HomeMy WebLinkAboutExhibit 1PURCHASE AND SALE AGREEMENT
THIS PURCHASE AND SALE AGREEMENT, (the "Agreement") is made
and entered into this 'IQ day of ftb V r,i' r/4 , 2012 by and between Jesus
Ramirez and Kathy Rivera, as Tenants in Common, whose post office address is
1330 SW 12th Avenue, Miami, FL 33130 (the "Seller") and the City of Miami, a
municipal corporation of the State of Florida, with offices at 444 SW 2 Avenue,
Miami, Florida 33130-1910 (the "Purchaser"). The Parties hereby agree that Seller
shall sell and Purchaser shall buy the following property upon the following terms
and conditions:
1. DESCRIPTION OF PROPERTY/PURPOSE OF. ACQUISITION
The Properties located at 1330 SW 12 Avenue, Miami, Florida, as legally
described on Exhibit "A", attached and incorporated, hereinafter referred to
as the "Property".
2. PURCHASE PRICE AND PAYMENT
The Purchaser agrees to pay and the Seller agrees to accept for the Property
the silm of Two Hundred and Seventy Thousand ($270,000) Dollars (the
"Purchase Price").
There was one (1) appraisal of the Property procured by the Purchaser, the
average of which is Two Hundred and Seventy Thousand ($270,000) Dollars.
The Purchase Price, as it may be adjusted, will be payable as follows:
(a) Deposit: Within forty-five (45) business clays of the Effective Date
as defined herein, the Purchaser shall pay to Universal Land Title
("Escrow Agent"), Thirteen Thousand Five Hundred ($13,500) Dollars
as a deposit (the "Deposit"). The Deposit shall be held by the Escrow
Agent in an interest bearing or non -interest bearing account, unless
the Deposit is disbursed to the Seller upon Purchaser's default. At
Closing, the Deposit and any interest earned thereon, shall be
delivered by the Escrow Agent to the Seller and credited against the
Purchase Price. The Deposit is non-refundable except in the event
Purchaser teiminates this Agreement as provided herein.
(b) Closing Payment: At Closing, the Deposit, plus the balance of the
Purchase Price, adjusted by adjustments, credits, prorations, or as
otherwise provided in this Agreement, shall be paid by the Purchaser
to the Seller in the form of cashier's check, certified check, o ['(i cial
bank check or wire transfer.
3. CONDITIONS PRECEDENT TO CLOSING. PERFORMANCE BY
SELLER.
(a) As a condition precedent to Closing, but not later than the expiration
date of the Investigation Period, as defined in Section 4(b) below, the
Seller shall have fully performed, at its sole cost and expense, and
provided Purchaser evidence of completion of the following
undertakings:
(i) If Purchaser requires federal funds to purchase the Property,
Seller shall demonstrate to the reasonable satisfaction of the
Purchaser, compliance with all applicable federal. State and
local laws, regulations or requirements which may include, but
shall not be limited to: a) the Relocation of Displaced Persons
Act as is provided in § 421.55, Florida Statures (2002),
incorporating by reference Pub. L. No. 100-17, the Surface
Transportation and Uniform Relocation Assistance Act of 1987,
as adopted by the U.S. Congress and b) the Uniform Relocation
Assistance and Real Property Acquisition Policies Act of
1970("URA") (42 U.S.C. 4601, et. seq.) and Section 104 (d) of the
Housing and Community Development Act of 1974 (42 U.S.C.
5304(d)) which apply to any HUD funded grants, loan,
contribution, and certain HUD loan guarantee programs, as
may be amended from time to time.
(ii) The Seller must comply with a Relocation Plan, acceptable to
Purchaser, in its reasonable discretion, which shall be
implemented by a consultant acceptable to the Purchaser.
Seller shall warrant to Purchaser that, at the time of closing, there
are no parties in possession of the Property other than Seller, and that
there are no oral or written leases, options to purchase, or contracts
for sale covering all or part of the Property. Seller shall further
warrant that there are no parties having ownership of improvements
on the Property and no parties having any interest in the Property.
Seller represents and warrants that it has previously furnished to the
City copies of any written leases, options for purchase, rights of first
refusal, contracts for sale, estoppel letters for each Tenant, and
cancellation, discharge or extinguishment of same.
(c) In the event that any one of the foregoing conditions is not satisfied on
or before the expiration date of the Inspection Period, the Purchaser
shall have the right, in its sole discretion, to (i) terminate this
(b)
Agreement, whereupon. the Escrow Agent shall immediately deliver to
Purchaser the Deposit and the parties shall be relieved of all further
responsibilities and obligations hereunder, or (ii) extend the Closing
Date by not more than ninety (90) days to allow the Seller to comply
with the conditions precedent.
4. ENVIRONMENTAL MATTERS
(a) Definitions:
For purposes of this Agreement:
The tei,n "Hazardous Materials" shall mean and include without
limitation, any substance, which is or contains (1) any "hazardous
substance" as now or hereafter defined in the Comprehensive
Environmental Response, Compensation, and Liability Act of 1980, as
amended (42 U.S.C., Section 9601 et seq.) ("CERCLA") or any
regulations promulgated under or pursuant to CERCLA; (2) any
"hazardous waste" as now or hereafter defined in the Resource
Conservation and Recovery Act (42 U.S.C., Section 6901 et seq.); (3)
any substance regulated by the Toxic Substances Control Act (15
U.S.C., Section 2601 et. Seq.); (4) gasoline, diesel fuel, or other
petroleum hydrocarbons; (5) asbestos and asbestos containing
materials, in any form, whether friable or non -friable; (6)
polychlorinated biphenyls; and (7) any additional substances or
material which: (i) is now or hereafter classified or considered to be
hazardous or toxic under Environmental Requirements as hereinafter
defined; (ii) causes or threatens to ,cause a nuisance on the Property or
adjacent property or poses or threatens to pose a hazard to the health
or safety of persons on the Property or adjacent property; or (iii) would
constitute a trespass if it emanated or migrated from the Property.
The team "Environmental Requirements" shall mean all laws,
ordinances, statutes, codes, rules, regulations, agreements,
judgments, orders and decrees, now or hereafter enacted,
promulgated, or amended of the United States, the State of Florida,
Miami -Dade County, the City of Miami, or any other political
subdivision, agency or instrumentality exercising jurisdiction over the
Seller or the Purchaser, the Property, or the use of the Property,
relating to pollution, the protection or regulation of human health,
natural resources, or the environment, or the emission, discharge,
release or threatened release of pollutants, contaminants, chemicals,
or industrial, toxic or hazardous substances or waste or Hazardous
Materials into the environment (including, but not limited to, ambient
air, surface water, groundwater, land or soil).
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(b) Inspection Period:
Purchaser, its employees, agents, consultants and contractors shall
have a period of ninety (90) business days from the Effective Date (the
"Inspection Period"), at the Purchaser's expense, for such physical
inspections and other investigations of and concerning the Property.
Such inspections may include, but are not limited to surveys, soil
borings, percolation, engineering studies, environmental tests and
studies and other tests as Purchaser considers necessary for
Purchaser and consultants to review and evaluate the physical
characteristics of the Property and to perforiu certain work or
inspections in connection with such evaluation (the "Environmental
Inspection") after giving the Seller reasonable notice prior to each test
performed. The Purchaser, at its sole option, may extend the
Inspection Period for an additional ninety (90) business days if based
upon the results of the testing, additional testing is warranted. For
the purpose of conducting the Environmental Inspection, Seller
hereby grants to Purchaser and its consultants and agents or assigns,
full right of entry upon the Property during the Inspection Period
through the closing date. The right of access herein granted shall be
exercised and used by Purchaser, its employees, agents,
representatives and contractors in such a manner as not to cause any
material damage or destruction of any nature whatsoever to, or
interruption of the use of the Property by the Seller, its employees,
officers, agents and tenants.
(c) Inspection Indemnity, Insurance and Releases:
Notwithstanding anything contained in this Agreement to the
contrary, as consideration for the Seller granting a continuing right of
entry, the Purchaser hereby specifically agrees to: (i) immediately pay
or cause to be removed any liens filed against the Property as a result
of any actions taken by or on behalf of Purchaser in connection with
the inspection of the Property; (ii) immediately repair and restore the
Property to its condition existing immediately prior to the Inspection
Period; and (iii) to the extent permitted, and subject to the limitations
afforded governmental agencies by law, indemnify, defend and hold
harmless Seller, its employees, officers and agents, from and against
all claims, damages or losses incurred to the Property, or anyone on
the Property as a result of the actions taken by the Purchaser, any of
its employees, agents, representatives or contractors, with respect to
the inspection of the Property, provided, however, Purchaser shall not
be liable for the negligence or misconduct of Seller, its employees,
officers and agents, or anyone employed by any of them.
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Prior to Purchaser entering upon the Property for purposes of
commencement of the Environmental Inspection, Purchaser shall
furnish to Seller the policy or policies of insurance or certificates of
insurance, protecting the Purchaser, during the course of such testing,
against all claims for personal injury and property damage arising out
of or related to the activities undertaken by the Purchaser, its agents,
employees, consultants and contractors, or anyone directly or
indirectly employed by any of them or anyone for whose acts they may
be liable, upon the Property or in connection with the Environmental
Inspection.
(d) Remedies/Right of Telinination:
If Purchaser discovers, during the Inspection Period, the presence of
Hazardous Materials on the Property in levels or concentrations
which exceed the standards set forth by Department of Environmental
Resources Management (DERM), the State or the Federal
Government (an "Environmental Condition"), prior to the end of the
Inspection Period, Purchaser shall notify Seller in writing and deliver
to Seller copies of all written reports concerning such Environmental
Condition (the "Environmental Notice"), together with a cost estimate
prepared by Purchaser's environmental consultant setting forth the
estimated cost of the remediation of the Environmental Condition (the
"Cost Estimate"). The Purchaser shall have fifteen (15) business days
from the date they receive the Environmental Notice and the Cost
Estimate, to negotiate a mutually agreeable remediation protocol. In
the event the Purchaser and the Seller are unable to reach an.
agreement with respect thereto within the fifteen (15) business day
period provided herein, the parties shall have the right within five (5)
business days of the expiration of the fifteen (15) business day period
to terminate this Agreement by written notice to the other party
whereupon (i) all property data and all studies, analysis, reports and
plans respecting the Property delivered by the Purchaser to the Seller
shall be returned and delivered to the Purchaser by the Seller; and
then (ii) except as otherwise hereafter provided in this Section, the
parties shall thereupon be relieved of any and, all further
responsibility hereunder and neither party shall have any further
obligation on behalf of the other; and (iii) Purchaser shall be refunded
the Deposit and any interest earned.
(e) Waiver and Release:
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In the event that Purchaser does not elect to cancel this Agreement,
Purchaser acknowledges and agrees that the sale of the Property as
provided for herein is made on an "AS IS" condition and basis with all
faults.
(f) Seller's Representations Regarding Lack of Knowledge of
Environmental Conditions:
Seller represents and warrants to Purchaser that the property has
been used as a family residence and to the best of Seller's knowledge
but without making independent inspection or inquiry:
(i) The Property is presently free from contamination by
Hazardous Materials, and the Property and the activities conducted
thereon do not pose any significant hazard to human health or the
environment or violate any applicable Environmental Laws. There is
no evidence of any existing release of Hazardous Materials at the
Property.
(ii) There are no surface impoundments, lagoons, waste
piles, landfills, injection wells, underground storage areas on the
Property. Neither Seller nor any third persons have buried or
released Hazardous Materials on the Property, including the soil,
surface water and ground water.
(iv) There has been no treatment, or release of any
Hazardous Materials on land adjacent or near to the Property which
may constitute a risk of contamination of the Property or surface or
ground water flowing to the Property.
(v) No inspection, audit, inquiry or other investigation has
been or is being conducted by any governmental agency or other third
person with respect to the presence or discharge of Hazardous
Materials at the Property or the quality of the air, or surface or
subsurface conditions at the Property. Seller has received no notice
that any such inspection, audit, inquiry or investigation is pending or
proposed, nor has Seller or any previous owner of the Property
received any warning notice, notice of violation, administrative
complaint, judicial complaint or other formal or informal notice
alleging that Hazardous Materials have been stored or released at the
Property or that conditions on the Property are in violation of any
Environmental Laws.
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5. TITLE EVIDENCE AND SURVEY
Within five (5) business days of the Effective Date, Seller shall deliver to
Purchaser such title commitments, abstract of title, or other evidence of title
and such survey(s) of the Property as Seller may have in its possession or of
which it may have knowledge. Purchaser shall be responsible for obtaining,
at its sole cost, (i) a commitment for title insurance, from a certified title
insurance company authorized to issue title insurance in the State of
Florida, agreeing to insure Purchaser's title, free of all exceptions, except
those that may be accepted by Purchaser, together with all corresponding
title documents, and (ii) a survey of the Property showing the Property to be
free of encroachments or conditions that, in Purchaser's sole discretion,
would affect its proposed use of the Property. Purchaser shall have a period
equal to the Inspection Period in which to obtain and examine the survey
and the title commitment and submit to the Seller its objections. Seller
shall have a period of thirty (30) calendar business days after its receipt of
Purchaser's notice in which to cure any title defects. Seller shall use good
faith efforts to cure any Title Defect.
If Seller is unable to cure title defects and convey good, marketable title to
the Property according to provisions of this Agreement, Purchaser may: (i)
elect to accept such title that Seller may be able to convey, with no reduction
in Purchase Price; or (ii) terminate this Agreement, in which case the
Deposit and all interest earned thereon shall be returned by Escrow Agent to
Purchaser. Upon such refund, this Agreement shall be null and void and the
parties shall be relieved of all further obligation and liability, and neither
party shall have any further claims against the other.
6. CLOSING PLACE AND DATE
Unless otherwise extended by other provisions of this Agreement, closing
shall take place within one hundred and eighty (180) business days after the
Effective Date, at a mutually agreeable time (the "Closing") at the City of
Miami, Department of Public Facilities located at 444 S.W. 2nd Avenue, Suite
325, Miami, Florida or at such other location within the City of Miami that
the Purchaser may designate in writing by affording a notice to Seller as
provided herein. The parties may, subject- to mutual written agreement,
establish an earlier or extend the date for Closing.
7. CLOSING DOCUMENTS
(a) Seller's Closing Documents:
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At Closing, Seller shall execute and/or deliver to Purchaser the
following documents, in form and substance acceptable to the
Purchaser's City Attorney:
(1) Statutory Warranty Deed;
(2) A Closing Statement;
(3) A Seller's Affidavit and a Non -Foreign Affidavit;
(4) A Bill of Sale for all personal property and fixtures on the
Property;
(5) Evidence of compliance with the Conditions Precedent.
(6) Such other documents as are necessary to fully authorize the
sale of the Property and the execution of all closing documents;
(7) An affidavit reaffirming the warranties and representations set
forth herein and certifying compliance with all Conditions
Precedent.
(b) Purchaser's Closing Documents:
At Closing, Purchaser shall' execute and deliver to Seller the following:
(1) Closing Statement;
(2) Such documents as are necessary to fully authorize the
purchase of the Property and the execution of all closing
docum ents;
(3) Such other documents as are necessary to authorize the
purchase of the Property and the execution of all closing
documents.
(c) Other Contract Documents:
Seller acknowledges that the property is being acquired by a
governmental agency and that the transaction may be subject to
certain federal, state ,and local requirements, which include reporting
and disclosure of information.
Seller agrees to comply with the public disclosure and inspection
requirements under Chapter 119, Florida Statutes, disclosure of
beneficial interests under Section 286.23, Florida Statutes,
certification regarding conflict of interest under Chapter 112, Florida
Statutes, Chapter 2 of the Miami City Code and §2-11-1 of the Miami -
Dade County Code, certification regarding Public Entity Crimes under
Section 287.133, Florida Statutes, and in connection therewith, Seller
agrees to execute and deliver all documents required or requested by
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Purchaser or any other governmental authority, including, but not
limited to:
(1) Conflict of Interest and Non -Collusion Affidavit; and
(2) Sworn Disclosure of Beneficial Interests in Seller in Seller
(3) Seller is a partnership, limited partnership, corporation, or
trust, and
(4) Public Entity Crime Affidavit.
Additionally, if property is acquired with federal funds, the Seller
shall provide the Purchaser with a Receipt of Disclosures and Notices
under the Uniform Relocation Assistance and Real Property
Acquisition Policy Act of 1970, as amended from time to time, and
Seller shall comply with such other certification or reporting
requirements as may be required under the program regulations or
applicable federal and state laws or regulations.
8. CLOSING COSTS AND ADJUSTMENTS
At Closing, the following items shall be borne, adjusted, prorated or assumed
by or between Seller and Purchaser as follows:
(a) Adjustments and Prorations:
(1) Certified/Pending Liens: Certified, confirmed and ratified
governmental liens as of the Closing Date shall be paid by
Seller. Pending liens as of the Closing Date shall be assumed
by Purchaser.
(2) Other Taxes, Expenses, Interest. Etc: Taxes, assessments,
water and sewer charges, waste fee and fire protection charges,
if applicable, shall be prorated.
(3) Usual and Customary: Such other items that are usually and
customarily pro -rated between purchasers and sellers of
properties in the area where the Property is located. All pro -
rations shall utilize the 365-day method.
(b) Closing Costs:
(1) Each party shall be responsible for its own attorneys fees incurred
in connection with the Closing.
(2) Seller will pay the documentary stamps and surtax on the deed.
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(3) Purchaser shall pay all other closing and recording costs incurred
in connection with the sale and purchase of the Property described
in this Agreement, including all recording charges, filing fees
payable in connection with the transfer of the Property hereunder.
9. DEFAULT
(a) If this transaction does not close as a result of default by Seller,
Purchaser, in addition to all other remedies available at law or in
equity, shall have the right to: (i) teiuiinate this Agreement and
receive the return of the Deposit and all interest thereon; or (ii) waive
any such conditions or defaults and to consummate the transactions
contemplated by this Agreement in the same manner as if there had
been no conditions or defaults and without any reduction in the
Purchase Price and without any further claim against Seller.
(b) If this transaction does not close as a result of default by Purchaser,
Seller, as and for its sole and exclusive remedy, shall retain the
Deposit and all interest earned thereon, as liquidated damages and
not as a penalty for forfeiture, actual damages being difficult or
impossible to measure.
(c) Neither party shall be entitled to exercise any remedy for a default by
the other party, except failure to timely close, until (i) such party has
delivered to the other notice of the default and (ii) a period of ten
calendar (10) business days from and after delivery of such notice has
expired with the other party having failed to cure the default or
diligently pursued remedy of the default.
10. RISK OF LOSS
The Seller shall have all risk of loss or damage to the Property by fire or
other casualty, or acts of God, until title to the Property is transferred to
Purchaser on the Closing Date.
11. DESIGNATION OF REPRESENTATIVES
Purchaser and Seller have appointed the following persons on their
respective behalves to be their representatives, to wit:
On behalf of Purchaser: On behalf of Seller:
City of Miami Mr. Jesus Ramirez
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Department of Public Facilities
Henry Torre, Director
444 SW 2 Avenue, 3rd Floor
Miami, FL 33130
Telephone No.: (305) 416-1401
Fax (305) 416-2156
With a copy to:
Julie O. Bru , City Attorney
City of Miami
444 SW 2 Avenue, Suite 945
Miami, FL 33130
1330 SW 12th Avenue
Miami, FL 33130
Ms. Kathy Rivera
1330 SW 12th Avenue
Miami, FL 33130
With a copy to:
Miami, FL
Telephone No. (305)
Fax No. (305)
12. NOTICES
All notices or other communications which may be given pursuant to this
Agreement shall be in writing and shall be deemed properly served if
delivered by personal service or by certified mail addressed to Seller and
Purchaser at the address indicated herein. Such notice shall be deemed
given on the day on which personally served; or if by certified mail, on the
fifth day after being posted or the date of actual receipt, whichever is earlier:
Purchaser: Seller:
City of Miami
Johnny Martinez, P.E.
City Manager
444 S.W. 2nd Avenue, loth Floor
Miami, FL 33130
Jesus Ramirez and Kathy Rivera
1330 SW 12th Avenue
Miami, FL 33130
Copies To: Copies To:
City of Miami
Henry Torre, Director
Department of Public Facilities
444 S.W. 2nd Avenue, 3rd Floor
Miami, FL 33130
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Julie O. Bru, City Attorney
444 S.W. 2nd Avenue, 9th Floor
Miami, FL 33130
13. CAPTIONS AND HEADINGS
The Section headings or captions appearing in this Agreement are for
convenience only, are not part of this Agreement, and are not to be
considered in interpreting this Agreement.
14. BINDING EFFECT
This Agreement shall bind and inure to the benefit of the parties hereto and
their successors in interest. Purchaser may assign or pledge this Agreement
only with the prior written consent of the City Manager which consent may
be withheld for any or no reason whatsoever.
15. GOVERNING LAW
This Agreement shall be governed according to the laws of the State of
Florida and venue shall be in Miami- Dade County, Florida.
16. AWARD OF AGREEMENT
Seller represents and warrants that it has not employed or retained any
person employed by the Purchaser to solicit or secure this Agreement and
that it has not offered to pay, paid, or agreed to pay any person employed by
the Purchaser any fee, commission percentage, brokerage fee, or gift for the
award of this Agreement.
17. CONFLICT OF INTEREST
The Seller covenants that no person under its employ who presently
exercises any functions or responsibilities in connection with purchase and
sale of the Property has any personal financial interest, direct or indirect, in
this Agreement, except for the interest of the Seller in the sale of the
Property. The Seller is aware of the conflict of interest laws of the City of
Miami (Code of the City of Miami, Florida, as amended, Chapter 2, Article
V), Miami -Dade County, Florida (Dade County Code Section 2-11-1) and the
State of Florida (Chapter 112, Florida Statutes), and agrees that it shall
comply in all respects with the terms of said laws and any future
amendments, as well as all other federal or state laws or regulations
applicable to the transaction that is the subject matter of this Agreement.
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18. COUNTERPARTS
This Agreement may be executed in one or more counterparts, each of which
shall be deemed to be an original but all of which shall constitute one and
the sam e Agreement.
19. WAIVERS
No waiver by either party of any failure or refusal to comply with its
obligations shall be deemed a waiver of any other or subsequent failure or
refusal to comply. All remedies, rights, undertaking, obligations and
agreement contained herein shall be cumulative and not mutually exclusive.
20. SURVIVAL OF REPRESENTATIONS/WARRANTIES
The representations and warranties contained in this Agreement shall
survive the Closing and be enforceable by the respective parties until such
time as extinguished by law.
21. PARTIAL INVALIDITY
In the event that any provision of this Agreement shall be unenforceable in
whole or in part, such provision shall be limited to the extent necessary to
render same valid, or shall be excised from this Agreement, as circumstances
require, and this Agreement shall be construed as if said provision had been
incorporated herein as so limited, or as if said provision had not been
included herein, as the case may be.
22. WAIVER OF TRIAL BY JURY
The parties hereby knowingly, voluntarily and intentionally waive any right
they may have to a trial by jury, waiver . of right to file peiiuissive
counterclaims, or waiver of right to claim attorney's fees in respect to any
litigation arising out of, under or in connection with this Agreement, or any
course of conduct, course of dealing, statements (whether verbal or written)
or actions of any party hereto. This provision is a material inducement for
Purchaser and Seller entering into this Agreement.
23. ENTIRE AGREEMENT
This Agreement contains the entire agreement between the parties. There
are no promises, agreements, undertakings, warranties or representations,
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oral or written, express or implied, between the parties other than as herein
set forth. No amendment or modification of this Agreement shall be valid
unless the same is in writing and signed by the City Manager on behalf of
the Seller and the Purchaser.
24. TIME OF THE ESSENCE
Time is of the essence of this Agreement and in the perforinance of all conditions
and covenants to be performed or satisfied by either party hereto. Whenever a date
specified herein shall fall on a Saturday, Sunday or legal holiday, the date shall be
extended to the next succeeding business day.
25. EFFECTIVE DATE/TIME OF ACCEPTANCE
The Effective Date of this Agreement shall be the date on which the last
party to this Agreement executes said Agreement, the Agreement has been
approved by the Miami City Commission and the Seller has been notified in
writing of the approval.
26. AUTHORITY OF CITY MANAGER
The Resolution of the City Commission shall, in addition to approving the
purchase contemplated under this Agreement, empower the City Manager to
modify this Agreement in the event a modification to this Agreement
becomes necessary or desirable.
27. APPROVAL BY THE MIAMI CITY CONEWISSION.
This Purchase and Sale Agreement is subject, as a condition precedent, to
the approval of the Miami City Commission.
28. THIRD PARTY BENEFICIARIES
Neither Seller nor the Purchaser intends to directly or indirectly benefit a
third party by this Agreement. Accordingly, therefore the parties agree that
there are no third party beneficiaries to this Agreement and that no third
party shall be entitled to assert a claim against the City based upon this
Agreement.
29. BROKER'S COIISSION
The Seller represents and warrants that they have hired a broker by the
name of David McChesney of the Keyes Company, License Number 3234295,
who is entitled to a 3% Commission. Seller agrees to indemnify, covenant
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not to sue, hold and save haimless and defend the Purchaser, its officials
and employees from any claim, demand or liability for commissions, alleged
statutory or regulatory violations, breaches of contract relating to the subject
matter of this Agreement, inclusive of court costs, principal, interest, made
on behalf of a broker, tenant, third part y beneficiary or other person or
entity. Seller agrees to pay any and all real estate commissions claimed in
this transaction.
30. ASSIGNMENT
This Agreement, or any interest therein, shall not be assigned, transferred or
otherwise encumbered under any circumstances by either party without the
prior written consent of the other party, which may be unreasonably refused.
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IN WITNESS WHEREOF, the parties hereto have duly executed this
Agreement, as of the clay and year first above written. 1
"SEL
By:
Witness
/d
By�l '
Kathy Rivera
Witness
STATE OF FLORIDA )
COUNTY OF MLAMI-DADS )
BEFORE ME, the undersigned authority, personally appeared Jp'rand
fv-; b\/oVro , who first being duly sworn, depose and say that they executed the above
instrument for the purposes therein expressed.
(NOTARY PUBLIC)
SEAL
Y,--\\\o C\"t : u o 1 V'1;
(Printed, Typed or Stamped Name of
Notary Public)
Commission No.: \ `L
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ATTEST:
DWIGHT S. DAME
CITY CLERK
WITNESS
WITNESS
STATE OF FLORIDA)
) SS
COUNTY OF DADE )
The foregoing
municipal corporation of
instrument was
20 by
the State of Florida,
as identification
"PURCHASER"
CITY OF MIAMI, A MUNICIPAL
CORPORATION OF THE
STATE OF FLORIDA
JOHNNY MARTINEZ, P.E.
CITY MANAGER
APPROVED AS TO LEGAL FORM AND
CORRECTNESS:
JULIE O. BRU
CITY ATTORNEY
acknowledged before me this day of
as City Manager of CITY OF MIAMI, a
who is personally known to me or who has produced
andwho.did/did not take an oath.
•
Printed Name:
Notary Public
My Commission Expires:
The foregoing conveyance was approved pursuant to Resolution No. of the City Commission of
the City of Miami, Miami -Dade County, Florida, passed and adopted on . A copy of
Resolution No. is attached hereto as Exhibit "B".
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EXIIIBIT "A"
Street Address:
1330 SW 12 Avenue, Miami, Florida
Folio Number:
01-4138-008-0160
Legal Description:
Lots 15, 16, 17 and 18, Block 1 less the West 60 Feet thereof, of "BRICKELL ESTATES"
Section 38, 39 Township 54, Range 41, according to the Plat thereof, as recorded in Plat Book
17, Page 51, of the Public Records of Miami -Dade County, Florida
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