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H3. Old School Station, Lot 3A Offer(s) to Purchase�...-7r+4l� KALISPELL Report To: Doug Russell, City Manager Development Services 201 1st Avenue East - Kalispell, Montana 5991 Phone (406) 758-7940 From: Jarod Nygren, Development Services Director Subject: Old School Station, Lot 3A Offer(s) to Purchase Meeting Date: March 1, 2021 BACKGROUND: On April 5, 2015, by means of Resolution 5710, the City Council elected to take assignment from Flathead County of its tax lien on six parcels of Old School Station by paying the past due taxes and assessments. On April 20, 2015, City Council passed Resolution 5712 in which Council stated its intention to retain and sell the properties and to set the concluding date and time of the period of redemption for May 4, 2015, at 7 pm. By Resolution 5717 on May 4, 2015, Council determined to retain and sell all interests in the Old School Station lots under its ownership. The six properties were appraised by Clark Real Estate Appraisal in 2015 to establish listing prices for each lot. In April 2017, the City of Kalispell listed the properties for sale through Flathead Valley Brokers at the appraised values with the potential off -set of reduced Special Improvement District bond payments as calculated for each individual lot. Lot 3A is listed for $409,658.00. The City has received three buy -sell offers to purchase Lot 3A as follows: 1) On January 18, 2021, the City received a buy -sell from Matterhorn Capital. Matterhorn previously had a buy -sell on Lot 3A and Lots 8 and 9. Unfortunately, their plans did not come to fruition as quickly as they had hoped but have submitted another offer with similar terms as their previous offer. The buy -sell is a full price offer of $409,658.00 with $5,000.00 in earnest money and is contingent upon the contract award of a request for lease proposal. The buy -sell agreement includes reductions predicated on a signed Developer's Agreement wherein the buyer agrees to complete new construction on the site within 18 months of sale. The Developer's Agreement will also include provisions to reimburse the purchaser for the payment of the specials which come due annually. The purchaser will only be eligible for reimbursement provided the use meets the terms and conditions of the applicable Tax Increment Finance District. 2) On February 24, 2021, the City received a buy -sell from Clifton Jones. The buy sell is an above asking price offer at $420,000.00 with $10,000.00 in earnest money. The buy -sell agreement includes reductions predicated on a signed Developer's Agreement wherein the buyer agrees to complete new construction on the site within 18 months of sale. The Developer's Agreement will also include provisions to reimburse the purchaser for the payment of the specials which come due annually. The purchaser will only be eligible for reimbursement provided the use meets the terms and conditions of the applicable Tax Increment Finance District. 3) On February 24, 2021, the City received a buy -sell from School District 5. The buy -sell is above the asking price at $430,000.00 with $2,000.00 in earnest money. It should be noted that the School District can only pay appraised value of the property and the offer is contingent upon a new appraisal where the City would split the cost with the School District. The offer is also contingent upon voter and school board approval of the purchase of the property. If the School District were chosen there would not be any provisions for price reduction or payments of SID since the property would be tax-exempt. Although tax- exempt the Growth Policy has goals that would support this choice: Chapter 2 Growth Policy Administration "Continue to find ways to share equipment and other resources to increase efficiency of local government operations. " The Council should be aware that the School District does have the ability under state statutes to exempt itself from City zoning codes. There should be a discussion whether a counteroffer should include provisions that the School District cannot exempt itself from City zoning codes in order to help maintain the integrity of the development. RECOMMENDATION: It is recommended that Council accept the buy/sell offers based on the highest purchase price and back up offers in descending value and authorize the City Manager to proceed with actions necessary to complete these agreements under the same development terms as done with previous agreements for lots sold by the City of Kalispell in the Old School Station development. FISCAL EFFECTS: For offer 1 the City would receive the purchase price of $409,658.00. Pursuant to the terms of a Developers Agreement, tax increment would be applied to reimbursement of SID payments if the purchaser completes planned capital improvements to the property. Additionally, the purchase price would be reduced by $60,219.73 to $349,438.27 if the purchaser completes planned capital improvements to the property within 18 months of closing. For offer 2 the City would receive the purchase price of $420,000.00. Pursuant to the terms of a Developers Agreement, tax increment would be applied to reimbursement of SID payments if the purchaser completes planned capital improvements to the property. Additionally, the purchase price would be reduced by $59,640.00 to $360,360.00 if the purchaser completes planned capital improvements to the property within 18 months of closing. For offer 3 the City would receive the appraised purchase price (offer is submitted at $430,000.00). No additional incentives would be provided as the School District is a tax-exempt entity. ALTERNATIVES: Decline offer and/or identify different terms for buy -sell agreement. ATTACHMENTS: Map of Old School Station Buy -Sell Offer (s) for Lot 3A 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 BUY -SELL AGREEMENT (Commercial) (Including Earnest Money Receipt) [13�f2l MAL HOUSQIG REACTOR WORTWTY This Agreement stipulates the terms of sale of this property. Read carefully before signing. This is a legally binding contract. If not understood, seek competent advice. Date: 02/18/2021 MATTERHORN CAPITAL L.L.C. BY B.G.DICKEY MANAGING MEMEBER as ❑ joint tenants with rights of survivorship, ❑ tenants in common, ❑ single in his/her own right, ® other L.L.C. (hereafter the "Buyer") agrees to purchase, and the Seller agrees to sell the following described real property (hereafter the "Property") commonly known as 110 OLD SCHOOL STATION LOOP in the City of FLATHEAD , County of YCALISPELL , Montana, legally described as: OLD SCHOOL AMD L2-L3 S33,TN28N,R21W LOT 3A - 6.75 AC ASSES# OOOE00137 TOGETHER with all interest of Seiler in vacated streets and alleys adjacent thereto, all easements and other appurtenances thereto, and all improvements thereon. All existing permanently installed fixtures and equipment that are attached to the property are included in the purchase price and transfer to the Buyer. Certain fixtures and fittings are included in the purchase price and transfer to the Buyer regardless of whether they are in fact permanently installed and attached to the Property are electrical, plumbing and heating fixtures, unless otherwise excluded below: NONE PERSONAL PROPERTY: The following items of personal property and other assets are set forth hereafter or per attached addendum, free of liens and without warranty of condition, are included and shall be transferred by bill of sale: N/A PURCHASE PRICE AND TERMS: $ 409,658.00 Purchase Price: Four Hundred Nine Thousand Six Hundred Fifty -Eight (U.S. Dollars) $ 5 , 000 . o o Earnest Money (credited to Buyer at closing) $ 404 , 6s B . oo Balance Due (not including closing costs, prepaids and prorations) payable as follows (check one): ❑ All cash at closing (no financing contingency); OR ❑ Additional cash down payment at closing in the minimum amount of: ❑ $ OR ❑ % of the Purchase Price. Balance to be financed as indicated below: CLOSING DATE: The date of closing shall be (date) 05/19/2021 (the "Closing Date"). The parties may, by mutual agreement, close the transaction anticipated by this Agreement at any time prior to the date specified. The Buyer and Seller will deposit with the closing agent all instruments and funds necessary to complete the purchase in accordance with this Agreement. If third party financing is required by the terms of this Agreement (including assumptions, contracts for deed, and lender financing), the Closing Date may be extended without amendment by not more than 10 days to accommodate delays attributable solely to such third party financing. OF Z�l O 2020 Montana Association of REALTORSO I Buy -Sell Agreement (Commercial), June 2020 Buyer's Initials Page 1 of 9 Seller's Initials This form presented by Nicholas Hansen I American Dream Properties I (406) 758-2600 I nickhansen@bresnan.net TRANSACTIONS i!..„'.... Q�,y Ed',T­ 47 POSSESSION: Seller shall deliver to Buyer possession of the Property and allow occupancy: 48 ❑ when the closing agent is in receipt of all required, signed documents and all funds necessary for the purchase; OR 49 ® upon recording of the deed or notice of purchaser's interest, OR 50 ❑ 51 Seller shall provide keys and/or means to operate locks, mailboxes, security systems, alarms, if applicable. 52 53 54 55 56 57 58 59 EARNEST MONEY: (check one) ❑ Broker/Salesperson acknowledges actual receipt of earnest money in the amount as set forth herein as evidenced by: ❑ Cash or ❑ Check. Broke rlSalesperson: (name printed) (signature acknowledging receipt of earnest money) 60 ® Buyer agrees to provide earnest money in the amount as set forth herein within 7 __ days of the date all parties 61 have signed this Agreement. Earnest money may be made by check, cash or wire transfer and shall be held in trust 62 by TITLE Co of SELLERS CHOICE . If Buyer fails to provide earnest money as set forth herein, 63 buyer will be in default and Seller may declare this Agreement terminated and any earnest money already paid forfeited. 64 65 66 67 68 69 70 71 72 73 74 BUYER'S REPRESENTATION OF FUNDS: Buyer represents that they have sufficient funds for the down payment and closing costs to close this sale in accordance with this Agreement and are not relying upon any contingent source of such funds unless otherwise expressly set forth herein. DETECTION DEVICES: The Property is equipped with the following detection devices: ❑ Smoke Detector(s) ❑ Carbon monoxide detector(s) ❑ Other fire detection device(s): N/A 75 PROPERTY INSPECTIONS: The Buyer is aware that any Brokerage Firm(s) and Brokers/Salespersons involved in 76 this transaction have not conducted an expert inspection or analysis of the Property or its condition and make no 77 representations to the Buyer as to its condition, do not assure that the Property and/or buildings will be satisfactory to 78 the Buyer in all respects, that all equipment will operate properly or that the Property and/or improvements comply 79 with current building and zoning codes and ARE NOT building inspectors, building contractors, structural engineers, 80 electricians, plumbers, sanitarians, septic or cesspool experts, well drillers or well experts, land surveyors, civil 81 engineers, flood plain or water drainage experts, roofing contractors or roofing experts, accountants, attorneys, or title 82 examiners, or experts in identifying hazardous waste and/or toxic materials. Buyer's Initials © 2020 Montana Association of REALTORS@ Buy -Sell Agreement (Commercial), June 2020 Page 2 of 9 1 Seller's Initials This form presented by Nicholas Hansen I American Dream Properties 1 (406) 758-2600 1 nickhansen@bresnan.net TRANSACTIONS ftans­=9 U k Ed%i- 83 CONTINGENCIES: The contingencies set forth in this Agreement or on attached addenda shall be deemed to have 84 been released, waived, or satisfied, and the Agreement shall continue to closing, unless, by 5:00 p.m. (Mountain 85 Time) on the date specified for each contingency, the party requesting that contingency has notified the other party or 86 the other party's Broker/Salesperson in writing that the contingency is not released, waived, or satisfied. If a party has 87 notified the other party on or before the release date that a contingency is not released, waived, or satisfied, this 88 Agreement is terminated, and the earnest money will be returned to the Buyer, unless the parties negotiate other 89 terms or provisions. 90 91 INSPECTION CONTINGENCY: 19The Buyer's offer to purchase is contingent upon Buyer's acceptance of the 92 Property conditions identified through any inspections or advice requested below. Buyer agrees to acquire, at their 93 own cost, independent inspections or advice from qualified inspectors or advisors of the Buyer's choice. Buyer 94 agrees that any investigations or inspections undertaken by Buyer or on his/her behalf shall not damage or destroy 95 the Property, without the prior written consent of Seller. Further, Buyer agrees to return the Property to its original 96 condition and to indemnify Seller from any damage or destruction to the Property caused by the Buyer's 97 investigations or inspections, if Buyer does not purchase the Property. 98 99 Inspections or advice requested by the Buyer, or other concerns noted, are to be CHECKED as follows: 100 101 ❑ Building Inspection EgZoning Determination 102 ❑ Owner's Property Disclosure Statement IRReview and Approval of Protective Covenants 103 ❑ Roof Inspection 19Easements 104 ❑ Structural/Foundation Inspection ❑ Flood Plain Determination 105 ❑ Electrical Inspection ❑ Water Sample Test 106 ❑ Plumbing Inspection ❑ Septic or Cesspool Inspection 107 ❑ Heating, ventilation, cooling system — Inspection ❑ Pest/Rodent Inspection 108 ❑ Radon ❑ Underground Storage Tanks 109 ❑ Asbestos ❑ Sanitary Approval/Septic permit 110 ❑ Well Inspection for condition of Well and Quantity of Water 19 Legal Advice 111 ❑ Accounting Advice ❑Access to Property 112 E9 Survey or Corner Pins located ❑ Airport Affected Area 113 ❑ Water Rights ❑ Road Maintenance 114 ❑ Internet Availability/Speed EkToxic Waste/Hazardous Material 115 ❑ Post -Closing Rental Obligations IROther ALL OTHERS AS PURCHASER MAY IDENTIFY 116 AND REQUIRE 117 Release date for the above checked item(s): 04 1 2021 118 119 FINANCING CONTINGENCY: 120 X This Agreement is contingent upon Buyer obtaining the financing specified in the section of this Agreement 121 entitled "PURCHASE PRICE AND TERMS". If financing cannot be obtained by the Closing Date this Agreement 122 is terminated and the earnest money will be refunded to the Buyer. 123 124 APPRAISAL CONTINGENCY: 125 ❑ Property must appraise for at least ❑ the Purchase Price OR at least ❑ 126 If the Property does not appraise for at least the specified amount, this Agreement is terminated and earnest 127 money refunded to the Buyer unless the Buyer elects to proceed with closing this Agreement without regard to 128 appraised value. Written notice of Buyer's election to proceed shall be given to Seller or Seller's 129 Broker/Salesperson within days of Buyer or Buyer's Broker/Salesperson receiving notice of appraised 130 value; OR 131 ® This Agreement is contingent upon the Property appraising for at least ® the Purchase Price OR at least 132 ❑ $ . Release Date: 05/19/2021 L�? D O 2020 Montana Association of REALTORS@ 1 Buy -Sell Agreement (Commercial), June 2020 Buyer's Initials Page 3 of 9 Seller's Initials This form presented by Nicholas Hansen I American Dream Properties 1 (406) 758-260D I nickhansen�hresnan.net TRANSACTIONS 7r�ns�c; �r.�rs4 [��liun 133 TITLE CONTINGENCY: This Agreement is contingent upon Buyer's receipt and approval (to Buyer's satisfaction) 134 of the preliminary title commitment (the "Commitment") issued for the Property. Release Date: 10 days from 135 Buyer's or Buyer Broker's/Salesperson's receipt of the Commitment. 136 137 Buyer may approve the Commitment subject to the removal of specified exceptions. However, Buyer may not object to 138 the standard pre-printed exceptions (general exceptions not unique to the Property). If Buyer provides Seller written 139 objections to the Commitment prior to the release date above, Seller shall have ten (10) days from receipt of those 140 objections to satisfy said objections or propose to Buyer a plan by which the objections would be satisfied within a time 141 frame satisfactory to Buyer. If within said ten (10) day period Seller has not either satisfied Buyer's objection to the 142 Commitment or proposed to Buyer a plan by which the objections would be satisfied, Buyer shall have three (3) days 143 after expiration of said ten (10) day period to notify Seller whether Buyer desires to (i) terminate this Agreement in which 144 case the earnest money shall be returned to the Buyer or (ii) waive said objections in which case this Agreement shall 145 remain in full force and effect. The two remedies stated above shall be Buyer's sole remedies if Seller and Buyer are 146 unable to resolve Buyer's objections to the Commitment. 147 148 INSURANCE CONTINGENCY: This Agreement is contingent upon Buyer's ability to acquire, at a rate acceptable 149 to the Buyer, hazard insurance on the Property. Release Date: CLOSING 150 151 This Agreement is contingent upon SITE APPROVAL BY PURCHASER'S LEASEE (VIA A CONTRACT AWARD) 152 AT LEASEE'S SOLE DISCRETION 153 Release Date: 05/19/2021 154 155 This Agreement is contingent upon PURCHASER RECIEVING APPROVAL FOR BUILDING AND SITE WORK BY 156 CITY DEPTS. AS REQUIRED, THAT IS SATISFACTORY TO PURCHASER. 157 Release Date: 05 19 2021 158 159 ADDITIONAL PROVISIONS: 160 161 ANY SPECIAL IMPROVEMENT DISTRICT REIMBURSEMENT SHALL BE PURSUANT TO A DEVELOPERS AGREEMENT FINALIZED WITHIN THE DUE DILLIGENCE PERIOD (LINE 117)AND MUTUALLY APPROVED BY THE SELLERS AND 162 PURCHASER WITH THE INTENT TO REIMBURSE THE PURCHASER FOR THE PAYMENT OF "SPECIALS" WHICH COME 163 DUE ANNUALLY. 164 A 14.7% PRICE REDUCTION FROM THE FINAL AGREED PRICE IS SUBJECT TO THE DEVELOPERS AGREEMENT AND 165 CONTRUCTION BE COMPLETED WITHIN 18 MONTHS OF CLOSING. 166 167 THIS OFFER IS SUBJECT TO THE APPROVAL OF THE KALISPELL CITY COUNCIL. 168 169 170 CONVEYANCE: The Seller shall convey the real property by WARRANTY deed, free of all 171 liens and encumbrances except those described in the title insurance commitment, as approved by Buyer. The Seller 172 shall further convey any and all security deposits, rental agreements, property condition reports and other 173 documentation in regard to any parts of the Property occupied by tenants. 174 175 WATER: All water, including surface water or ground water, any legal entitlement to water, including statements of 176 claim, certificates of water rights, permits to appropriate water, exempt existing rights, decreed basins or any ditches, 177 ditch rights, or ditch easements appurtenant to and/or used in connection with the Property are included with the 178 Property, except NONE -CITY WATER 179 180 Filing or transfer fees will be paid by ❑ Seller, ❑ Buyer, ❑ split equally between Buyer and Seller. 181 Documents for transfer will be prepared by N/A 182 183 WATER RIGHT OWNERSHIP UPDATE DISCLOSURE: By Montana law, failure of the parties at closing or transfer 184 of real property to pay the required fee to the Montana Department of Natural Resources and Conservation for 185 updating water right ownership may result in the transferee of the Property being subject to a penalty. Additionally, in 186 the case of water rights being exempted, severed, or divided, the failure of the parties to comply with 187 Section 85-2-424, MCA, could result in a penalty against the transferee and rejection of the deed for recording. D © 2020 Montana Association of REALTORS@ 1 Buy -Sell Agreement (Commercial), June 2020 1 Buyer's Initials Page 4 of 9 Seller's Initials This form presented by Nicholas Hansen I American Dream, Properties I (406) 756-2600 I nickhansenpbresnan.net TRANSACTIONS r­„a,- ­Dz e+,t,,., 188 NATURAL WATER BODIES AND LAND PRESERVATION DISCLOSURE: Buyers of property in the State of 189 Montana should be aware that some properties contain or are adjacent to streams, rivers, wetlands, floodplains and 190 other water bodies. It is the general policy of the State of Montana that natural water bodies and the lands 191 immediately adjacent to them are to be protected and preserved to be available in their natural or existing state, and 192 to prohibit unauthorized projects related thereto. Property owners should consult their local soil conservation board, a 193 land use professional, or other qualified advisor, regarding any applicable local, state or federal regulations, including 194 permitting or other approvals, before working in or around any streams, rivers, wetlands, floodplains or other water 195 bodies, including vegetation removal. 196 197 MINERAL RIGHTS: "Mineral rights" as defined in this Agreement (which may be different than the definition under 198 Montana Law) is a term used to describe the rights the owner of those rights has to use, mine, and/or produce any or 199 all of the minerals and hydrocarbons including oil, gas, coal, sand, gravel, etc. lying below the surface of property. 200 These mineral rights may be separate from the rights a property owner has for the surface of a property. In some 201 cases, these mineral rights have been transferred to a party other than the property owner and as a result the 202 subsurface mineral rights have been severed from the property owner's surface rights. If the mineral rights have been 203 severed from the surface rights, the owner of the mineral rights has the right to enter the land and occupy it in order to 204 mine the minerals even though they don't own the property. The undersigned Buyer acknowledges and agrees that 205 neither the Seller nor the brokerage firms, brokers and salespersons involved in the transaction anticipated by this 206 Agreement warrant or make any representations concerning the mineral rights, if any, for this Property and that 207 neither the Seller nor the brokerage firms, brokers and salespersons involved in the Buyer's purchase of the Property 208 have conducted an inspection or analysis of the mineral rights to and for the Property. 209 210 CLOSING FEE: The fee charged by the individual or company closing the transaction will be paid by ❑ Seller 211 ❑ Buyer K Equally Shared. 212 213 TITLE INSURANCE: Seller, at Seller's expense and from a title insurance company chosen by Seller, shall furnish 214 Buyer with an ALTA Standard Coverage Owners Title Insurance Policy (as evidenced by a standard form American 215 Land Title Association title insurance commitment) in an amount equal to the purchase price. Buyer may purchase 216 additional owner's title insurance coverage in the form of "Extended Coverage" or "Enhanced Coverage" for an 217 additional cost to the Buyer. It is recommended that Buyer obtain details from a title company. 218 219 CONDITION OF TITLE: All mortgages, judgments and liens shall be paid or satisfied by the Seller at or prior to 220 closing unless otherwise provided herein. Seller agrees that no additional encumbrances, restrictions, easements or 221 other adverse title conditions will be placed against the title to the Property subsequent to the effective date of the 222 preliminary title commitment approved by the Buyer. 223 224 DEPOSIT OF FUNDS BY BROKE RISALESPERSON: All parties agree, unless otherwise expressly stated herein, 225 that the earnest money and any other real estate funds in Broker's/Salesperson's possession shall be deposited or 226 delivered within 3 days of receipt, or the date all parties have signed this Agreement, whichever occurs later. The 227 parties agree that accrued interest, if any, shall be payable to the holder of the funds and that sums so paid are 228 consideration for services rendered. 229 230 SECTION 1031 LIKE -KIND EXCHANGE: If either Buyer or Seller intends for this transaction to be part of a Section 231 1031 like -kind exchange, then the other party shall cooperate in the completion of the like -kind exchange provided the 232 cooperating party does not incur any additional liability or cost in doing so. Any party who intends for this transaction 233 to be part of a Section 1031 like -kind exchange may assign their rights under this Agreement to a qualified 234 intermediary or any entity expressly created for the purposes of completing a Section 1031 like -kind exchange, 235 notwithstanding the prohibition against the Buyer's assignment of this Agreement set forth in the "Binding Effect and 236 Non -Assignability" section below, 237 238 SPECIAL IMPROVEMENT DISTRICTS AND ASSOCIATION SPECIAL ASSESSMENTS: All Special Improvement 239 Districts (including rural SIDs), and all special or non -recurring assessments of any non -governmental association, 240 including those that have been noticed to Seller by City/County but not yet spread or currently assessed or that have 241 been approved but not yet billed or assessed, will be assumed by Buyer at closing unless otherwise agreed. 5 © 2020 Montana Association of REALTORSO I Buy -Sell Agreement (Commercial), June 2020 1 Buyer's Initials Page 5 of 9 Seller's Initials This form presented by Nicholas Hansen I American Dream Properties I (406) 758-2600 1 nickhansen(Pbresnan. net TRANSACTIONS r.,,,,,,- LE efil,­ 242 PRORATION OF TAXES AND ASSESSMENTS: Seller and Buyer agree to prorate taxes, Special Improvement 243 District and association special assessments for the current tax year, as well as prepaid rents, water and sewer 244 system charges, heating fuel and tank rental, irrigation assessments, Homeowner's Association dues and/or common 245 maintenance fees, as of the date of closing unless otherwise agreed. 246 247 CONDITION OF PROPERTY: Seller agrees that the Property shall be in the same condition, normal wear and tear 248 excepted, from the date of the execution of this Agreement up to the time Buyer takes possession of the Property. Seller 249 agrees to leave the Property in broom clean or better condition and allow Buyer a walk-through inspection of said 250 Property prior to closing to make sure that all appurtenances and appliances included in the sale remain on the Property. 251 252 NOXIOUS WEEDS DISCLOSURE: Buyers of property in the State of Montana should be aware that some properties 253 contain noxious weeds. The laws of the State of Montana require owners of property within this state to control, and to 254 the extent possible, eradicate noxious weeds. For information concerning noxious weeds and your obligations as an 255 owner of property, contact either your local County extension agent or Weed Control Board. 256 257 MEGAN'S LAW DISCLOSURE: Pursuant to the provisions of Title 46, Chapter 23, Part 5 of the Montana Code 258 Annotated, certain individuals are required to register their address with the local law enforcement agencies as part of 259 Montana's Sexual and Violent Offender Registration Act. In some communities, law enforcement offices will make the 260 information concerning registered offenders available to the public. If you desire further information please contact the 261 local County Sheriffs Office, the Montana Department of Justice, in Helena, Montana, and/or the probation officers 262 assigned to the area. 263 264 RADON DISCLOSURE STATEMENT: The following disclosure is given pursuant to the Montana Radon Control Act, 265 Montana Code Annotated Section 75-3-606. RADON GAS: RADON IS A NATURALLY OCCURRING RADIOACTIVE 266 GAS THAT, WHEN IT HAS ACCUMULATED IN A BUILDING IN SUFFICIENT QUANTITIES, MAY PRESENT HEALTH 267 RISKS TO PERSONS WHO ARE EXPOSED TO IT OVER TIME. LEVELS OF RADON THAT EXCEED FEDERAL 268 GUIDELINES HAVE BEEN FOUND IN BUILDINGS IN MONTANA. ADDITIONAL INFORMATION REGARDING 269 RADON AND RADON TESTING MAY BE OBTAINED FROM YOUR COUNTY OR STATE PUBLIC HEALTH UNIT. If 270 the Property has been tested for radon, the Seller will provide a copy of the test results concurrent with an executed 271 copy of this Agreement. If the Property has received radon mitigation treatment, the Seller will provide the evidence of 272 the mitigation treatment concurrent with an executed copy of this Agreement. 273 274 BUYER'S REMEDIES: (A) If the Seller fails to accept the offer contained in this Agreement within the time period 275 provided in the BUYER'S COMMITMENT section, all earnest money shall be returned to the Buyer. 276 (B) If the Seller accepts the offer contained in this Agreement, but refuses or neglects to consummate the transaction 277 anticipated by this Agreement within the time period provided in this Agreement, the Buyer may: 278 (1) Demand immediate repayment of any earnest money paid by the Buyer and upon the return of such money, 279 the rights and duties of Buyer and Seller under this Agreement shall be terminated; OR 280 (2) Demand that Seller specifically perform Seller's obligation under this Agreement; OR 281 (3) Demand monetary damages from Seller for Seller's failure to perform the terms of this Agreement. 282 283 SELLER'S REMEDIES: If the Seller accepts the offer contained in this Agreement and Buyer refuses or neglects to 284 consummate the transaction anticipated by this Agreement within the time period provided in this Agreement or 285 otherwise defaults, the Seller may: 286 (1) Declare the earnest money paid by Buyer be forfeited whereupon the rights and duties of the Buyer and 287 Seller under this Agreement shall be terminated; OR 288 (2) Demand that Buyer specifically perform Buyer's duties and obligations under this Agreement; OR 289 (3) Demand that Buyer pay monetary damages for Buyer's failure to perform the terms of this Agreement. 290 291 BUYER'S AND SELLER'S CERTIFICATION: By entering into this Agreement, each person or persons executing this 292 Agreement, as Buyer or Seller, represents that he/she is eighteen (18) years of age or older, of sound mind, and legally 293 competent to own or transfer real property in the State of Montana; and, if acting on behalf of a corporation, partnership, 294 or other non -human entity, that he/she is duly authorized to enter into this Agreement on behalf of such entity. © 2020 Montana Association of REALTORS@ 1 Buy -Sell Agreement (Commercial), June 2020 Buyer's Initials Page 6 of 9 Seller's Initials This corm presented by Nicholas Hansen I American Dream Properties I (406) 758-2600 f nickhansen@bresnan.net TRANSACTIONS F' 7ra..sac, ciil�^s: EJ tip i 295 FOREIGN PERSON OR ENTITY: Section 1445 of the Internal Revenue Code provides for the withholding of tax 296 upon the sale of U.S. real property owned by a foreign entity or foreign person unless the amount realized (usually 297 the sales price) does not exceed $300,000 and the Buyer intends to use the Property as a residence. If the Seller is 298 a foreign entity or foreign person, Seller acknowledges and agrees that the Buyer or closing agent is required to 299 deduct and withhold the applicable tax from the proceeds of sale at closing and submit the tax to the Internal 300 Revenue Service unless the transfer of the Property satisfies an exception provided for in Section 1445 of the 301 Internal Revenue Code. 302 303 CONSENT TO DISCLOSE INFORMATION: Buyer and Seller hereby consent to the procurement and disclosure by 304 Buyer, Seller, and Brokers/Salespersons and their attorneys, agent, and other parties having interests essential to this 305 Agreement, of any and all information reasonably necessary to consummate the transaction described in this 306 Agreement, specifically including access to escrows for review of contracts, deeds, trust indentures, or similar 307 documents concerning this Property or underlying obligations pertaining thereto. 308 309 WIRE FRAUD ALERT: Criminals are hacking email accounts of title companies, real estate agents, settlement 310 attorneys and others, resulting in fraudulent wire instructions being used to divert funds to the account of the criminal. 311 The emaiis may look legitimate but they are not. Buyer and Seller are advised NOT to wire any funds without 312 personally speaking with the intended recipient of the wire to confirm the routing number and the account number. 313 Buyer and Seller should NOT send personal information such as social security numbers, bank account numbers and 314 credit card numbers through email. 315 316 RISK OF LOSS: All loss or damage to any of the above -described Property or personal property to any cause is 317 assumed by Seller through the time of closing unless otherwise specified. 318 319 TIME IS OF THE ESSENCE: Time is of the essence as to the terms and provisions of this Agreement. 320 321 BINDING EFFECT AND NON -ASSIGNABILITY: This Agreement is binding upon the heirs, successors and assigns 322 of each of the parties hereto; however, unless otherwise provided for in this Agreement, Buyer's interest is not 323 assignable without the Seller's express written consent. 324 325 ATTORNEY FEES: In any action brought by the Buyer or the Seller to enforce any of the terms of this Agreement, the 326 prevailing party in such action shall be entitled to such reasonable attorney fees as the court or arbitrator shall 327 determine just. 328 329 COMMISSION: The Seller's and/or Buyer's commitment to pay a commission in connection with this transaction is an 330 integral part of this Agreement. 331 332 FAX/COUNTERPARTSIELECTRONIC SIGNATURES: This Agreement may be executed in counterparts and, when 333 all counterpart documents are executed, the counterparts shall constitute a single binding instrument. Moreover, a 334 signature transmitted by fax or other electronic means will be enforceable against any party who executes the 335 Agreement and transmits the signature by fax or other electronic means. The parties hereto, all agree that the 336 transaction contemplated by this document may be conducted by electronic means in accordance with the Montana 337 Uniform Electronic Transaction Act. 338 339 ENTIRE AGREEMENT: This Agreement, together with any attached exhibits and any addenda or amendments signed 340 by the parties, shall constitute the entire agreement between Seller and Buyer, and supersedes any other written or oral 341 agreements between Seller and Buyer. This Agreement can be modified only in writing, signed by the Seller and Buyer. 342 343 EARNEST MONEY DISPUTES: Buyer and Seller agree that, in the event of any controversy regarding the earnest money 344 and things of value held by the Broker, closing agent, or any person or entity holding such money or property, unless mutual 345 written instructions are received by the holder of the earnest money and things of value, Broker or closing agent shall not be 346 required to take any action, but may await any proceedings, or, at Broker's or closing agent's option and sole discretion, may 347 interplead all parties and deposit any monies or things of value in a court of competent jurisdiction and may utilize as much of 348 the earnest money deposit as may be necessary to advance the cost and fees required for filing such action. © 2020 Montana Association of REALTORS@ 1 Buy -Sell Agreement (Commercial), June 2020 1 Buyer's Initials Page 7 of 9 Seller's Initials This form presented by Nicholas Hansen J American Dream Properties 1 (406) 758-2606 I nickhansen@bresnan.net TRANSACTIONS vws,cCanceia Eel<E.., 349 350 351 352 353 354 355 356 357 358 359 360 361 362 363 364 365 366 367 368 369 370 371 372 373 374 375 376 377 378 379 380 381 382 383 384 385 386 387 388 389 390 391 392 393 394 395 396 ADDENDA AND/OR DISCLOSURES ATTACHED: ❑ Contingency for Sale of Buyer's Property ❑ Addendum for Additional Provisions ❑ Water Rights Acknowledgement ❑ (check all that apply): ❑ Back-up Offer ❑ Mold Disclosure (for all inhabitable real property) RELATIONSHIP CONFIRMATION: The parties to this Agreement confirm that the real estate licensees identified hereafter have been involved in the capacities indicated below and the parties have previously received the required statutory disclosures setting forth the licensee's duties and the limits of their obligations to each party: LINDA P. Of FLATHEAD VALLEY BROKERS (name of licensee) (name of brokerage company) is acting as ® Seller's Agent ❑ Dual Agent ❑ Statutory Broker NICK HANSEN of AMERICAN DREAM PROPERTIES INC. (name of licensee) (name of brokerage company) is acting as © Buyer's Agent ❑ Dual Agent ❑ Statutory Broker ❑ Seller's Agent (includes Seller's Sub -Agent) BUYER'S ACKNOWLEDGMENT: Buyer acknowledges that prior verbal representations by the Seller or Seller's representatives do not modify or affect this Agreement. Buyer acknowledges that by signing this Agreement he/she has examined the subject real and personal property and represents that Buyer x has OR L has not physically visited the Property in person prior to the execution of this Agreement; has entered into this Agreement in full reliance upon his/her independent investigation and judgments and has read and understood this entire Agreement. BUYER'S COMMITMENT: I/We agree to purchase the above -described Property on the terms and conditions set forth in the above offer and grant to said Broker/Salesperson until (date) 03/03/2021 , at 5 ❑ am KI pm (Mountain Time) to secure Seller's written acceptance, whether or not that deadline falls on a Saturday, Sunday or holiday. Buyer may withdraw this offer at any time prior to Buyer being notified of Seller's written acceptance. If Seller has not accepted by the time specified, this offer is automatically withdrawn. I/We hereby acknowledge receipt of a copy of this Agreement bearing my/our signature(s). Date: 02/18/2021 , at 2 [-]am ®pm (Mountain Time) Buyer's Signature 61 Name Printed: B.G.DICKEY Address: Buyer's Signature Name Printed: Address (if different): IF Z�l / Buyer's Initials State: Zip: Date: , at ❑am ❑pm (Mountain Time) © 2020 Montana Association of REALTORS@ Buy -Sell Agreement (Commercial), June 2020 Page 8 of 9 State: Zip: Seller's Initials This form presented by [Nicholas Hansen I American Dream Properties I (406) 758-2600 1 nickhansen@bresnan. net � TRANSACTIONS 7ransa�¢.mPesk Eciti 397 398 399 400 401 402 403 404 405 406 407 408 409 410 411 412 413 414 415 416 417 418 419 420 421 422 423 SELLER'S COMMITMENT: I/We agree to sell to Buyer the above -described Property on the terms and conditions herein above stated. I/We hereby acknowledge receipt of a copy of this Agreement bearing my/our signature(s) and that of the Buyer(s) named above. Date: , at ❑am ❑pm (Mountain Time) Seller's Signature Name Printed: Address: Seller's Signature Name Printed: Address (if different): ❑ Modified per the attached Counter Offer: State: Zip: Date: at ❑am ❑pm (Mountain Time) State: Zip: 1 1 Seller's Initials Date Seller's Initials Date ❑ Rejection of this offer by Seller (no counter offer is being made): 1 1 Seller's Initials Date Seller's Initials Date NOTE: Unless otherwise expressly stated the term "Days" means calendar days and not business days. Business days are defined as all days except Sundays and holidays. Any performance which is required to be completed on a Saturday, Sunday or holiday can be performed on the next business day. © 2020 Montana Association of REALTORS@ Buy -Sell Agreement (Commercial), June 2020 Page 9 of 9 This form presented by Nicholas Hansen I American Dream Properties I (406) 758-2600 i nickhansen@hrasnan.net TRANSACTIONS IF)G ansatar.�e:x @d4li Authentisign IQ: 55C8FB13-EABS<IBQI-8D5F.5E6DC4D337FA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 BUY -SELL AGREEMENT (Land) (Including Earnest Money Receipt) Q REACTOR [13 ¢o-unt xauspppORTUNITYir�c This Agreement stipulates the terms of sale of this property. Read carefully before signing. This is a legally binding contract. If not understood, seek competent advice. Date: 02/24/2021 Clifton Jones and/or assigns as ❑joint tenants with rights of survivorship, '7.j tenants in common, ❑° singie in his/her own right, ❑ other (hereafter the 'Buyer") agrees to purchase, and the Seller agrees to self the following described real property (hereafter the "Property") commonly known as 110 School Station Court Lot 3A, 59901 in the City of Kalispell , County of Flathead Montana, legally described as: Old School Station Amd L2&3, S33, T28 N, R21 W, Lot 3A, Acres 6.75, Assr #000E001370 TOGETHER with all interest of Seller in vacated streets and alleys adjacent thereto, all easements and other appurtenances thereto, uncut timber and non -harvested crops and all improvements thereon except. - PERSONAL PROPERTY: The following items of personal property, free of liens and without warranty of condition, are included and shall be transferred by the bill of sale: PURCHASE PRICE AND TERMS: $ 420, 000.00 Purchase Price: Four Hundred Twenty Thousand (U.S. Dollars) $ 10, 000 , oo Earnest Money (credited to Buyer at closing) $ 410, 000. oo Balance Due (not including closing costs, prepaids and prorations) payable as follows (check one): 1 All cash at closing (no financing contingency); OR Additional cash down payment at closing in the minimum amount of: ❑ $ OR ❑ % of the Purchase Price. Balance to be financed as indicated below: J Conventional ❑ Other Financing ❑ Seller Financing I Assumption ❑ Home Equity __1 Other CLOSING DATE: The date of closing shall be (date) see add. prow. (the "Closing Date"). The parties may, by mutual agreement, close the transaction anticipated by this Agreement at any time prior to the date specified. The Buyer and Seller will deposit with the closing agent all instruments and funds necessary to complete the purchase in accordance with this Agreement. If third -party financing is required by the terms of this Agreement (including assumptions, contracts for deed, and lender financing), the Closing Date may be extended without amendment by not more than days to accommodate decays attributable solely to such third -party financing. POSSESSION: Seller shall deliver to Buyer possession of the Property and allow occupancy: ❑ when the closing agent is in receipt of ali required, signed documents and all funds necessary for the purchase; OR Ik upon recording of the deed or notice of purchaser's interest, OR 1-1 Seller shall provide keys and/or means to operate locks, mailboxes, security systems, alarms, garage door opener(s), and Homeowner's Association facilities, if applicable. C � © 2020 Montana Association of REALTORS@ 1 Buy -Sell Agreement (Land), June 2020 Buyer's initials Page 1 of 8 Seller's initials This form presented by Judith Fountain i Western Brokers 1 (406) 253-6741 judyfountain@hotmail.com TRANSACTIONS A Lit helllisign 1D. B5C8FBI 3-EAB3-18D 1-30 V-6ESDC4D307FA 50 EARNEST MONEY: (check one) 51 ❑ Broker/Salesperson acknowledges actual receipt of earnest money in the amount as set forth herein as evidenced 52 by: 53 ❑ Cash or ❑ Check. 54 Broker/Salesperson: 55 (name printed) (signature acknowledging receipt of eamest money) 56 57 K❑ Buyer agrees to provide earnest money in the amount as set forth herein within 5 days of the date all parties 58 have signed this Agreement. Earnest money may be made by check, cash or wire transfer and shall be held in trust 59 by Fidelity Title . If Buyer fails to provide earnest money as set forth herein, 60 buyer will be in default and Seller may declare this Agreement terminated and any earnest money already paid forfeited. 61 62 FINANCING CONDITIONS AND OBLIGATIONS: 63 64 BUYER'S REPRESENTATION OF FUNDS: Buyer represents that they have sufficient funds for the down 65 payment and closing costs to close this sale in accordance with this Agreement and are not relying upon 66 any contingent source of such funds unless otherwise expressly set forth herein. 67 68 LOAN APPLICATION: If Buyer fails to make written application for financing and pay to the lender any 69 required fees, apply for assumption of an existing loan or contract, or initiate any action required for 70 completion of a contract for deed by 5:00 pm (Mountain Time) (date) 71 Buyer will be in breach of this Agreement and Seller can exercise Seller's remedies under this Agreement. 72 73 CONTINGENCIES: The contingencies set forth in this Agreement or on attached addenda shall be deemed to have 74 been released, waived, or satisfied, and the transaction shall continue to closing, unless by 5:00 pm (Mountain Time) on 75 the date specified for each contingency, the party requesting that contingency has notified the other party or the other 76 party's Broker/Salesperson in writing that the contingency is not released, waived, or satisfied. If a party has notified the 77 other party on or before the release date that a contingency is not released, waived or satisfied, this transaction is 78 terminated, and the earnest money will be returned to the Buyer, unless the parties negotiate other terms or provisions. 79 80 FINANCING CONTINGENCY: 81 This Agreement is contingent upon Buyer obtaining the financing specified in the section of this Agreement 82 entitled "PURCHASE PRICE AND TERMS". If financing cannot be obtained by the Closing Date this 83 Agreement is terminated and the earnest money will be refunded to the Buyer. 84 85 APPRAISAL CONTINGENCY: 86 ❑ Property must appraise for at least ❑ the Purchase Price OR at feast ❑ $ If the 87 Property does not appraise for at least the specified amount, this Agreement is terminated and earnest money 88 refunded to the Buyer unless the Buyer elects to proceed with closing this Agreement without regard to appraised 89 value. Written notice of Buyer's election to proceed small be given to Seller or Seller's Broker/Salesperson within 90 _ days of Buyer or Buyer's Broker/Salesperson receiving notice of appraised value; OR 91 92 ❑ This Agreement is contingent upon the Property appraising for at least ❑ the Purchase Price OR at least 93 ❑ $ Release Date: C � O 202C Montana Association of REALTORS@ 1 Buy -Sell Agreement (Land), June 2020 1 Buyer's Initials Page 2 of 8 Seller's Initials This form presented by Judith Fountain I western Brokers 1 (406) 253-6741 I judyfountain0hotmail.com TRANSACTIONS Authentisign fD: 85C8F813.EAE3-f8Di-8D5F-5Efl0C4D337FA 94 TITLE CONTINGENCY: This Agreement is contingent upon Buyer's receipt and approval (to Buyer's 95 satisfaction) of the preliminary title commitment (the "Commitment") issued for the Property. Release Date: 96 days from Buyer's or Buyer Broker's/Salesperson's receipt of the Commitment. 97 98 Buyer may approve the Commitment subject to the removal of specified exceptions. However, Buyer may not 99 object to the standard pre-printed exceptions (general exceptions not unique to the Property). If Buyer provides 100 Seller written objections to the Commitment prior to the release date above, Seller shall have ten (10) days from 101 receipt of those objections to satisfy said objections or propose to Buyer a plan by which the objections would be 102 satisfied within a time frame satisfactory to Buyer. If within said ten (10) day period Seller has not either satisfied 103 Buyer's objection to the Commitment or proposed to Buyer a plan by which the objections would be satisfied, 104 Buyer shall have three (3) days after expiration of said ten (10) day period to notify Seller whether Buyer desires 105 to (i) terminate this Agreement in which case the earnest money shall be returned to the Buyer or (ii) waive said 106 objections in which case this Agreement shall remain in full force and effect. The two remedies stated above shall 107 be Buyer's sole remedies if Seller and Buyer are unable to resolve Buyer's objections to the Commitment. 108 109 PROPERTY INVESTIGATION: This offer is contingent upon Buyer's independent investigation of the following 110 conditions relating to the Property, including but not limited to; covenants, zoning, access, easements, well 111 depths, septic and sanitation restrictions, surveys or other means of establishing the corners and boundaries, 112 special improvement districts, restrictions affecting use, special building requirements, future assessments, 113 utility hook up and installation costs, environmental hazards, airport affected area, road maintenance 114 obligations or anything else Buyer deems appropriate. Buyer agrees that any investigations or inspections 115 undertaken by Buyer or on his/her behalf shall not damage or destroy the Property, without the prior written 116 consent of Seller. Further, Buyer agrees to return the Property to its original condition and to indemnify Seller 117 from any damage or destruction to the Property caused by the Buyer's investigations or inspections, if Buyer 118 does not purchase the Property. Release Date: see add. prov. 119 120 This offer is contingent upon 121 122 123 124 125 Release Date: 126 127 This offer is contingent upon 128 129 130 131 132 Release Date: 133 134 ADDITIONAL PROVISIONS: 135 This offer is made with the understanding that Seller would issue a 14.2e credit (based on the 136 sale price) back to Buyer when 18 month building application is initiated, the terms being 137 further clarified during due diligence. 138 The Buyer intends to build/use the property in compliance to the overall development and zoning 139 applicable. 140 Buyer to have 45 days from date of acceptance to exercise their due diligence and complete 141 property investigation (Line 118). Closing date to be 30 days after property investigation 142 contingency is released. 143 144 145 146 147 148 149 C� O 2020 Montana Association of REALTORSO Buy -Sell Agreement (Land), .tune 2020 � Buyer's Initials Page 3 of 3 Seller's Initials This form p — —ted by J,dith Fountain I Western Brokers (406) 253-6741 1 judyfo ntainfhotmail.com TRANSACTIONS Aulhem,ign;0: BSC8FSt3-EA83fiBpl-865F SE5❑G10 "SJ;FA 150 CONVEYANCE: The Seller small convey the real property by warranty 151 deed, free of all liens and encumbrances except those described in the title insurance commitment, as approved by 152 Buyer. The Seller shall convey the personal property by Bill of Sale. 153 154 WATER: All water, including surface water or ground water, any legal entitlement to water, including statements of 155 claim, certificates of water rights, permits to appropriate water, exempt existing rights, decreed basins or any ditches, 156 ditch rights, or ditch easements appurtenant to and/or used in connection with the Property are included with the 157 Property, except: 158 159 Filing or transfer fees will be paid by F-J' Seller, n Buyer, OR lid split equally between Buyer and Seller. 160 Documents for transfer will be prepared by 161 162 WATER RIGHT OWNERSHIP UPDATE DISCLOSURE: By Montana law, failure of the parties at closing or transfer 163 of real property to pay the required fee to the Montana Department of Natural Resources and Conservation for 164 updating water right ownership may result in the transferee of the property being subject to a penalty. Additionally, in 165 the case of water rights being exempted, severed, or divided, the failure of the parties to comply with section 166 85-2-424, MCA, could result in a penalty against the transferee and rejection of the deed for recording. 167 168 NATURAL WATER BODIES AND LAND PRESERVATION DISCLOSURE: Buyers of property in the State of 169 Montana should be aware that some properties contain or are adjacent to streams, rivers, wetlands, floodplains and 170 other water bodies. It is the general policy of the State of Montana that natural water bodies and the lands 171 immediately adjacent to them are to be protected and preserved to be available in their natural or existing state, and 172 to prohibit unauthorized projects related thereto. Property owners should consult their local soil conservation board, a 173 land use professional, or other qualified advisor, regarding any applicable local, state or federal regulations, including 174 permitting or other approvals, before working in or around any streams, rivers, wetlands, floodplains or other water 175 bodies, including vegetation removal. 176 177 MINERAL RIGHTS: "Mineral rights" as defined in this Agreement (which may be different than the definition under 178 Montana law) is a term used to describe the rights the owner of those rights has to use, mine, and/or produce any or 179 all of the minerals and hydrocarbons including oil, gas, coal, sand, gravel, etc, lying below the surface of property. 180 These mineral rights may be separate from the rights a property owner has for the surface of a property. In some 181 cases, these mineral rights have been transferred to a party other than the property owner and as a result the 182 subsurface mineral rights have been severed from the property owner's surface rights. If the mineral rights have been 183 severed from the surface rights, the owner of the mineral rights has the right to enter the land and occupy it in order to 184 mine the minerals even though they don't own the property. The undersigned Buyer acknowledges and agrees that 185 neither the Seller nor the brokerage firms, brokers and salespersons involved in the transaction anticipated by this 186 Agreement warrant or make any representations concerning the mineral rights, if any, for this Property and that 187 neither the Seller nor the brokerage firms, brokers and salespersons involved in the Buyer's purchase of the Property 188 have conducted an inspection or analysis of the mineral rights to and for the Property. 189 190 CLOSING FEE., The fee charged by the individual or company closing the transaction will be paid by ❑ Seller 191 ❑ Buyer 91 Equally Shared. 192 193 TITLE INSURANCE: Seller, at Seller's expense and from a title insurance company chosen by Seller, shall furnish 194 Buyer with an ALTA Standard Coverage Owners Title Insurance Policy (as evidenced by a standard form American 195 Land Title Association title insurance commitment) in an amount equal to the purchase price. Buyer may purchase 196 additional owner's title insurance coverage in the form of "Extended Coverage" or "Enhanced Coverage" for an 197 additional cost to the Buyer. It is recommended that Buyer obtain details from a title company. 198 199 CONDITION OF TITLE: All mortgages, judgements and liens shall be paid or satisfied by the Seller at or prior to 200 closing unless otherwise provided herein. Seller agrees that no additional encumbrances, restrictions, easements or 201 other adverse title conditions will be placed against the title to the Property subsequent to the effective date of the 202 preliminary title commitment approved by the Buyer. P411- © 2020 Montana Association of REALTORSO 1 Buy -Sell Agreement (Land), June 2020 1 Buyer's Initials Page 4 of 8 Seller's Initials This toxm presented by Judith Fountain I Western Brokers 1 (406) 253-6741 1 judyfountainftot—it-com TRANSACTIONS Authe3itisfyn ID, B5CSF813-EAB3-4FCt-9D5F-5E6DC4d377rA 203 DEPOSIT OF FUNDS BY BROKER/SALESPERSON: All parties agree, unless otherwise expressly stated herein, 204 that the earnest money and any other real estate funds in Broker's/Salesperson's possession shall be deposited or 205 delivered within days of receipt, or the date ail parties have signed this Agreement, whichever occurs later. The 206 parties agree that accrued interest, if any, shall be payable to the holder of the funds and that sums so paid are 207 consideration for services rendered. 208 209 SECTION 1031 LIKE -KIND EXCHANGE: If either Buyer or Seller intends for this transaction to be part of a Section 210 1031 like -kind exchange, then the other party shall cooperate in the completion of the like -kind exchange provided the 211 cooperating party does not incur any additional liability or cost in doing so. Any party who intends for this transaction 212 to be part of a Section 1031 like -kind exchange may assign their rights under this Agreement to a qualified 213 intermediary or any entity expressly created for the purposes of completing a Section 1031 like -kind exchange, 214 notwithstanding the prohibition against the Buyer's assignment of this Agreement set forth in the "Binding Effect and 215 Non -Assignability" section below. 216 217 SPECIAL IMPROVEMENT DISTRICTS AND ASSOCIATION SPECIAL ASSESSMENTS: Ali Special Improvement 218 Districts (including rural SIDs), and all special or non -recurring assessments of any non -governmental association, 219 including those that have been noticed to Seller by City/County but not yet spread or currently assessed or that have 220 been approved but not yet billed or assessed, will be assumed by Buyer at closing unless otherwise agreed. 221 222 PRORATION OF TAXES AND ASSESSMENTS: Seller and Buyer agree to prorate taxes, Special Improvement 223 District and association special assessments for the current tax year, as well as prepaid rents, water and sewer 224 system charges, heating fuel and tank rental, irrigation assessments, Homeowner's Association dues and/or common 225 maintenance fees, as of the date of closing unless otherwise agreed. 226 227 CONDITION OF PROPERTY: Seller agrees that the Property shall be in the same condition, normal wear and tear 228 excepted, from the date of the execution of this Agreement up to the time Buyer takes possession of the Property. 229 Seller will remove afl personal property not included in this sale prior to closing. 230 231 NOXIOUS WEEDS DISCLOSURE: Buyers of property in the state of Montana should be aware that some properties 232 contain noxious weeds. The laws of the State of Montana require owners of property within this state to control, and to 233 the extent possible, eradicate noxious weeds. For information concerning noxious weeds and your obligations as an 234 owner of property, contact either your local County extension agent or Weed Control Board. 235 236 MEGAN'S LAW DISCLOSURE: Pursuant to the provisions of Title 46, Chapter 23, Part 5 of the Montana Code 237 Annotated, certain individuals are required to register their address with the local law enforcement agencies as part of 238 Montana's Sexual and Violent Offender Registration Act. In some communities, law enforcement offices will make the 239 information concerning registered offenders available to the public. If you desire further information please contact the 240 local County Sheriffs office, the Montana Department of Justice, in Helena, Montana, and the probation officers 241 assigned to the area. 242 243 BUYER'S REMEDIES: (A) If a Seller fails to accept the offer contained in this Agreement within the time period 244 provided in the BUYER'S COMMITMENT section, all earnest money shall be returned to the Buyer. 245 (B) If the Seller accepts the offer contained in this Agreement, but refuses or neglects to consummate the transaction 246 anticipated by this Agreement within the time period provided in this Agreement, the Buyer may: 247 (1) Demand immediate repayment of any earnest money paid by the Buyer, and upon the return of such money, the 248 rights and duties of Buyer and Seller under this Agreement shall be terminated; OR 249 (2) Demand that Seller specifically perform Seller's obligation under this Agreement; OR 250 (3) Demand monetary damages from Seller for Seller's failure to perform the terms of this Agreement. 251 252 SELLER'S REMEDIES: 253 If the Seller accepts the offer contained in this Agreement and Buyer refuses or neglects to consummate the 254 transaction within the time period provided in this Agreement, the Seller may: 255 (1) Declare the earnest money paid by Buyer be forfeited whereupon the rights and duties of the Buyer and Seller 256 under this Agreement shall be terminated; OR 257 (2) Demand that Buyer specifically perform Buyer's duties and obligations under this Agreement; OR 258 (3) Demand that Buyer pay monetary damages for Buyer's failure to perform the terms of this Agreement. C � © 2020 Montana Association of REALTORS@ I Buy -Sell Agreement (Land), June 2020 I Buyers Initials Page 5 of 8 Seller's Initials This form presented by Judith Fountain I Western Brokers 1 (406) 253-6741 1 judyfountain@hotmail.com �TRANSAC710NS Auth,mn s,gn. T" 35CBFB13-E.483=SB01-B05F-SEe0G30737FA 259 BUYER'S AND SELLER'S CERTIFICATION: By entering into this Agreement, each person or persons executing this 260 Agreement, as Buyer or Seller, represents that he/she is eighteen (18) years of age or older, of sound mind, and legally 261 competent to own or transfer real property in the State of Montana-, and, if acting on behalf of a corporation, partnership, 262 or other non -human entity, that he/she is duly authorized to enter into this Agreement on behalf of such entity. 263 264 FOREIGN PERSON OR ENTITY: Section 1445 of the Internal Revenue Code provides for the withholding of tax 265 upon the sale of U.S. real property owned by a foreign entity or foreign person unless the amount realized (usually 266 the sales price) does not exceed $300,000 and the Buyer intends to use the property as a residence. If the Seller is 267 a foreign entity or foreign person, Seller acknowledges and agrees that the Buyer or closing agent is required to 268 deduct and withhold the applicable tax from the proceeds of sale at closing and submit the tax to the Internal 269 Revenue Service unless the transfer of the property satisfies an exception provided for in Section 1445 of the 270 Internal Revenue Code. 271 272 AGRICULTURAL FOREIGN INVESTMENT DISCLOSURE ACT: The Agricultural Foreign Investment Disclosure Act 273 of 1978 (AFIDA) requires any foreign person who acquires or transfers any interest, other than a security interest, in 274 agricultural land to submit a report to the Secretary of Agriculture not later than 90 days after the date of the 275 acquisition or transfer. If Buyer or Seller is or may be considered a foreign person under the AFIDA they are advised 276 to consult with an appropriate professional concerning any reporting that may be required by the AFIDA. 277 278 CONSENT TO DISCLOSE INFORMATION: Buyer and Seller hereby consent to the procurement and disclosure by 279 Buyer, Seller, and Brokers/Salespersons and their attorneys, agent, and other parties having interests essential to this 280 Agreement, of any and all information reasonably necessary to consummate the transaction described in this 281 Agreement, specifically including access to escrows for review of contracts, deeds, trust indentures, or similar 282 documents concerning this Property or underlying obligations pertaining thereto. 283 284 WIRE FRAUD ALERT: Criminals are hacking email accounts of title companies, real estate agents, settlement 285 attorneys and others, resulting in fraudulent wire instructions being used to divert funds to the account of the criminal. 286 The emails may look legitimate but they are not. Buyer and Seller are advised NOT to wire any funds without 287 personally speaking with the intended recipient of the wire to confirm the routing number and the account number. 288 Buyer and Seller should NOT send personal information such as social security numbers, bank account numbers and 289 credit card numbers through email. 290 291 RISK OF LOSS: All loss or damage to any of the above -described real property or personal property to any cause is 292 assumed by Seller through the time of closing unless otherwise specified. 293 294 TIME IS OF THE ESSENCE; Time is of the essence as to the terms and provisions of this Agreement. 295 296 BINDING EFFECT AND NON -ASSIGNABILITY: This Agreement is binding upon the heirs, successors and assigns 297 of each of the parties hereto-, however, Buyer's rights under this Agreement are not assignable without the Seller's 298 express written consent. 299 300 ATTORNEY FEES: In any action brought by the Buyer or the Seller to enforce any of the terms of this Agreement, the 301 prevailing party in such action shad be entitled to such reasonable attorney fees as the court or arbitrator shall 302 determine just. 303 304 COMMISSION: The Seller's and/or Buyer's commitment to pay a commission in connection with this transaction is an 305 integral part of this Agreement. 306 307 FAXICOUNTERPARTSIELECTRONIC SIGNATURES: This Agreement may be executed in counterparts and, when 308 all counterpart documents are executed, the counterparts shall constitute a single binding instrument. Moreover, a 309 signature transmitted by fax or other electronic means will be enforceable against any party who executes the 310 Agreement and transmits the signature by fax or other electronic means. The parties hereto, all agree that the 311 transaction contemplated by this document may be conducted by electronic means in accordance with the Montana 312 Uniform Electronic Transaction Act. 14p] OO 2020 Montana Association of REALTORSO 1 Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 6 of 8 Seller's Initials TRANSACTIONS Authmirisign ID BSCBFBI3-EAB3-iBl)I-Si�SF �E5Q CS03�7FP 313 314 315 316 317 318 319 320 321 322 323 324 325 326 327 328 329 330 331 332 333 334 335 336 337 338 339 340 341 342 343 344 345 346 347 348 349 350 351 352 353 354 355 356 357 358 359 36C 361 362 ENTIRE AGREEMENT: This Agreement, together with any attached exhibits and any addenda or amendments signed by the parties, shall constitute the entire agreement between Seller and Buyer, and supersedes any other written or oral agreements between Seller and Buyer- This Agreement can be modified only in writing, signed by the Seller and Buyer. EARNESTMONEY DISPUTES: Buyer and Seller agree that, in the event of any controversy regarding the earnest money and things of value held by the Broker, closing agent, or any person or entity holding such money or property, unless mutual written instructions are received by the holder of the earnest money and things of value, Broker or closing agent shall not be required to take any action, but may await any proceedings, or, at Broker's or closing agent's option and sole discretion, may irterplead all parties and deposit any monies or things of value in a Court of competent jurisdiction and may utilize as much of the earnest money deposit as may be necessary to advance the cost and fees required for filing such action, ADDENDA AND/OR DISCLOSURES ATTACHED: (check all that apply): Ll Contingency for Sale of Buyer's Property ❑ Back-up Offer ❑ Addendum for Additional Provisions ❑ Water Rights Acknowledgement 17 RELATIONSHIP CONFIRMATION: The parties to this Agreement confirm that the real estate licensees identified hereafter have been involved in the capacities indicated below and the parties have previously received the required statutory disclosures setting forth the licensees' duties and the limits of their obligations to each party: Linda Pistorese (name of licensee) (licensee's Montana license number) (licensee email address) (licensee phone number) is acting as k_1 Seller's Agent Of Flathead Valley Brokers (name of brokerage company) (brokerage company address) (brokerage company phone number) 71 Dual Agent ❑ Statutory Broker __. Judy Fountain of Western Brokers LLP (name of licensee) (name of brokerage company) rre-bro-lic-12695 344 S. Main Street Kalis ell MT 59901 (licensee's Montana license number) (brokerage company address) -judyfountain@hotmail.com 406 756 8300 (licensee email address) (brokerage company phone number) 406 253 6741 (licensee phone number) is acting as —K1 Buyer's Agent ❑ Dual Agent ❑ Statutory Broker Seller's Agent (includes Seller's Sub -Agent) C � © 2020 Montana Association of REALTORS@ I Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 7 of 8 I Seller's Initials This form presented by Judith Fountain Western Brokers 1 (406) 253-6741 1 judyfountain@hotmail,com TRANSACTIONS Auth-ti,ign ID: 65C9Fa I"-FA88-BDI-305F.5E60C10]27FA 363 364 365 366 367 368 369 370 371 372 373 374 375 376 377 378 379 380 381 382 383 384 385 386 387 388 389 390 391 392 393 394 395 396 397 398 399 400 401 402 403 404 405 406 407 408 409 410 411 412 413 414 415 416 BUYER'S ACKNOWLEDGMENT: Buyer acknowledges that prior verbal representations by the Seller or Seller's representatives do not modify or affect this Agreement. Buyer acknowledges that by signing this Agreement he/she has examined the subject real and personal property and represents that Buyer X has OR has not physically visited the Property in person prior to the execution of this Agreement; has entered into this Agreement in full reliance upon his/her independent investigation and judgments and has read and understood this entire Agreement. BUYER'S COMMITMENT: IIWe agree to purchase the above -described Property on the terms and conditions set forth in the above offer and grant to said Broker/Salesperson until (date) 03/02/2021 , at 3.00 ❑ am X pm (Mountain Time) to secure Seller's written acceptance, whether or not that deadline falls on -a-Saturday, Sunday or holiday. Buyer may withdraw this offer at any time prior to Buyer being notified of Seller's written acceptance. If Seller has not accepted by the time specified, this offer is automatically withdrawn. I/We hereby acknowledge receipt of a copy of this Agreement bearing my/our signature(s). a'� Date: 02/24/2021 , at 11:3oFkam ❑pm (Mountain Tune) t g ,Slin�re Name Printed: Clifton Jones and/or assi Address: State: Zip: Buyer's Signature Name Printed: Address (if different): Date: , at ❑am ❑pm (Mountain Time) State: Zip: SELLER'S COMMITMENT: IIWe agree to sell to Buyer the above -described Property on the terms and conditions herein above stated. I/We hereby acknowledge receipt of a copy of this Agreement bearing my/our signature(s) and that of the Buyer(s) named above. Seller's Signature Name Printed: Address: Seller's Signature Name Printed: Address (if different): ❑ Modified per the attached Counter Offer: 1 Seller's Initials Date Date: , at Date: at ❑am ❑pm (Mountain Time) State: Zip: Dam ❑ipm (Mountain Time) State: Zip: Seller's Initials Date ❑ Rejection of this offer by Seller (no counter offer is being made): 1 Seller's Initials Date 1 Seller's Initials Date NOTE: Unless otherwise expressly stated the term "Days" means calendar days and not business days. Business days are defined as all days except Sundays and holidays. Any performance which is required to be completed on a Saturday, Sunday or holiday can be performed on the next business day. © 2020 Montana Association of REALTORS@ Buy -Sell Agreement (Land), June 2020 Page 8of8 This form presented by Judith Fountain Western Brokers 1 {406) 253-6741 1 judyfountain@hotmail.com TRANSACTIONS Aulheniisign It) 138SAAC�CUJA-46C3•B4AD32AS579SAA98 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 PureN%1 st BUY -SELL AGREEMENT (Land) (Including Earnest Money Receipt) '"" j CHR[5TIE'S l222s, N�IR NATIOHAI qix [siniE WALTOR ` Eom LIV QPFQ This Agreement stipulates the terms of sale of this property. Read carefully before signing. This is a legally binding contract. If not understood, seek competent advice, Date: 02/23/2021 School District No. 5 Micah Hill Su . as E joint tenants with rights of survivorship, ❑ tenants in common, ❑ single in his/her own right, X other public entity (hereafter the "Buyer") agrees to purchase, and the Seller agrees to sell the following described real property (hereafter the "Property") commonly known as 110 School Station Court 59901 in the City of Kalispell County of Flathead Montana, legally described as: 33-28-21, Lot 3A, Old School Station AMD L2 & L3 TOGETHER with all interest of Seller in vacated streets and alleys adjacent thereto, all easements and other appurtenances thereto, uncut timber and non -harvested crops and all improvements thereon except: PERSONAL_ PROPERTY: The following items of personal property, free of liens and without warranty of condition, are included and shall be transferred by the bill of sale: PURCHASE PRICE AND TERMS: 430 000.00 Purchase Price: Four Hundred Thirty Thousand (U.S. Dollars) 2� $ _ _ ; oo Earnest Money (credited to Buyer at closing) $ 4,28, 000.00 Balance Due (not including closing costs, prepaids and prorations) payable as follows (check one): R' All cash at closing (no financing contingency); OR L7 Additional cash down payment at closing in the minimum amount of: El $ OR ❑ % of the Purchase Price. Balance to be financed as indicated below: CConventional G Other Financing ❑ Seller Financing ❑ Assumption El Home Equity ❑ Other CLOSING DATE: The date of closing shall be (date) _ 06/11/2021 (the "Closing Date"). The parties may, by mutual agreement, close the transaction anticipated by this Agreement at any time prior to the date specified. The Buyer and Seller will deposit with the closing agent all instruments and funds necessary to complete the purchase in accordance with this Agreement. If third -party financing is required by the terms of this Agreement (including assumptions, contracts for deed, and lender financing), the Closing Date may be extended without amendment by not more than days to accommodate delays attributable solely to such third -party financing. POSSESSION. Seller shall deliver to Buyer possession of the Property and allow occupancy: X when the closing agent is in receipt of all required, signed documents and all funds necessary for the purchase; OR i upon recording of the deed or notice of purchaser's interest, OR _I 48 Seller shall provide keys and/or means to operate locks, mailboxes, security systems, alarms, garage door opener(s), 49 and Homeowner's Association facilities, if applicable, 2020 Montana Association of REALTORS@ / Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 1 of 8 Seller's Initials This form presented by David Girardot I PureWelt Real Estate (2914) - 1 (406) 751-4330 1 davidq@purewestmt nom TRANSACTIONS Authonlisign ID 1388AAC7•C83AAAC3.84AD-32AS5799AA98 50 EARNEST MONEY: (check one) 51 , BrokerlSalesperson acknowledges actual receipt of earnest money in the amount as set forth herein as evidenced 52 by: 53 A Cash or Check. 54 Broker/Salesperson: David Girardot 55 (name printed) (signature acknowledging receipt of earnest money) 57 - Buyer agrees to provide earnest money in the amount as set forth herein within to days of the date all parties 58 have signed this Agreement. Earnest money may be made by check, cash or wire transfer and shall be held in trust 59 by Fidelity Title . If Buyer fails to provide earnest money as set forth herein, 60 buyer will be in default and Seller may declare this Agreement terminated and any earnest money already paid forfeited. 61 62 FINANCING CONDITIONS AND OBLIGATIONS: 63 64 BUYER'S REPRESENTATION OF FUNDS: Buyer represents that they have sufficient funds for the down 65 payment and closing costs to close this sale in accordance with this Agreement and are not relying upon 66 any contingent source of such funds unless otherwise expressly set forth herein. 67 68 LOAN APPLICATION: If Buyer fails to make written application for financing and pay to the lender any 69 required fees, apply for assumption of an existing loan or contract, or initiate any action required for 70 completion of a contract for deed by 5:00 pm (Mountain Time) (date) 71 Buyer will be in breach of this Agreement and Seller can exercise Seller's remedies under this Agreement. 72 73 CONTINGENCIES: The contingencies set forth in this Agreement or on attached addenda shall be deemed to have 74 been released, waived, or satisfied, and the transaction shall continue to closing, unless by 5:00 pm (Mountain Time) on 75 the date specified for each contingency, the party requesting that contingency has notified the other party or the other 76 party's BrokerlSalesperson in writing that the contingency is not released, waived, or satisfied. If a party has notified the 77 other party on or before the release date that a contingency is not released, waived or satisfied, this transaction is 78 terminated, and the earnest money will be returned to the Buyer, unless the parties negotiate other terms or provisions. 79 80 FINANCING CONTINGENCY: $1 This Agreement is contingent upon Buyer obtaining the financing specified in the section of this Agreement 82 entitled "PURCHASE PRICE AND TERMS". If financing cannot be obtained by the Closing Date this 83 Agreement is terminated and the earnest money will be refunded to the Buyer- 84 85 APPRAISAL CONTINGENCY: 86 X Property must appraise for at least K the Purchase Price OR at least L If the 87 Property does not appraise for at least the specified amount, this Agreement is terminated and earnest money 88 refunded to the Buyer unless the Buyer elects to proceed with closing this Agreement without regard to appraised 89 value. Written notice of Buyer's election to proceed shall be given to Seller or Seller's Broker/Salesperson within g0 5 days of Buyer or Buyer's Broker/Salesperson receiving notice of appraised value; OR 91 92 This Agreement is contingent upon the Property appraising for at least _7 the Purchase Price OR at least 93 i Release Date: L-4(:!]-- IJ 2020 Montana Association of REALTORS(4� Buy -Self Agreement (Land), June 2020 f Buyer's Initials Page 2 of 8 Seller's Initials This form presnated by D—d Girerdpl I PU—West Real Estate (2914k - I fg06y 751 -g330 davidg +pu: errs tm! com TRANSACTIONS Awthenlislgn ID- 139$AAC7-C93A.4AC3.84Ap-32A55795AA98 94 TITLE CONTINGENCY: This Agreement is contingent upon Buyer's receipt and approval (to Buyer's 95 satisfaction) of the preliminary title commitment (the "Commitment") issued for the Property. Release Date: 96 10 days from Buyer's or Buyer Broker's/Salesperson's receipt of the Commitment, 97 98 Buyer may approve the Commitment subject to the removal of specified exceptions. However, Buyer may not 99 object to the standard pre-printed exceptions (general exceptions not unique to the Property). If Buyer provides 100 Seller written objections to the Commitment prior to the release date above, Seller shall have ten (10) days from 101 receipt of those objections to satisfy said objections or propose to Buyer a plan by which the objections would be 102 satisfied within a time frame satisfactory to Buyer. If within said ten (10) day period Seller has not either satisfied 103 Buyer's objection to the Commitment or proposed to Buyer a plan by which the objections would be satisfied, 104 Buyer shall have three (3) days after expiration of said ten (10) day period to notify Seller whether Buyer desires 105 to (i) terminate this Agreement in which case the earnest money shall be returned to the Buyer or (ii) waive said 106 objections in which case this Agreement shall remain in full force and effect. The two remedies stated above shall 107 be Buyer's sole remedies if Seller and Buyer are unable to resolve Buyer's objections to the Commitment. 108 109 PROPERTY INVESTIGATION: This offer is contingent upon Buyer's independent investigation of the following 110 conditions relating to the Property, including but not limited to; covenants, zoning, access, easements, well 111 depths, septic and sanitation restrictions, surveys or other means of establishing the corners and boundaries, 112 special improvement districts, restrictions affecting use, special building requirements, future assessments, 113 utility hook up and installation costs, environmental hazards, airport affected area, road maintenance 114 obligations or anything else Buyer deems appropriate. Buyer agrees that any investigations or inspections 115 undertaken by Buyer or on his/her behalf shall not damage or destroy the Property, without the prior written 116 consent of Seller. Further, Buyer agrees to return the Property to its original condition and to indemnify Seller 117 from any damage or destruction to the Property caused by the Buyer's investigations or inspections, if Buyer 118 does not purchase the Property. Release Date: 03/31/2021 119 120 This offer is contingent upon 121 voters approving the purchase of the property by School District No. 5. 122 123 124 125 Release Date: 06/01 2021 126 127 This offer is contingent upon 128 approval of purchase by the School Board of School District No. 5. 129 130 131 132 Release Date: 133 134 ADDITIONAL PROVISIONS: 135 City of Kalispell and School District No. 5 agree to split the cost of the appraisal on the 136 property. Appraisal to be performed by an appraiser acceptable to both parties, 137 138 139 140 141 142 143 144 145 146 147 148 149 C�© 2020 Montana Association of REALTORS9 J Buy -Sell Agreement (Land). June 2020 Buyer's Initials Page 3 of 8 Seller's Initials This Form presented by David Girardet I Pu realest Rs1 Estate 129I41 - 1 44051 751-4330 1 davtdgzpurevestmt com r) TRANSACTIONS Authentisign IQ. 13BSAAC7.C83A•4AG3.B4AD-32ASS795AA98 150 CONVEYANCE: The Seller shall convey the real property bygeneral warrant 151 deed, free of all liens and encumbrances except those described in the title insurance commitment, as approved by 152 Buyer. The Seller shall convey the personal property by Bill of Sale. 153 154 155 156 157 158 159 160 161 162 163 164 165 166 167 168 169 170 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 190 191 192 193 194 195 196 197 198 WATER: All water, including surface water or ground water, any legal entitlement to water, including statements of claim, certificates of water rights, permits to appropriate water, exempt existing rights, decreed basins or any ditches, ditch rights, or ditch easements appurtenant to and/or used in connection with the Property are included with the Property, except: Filing or transfer fees will be paid by - Seller, , Buyer, OR 7 split equally between Buyer and Seller, Documents for transfer will be prepared by WATER RIGHT OWNERSHIP UPDATE DISCLOSURE: By Montana law, failure of the parties at closing or transfer of real property to pay the required fee to the Montana Department of Natural Resources and Conservation for updating water right ownership may result in the transferee of the property being subject to a penalty. Additionally, in the case of water rights being exempted, severed, or divided, the failure of the parties to comply with section 85-2-424, MCA, could result in a penalty against the transferee and rejection of the deed forrecording. NATURAL WATER BODIES AND LAND PRESERVATION DISCLOSURE: Buyers of property in the State of Montana should be aware that some properties contain or are adjacent to streams, rivers, wetlands, floodplains and other water booties. It is the general policy of the State of Montana that natural water bodies and the lands immediately adjacent to them are to be protected and preserved to be available in their natural or existing state, and to prohibit unauthorized projects related thereto. Property owners should consult their local soil conservation board, a land use professional, or other qualified advisor, regarding any applicable local, state or federal regulations, including permitting or other approvals, before working in or around any streams, rivers, wetlands, floodplains or other water bodies, including vegetation removal. MINERAL RIGHTS: "Mineral rights" as defined in this Agreement (which may be different than the definition under Montana law) is a term used to describe the rights the owner of those rights has to use, mine, and/or produce any or all of the minerals and hydrocarbons including oil, gas, coal, sand, gravel, etc. lying below the surface of property. These mineral rights may be separate from the rights a property owner has for the surface of a property. In some cases, these mineral rights have been transferred to a party other than the property owner and as a result the subsurface mineral rights have been severed from the property owner's surface rights. If the mineral rights have been severed from the surface rights, the owner of the mineral rights has the right to enter the land and occupy it in order to mine the minerals even though they don't own the property. The undersigned Buyer acknowledges and agrees that neither the Seller nor the brokerage firms, brokers and salespersons involved in the transaction anticipated by this Agreement warrant or make any representations concerning the mineral rights, if any, for this Property and that neither the Seller nor the brokerage firms, brokers and salespersons involved in the Buyer's purchase of the Property have conducted an inspection or analysis of the mineral rights to and for the Property, CLOSING FEE: The fee charged by the individual or company closing the transaction will be paid by I J Seller Buyer Y Equally Shared, TITLE INSURANCE: Seller, at Seller's expense and from a title insurance company chosen by Seller, shall furnish Buyer with an ALTA Standard Coverage Owners Title Insurance Policy (as evidenced by a standard form American Land Title Association title insurance commitment) in an amount equal to the purchase price. Buyer may purchase additional owner's title insurance coverage in the form of "Extended Coverage" or "Enhanced Coverage" for an additional cost to the Buyer. It is recommended that Buyer obtain details from a title company. 199 CONDITION OF TITLE: All mortgages, judgements and liens shall be paid or satisfied by the Seller at or prior to 200 closing unless otherwise provided herein. Seller agrees that no additional encumbrances, restrictions, easements or 201 other adverse title conditions will be placed against the title to the Property subsequent to the effective date of the 202 preliminary title commitment approved by the Buyer. [AM] © 2020 Montana Association of REALTORSG 1 Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 4 of 8 Seller's Initials This farm presented by David GLresrdet I PureWest Real Estate (29141 - I (4GE) 751-433o I david94purerestmt — TRANSACTIONS Aulhenlisigp ID, 13f38AAC7•C93A4AC3-84AD-32A55795AA98 203 DEPOSIT OF FUNDS BY BROKERISALESPERSON: All parties agree, unless otherwise expressly stated herein, 204 that the earnest money and any other real estate funds in Broker's/Salesperson's possession shall be deposited or 205 delivered within 10 days of receipt, or the date all parties have signed this Agreement, whichever occurs later. The 206 parties agree that accrued interest, if any, shall be payable to the holder of the funds and that sums so paid are 207 consideration for services rendered. 208 209 SECTION 1031 LIKE -KIND EXCHANGE: If either Buyer or Seller intends for this transaction to be part of a Section 210 1031 like -kind exchange, then the other party shall cooperate in the completion of the like -kind exchange provided the 211 cooperating party does not incur any additional liability or cost in doing so. Any party who intends for this transaction 212 to be part of a Section 1031 like -kind exchange may assign their rights under this Agreement to a qualified 213 intermediary or any entity expressly created for the purposes of completing a Section 1031 like -kind exchange, 214 notwithstanding the prohibition against the Buyer's assignment of this Agreement set forth in the "Binding Effect and 215 Non -Assignability" section below. 216 217 SPECIAL IMPROVEMENT DISTRICTS AND ASSOCIATION SPECIAL ASSESSMENTS: All Special Improvement 218 Districts (including rural SIDs), and all special or non -recurring assessments of any non -governmental association, 219 including those that have been noticed to Seller by City/County but not yet spread or currently assessed or that have 220 been approved but not yet billed or assessed, will be assumed by Buyer at closing unless otherwise agreed. 221 222 PRORATION OF TAXES AND ASSESSMENTS: Seller and Buyer agree to prorate taxes, Special Improvement 223 District and association special assessments for the current tax year, as well as prepaid rents, water and sewer 224 system charges, heating fuel and tank rental, irrigation assessments, Homeowner's Association dues and/or common 225 maintenance fees, as of the date of closing unless otherwise agreed. 226 227 CONDITION OF PROPERTY: Seller agrees that the Property shall be in the same condition, normal wear and tear 228 excepted, from the date of the execution of this Agreement up to the time Buyer takes possession of the Property, 229 Seller will remove all personal property not included in this sale prior to closing. 230 231 NOXIOUS WEEDS DISCLOSURE: Buyers of property in the state of Montana should be aware that some properties 232 contain noxious weeds. The laws of the State of Montana require owners of property within this state to control, and to 233 the extent possible, eradicate noxious weeds. For information concerning noxious weeds and your obligations as an 234 owner of property, contact either your local County extension agent or Weed Control Board. 235 236 MEGAN'S LAW DISCLOSURE: Pursuant to the provisions of Title 46, Chapter 23, Part 5 of the Montana Code 237 Annotated, certain individuals are required to register their address with the local law enforcement agencies as part of 238 Montana's Sexual and Violent Offender Registration Act. In some communities, law enforcement offices will make the 239 information concerning registered offenders available to the public, if you desire further information please contact the 240 local County Sheriffs office, the Montana Department of Justice, in Helena, Montana, and the probation officers 241 assigned to the area. 242 243 BUYER'S REMEDIES: (A) If a Seller fails to accept the offer contained in this Agreement within the time period 244 provided in the BUYER'S COMMITMENT section, all earnest money shall be returned to the Buyer. 245 (B) If the Seller accepts the offer contained in this Agreement, but refuses or neglects to consummate the transaction 246 anticipated by this Agreement within the time period provided in this Agreement, the Buyer may: 247 (1) Demand immediate repayment of any earnest money paid by the Buyer, and upon the return of such money, the 248 rights and duties of Buyer and Seller under this Agreement shall be terminated; OR 249 (2) Demand that Seller specifically perform Seller's obligation under this Agreement; OR 250 (3) Demand monetary damages from Seller for Seller's failure to perform the terms of this Agreement. 251 252 SELLER'S REMEDIES: 253 If the Seller accepts the offer contained in this Agreement and Buyer refuses or neglects to consummate the 254 transaction within the time period provided in this Agreement, the Seller may: 255 (1) Declare the earnest money paid by Buyer be forfeited whereupon the rights and duties of the Buyer and Seller 256 under this Agreement shall be terminated; OR 257 (2) Demand that Buyer specifically perform Buyer's duties and obligations under this Agreement; OR 258 (3) Demand that Buyer pay monetary damages for Buyer's failure to perform the terms of this Agreement. 2020 Montana Association of REALTORSe Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 5 of 8 -- Seller's Initials This form presen Cad by David ,trardat I purewest Reel setate (2914) - 1 (406) 751-4330 1 davidgnpurewestmt cam TRANSACTIONS Authenllsign ID. 1368AAC7.C43A.4AC3-94ADJ2A5S795AA98 259 BUYER'S AND SELLER'S CERTIFICATION: By entering into this Agreement, each person or persons executing this 260 Agreement, as Buyer or Seller, represents that he/she is eighteen (18) years of age or older, of sound mind, and legally 261 competent to own or transfer real property in the State of Montana: and, if acting on behalf of a corporation, partnership, 262 or other non -human entity, that he/she is duly authorized to enter into this Agreement on behalf of such entity. 263 264 FOREIGN PERSON OR ENTITY: Section 1445 of the Internal Revenue Code provides for the withholding of tax 265 upon the sale of U.S. real property owned by a foreign entity or foreign person unless the amount realized (usually 266 the sales price) does not exceed $300,000 and the Buyer intends to use the property as a residence. If the Seller is 267 a foreign entity or foreign person, Seller acknowledges and agrees that the Buyer or closing agent is required to 268 deduct and withhold the applicable tax from the proceeds of sale at closing and submit the tax to the Internal 269 Revenue Service unless the transfer of the property satisfies an exception provided for in Section 1445 of the 270 Internal Revenue Code. 271 272 AGRICULTURAL FOREIGN INVESTMENT DISCLOSURE ACT: The Agricultural Foreign Investment Disclosure Act 273 of 1978 (AFIDA) requires any foreign person who acquires or transfers any interest, other than a security interest, in 274 agricultural land to submit a report to the Secretary of Agriculture not later than 90 days after the date of the 275 acquisition or transfer. If Buyer or Seller is or may be considered a foreign person under the AFIDA they are advised 276 to consult with an appropriate professional concerning any reporting that may be required by the AFIDA. 277 278 CONSENT TO DISCLOSE INFORMATION: Buyer and Seller hereby consent to the procurement and disclosure by 279 Buyer, Seller, and Brokers/Salespersons and their attorneys, agent, and other parties having interests essential to this 280 Agreement, of any and all information reasonably necessary to consummate the transaction described in this 281 Agreement, specifically including access to escrows for review of contracts, deeds, trust indentures, or similar 282 documents concerning this Property or underlying obligations pertaining thereto. 283 284 WIRE FRAUD ALERT: Criminals are hacking email accounts of title companies, real estate agents, settlement 285 attorneys and others, resulting in fraudulent wire instructions being used to divert funds to the account of the criminal. 286 The emails may look legitimate but they are not. Buyer and Seller are advised NOT to wire any funds without 287 personally speaking with the intended recipient of the wire to confirm the routing number and the account number. 288 Buyer and Seller should NOT send personal information such as social security numbers, bank account numbers and 289 credit card numbers through email. 290 291 RISK OF LOSS: All loss or damage to any of the above -described real property or personal property to any cause is 292 assumed by Seller through the time of closing unless otherwise specified. 293 294 TIME IS OF THE ESSENCE: Time is of the essence as to the terms and provisions of this Agreement. 295 296 BINDING EFFECT AND NON -ASSIGNABILITY: This Agreement is binding upon the heirs, successors and assigns 297 of each of the parties hereto; however. Buyer's rights under this Agreement are not assignable without the Seller's 298 express written consent. 299 300 ATTORNEY FEES: In any action brought by the Buyer or the Seller to enforce any of the terms of this Agreement, the 301 prevailing party in such action shall be entitled to such reasonable attorney fees as the court or arbitrator shall 302 determine just. 303 304 COMMISSION: The Seller's and/or Buyer's commitment to pay a commission in connection with this transaction is an 305 integral part of this Agreement. 306 307 FAX/COUNTERPARTS/ELECTRONIC SIGNATURES: This Agreement may be executed in counterparts and, when 308 all counterpart documents are executed, the counterparts shall constitute a single binding instrument. Moreover, a 309 signature transmitted by fax or other electronic means will be enforceable against any party who executes the 310 Agreement and transmits the signature by fax or other electronic means. The parties hereto, all agree that the 311 transaction contemplated by this document may be conducted by electronic means in accordance with the Montana 312 Uniform Electronic Transaction Act. [ALW] 1 Buyer's Initials © 2020 Montana Association of REALTORS rr Buy -Sell Agreement (Land), June 2020 Page 6 of 8 Seller's Initials TRANSACTIONS Aulhenlislgn ID. 1368AAC7-0O3A.4AC3-134AD-32A55795AA9e 313 ENTIRE AGREEMENT: This Agreement, together with any attached exhibits and any addenda or amendments 314 signed by the parties, shall constitute the entire agreement between Seller and Buyer, and supersedes any other 315 written or oral agreements between Seller and Buyer. This Agreement can be modified only in writing, signed by the 316 Seller and Buyer. 317 318 EARNEST MONEY DISPUTES: Buyer and Seller agree that, in the event of any controversy regarding the earnest 319 money and things of value held by the Broker, closing agent, or any person or entity holding such money or property, 320 unless mutual written instructions are received by the holder of the earnest money and things of value, Broker or 321 closing agent shall not be required to take any action, but may await any proceedings, or, at Broker's or closing 322 agent's option and sale discretion, may interplead all parties and deposit any monies or things of value in a Court of 323 competent jurisdiction and may utilize as much of the earnest money deposit as may be necessary to advance the 324 cost and fees required for filing such action. 325 326 ADDENDA AND/OR DISCLOSURES ATTACHED: (check all that apply): 327 L Contingency for Sale of Buyer's Property ;Back-up Offer 328 C Addendum for Additional Provisions 329 C Water Rights Acknowledgement 330 L 331 1- 332 333 RELATIONSHIP CONFIRMATION: The parties to this Agreement confirm that the real estate licensees identified 334 hereafter have been involved in the capacities indicated below and the parties have previously received the required 335 statutory disclosures setting forth the licensees' duties and the limits of their obligations to each party: 336 337 Linda Pistorese of 338 (name of licensee) Flathead Valley Brokers 339 (name of brokerage company) 340 341 342 343 344 345 346 347 348 349 350 351 352 353 354 355 356 357 358 359 360 361 362 (licensee's Montana license number) _Linda fvbMT.com (licensee email address) 431 1st Ave. W Kalis ell MT 59901 (brokerage company address) 40fi 752-8883 (brokerage company phone number) 406 752-8883 406 249-3445 (licensee phone number) is acting as K Seller's Agent - Dual Agent FI Statutory Broker David Girardot of PureWest Real Estate 2914 (name of licensee) (name of brokerage company) 12946 (licensee's Montana license number) davida@nurewestmt.com (licensee email address) 1204 1st Ave E Kalispell NIT 59901 (brokerage company address) 406-751-4330 (brokerage company phone number) (4061 751-4330 l406i 212-0112 (licensee phone number) is acting as K Buyer's Agent Dual Agent ; Statutory Broker Seller's Agent (includes Seller's Sub -Agent) © 2020 Montana Association of REALTORSO 1 s Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 7 of 8 Thee form pr.a.nt.d by David Giraedut I Pu .u.st Real Estet. (2914) - f (406) 751 4110 1 davxdgapur.ventmt cam 1 Seller's Initial- s TRANSACTIONS Aulhentisign ID 13@9AAC7.0O3A.4AC3-84AD•32A55795AA98 363 364 365 366 367 368 369 370 371 372 373 374 375 376 377 378 379 380 381 382 383 384 385 386 387 388 389 390 391 392 393 394 395 396 397 398 399 400 401 402 403 404 405 406 407 BUYER'S ACKNOWLEDGMENT: Buyer acknowledges that prior verbal representations by the Seller or Seller's representatives do not modify or affect this Agreement. Buyer acknowledges that by signing this Agreement he/she has examined the subject real and personal property and represents that Buyer has OR has not physically visited the Property in person prior to the execution of this Agreement: has entered into this Agreement in full reliance upon his/her independent investigation and judgments and has read and understood this entire Agreement. BUYER'S COMMITMENT. 1/We agree to purchase the above -described Property on the terms and conditions set forth in the above offer and grant to said Broker/Salesperson until (date) 03/05/2021 , at __to. oo K. am ❑ pm (Mountain Time) to secure Seller's written acceptance, whether or not that deadline falls on a Saturday, Sun holiday. Buyer may withdraw this offer at any time prior to Buyer being notified of Seday or ller's written acceptance. Seller has not accepted by the time specified, this offer is automatically withdrawn. I/We hereby acknowledge receipt of a copy of this Agreement bearing mylour signature(s). Buyer's Signature Date: , at Cam ❑pm (Mountain Time) Name Printed: school District No. 5 Address: State: Zip: Aur3w�li:.�a. Date: 02/24/2021 111 A"bam Buyer's Signature �rlo +2re:aeieAMMas , at ❑pm (Mountain Time) Name Printed: Micah Hill Su , Address (if different): State: Zip: SELLER'S COMMITMENT: I/We agree to sell to Buyer the above -described Property on the terms and conditions herein above stated. I/We hereby acknowledge receipt of a copy of this Agreement bearing my/our signature(s) and that of the Buyer(s) named above. seller's Signature Name Printed: citY of Kalil ell Address: z.)eiiers signature Name Printed: Address (if different): Date: at _[]am ❑pm (Mountain Time) State: zip: Date: at _[]am ❑pm (Mountain Time) 408 7 Modified per the attached Counter Offer: 409 410 / 411 Seller's Initials Date Seller's lnitials 412 413 ❑ Rejection of this offer by Seiler (no counter offer is being made): 414 415 / 416 Seller's Initials Date State: Uate Seller's Initials Date Zip: NOTE: unless otherwise expressly stated the term "Days' means calendar days and not business days. Business days are defined as all days except Sundays and holidays. Any performance which is required to be completed an a Saturday. Sunday or holiday can be perforated on the next business day. O 2020 Montana Association of REALTORSfK Buy -Sell Agreement (Land), June 2020 Page 8 of 8 This fora; Presented by David Girardot I PureWest Real Estate (2914) - 1 1406E 751-4330 1 dav1d99Purewestmt com TRANSACTIONS i 7 Ilk iL 2� N « r Z SJ .•. 4 A 0 N W [-I a a w a a d