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TC Res. No. 2000-14RESOLUTION NO. 14 SERIES OF 2000 A RESOLUTION AUTHORIZING A MODIFICATION OF THE TERMS OF THE TOWN OF AVON'S OFFER TO ENTER INTO A CONTRACT WITH JOHN H. LAERI, JR. TO PURCHASE SHERWOOD MEADOWS CONDOMINIUM UNITS 1 A, 1C, 1 D, 2B, 2C, 2E, 2F, 3A, 3B, 4B, AND 4D, AVON, COLORADO. WHEREAS John H. Laeri, Jr. is the owner of SHERWOOD MEADOWS CONDOMINIUM UNITS 1A; 1C, 1D, 213, 2C, 2E, 2F, 3A, 3B, 4B, AND 46, Avon, Colorado, and WHEREAS the Council desires the Town of Avon to purchase said units for a purchase price not to exceed Two Million Dollars ($2,000,000), and WHEREAS by Resolution No. 11, Series of 2000, the Town Council previously authorized the Mayor to execute a contractual offer (which was attached to said resolution), for said units, and WHEREAS based on discussions between the parties, the Town Council now wishes to modify the terms of the contractual offer as specified below, NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF AVON, COLORADO: Section 1. The terms offered to the owner of said units shall be those as stated in the contractual offer attached to Resolution No. 11, with the following modifications: (a) The Dates and Deadlines set forth in Subsection 2.c shall be changed to indicate the following: Title Deadline ..............................................March 31, 2000 Document Request Deadline ..............................March 31, 2000 Title .Objection Deadline 4pril 28, 2000 Off-Record Matters Deadline .............................April 18, 2000 Off-Record Matters Objection Deadline .................May 2, 2000 Seller's Property Disclosure Deadline ....................May 18, 2000 Inspection Objection Deadline .............................June 2, 2000 Resolution Deadline ..........................................June 16, 2000 Closing Date ...................................................August 21, 2000 Possession Date ...............................................:August 21, 2000 Acceptance Deadline Date .....................................March 22, 2000 (b) The following language shall be added,as Subection 6.a.(5) of the contract: Seller shall have the sole option and election to terminate this contract if the Property's valuation, as determined by an appraiser engaged by Buyer, exceeds $2,250,000. In the event the Property's valuation as determined by the appraiser engaged by Buyer does exceed $2,250,000, the contract shall terminate by Seller giving Buyer written. notice. of termination on or before the Appraisal Deadline 2c). If Buyer does not receive such written notice of termination on or before the Appraisal Deadline 2c), Seller waives any right to terminate under this subsection. . Section 2. The Mayor is hereby authorized to execute the Town's contractual offer in the terms as authorized. herein. ADOPTED this 14 day of March , 2000. TOWN OF AVON, COLORADO: Yoder, a} APP OV D TO FORM AND LEGAL SUFFICIENCY: 0 Burt Levin, Town Attorney 2 >~a 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16. 17 18 19 20 48 49 50 51 52 53 54 55. 56 57 58 59 60 61 62 The printed portions of this form have been.a roved by the Colorado Real Estate Commission. (CBSI-9-99) 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: 2000 1. AGREEMENT. Buyer agrees to buy and the undersigned Seller agrees to sell the Property defined below-on the terms and conditions set forth in this contract. 2. DEFINED TERMS. a. Buyer. Buyer, 7/0 F /}vex!/, L O will take title to the real property described below as O Joint Tenants E3 Tenants In Common O.Other..tote Ol..hti b. Property. The Property is the following legally described real estate: $ ~t tr✓oo~ ~ie r~Ou~ Bids . ! 41 L $ / Z C. Z E-, z r"~ ~R 38 ~;Id aM,P y D,, No l 44/n jZ ~P • / ~9~ I to Fl 6 in the County, of - E1 1J , Colorado, commonly known as No. Street Addfsss City State , Zip together with the interests, easements, rights, benefits, improvements and attached fixtures appurtenant thereto, all interest of Seller in vacated streets and alleys adjacent thereto, except as herein excluded. c. Dates and Deadlines. Item No. Reference Event Date or Deadline .1 § 5a- Loan Application Deadline 2 § 5b Loan Commitment Deadline . N 3 § 5c Buyer's Credit Information Deadline W 4r 4 § 5c D' val'of Buyer's Credit Deadline 5 § 5d Existing Loan Documents Deadline 6 § 5d Objection to Existing Loan Deadline /V/ A § 5d Approval of Loan Transfer Deadline N ! A 8. ' . § 6a Appraisal Deadline 9 § 7a _ Tide Deadline 31- 10 § 7a Serve ,Deadline NI /i. 11 § 7b Document Request Deadline. 9- J I - 00 .12 § 7c, 8a Title O 'ection Deadline 4 -1,8-t7O 13 § 8b Off-Record Matters Deadline - / 8 - ma 14 § 8b Off-Record Matters Objection Deadline f- 2 -so 15 § 8e. Right Of.Fust Refusal Deadline. i✓/i4 16 § 10 Seller's Property Disclosure Deadline S- ! 8-goo .17 . § 103 : Inspection Objection Deadline 6 - L-00 18 § 10b Resolution Deadline 6 - 6-00 19 §11 Closing Date 8 "z t - 0 0 20 § 16 Possession Date - 7- t - e v :21 §16 Possession Time ~'rl s if 9 - 22 § 28 _ Acceptance Deadline Date 2-Z1:-VV 23 § 28 Acceptance Deadline Time S: oo r. ✓rt d. Attachments. The following exhibits, attachments and addenda are a r~'. f t his contract: Q 1.~ Co•,Le~ "re s 3 [ . ~p Ge►ata0~ ~ver; ~ Sht~ ~v,tLlMel~vn "14x Q I«l/stire; E. R~P/rtQ~~i, ~ ~a~a,' „r Dw~~,' Qw .4. ~ f p A check or similar mark in a box means that such' provision is applicable. The abbreviation N e. Al& bility of Term "N/A" means not applicable _ 3. INCLUSIONS AND EECLUSIONS.. a. The Purchase Price includes the following items (Inclusions): (1) Fixtures.. If attached to the Property on the date of this contract, lighting, heating, plumbing, ventilating, and air con- ditioning fixtures. TV antennas, inside telephone wiring and -connecting blocksrJacks, plants, mirrors, floor coverings, intercom systems, built-in kitchen appliances, spridda systems and controls, built-in vacuum systems (including accessories), garage door / openersincluding G remote controls; and a 01 M~/ pef".s q I r Pf j y r^. ~it La °.1 '(1~d f N~ll~ aS o ~a~2 0~'.•f t'~Nkr . No. CBSI.9.99. CONTRACT TO BUY AND SELL REAL ESTATE (RESIDENTIAL) Bradford Publishing; 1743 Wazee SL; Denver, CO 802()4 = (303) 292-2500 - www.bnmgbr0imbfisMug.com - 699 Page l of 6 Idl Mt? 53 54 55 56 57 58 S9 70 71 72 73 ►4 ►5 r6 17 rg 9 i0 11 12 13 14 3 16 ;7 .8 :9 b 12 13 14 15 16 r7 ►g 09 10 Il 12 13 14 15 16 n 18 g .0 .1 .2 3 4 15 16 17 18 19 A ,1 2 >4 15 16 17 18 19 30 31 32 33 34 d (2) Other Inclusions. If on the Property whether attached or not on the date of this contract: storm windows, storm doors, window and porch shades, awnings, blinds, screens, window coverings, curtain rods, drapery rods, fireplace inserts, fireplace screens, fireplace grates, heating stogy, storage sheds, and ! keys. Check applicable box if included: 13 Water Softenei% SrSmokel ire Detectors, Security Systems, ; and Safelmie-sy Vi (3) Parking and Storage Facilities. The use of the following parking facilities: 4 ^ Y 9 ^ a , and the following storage facilities:- 4.+.,, 9 g (4) Water Rights. The foigally described water rights: b. Instruments of Transfer. The Inclusions are to be conveyed at Closing free and clear of all taxes, liens and encumbrances, except as provided in §12. Conveyance shall be by bill of sale or other applicable legal instrument(s). Any water rights shall be conveyed by N14 deed or other applicable,legal instrument(s). c. Exclusions. The following attached fixtures are excluded from this sale: 4. PURCHASE PRICE AND TERMS. The Purchase Price set forth below shall be payable in U. S. Dollars by Buyer as follows: Item No. Reference Item Amount Amount I 4 $ o e o Purchase Price 2 4a Earnest Money 3 4b New Loan . . N 4 4c Assumption Balance A! 5 4d Sella or Private Anancin 6 4e Cash at Closing 7 TOTAL $ 14A a. Earnest Money. The Earnest Money set forth in this Section, in the form of 4 6 4e o t< , is part pay- ment of the Purchase Price and shall be:payable to and held by f•/r 1r Rrn • f •t?/t. T+k (.9., in its trust account, on behalf of both Seller and Buyer. The parties authorize delivery of the Earnest Moneydeposit to the Closing Company, if any, at or before Closing. O Other This loan will'_be secured by a (Ist, 2nd, etc.) deed of. The loan may be increased to add the cost of mortgage insurance, VA funding fee and other items for a total loan amount, not in of $ , which shall be amortized over a period of years at approximately $ per mon mclud ing principal and interest not to exceed % per annum, plus, if required by Buyer's lender, a monthly deposit of !4: of the es ' ed annual.. real estate taxes, property insurance premium, and mortgage insurance premium. If the loan'is, an adjustable interest rate or gra ated payment loan, the monthly payments and interest rate initially shall not exceed the figures set forth above. Loan discount points, if any, shall be paid to lender at Closing and shall not exceed % of the total loan am nt. Notwithstanding the loan's interest rate, the first loan discount points shall be paid by , and the balance, if any, shall be.paid by Buyer shall timely pay Buyer's loan costs and a loan.origination"fee.not to exceed % of the I amount. c. Assumption. Buyer agrees to assume and pay an existing loan in the approximate amount of ssumption Balance set forth in this Section, presently payable at $ per month including principal, interest presently at % per annum, and also includ- ing escrow for the following as indicated: 17 Real Estate Taxes, 13 Property Insurance P 'run, E ,Mortgage Insurance Premium, and Buyer agrees to pay a loan transfer fee not to exceed $ At the % per annum and the new monthly payment'shall not exceed $ If the actual principal balance of the existing loan at Closing is. less than the Assu 'or Buyer . at Closing to be 'increased by more: than $ , the Buyc Seller of Bu er's written notice of termination or i of assumption, the new interest rate shall not exceed principal and interest, plus escrow, if any. Balance, which causes the amount of cash required from r May Terminate this contract effective upon receipt by y - Sella. 17 Shall O Shall Not be released from li ability.on said . , and if a VA-guaranteed loan, Seller's eligibility O Shall 0 Shall Not be reinstated If applicable, compliance with the requirements for from liability or reinstatement of eli gibility shall be evidenced by deliv- ery at Closing of appropriate letter of commitment from Ma!ount Lender. Cost payable for release of liability/reinstatement of VA eligibility shall be paid by not to exceed $ d. Seller or Private Financing. Buyer execute a promissory note payable to: - as Joint Tenants 0 Tenants in Common O Other , on the note form as indicated: O (UCCC -No Default Rate) N;Not 82-3- 0 (Default Rate) NTD 81-11-8313 Other secured by a (1st, 2nd. of trust encumbering the Property, using the form as indicated: E3 Strict Due-On-Sale (TD 72-7-96) O Creditworthy (TD 73-7-96) enable - Not Due On Sale (I'D 74-7-96) O Other Buyer E3 Shall O Sh execute and deliver, at Closing, a Security Agreement and UCC-1. Financing Statement granting the holder of the promissory note a.. (1st, 2nd, eta) lien on the personal property included in this sale. The promissory note shall be amortized. owthe basis of O years O months, payable at$ per month including principal and interest at the rate of % annum. Payments shall commence and shall be due on the day of each succeeding mo If not sooner paid, the balance of principal and accrued interest shall be due and payable after Closing. Payments O Shall O Shall Not be increased by %2 of estimated annual real estate taxes, and E3 Shall 0 S of be increased by W2 of estimated annual property insurance premium. The loan shall also contain the following terms: if any payment suno ived within calendar days after its due date, a late charge of % of such monthly payment shall bedue. I t on,lender disbursements under the deed of trust shall be % per annum. Default interest rate shall be per annum.' yer-may prepay without a penalty except 36 e. Cash at Closing. All amounts paid by Buyer at Closing including Cash at Closing, plus Buyer's closing costs, shall be in funds which 37 comply with all applicable Colorado laws, which include cash, electronic transfer funds, certified check, savings and loan teller's check and 38 cashier's check. (Good Funds). Na CBSl-9-99. Pa®e 2 d 6 V nil 140. a. Loan Application. If Buyer is to pay all or part of the Purchase Price by obtaining a new loan, or if an existing loan is not to be rele 141 at Closing, Buyer, if required by such lender, shall make written application by Loan Application Deadline 2c). Buyer shall. oooperate 142 Seller and lender to obtain loan approval, diligently and timely pursue same in good faith, execute all documents and famish all inf 'nand 143 documents required by lender, and, subject to § 4, timely pay the costs of obtaining such loan or lender consent. Buyer agrees to sfy the rea- 144 sonable requi_r±ements of lender, and shall not withdraw the loan or assumption application. nor intentionally cause any in circumstances 145 which would prejudice lender's approval of the loan application or funding of the loan. 146 ti. Loan Commitment. If.Buyer is to pay all or part of the Purchase Price by obtaining a new loan as, fled in § 4b, this contract is 147, conditional upon Buyer obtaining a written loan commitment including, if required by lender, (1) lender v 'cation of employment, (2) lender 148 approval of Buyer's credit-worthiness, (3) lender verification that Buyer has, sufficient funds to cl and (4) specification of any remaining 149 requirements for funding said loan. This,condition shall be deemed waived unless Seller rem Buyer, no later than Loan Commitment 156 Deadline (i 2ci, written notice of Buyer's inability to obtain such loan commitment. If B so notifies Seller, this contract shall terminate 151 IF BUYER WAIVES THIS CONDITION BUT .DOES NOT CLOSE, BUYERS BE IN DEFAULT. 152 c. Credit Information. If Buyer is to pay all or part of the Purchase Pri executing a promissory note in favor of Seller or if an exist; 153. ing, loan is not to be released at Closing, this contract is conditional upon Se s approval of Buyer's financial ability and creditworthiness, which . 154 approval shall be at Seller's sole and absolute discretion. In such uyer shall supply to Seller by Buyer's Credit Information Deadline 155 2c), at Buyer's expense, information and documents co uyer's financial. employment and credit condition; (2) Buyer consents that 156 Sella may verify Buyer's financial ability ' and creditw (including obtaining a current credit report): (3) any such information and docu- 157 ments received by Sella shall be held by Sella in co and not released to others except to protect Seller's interest in this transaction; (4) 158 if Seller does not provide written notice of Set disapproval to Buyer by Disapproval of Buyer's Credit Deadline 4), then Seller waives 159 this condition. If Seller does provide wri notice of disapproval to. Buyer on or before said date, this contract shall terminate. 160 d. Existing Loan Review. an existing loan is not to be released at Closing, Seller shall provide copies of the loan documents (includ- 161 itig note, deed of trust, and , odifications) to Buyer by Existing Loan Documents Deadline 2c). This contract is conditional upon Buyer's 162 review and approval o e provisions of such loan documents. If written notice of objection to such loan documents, signed by Buyer,.is not 163 received by Sell y the Objection to Existing Loan Deadline 2c), Buyer accepts the tarns and conditions of the documents. If the lender's 164 approval sfer of the.Property is required, this contract is conditional upon Buyer's'obtaining such approval without change in the terms of 165 su_ c an, except as set forth in § 4c. If lender's approval is not obtained by Approval of Loan Transfer Deadline 2c), this c6 ntract shall ter- 1 inate on such date., If Seller is to be released from liability under such existing loan 6f if Seller's VA eligibility is to be reinstated. and Buyer does Q I- aL:_ 168 6. APPRAISAL PROVISIONS 169 a. Appraisal Condition. 170 0 (1) No Appraisal Condition. This subsection a. shall not apply. 171 0 (2) FBA. It is expressly agreed that notwithstanding any other provisions of this contract, the Purchaser (Buyer) shall not be obhg- 172 ated to complete the purchase of the Property described herein or to incur any penalty by.forfeiture of earnest money deposits or otherwise unless 173 the Purchaser (Buyer) has been given in accordance with HUD/FHAor VA requirements a written statement by the Federal Housing Commissioner, 174 Veterans Administration, or a Direct Endorsement lender setting forth the appraised -value of the Property of not less than 175 . $ The Purchaser (Bayer) shall have the privilege and option of proceeding with consummation of the contract without 176 regard to the amount of the appraised valuation. The appraised valuation is arrived at to determine the maximum.mortgage the Department of 177 Housing and Urban Development will insure. HUD does not warrant the value nor the condition of the Property. The Purchaser (Buyer) should sat- 178 isfy himself/heiself that the price and condition of the Property are acceptable. 179 , 0 (3) VA. If Buyer is to pay the Purchase Price by obtaining a new VA-guaranteed loan, it is.agteed that, notwithstanding any other pro- 180 visions of this contract, Buyer shall not incur any penalty by forfeiture of earnest money or otherwise be obligated to complete the purchase of the 181 Property described herein, if the contract Purchase Price or cost exceeds the reasonable value of the Property established by the Veterans 182 Administration. Buyer shall, however, have the privilege and option of proceeding with the consummation of this contract without regard to the 183 ;punt of the reasonable value established by the Veterans Administration.. 194 (4) Other. Buyer shall have the sole option and election to terminate this contract if the Purchase Price exceeds the Property's valu- 185 ation determined by an appraiser engaged by ✓~e~ The contract shall terminate by 186 Buyer giving Seller written notice of termination and either a copy of such appraisal or written notice from lender which confirms the Property's 187 valuation is less than the Purchase Price, received on or before the Appraisal Deadline 2c).. If Seller does not receive such written notice of 188 termination on or before the Appraisal Deadline 2c), Buyer waives any right to terminate under this subsection. 189 b. Cost of Appraisal. Cost of any appraisal to be obtained after the date of this contract shall be timely paid by B /Buyer 0 Seiler. 190 7. EVIDENCE OF TrfLE. 191 a. Evidence of Title; Survey. On or before Title Deadline 2c), Seller shall cause to be furnished to Buyer, at Seller's expense, a cur- 192 rent commitment for owner's title insurance policy in an amount equal to thee'rarchase Price or if this box is checked, 0 An Abstract. of title 193 certified to a current date. If a title insurance commitment is furnished, it ld Shall 0 Shall Not commit to delete or insure over the standard 194 exceptions which relate to: 195 (1) parties in possession, 196 (2) unrecorded easements, 197 (3) survey mattes, 198 (4) any unrecorded mechanics' liens, 199 (5) gap period (effective date of commitment to date deed is recorded), and 200 (6) unpaid taxes, assessments and unredeemed tax sales prior to the year of Closing. " 201 Any additional premium expense to obtain this additional coverage shall be paid by Seller An amount not to exceed,$ NIA for 202 the cost of any improvement location, certificate or survey shall be paid by 0 Buyer 0 Seller. If the cost exceeds this amount, Buyer shall pay the 203 excess on or before Closing unless Buyer delivers to Seller or listing Company, before the improvement location certificate or survey-is ordered, 204' Buyer's written:notice allowing the exception for survey matters. The improvement location certificate or survey. shall be received by Buyer on or 205. before Survey Deadline 2c). Seller shall cause the title insurance policy. to be delivered to Buyer as soon as practicable it or after Closing. 206 b. Copies, of Exception On or before Title Deadline 2c), Seller, at Seller's.eiipense, shall furnish to Buyer (1) a copy of any plats,. 207 declarations, covenants,"cpnditions and restrictions burdening the Property, and (2) if a title insurance commitment is required to be famished,, and 208 if this box is checked 10 Copies of any Other Documents (or, if illegible, summaries of such documents) listed in the schedule of exceptions 209 " (Exceptions). Even if the box is not checked, Seller shall have the obligation to famish: these documents pursuant,to this subsection if requested 210 by Buyer any time on or before the Document Request Deadline 2c). This requirement shall pertain only to documents as shown of record in 211 the office of the clerk and recorder(s). The abstractor title insurance commitment, together with any copies or summaries of such documents flu 212 nished pursuant to this Section, constitute the title documents (Titre Documents). 213 c.. Common Interest Community Governing Documents. 214 0 (1) Not Applicable. This subsection c. shall not apply. 215 0 (2) Conditional on Buyer's Review., Seller shall cause to be furnished to Buyer, at Seller's expense, on or before title Deadline 216 2c) a current copy of the owner's association declarations; bylaws, miles-and regulations, party wall agreements (herein collectively "Governing 217 Documents'), most recent financial documents consisting of (a) annual balance sheet, (b) annual income and expenditures statement, and (c) annual 218 budget (herein collectively "Financial Documents'), if any. Written notice of any unsatisfactory provision(s) in any of these documents signed by 219 Buyer, or on behalf of Buyer, and given to Seller on or before Governing Documents Deadline, [which is the same as Title Objection Deadline 220 2c)], shall terminate this contract. If Seller does not receive written notice from Buyer within such time, Buyer accepts the terms of said do6u- 221 me ts, and Buyer's right to terminate this contract pursuant to this subsection is waived, notwithstanding the provisions of § 8d 222 (3) Not Conditional on Review. Buyer acknowledges that'Seller has delivered a copy of the Governing Documents'and Financial 223 Documents. Buyer has reviewed them, agrees to accept the benefits, obligations and restrictions which they impose upon the Property and its own- 224 ers and waives any right to terminate this contract due to.such documents, notwithstanding the provisions of § 8d No. CBSl-9-99. Papa of 6 f 25 8. TITLE. 26 a. Title Review. Buyer shall have the right to inspect the Title Documents. Written notice by Buyer of unmerchantability of title or of 27 any other unsatisfactory title condition shown by the Title Documents shall be signed by or on behalf of Buyer and given to Seller on or before 28 Title Ob3"on Deadline (§:2c), or within five (5) calendar days after receipt by Buyer of any Title Document(s) or endorsement(s) adding new 29 Exception(s) to the title commitment together with a copy of the Title Document adding new Exception(s) to title. If Seller does not receive Buyer's 30 notice by the date(s) specified above, Buyer accepts the condition of title as disclosed by the Title Documents as satisfactory. 31 b. Matters not Shown by the Public Records. Seller shall deliver 'to Buyer, on or before Off-Record Matters Deadline G 2c) true 32, copies of all lease(s) and survey(s) in Seller's possession pertaining to the Property and-shall disclose to Buyer all easements, liens or other title 33 matters not shown by the. public records of which Seller has actual knowledge. Buyer shall have the right to inspect the Property to determine if 34 any third party(ies) has any right in the Property not shown by the public records (such as an unrecorded easement, unrecorded lease, or boundary: 35 line discrepancy). Written notice of any unsatisfactory condition(s) disclosed by Seller .or revealed by` such inspection shall be signed by or on 36. behalf of Buyer and given to Seller on or before Off-Record Matters Objection.Deadline 2c). If Seller does not receive Buyer's notice by 37 said date, Buyer accepts title subject to such rights; if any, of third patties of which Buyer has actual. knowledge. 38 c.. Special Taxing Districts.. SPECIAL TAXING DISTRICTS MAN': BE SUBJECT TO GENERAL OBLIGATION INDEBTED- 39 NESS THAT IS PAID BY REVENUES PRODUCED FROM ANNUAL TAX LEVIES ON THE TAXABLE PROPERTY WITHIN SUCH 40 DISTRICTS. PROPERTY OWNERS IN SUCH DISTRICTS MAY BE PLACED AT RISK FOR INCREASED MILL LEVIES AND 41 EXCESSIVE TAX BURDENS TO. SUPPORT THE SERVICING OF SUCH DEBT WHERE CIRCUMSTANCES ARISE RESULTING IN. 42 THE INABILITY OF SUCH A.DISTRICT TO DISCHARGE SUCH INDEBTEDNESS WITHOUT SUCH .AN INCREASE IN MILL 43 LEVIES. BUYER SHOULD INVESTIGATE THE DEBT FINANCING REQUIREMENTS OF THE AUTHORIZED GENERAL OBLIG- 44 ATION INDEBTEDNESS OF SUCH DISTRICTS,' EXISTING MILL LEVIES OF SUCH DISTRICT SERVICING SUCH 45 INDEBTEDNESS, AND THE POTENTIAL FOR AN INCREASE IN SUCH MILL LEVIES. 46 In the event the Property is located within a special taxing district and Buyer desires to terminate this contract as a result; if written noticeis 47 received by Seller on or before OR Record Matters:Objection Deadline 2c), this contract shall then terminate. If Seller does not receive Buyer's 48 notice by such date, Buyer accepts the effect of the Property's inclusion in such special taxing district(s) and waives the right to so terminate. 49 d. Right to Cure. If Seller receives notice of untnerchantabili !y of titre or any other unsatisfactory title condition(s) or'commitment terns 50 as provided in § 8 a or b above, Seller shall use reasonable effort to correct said items and bear, -any nominal expense. to correct the same prior to 51 Closing. if such unsatisfactory : title condition(s) are not corrected on or before. Closing, this contract shall then terminate; provided, however, Buyer 52 may, by written notice received by Seller, on or before Closing, waive objection to such items. 53 e. Right of First Refusal. If the Governing Documents require written approval of the sale.contemplated by this contract or waiver of 54 any option or right of first refusal by the owners' association or any other owner in the owners' association, Seller shall timely submit this contract 55 and request approval of the sale or waiver of any option. or right of first refusal pursuant to such provisions. If no such approval or waiver is. 56 obtained on or before Right Of First Refusal Deadline 2c), this contract shall terminate. Buyer agrees to cooperate with Seller-in obtaining 57 the approval and/or waiver if required by the applicable Governing Documents and shall make available such information as the owners, tion may reasonably require 59 f. Title. Advisory. The Title Documents affect the. title, ownership and use of the Property and should be reviewed carefully:. 60 Additionally, other matters not reflected in the Title Documents may affect. the title, ownership and use of the Property,, including without limita- 61 lion boundary lines and encroachments, area, zoning, unrecorded easements and claims of easements, leases and otherunrecorded agreements, and 62 various laws and governmental regulations concerning land use, development and environmental matters. The surface estate may be'owned se0a- 63 rately from the underlying mineral estate, and transfer of the surface estate does not necessarily include transfer of the mineral rights. Third parties 64 may hold interests in oil; gas, other minerals,. geothermal energy or water on or under the Property, which interests may give them rights to enter 65 and use the Property. Such matters may be excluded from the title insurance policy. Buyer is. advised to timely consult legal counsel with respect. 66 to all such matters as there are strict time limits provided in this contract (e.g., Title Objection Deadline 2c] and Off-Record Matters Objection 67 Deadline 2cl)• 68 9. LEAD-BASED PAINT. Unless exempt, if the improvements'on the Property include one or more residential dwelling(s) for which a 69 building permit was issued prior to January 1, 1978, this contract shall be void unless a completed1ead-Based Paint Disclosure (Sales) form is 70 signed by Seller and the required real estate licensee(s), which must occur prior to the parties signing this contract. .71 10. PROPERTY DISCLOSURE AND INSPECTION. On or before Seller's Property Disclosure Deadline 2c) Seller-agrees to pro- 72 vide Buyer with a. Seller's Property Disclosure form completed by Seller to the best of Seller's currentactual knowledge. .73 a. Inspection Objection Deadline. Buyer shall have the right to have inspection(s) of the physical condition of the Property and Inclusions, .74 at Buyer's expense. If the physical condition of the Property or Inclusions is unsatisfactory in Buyer's subjective discretion, Buyer shall, on or .75 before Inspection' Objection Deadline 2c): :76 (1) notify Seller in writing that this contract is terminated, or :77 (2) provide Seller with a written description of any unsatisfactory physical condition which Buyer requires Seller to sorest (Notice to .78 Correct). :79 If written notice is not received by Seller on or before Inspection Objection Deadline 2c), the physical condition of the Property and :80 Inclusions shall be deemed to be satisfactory to Buyer. :81 b. Resolution Deadline. If a Notice to Correct is received by Seiler and if Buyer and Seller have not agreed in writing to a settlement :82 thereof on or before Resolution Deadline 2c), this contract shall terminate one calendar day following the Resolution Deadline Q 2c); unless Z83 before such termination Seller receives Buyer's written withdrawal of the Notice to Correct. !84. c. Damage; Liens; Indemnity. Buyer is responsible for payment for all inspections, surveys, engineering reports or for any other work W performed at Buyer's request and shall pay for any damage which occurs to the. Property and Inclusions as a result of such activities. Buyer shall !86 not permit claims or liens of any kind against the Property for inspections, surveys, engineering reports and for any other: work performed on the !81 Property at Buyer's request. Buyer agrees to indemnify, protect and hold Seller harmless from and against any liability, damage, cost or expense !98 incurred by Seller in connection with any such inspection, claim, or lien. This indemnity includes Seller's right to recover all costs and expenses !89 incurred by. Seller to enforce this subsection, including Seller's reasonable attorney fees. The provisions of this subsection shall survive the ter- !90 mination of this contract. 191 11. CLOSING. Delivery of deed(s) from Seller to Buyer shall be at Closing (Closing). Closing shall be on the date specified as the Closing !92 Date( 2c) or by mutual agreement at an earlier date. -The hour and place of Closing shall' be as designated by Se J a k,! R✓YQ/ !93 s!awil o ct,;.r .f lwf. T.iu t;, • h 4w,h~ W !94 12. TRANSFER OF TITLE Subject to tender or payment at Closing as required herein and compliance by Buyer with the other terms and !95 provisions 'hereof, Seller shall execute and deliver a good and sufficient G ZN ER~r. W !tf 1 ~,V7r deed to Buyer, at Closing, !96 conveying the Property free and clear of all taxes except the general taxes for the year of Closing. Except as provided herein, title shall be con- 197 veyed free and clear of all liens, including any governmental liens for special improvements installed as of the date of Buyer's signature hereon, 198 whether assessed or not. Title shall be conveyed subject to: 199 a those specific Exceptions described by reference to recorded documents as reflected in the Title Documents accepted by Buyer in actor- 300 dance with § 8a [Title Review], 301 b. distribution utility easements (including cable TV), 302 c. those specifically described rights of third parties not shown by the public records of which Buyer has actual knowledge and which were 303 accepted by Buyer in accordance with § 8b [Matters Not Shown by the Public Records], and 304 d. inclusion of the Property within any special taxing district, and 305 e. the benefits and burdens of any declaration and party wall agreements, if any, and 306 f. other N 14 307 13. PAYMENT OF ENCUMBRANCES. Any encumbrance required to be paid' shall be paid' at or before Closing from the proceeds of this 308 transaction or from'any other source. 309 14. CLOSING COSTS; DOCUMENTS AND SERVICES Buyer and Seller shall pay, in Good Funds, their respective Closing costs and 310 all-other items required to be paid at Closing, except as otherwise provided herein. Buyer and Seller shall sign and compete all customary or`rea- 311 sonably required documents at or before Closing. Fees for real estate Closing services shall be paid at Closing by E One-Half by Buyer and 312 One-Half by Seller O Buyer D Seller D Other No. CBS1-9-99. Page 4 of 6 313 314 315 316 317 318 319 320 321 322 323 324 325 326 327 328 329 330 331. 332 333 334 335 336 337 338 339 340 341 Any fees incident to the transfer from Seller to Buyer assessed on or on behalf of the owners' association shall be paid by 0 Buyer . The local transfer tax of N of the Purchase Price shall be paid at Closing by D Buyer O Seller. Any sales and use tax that may accrue because of this transaction shall be paid when due by O Buyer 0 Seller. N/A I.S. PRORATIONS. The following shall be prorated to Closing Date 2c), except as otherwise provided: a. Taxes. Personal property taxes, if any, and general real estate taxes f r the year of Closing, based on 0 The Taxes for the Calendar Year Immediately Preceding Closing lill~The Most Recent Mill Levy and Most Recent Assessment 0 Other N / A b. Rents. Rents based on 0 Rents Actually Received 0 Accrued. Security deposits held by Seller shall be credited to Buyer. Sella shall assign all leases to Buyer and Buyer shall assume such leases. c. Association. Assessments.. Current regular owners' association assessments and association dues. Owners' association assessments paid in advance shall be credited to Seller at Closing. Cash reserves held out of the regular owners' association assessments for deferred mainte- nance by the owners' association shall not be credited to Seller except as may be`othera+ise provided by the Governing Documents. Any special assessment by the owners' association for improvements that have been installed as of the date of Buyer's signature hereon shall be the obligation of Seller. Any other special assessment assessed prior to Closing Date 2c) by the owners' association shall be the obligation of 0 Buyer 11f Seller. Seller represents that the amount of the regular owners' association assessment is currently payable at $ f'saee per and that there are no unpaid regular or special assessments against the Property except the current regular assessments and except IV o N 6 Such assessments are subject to change. as provided in the Governing Documents. Seller agrees to. promptly request the owners' association to deliver to Buyer before Closing Date 2c) a current statement of assessments against the Property. Any fees incident to the issuance of such statement of assessments shall be paid by Moyer FdSeller d. Loan Assumption Mortgage Insurance. FHA or private mortgage insurance premium, if any, 0 Shag 0 Shall Not beapportioned to Closing Date (§2c). Any such amount shall be apportioned as follows: N/R e. Other Proration. Water. sewer charges; and interest on continuing loan(s), if any; and AO'O r✓C f. Flinal Settlement Unless otherwise agreed in writing, these proration shall be final. 16. POSSESSION. Possession of the Property shall be delivered to Buyer on Possession the following lease(s) or tenancy(s): 4#1 . ov~Fs o .ro..s-& Qs C See- Pic. a and. Possession" Time 2c), subject to 342 If Seller, after Closing, fails to deliver possession as specified, Seller shall be subject to eviction and shall be additionally liable to Buyer for 343 payment of $ o per day from the Possession Date 2c) until possession is delivered 344 Buyer 0 Does Does Not represent that Buyer will occupy the Property as Buyer's principal residence. 345 17. NOT ASSIGNABLE. This contract shall not be assignable by Buyer without Seller's prior written consent. Except as so restricted, this 346 contract shall inure to the benefit of and be binding upon the heirs, personal representatives, successor; and assigns of the parties; 347 18. CONDITION OF, AND DAMAGE TO PROPERTY AND INCLUSIONS. - Except as otherwise provided in this contract, the Property, 348 Inclusions or both shall be delivered in the condition existing as of the date of this contract, ordinary wear and tear excepted 349 a Casualty, Insurance. In the event the Property or Inclusions shall be damaged by fire or other casualty prior to Closing, in an amount 350 of not more than ten percent of the total Purchase Price, Seller shall be obligated to repair the same before the Closing bate 2c). In the event 351 such damage is not repaired within said time or if the damages exceed such sum, this contract may beterminated at the option of Buyer by deliv 352 ering to Seller written notice of termination. Should Buyer elect to carry out this contractdespite such damage, Buyer shall be entitled to a credit, 353 at Closing, for all the insurance proceeds resulting from such damage to the Property and Inclusions payable to Seller but not the. owners' associ- 354 ation, if any, plus the amount of any deductible provided for in such insurance policy, such credit not to exceed the total Purchase- Price. 355 b. Damage; Indusions; Services. Should any Inclusion(s) or service(s)including systems and components of the Property, e.g. heat- 356 ing, plumbing, etc.) fail or be damaged between the date of this contract and Closing or possession, whichever shall be earlier, then Seller shall be 357 liable for the repair or replacement of"such Inclusion(s) or service(s) with a unit of similar size, age and quality, or an equivalent credit, but only 358 to the extent that the maintenance or replacement of such Inclusion(s), service(s) or fixture(s) is not the responsibility of the owners' association, 359 if any, less any insurance proceeds received by Buyer covering such repair or replacement Seller- and Buyer are aware of the existence of pre- MO owned home warranty programs which may be purchased and may cover the repair or replacement. of some Inclusion(s): 361 - c. Walk-Through; Verification of Condition. . Buyer, upon reasonable notice, shall have the right to walk through the Property prior to 362 Closing to verify that the physical condition of the Property and Inclusions complies with this contract 363 19. RECON04ENDATION OF LEGAL AND TAX COUNSEL. By signing this document, Buyer and Seller acknowledge that the Selling 364 Company or the Listing Company has advised that this document has important legal consequences and has recommended the examination of title 365 and consultation with legal and tax or other counsel before signing this contract 366 20. TIME OF ESSENCE AND REMEDIES, Time is of the-essence hereof. If any note or check received as Earnest Money hereunder or 367 any other payment" due hereunder is not paid, honored or tendered when due, or if any other obligation hereunder is not performed or waived as 368 herein provided, there shall be the following remedies: 369 a. If Buyer is in Default: 370 0 (1) Specific Performance.. Seiler may elect to treat this contract as canceled, in which case all payments and things of value received 371 hereunder shall be forfeited and retained_ on, behalf of Sella, and Seller may recover such damages as may be proper, or Seiler may elect to treat 372 thhi9 contract as being in full. force and effect and Seller shall have the right to specific performance or damages, or both. 373 1$ (2) Liquidated Damages. All payments and things of value received heremtder shall be forfeited by Buyer and retained on behalf of 374 Seller and both parties shall thereafter be released from all obligations hereunder. It is agreed that such payments and things.of value are LIQUI-. 375 DATED DAMAGES and (except as provided in subsection'c) are SELLER'S SOLE AND ONLY REMEDY for. Buyer's failure to perform the 376 obligations of this contract. Seller expressly waives the remedies of specific performance and additional damages. 377 - 11: If Seller is in Default: Buyer may elect to treat this contract as canceled,'in which case all payments and things of value received 378 hereunder shall be returned and Buyer may recover such damages as may be proper," or Buyer may elect.to treat this contract as being in full force 379 and effect and Buyer shall have the right to specific performance or damages, or. both. 380 . " c. Casts and Expenses. In the event of any arbitration or litigation relating to this contract, the arbitrator or court shall award to the pre- 381 vailing party all reasonable costs and expenses, including attorney fees. 382_._ 21. MEDIATION.- _ If a dispute-arises relating to this contract, prior to.or after Closing, and is not resolved, the parties shall first proceed in 383 good faith to submit the matter to mediation Mediation is a process in which the parties meet with an impartial person who Helps to resolve'the 384 " dispute informally and confidentially. Mediators cannot impose binding decisions. The parties to the dispute must agree before any settlement is 385 binding. The parties will jointly appoint an acceptable mediator and will share equally in the cost of such mediation. The mediation, unless oth- 386 erwise agreed, shall terminate in the event the entire dispute is not resolved 30 calendar days from the date written notice requesting mediation is 387 sent by one party to the other(s): This Section shallnot alter any date in this contract, unless otherwise agreed 388 22.. EARNEST MONEY DISPUTE'.Notwithstanding any termination of this contract; Buyer and Seller agree that, in the event of any con- 389 troversy regarding the Earnest Money and things of value held by broker or Closing Company (unless mutual written instructions are received by 390 the ,holder of the Earnest Money and things of value), broker or Closing Company shall not be required to take any action but may await any pro- 391 ceeding. or at broker's or Closing Company's option and sole discretion, may interplead all parties and deposit any moneys or things of value into 392 a court of competent jurisdiction and shall recover court costs and reasonable attorney fees. 393 23. TERMINATION. In the event this contract is terminated, all payments and things of value received'hereunder shall be returned and the 394 - parties shall be relieved of all obligations hereunder, subject to l Oc, 21 and 22. N6. CBS1.9-99. Page S of 6 Im 395 24. ADDITIONAL PROVISIONS. (The language of these additional provisions has not been approved by the Colorado Real Estate Commission.) 396 'p_:S too~'ra✓~ i! 2~c~1/{ jJ~j [Ow~',ncQ.P~ vPOrt ~3✓y?l r?(¢ IV-.nj 397 I''' / J 398 S ~a't"e t h ~k f , 399 400 401 402 25. ENTIRE AGREEMENT; SUBSEQUENT MODIFICATION; SURVIVAL. This contract constitutes the entire contract between the 403 parties relating to the subject hereof, and any prior agreements pertaining thereto, whether oral or written, have been merged and integrated into 404 this contract. No subsequent modification of any of the terms of this contract shall be valid, binding upon the parties, or enforceable unless made 405 in writing and signed by the parties. Any obligation in this contract which, by its terms, is intended to be performed after termination or Closing 406 shall survive the same. 407 26. FACSDIII.E Signatures May D May Not be evidenced by facsimile. Documents with original signatures shall be provided to the 408 other party at Closing, or earlier upon request of any party. 409 27. NOTICE Except for the notice requesting mediation described in § 21, any notice to Buyer shall be effective when received by Buyer 410 or by Selling Company and any notice to Seller shall be effective when received by Seller or Listing Company. 411 28. NOTICE OFACCEPTANCE; COUNTERPARTS. This proposal shall expire unless accepted in writing, by Buyer and Seller, as evi- 412 denced by their signatures below, and the offering party receives notice of acceptance pursuant to § 27 on or before Acceptance Deadline Date 413 and Acceptance Deadline Time 2c). If accepted, this document shall become a contract between Seller and Buyer. A copy of this document 414 may be executed by each party, separately, and when each party has executed a copy thereof, such copies taken together shall be deemed to be a 415 full and complete contract between the parties. 416 "Tow N OC A'✓vN/ Buyer Buyer (Y V 417 Date of Buyer's Signature: Date of Buyer's Signature: t q-00 418 Buyer's Address: L-109 benv14#M&X ?`64'J1iA 97f AWV~1~ Ce7 (6620 419 Buyer's Telephone No: 017 0 - 7 &/f r'Y 00O Buyer's Fax No: P1 '7o- S -19 , i 1 3 420 [NOTE: If this offer is being countered or rejected, do not sign this document. Refer to § 29] 421 J y m/ rl . L 4-EP 1 9 J l~ . Seller Seller 422 Date of Seller's Signature: Date of Seller's Signature: 423 Seller's Address: 9 s v rr A A/•. L✓eJ T O 6 Fro 424 Seller's Telephone No: 0 3 - 2 z I - ' 71-1 &,1 Seller's Fax No: 107- -22-Z - F I-( 2. 425 29. 426 427 COUNTER; REJECTION. This offer is D Countered D Rejected. Initials only of party (Buyer or Seller) who countered or rejected offer _ END OF CONTRACT 428 Note: Closing Instructions should be signed on or before Title Deadline. 429 430 431 432 433 434 435 436 437 438 439 440 while not a party to the contract, agrees to cooperate upon request with any mediation conducted under § 21. Selling Company Brokerage Relationship. The Selling Company and its licensees have been engaged in this transaction as O B Agent D Seiler Agent/Subagent D Dual Agent D Transaction-Broker. Listing Company Brokerage Relationship. The Listing Company and its licensees have been engaged in this transac ' as D Seller Agent D Dual Agent D Transaction-Broker. BROKERS' COMPENSATION DISCLOSURE Selling Company's compensation or commission is to be paid by: D Buyer D Seiler D Listing y D Other (To be completed by Listing Company) Listing Company's compensation or D Buyer D Seiler D Other be paid by: 441 Selling Company: 442 By: 443 Selling Company's Address: 444 Selling Company's Telephone No: 445 Listing Company: 446 By: 447 Selling Company's Fax No: Address: Company Date No. CBSt-9-99. Page 6 or6 C~tr Tee ointed t d rab farm apprmed by the Cobrab Red Emote C wdsdm (EMP su 241) S /0 t Ogg EARNEST MONEY L>S Promissory Note a~ S( La c az (.O L ft`~/D Hate - city staft / RECEVED, FORVALUE I O`✓N D (/~N p, Name(s) of Mdm*) AVRI✓) G~ Jointly and Addutis may, promise to pay to the order of the sum of (`'1 f!✓J~ Gr~,~ / 6 - Dai1a}s, with interest at ~~O per ce n per annum from Mail paid. Both ptinaipal and interest are payable in U.S. dollars on or before A.,4.1 Ci A Re e xe G,1l' ~'w pay" 0 or at such otheraddtess as note holder may desivu te. Z:=' , notice of dishonor, and protest are hereby waived. If this note is not paid when due, Uwe agree to pay all reasonable costs of cnllecdcn, including attorney's fees. Maly ra dscam Mabds $*Mau= This now is given as earnest money for the conum on the following property.. "~e✓wcvf /1'~~°ti•~•rs 1 l L ~ Z Z EJ L 3 B ~13 44 v No. EMPW2-SL EARNEST MONEY PROMISSORY NOTE BnWord Publisbiog,1743 Wame St., Denver, CO 80202 - (303) 292-2500 -10.N