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2001-151RESOLUTION 2001-151 A Resolution Approving an Offer to Purchase Property at 211 W. Court St. and Authorizing the Sale of the Property to Terry Campbell, d/b/a/Campbell Properties for $10,000 WHEREAS, the City of Janesville is the owner of a 0.19 acre parcel of land located at 211 W. Court St. in downtown Janesville; and, WHEREAS, Ten3, Campbell, d/b/a Campbell Properties, proposes to use the property for a private parking lot to serve the adjacent and recently renovated Pember Office building and has made an Offer to Purchase this Property for $10,000, which Offer sets forth the terms and conditions of the sale, and is incorporated herein as if fully set forth and; and WHEREAS, the Common Council of the City of Janesville has determined that said property is surplus and appropriate for the proposed land use; and, WHEREAS, Wisconsin Statutes sections 62.22 (1), 62,23 (17)(b), and 62.11 (5)jointly and severally provide for the sale of surplus City property following the review and recommendation by the Plan Commission; and, WHEREAS, the Janesville Plan Commission has reviewed and recommended the sale of this property at its March 16, 2001 meeting, but did not review the financial aspects of the proposed land sale; and, WHEREAS, the Common Council of the City of Janesville does hereby find that the proposed sale of the Property is in the best interest and to the benefit of the citizens of the community and the City; NOW, THEREFORE, BE IT RESOLVED, by the Common Council of the City of Janesville that it approves the Offer to Purchase 211 W. Court St. and authorizes the sale of the property to Terry Campbell, d/b/a Campbell Properties for a purchase price of $10,000; and, BE IT FURTHER RESOLVED, that the City Manager and his designee(s), on behalf of the City of Janesville, is/are hereby authorized to close upon this transaction, to negotiate, draft, modify, review, execute, enter into, record, and/or file any and all documents, papers, forms, and agreements, to take whatever other actions, and to make whatever minor modifications and/or amendments to the Offer to Purchase, such other writings and/or this transaction as the City Manage may, from time to time and at any time, determine necessary and/or desirable to effectuate the intent of this Resolution and this transaction. Resolution 2001 - 151 Page 2 ADOPTED: April 9, 2001 ~even E. Sheiffer, City Mana~,~ ATTEST: ~ Ann Wulf, City Clerk-Treasur/ APPROVED AS TO FORM: ~ .~i ~-oo / City Attomey Proposed by: City Manager Prepared by: Economic Development Director MOTION BY: Noll SECOND BY: Schneider COUNCILMEMBER AYE NAY PASS ABSENT SCHNEIDER X WILLIAMS X NOLL X BRIEN X MURPHY X O'LEARY X DEGARMO X Approved b the Wisconsin Department of Regulation and Licensing Wisconmn Legal Blank Co., Inc. ¥ 7-1o99 Opbonal Use Date) ~ ........ 1-1-OO Mandatory Use Date WB-13 VAt. AN~ LAND OFFER TO PURCHASE ~ Milwaukee, Wis. Page 1 of 5 BI~I~I= R'DR~cFT; ;,;G 'T'Hi~'Of~F EI~"ON' ....... ~fl'E']tS (AG~N=F~' G ." .'- L ~- ~) {'A(~." ~4 T C,r D~;'." ~l.)(= ~J,~E~TRIKE TWC~ 21 GENERALPROVlSIONS ITheBuyer, Terrv D. Campbell d/b/a Campbell Properties 3offerstopurchasethePropertyknownas[StreetAddress] 217 W..Court Street 4 inthe City of Janesville ,County of Rock 5 Wisconsin, (Insert additJonal description, if any, at lines 179 - 187 or attach as an addendum, ~ine 188), on the following terms: 6 · PURCHASEPRICE: Ten Thousand Dollars 7 Dollars ($ 10,000.00 ). 8 · E'Al~NtaST'MOWET13f'$' .................... a~.~Jcr~parl~s tl,i~ (Dff~, ,~,,d ~,~,,,u~L 1moTley'ur $_ .................... 9 wifl--be-p~wi~hin- ....... -ds )~-of.-a~s& pt r~ n cc. - 10 · THE BALANCE OF PURCHASE PRICE will be paid in cash or equivalent at closing unless otherwise provided below. 11 · ADDITIONAL ITEMS INCLUDED IN PURCHASE PRICE: Seller shall include in the pumhase price and transfer, free and clear of 12 encumbrances, all fixtures, as defined at lines 15 - 18 and as may be on the Property on the date of this Offer. unless exctuded at line 14, 13 and the following additional items: 14 · ITEMS NOT INCLUDED IN THE PURCHASE PRICE: 15 A "Fixture" is defined as an item of property which is physically attached to or so closely associated with land so as to be treated as part 16 of the real estate, including, without limitation, physically attached items not easily removable without damage to the Property, items 17 specifically adapted to the Property, and items customarily treated as fixtures including but not limited to all: perennial crops; garden 18 bulbs; plants; shrubs and trees. CAUTION: Annual crops are not included in the purchase price unless otherwise agreed at line 13. 19 · ZONING:Seller representsthatthe Propertyiszoned 0-2 ~01 ACCEPTANCE I Acceptance occurs when all Buyers and Sellers have signed an identical copy of the Offer, including signatures on 21 separate but identical copies of the Offer. CA UTION: Deadlines in the Offer are commonly calculated from acceptance. Consider 22 whether short term deadlines running from acceptance provide adequate time for both binding acceptance and performance. 23 ~ BINDING ACCEPTANCE )m This Offer is binding upon both Parties only if a copy Df the accepted Offer is delivered to Buyer on or 24before March 7. 2001 . CAUTION: ThisOffermaybewithdrawnpriortodeliveryoftheacceptedOffer. 251 DELIVERY OF DOCUMENTS AND WRITTEN NOTICES m Unless otherwise stated in this Offer, delivery of documents and written notices 26 to a Party shall be effective only when accomplished by one of the methods specified at lines 27 - 36. 27 (1) By depositing the document or wdtten notice postage or fees prepaid in the U.S. Mail or fees prepaid or charged to an account with 28 a commercial delivery service, addressed either to the Party, or to the Party's recipient for delivery designated at lines 30 or 32 (if any}, 39 for delivery to the Party's delivery address at lines 31 or 33. 30Seller'srecipientfordelivery(optional):Municipal Building~ Attn. Doug Venable 31Seller'sdeliveryaddress: 18 N. Jackson St. ~ PO Box 5005, Janesville~ WI 53545 32Buyer'srecipientfordelivery(optional): Mr. Terry Campbell ~3 Buye~sdeliveryaddress: Campbell Properties~ 15 W. Milwaukee St. ~..Janesville ~ WI 53545 34 (2) By giving the document or wriffen notice personally to the Parly or the Party's recipient for delivery if an i d~',/~Utd~l i~:o0~signated at lines 30 or 32. 35 (3) By fax transmission of the document or written notice to the following telephone number: 36Buyer:( 608 ). 754-8528 Seller:( 608 ) 755-3196 37 i OCCUPANCY ! Occupancy of the entire Property shall be given to Buyer at time of closing unless otherwise provided in this Offer (lines 3~ 179 - 187 or in an addendum per line 188). Occupancy shall be given subject to tenant's rights, if any. Caution: Consider an agreereent 39 which addresses responsibility for clearing the Property of personal property and debris, if applicable. 401 LEASED PROPERTY ~ If Property is currently leased and lease(s) extend beyond closing, Seller shall assign Seller's dghts under said 41 lease(s) and transfer all security deposits and prepaid rents thereunder to Buyer at closing. The terms of the (written) (oral) ISTRIKE ONE 42 lease(s), if any, are 431 PLACE OF CLOSlNG ~Thistransacti~nist~bec~sedatthep~ee~desi~J~eted~by~yer'~`~x~t~`G~c~- office of the City 44 Attorney nolaterthan Aoril 30 . 2001 unlessanotherdateorplaceisagreedtoinwriting. 451 CLOSING PRORATIONS I The following items shall be prorated at closing: real estate taxes, rents, private and municipal charges, 4~ property owner's association assessments, fuel and None 47 . Any income, taxes or expenses shall accrue to Seller, and be prorated, through the day prior to closing. 48 Net general real estats taxes shall be proreted based on (the net general real estate taxes for the current year, if known, otherwise on 49 the net general real estate taxes for the preceding year) {. None 50 .). J STRIKE AND COMPLETE AS APPLICABLE I 51 CAUTION: If proration on the basis of net general real estate taxes is not acceptable (for example, completed/pending 52 reassessment, changing mill rate, lottery credits), insert estimated annual tax or other formula, for proration. 531 PROPERTY CONDITION PROVISIONS I 54 · PROPERTY CONDITION REPRESENTATIONS: Seller represents to Buyer that as of the date of acceptance Seller has no notice ss or knowledge of conditions affecting the Property or transaction (see below) (Yd~,~-~d~a~o.~e~6-~n-Sefiel'b-Re~& 5eRepo~tdated ............... -;which .;;c.o-~eeeiYed-~¢ 57J~'re'fer'e~ee~coMPLETE DATE OR STRIKE AS APPLICABLEland 5a IINSERT CONDITIONS NOT ALREADY INCLUDED IN THE CONDITION REPORTI. 217 W. Court St., Janesville, WI 53545 133 PROPERTY ADDRESS: [page 3 of 5, WB- 13] 134 TIME IS OF THE ESSENCE "Time is of the Essence" as to: {:-l-).eame~rnerrt~, (2) binding acceptance; (3) occupancy; (4) 135 date of closing; (5) contingency deadlines I STRIKE AS APPLICABLE land all other dates and deadlines in this Offer except:_ . If 'q-ime is of the Essence" 137 applies to a date or deadline, failure to perform by the exact date or deadline is a breach of contract. If 'q'ime is of the Essence" does 138 not apply to a date or deadline, then performance within a reasonable time of the date or deadline is allowed before a breach occurs. 1391 DATES AND DEADLINES I Deadlines expressed as a number of"days" from an event, such as acceptance, are calculated by excluding 140 the day the event occurred and by counting subsequent calendar days. The deadline expires at midnight on the last day. Deadlines 141 expressed as a specific number of "business days" exclude Saturdays, Sundays, any legal public holiday under Wisconsin or Federal 142 law, and other day designated by the President such that the postal service does not receive registered mail or make regular deliveries 143 on that day. Deadlines expressed as a specific number of "hours" from the occurrence of an event, such as receipt of a notice, are 144 calculated from the exact time of the event, and by counting 24 hours per calendar day. Deadlines expressed as a specific day of the 145 calendar year or as the day of a specific event, such as closing, expire at midnight of that day. 146 THE FINANCING CONTINGENCY PROVISIONS AT LINES 148 - 162 ARE A PART OF THIS OFFER IF LINE 148 IS MARKED, 147 SUCH AS WITH AN "X". THEY ARE NOT PART OF THIS OFFER IF LINE 148 IS MARKED NIA OR IS NOT MARKED. 148 ~ FINANCING CONTINGENCY: This Offer is contingent upon Buyer being able to obtain a None 1491 INSERT LOAN PROGRAM OR SOURCE I first mortgage loan commitment as described below, within . days of acceptance of this 180 Offer. The financing selected shall be in an amount of not less than $. for a term of not less than __ years, 151amortized over not less than __ years. Initialmonthiypaymentsofprincipalandinterestshallnotexceed$. 152 Monthly payments may also include 1/12th of the estimated net annual real estate taxes, hazard insurance premiums, and private 153 mortgage insurance premiums. The mortgage may not include a prepayment premium. Buyer agrees to pay a loan fee not to exceed 154 % of the loan. (Loan fee refers to discount points and/or loan origination fee, but DOES NOT include Buyer's other closing 180 costs.) If the purchase price under this Offer is modified, the financed amount, unless otherwise provided, shall be adjusted 156 to the same percentage of the purchase price as in this contingency and the monthly payments shall be adjusted as necessary to maintain 157 the term and amortization stated above. CHECK AND COMPLETE APPLICABLE FINANCING PROVISION AT LINE 158 OR 159. ~58 [] FIXED RATE FINANCING: The annual rate of interest shall not exceed %. ~59 [] ADJUSTABLE RATE FINANCING: The initial annual interest rate shall not exceed %. The initial interest rate shall 160 be fixed for months, at which time the interest rate may be increased not more than % per year. The maximum ~61 interest rate during the mortgage term shall not exceed %. Monthly payments of principal and interest may be adjusted 162 to reflect interest changes. 163 LOAN COMMITMENT: Buyer agrees to pay all customary financing costs (including closing fees), to apply for financing promptly, and 1~4 to provide evidence of application promptly upon request by Seller, If Buyer qualifies for the financing described in this Offer or other 165 financing acceptable to Buyer, Buyer agrees to deliver to Seller a copy of the written loan commitment no later than the deadline for loan 180 commitment at line 149. Buyer's delivery of a copy of any written loan commitment to Seller (even if subject to conditions) shall 167 satisfy the Buyer's financing contingency unless accompanied by a notice of unacceptability. CAUTION: BUYER, BUYER'S LENDER 180 AND AGENTS OF BUYER OR SELLER SHOULD NOT DELIVER A LOAN COMMITMENT TO SELLER WITHOUT BUYER'S PRIOR 169 APPROVAL OR UNLESS ACCOMPANIED BY A NOTICE OF UNACCEPTABILITY. 170 SELLER TERMINATION RIGHTS: If Buyer does not make fimely delivery of said commitment, Seller may terminate this Offer if Seller 171 delivers a whtten notice of termination to Buyer prior to Seller's actual receipt of a copy of Buyer's written loan commitment. 172 FINANCING UNAVAILABILITY: if financing is not available on the terms stated in this Offer (and Buyer has not already delivered an 173 acceptable loan commitment for other financing to Seller), Buyer shall promptly deliver written notice to Seller of same including copies 174 of lender(s)' rejection letter(s) or other evidence of unavailability. Unless a specific loan source is named in this Offer, Seller shall then 175 have 1 0 days to give Buyer written notice of Seller's decision to finance this transaction on the same terms set forth in this Offer and this 176 Offer shall remain in full force and effect, with the time for closing extended accordingly. If Seller's notice is not timely given, this Offer shall 177 be null and void. Buyer authorizes Seller to obtain any credit information reasonably appropriate to deten'nine Buyer's credit worthiness 178 for Seller financing. 1791 ADDITIONAL PROVISIONS/CONTINGENCIES I 180 181 182 183 184 180 187 180r'x"-~ADDENDA: The attached Exhibit No. 1 is/aremadepartofthisOffer. 1891 TITLE EVIDENCE ]~ 190 · CONVEYANCE OF TITLE: Upon payment of the purchase price, Seller shall convey the Property by warranty deed (or other 191 conveyance as provided herein) free and clear of all liens and encumbrances, except: municipal and zoning ordinances and 192 agreements entered under them, recorded easements for the distribution of utility and municipal services, recorded building and use 193 restrictions and covenants, general taxes levied in the year of closing and 194 195 (provided none of the foregoing prohibit present use of the Property), which constitutes merchantable title 180 for purposes of this transaction. Seller further agrees to complete and execute the documents necessary to record the conveyance. 268PROPEK"rYADDRESS: 217 W. Court St., Janesville, WI 53545 [page5of5, WB-13] 269 OPTIONAL PROVISIONS: THE PARAGRAPHS AT LINES 271 -314WHICH ARE PRECEDED BYA BOX ARE A PART OF THIS OFFER IF 270 MARKED, SUCH AS WITH AN "X". THEY ARE NOT PART OF THIS OFFER IF MARKED NIA OR ARE LEFT BLANK. 271 [~] PROPOSED USE CONTINGENCY: Buyer is pumhasing the property for the purpose of: 272 . This Offer is contingent upon Buyer obtaining the following: 273 [] Wdtten evidence at (Buyer's)(Seller's) FSTRIKE ONEI expense from a qualified soils expert that the Property is free of any subsoil ~'4 condition which would make the proposed development impossible or significantly increase the costs of such development· 27s [] Wdtten evidence at (Buyefs)(Seller's) [STRIKE ONE] expense from a certified soils tester or other qualified export that indicates that 276 the Property's soils at locations selected by Buyer and all other conditions which must be approved to obtain a permit for an acceptable pdvate 277 septic system for: [insert proposed use of Property; e.g., three 27s bedroom single family home] meet applicable codes in effect as of the date of this offer. An acceptable system includes all systems approved 279 for use by the State for the type of property identified at line 277. An acceptable system does not include a holding tank, pdvy, composfing 280 toilet or chemical toilet or other systems (e.g. mound system) excluded in additional provisions or an addendum per lines 179 - 188. 281 [] Copies at (Buyer's)(Seller's) ~ expense of all public and pdvate easements, covenants and restrictions affecting the 282 Property and a written determination by a qualified independent third party that none of these prohibit or significantly delay or increase 2s3 the costs of the proposed use or development identified at lines 271 to 272. 2s4 [] Permits, approvals and licenses, as appropriate, or the final discretionary action by the granting authority pdor to the issuance 285 of such permits, approvals and licenses at (Buyer's)(Seller's) FSTRIKE ONEI expense for the following items related to the proposed 286 development 287 [] Written evidence at (Buyer's)(Seller's) ~ expense that the following utility connections are located as follows ( e.g., ~8 on the Property, at the lot line across the street, etc.): electricity ; gas ; sewer 2s9 ; water .; telephone .; other 29o This proposed use contingency shall be deemed satisfied unless Buyer within days of acceptance delivers 2~1 written notice to Seller specifying those items of this contingency which cannot be satisfied and wdtten evidence substantiating why each ~92 specific item included in Buyer's notice cannot be satisfied. 2~3 r~ MAP OF THE PROPERTY: This Offer is contingent upon (Buyer obtaining)(Seller providing) ~ STRIKE ON E~ a map of the Property prepared 2~4 by a registered land surveyor, within days of acceptance, at (Buyefs)(Sellefs) ~ STRIKE ONEJ expense. The map shall identify the legal 295 description of the Proper[,/, the Propen'y's boundaries and dimensions, visible encroachments upon the Property, the location of improvements, 296 if any, and: 297 .ISTRIKE AND COMPLETE AS APPLICABLE I Additional map features 298 which may be added include, but are not limited to: specifying how current the roap must be; staking of all comers of the Properly; identifying 2s9 dedicated and apparent streets, lot dimensions, total acreage or square footage, easements or rights-of-way. CAUTION: Consider the cost 3oo and the need for map features before selecting them. The map shall show no significant encroachment(s) or any information materially 301 inconsistent with any prior representsfions to Buyer. This contingency shall be deemed satisfied unless Buyer, within five days of the eadier 3o2 of: 1) Buyer's receipt of the map, or 2) the deadline for delivery of said map, delivers to Seller. and to listing broker if Property is listed, a copy 3o3 of the map and a written notice which identifies the significant encroachment or the information materially inconsistent with prior representstions. 3o4 [----] INSPECTION CONTINGENCY: This Offer is contingent upon a qualified independent inspector(s) conducting an inspection(s), at 3o5 Buyer's expense, of the Property and 306 which discloses no defects as defined below. This contingency shall be deemed satisfied 3o7 unless Buyer within days of acceptance delivers to Seller, and to listing broker if Property is listed, a copy of the inspector's 3o8 wdtten in the defects identified in the report to which Buy. er objects. This Offer shall be null and 3~ void u CAUTION: A proposed amendment w;ll not satisfy this notice requirement. · * ' lender or foll~w.~,u~p..t..o. who occupy or use the me ~roperty. Defects do not include this Offer. 317 318(X) Terry D. Campbell 394-44-1118 2/27/01 S~al Security No. or FEIN · Date · 319 Buyer's Signature A Pdnt Name Here: - Sccial Security No. or FEIN · OateA 322 SELLER ACCEPTS THIS OFFER. T~E WARRANTIES, REPRESENTATIONS AND COVENANTS MADE IN THIS OFFER SURVIVE CLOSING AND 323 THE CONVEYANCE OF THE PROliXiTY. SEJ.~R .~ I~ES TO CONVEY THE PROPERTY ON THETERMS AND CONDITIONS AS SET FORTH 324 HEREIN AND ACKNOWLEDGES~k'F.~CEIPT O~ A~COJ~Y~OF~T~IS OFFER CI.T~f OF JANF. SV[LLE ~ WI 325(x) , ....~.J./~'--'~~~' 39-6005472 qllOID ~ Sel~er'sSignature · PrfntNameH~ · J--ean .~3.¥t -Wu~.f ~ C~_ty ¢/ 330 THiS OFFER IS REJECTED THIS OFFER IS COUNTERED [See attached counter]