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HomeMy WebLinkAbout75-91 :/IIi .. - .. "," . -; "--/ l ~/ I-~ BY-LAW NO. 75-91 OF THE CORPORATION OF THE TOWN OF NEWCASTLE Being a by-law to authorize the sale of certain lands to Delta Faucet of Canada Limited. BE IT ENACTED and it is hereby enacted as a 'by-law of The Corporation of the Town of Newcastle by the COWlcil thereof as follows: 1. The Corporation of the Town of Newcastle shall sell to Delta Faucet of Canada Limited for the sum of $175,440.00 land described as follows: " ''i ALL AND SINGULAR that certain parcel or tract of land and premises, situate, lying and being in the Town of Newcastle, in the Regional Municipality of Durham, in the Province of Ontario, and being composed of all that portion of Lot No. 8 in the First Concession of the Geographic Township of Darlington, formerly in the Town of Bowmanville, COWlty of Durham, and now within the said Town of Newcastle, more particularly designated as Part One (1) according to Plan 10 R 537, deposited in the Land Registry Office for the Registry Division of Newcastle (#10) on October 17th, 1975. 2. The Mayor and Clerk of The Corporation of the Town of Newcastle are hereby authorized to execute a conveyance of the said land to Delta Faucet of Canada Limited and do all other things necessary in order to complete the conveyance of the said land to Delta Faucet of Canada Limited. 3. The Corporation of The Town of Newcastle does hereby ratify and confirm the Agreement of Purchase and Sale executed by Delta Faucet of Canada Limited and the Corporation of The Town of Newcastle, an original copy of which is hereto annexed as Schedule "A". /1P- N IIu-L/ By-law read a first time this day of 0 , 1975. By-law read a second time this Is"- day of ~1975. By-law read a third time and pass?-~ 5/~ay of ~ 1975. ~/ ;1 . :~,~ 11t-L v (y C~_, '7 , '... . e - " , . .. SCHEDULE "A" AGREEMENT OF PURCHASE AND SALE The undersigned, DELTA FAUCET OF CANADA LIMITED, (herein called the "Purchaser") hereby agrees to and with THE CORPORATION OF THE TOWN OF NEWCASTLE (herein called the "Vendor") as follows: 1. The Vendor agrees to sell and the Purchaser agrees to purchase, upon and subject to the terms and conditions hereinafter contained, those certain lands and premises shown on a certain reference plan received and deposited as Plan 10 R 269 on November 23, 1973, in the Registry Office for the Registry Division of Durham West (No. 10), which lands consist of the following Parts as shown on the said ,reference plan and having the dimensions and acreages set forth in the table below: DESCRIPTION OF PART DIMENSIONS ACREAGE Part 1:'X Frontage on Base Line Road of 179.99' by depth of 460' more or less 1.903 acres Part 16 1.895 acres Frontage on Base Line Road of 179.99' by depth of 460' more or less Part IS. 3.211 acres Frontage on Base Line Road of 303.51' by depth of 459.06' more or less the southerly % of Part 14 1.763 acres Frontage on Cemetary Road of 114.99' by depth of 667.00' more or less which lands are outlined in red on a copy of the said reference plan attachec hereto as Schedule A (the lands being herein called the "real property") for a price of Twenty Thousand Dollars ($20,000.00) per acre, being in the aggregate One Hundred and Seventy-five Thousand, Four Hundred and Forty Dollars ($175,440.00) payable as follows: - 2 - . . - The sum of Fifteen Thousand Dollars ($15,000.00) by certified cheque to the Vendor as a deposit to be held by the .Vendor pending completion or other termination of this agreement and to be credited on account of purchase'money on closing. And the balance of the purchase price, subject to adjustments, in cash or by certified cheque to the Vendor on completion of the purchase. 2. The completion of the purchase by the Purchaser is conditional upon: (a) the Vendor duly passing a by-law approving of the within sale, (b) there being at the date of completion no by- laws, regulations, orders, restrictions, coven- ants or rights of any kind, federal, provincial, e municipal, registered or otherwise which would prevent the construction by the Purchaser of its proposed building or buildings on the lands for the purposes of its business, it being under- stood that the Purchaser's business includes the following: - manufacturing of plumbing faucets and valves and related activities; e (c) there being at the date of completion no restric- tions upon the right of ingress to and egress from the real property for persons and vehicles, and without limiting the generality of the fore- going, the Vendor having granted to the Purchaser such right of way over Parts 18, 19, 20 and 22 as shown on the said reference plan as the Purchaser may specify; (d) the Vendor, prior to the date of completion, procuring any and all consents and approvals and the passage or enactment of any by-laws, orders and regulations (whether federal, provincial, municipal or otherwise) which shall be requisite for the Vendor to duly carry out the terms and conditions of this agreement; (e) the Vendor having issued to the Purchaser prior to the date of closing or having unconditionally agreed to issue prior to such date a building - 3 - e e permit in form and terms satisfactory to the Purchaser for the construction of such building or buildings and such other facilities on the real property as are suitable for the Purchaser's purposes, and the Purchaser agrees to proceed with due diligence to submit to the Vendor such plans and specifications with respect to the buildings and other facilities to be constructed on the real property and to submit to the Vendor such other information as may be required by it for the purposes of issuing the said building permit; (f) compliance by the Vendor with the provisions of the Planning Act (Ontario) as amended; (g) the soil on the real property shall have a mini- mum bearing value per square foot at the normal level for the footings of the buildings to be erected by the Purchaser, and the Purchaser, his servants or agents, are to be entitled to enter on the lands to do the necessary soil tests; (h) the solicitors for the Vendor shall have delivered to the Purchaser an opinion in form and terms satisfactory to the solicitors for the Purchasor as to the sufficiency of the Vendor's title to the real property and as to the completion of all steps by the Vendor to validly convey the real property to the Purchaser with a good and market- able title in fee simple free and clear of all encumbrances. If any of the above are not satisfactory to the Purchaser prior to the date of completion, the Purchaser shall be entitled to terminate this agreement by giving notice in writing to the Vendor and upon the notice being given this agreement shall be cancelled and the deposit shall be returned to the Purchaser without interest. e - 4 - . e 3. Provided the title is good and free from all en- cumbrances and from all provincial, municipal and registered restrictions of every kind except usual municipal restric- tions other than those referred to in clause 2(b) above. 4. The Vendor by accepting this offer represents and warrants and it shall be a condition of, this offer that Parts 15, 16 and 17 are serviced as follows: (a) a 10" sanitary sewer and water mains shall be in service and capable of connection with and use by any building or buildings to be erected on the lands at the time some are ready for occupancy; (b) a permanent supply of hydro-electric power and natural gas shall be available and capable of connection with and use by anyone building or buildings to be erected on the real property, such supply to be adequate for the purposes of the Purchaser; (c) the improvements and services referred to above shall be paid for in full without the imposition of local improvement rates for the same. This clause shall not merge on the completion of -the purchase and the delivery of the deed of the lands to the Purchaser but shall remain in full force and effect for the benefit of the Purchaser after the closing. 5. The Vendor acknowledges that the Purchaser is a "non- resident corporation" within the meaning of The Land Transfer Tax Act, 1974, and that the Purchaser proposes to apply to the Minister of Revenue under section 16 of the said Act for remission of the 20% tax payable by it on acquisition of the real property. The Vendor agrees to support the Purchaser's application for remission of the said tax and to take such steps as may reasonably be requested by the Purchaser to assist in such application for remission. e - 5 - . e 6. The Purchaser agrees to erect a building suitable for conducting its business within one calendar year of the date of completion of the purchase of the real property. 7. The Vendor shall bear the costs of preparation and deposit of a new reference plan, if same is required for the purposes of registration due to the purchase of one-half only of Part 14. 8. The purchase shall be completed within 15 days of the fulful1ment of the conditions set forth in clause 2 hereof and in any event on or before'November 15, 1975, and at the date of completion the Vendor shall deliver vacant possession to the Purchaser. 9. All adjustments including taxes, shall be made as of the date of completion. 10. The Purchaser shall have until the date of comple- tion to examine the title at its own expense. Any objection to the title of the Vendor shall be made in writing to the Vendor within that time. Should any objection be made with- in that time, the Vendor shall have a reasonable time to rectify same, or, if the Vendor shall be unable or unwilling to rectify the same, this agreement shall be considered as cancelled and the deposit shall be returned to the Purchaser without interest. 11. The Purchaser is not to call for the production of any title deed, abstract or other evidence of title except such as are in the possession of the Vendor. 12. All conditions of this agreement are hereby expressly stated to be for the benefit of the purchaser and any of them may be waived by the Purchaser without prejudice to its other rights hereunder. 13. This offer, when accepted, shall constitute a binding contract of purchase and sale and time shall be of the essence hereof. All risk of ownership of the real property shall remain with the Vendor until closing. / . '.' ." - 6 - e 14. Any notice required or permitted to be given here- under shall be in writing and may be effectively given by mailing the same by prepaid registered post, if to the Vendor, addressed as follows: The Corporation of the Town of Newcastle, Town Hall, Temperance Street, Newcastle (Bowmanvi11e), Ontario. and if to the Purchaser, addressed as follows: Delta Faucet of Canada Limited, c/o Emco Limited, P. O. Box 5300, London, Ontario. Attention: J. W. Adams, Executive Vice-President e Any such notice shall be deemed conclusively to have been received two business days following the date of mailing as aforesaid. This offer shall be irrevocable by the Purchaser until 11:55 p. m. on the 12th day of September, 1975, after which time, if not accepted, this offer shall be null and void and the deposit returned to the Purchaser without . interest. DATED at London this 8th day of September,A. D. 1975. . IN WITNESS WHEREOF the undersigned has set its corporate seal under the hands of its proper officers duly authorized in that behalf. oJi D ~. .. .. t.. < ~ . e . <. '. .. 7 - The undersigned accepts t~e above offe(j ~ DATED at Newcastle this ~~( day of 5~ptQmheF; A. D., 1975. IN WITNESS WHEREOF the undersigned has set its corporate seal under the hands of its proper officers duly authorized in that behalf. ( THE CORPORATION OF THE TOWN OF NEWCASTLE B~~ CIS H ;410;1.- . And c '- e../7-v/~' T't ;"!,'. - ." 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