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HomeMy WebLinkAbout97-211 THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON BY-LAW 97-211 Being a By-law to authorize a purchase agreement between the Corporation of the Municipality of Clarington and The Bowmanville Lions Club, Bowmanville, Ontario for the purchase of the Lions Centre, at 26 Beech Street, Bowmanville. THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON HEREBY ENACTS AS FOLLOWS: 1. THAT the Mayor and Clerk are hereby authorized to execute,on behalf of the Corporation of the Municipality of Clarington with the Corporation Seal, a purchase agreement between The Bowmanville Lions Club and said Corporation. 2. THAT the contract attached hereto as Schedule "A" form part of this By-law. By-law read a first and second time this 14 day of October, 1997. By-law read a third and finally passed this 14 day of October, 1997. Mayor le FOR USE IN THE PROVINCE OF ONTARIO AGREEMENT OF PURCHASE AND SALE The Corporation of the Municipality of Clarington agrees PURCHASER, . ... ..........I..........I............................I...............:........ .... ........................ollowto buy from VENDOR.........The..Lions ...of B.o.wmanvll.I.e,Opt.a.rlcl . . .............I.......I....... ............. .........."UV A"A .......................... ........... ...... PROPERTY:fronting on the .....We.St...............................side of.......Beech-Street.... .......I.......I........................... known municipally as....2.6..Be.ec h..S.tr.ee.t...............In the...........Muni.c.i.pal i.ty............Of....C.1 arington..................... and having aftontagoof 127,70-feet....................more.,Ise toy.depth oll ...irregmlar.......... ...........more or lose and described as........... Part..of Ut.23,.,.P.1 an..H77 500.79,.-Part-of..Lots-M.,..2V...&.12.8.,..Block-"H.".,..aowman..Est ate......... Pl.an.,..f ormer.Town..of.,Bowmanyi.1I.e..des.i gnated .as...Part.s...t.and..2..Qn..Plan-4QR-.1441 PURCHASE PRICE of te Four Hundred and Twenty-five Thousand -------------- ---CANADIAN DOLLARS(SCDN.. I.QQQ .......I........ .................................. ............... ......... .................. Agreement Two ....CANADIAN DOLLARS(SCDN..2....0.0..............I 1. PURCHASER submits with thi ........... .............................. ............ purchase price on payable by cash,=ua to the r a deposit to be hold by him In trust pending completion or other termination of this Agreement and 10 be credited on account of the completion:and *e%06 2. PURCHASER agrees to: pay the balance of the Purchase Price, subject to the usual adjustments, on closing. FFl 'Juse oopcoblel 3. Schedule "A" annexed forms part of this Agreement. 4. EXCEPT as otherwise provided heroin and subject to paragraph 12(s).(b)and(C),Vendor shall discharge at his own expense all lions,charges and encumbrances;affecting the real property On or before completion. 5. PURCHASER and Vendor agree that all existing fixtures are included in the purchase price except the"listed hereunder: .... . . ... ..... .... .. ..... ... . ...........I......... ...... See..Sphed.ul-e...... ... .. .. ... ......................................... .......I.............. ................................... and that the following chattels are included in the purchase price: ........ .. ...... ... .-. .. .... . SeeSched,ul.e....... ......I....... ........ ...... ........I.............. ............... .............. . ........... .........I................. ............ ................ .....................................I........ Vendor ..... ..... ... . .... PL*AAMW�agrees that this Offs,shall be irrevocable by him until 11:59 p.m.on the. .................. .......day of . ..... . . .. ..... .............119.9.7...... g. after which time,it not accepted,this Offer shall be null and void and Ihe dellissill Shall b9s is-...-d te purchs9s without If to as!or deduci w- 21'1 d ....Upon completion,vacant 7 THIS Agreement shall be completed on the . .-.- - . ...... ......... dayof January... ..............9.98. possession of the property shall be given to Purchaser unless otherwise provided as folio". See Schedule 11A11 ....... ...... ......I....... ......... .......I.............................. 3r-d day of ............................ . 97 a. PURCHASER shall be allowed until 11:59 p.m.on the ...... ..............I............­C later of the Requtdition Date or November the date on which the conditions to this transaction (Requisition Oats)to examine the title to the Property at his own expense,and until the earlier of:(I)thirty days from the I orders or deficiency notices affecting the property,that its are fulfilled or otherwise waived or:(0)five days Prior to completion.to Satisfy himself that there are no outstanding municipal work See Schedule ....... ................. ............ present use may be insured against risk.of I I.ire.Vendor hereby consents to the municipality releasing to Purchaser details of all outstanding municipal work maybe lawfully continued,and that the principal building, and deliver to Purchaser Such further authorizations in this regard as Purchaser may reasonably require. Orders or deficiency notices affecting the Property and Vendor agrees to execute 9. VENDOR and Purchaser agree that there is no condition,express of Implied,representation or warranty of any kind that the future intended use of the property by Purchaser is or will be lawful except as may be specifically stipulated hereunder. ............I.......I.......... and sale of purchase 10. PURCHASER acknowledges having inspected the property and understands that upon%*WA)leccoplIn9 this Offer there shall beabindl ng agreement between Purchaser and Vendor. y except such as are in the possession or control of Vendor.Vendor agrees that he it. PURCHASER shall not call for the production of any title deed,abstract,survey or other evidence of title to the propert m event that a discharge 'ble and prior to the last day allowed for Site ininglitio.Inthe will deliver any sketch of Survey of the property in his possession or within his control to Purchaser as soon as poss, I$not available in registrable form trust Company,credit union or insurance company and which is not to be assumed by Purchase(on completion. of any mortgage or charge hold by a chartered bank, Out Of the Closing funds,a discharge of char*mongSgS in registrable form and to register same on title on completion.Purchaser agrees to accept Vendor's solicitor$'personal undertaking to obtain, he balance required to obtain within sixty days after COM lotion provided that on of before completion,Vendor shall provide to Purchaser a mortgage statement pro Strad b re Setting out t g the mortga 19 disc ergo out of 0 balance due on Completion. the discharge,together wiFt the Jirection executed by Vendor directing payment toll mortgagee,of the amount required to obtain the Form No.001 (87/03) x SCHEDULE "A" AGREEMENT OF PURCHASE AND SALE BETWEEN The Corporation of the Municipality of Clarington as Purchaser and The Lions Club of Bowmanville, Ontario as Vendor for the real property known as 26 Beech Street, Bowmanville 1. Wherever and to the extent that any provision of this Schedule "A" conflicts with any provision of the remainder of this Agreement of Purchase and Sale, the respective provision of this Schedule "A" shall prevail. 2. The parties acknowledge that the title of the Vendor to portions of the property comprising approximately (i) Part 2 on Plan 40R-14445, (ii) Part 3 on Plan 1OR-972 and (iii) a five (5') foot strip along the northern boundary (the "Disputed Parcels") is disputed by the owners of the properties abutting such parcels. The Vendor shall use its best efforts (except for application to the Courts) to resolve title to the Disputed Parcels and in so doing the Purchaser agrees that the Vendor may quit claim to such abutting owner(s) all or a portion of the Disputed Parcels provided that the Vendor shall (i) prior to closing, install a fence of similar specifications to the existing fence along the boundary between the property and the Disputed Parcels or such portion thereof, as the case may be and (ii) on or before closing, deliver a statutory declaration of an officer of the Vendor confirming the resolution of the title disputes affecting the Disputed Parcels. If the Vendor is unable to resolve all such title disputes on or before October 31, 1997 then the Vendor shall commence an Application pursuant to Section 3 of the Vendors and Purchasers Act, R.S.O. 1990, c. V.2 requesting an order that the Vendor can convey title to the property save and except for any portion of the Disputed Parcel thus far quit claimed in accordance with the terms of this Agreement of Purchase and Sale on notice to the Purchaser and to each abutting owner with whom the Vendor has not settled. The parties agree to be bound by the decision or order, if any, of the Justice hearing the Application as it affects the Disputed Parcels and shall not seek to appeal any portion of such decision or order affecting title to the Disputed Parcels. Prior to closing, the Vendor shall install a fence of similar specifications to the existing fence along the boundary between the property as defined by such decision or order and the Disputed Parcels or such portion thereof, as the case may be. The reasonable legal costs and disbursements paid by each of the Vendor and the Purchaser in respect of the Application shall be pooled and shared equally by the Vendor and Purchaser and be adjusted on closing. 3. The Purchaser acknowledges that it has inspected the buildings on the property for asbestos and urea formaldehyde foam insulation, accepts the existing conditions thereof and releases the Vendor from any claims relating to such existing insulation and this release shall survive the completion of this transaction. The Vendor represents and warrants to the Purchaser that the Vendor shall not further insulate the property with either asbestos or urea formaldehyde foam, and this warranty shall survive the completion of this transaction. 4. The Vendor represents and warrants that the site plan survey dated April 22, 1992 and prepared by Brown & Coggan, Ontario Land Surveyors accurately shows the locations of the buildings and structures on the property as they currently exist. On closing the Vendor shall deliver a statutory declaration of an officer of the Vendor relating to the property as the Purchaser's solicitor may reasonably require. -2- 5. The Vendor warrants to the Purchaser that the property will be in the same state of repair (reasonable wear and tear excluded) on closing as it was on inspection of the property by the Purchaser as referred to in paragraph 10 of the preprinted text of this Agreement, and that all chattels included in the purchase price and all electrical, plumbing, heating, ventilation and mechanical systems on the property will be in the same working order on completion (reasonable wear and tear excluded) as they were on such inspection, and this warranty shall survive the completion of this transaction. If any capital repairs or replacement of the property (ie. boiler, chiller) are required prior to closing then the Vendor shall complete same at its sole cost subject to the prior approval of the Purchaser which approval shall not be unreasonably withheld. 6. The Vendor warrants to the Purchaser that it will not take nor will it forbear from any action which would give rise to work orders or deficiency notices against the property. Any such work orders or deficiency notices will be complied with at the Vendor's expense on or before closing. 7. The Vendor acknowledges that the Purchaser intends to substantially renovate the building on the property and agrees that the Purchaser together with the Purchaser's consultants and contractors may inspect the property during normal business hours, from time to time, on or before closing on 48 hours notice to the Vendor. 8. The Purchaser agrees to assume the lease made the 1st day of January, 1988 made between the Vendor, as Lessor and The Bowmanville Tennis Club as Lessee demising the Bowmanville Tennis Cub Tennis Courts and the immediately surrounding fence as located on the property as on the date of the lease. 9. Substantial damage means any damage for which the estimated cost of repair exceeds $10,000.00. 10. Prior to closing, the Vendor shall remove all furnishings and equipment from the property except for all plumbing, electrical (including all electric light fixtures), heating, ventilation and air conditioning equipment. 11. The Purchaser represents and warrants that it is registered under the Excise Tax Act (Canada) for the collection of the Goods and Services Act and that its registration number is R106979800. On closing the Purchaser shall deliver a certificate of the Purchaser's Treasurer confirming such registration and no Goods and Services Tax shall be collected by the Vendor in respect of the sale of the property to the Purchaser. The purchase price does not include and Goods and Services Tax to the extent that such tax is exigible.