HomeMy WebLinkAbout06 147 Agree Ont Ltd Land Sale
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THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE
BY-LAW
NO. 2006 - 147
BEING A BY -LAW TO ACCEPT AN AGREEMENT OF PURCHASE AND
SALE AND TO AUTHORIZE THE SALE OF LAND TO
21 00902 ONTARIO LIMITED
(Parts 5 and 6 of Part of Lot 1 Concession 1 South of Durham Road (former
Township of Kincardine), in the Municipality of Kincardine in the County of
Bruce)
WHEREAS Section 268 of the Municipal Act, 2001, 5.0. 2001, c. 25, as
amended, provides for procedures for the sale of lands declared surplus by
municipalities;
AND WHEREAS the Municipality of Kincardine, on September 17, 2003 passed
By~law No. 2003-133, being a By-law to establish procedures regarding the sale
of real property;
AND WHEREAS the Municipality of Kincardine, on April 21 1999, declared as
surplus to its needs those lands described as Part of Lot 1 Concession 1 South
of Durham Road (former Township of Kincardine), in the Municipality of
Kincardine in the County of Bruce;
AND WHEREAS the Council of the Corporation of the Municipality of Kincardine
deems it advisable to dispose of the aforementioned lands;
· AND WHEREAS 2100902 Ontario Limited wishes to purchase the said lands:
NOW THEREFORE the Council for The Corporation of the Municipality of
Kincardine ENACTS as follows:
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1. That the Mayor and C.A.O. be authorized and directed to execute such
documents, on behalf of The Corporation of the Municipality of Kincardine,
as they may deem advisable to convey the lands described as Parts 5 and
6 of Part of Lot 1 Concession 1 South of Durham Road (former
Township of Kincardine), Municipality of Kincardine in the County of
Bruce, to 2100902 Ontario Limited, being approximately 13.6 acres, to be
adjusted on closing based on the plan of survey.
2. That this transaction is subject to the conditions set out in the Agreement
of Purchase and Sale attached hereto as Schedule "A" to this By-law.
3.
The unit price for the said lands shall be thirty-five thousand ($35,000.00)
per acre, which based on 13.6 acres shall be four hundred and forty-four
thousand dollars ($444,500.00), with sale price to be confirmed on closing -
based on the plan of survey.
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Page 2
2100902 Ontario Limited Land Sale By-law
By-Law No. 2006 - 147
4.
That this by-law shall come into full force and effect upon its final passage.
5. This By-law may be cited as the "2100902 Ontario Limited Land Sale
By-law".
READ a FIRST, SECOND and THIRD TIME and FINALLY PASSED this 9th day
of August, 2006.
~~
Mayor '
~.~~
C rk
·"
~
This is Schedule" Å- " to By..tawl
No.~.J." - passed the ~day P. 002
Of.ztu1U 0+200(0
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ONTARIO
August 9, 1006
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AUG.-09'06(WED) 13:28
ACIlVII'.U1lNT ow 'PITRrRA~E AND RAT.R. (thê "Agr-mfIJnt")
1. "'-""¥nn nfP........"'V and Pn_.....1J.,¡....
2]00902 ON1'AIUO LIM1TED (the ""'"hlll«"), ofFers to purchase from THE
CORPORATION OF THE MtlNICIf'ALIIY OF KlNCABDINE (the "Vendor") those lands and
ørrmiac:s compr.isina approximately 12.7 acres frcmtin¡ on Hwy No. 21, in I:b.e Municipality of Kinean1iu~
Province of Ontario, briet1y legally described as Part of Lot I, CODCeSSioD 1 South of DudIam Roac1
(formerly the Township ofKiDcardine), now in the Municipalliy of Kincardine, in the County ofBn1ce and
dM;jpM as Pat 1 OD Plan 3R-69S8 as shown outUncd in red on Schedule "A" attached hereto (the
"Property') at a purchase price of Si1i._.oo (the "Porehase Pll'leej based upon a cost of S3S.000.00
per ac;rç upon the foUOW'iq terms anå conditions:
2. n~it
The Purchaser shaII submit within five (5) business days of acceptance of this offer by the Vendor a
cheque for Thirty Bight Thousand One Hundred Dollars ($38,100.00) (the "Deposit") payable to the
Vendor's solicitor as deposit to be helå in trust peading completion or other termination of this Agreement
and to be ca:odiceà to the Pwohase Price on closmg. The Purchaser asrees that upon waiver of the due
diligeoce CõODdition as dáhLcd in Scd:ion '.2 of this &gr'BCIDa1t, the deposit shall be deemed. DOD.-re1imdable
subject to no defàu1t by the Vendor orlts obligatioDs uock:r this agn:;c;moat. The deposit shall be placed. in
an iDœrest bearing account of a Canadian cbanered baDk bearing CUß'Cßt D'UIIht rate of interest and 5uch
interest shall be credited to the Purcbaser on completion or otba' termination of this Agreement.
3. c.... bll nncw
'The Purcbaser qrees to pay the balance, cubject to the uaual adjustments and any other aclj1_swønts
provided for haeuudc:r, by oortiticd Qheque or bank draft to the Vendor OD closing.
4. 4.~II'"
The .Purdwer agrees that this offer sbaU be irrevocable by it until 5:00 p.rn. on the 11" day of
Augut. 2006 after which time. if DOt ac;:çepted, this offer shall be null and void The date on which this
offet is accepted by both pørtie$ is h«ebJafter refened to as the "AecepbmCe Date".
s. ca.ulbf
Ihis Agreem.em shal1 be comp1eœd on me date whidt is thirty (30) days roUowiPg the satisfaction
or waiver of all of the Conditions as hrnin set out in section C5 below (the "Closing Date"., If the
scheduled Closing Date faIls on a date on which the applicable Land Registry Office is not open for
business chen the Closing Date shall be awomaticaUy posqxm.ed umil the next day upon which such Land
RegistJy Office is open for business.
6. ~ft_~nn.
6.1 For the purposes oftbis Agreement, aU ofrhe conditions outlined in paragraph 6 hereunder shall be
çollectively refened to as the ""COIIditioDl".
6.2 This Agreement sball be conditional for a period oflÓllely (90) days followin¡ the Accept.;uiÇe Date
(the '"Due DUigeuce Condition Date") upon the PmdJasar satisfying itse1ftbat the physical attributes of the
Ptupdty. inclutl1Y\g but not limited to its soil suitability. environmental status. availability and suitability of
services and access to mwùcipaJ roads and that Ihe Puirehaser's inteDded development of the })¿ope&ty it
ñ~::IInr.iaJ1y and othenriae fea&ible (coUective1ytbe "Due DiIigaIce CondlUon").
6.3 This Agreemem: sba11 be ccmditiaual fbr a pc:riod of DÏDc (9) mnnth'l: following satisfaction or
waiver of tile Due DiJipoce Condition (1!ae ~Inl CO~"'D Daœj upon the f'urchaser obrafDmg
zoning in firIal fonn (as heremafter defined) together wirh site plan approwl and such other gowmmental
approvals as may be Rq\Ú1'Cd for tbe Purchaser's inteoded døvelopment of the Propc::rty. (collectively the
"7.mdaa' Co.4iQOD"). For the purposes of this Agreemeat, the ZϜng in Final Form sball D'le&n an Official
Plan 8mfUdm.ent and rezoning of the Property ~r and rezoning the Property to permit the
development of COIDIIU!!rCåal and retail US8!I of aufBcient eommercial and retail deo.sity which. m the
Purcbaser's absolute disweticm is acceptable to it anå IUCh redesi8"mnn and rezoning being in fi.a11 foree
·..' +
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AUG.-09!06(WED) 13:29
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md effect, with all appeal periods having expired without appeal, or all appeals having been determined to
the saús&diOl1 of the Purchaser without my further right of appeal. The Purchaser acknowledges !bat the
Vendor is ob1i¡ed to consider aU such. applications in a fair and impartial manner.
6.4 INTENTIONALLY DELBTBD.
6.5 The CondiUons are for the sole bc:ndit of the Purcbaser end may be waived by it in whole or in part
by notice to the Vendor or its solicitor to tbat etrecL In Itu; e:vcnt that the Pufghaser shall. in its sole and.
unfettered discreti~ on or before the applicable çonditiOl1 due, give notice to the Vc;ndar or the: Vcmdor's
solicitor that any such condition herein set oUt in Section 6 bas DOt or will not be fU1filled to The Porcbascr's
satisfaction by the respective condition date, then upon recejpt of such notice, this Agreement &ban be
deemed to have beeD esw::eJled and to be at an end and the Vendor's solicitor shall. except as otherwise set
out herein, in such .vent be deemed to haw been authori:æd and ctirecœd to forthwith retum the deposit
paid hçrcuadcr. to¡ether wi11 all interest eamed tb.enoD to the Purchaser and without any deduction. and
each party shall be discharged fi'om any furl:ha-1iability or obligationhe:mmder. Ifno DOtice is givm within
the time ftames pennitted UD.dc:r this Agrec:¡ncnt the Purc:haser sba11 be deem8d to have termff,".~ thi!:
Agreement.
7.
CftWln..te A.-.....llo.....nd W.......nH..
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The Vendor ooveoants. represt¡..Jts and warrants 10 the Purchaser and acko.owledges that the
Purchaser :is relying upon such CO'VBDaDtS; representations and wammties as an inducement to the entering
into ofthia Agreement aDd that the aoouraoy and satisfac:tion of same are conditicms of closing:
(a) tbat it is the regisand. owner ofthG Property and has pd and marlœtable title to the Property, with
fWl right and power to convey dJe Proparty to the Purcbaser and the Property is not the subject
matter of my otIH a¡reemeat of pmchase and ~ nor any option to purcha&c, lcase. fi:rat right of
refbsa.I or other legal or equitable right or claim capable of resDlUng in an adverse ~ of
possession to or any right oftit1e in the Pmpetty save and except 8S herein provided;
(b) that 'ØO notice acMsmg of any threatened or i~g CØflÑnm,.tion or eXpropriation has been
reoeived &oIP eny govemmeøcal authority. ageocy, de:part:rDem or board havingjurisdicñon over the
PIOpa1y;
(c) tJ1a1 there is no litigation or cIaJm arising from the Vœdor'$ ownership or use of the Property wbich
can in any..y affect the Propedy or its preser:lt or intended. use;
(d) the Property is not subject to any local improvement chæges. except for the Vendor's contribution
to sewage and water capital charges IS set out iu MFK. Policy #PDt.3.
(e) the Vendor is Dot aware of my tàct that is materially adwøe in respect of the Property olher than as
baa been previously disclosec! to the Purchaser in wriliDS;
(0 that from. and after the Acceptance Date, DO subdivision, site plan, development or other agreement
aftbcting the Property will be enu::rec1 uno or any ancumbraDcc çms.tcd in n;splõõWl of the Plop<.rty,
without the pior written ccmsent of the Purcbasrr'. which consent may be unreasonably withheld;
(e) the Vendor shall DOt, fton1 and after the Acceptance Date, eater into any agreement, lease or
otherwise, which would affect d1e Property and CëIDIlOt be c:anceUed. Oll thirty days' noticc or less,
without the prior written cODSeD1 oftbe Purchass';
(h) that the Purahuc:r shall have wcmt possasioø. of the Property on olosing;
(i) that to the best ot die Vendor's knowledge d1c l"Iopg,ty shall be frac and clear of any and all
poisonous. radioactive or har.m1ù1 material, substances, pollutants, contaminants or wastes and there
shall be no envitomnentaJ. problems situate thtnøn, 50 that the P16pa1:y may be developed by the
PW'çbaser for its inrmded use without any enviromna1tal risk or liability;
(j) 011 the Closina Date. the tre.nsfer of the Prol*~ to the Purchaser will not contœvene any applicable
plaaaiftar or mbdivisian laws. aDd the Vendor sbaIl have obtained ftom all appropriate authorities.
in fúuù., imwDcable and u:aoonc:titioDa fmm, a11 ---¡OlDy subdivision approva1~ COD!:eD.ts and.
cer:tiñcates necessæy for the 1rBnsfer of the Propaty, and all appeal periods in respect of such
subdiviaioD approva1. GOD5CII1' 01' cx:rtificatc shall have cxpiro:i with DO cxisti.u& or pead.i:ng appeals
"-'eat,
(Ie) IN'I'ENTIONAlL Y DELETED;
(1) there are no unreaïstered aøreemmts in respect of the Propøty;
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(m) there are no mUIlÎcipal taxes, school taXeS, charges. rateS, development charges, spcciallcvics and
as-~ts out$f'Afttli"'g apinst the Property, nor is the Vendor aware of a proposed local
improvement charge. development charge or special levy;
Cn) 1NI'ENTIONALL Y DELETED;
(0) Ute Property will be maintained ÎD a rcasonable ad prudeat maDDer &om the Acceptance Dare until
the Closing Dale; and
(P) so .far as the Veru10r is aware, the VSJdor bas disclosed to the Purchaser all matc:ria1 information
pertajn1ng to the Property, whether solicited by the Pmcbaser or DOL Neither this Agreement nor
my Other document referred to in this Agreemmt or any schedule to this Agreement nor any
stataa:um.t, schedule or certificate fbmished or to be ft1mished to the Purcbaser pursuant to this
Agreement contains or will contain any untrue statemrmt or oøUts or will omit to state a matc:rial
:fåct.
(q) that it is a COIp01'8IÎOIl duly jl1COlpOßlted., orpnizcd and validly snbsistiDg UDder the laws of its:
jurisdiction of incorporation and has the COlporate power and capacily to enter into this ~ent
and complete the transaction CODt~ herein;
The representations and warranties contained in this section shall survive the Closing Date and
continue in fUn force and effect thereafter notwithstmding any intermediate ÌDspeClions by the Purcbasm' or
me Punmaaer's sati~QD or waiver oCme couditiaDs herem conta.ined.. The parties unc.ù:rtake and agree to
keep aaeh other fUUy mt"ormed Df any rmd all ciroumstances and occmreaces which may ha:ve an effect on
the Vendor's represe:ntatio~ warranties and coveD8llts as hereütbefme set out.
8. ~ ~ PIH'IINI
The Purchaser shall be allowed W1Ii1 tea (10) days prior to the Closing Date to examine the title to
the .Property at its own expense. and vnül closiDg to satisfY itself that there are no outstanding municipal
work orders or deficiency notices e.ffectiaa the Property. The Vendor hereby conseo.ts to the Muniçipality
releasing to the Purchaser details of any matter affectiDg the Ptopeny and its development
9. :DtII
Provided that the title to the Property Is good and ttee from aU Rgistm:d rcstri&:;ticos, mortgages,
c~ 1ims. and CDcumbrances except as otherwise specifical1y provided in this Agreement If widl.in the
specified times refcøed to in Section 8 hanin, any valid objection to title or to any outataDding mtmícipal
work ordw or deficiency D.OÛce. is made in wriIing to the Vendor or its solicitor which the Vendor is unablc
to remove. remedy or satiafy and which the Purchaser will DOt waive, this AgreemAnt notwithstandJng any
intermec1iate acts or JICIOtiations in respect of such objections. shaD be at an end and all D'IOnies theretofore
paid shaU be rcmmed. with ÍDterut and without deduction except as otherwise specifically provided In this
AgreemeDt.
10. 4pp1i..5Iftnn.
Fmm and after the Acceptance Date, the Purchasec may make such applications to the appropriate
authorities as it deems neœssuy, including without limiting the geoaality of the foregoing, ZOIÙng
!IIV'~rs. VIriabces. site plan approval and building pwu.a. (the n Applications") and the Vendor agrees
that it will authorize the Purchaser to act as its agent in CODDeCtian with such Applications. The Purchaser
will acÛWlly pursue Ib.c 8OCJ',isitiOD of the adjeceat J:mds to the east of d\e Property (the "AdJo'.
Lands") during the tenD of this Agrcc:mgnt. The Purcba8a' aclmowled.ps that the Vendor is obliged to
consider an Applicattons in a tafr and impmtial ft1ann_.
I I. R.ric
Upœ acceptance of this Offer, and in any ewnt no later 1ban five (5) days &om the AcceptaDce
Date. t.b4V...ðot agrees tIu1t it will make .vai1abJe to the Purchaser at the Vendor's office copies of all
documents, asr-n--h:. plans. surveys. ~dtaDts' repoxts including but not limited to. rraffic study report
and my other iDformation pertaining to the P.t.opet.1y in ita possession or coutrol
12. Up III I'h_ Rn~ .nd A.........em
It is UDderstood and agreed. that the Pun:base Price is ca1cu1aœd as set out in Section 1 hereo~ and.
rhe area of the Property is as set out in Refereace Plan 3R-69S8. If Reference P1an 3R-695S does not
disclose the area of the Plopetty, theø. the aMI will be based on an up-to-date survey to be provided by the
Vendor at its own expense at within five (5) days of tile acœpted Agreement of Purchase and Sale and if
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P. 005
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there is auy variance in the acreage of the Property and the acreage set out in Section 1 above, the PUIChase
Price sball be attiusted accordingly based on the per acre price used. to calculate the PurcbaSe Price set out in
Section 1 above..
13. Ah......_. nt' Arijn¡QtDllann
AdjustmeDt& &ha11 be made as of tbe C1øsiø¡ Date OD the basis of a statement of aðju~ts (the
1'StateID_ of AdJ1ISDD.eutsj to be pICPan:d by the Vc:udor. All expa180S with respect to the Property
shall be apportioned and allowed to the ClosiD.g Date, 11 being agreed that the cxpCl18C8 of the Closing Date
shall be allocated to the PurdJascr. The Vendor agrees it sba1l deUver the Statement of AdjUStmCDts to the
Purchaser and/or its solicitors at least five (5) business days prior to the Closm.g Date.
14. V...d...'. D...;d~ ~"tnc
The Purchaser sba11 be credited toøtds the Purd1ase ~ with the amount, if any, which it shall
be n~,ry for thCI Pu.rcbasa" to pay to the ),fini... ofNaticma1 Revenue in order to .sratisfy the Purchaser's
liability in .respect of rax payable by the VIIIDdor UDder tho DOO-resitWtcy provision of the Income Tax Act
by reason oftbis sale. Ibe PurchaSer sbaJl not claim such çrcdit ifthc Vçndor delivers 011 completion the
presGribcd certificate or a statutory declaration that it is not tha1 a non-resident of Canl¿l~
IS. A_ M 1'.ftJ'-...q..
The Vendor agrees that the .Purchaaer, its smvaots, agents:. cODJUlrants or employees shall be
permitted to em_ upon the I'ro~ aftct aœept.ance of this Offer at any reasooab1e lime during the
conditional paiod set out in Section 6 above, at its own cost and risk, to conduct soil tests and/or other
:iJlvesti&8tioD as the Purcbaser may require. If the IIiIIlSaI:åoIl is not çompleÞ;;d, the Purcbaaca- agrees to
indMnni(v tbe Vmdor against all costs or repairing auy damage caused. 10 the Property by its soil tm;ts
and/or orher investigations and the Purchaser agrees to RStOre me Property at its expense as nearly as
possible to tbe condition existing prior to the Purchaser's BOil tests and/or other investigations.
16. ...,.......... ht' 1""1...;. &,.......11....
The deed or tnDSfer shall, 38Va for Ibe Land Transfer Tax Affidavits, be pœpared. in registrable
fonD at 1bb eIXpaIæ oftbe Vcmdor.
17. 11mIl!!Gf'v._NI
TimtI sba11 in aU respects be of the easœcc þereof provided that the time for doing or completing
any mattllr provided for herein may be exteDded or abridged by an agreement ÎD. writing signed. by the
Vendor ød the Purchaser- or by theit respective solicitlxs who are hereby expressly appointed in this reprd.
18. "'.nfnt Art
l'rovided this AgreemC'l1t sball be effective to CfQItc an Ïadaœl ÎD. the Property ooly' if the
subdivision control provisions of the pI:mnif1g Act are complied. with by the VCDdor on. or before closing
and the Vendor covenants to proceed dili¡eDdy at its own expense EO obtain any necessary consent on
Closing Date. The Vemdor covenants that the prescribed statements pursuant to Section 50(22) of the
PIIDtJina Act shall be properly completed by it and its solici1ors on the Closing Date.
19. TI'III'I_
Any tcIKÙ::r' of doc:umc:nts or monoy bc:rwa.da- may be made upcm the VCIldor or the Purchaser or
their respective solicitors an. the day fbr complc:tion of this Agramcnt. Money may be tcDdcrad by bank
draft or cheque certified by a chanered bank, trust company or P.nMnce of Ontario Savings Office.
20. ~~m_t ftf _.......,"nt
The Purcbaset Iha11 have the riaht. without the CCJDJeDt ofrhe Vendor, to assign the Agr8eIDIIlt and
the bmefit of all coveaaøts, represeDtatÍoDs aDd WllJ'l:Dties herein COÐWDM to any person, fizm,
corporatiOll, partnership, syndicate or association and upon notice of such assignment being liven to the
VCDdor, the Pard1asar IShaU be re1eucd. of all obligations aad liability horcuøcfer-.
21. lšatiI;&
Any notice which maý be or is required. or permitted to be given hereunder shall be in writing and
shaD be delivered in person. by facsimile trancmi~OD or seat by registered mail postage prepaid addressed:
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P,006
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(a) if to the Purchaser, care of:
Leaoard Rodness
Torkin Manes Cohen ArbU$ u.p
1S1 Yonge Street Suite 1500
Tomnw, Outario
MSC 2W7
Facsimile No.: 1-888-587--9139
(b) if to the Vem:1or.
1475 Concession #5, R...R.. S
Kinkardine, ON N2Z 2X6
AaentioD: Jobn dcR.osamoll, CAe
Facsimíle No.: 519-396-8288
Any such notice shall be deemed to have becm given and. receivec1 on The day upon which personal dclivcry
is made or the facsimile was sent or, ifmai1NJ.. then on the third business day following the daæ ofmaillng.
Either party may give notice to the other of any change of address aDd after the giving of such notice. the
address then:ia specified shall be d~ to be the address of such party for the giving of notices. If postal
srniœ is interrupted or eu1sstmtiaUy delt.yed. aU uotÏœs sbaJ1 be delivered in person or by facsimile
traD$aÛsSion.
2Z. ~ ""Y
If ø.y reJevam date set out in this Agreement, including but not limited to the Closing Date and
Condition Date, falls on a Saturday, Sunday or statutory holiday, thE in such case the date shall
automatically be c:rrtfWItW to the first day following the Sunday or statutory holiday, whichever is
applieable
23. ~ft.............SV
Yhe.pardes ackDow1edge aDd agree that tbi& A~t and any tmd all discuesiøn.s between the
parties audlor ~ arising ftom this Agreement Of Purchase and Sale is conVd~¡i 1 information end
that they will DOt diw1gc this Agreement or the conteots tbercof to any party withOut each others prior
written cODJeDt, except as required by law.
24. r......... gnd R.rvIrM Tu. ("C'"RT")
The Purchaser agrees and UDdertIkes tD comply with all federal and provincial sa1es tax legislation
aud in pertiauJar, th. Pu.tthascr ackDowledges that the Purchase Price does J10t include any GST which may
be payable In respect ofd1i5 tJæ1saçtÏon and whiçh the Purobascr shall be solely responsible therefor. If the
Purcbaser is regisIercd under the Excise Tax Act on or before closing and. wishes to salf-assass 8Dd rc:mit the
GST to the Receiver Geoeral directly, then the Purchaser shan provide the Vendor with evidence of such
registration and a statutoIy declaration of such registration pørticuIars, and an indemnity to save the Yem10r
harmless ñm:n any liability under the Excise Tax Act arising beeaue of brcaçh of the obligatiaus of the
Pm:dtaser tœder r.he Excise Tax Act.
25. l""....-.m..I.._ .nd Ran..
'Ibi5 .Agrcamc:m &ha11 be govcmod by the taw¡; of the Province of Ontmio and the terms and
CO·uUtiODS thereof sball inure to and be bindiDg upon the respective successors, assigns and øðmin;~tors
of each oftDe panies hereto.
27, "'ft~plptp 4____ent
ThiI ~ 8Dd Sc.-h....Ao1.Joe uA'" shaI1 constitute the œtire agreement between the Purchaser and
the Vendor aød there is no represe4'C8ti0D, wammty~ coUatenl agreement or condition affecting this
Ag¡CO'.......t 01' 1bc }'¡øpMy or supported. hereby otha- than as Mr. : n-:.I in writing. This Agreement shall be
rœd with all cbanp of podcr or uumbct n::quircd. by tho 00Dtaxt.
28. ............OP
This Agreement may be ~ in any number of CODDterparts. A party may send a copy of its
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AUG. -09'06(WED) 13:31
executed cOUllterpart to each other party by facsímiJe tAnqo;qÎon instead of deUvering a sisned copy
origiDai oftbat counœrpart. Each. execJ~ counterPart (ÎDcluding each copy sent by facsimile transmission)
shall be deemed to be III orisinal IU'1d all executed counterparts taIœn together shall constitute one
agreement.
29. Vi_lIn.. C_1ftII
The Purc:hastR' agrees with the Vendor in sia.tatiDg the proposed "VIsitor Centre.. adjacent to the
Subject Jaads on appm--irrmtely two (2) acres (the "VidCDr CeIItn Luds") that sudl property will ~
in munic;jpal owncnbip. The deveJopmeot of the Visitor Centre and any servicing requiremeo.t:s will be the
sole mpcmsibility of the Veador. The VisiIor Centre l.aDds will have frontage on Highway 21. The exact
10cøtîøn aM dUDensicms of the Visitor Ceøtre ÙDd.!I will. be mutually agreed upon by the Vendor and the
Putchuer upøa. comp1eticm of a conftdsatia1 review by Û1eø1 of the Purchaser's site ptan for developtøent of
the Plv~ty. This Apccmart will be CODditi011al 1U1ti1 the Due Díligea.ce CoøcIitioø. Date upon the
Purchaser 8I1d the Vendor agreein¡ upon the exact lœatioD. and dimeasions of the Visitor Centre Lands,
'Ibis condition has been inserted fbr the benefit ot both me VeodDr aDd the Purchaser BDd· may not be
'WIived by either party. If this CODditioø. has not been satisfied on or before tbe Due Diligence CoDc:tition
Date, then this A.gteaœt sba1l be deemed to be termin~ted as set out in Section 6.5.
DATED at V........ tbiø 9 tk day of Auplt" 2006.
IN WI'INB8S WHEREOF tb.c Purchascrbu hm:uato aeçuted this Agreem8nt.
:~rp:
I have the authority to bind the Cœporatiou.
DATBD at Kincardine this 10 day of August, 2006.
'IN WITNESS wmrUOF the undersiened has executed this A,areement.
THE CORPORATION OF THE MUNICIPALITY
OF IQNCARDv.Œ
Per: ~/(. ~ ,",-
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Mayor - Glenn Sutton ~ ~.'
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John deRosenroll =.. ,"~
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