HomeMy WebLinkAbout02 171 sale of land 1450052 ont
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THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE
BY-LAW
NO. 2002 - 171
A BY-LAW TO AUTHORIZE THE SALE OF
LAND TO 1450052 ONTARIO LIMITED
WHEREAS 1450052 Ontario Limited wishes to purchase from the Municipality of
Kincardine lands having an area of approximately 4.13 acres and described as
Part of Lot 1, Concession 1, South of the Durham Road in the former Town of
Kincardine (now Municipality of Kincardine) in the County of Bruce being more
particularty described on the Agreement of Purchase and Sale attached to this
By-law as Schedule "A";
NOW THEREFORE the Council for The Corporation of the Municipality of
Kincardine ENACTS as follows:
1. That the Mayor and C.A.O. be authorized to execute such documents, on
behalf of The Corporation of the Municipality of Kincardine, as they may
deem advisable to convey the lands described on Schedule "A" attached
hereto, to 1450052 Ontario Limited.
2. The sale price for the said lands shall be two hundred and eighty-nine
thousand dollars ($289,000) plus applicable taxes.
3. This by-law shall come into full force and effect upon its final passage.
4. This purchase is subject to a five percent (5%) commission fee payable to
Prudential Achievers Realty, Ajax, Ontario.
5.
Funds from this transaction shall be credited to the development cost of
this agreement with the balance to be credited towards to the Ward I
Industrial Development Reserve Fund.
6. This By-law may be cited as the "Land Sale to 1450052 Ontario Limited
By-law" .
READ a FIRST, SECOND and THIRD TIME and passed this 4th day of
December, 2002.
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Clerk
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AGREEMENT OF PURCHASE AND SALE
(FOIl USE IN THE PROVINCE OF ONTARIO)
Dl
PVIOf~,*", ............ ............... ................lf5()()5~ 9N":f AJq9."'IMIJ.f:P...
(Fu1l1e1JCl1 names of 011 PLwchœers)
YENObt... ................. .... ..........J:IfflÇ9.~9.MTI9.1\I9.1' .~.1'4t)ffiqI:'MJT'(9fI91'lÇA@1N13
(FulllegoI names of all Vendors)
...................... I agrees to purchase from
......... the following
REAL .....InY.
Address. ..1:lI9fIWAY:2J........... ...... fronting on th... ..1'1o.rtI1W"o¡t ...sid. offII(}fI"'J\y::n
~J.~~;'¡ ···········..··f3~f¡;;~i~~~;;.,yol()~~Ç~fffw.:.T. ..~~;~~r less ond i.gol¡y~~~;i~~~
............. ..... .PART.91'. ~9.IJ..Ç9.~g;~~I9.~ .1~()Vfl:I 9f J:>tJllliAN.I.R.9.M. IN .TIWh:flJNIÇI.P#ITY 9.FICJNÇMJ:>JNl'..c..
JJ.¡:;:~G:N39.1,JJ.4:,l:1AÇ~!;cJ\S9lJ"J1;1N13P..~~P.º1'1^ITJ\çfI.f:P.!;q:flòPlJLEI3.. ... ........... .. (the "proper1y").
(Legal desøiption of land including easements not described ehewhere
PURCHAH PRICE. ................... .....J.yvo..J:lmt<ir<:<l)'¡igltty1'1in,,1]10\lS1iI1<1.. DoIlors (CDNL ..289,000,00....)
DEPOSm
Purcho'.<isubmits (.......... .....1................... .::r"n.T.h.o.\lSIiI1<i.. .............. DoIlors (CDNS ....J(),()()(),()().. ..)
(HerMthlUpon acceptance)
coon Of rMJI otioble cheque poyobl. tQ. .~.^Ç.w.~ .~ty.c.~ .4:!I.h.o.lIrS. Of'~.. to be held in trust pending compl.Hon Of
other lernnation of this Agreement and to be credited toward the Purchase Price on completion. Purchaser agrees to pay the balance as follows:
The Purchaser agrees to pay a further sum of $15,000.00, to Prudential Achievers Realty, in cash or by negotiable cheque, upon removal of the
conditions contained in Clause I, in Schedule "A" as a supplementary deposit to be held in trust pending completion or other tennination of this
AgreemeIIt. This amOW1l is to be credited towards the purchase price on completion of this transaction.
The Purchaser agrees to pay a further sum of $25,000.00, to Pnidential Achievers Realty, in cash or by negotiable cheque, upon the removal of all
further eœditions in Schedule "A", as a supplementary deposit to be held in trust pending completion or oIher termination of this Agreement. This
amount is to be credited towards the pmchase price on completion of this transaction.
The Purcftaser agrees to pay the balance of the purchase price, subject to adjustments, in cash or by
"2ed cheque, to the Vendor on the completion of this transaction.
~ to the transaction hereby acknowledge that the Broker is the Agent of the l'w"chaser, worldng lDuler a Purchaser Agency Agreement,
representåIg the interest of the l'w"chaser and the Broker will be compensated through the Vendor.
This offer is subject to Council By-Law approval
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SCHEþULE(S) .........H..H . . .. .HHH.
1. CHA1I'I'ELS INCLUDED..NQNE
o~'i ~:y~~ iz. r~~(~~ \:" ';', (~$~ð~OO
HHHHHHHHHHH~~~ .~.
....... ottoched hereto form(.) part of this Agr.-oent.
.........................
.......................................... .
2. FIXTURES EXCWDED:.NQNE
...................
...... ..............
.... ............
...............
.....................................
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after -M1ich time, if not accepted, this Offer shall be null and void and the deposit shall be returned to the Purchaser in full without interest.
S. œMtLmON DATE, Thi. Agreement .holl be complehld by no 1_ thon 6:00 p.m. on th........ 2.~....... day of ...... JIiI1"MY. ....., 20. . ()4:. .
Upon completion, vocant possession of the property shall be given to the Purchaser unless otherwise provided for in this Agreement.
6. NO...... Vendor hereby cìppoinIs the Usting Broker as Agent for the purpose of gMng and nIOSiving notices pursuont to!his AcJ-nent. Only II the Co .p....lh...
EN >. At.'" the Inte.MIa of the P",..lu..., Inthlo 1._ I......the Purd.oser her.byo~ntsthe Co-c'!,....".. Broker as Agent for the purpose of
. and receiving notices pursuant 10 this Agreement. My notios reIoting hereto 0< provided for herein sholl be in writing. This oller, ony 000_ oller, notios of
ther&of, 0< ony notice sholl be deemed given and reœiYed, when hand deliwIred to the address lor service proVided in the Admowiedgement below, 0<
where a facsimile number is provided herein, when transmitted electronically to that facsimile number.
FAX No........ .....(~19)~9.ºc.3.4.8.8........... {'o,d,n...,.........10 V",do,{ FAX No............ .(905)428".1680.......... {'m del...... ,oti_1o "'"""""!
7. GST: If this transaction is subject to Goods and Services Tax (G.S.T.), 1I1en such tax shall be ...................ilJ. ~çJ.c;lffi.qn .t~... .......... ..... the Purchase Price.
¡included in/in addition tot
ff this transaction is not subject to G.S.T., Vendor agrees to certify on or before dosing, that 1I1e transaction is not subject to G.S.T.
8, mLE¡SlARCHt Purchaser sholl be ollowed until 6:00 p.m. on th..... ..9fu..... day of...............)!m\!!lD.'..............., 20 .Q4., (Requisition Dale) to
examine the title to the property of his own expense and until the earlier of: (i) thirty days from the later of the Requisition Date or the date on which the
con<itions.in this Agreement ore fulfilled 0< oIheo wise waiYed 0<; (iij five days prior to completion, to satisfy himself thot there or. no outWnding work orders
Of dellciency noHce. offecting the property, tho! its present use (.............. ............... ........................... .......................................................)
may be IowIuIIy continued ond tho! the principal building may be insured _ins! risk of fire. vendor hereby ~ to the municipality or other _nmentol
agordos roIeosing to Purchoser details of 011 ouIstanding work orders offectjng the proper1y, ond Vendor ogreee to _ ond deliver such further outhorizotions
in this regard as Purchaser may reasonably require.
9. ~ USE:Vendor and Purchaser agree that there is no representation or 'Warranty of any kind 11101 the future intended use of the property by Purchaser is
or will be lawful except as may be specifically provided for in this Agreement.
10. tnU,l'I<Mded thotthe title to the _ i. good and....1rom 011 registered _~, ~ liens, and oncumbronces ""'"'" as oIherwise ..,..;fioally prcMded in
this ~t ond save ond except for (0) ony registered ..-iclions Of covenonts thot run with the lond providing tho! .uch or. complied with; Ib) ony regi-.d
""-'1icii>oI ogreements and ÆgisIered agreements with publicly reguloted utilifies "..,.;ding such hove been oomplied with, 0< sec:uriIy has been pasIed to ensure 00, opIioo ...
and ,*"pIeIion, as evidenced by a letter from the relevant municipality or regulated utility; (c) any minor easements for the supply of domestic utility or telephone
service to the property 0< odjoosnt f":?I"'!!ies; ond (d) any easements for droi~, storm Of sanitary sewers, public utility lines, telephone fines, coble tel........ lines
0< oNr services whicti do not maleriolly ofIect the present use of the property. ~ within the specifi.q limes referred to in paragraph 8 ony ...,Iid objection to titI. 0< to ony
outstanding work order or defiåency notice, or to the fact the said present use may not lawfully be continued, or that the principal building may not be insured
ogainit risk of fire is made in writing to Vendor and which Vendor is unable or unwilling to remove, remedy or satisfy or obtain insurance in favour of the
. Purchoser and any mortgagee, (with all related costs at the expense of the Vendor), and which Purchaser will not waive, this Agreement notwithstanding any
in~iote acts or negotiations in respect of such objections, shall be at an end and all monies paid shall be returned without interest or deduction and
Vendor, üs!ing Broker ond Co-O >BrOIing Broker sholl not be liable for ony cosIs 0< damages. Save as to any ...,Iid objection so mode by such day and except for
eny 'don going to the rool of the ti1fe, Purchoser onall be condusively deemed to hove occepted VendOf's ti1t. to the property.
AIItANGIMIN1Io Where ecxh of the Vendors and FUchoser reIain 0 lawyer to a>mpIeIa the Agreement of Pun:hase and Sole of the _, and wI1ere
_on will be ~.;>Ieh.d by electronic regislrolion pursuant to Port. of the Land RegisIrotion RsIorm Þd, R.5.0. 1990, 010pIer LA, ond any ameI,œ,...,1s
, the Vendor and Purthoser ocknowIedge and ogree Ihot the deliYory of documents ond the release thereof to the Vendor and Purchaser may, <It 1he Iowyor's
diocnIIion; (a) not oa:ur conIemporoneously with the '......'yll.., of the transfer/deed (ond other ,.¡¡;.... obIe docum.. ,",'i.. "j and b) be subject to condition. wh<nby
the lawyer receiving documents ond/o< money wi" be required to hold them in trust ond not release them ""'"'" in occordonos wit. the terms of 0 written ogreernonl
'*- the lawyers. ,
_ ................. Do not al_ when printing or reproducing the ............... pre-set portion. IN$TJINT FøIillS· Ponn No. tOt 01/00
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12. DOCIIMENTS AND DISOtAIIGEI Purcho.... .noli not 0011 for the produdion 0/ ""'" 1iIte deed, obslroct, survey or other evidence 0/1iIte 10 the properly except such
os ale in the possession Of conIroI 0/ VendOf. ~ ~ by Purd1oser, Vendor wil deI~ ony sIœIch 0< survey of the pr-"y within Vendor's oonIroIlo Purcno.... os
~soon ai ~ble and prior to the Requisition Dote. tf a discharge of any Charge/Mortgoge hekI by a corporation incorporated pursuant to the Trust And Loøn
. Compon... Act (Conodo), Char1ered Bonk, Trust~, Credit Union, Coisee PopuIoire 0< Insurance COfnpony and which is not 10 be assumed by Purchoser on
completion, is not available in registrable form on completion, Purchaser agrees to accept Vendor's lawyer's personal undertaking to obtainl out of the dosing
fundi, a discharge in registrable form and to register same on title within a reasonable period of time after completion, provided that on or before completion
Vendor sholl provide 10 Purchaser 0 mortgage _,18I1f prepored by the mortgagee setting out !he bolonce required 10 obtain !he discharge, together with 0
direction executed by Vendor directing payment to the mortgagee of the amount required to obtain the discharge out of the balance due on completion.
13. R..A_CDON: ~ CHIa } Itldll. having had the opportunity to Inspect the pi ~Iarly and UI.d........._ upon c ~ CBrl _ of.. oø...
.... ohall be a binding agreement 01 purdKsse and oale __en Purc......r and Vendar.
14. INSURANCE:AlI buildings on the proper1y ond 011 oth;,~ ~~urd1osed sholl be ond remoin until completion ot the risk of Vendor. Pending completion,
~""" sholl hold 011 insurance policies, a ony, ond the in trust for the porties os their ¡_ may oppeor ond in the ""'"' 01 substonfiol ~,
rcho:ser may either terminate this Agreement and have all monies paid returned without interest or deduction or else take the proceeds of a~ insurance and
the purchose. No insuronce olio" be transferred on COhopletioo. ~ Vendor Is taking bock 0 Chorge/Mortgoge, 0< Purchaser is assuming 0 Chorge/Mortgage,
Purc aser shall SIJPI?~ Vendor with reasonable evidence of adequate insurance to protect Vendors or ottJer mortga~'s interest on completion.
15. . "'G ACT: This Agreement shall be effective to create an interest in the property only if Vendor complies witfì the subdivision control provisions of the
:ea i Act by comDletion and Vendor covenants to proceed diligently at his ~nse to abtain any necessary consent by completion.
16. .... _1ION:The Transfer/Deed sholl, save for the Land Trons/ei Tox Affidovit, be prepared in regislroblelorm ot the expense of Vendor, ond
ony . horge/Mortgoge to be given bock by the Purchaser to VendOf 01 the expense of the Purchoser. If requested by Purchaser, Vendor covenonts that !he
=~~ to be delivered on completion sholl contain the statements con_ploled by Section 50 (22) of the Plonning Act, R.S.O. 1990. .
1 7. : Purchoser sholl be credited towards the Purchose Prios with the omoont, a ony, neosssory lor Purcno.... 10 pay 10 the Mi.... 01 Notioool Rø.enue 10
soti Purchaser's liobility in respect 01 lax poyoble by Vendor under the non-residency provisions of the Income Tox Act by reason of this sole. Purchaser sholl not
daint such credit if Vendor delivers on completion the prescribed certificate or a statutory declaration that Vendor is not then 0 non-resident of Canada.
18. ADIÌISTMENTS:Any rents, mortgage i_, realty taxes including locot impr<MlO18nl rotes ond unm-.d public 0< priYaIe utility charges ond un...-ed cost
0/ ¡".¡, os opplicoble, sholl be opportioned and ollowed 10 !he day of completion, the day of completion itself 10 be opportioned 10 Purchoser.
19. '*' UMm:1ime sholl in 0IIr...,- be 0/1he essence hereof orOYided that the ~me lor doing 0< oompIeIing 0/ ""'" moiler orOYided for herein may be extended
Of æridged by an agreement in writing signed by Vendor and Purchaser or by their respective lawyers whO may be specifically authorized in that regard.
20. TE "Any tender 01 documents 0< money hereunder may be mode upon Vendor 0< Purchoser 0< their ,espedi.e lawyers on the cloy set for completion. Money
may tendered by bonk droit Of cheque COI1ified by 0 Chor1ered Bonk, Trust Compony, PrcMnce of Ontario Savings Office, Credit Union Of Caisse Populoire.
21. I'AJIILY lAW ACT: Vendor warronts that spousal oonsent Is not necessory to this transoclion undO< the provisions 01 the Family low Act, R.5.0. 1990 unless Vendor's
spou,e has executed the consent hereinafter provided.
22. U.... Vendor represents ond worronts 10 Purchaser that during the lime Vendor nos owned the pr-"y, Vendor hos not coused ony building on the properly 10 be
insulated with insulation cof)foinil"!Q ~aldehyde, and that 10 the best of Vendor's knowledEle no building on the property contains or has ever contained
insulation that contoins ureotonnoldehyde. This warronIy .noli suMYe and not merge on the completion of this transoction, and a.... building is port 01 0 mulliple
unit building, this warro~_shall only apply to that part of the building which is the subject of this transaction.
23. CONSUMER IlEpORTS. The Punllils8r Is hetåy IICIIIIIed did a [alUM r 1aporI_lllng cndIt aad/or....-. ......_.... -.y be raIemId 10 II
can.. dion wlllllIIIs trall5Gdio&
24. AG8ICf: It is understood that the brokers involved in the transaction . ......_11 the parties as set out in the Confirmation of Representation below.
25. A_EMENT IN _nNG:~ there is conflict Of discreponcy between ony provision odded 10 this Agreement ~ncluding ony Schedule otIoched hereIo)
ond any provision in the standard pre-set portion hereof, !he added provision sholl supersede !he standord pre-set provision to the exIenI of such conflict
or discrepancy. This Agreement tnduding any Schedute ottoched hereto, shall constitute "the entire Agreement between Purchaser and Vendor. There is no
representation, warranty, collateral agreement or condition, which affects this Agreement other than as expressed herein. This Agreement shall be read with
rn es of gender or number required by the context.
RS AND ASSIGNS:The heirs, executors, administrators, successors and assigns of the undersigned are bound by the terms herein.
~~~~D~SEALED AND DELWERED ~~~~~;;¡, h. hlN WfTN~h~~Ond ond ¡~OD::~/ ~ Q;! .
¡W"';';'f'" IPu","';"') per~ (Sool) ~.
¡w¡,n;;;).......... .................... IPu",haserj ............ ·....h.............. ! DATE ......................
I, the Undersigned Vendo<, agree 10 the obo.e Oller. I hereby i""""""bIy instruct my lawyer to pay diredfy 10 the Usting Broker the unpoid bolonce of the commission
together with opplicoble Goods ond Services T ox (ond ony other taxes os may nereofler be opplicoble¡, from the proceeds of the sole prior ta ony payment to !he
undersigriod on completion, os odvised by the Usting Broker to my lawyer.
~TE ot. hhLËDÄND[;Ë~~~.hhhhhINwrrNËSSth;';';';;';¡i¡;;;~¡'~;;';;;';;;~~of hhh~;;d~~Q:V!mJ.~r. ........... ,20..()~..
¡wih)h¡h" h.... .. ~ r-~~\,,;.;i;;liJ;;~~~h!) DATE Nc>~(~L~()~
... hh. +hh......... .................... .hh ......hh ...... ............................ ........................... .hh . DATE......................... hhhh
(Wrlnoss) , (Vendor) ISooI)
SPOLiSAl CONSENT: The Undersigned Spouse of thê Vendor hereby consents to ttJe disposition evidenced herein pursuant to the provisions of the Family law Ad,
R.S.O. 19PO, and hereby ogrees with the Purchaser that he/she will eoœcuIe 011 necessory Of incidentol documents to give rullforce ond effect to the soie evidenced herein.
..... ..h." hhhhh . DATE
(Wrlnoss) (Spouse) ISooQ
CONPIllMAnON OF EXECunONI _....rg o'¥firg .....Ined ¡,...;" to the ccnhooy, I oonfiom "'" Ag...morIwdh all cha_ ban t",.d and wriIIon.... ñnal~ _ by
all parties ¡Of .. .:.. a.m./p.m. this .... ........ «:by of. ................................. 20 ................uu...............
(Signature of Vendor or Purchaser)
_ CONFIRMATION OF REPRESENTAnON
I,.,.,. aì:knowIedge ond confirm the Lisling Broker ,..._,1> the i_ 0/ the I hereby odmowIedge and confirm the Co-operoting Broker rep....oIs the i_
in this transaction. of the in this transaction.
........... iVëñd;;~N~~~¡"ãrid thë '~n:häM~"""""" .................... NendO;'~rc~~~¡')""""""""'"
Sig~·QrL¡;¡f¡'~Ë~r;;ke;.·~;.ä.:,¡~·,¡~·~~~· .............
Name of Ü$ting Broker:.............. ...... ... ... ......... .........
I ) .............. .L.....)
T~f~:·· FAX No.
s¡g~·crla;~~mtï·.;,g·s;o¡œ.:~~~ri~·~~~ ................ ............
Nome of Ca'"""""rg Booker. ............ .P11J<I.ellti.a1. Achieve;sR,ealty.
.... (90)5.4"28.7........................ (905)428~ 768Q
FAX No.
.............. T~r·.j.;:
ACKNOWUDGEMENT
I ocl..o~hllg! lKeipt of my signed copy of this accepted Agreement of Purd1ase and I acknowledge receipt of my signed copy of this accepted Agreement of Purchase and
Sale and I outhorize the Agent to forward a copy to my lawyer Sale and I authori_ the Agent to forward a copy to my lawyer
iV~"'HH
iVëndö.\H.. H H H
Address for Service:
....................
............... DATE
............................................
DATE
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ip~;i
iPü.chOSMjHHHH. HHHHHHHHHHH.H
Address for Service: .....................................
DATE
. DATE
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Tel. No. I
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.................................. Tel. No. L.
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Vendor's l.awy8(
Add....
( )
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.................. ...............
Purchaser's Lawye.;-
...................................... ........
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Address .......... ..................
( )
rë..Nõ:....
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FOR OffI¢E USE ONLY CO_SSlON TRUST AGREEMENT
To:Co.opetating Broker shown on the foregoing Agreement of Purchase and Sole:
idéÌation for the eo-ope= Broker procuring the foregoing Agreement of Pun:hase and Sale, I heNby declare that 011 moneys received or receivable by me in connection
T~nsaction as contem in the MLS RuIea and Regulations of my Real Estate Board shall be receNoIH and held in trust. This agreement sholl constitute a Commission
AgI'8Iknent os defined in the MLS Rules and shaH be subject to and gcwemed by the MLS RIMs pertaining to Commission Trust.
Dated as of the date and time of the acceptance of the foregoing Agreement of Putchose and Sale. Acknowledged by:
Si9nöhn'Of'~,;g'~'O; ~1ÄhO'riØd Æ'pmentäti~
. . . . . . . . . . . . . . - . .
sig'~~~ of Co-operating Broker or a~rimd ~presentotive
.......... .......
IN$TANT~
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VACANT LAND
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SCHEDULE "A"
1. This offer and the agreement resulting from the acceptance thereof shall be conditional for a
period of One Hundred and Eighty (180) days from the acceptance thereof upon the
Purchaser at it's sole discretion being satisfied that it will be able to develop the subject
property on tenns and conditions that meet it's satisfaction. Failing which this offer shall
become null and void and the Purchasers deposit retumed in full with interest and without
deduction. This condition is for the sole benefit of the Purchaser. Waiver or invocation of this
condition must be done in writing and delivered to the Vendor or the Vendor's agent.
2. This offer and the agreement resulting from the acceptance thereof shall be further
conditional upon the following:
.
(a) The Real Property being zoned on or before the waiver or invocation of the conditions
contained herein so as to permit the construction and operation of a store or stores for
general commercial and retail purposes, satisfactory to the Purchaser, in its sole
discretion.
(b) The soil conditions are such as to enable the Purchaser to erect a commercial/retail unit
or units on the Real Property without additional costs for piling and in this connection,
the Purchaser shall be entitled to enter the Real Property forthwith after acceptance of
this offer for the purpose of making soil tests at its own expense, provided that in so
doing, it makes good any damage caused thereby.
(c) A building pennit be available for issuance by the municipality having jurisdiction, so as
to permit the Purchaser to construct and operate on the Real Property a
. \ ~ ð commercial/retail development, which is in accordance with a site plan satisfactory to the
mv"" c.'pc.' 1 pu~ser, in its sole discretion, and permits access and egress in a manner satisfactory
rnVV\, c. '(>C \ ~ ~'{ (to the urchaser, in its Plé discretion, all on proper application being made therefor and
the payment of nonnal building pennit fees only.
3 }1 ~.l~ (d) That all services required for the usual and nonnal operation of a commercial/retail
if" ' development on the Real Property are available for connection at a boundary line or
lines of the Real Property, such services to include hydro, water and sewer.
.
(e) That any and all consents or approvals required under The Environment Assessment
Act, The Environmental Protection Act, or from any Conservation Authority having
jurisdiction, in respect of the construction and operation of the Purchaser's proposed
commercial/retail development, be in fact given.
(f) That there has been no contamination of the soil subjacent to the Real Property.
3. All of the conditions set forth in paragraph 2 hereof are inserted for the sole benefit of the
Purchaser and anyone or more or none of the said conditions may be waived by the
Purchaser or may be invoked by the Purchaser at any time until one and eighty (180) days
following the date of acceptance of this Offer, and if so invoked, then this offer and the
agreement resulting from the acceptance thereof, shall be of no further force or effect, and
the Vendor shall retum or cause to be retumed to the Purchaser, the deposit with interest
and without deduction.
The Purchaser may, at its own option, elect to close the transaction on a day sixty (60) days
after the fulfillment or waiver of all of the said conditions, provided that such elected closing
day is prior to the Closing Date otherwise set forth herein.
.
Any waiver or invocation of any of the conditions set forth in paragraph 1 above may be
made by the Purchaser or its solicitor by giving notice in writing, by regular mail, to the
Vendor or the Vendor's solicitor, or such notice may be delivered to the Vendor or the
Vendor's solicitor. Any notice shall be deemed to have been given on the business day
following the day on which the same was delivered, if delivered, or if mailed, then on the first
business day immediately following the mailing of same.
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In the event that no notice whatsoever is forwarded by the Purchaser or its solicitor as
contemplated by this paragraph 2, then the Purchaser shall be deemed to have invoked the
conditions set forth in paragraph 1 above and this Offer and the agreement resulting for the
acceptance thereof shall be of no further force or effect and the Vendor shall retum or
cause to be returned to the Purchaser, the deposit with interest and without deduction.
4. The Vendor represents and warrants to the Purchaser and the Purchaser relies thereon in
entering into this transaction, that:
(a) The Vendor has not received any notice of expropriation of the Real Property or any part
or parts thereof, and is not aware of any proposed expropriation by the authorities
having jurisdiction.
(b) The Vendor is not a non-resident of Canada, and that on or before the closing, the
Vendor shall deliver a statuary declaration to this effect, which statuary declaration shall
state that the Vendor was not a non-resident of Canada at the time of the entering into
of this agreement and is not a non-resident at the time of closing.
(c) That all services required for the usual and normal operation of a commercial/retail uf,
development on the Real Property are available for connection at a boundary line or f'.-
lines of the Real Property, such services to include hydro, water, sewer, and n~, 3 0~
and that all of such services have been fully paid for, to the intent that the Purchaser will
be liable to pay normal connection charges only.
(d) The subject property is subject to site plan control.
(e) There are no capital levies, sewer impost fees, or similar charges presently affecting the
Real Property, or contemplated by any applicable governmental authorities having
jurisdiction.
(f) No part of the Property has ever been used for dumping or storage of waste or chemical
substances, nor has nay part of the Property or the Vendor been subject to an open file
or investigation pursuant to the Provincial Environmental Protection Act (Ontario).
(g) No part of the Property has ever been used as a cemetery or otherwise the burial of
human remains as described in the Cemeteries Act (Ontario).
The foregoing representations and warranties shall survive the closing of the transaction
contemplated by this offer.
5. The Vendor covenants and agrees with the Purchaser as follows:
(a) Upon execution of this agreement by all parties, the Purchaser shall have the right to
enter upon the Real Property for purposes of preparation of site and grading plans, and
shall also have the right, at its own expense, to erect a sign upon the Real Property,
advertising a proposed commercial/retail development and inviting tenant inquiries in
respect thereof. Such sign shall be of a size and installed in such a manner as to not
unduly interfere with or restrict the Vendor's use of the Real Property, and in the event
that this Agreement is terminated by the Purchaser, such sign shall be removed by the
Purchaser at its own expense, and forthwith after such termination.
(b) To deliver to the Purchaser, within fifteen (15) days after acceptance of this offer
by the Vendor, a survey of the Real Property prepared by an Ontario Land Surveyor
together with a certificate of acreage addressed to the Purchaser, certifying the exact
area of the Real Property.
(c) That the Purchaser may, upon the execution of this agreement by all parties, make
application(s) to all govemmental bodies or agencies having jurisdiction, for the
purposes of obtaining a building permit for the commercial/retail unit or units desired to
be erected by the Purchaser on the Real Property. The Vendor shall execute all such
documents that may be required by the Purchaser in respect thereto, provided that all
out-of-pocket expenses shall be for the account of the Purchaser.
(d) At its own expense, and on or before closing, to register discharges and/or releases (as
the case may be) of any mortgages, liens, or encumbrances affecting the Real Property.
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6. The Vendor hereby acknowledges that the Purchaser is acting as a trustee only
without any personal liability, and the Vendor further agrees that this agreement may be
assigned by the Purchaser without obtaining any consent of the Vendor and that upon
receiving written notice of such assignment by the Purchaser, the Vendor shall close this
transaction with such assignee.
7. Notwithstanding the date for waiver or invocation of the conditions set forth on
subparagraphs 2 a) and c), in the event that the Purchaser, at the time of the originally
scheduled date for waiver or invocation, still requires approvals from any govemmental or
municipal body, such as Municipal Council or the Ontario Municipal Board or the Courts, in
order to satisfy the conditions set forth in paragraph 2 of this Schedule "A', then the Date of
Closing and the time for waiver, invocation or satisfaction of the conditions set forth in
subparagraphs 2 a) and c) of this Schedule "A", shall be extended by a maximum of two (2)
further periods of Sixty (60) days each and such extension shall be automatic with no notice
or acknowtedgement being required whatsoever.
Provided always that, notwithstanding the extension set out above, this transaction shall be
closed, subject always to the terms hereof, within sixty (60) days after all of the conditions
set forth in paragraph 2 of this Schedule "A' have been satisfied in full or waived by the
Purchaser.
8. The funds paid as deposit hereunder shall be held by the agent or other party holding same,
in an interest bearing account, with all interest accruing or eamed thereon, to be for the
benefit of the Purchaser.
9. The parties acknowledge and agree that the Purchase Price herein has been calculated on
the basis of the Property having a usable acreage of 4.13 acres (the "Useable Acreage") at
a price of $70,000 per usable acre (the "Acreage Price"). In the event that the survey to be
delivered pursuant to the provisions of subparagraph 5 (b) hereof reveals that the Usable
Acreage. is either more or less than 4.23 acres, then the Purchase Price shall be adjusted
either upwards or downwards as the case may be, by multiplying the Useable Acreage
times the Acreage Price.
10. The Purchaser shall have the right to buy from the Vendor a further adjoining (about) 3.37
acres (as outlined in green on attached Schedule B) at anytime during the conditional period
containéd herein, making the site a total of (about) 7.5 acres, at the price ~ $70,000 per
acre, on the same terms and conditions as contained in this offer. -P'v....., '-- ~
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