreements and the Association's responsible 377 governance policies adopted under § 38-33.3-209.5, C.R.S.; 37b 7E, 7.3.2. Minutes of: (1) the annual owners' or members' meeting and (2) any executive boards' or 3 r _, managers' meetings; such minutes include those provided under the most current annual disclosure required under § 38-33.3-209.4, C.R.S. (Annual Disclosure) and minutes of meetings, if any, subsequent to the minutes disclosed in the Annual Disclosure. If none of the preceding minutes exist, then the most recent 38..-� minutes, if any (§§ 7.3.1. and 7.3.2., collectively, Governing Documents); and 364 7.3.3. List of all Association insurance policies as provided in the Association's last Annual Disclosure, including, but not limited to, property, general liability, association director and officer professional liability and fidelity policies. The list must include the company names, policy limits, policy deductibles, 3�;7 additional named insureds and expiration dates of the policies listed (Association Insurance Documents); 186 7.3.4. A list by unit type of the Association's assessments, including both regular and special Sob' 391- assessments as disclosed in the Association's last Annual Disclosure; 391 7.3.5. The Association's most recent financial documents which consist of: (1) the Association's 39,� operating budget for the current fiscal year, (2) the Association's most recent annual financial statements, 392 including any amounts held in reserve for the fiscal year immediately preceding the Association's last Annual '194 Disclosure, (3) the results of the Association's most recent available financial audit or review, (4) list of the 39z fees and charges (regardless of name or title of such fees or charges) that the Association's community 39F, association manager or Association will charge in connection with the Closing including, but not limited to, `97 any fee incident to the issuance of the Association's statement of assessments (Status Letter), any rush or 34 update fee charged for the Status Letter, any record change fee or ownership record transfer fees (Record 399 399 Change Fee), fees to access documents, (5) list of all assessments required to be paid in advance, reserves 40, or working capital due at Closing and (6) reserve study, if any (§§ 7.3.4. and 7.3.5., collectively, Financial 40-- Documents); 403 7.3.6. Any written notice from the Association to Seller of a "construction defect action" under § 404 38-33.3-303.5, C.R.S. within the past six months and the result of whether the Association approved or 40= disapproved such action (Construction Defect Documents). Nothing in this Section limits the Seller's 40E. obligation to disclose adverse material facts as required under § 10.2. (Disclosure of Adverse Material Facts; 407 CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 7 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: A� V EXHIB# A: Purchase Contract CTMeContracts.com - C2022 CTM Sofhvare Corp. 406 Subsequent Disclosure; Present Condition) including any problems or defects in the common elements or 409 limited common elements of the Association property. 41C, 7.4. Conditional on Buyer's Review. Buyer has the right to review the Association Documents. 411 411 Buyer has the Right to Terminate under § 24.1., on or before Association Documents Termination 413 Deadline, based on any unsatisfactory provision in any of the Association Documents, in Buyer's sole 414 subjective discretion. Should Buyer receive the Association Documents after Association Documents 41=, Deadline, Buyer, at Buyer's option, has the Right to Terminate under § 24.1. by Buyer's Notice to Terminate 416 received by Seller on or before ten days after Buyer's receipt of the Association Documents. If Buyer does 417 not receive the Association Documents, or if Buyer's Notice to Terminate would otherwise be required to be 416 received by Seller after Closing Date, Buyer's Notice to Terminate must be received by Seller on or before 419 Closing. If Seller does not receive Buyer's Notice to Terminate within such time, Buyer accepts the provisions 420 of the Association Documents as satisfactory and Buyer waives any Right to Terminate under this provision, 421 notwithstanding the provisions of § 8.6. (Third Party Right to Purchase/Approve). 422 42 424 8. TITLE INSURANCE, RECORD TITLE AND OFF -RECORD TITLE. 42 8.1. Evidence of Record Title. 4. _ ® 8.1.1. Seller Selects Title Insurance Company. If this box is checked, Seller will select the 427 title insurance company to furnish the owner's title insurance policy at Seller's expense. On or before Record 428 Title Deadline, Seller must furnish to Buyer, a current commitment for an owner's title insurance policy (Title 429 Commitment), in an amount equal to the Purchase Price, or if this box is checked, ❑ an Abstract of Title 4310 certified to a current date. Seller will cause the title insurance policy to be issued and delivered to Buyer as 4?'1 soon as practicable at or after Closing. 432 432 El8.1.2. Buyer Selects Title Insurance Company. If this box is checked, Buyer will select the 4`,4 title insurance company to furnish the owner's title insurance policy at Buyer's expense. On or before Record 4''c' Title Deadline, Buyer must furnish to Seller, a current commitment for owner's title insurance policy (Title 436 Commitment), in an amount equal to the Purchase Price. 437 If neither box in § 8.1.1. or § 8.1.2. is checked, § 8.1.1. applies. 4'_'` 8.1.3. Owner's Extended Coverage (OEC). The Title Commitment ® Will ❑ Will Not contain 4-'` Owner's Extended Coverage (OEC). If the Title Commitment is to contain OEC, it will commit to delete or 44G insure over the standard exceptions which relate to: (1) parties in possession, (2) unrecorded easements, (3) 441 surveymatters, 4 unrecorded mechanics' liens, 5 a 44! () () gap period (period between the effective date and time 44° of commitment to the date and time the deed is recorded) and (6) unpaid taxes, assessments and 444 unredeemed tax sales prior to the year of Closing. Any additional premium expense to obtain OEC will be 44ti paid by ❑ Buyer ® Seller ❑ One -Half by Buyer and One -Half by Seller ❑ Other. 446 Regardless of whether the Contract requires OEC, the Title Insurance Commitment may not provide OEC or 447 delete or insure over any or all of the standard exceptions for OEC. The Title Insurance Company may 446 require a New Survey or New ILC, defined below, among other requirements for OEC. If the Title Insurance 44" Commitment is not satisfactory to Buyer, Buyer has a right to object under § 8.7. (Right to Object to Title, 4-- Resolution). 4, 8.1.4. Title Documents. Title Documents consist of the following: (1) copies of any plats, 4 declarations, covenants, conditions and restrictions burdening the Property and (2) copies of any other 45= 4 . documents (or, if illegible, summaries of such documents) listed in the schedule of exceptions (Exceptions) in 4_ _ the Title Commitment furnished to Buyer (collectively, Title Documents). 4c'6 8.1.5. Copies of Title Documents. Buyer must receive, on or before Record Title Deadline, 4 copies of all Title Documents. This requirement pertains only to documents as shown of record in the office of the clerk and recorder in the county where the Property is located. The cost of furnishing copies of the 4 9 documents required in this Section will be at the expense of the party or parties obligated to pay for the 4='- owner's title insurance policy. 46, 8.1.6. Existing Abstracts of Title. Seller must deliver to Buyer copies of any abstracts of title 46 covering all or any portion of the Property (Abstract of Title) in Seller's possession on or before Record Title 4== Deadline. 8.2. Record Title. Buyer has the right to review and object to the Abstract of Title or Title Commitment CBS1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 8 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: A� 8(� EXHIB& A: Purchase Contract CTMeContracts.com -' 2022 CTM Software Corp. 67 and any of the Title Documents as set forth in § 8.7. (Right to Object to Title, Resolution) on or before 4 467 Record Title Objection Deadline. Buyer's objection may be based on any unsatisfactory form or content of 469 Title Commitment or Abstract of Title, notwithstanding § 13, or any other unsatisfactory title condition, in 47E, Buyer's sole subjective discretion. If the Abstract of Title, Title Commitment or Title Documents are not 471 received by Buyer on or before the Record Title Deadline, or if there is an endorsement to the Title 472 Commitment that adds a new Exception to title, a copy of the new Exception to title and the modified Title 471Commitment will be delivered to Buyer. Buyer has until the earlier of Closing or ten days after receipt of such 474 documents by Buyer to review and object to: (1) any required Title Document not timely received by Buyer, 475 (2) any change to the Abstract of Title, Title Commitment or Title Documents, or (3) any endorsement to the 47E, Title Commitment. If Seller receives Buyer's Notice to Terminate or Notice of Title Objection, pursuant to this 477 § 8.2. (Record Title), any title objection by Buyer is governed by the provisions set forth in § 8.7. (Right to 476 Object to Title, Resolution). If Seller has fulfilled all Seller's obligations, if any, to deliver to Buyer all 479 documents required by § 8.1. (Evidence of Record Title) and Seller does not receive Buyer's Notice to 4o"6C G 4Terminate or Notice of Title Objection by the applicable deadline specified above, Buyer accepts the condition 48-2 of title as disclosed by the Abstract of Title, Title Commitment and Title Documents as satisfactory. 483 8.3. Off -Record Title. Seller must deliver to Buyer, on or before Off -Record Title Deadline, true 4E:4 copies of all existing surveys in Seller's possession pertaining to the Property and must disclose to Buyer all 48S easements, liens (including, without limitation, governmental improvements approved, but not yet installed) or 48E. other title matters not shown by public records, of which Seller has actual knowledge (Off -Record Matters). 467 This Section excludes any New ILC or New Survey governed under § 9 (New ILC, New Survey). Buyer has 4K the right to inspect the Property to investigate if any third party has any right in the Property not shown by 469 public records e. unrecorded easement, boundary line discrepancy or water rights). Buyer's Notice to 45C P ( g•, ry� P Y 9 )� Y 491 Terminate or Notice of Title Objection of any unsatisfactory condition (whether disclosed by Seller or revealed 491 by such inspection, notwithstanding § 8.2. (Record Title) and § 13 (Transfer of Title), in Buyer's sole 493 subjective discretion, must be received by Seller on or before Off -Record Title Objection Deadline. If an 494 Off -Record Matter is received by Buyer after the Off -Record Title Deadline, Buyer has until the earlier of 495 Closing or ten days after receipt by Buyer to review and object to such Off -Record Matter. If Seller receives 498 Buyer's Notice to Terminate or Notice of Title Objection pursuant to this § 8.3. (Off -Record Title), any title 497 objection by Buyer is governed by the provisions set forth in § 8.7. (Right to Object to Title, Resolution). If 498 Seller does not receive Buyer's Notice to Terminate or Notice of Title Objection by the applicable deadline 49`' specified above, Buyer accepts title subject to such Off -Record Matters and rights, if any, of third parties not SOC. shown by public records of which Buyer has actual knowledge. 5131 8.4. Special Taxing Districts. SPECIAL TAXING DISTRICTS MAY BE SUBJECT TO GENERAL 56` OBLIGATION INDEBTEDNESS THAT IS PAID BY REVENUES PRODUCED FROM ANNUAL TAX LEVIES 504 ON THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS. PROPERTY OWNERS IN SUCH DISTRICTS 50S MAY BE PLACED AT RISK FOR INCREASED MILL LEVIES AND TAX TO SUPPORT THE SERVICING 5QB OF SUCH DEBT WHERE CIRCUMSTANCES ARISE RESULTING IN THE INABILITY OF SUCH A 507 DISTRICT TO DISCHARGE SUCH INDEBTEDNESS WITHOUT SUCH AN INCREASE IN MILL LEVIES. SoE, BUYERS SHOULD INVESTIGATE THE SPECIAL TAXING DISTRICTS IN WHICH THE PROPERTY IS 505 LOCATED BY CONTACTING THE COUNTY TREASURER, BY REVIEWING THE CERTIFICATE OF 510 TAXES DUE FOR THE PROPERTY AND BY OBTAINING FURTHER INFORMATION FROM THE BOARD 5tt OF COUNTY COMMISSIONERS, THE COUNTY CLERK AND RECORDER, OR THE COUNTY ASSESSOR. 513 8.5. Tax Certificate. A tax certificate paid for by ® Seller ❑ Buyer, for the Property listing any 5t4 E 1 _ special taxing districts that affect the Property (Tax Certificate) must be delivered to Buyer on or before 516 Record Title Deadline. If the Property is located within a special taxing district and such inclusion is 517 unsatisfactory to Buyer, in Buyer's sole subjective discretion, Buyer may terminate, on or before Record Title Objection Deadline. Should Buyer receive the Tax Certificate after Record Title Deadline, Buyer, at Buyer's option, has the Right to Terminate under § 24.1. by Buyer's Notice to Terminate received by Seller on or S21, before ten days after Buyer's receipt of the Tax Certificate. If Buyer does not receive the Tax Certificate, or if 521 Buyer's Notice to Terminate would otherwise be required to be received by Seller after Closing Date, Buyer's 522 Notice to Terminate must be received by Seller on or before Closing. If Seller does not receive Buyer's Notice =� to Terminate within such time, Buyer accepts the provisions of the Tax Certificate and the inclusion of the :.24 CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 9 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 74#� 8X EXHIB4 A: Purchase Contract CTMeContracts.com - 02022 CTM Software Corp. 5_ Property in a special taxing district, if applicable, as satisfactory and Buyer waives any Right to Terminate s26 under this provision. If Buyer's loan specified in §4.5.3. (Loan Limitations) prohibits Buyer from paying for the 527 Tax Certificate, the Tax Certificate will be paid for by Seller. 528 8.6. Third Party Right to Purchase/Approve. If any third party has a right to purchase the Property `''`S e. right of first refusal on the Property,ri ht to purchase the Property under a lease or an option held b a ( 9�� 9 g P P Y P Y S30 third party to purchase the Property) or a right of a third party to approve this Contract, Seller must promptly 531 submit this Contract according to the terms and conditions of such right. If the third -party holder of such right J2 `3 exercises its right this Contract will terminate. If the third party's right to purchase is waived explicitly or 33 5_34 expires, or the Contract is approved, this Contract will remain in full force and effect. Seller must promptly notify Buyer in writing of the foregoing. If the third party right to purchase is exercised or approval of this S36 Contract has not occurred on or before Third Party Right to Purchase/Approve Deadline, this Contract will 537 then terminate. Seller will supply to Buyer, in writing, details of any Third Party Right to Purchase the 53c Property on or before the Record Title Deadline. 53s 8.7. Right to Object to Title, Resolution. Buyer has a right to object or terminate, in Buyer's sole 54C, subjective discretion, based on any title matters including those matters set forth in § 8.2. (Record Title), § 8.3. Off -Record Title), 8.5. (Special Taxing District and 13 Transfer of Title). If Buyer exercises Buyer's ( ) § ( P g ) § ( ) Y Y rights to object or terminate based on any such title matter, on or before the applicable deadline, Buyer has 544 the following options: J45 8.7.1. Title Objection, Resolution. If Seller receives Buyer's written notice objecting to any title 546 matter (Notice of Title Objection) on or before the applicable deadline and if Buyer and Seller have not 547 agreed to a written settlement thereof on or before Title Resolution Deadline, this Contract will terminate on s i the expiration of Title Resolution Deadline, unless Seller receives Buyer's written withdrawal of Buyer's `a- Notice of Title Objection (i.e., Buyer's written notice to waive objection to such items and waives the Right to Terminate for that reason), on or before expiration of Title Resolution Deadline. If either the Record Title Deadline or the Off -Record Title Deadline, or both, are extended pursuant to § 8.2. (Record Title) or § 8.3. (Off -Record Title) the Title Resolution Deadline also will be automatically extended to the earlier of Closing or fifteen days after Buyer's receipt of the applicable documents; or 554 8.7.2. Title Objection, Right to Terminate. Buyer may exercise the Right to Terminate under § �5F 24.1., on or before the applicable deadline, based on any title matter unsatisfactory to Buyer, in Buyer's sole 557 subjective discretion. 556 8.8. Title Advisory. The Title Documents affect the title, ownership and use of the Property and =` should be reviewed carefully. Additionally, other matters not reflected in the Title Documents may affect the title, ownership and use of the Property, including, without limitation, boundary lines and encroachments, set -back requirements, area, zoning, building code violations, unrecorded easements and claims of easements, leases and other unrecorded agreements, water on or under the Property and various laws and 663 governmental regulations concerning land use, development and environmental matters. 564 565 8.8.1. OIL, GAS, WATER AND MINERAL DISCLOSURE. THE SURFACE ESTATE OF THE �F. PROPERTY MAY BE OWNED SEPARATELY FROM THE UNDERLYING MINERAL ESTATE AND - TRANSFER OF THE SURFACE ESTATE MAY NOT NECESSARILY INCLUDE TRANSFER OF THE MINERAL ESTATE OR WATER RIGHTS. THIRD PARTIES MAY OWN OR LEASE INTERESTS IN OIL, GAS, OTHER MINERALS, GEOTHERMAL ENERGY OR WATER ON OR UNDER THE SURFACE OF THE 57= PROPERTY, WHICH INTERESTS MAY GIVE THEM RIGHTS TO ENTER AND USE THE SURFACE OF 571 THE PROPERTY TO ACCESS THE MINERAL ESTATE, OIL, GAS OR WATER. 572 8.8.2. SURFACE USE AGREEMENT. THE USE OF THE SURFACE ESTATE OF THE " PROPERTY TO ACCESS THE OIL, GAS OR MINERALS MAY BE GOVERNED BY A SURFACE USE E,7F AGREEMENT, A MEMORANDUM OR OTHER NOTICE OF WHICH MAY BE RECORDED WITH THE 57:= COUNTY CLERK AND RECORDER. 577 8.8.3. OIL AND GAS ACTIVITY. OIL AND GAS ACTIVITY THAT MAY OCCUR ON OR ADJACENT TO THE PROPERTY MAY INCLUDE, BUT IS NOT LIMITED TO, SURVEYING, DRILLING, 57,! WELL COMPLETION OPERATIONS, STORAGE, OIL AND GAS, OR PRODUCTION FACILITIES, 5 PRODUCING WELLS, REWORKING OF CURRENT WELLS AND GAS GATHERING AND PROCESSING 5c: FACILITIES. CBS1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 10 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: A� 8(� EXHIB& A: Purchase Contract CTMeContracts.com - �2022 CTM Software Corp. 8.8.4. ADDITIONAL INFORMATION. BUYER IS ENCOURAGED TO SEEK ADDITIONAL tis4 INFORMATION REGARDING OIL AND GAS ACTIVITY ON OR ADJACENT TO THE PROPERTY, SE- INCLUDING DRILLING PERMIT APPLICATIONS. THIS INFORMATION MAY BE AVAILABLE FROM THE HIE, COLORADO OIL AND GAS CONSERVATION COMMISSION. =,s, 8.8.5. Title Insurance Exclusions. Matters set forth in this Section and others, may be .�JVI excepted, excluded from, or not covered by the owner's title insurance policy. C19C 8.9. Mineral Rights Review. Buyer ❑ Does ® Does Not have a Right to Terminate if examination of 591 the Mineral Rights is unsatisfactory to Buyer on or before the Mineral Rights Examination Deadline. ss 9. NEW ILC, NEW SURVEY. ,,G.t 9.1. New ILC or New Survey. If the box is checked, (1) El New Improvement Location Certificate `94 19S (New ILC); or, (2) ElNew Survey in the form of; is required and the following will apply: 9.1.1. Ordering of New ILC or New Survey. ❑ Seller ❑ Buyer will order the New ILC or New Survey. The New ILC or New Survey may also be a previous ILC or survey that is in the above -required form, 555 certified and updated as of a date after the date of this Contract. 13rr 9.1.2. Payment for New ILC or New Survey. The cost of the New ILC or New Survey will be paid, on 601 or before Closing, by: ❑ Seller ❑ Buyer or: sot 602 9.1.3. Delivery of New ILC or New Survey. Buyer, Seller, the issuer of the Title Commitment (or 604 the provider of the opinion of title if an Abstract of Title) and will receive a New ILC or New Survey on or 61_1 before New ILC or New Survey Deadline. 6CIc, 9.1.4. Certification of New ILC or New Survey. The New ILC or New Survey will be certified by 607 the surveyor to all those who are to receive the New ILC or New Survey. 606 9.2. Buyer's Right to Waive or Change New ILC or New Survey Selection. Buyer may select a 60s New ILC or New Survey different than initially specified in this Contract if there is no additional cost to Seller 61C or change to the New ILC or New Survey Objection Deadline. Buyer may, in Buyer's sole subjective 611 61discretion, waive a New ILC or New Survey if done prior to Seller incurring any cost for the same. 613 9.3. New ILC or New Survey Objection. Buyer has the right to review and object based on the New 614 ILC or New Survey. If the New ILC or New Survey is not timely received by Buyer or is unsatisfactory to 61s Buyer, in Buyer's sole subjective discretion, Buyer may, on or before New ILC or New Survey Objection 616 Deadline, notwithstanding § 8.3. or § 13: 617 9.3.1. Notice to Terminate. Notify Seller in writing, pursuant to § 24.1, that this Contract is 61' terminated; or 619 KK 9.3.2. New ILC or New Survey Objection. Deliver to Seller a written description of any matter 621 that was to be shown or is shown in the New ILC or New Survey that is unsatisfactory and that Buyer 622 requires Seller to correct. 623 9.3.3. New ILC or New Survey Resolution. If a New ILC or New Survey Objection is received 624 by Seller, on or before New ILC or New Survey Objection Deadline and if Buyer and Seller have not 6 2 S agreed in writing to a settlement thereof on or before New ILC or New Survey Resolution Deadline, this 62E, Contract will terminate on expiration of the New ILC or New Survey Resolution Deadline, unless Seller 627 receives Buyer's written withdrawal of the New ILC or New Survey Objection before such termination (i.e., on 626 or before expiration of New ILC or New Survey Resolution Deadline). 629 6s(,; 631 DISCLOSURE, INSPECTION AND DUE DILIGENCE 632 633 634 10. PROPERTY DISCLOSURE, INSPECTION, INDEMNITY, INSURABILITY, DUE DILIGENCE AND 635 SOURCE OF WATER. 636 10.1. Seller's Property Disclosure. On or before Seller's Property Disclosure Deadline, Seller 637 agrees to deliver to Buyer the most current version of the applicable Colorado Real Estate Commission's 63"' Seller's Property Disclosure form completed by Seller to Seller's actual knowledge and current as of the date F139 of this Contract. 640 CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 11 of 23 10/26/2022 10:38:50 AM Seller(s)Initials: 7K V EXHIB#A: Purchase Contract CTMeContracts.com - ©2022 CTM Soft vare Corp. b4i 10.2. Disclosure of Adverse Material Facts; Subsequent Disclosure; Present Condition. Seller 6,42 643 must disclose to Buyer any adverse material facts actually known by Seller as of the date of this Contract. 644 Seller agrees that disclosure of adverse material facts will be in writing. In the event Seller discovers an 645 adverse material fact after the date of this Contract, Seller must timely disclose such adverse fact to Buyer. 64s Buyer has the Right to Terminate based on the Seller's new disclosure on the earlier of Closing or five days 647 after Buyer's receipt of the new disclosure. Except as otherwise provided in this Contract, Buyer 64s acknowledges that Seller is conveying the Property to Buyer in an "As W' condition, " Where Is" and " With All 649 Faults:' 6`l 10.3. Inspection. Unless otherwise provided in this Contract, Buyer, acting in good faith, has the right &Z. to have inspections (by one or more third parties, personally or both) of the Property, Leased Items, and Cs`'2 Inclusions (Inspection), at Buyer's expense. If (1) the physical condition of the Property, including, but not l.'5J 654 limited to, the roof, walls, structural integrity of the Property, the electrical, plumbing, HVAC and other 6'S5 mechanical systems of the Property, (2) the physical condition of the Inclusions and Leased Items, (3) service 656 to the Property (including utilities and communication services), systems and components of the Property 657 (e.g., heating and plumbing), (4) any proposed or existing transportation project, road, street or highway, or 65S (5) any other activity, odor or noise (whether on or off the Property) and its effect or expected effect on the 65g Property or its occupants is unsatisfactory, in Buyer's sole subjective discretion, Buyer may: 660 10.3.1. Inspection Termination. On or before the Inspection Termination Deadline, notify 661 Seller in writing, pursuant to § 24.1., that this Contract is terminated due to any unsatisfactory condition, 682 provided the Buyer did not previously deliver an Inspection Objection. Buyer's Right to Terminate under this 663 provision expires upon delivery of an Inspection Objection to Seller pursuant to § 10.3.2.; or 664 66S 10.3.2. Inspection Objection. On or before the Inspection Objection Deadline, deliver to E.66 Seller a written description of any unsatisfactory condition that Buyer requires Seller to correct. 667 10.3.3. Inspection Resolution. If an Inspection Objection is received by Seller, on or before E,, Inspection Objection Deadline and if Buyer and Seller have not agreed in writing to a settlement thereof on 669 or before Inspection Resolution Deadline, this Contract will terminate on Inspection Resolution Deadline 67 C, unless Seller receives Buyer's written withdrawal of the Inspection Objection before such termination (i.e., on E,7 or before expiration of Inspection Resolution Deadline). Nothing in this provision prohibits the Buyer and E'7 the Seller from mutually terminating this Contract before the Inspection Resolution Deadline passes by E. `' executing an Earnest Money Release. 674 675 10.4. Damage, Liens and Indemnity. Buyer, except as otherwise provided in this Contract or other 67,. written agreement between the parties, is responsible for payment for all inspections, tests, surveys, 67 engineering reports, or other reports performed at Buyer's request (Work) and must pay for any damage that 67 occurs to the Property and Inclusions as a result of such Work. Buyer must not permit claims or liens of any 679 kind against the Property for Work performed on the Property. Buyer agrees to indemnify, protect and hold 6=t Seller harmless from and against any liability, damage, cost or expense incurred by Seller and caused by any 6' such Work, claim, or lien. This indemnity includes Seller's right to recover all costs and expenses incurred by E," - Seller to defend against any such liability, damage, cost or expense, or to enforce this Section, including 6 - Seller's reasonable attorney fees, legal fees and expenses. The provisions of this Section survive the 684 termination of this Contract. This § 10.4. does not apply to items performed pursuant to an Inspection 6165 Resolution. 686 687 10.5. Insurability. Buyer has the Right to Terminate under § 24.1., on or before Property Insurance 6Termination Deadline, based on any unsatisfactory provision of the availability, terms and conditions and 6E premium for property insurance (Property Insurance) on the Property, in Buyer's sole subjective discretion. 69", 10.6. Due Diligence. 691 10.6.1. Due Diligence Documents. Seller agrees to deliver copies of the following documents 6,92 and information pertaining to the Property and Leased Items (Due Diligence Documents) to Buyer on or 6C�`' before Due Diligence Documents Delivery Deadline: 694 69 _, 10.6.1.1. Occupancy Agreements. All current leases, including any amendments or other occupancy agreements, pertaining to the Property. Those leases or other occupancy agreements pertaining 6r,7 to the Property that survive Closing are as follows (Leases): 69"-, 10.6.1.2. Leased Items Documents. If any lease of personal property (§ 2.5.7., Leased Egg CBS1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 12 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K 8X EXHIBIT A: Purchase Contract CTMeContracts.com - 2022 CTM Sofhvare Corp. Items) will be transferred to Buyer at Closing, Seller agrees to deliver copies of the leases and information pertaining to the personal property to Buyer on or before Due Diligence Documents Delivery Deadline. Buyer ❑ Will ® Will Not assume the Seller's obligations under such leases for the Leased Items (§ 2.5.7., 7r- Leased Items). 704 70S 10.6.1.3. Encumbered Inclusions Documents. If any Inclusions owned by Seller are 706 encumbered pursuant to § 2.5.4. (Encumbered Inclusions) above, Seller agrees to deliver copies of the 767 es evidence of debt, security and any other documents creating the encumbrance to Buyer on or before Due 7 706 Diligence Documents Delivery Deadline. Buyer El ® Will Not assume the debt on the Encumbered 71C. Inclusions (§ 2.5.4., Encumbered Inclusions). 71 i 10.6.1.4. Other Documents. Other documents and information: 712 10.6.2. Due Diligence Documents Review and Objection. Buyer has the right to review and 712. object based on the Due Diligence Documents. If the Due Diligence Documents are not supplied to Buyer or 714 are unsatisfactory, in Buyer's sole subjective discretion, Buyer may, on or before Due Diligence Documents 71`' Objection Deadline: 716 717 10.6.2.1. Notice to Terminate. Notify Seller in writing, pursuant to § 24.1., that this Contract 71" is terminated; or 7110.6.2.2. Due Diligence Documents Objection. Deliver to Seller a written description of 72C any unsatisfactory Due Diligence Documents that Buyer requires Seller to correct. 721 10.6.2.3. Due Diligence Documents Resolution. If a Due Diligence Documents Objection 722 is received by Seller, on or before Due Diligence Documents Objection Deadline and if Buyer and Seller ?2 have not agreed in writing to a settlement thereof on or before Due Diligence Documents Resolution 724 Deadline, this Contract will terminate on Due Diligence Documents Resolution Deadline unless Seller ?25 72E receives Buyer's written withdrawal of the Due Diligence Documents Objection before such termination (i.e., 727 on or before expiration of Due Diligence Documents Resolution Deadline). 72_, 10.7. Conditional Upon Sale of Property. This Contract is conditional upon the sale and closing of 729 that certain property owned by Buyer and commonly known as . Buyer has the Right to Terminate under § 730 24.1. effective upon Seller's receipt of Buyer's Notice to Terminate on or before Conditional Sale Deadline if 731 such property is not sold and closed by such deadline. This Section is for the sole benefit of Buyer. If Seller 732 does not receive Buyer's Notice to Terminate on or before Conditional Sale Deadline, Buyer waives any 7'=' Right to Terminate under this provision. 734 10.8. Source of Potable Water (Residential Land and Residential Improvements Only). Buyer IJ „,t ElDoes ® Does Not acknowledge receipt of a copy of Seller's Property Disclosure or Source of Water 7 Addendum disclosing the source of potable water for the Property. ® There is No Well. Buyer ❑ Does 73S ❑ Does Not acknowledge receipt of a copy of the current well permit. 721s, Note to Buyer: SOME WATER PROVIDERS RELY, TO VARYING DEGREES, ON NONRENEWABLE 74c GROUND WATER. YOU MAY WISH TO CONTACT YOUR PROVIDER (OR INVESTIGATE THE 741 DESCRIBED SOURCE) TO DETERMINE THE LONG-TERM SUFFICIENCY OF THE PROVIDER'S WATER 742 SUPPLIES. 74=' 10.9. Existing Leases; Modification of Existing Leases; New Leases. [Intentionally Deleted] 744 10.10. Lead -Based Paint. 74 74F; 10.10.1. Lead -Based Paint Disclosure. Unless exempt, if the Property includes one or more 747 residential dwellings constructed or a building permit was issued prior to January 1, 1978, for the benefit of 74S Buyer, Seller and all required real estate licensees must sign and deliver to Buyer a completed Lead -Based 749 Paint Disclosure (Sales) form on or before the Lead -Based Paint Disclosure Deadline. If Buyer does not timely receive the Lead -Based Paint Disclosure, Buyer may waive the failure to timely receive the Lead -Based Paint Disclosure, or Buyer may exercise Buyer's Right to Terminate under § 24.1. by Seller's 7K receipt of Buyer's Notice to Terminate on or before the expiration of the Lead -Based Paint Termination 7`'=' Deadline. 754 7�= 10.10.2. Lead -Based Paint Assessment. If Buyer elects to conduct or obtain a risk assessment ,_F, or inspection of the Property for the presence of Lead -Based Paint or Lead -Based Paint hazards, Buyer has a Right to Terminate under § 24.1. by Seller's receipt of Buyer's Notice to Terminate on or before the CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 133 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K V EXHIB4 A: Purchase Contract CTMeContracts.com - C-2022 CTM Software Corp. 7'56 expiration of the Lead -Based Paint Termination Deadline. Buyer may elect to waive Buyer's right to -59 conduct or obtain a risk assessment or inspection of the Property for the presence of Lead -Based Paint or 766 Lead -Based Paint hazards. If Seller does not receive Buyer's Notice to Terminate within such time, Buyer 761 accepts the condition of the Property relative to any Lead -Based Paint as satisfactory and Buyer waives any 766 Right to Terminate under this provision. 782 764 10.11. Carbon Monoxide Alarms. Note: If the improvements on the Property have a fuel -fired heater 785 or appliance, a fireplace, or an attached garage and include one or more rooms lawfully used for sleeping 766 purposes (Bedroom), the parties acknowledge that Colorado law requires that Seller assure the Property has 7F7 an operational carbon monoxide alarm installed within fifteen feet of the entrance to each Bedroom or in a 7E location as required by the applicable building code. 769 10.12. Methamphetamine Disclosure. If Seller knows that methamphetamine was ever 770 manufactured, processed, cooked, disposed of, used or stored at the Property, Seller is required to disclose 771 such fact. No disclosure is required if the Property was remediated in accordance with state standards and 772 77� other requirements are fulfilled pursuant to § 25-18.5-102, C.R.S., Buyer further acknowledges that Buyer 774 has the right to engage a certified hygienist or industrial hygienist to test whether the Property has ever been 775 used as a methamphetamine laboratory. Buyer has the Right to Terminate under § 24.1., upon Seller's 776 receipt of Buyer's written Notice to Terminate, notwithstanding any other provision of this Contract, based on 777 Buyer's test results that indicate the Property has been contaminated with methamphetamine, but has not 77& been remediated to meet the standards established by rules of the State Board of Health promulgated 779 pursuant to § 25-18.5-102, C.R.S. Buyer must promptly give written notice to Seller of the results of the test. 7 ;r; 7" 11. TENANT ESTOPPEL STATEMENTS. [Intentionally Deleted] 7621 783 784 Closing Provisions 78` 766 767 12. CLOSING DOCUMENTS, INSTRUCTIONS AND CLOSING. 766 12.1. Closing Documents and Closing Information. Seller and Buyer will cooperate with the 769 Closing Company to enable the Closing Company to prepare and deliver documents required for Closing to _ Buyer and Seller and their designees. If Buyer is obtaining a loan to purchase the Property, Buyer 7, acknowledges Buyer's lender is required to provide the Closing Company, in a timely manner, all required ' = loan documents and financial information concerning Buyer's loan. Buyer and Seller will furnish any 7! additional information and documents required by Closing Company that will be necessary to complete this transaction. Buyer and Seller will sign and complete all customary or reasonably required documents at or 7, before Closing. 797 12.2. Closing Instructions. Colorado Real Estate Commission's Closing Instructions 0 Are 796 ❑ Are Not executed with this Contract. 799 12.3. Closing. Delivery of deed from Seller to Buyer will be at closing (Closing). Closing will be on the date specified as the Closing Date or by mutual agreement at an earlier date. At Closing, Seller agrees to `'I' deliver a set of keys for the Property to Buyer. The hour and place of Closing will be as designated by title `1- srcompany agent. = 6,,.4 12.4. Disclosure of Settlement Costs. Buyer and Seller acknowledge that costs, quality and extent E;r=, of service vary between different settlement service providers (e.g., attorneys, lenders, inspectors and title 8r,6 companies). 607 12.5. Assignment of Leases. Seller must assign to Buyer all Leases at Closing that will continue 6''l�` after Closing and Buyer must assume Seller's obligations under such Leases. Further, Seller must transfer to Buyer all Leased Items and assign to Buyer such leases for the Leased Items accepted by Buyer pursuant to 6;1, § 2.5.7. (Leased Items). 6' 613 13. TRANSFER OF TITLE. Subject to Buyer's compliance with the terms and provisions of this Contract, 614 including the tender of any payment due at Closing, Seller must execute and deliver the following good and sufficient deed to Buyer, at Closing: ❑ special warranty deed 0 general warranty deed CBSl-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 14 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 74ff� 8(� EXHIB4 A: Purchase Contract CTMeContracts.conl - 1!)2022 CTM Sofhvare Corp. ❑ bargain and sale deed ❑ quit claim deed ❑ personal representative's deed ❑ deed. Seller, provided 817 �1E another deed is not selected, must execute and deliver a good and sufficient special warranty deed to Buyer, at Closing. SK Unless otherwise specified in § 29 (Additional Provisions), if title will be conveyed using a special 821 warranty deed or a general warranty deed, title will be conveyed "subject to statutory exceptions" as defined 822' in §38-30-113(5)(a), C.R.S. �23 14. PAYMENT OF LIENS AND ENCUMBRANCES. Unless agreed to by Buyer in writing, any amounts 824 owed on any liens or encumbrances securing a monetary sum against the Property and Inclusions, including 82` any governmental liens for special improvements installed as of the date of Buyer's signature hereon, 826 whether assessed or not, and previous years' taxes, will be paid at or before Closing by Seller from the ci7 proceeds of this transaction or from any other source. 826 629 831-, 15. CLOSING COSTS, FEES, ASSOCIATION STATUS LETTER AND DISBURSEMENTS, TAXES AND 83i WITHHOLDING. 83 15.1. Closing Costs. Buyer and Seller must pay, in Good Funds, their respective closing costs and all 63 other items required to be paid at Closing, except as otherwise provided herein. However, if Buyer's loan 834 specified in §4.5.3. (Loan Limitations) prohibits Buyer from paying for any of the fees contained in this 835 Section, the fees will be paid for by Seller. V36 15.2. Closing Services Fee. The fee for real estate closing services must be paid at Closing by 83 837 ElBuyer ❑ Seller ® One -Half by Buyer and One -Half by Seller ElOther. H9 15.3. Association Fees and Required Disbursements. At least fourteen days prior to Closing Date, 84C Seller agrees to promptly request that the Closing Company or the Association deliver to Buyer a current 841 Status Letter, if applicable. Any fees associated with or specified in the Status Letter will be paid as follows: 842 15.3.1. Status Letter Fee. Any fee incident to the issuance of Association's Status Letter must 843 be paid by ❑ Buyer ® Seller ❑ One -Half by Buyer and One -Half by Seller ❑ N/A. 844 15.3.2. Record Change Fee. Any Record Change Fee must be paid by ElBuyer ® Seller 846 ❑ One -Half by Buyer and One -Half by Seller ❑ N/A. 647 15.3.3. Assessments, Reserves or Working Capital. All assessments required to be paid in 848 advance (other than Association Assessments as defined in § 16.2. (Association Assessments), reserves or 24S,working capital due at Closing must be paid by ® Buyer ❑ Seller ❑ One -Half by Buyer and One -Half by Seller ❑ N/A. 15.3.4. Other Fees. Any other fee listed in the Status Letter as required to be paid at Closing will be paid by ❑ Buyer ® Seller ❑ One -Half by Buyer and One -Half by Seller ❑ N/A. 15.4. Local Transfer Tax. Any Local Transfer Tax must be paid at Closing by ❑ Buyer ❑ Seller ❑ One -Half by Buyer and One -Half by Seller ® N/A. 65E; 15.5. Sales and Use Tax. Any sales and use tax that may accrue because of this transaction must be - paid when due by ❑ Buyer ❑ Seller ❑ One -Half by Buyer and One -Half by Seller ® N/A. 15.6. Private Transfer Fee. Any private transfer fees and other fees due to a transfer of the Property, 859 payable at Closing, such as community association fees, developer fees and foundation fees, must be paid at 86C Closing by ❑ Buyer ❑ Seller ❑ One -Half by Buyer and One -Half by Seller ® N/A. 861 662 15.7. Water Transfer Fees. Water Transfer Fees can change. The fees, as of the date of this 663 Contract, do not exceed $ for: 864 ❑ Water Stock/Certificates ❑ Water District &65 ❑ Augmentation Membership ❑ Small Domestic Water Company ❑ 866 and must be paid at Closing by ❑ Buyer ❑ Seller ❑ One -Half by Buyer and One -Half by Seller ❑ N/A. `67 15.8. Utility Transfer Fees. Utility transfer fees can change. Any fees to transfer utilities from Seller to Sec., Buyer must be paid by ❑ Buyer ❑ Seller ❑ One -Half by Buyer and One -Half by Seller ® N/A. 15.9. FIRPTA and Colorado Withholding. 671, 15.9.1. FIRPTA. The Internal Revenue Service (IRS) may require a substantial portion of the Seller's proceeds be withheld after Closing when Seller is a foreign person. If required withholding does not occur, the Buyer could be held liable for the amount of the Seller's tax, interest and penalties. If the box in CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 15 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K V EXHIB& A: Purchase Contract CTMeContracts.com - ©2022 CTM Sofavare Corp. 67=, this Section is checked, Seller represents that Seller ❑ IS a foreign person for purposes of U.S. income 676 taxation. If the box in this Section is not checked, Seller represents that Seller is not a foreign person for 677 purposes of U.S. income taxation. Seller agrees to cooperate with Buyer and Closing Company to provide 678 any reasonably requested documents to verify Seller's foreign person status. If withholding is required, Seller L79 authorizes Closing Company to withhold such amount from Seller's proceeds. Seller should inquire with Seller's tax advisor to determine if withholding applies or if an exemption exists. E-V1 15.9.2. Colorado Withholding. The Colorado Department of Revenue may require a portion of 66- 663 the Seller's proceeds be withheld after Closing when Seller will not be a Colorado resident after Closing, if 684 not otherwise exempt. Seller agrees to cooperate with Buyer and Closing Company to provide any B s reasonably requested documents to verify Seller's status. If withholding is required, Seller authorizes Closing g66 Company to withhold such amount from Seller's proceeds. Seller should inquire with Seller's tax advisor to 887 determine if withholding applies or if an exemption exists. 16. PRORATIONS AND ASSOCIATION ASSESSMENTS. 8,9C. 16.1. Prorations. The following will be prorated to the Closing Date, except as otherwise provided: 691 Bye 16.1.1. Taxes. Personal property taxes, if any, special taxing district assessments, if any, and 89� general real estate taxes for the year of Closing, based on 894 ❑ Taxes for the Calendar Year Immediately Preceding Closing 69s ® Most Recent Mill Levy and Most Recent Assessed Valuation, adjusted by any applicable qualifying 696 seniors property tax exemption, qualifying disabled veteran exemption or ❑ Other 697 16.1.2. Rents. Rents based on ❑ Rents Actually Received ❑ Accrued. At Closing, Seller will 696 transfer or credit to Buyer the security deposits for all Leases assigned to Buyer, or any remainder after 699 lawful deductions, and notify all tenants in writing of such transfer and of the transferee's name and address. 900 16.1.3. Other Prorations. Water and sewer charges, propane, interest on continuing loan and 901 9C2 16.1.4. Final Settlement. Unless otherwise specified in Additional Provisions, these prorations 9aa are final. 904 16.2. Association Assessments. Current regular Association assessments and dues (Association 905 Assessments) paid in advance will be credited to Seller at Closing. Cash reserves held out of the regular 906 Association Assessments for deferred maintenance by the Association will not be credited to Seller except as 5G7 may be otherwise provided by the Governing Documents. Buyer acknowledges that Buyer may be obligated 908 to pay the Association, at Closing, an amount for reserves or working capital. Any special assessment 909 91 C assessed prior to Closing Date by the Association will be the obligation of El Buyer ® Seller. Except 911 however, any special assessment by the Association for improvements that have been installed as of the 912 date of Buyer's signature hereon, whether assessed prior to or after Closing, will be the obligation of Seller 51 � unless otherwise specified in Additional Provisions. Seller represents there are no unpaid regular or special 914 assessments against the Property except the current regular assessments and 915 Association Assessments are subject to change as provided in the Governing Documents. 916 917 17. POSSESSION. Possession of the Property and Inclusions will be delivered to Buyer on Possession 916 Date at Possession Time, subject to the Leases as set forth in § 10.6.1.1. and, if applicable, any 919 Post -Closing Occupancy Agreement. 920 If Seller, after Closing occurs, fails to deliver possession as specified, Seller will be subject to eviction 921 922 and will be additionally liable to Buyer, notwithstanding § 20.2. (If Seller is in Default), for payment of $ 92_ 200.00 per day (or any part of a day notwithstanding § 3.3., Day) from Possession Date and Possession 924 Time until possession is delivered. yes Buyer represents that Buyer will occupy the Property as Buyer's principal residence unless the following 926 box is checked, then Buyer ® Does Not represent that Buyer will occupy the Property as Buyer's principal 927 residence. 926 ❑ If the box is checked, Buyer and Seller agree to execute a Post -Closing Occupancy Agreement. 929 930 931 General Provisions 932 CBS I -6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 16 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K B(� FXHIR9 A• P1 irr�hacA rnnfrnrf CTMeContracts.com - _-02022 CTM Software Corp. 93 18. CAUSES OF LOSS, INSURANCE; DAMAGE TO INCLUSIONS AND SERVICES; CONDEMNATION; 934 AND WALK-THROUGH. Except as otherwise provided in this Contract, the Property, Inclusions or both will 93`' be delivered in the condition existing as of the date of this Contract, ordinary wear and tear excepted. 936 537 18.1. Causes of Loss, Insurance. In the event the Property or Inclusions are damaged by fire, other sv.s perils or causes of loss prior to Closing (Property Damage) in an amount of not more than ten percent of the 9,c, total Purchase Price and if the repair of the damage will be paid by insurance (other than the deductible to be 94C paid by Seller), then Seller, upon receipt of the insurance proceeds, will use Seller's reasonable efforts to 941 repair the Property before Closing Date. Buyer has the Right to Terminate under § 24.1., on or before 942 Closing Date, if the Property is not repaired before Closing Date, or if the damage exceeds such sum. 94:=. Should Buyer elect to carry out this Contract despite such Property Damage, Buyer is entitled to a credit at 944 Closing for all insurance proceeds that were received by Seller (but not the Association, if any) resulting from 94_�. damage to the Property and Inclusions, plus the amount of any deductible provided for in the insurance S46 policy. This credit may not exceed the Purchase Price. In the event Seller has not received the insurance 947 proceeds prior to Closing, the parties may agree to extend the Closing Date to have the Property repaired 54` prior to Closing or, at the option of Buyer, 1 Seller must assign to Buyer the right to the proceeds at Closing, s4s P g P� Y () 9 Y 9 P 9, 94r if acceptable to Seller's insurance company and Buyer's lender; or (2) the parties may enter into a written 951 agreement prepared by the parties or their attorney requiring the Seller to escrow at Closing from Seller's sale proceeds the amount Seller has received and will receive due to such damage, not exceeding the total Purchase Price, plus the amount of any deductible that applies to the insurance claim. 9S4 18.2. Damage, Inclusions and Services. Should any Inclusion or service (including utilities and 9S.c communication services), system, component or fixture of the Property (collectively Service) (e.g., heating or sE.E, plumbing), fail or be damaged between the date of this Contract and Closing or possession, whichever is 9`'7 earlier, then Seller is liable for the repair or replacement of such Inclusion or Service with a unit of similar 95 size, age and quality, or an equivalent credit, but only to the extent that the maintenance or replacement of Sys, such Inclusion or Service is not the responsibility of the Association, if any, less any insurance proceeds 9K received b Buyer covering such repair or replacement. If the failed or damaged Inclusion or Service is not 961 Y Y 9 P P 9 962 repaired or replaced on or before Closing or possession, whichever is earlier, Buyer has the Right to 96_; Terminate under § 24.1., on or before Closing Date, or, at the option of Buyer, Buyer is entitled to a credit at 964 Closing for the repair or replacement of such Inclusion or Service. Such credit must not exceed the Purchase sfic�, Price. If Buyer receives such a credit, Seller's right for any claim against the Association, if any, will survive sss Closing. 967 18.3. Condemnation. In the event Seller receives actual notice prior to Closing that a pending 9&b condemnation action may result in a taking of all or part of the Property or Inclusions, Seller must promptly 969 notify Buyer, in writing, of such condemnation action. Buyer has the Right to Terminate under § 24.1., on or s'C before Closing Date, based on such condemnation action, in Buyer's sole subjective discretion. Should 971 Buyer elect to consummate this Contract despite such diminution of value to the Property and Inclusions, 7 s7_ Buyer is entitled to a credit at Closing for all condemnation proceeds awarded to Seller for the diminution in 974 the value of the Property or Inclusions, but such credit will not include relocation benefits or expenses or 97, exceed the Purchase Price. 976 18.4. Walk -Through and Verification of Condition. Buyer, upon reasonable notice, has the right to 977 walk through the Property prior to Closing to verify that the physical condition of the Property and Inclusions 976 complies with this Contract. , 18.5. Home Warranty. Seller and Buyer are aware of the existence of pre -owned home warranty 981 �',programs that may be purchased and may cover the repair or replacement of such Inclusions. 48121 sE 1, 19. RECOMMENDATION OF LEGAL AND TAX COUNSEL. By signing this Contract, Buyer and Seller 934 acknowledge that their respective broker has advised that this Contract has important legal consequences sE;t, and has recommended: (1) legal examination of title; (2) consultation with legal and tax or other counsel ssE, before signing this Contract as this Contract may have important legal and tax implications; (3) to consult with 987 their own attorney if Water Rights, Mineral Rights or Leased Items are included or excluded in the sale; and 9SE, (4) to consult with legal counsel if there are other matters in this transaction for which legal counsel should be 989 engaged and consulted. Such consultations must be done timely as this Contract has strict time limits, `'Sc' including deadlines, that must be complied with. CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 17 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K V EXHIB# A: Purchase Contract CTMeContracts.com - 02022 CTM Software Corp. blyi 992 GGy 20. TIME OF ESSENCE, DEFAULT AND REMEDIES. Time is of the essence for all dates and deadlines 994 in this Contract. This means that all dates and deadlines are strict and absolute. If any payment due, yy; including Earnest Money, is not paid, honored or tendered when due, or if any obligation is not performed 99e timely as provided in this Contract or waived, the non -defaulting party has the following remedies: 997 20.1. If Buyer is in Default: 99 ' ❑ 20.1.1. Specific Performance. Seller may elect to cancel this Contract and all Earnest Money 99.9 (whether or not paid by Buyer) will be paid to Seller and retained by Seller. It is agreed that the Earnest 1GGc 100 1 Money is not a penalty, and the Parties agree the amount is fair and reasonable. Seller may recover such 1002 additional damages as may be proper. Alternatively, Seller may elect to treat this Contract as being in full 1003 force and effect and Seller has the right to specific performance or damages, or both. 1004 20.1.2. Liquidated Damages, Applicable. This § 20.1.2. applies unless the box in 4 20.1.1. is lr,rs checked. Seller may cancel this Contract. All Earnest Money (whether or not paid by Buyer) will be paid to 1006 Seller and retained by Seller. It is agreed that the Earnest Money amount specified in § 4.1. is LIQUIDATED 1007 DAMAGES and not a penalty, which amount the parties agree is fair and reasonable and (except as provided 1C"-;' in §§ 10.4. and 21), such amount is SELLER'S ONLY REMEDY for Buyer's failure to perform the obligations IOC, of this Contract. Seller expressly waives the remedies of specific performance and additional damages. 1�io laii 20.2. If Seller is in Default: 1 c 1 20.2.1. Specific Performance, Damages or Both. Buyer may elect to treat this Contract as 1 C ! _. canceled, in which case all Earnest Money received hereunder will be returned to Buyer and Buyer may 1014 recover such damages as may be proper. Alternatively, in addition to the per diem in § 17 (Possession) for is i failure of Seller to timely deliver possession of the Property after Closing occurs, Buyer may elect to treat this lc' Contract as being in full force and effect and Buyer has the right to specific performance or damages, or 1C'', both. 1 C.16 20.2.2. Seller's Failure to Perform. In the event Seller fails to perform Seller's obligations under 1e1: this Contract, to include, but not limited to, failure to timely disclose Association violations known by Seller, 1a__,: lc_ failure to perform any replacements or repairs required under this Contract or failure to timely disclose any 1C known adverse material facts, Seller remains liable for any such failures to perform under this Contract after 1C Closing. Buyer's rights to pursue the Seller for Seller's failure to perform under this Contract are reserved and 1024 survive Closing. 1025 t0 21. LEGAL FEES, COST AND EXPENSES. Anything to the contrary herein notwithstanding, in the event 1027 of any arbitration or litigation relating to this Contract, prior to or after Closing Date, the arbitrator or court 102-6 must award to the prevailing party all reasonable costs and expenses, including attorney fees, legal fees and 1 C'`'' expenses. t 0�( 10 1 os: 22. MEDIATION. If a dispute arises relating to this Contract (whether prior to or after Closing) and is not resolved, the parties must first proceed, in good faith, to mediation. Mediation is a process in which the parties meet with an impartial person who helps to resolve the dispute informally and confidentially. Mediators tc cannot impose binding decisions. Before any mediated settlement is binding, the parties to the dispute must 1c agree to the settlement, in writing. The parties will jointly appoint an acceptable mediator and will share 10_ equally in the cost of such mediation. The obligation to mediate, unless otherwise agreed, will terminate if the tc: entire dispute is not resolved within thirty days of the date written notice requesting mediation is delivered by one party to the other at that party's last known address (physical or electronic as provided in § 26). Nothing in this Section prohibits either party from filing a lawsuit and recording a lis pendens affecting the Property, 104 before or after the date of written notice requesting mediation. This Section will not alter any date in this 104` Contract, unless otherwise agreed. 1C4:= 1044 104_ 23. EARNEST MONEY DISPUTE. Except as otherwise provided herein, Earnest Money Holder must 104_ release the Earnest Money following receipt of written mutual instructions, signed by both Buyer and Seller. 104" In the event of any controversy regarding the Earnest Money, Earnest Money Holder is not required to '041 release the Earnest Money. Earnest Money Holder, in its sole subjective discretion, has several options: (1) CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 18 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 0 8X EXHIB� A: Purchase Contract CTMeContracts.com - 2022 CTM Sofhvare Corp. tc,tic. wait for any proceeding between Buyer and Seller; (2) interplead all parties and deposit Earnest Money into a 1osi court of competent jurisdiction (Earnest Money Holder is entitled to recover court costs and reasonable 10S 2, attorney and legal fees incurred with such action); or (3) provide notice to Buyer and Seller that unless 105'-1 Earnest Money Holder receives a copy of the Summons and Complaint or Claim (between Buyer and Seller) 1054 containing the case number of the lawsuit (Lawsuit) within one hundred twenty days of Earnest Money Holder's notice to the parties, Earnest Money Holder is authorized to return the Earnest Money to Buyer. In the event Earnest Money Holder does receive a copy of the Lawsuit and has not interpled the monies at the 1i. S7 time of any Order, Earnest Money Holder must disburse the Earnest Money pursuant to the Order of the t ors Court. The parties reaffirm the obligation of § 22 (Mediation). This Section will survive cancellation or 1059 termination of this Contract. cc,-. 24. TERMINATION. t063 24.1. Right to Terminate. If a party has a right to terminate, as provided in this Contract (Right to 1064 Terminate), the termination is effective upon the other party's receipt of a written notice to terminate (Notice to 1r'6�' Terminate), provided such written notice was received on or before the applicable deadline specified in this 1066 Contract. If the Notice to Terminate is not received on or before the specified deadline, the party with the 1067 Right to Terminate accepts the specified matter, document or condition as satisfactory and waives the Right �r:=r to Terminate under such provision. 107C 24.2. Effect of Termination. In the event this Contract is terminated, and all Earnest Money received 1071 hereunder is timely returned to Buyer, the parties are relieved of all obligations hereunder, subject to §§ 10.4. 107- and 21. 1G7 2. 1074 25. ENTIRE AGREEMENT, MODIFICATION, SURVIVAL; SUCCESSORS. This Contract, its exhibits and 107--• specified addenda, constitute the entire agreement between the parties relating to the subject hereof and any 1076 prior agreements pertaining thereto, whether oral or written, have been merged and integrated into this 1077 Contract. No subsequent modification of any of the terms of this Contract is valid, binding upon the parties, or tc78 1C-7c. enforceable unless made in writing and signed by the parties. Any right or obligation in this Contract that, by 1 rsc its terms, exists or is intended to be performed after termination or Closing survives the same. Any successor 106, to a party receives the predecessor's benefits and obligations of this Contract. 1Go 1cE°. 26. NOTICE, DELIVERY AND CHOICE OF LAW. -`' 26.1. Physical Delivery and Notice. Any document or notice to Buyer or Seller must be in writing, except as provided in § 26.2. and is effective when physically received by such party, any individual named in 1066 this Contract to receive documents or notices for such party, Broker, or Brokerage Firm of Broker working 1C,87 with such party (except any notice or delivery after Closing must be received by the party, not Broker or t c-ss 1r,s18 Brokerage Firm). 10K 26.2. Electronic Notice. As an alternative to physical delivery, any notice may be delivered in tp91 electronic form to Buyer or Seller, any individual named in this Contract to receive documents or notices for 1c9-. such party, Broker or Brokerage Firm of Broker working with such party (except any notice or delivery after 1o9-� Closing, cancellation or Termination must be received by the party, not Broker or Brokerage Firm) at the 1094 electronic address of the recipient by facsimile, email or . I09S 26.3. Electronic Delivery. Electronic Delivery of documents and notice may be delivered by: (1) email 1096 at the email address of the recipient, (2) a link or access to a website or server provided the recipient 104-; t04" receives the information necessary to access the documents, or (3) facsimile at the facsimile number (Fax 109E No.) of the recipient. 1101 26.4. Choice of Law. This Contract and all disputes arising hereunder are governed by and construed ttcl in accordance with the laws of the State of Colorado that would be applicable to Colorado residents who sign t1c2- a contract in Colorado for real property located in Colorado. 11c3 1104 27 NOTICE OF ACCEPTANCE, COUNTERPARTS. This proposal will expire unless accepted in writing, ttc' by Buyer and Seller, as evidenced by their signatures below and the offering party receives notice of such t r r acceptance pursuant to § 26 on or before Acceptance Deadline Date and Acceptance Deadline Time. If CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 19 of 23 10/26/2022 10:38:50 AM Seller(s)Initials: 7K 8X EXHIB4A: Purchase Contract CTMeContracts.com - 2022 CTM Software Corp. 1100 accepted, this document will become a contract between Seller and Buyer. A copy of this Contract may be 11G5 executed by each party, separately and when each party has executed a copy thereof, such copies taken IIiC, together are deemed to be a full and complete contract between the parties. 1111 1112 111-0. 28. GOOD FAITH. Buyer and Seller acknowledge that each party has an obligation to act in good faith 1114 including, but not limited to, exercising the rights and obligations set forth in the provisions of Financing 1115 Conditions and Obligations; Title Insurance, Record Title and Off -Record Title; New ILC, New Survey; 1 t 16 and Property Disclosure, Inspection, Indemnity, Insurability Due Diligence and Source of Water. 1117 111G 1119 ADDITIONAL PROVISIONS AND ATTACHMENTS 1120 1121 29. ADDITIONAL PROVISIONS. (The following additional provisions have not been approved by the 1122 1123 Colorado Real Estate Commission.) 1124 j LOCAL TRANSFER TAX. Regarding Section 15.4. the Local Transfer Tax is not applicable 1125 to this transaction. 112E 1127 b) SPECIAL ASSESSMENT Regarding the Special Assessment in Section 16.2. a $50 000 per 1 , unit Special Assessment has been installed for the Metcalf Lofts HOA The Seller has paid 1125 the first $10,000 due. Seller agrees to pay the remaining $40 000 special assessment balance 1 130 due at Closing to the HOA. Any additional special assessment for this project or other 1131 proiects in the future shall be the obligation of the Buyer. 1133 11 2,4 d APPROVAL OF TOWN ORDINANCE TO PURCHASE. This Contract is conditional on the 1135 Town of Avon Council approval. If Contract is not approved by Town of Avon Council on 1136 November 15, 2022, Buyer has one business day after (November 16 2022) to terminate the 1137 Contract, and receive a refund of their Earnest Money. 1130 1139 d) REALTOR COMMISSION. The Seller will only be obligated to pay a commission to the 1140 1141 Listing Broker. The Buyer is self -represented and Seller will not be responsible for any 1142 commission to be paid or credited to the Buyer, or to any representive of the Buyer. Listing 1143 Broker is a Sellers Agent, and the Buyer is a Customer. 1144 1145 e) CLEANING. Property will be professionally cleaned just prior to Closing including the 114E garage broom -swept clean. 1147 1146 114r, iiv_ 30. OTHER DOCUMENTS. 1151 30.1. Documents Part of Contract. The following documents are a part of this Contract: 1111 30.1.1. Post -Closing Occupancy Agreement. If the Post -Closing Occupancy Agreement box is 11.5 checked in § 17 the Post -Closing Occupancy Agreement is a part of this Contract. 1154 1155 115E 1157 1158 1159 11&C 30.2. Documents Not Part of Contract. The following documents have been provided but are not a 11F, part of this Contract: 11E, 1163 1164 CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 20 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K 2W EXHIB& A: Purchase Contract CTMeContracts.corn - �'2022 CTM Sofhvare Corp. I I tda 1167 1168 1169 1170 1171 1172 1173 1174 1175 117E 1177 1176 1179 118U 1181 1162 1163 1184 118E 118E 1167 118S 1189 1190 1191 119-1 1193 1194 1197 1196 1197 1196 1199 1200 1201 1202 120° 1204 120` 120E 1207 1208 121G 1211 121 1213 1214 121E 121E 1217 1218 1219 122C 1221 122'2 22.: Signatures pie II&I, Foum( /ffaura � Date: 10/25/2022 Buyer: Town of Avon By: Eric Heii, Town Manager [NOTE: If this offer is being countered or rejected, do not sign this document.] 74#(/ / " I , �~I�c Seller: Amy M. Greer o6lz d o(lr C/, �~,44 Seller: Brandon C. Greer Date: 1012512022 Date: 1012512022 END OF CONTRACT TO BUY AND SELL REAL ESTATE BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. A. Broker Working With Buyer Broker ❑ Does ❑ Does Not acknowledge receipt of Earnest Money deposit. Broker agrees that if Brokerage Firm is the Earnest Money Holder and, except as provided in § 23, if the Earnest Money has not already been returned following receipt of a Notice to Terminate or other written notice of termination, Earnest Money Holder will release the Earnest Money as directed by the written mutual instructions. Such release of Earnest Money will be made within five days of Earnest Money Holder's receipt of the executed written mutual instructions, provided the Earnest Money check has cleared. Broker is working with Buyer as a ❑ Buyer's Agent ❑ Transaction -Broker in this transaction. ® Customer. Broker has no brokerage relationship with Buyer. See § B for Broker's brokerage relationship CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 21 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 0� V EXHIB# A: Purchase Contract CTMeContracts.com - 22022 CTM Software Corp. 1225 1226 1227 1226 1229 12'30 1231 1234 1235 1236 1237 1238 1239 1240 1241 1242 1243 1244 1245 1246 1247 124E 1249 1250 1251 125_ 1254 12` 1257 1258 125c 1262 1263 1264 12B_ 1266 12E.7 12E'_ 1265 1270 127' 127 127_ 1274 1275 1276 1277 1278 1279 1280 1281 12_11 _ with Seller. Brokerage Firm's compensation or commission is to be paid by ❑ Listing Brokerage Firm ❑ Buyer ❑ Other. This Broker's Acknowledgements and Compensation Disclosure is for disclosure purposes only and does NOT create any claim for compensation. Any compensation agreement between the brokerage firms must be entered into separately and apart from this provision. Brokerage Firm's Name: Slifer Smith & Frampton Real Estate Brokerage Firm's License #: 000083020 / i_la �%Q4owra/( Broker's Name: Tina Vardaman Broker's License #: FA40042274 Address: 281 Bridge Street Vail, CO 81657 Ph:(970) 479-5777 Fax: Email Address: tardaman@slifer.net B. Broker Working with Seller Date: 1012612022 Broker ❑ Does ® Does Not acknowledge receipt of Earnest Money deposit. Broker agrees that if Brokerage Firm is the Earnest Money Holder and, except as provided in § 23, if the Earnest Money has not already been returned following receipt of a Notice to Terminate or other written notice of termination, Earnest Money Holder will release the Earnest Money as directed by the written mutual instructions. Such release of Earnest Money will be made within five days of Earnest Money Holder's receipt of the executed written mutual instructions, provided the Earnest Money check has cleared. Broker is working with Seller as a ® Seller's Agent ❑ Transaction -Broker in this transaction. ❑ Customer. Broker has no brokerage relationship with Seller. See § A for Broker's brokerage relationship with Buyer. Brokerage Firm's compensation or commission is to be paid by ® Seller ❑ Buyer ❑ Other. This Broker's Acknowledgements and Compensation Disclosure is for disclosure purposes only and does NOT create any claim for compensation. Any compensation agreement between the brokerage firms must be entered into separately and apart from this provision. Brokerage Firm's Name: Slifer Smith & Frampton Real Estate Brokerage Firm's License #: 000083020 Broker: �~6--Y vcd���� Date: 1012512022 CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 22 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 7K 9(� EXHIB# A: Purchase Contract CTMeContracts.com - C2022 CTM Software Corp. 126:_ 1284 12s_. 126E 1267 126S 12ss t 219C 1291 Broker's License #: FA40042274 Address: 281 Bridge Street Vail, CO 81657 Ph: (970) 476-6034 Fax: Email Address: tvardaman@slifer.net CBS1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE (RESIDENTIAL) CTM eContracts - ��-2022 MRI Software LLC - All Rights P.eserved CBS 1-6-21. CONTRACT TO BUY AND SELL REAL ESTATE - Residential Page 23 of 23 10/26/2022 10:38:50 AM Seller(s) Initials: 0� 8(� EXHIB4 A: Purchase Contract CTMeConhacts.com - 0c2022 CTM Software Corp.