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Home My WebLink AboutKIN 94 063 Sale - TOO Booth Ld THE CORPORATION OF THE TOWN OF KINCARDINE · . BY-LAW BY-LAW NO. 1994-63 A BY-LAW TO AUTHORIZE THE SALE OF LANDS TO WATSON PROPERTIES SINCE 1879 LIMITED WHEREAS The Corporation of the Town of Kincardine and Watson properties Since 1879 Limited have entered into an agreement of Purchase and Sale for the sale of part of the lands located at the southwest corner of the Broadway and Highway #21 intersection; · AND WHEREAS Kincardine Town council deems it expedient to sell these lands; NOW THEREFORE the Council for The Corporation of the Town of Kincardine ENACTS as follows: 1. The mayor and clerk are hereby authorized to execute such documents as they may deem advisable to sell such lands to Watson Properties Since 1879 Limited in accordance with the Agreement of Purchase and Sale dated the 4th day of October, 1994 and to affix the corporate seal to such documents. 2. 3. 4. · 5. The lands referred to consist of Parcel B-1 section M-33 and being parts #2,3,4,5,6, and 7 on Plan 3R-3263. The purchase price for the said land shall be $10.00. This its by-law shall come into full force and effect final passage. upon This by-law may be cited as the "Sale of Tourist Booth Lands By-law". READ a FIRST, SECOND and THIRD time and FINALLY PASSED this 6th day of October, 1994. ~~. Mayor . . J- OFFER TO PURCHASE AGREEMENT OF PURCHASE AND SALE · WATSON PROPERTIES SINCE 1879 LIMITED, ("Purchaser") having inspected the property, hereby agree to and with THE CORPORATION OF THE TOWN OF KINCARDINE, ("Vendor") to purchase all and singular the premises situated on the West side of Highway #21 and the South Side of Broadway Street East in the Town of Kincardine known as the Town's Infonnation Office Property (herein called the "Property") having frontage on Broadway Street of about 232.57 meters more or less, by a depth of about 33.22 meters more or less, and being part of Block "B" on Plan M - 33, being more particularly described as Parcel B-1 Section M-33 and being PIi\'IiI #2,3,4,5,6, and 7 on Plan 3R-3263 and in the Land Titles Office at Walkerton at the price Qr swn ("PÌlrchase Price") of Ten Dollars ($10.00) with a deposit as follows: One Dollar ($I.O~) G~h or certified cheque to the said AgentlVendor on this date as a deposit to be held in trust ~ding completion or other termination of this Agreement, and to be credited on account of P\Íiphase Price on closing, and the Vendor and Purchaser covenant, promise and agree as follòws : 1. a) This Offer is conditional upon the Vendor passing the necessary by-laws authorizing the sale · b) The Purchaser shall pay the balance otherwise due on closing subject to the usual adjustments, and c) The Vendor shall remove the existing tourist booth building from the property at pe sole exþenseofthe Vendor, contemporaneously with the transfer of the Tourist t'hfOnnatiÒn Ceritre into a complex constructed by the Purchaser on the subject or .' xt southerly adjacent lands, such removal to be completed within thirty days " er the Purchaser notifies the Vendor of its request to effect such removal, and ", d) The Purchaser shall incorporate into the development of the commercial complex upon the southerly adjacent lands and the Property herein, an area to be utilized by the Vendor as a Tourist Infonnation Centre, which Centre will front onto Broadway. street, and have an adjacent parking area to the north thereof, and which will be located between two internal roadways, and which will be the most northerly of the units in the complex and will contain 600 square feet with the use 9f communal washrooms located within the complex building and will consult with the Vendot to incorporate into the Tourist Information Centre a small staff ~~hroon\. to be constructed at the sole cost of the Vendor, · e) rhe Pwthaser covenants and agrees to undertake substantial site work prior to February 28th, 1995 f) The Vendor shall lease the newly created 600 square foot site when it is ready for commercial occupancy by the Vendor, such lease to run for a period of 5 years from the date of occupancy at no rent to the Vendor except its proportionate share of Business and Realty taxes, based upon normal commercial calculations including percentage area expense of exterior parking areas and roadways. i) At least 60 days prior to the end of the lease period the Purchaser as Landlord, and the Vendor as tenant, will enter into and conclude :¡~gotiatiûns to renew the lease, if the Purchaser, as Tenant, so desires at its option. . ii) In the event of failure on the part of the parties to agree to the terms of the lease for the renewal period requested then the parties agree to submit the matter to Arbitration and the provisions of the Arbitration Act ( Ontario) shall apply , / .' . ., . - Offer to Purchase Watson Prope~.. I Kincardine 2 October 4th, 1994 proportionate share of common area expenses including maintenance, landscaping, snow removal, etc. 2. The Purchase Price does not include Goods and Services Tax ("GST") and, if this transaction is subject to GST, then applicable GST shall be in addition to the Purchase Price. All GST shall be collected and remitted as required by law. If this transaction is subjec~ to GST but the Vendor is not required to collect or remit GST, the Purchaser a~~ t.v provide on or before closing to the Vendor or Vendor's Solicitor a written certiµ~Y:r in a form reasonably satisfactory to the Vendor or Vendor's Solicitor to the effeet ijiat the Vendor is not required to collect or remit the GST and shall provide the Vendo~\vith the Purchaser's GST registration number, if applicable, failing which the applicable GST shall be paid to the Vendor on closing. If this transaction is not subject to GST the Vendor agrees to provide on or before closing to the Purchaser or Purchaser's Solicitor a written certificate in a form reasonably satisfactory to the Purchaser or Purchaser's Solicitor certifying that the transaction is not subject to GST. 3. The Vendor represents and warrants that during the period of its occupancy of the Property and, to the best of its knowledge, prior thereto, no building on the Property has been insulated with urea formaldehyde foam insulation. This warranty shall survive comp!~¡ion of this tranSaction. 4 The ~~¡¡o.owing ohattels, the property of the Vendor, shall be included in this sale for the price ¡¡-ROve-mentioned: none ;! ¡' This Offer shall be irrevocable by the Purchaser until 4 p.m. on the 6th day of October, 1994, after which time, if not accepted, this Offer shall be null and void and the deposit returned to the Purchaser without interest or deduction. 5 6 PROVIDED the title is good and free from all encumbrances, except as aforesaid, and except local rates and minor easements for hydro, telephone or like services to the Property; said title to be examined by the Purchaser at its own expense, and the Purchaser not to call for the production of any title deed, abstract of title, survey, proof or evidence of titl~, other than thosè in Vendor's possessi9n or under its control; and provided the saI1?-\.j f)~~;e been c(jmpliêd with, the Purchaser to accept the Property subject to Municipal req~~~*nt, inoluding ßuilding and zoning bylaws, minor easements as above-mentioned, and 19 J~~strictions and covenants that run with the land. '.',':.j"" -",;' 7 The Purchaser to be allowed 10 days from the date of acceptance of this Offer to investigate the title at its own expense, and if within that time it shall furnish the Vendor in writing with any valid objection to the title, or to any outstanding Municipal work orders or deficiency notices affecting the Property, or non-compliance with zoning bylaws, or that the present use of the property may not be lawfully continue, which the Vendor shall be unable or unwilling to remove or correct, and which the Purchaser will not waive, this Agreement shall, notwithstanding any intermediate acts or negotiations, be null and void and the deposit money returned to the Purchaser without interest or deduqtþqn, and the Vendor and the Agent shall not be liable for any costs or damages. Sa\',:J~ to any valid objection so made within such time, the Purchaser shall be condu¡¡ìvely deemed to have accepted the title of the Vendor to the Property. 8 The Vendor hereby consents to the municipality releasing to the Purchaser details of all outsta1).ding Municipal work orders or deficiency notices affecting the Property. 9 This Agreement shall be completed on or before the 11th day of October 1994 on which date vacant possession of the Property is to be given to the Purchaser unless otherwise provided for herein. 10 All buildings and equipment on the Property shall be and remain at the risk of the Vendor ~d tÞ,f Vendor will hold all policies of insurance effected on the Property at its sole dlsq~~~n. ~ . -"', . .. . · · · , , Offer to Purchase Watson Properties I Kincardine 3 October 4th, 1994 11 Taxes, and all local improvements and water rates to be proportioned and allowed to the date of completion of sale for adjustment purposes. 12 Transfer/Deed to be prepared at the expense of the Vendor in a form acceptable to the Purchaser's Solicitor. 13 The Transfer/Deed to be given to the Purchaser shall contain a statement completed by the V!:!Jøor and the Vendor's Solicitor pursuant to Section 50(22) of the Planning Act. 14 This Agreement shall be effective to create an interest in the real property only if the applicable land division provisions of the Planning Act are complied with, and the Vendor agrees, at its expense, to comply with such provisions and to proceed diligently with the application for such compliance. 15 The Vendor, on or before completion, will produce evidence that it is not now, and upon completion will not be, a "non-resident person" within the meaning and for the purpose of Section 116 of the Income Tax Act of Canada or if it is a "non-resident person" will fully comply with the provisions of Section 116 of the said Action prior to completion. 16 TAA '¡~~9,lVit of Residence and of Value of the Consideration required under the Land Tr~l~1 'fax Act shall be prepared by the Purchaser. " ~-~\ ~ - ThisbÌrer, when accepted by the Vendor, shaU constitute a binding contract of purchase aud sale, and time in aU respects shall be of the essence of this Agreement. 17 18 It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement or the Property or supported hereby other than as expressed herein in writing. 19 Any tender of documents or money hereunder may be made upon the Vendor or Purc~r or upon the Solicitor acting for the party on whom tender is desired, and it shall h" sufficient that a negotiable certified cheque be tendered instead of cash. 20 Eac~ ri~ to pay the costs of registration, taxes and its own legal fees on its own doc~mts. 21 This Off.er and its acceptance to be read with all changes of gender or number required by the context. 22 The Vendor warrants to provide to the Purchaser a suitable commercial grade access onto Broadway Street for ingress and egress purposes from these lands and the southerly adjacent lands, and also sufficient to comply with aU rights of way that presently exist. DATED at ~1.·r"..J¡ am this 4th day of October, 1994 'I· I \ ..\ IN WIlNESS\WHEREOF we have hereunto affixed our corporate signatures under the proper signing officers of the Corporation. SIGNED, SEALED AND DELIVERED in the presen<;e of: TIES SINCE 1879 LIMITED If'. ..../..LIIo </., ~ ~~~ Witne::1 ' .-'1 I have authority to bind the corporation ---~.._.~- v: ". .. , . . -- ... . , ~.~ Offer to Purchase Wat.on Properties I KIncardine 4 October 4th, 1994 The undersigned, THE CORPORATION OF THE TOWN OF KINCARDINE hereby accepts the above Offer and its terms, and covenants, promises and agrees to and with the above-named Purchaser to #lly carry out the same on the terms and conditions above mentioned, and hereby accepts the ~~rsit of $1.00. DATED at I}i/leardine this !; day of October, 1994 IN WITNESS WHEREOF we have hereunto affixed our corporate signatures under the proper signing officers of the Corporation. SIGNED, SEALED AND DELIVERED in the presence of: CORPORATION OF THE TOWN OF KINCARDINE Witness ~~~ Charles W. Mamí, ayor ~a.Ç1/¿~ Maureen A. Couture, Clerk-Administrator Witness We have authority to bind the corporaûon p:\agæements1wat"'llkin Date Date 1