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H3. Old School Station Lot 8 Offer to PurchaseCITY OF KALISPELL Report To: Doug Russell, City Manager Development Services 201 1st Avenue East - Kalispell, Montana 5991 Phone (406) 758-7940 From: Katharine King, Development Services Subject: Old School Station, Lot 8 Offer to Purchase Meeting Date: March 15, 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. On March 10, 2021, the City received an offer for the purchase of Lot 8 from Kurt Simonson. The buy -sell agreement for Lot 8 is above listing price ($242,500), includes $5,000 in earnest money, and 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. RECOMMENDATION: Make a motion to proceed with the Simonson offer to purchase Old School Station Lot 8 as presented. FISCAL EFFECTS: For Lot 8 the City will receive the purchase price of $242,500 with $5,000 in earnest money. Pursuant to the terms of a Developer's Agreement, tax increment will be applied to reimbursement of SID payments if the purchaser meets the terms and conditions of the Tax Increment Finance District. Additionally, the purchase price will be reduced by $35,648 to $206,852 if the purchaser completes planned capital improvements to the property within 18 months of closing. ALTERNATIVES: Decline offer and/or identify different terms for buy -sell agreement. ATTACHMENTS: Map of Old School Station Buy -Sell for Lot 8 at Old School Station Counteroffer for Lot 8 at Old School Station lk, Old School Station ■ 2.71 ac '� '. ' i i.trr Io I.rxr 14 ,. 1 1.22 ae 2A7 ac s 11c e • SNOWLINE LN— _ ' IAM II t7 .. o Y- = i 0 1 ac 5.61 ac L[ A i M 1.3 , 239. I.ril' I;. L[Yi'4 1.02 ac ad a` 4.73 ac An' /y+ • •z /,� _ SCHOOLHOUSE LOOP isyr Y-A 7.GS a y[:+. 4.69 ac kv OWNER � �f City of Kalispell 7 CITY OF KALISPELL "+1� 15� 30Q SUO W F!e BUY -SELL AGREEMENT (Land) (Including Earnest Money Receipt) [13 121 RE ALT OR ppp RM�4TY 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. i Date; 3/9/2021 2 hurt Simonson 3 as ❑ joint tenants with rights of survivorship, ❑ tenants in common, ❑ single in his/her own right, Mother 4 (hereafter the "Buyer") agrees to purchase, and the Seller agrees to sell the 5 following described real property (hereafter the "Property") commonly known as 6 115 Old School Drive 59901 7 in the City of Kalispell County of Flathead ,Montana, legally described 8 as: 9 Old School Station, S33, T28 N, R21 W, Lot 8, Acres 2.78, Assr #000E001367 10 11 'TOGETHER with all interest of Seiler in vacated streets and alleys adjacent thereto, all easements and other 12 appurtenances thereto, uncut timber and non -harvested crops and all improvements thereon except: 13 14 15 PERSONAL PROPERTY: The fallowing items of personal property, free of liens and without warranty of condition, 16 are included and shall be transferred by the bill of sale: 17 18 19 PURCHASE PRICE AND TERMS: 20 $ 242 Soo.00 Purchase Price: Two Hundred Forty -Tyro Thousand Five Hundred (U.S. Dollars) 21 $ _ _ s,000.00 Earnest Money (credited to Buyer at closing) 22 $ 237,500.00 Balance Due (not including Closing costs, prepaids and prorations) payable as follows 23 (check one): 24 ® All cash at closing (no financing contingency): OR 25 ❑ Additional cash down payment at closing in the minimum amount of: 26 ❑ $ OR ❑ % of the Purchase Price_ 27 Balance to be financed as indicated below: 28 ❑ Conventional ❑ Other Financing ❑ Seller Financing ❑ Assumption ❑ Home Equity 29 ❑ Other 30 31 32 33 CLOSING DATE: The date of closing shall be (date) 16 21 (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 - _MIA days to accommodate delays attributable solely to such third -party financing. 44 POSSESSION: Seller shall deliver to Buyer possession of the Property and allow occupancy: 45 ❑ when the closing agent is in receipt of all required, signed documents and all funds necessary for the purchase; OR 46 ® upon recording of the deed or notice of purchaser's interest, OR 47 ❑ 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_ s' © 2020 Montana Association of REALTORS© Buy -Sell Agreement (Land), June 2020 f Buyer's Initials Page 1 of 8 teller's Initials This Eo= presented by Corey R Olofsan I Century 21 Daaton 6 co R$ 1 4406) 253-0531 1 coray@huyorsallmontaaa.com TRANSACTIONS 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 BrokerlSalesperson: Corey R oaoison 55 (name printed) (signature acknowledging receipt of earnest money) 56 57 V Buyer agrees to provide earnest money in the amount asset forth herein within s 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) K/A 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 so 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 least ❑ $ 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 s9 value. Written notice of Buyer's election to proceed shall 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: h © 2020 Montana Association of REALTORS@ 1 Buy�Sell Agreement (Land), June 2020 / Buyer's Initials Page 2 of 8 Seller's Initials This Form pe.sente3 by coray i olofsoa ceaturp 21 Deaton 1. Ca RE 1 (406) 253-0531 1 corey@bnyorsellmontana.com TRANSACTIONS 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 Five 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 121 122 123 124 125 Release Date: 126 127 This offer is contingent upon 128 129 130 131 132 Release Date; 133 134 ADDITIONAL. PROVISIONS: 135 in the event the buyer completes its planned capital improvements to the property within 18 136 months of closing, the buyer will be reimbursed 14.7% of the purchase price. Such funds shall be 137 held in escrow pending substantial completion or certificate of occupancy. Upon such notice funds will be released to buyer. 138 139 Any 52D reimbursement shall be subject to buyer and seller approved developers agreement. 140 This offer and acceptance can only be approved by the City Council subject to placement on the 141 Agenda 5 days before the next scheduled meeting. 142 143 144 145 146 147 148 149 rC S © 2020 Montana Association of REALTORS@ 1 Buy -sell Agreement (Land), June 2020— Buyer's Initials Page 3 of 8 Seller's Initials This form presented by coney R 01o£son I Century 21 Deaton & ca RE I (406) 253-0531 l Corey@kuyorsellmaatana_cam TRANSACTIONS 150 CONVEYANCE: The Seller shall 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 Riling or transfer fees will be paid by ❑ Seller, ❑ Buyer, OR ❑ 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 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 bodies. It is the general policy of the State of Montana that natural water bodies and the lands immediately adjacent to therm 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, floodpiains or other water bodies, including vegetation removal. 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 properly owner has for the surface of a property. In some 181 cases, these mineral rights have been transferred to a parry 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 Seiler 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 9 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. S a 2020 Montana Association of REALTORSO I Buy -Sell Agreement (Land), June 2020 Buyer's Initials Page 4 of 8 Seller's Initials This £oriel presented by Corey R 01ofson I Century 21 beaten F, Co RE 1 (406) 253-0531 1cosy@huyorse2imoataoa•oow TRANSACTIONS 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 3 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 suers 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 parry 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 -hind 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: Seiler 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'$ 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. Buyer`s Initials © 2020 Montana Association of REALTORS® — Buy -Sell Agreement (Land), .tune 2020 ! Page 5 of 8 Seller's Initials This fora pre8anted by Carey S Olafson I Centary 21 0eatoa & Cc as I (406) 253-0531 1 coraygbuyoraallm taaa.eom .TRANSACTIONS 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 Seiler 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 NOWASSIGNABILITY: 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 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. i Ids' Buyer's Initials © 2020 Montana Association of REALTORS© Buy -Sell Agreement (Land), June 2020 1 Page 6 of 8 Seller's Initials TRANSACTIONS 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 sole 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 fling such action. 325 326 ADDENDA AND/OR DISCLOSURES ATTACHED: (check all that apply): 327 ❑ Contingency for Sale of Buyer's Property ❑ Back-up Offer 328 ❑ Addendum for Additional Provisions 329 ® Water Rights Acknowledgement 330 ❑ 331 ❑ 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 Flathead Va eyBrokers 338 (name of licensee) (name of brokerage company) 339 340 SRO 13239 431 1st A_ve._W Kalispell_ MT 59901 341 (licensee's Montana license number) (brokerage company address) 342 343 Lindap@fybMT.com (406) 752-8883 344 (licensee email address) (brokerage company phone number) 345 346 (406)_752-8883 (406) 249-3445 347 (licensee phone number) 348 is acting as C Seller's Agent ❑ Dual Agent ❑ Statutory Broker 349 350 Corey R 01ofson of C21 Deaton & Cam an 351 (name of licensee) (name of brokerage company) 352 353 BRO 13789 - 750 W. 2nd St #6 whitefish MT 59937 354 (licensee's Montana license number) (brokerage company address) 355 356 corey0huporsellmontana.com #40kl_253,-0531 357 (licensee email address) (brokerage company phone number) 358 359 (4Q6).253--0531 (406) 253-0531 360 (licensee phone number) �^ 361 is acting as K Buyer's Agent ❑ Dual Agent ❑ Statutory Broker 362 ❑ Seller's Agent (includes Seller's Sub -Agent) s © 2020 Montana Association of REALTORSO 1 1 Buy -Sell Agreement (Land), June 2020 ! Buyer's Initials Page 7 of 8 Seller's Initials This farm presented by Corey R Olafson I Century 21 Deaton & Co RE 1 (406) 253-0531 1 corey2buyorse2imoutana.Com TRANSACTIONS 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 9 has OR 0 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) 3/17/2021 , at 12:oo ❑ am ❑ 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 myfour signature(s). �C¢ &^^-- Date: . at -Lam ❑pm (Mountain Time) firtWs-1Sit Wre Name Printed: !Curt si:monson Address: State: Zip: Date: at -Clam ❑pm (Mountain Time) Buyer's Signature Name Printed: 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. Date: at Clam ❑pm (Mountain Time) Seller's Signature Name Printed:city_of Kalispell Address: Seller's Signature Name Printed: Address (if different): Modified per the attached Counter Offer: 2!�Z _ / o "Z S ler's Initials Date Date: , at State: Zip: ❑am ❑pm (Mountain Time) State: Zip: 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 lousiness day. © 2020 Montana Association of REAL` ORS@ Buy -Sell Agreement (Land), June 2020 Page 8 of 8 This form pmsented by Carey A 01ofson I century 21 Deatoo s Co Ra 1 (406) 253-0531 l noroobuyorsellmoatana.com TRANSACTIONS Authentisign ID: 194409EB-E5B8-4522-8DBE-DAA399808E84 F ° ' B rtATH EAD VALLEY COUNTER OFFER [131:21 B R O K E It 5 FCIlAI ............................ .......... - - REALT Oi<'� 6PPflaiy�. [, 'P�CDEFIWNG REAL ESTATE 1 Date: 03/10/2021 2 3 This Counter Offer pertains to a Buy -Self Agreement (hereafter the "Agreement") dated 03/09/2021 4 by and between City of Kalispell (hereafter the "Seller") and 5 ]Kurt Simonson (hereafter the "Buyer') concerning 6 the property described as: 115 Old School Drive Kalispell MT 59901 7 Old School Station, S33, T28 N, P21 W, Lot 8, Acres 2.78, Assr #OOOE001367 8 9 10 11 All the terms and conditions of the Agreement, except the Buyer's Commitment provision, are hereby incorporated by 12 reference except as modified by the following terms and conditions: 13 Lines 135-139: Strike and replace with the following: -- - 14 Seller to provide incentive refund 14.7% of purchase price upon completion of building project 15 within 18 months of closing. 16 Any Special Improvement District reimbursement shall be pursuant to a Developers Agreement 17 finalized within the Due Diligence period and mutually approved by buyer and seller with the 18 intent to reimburse the purchaser for the payment of the specials which come due annually 19 (provided the use meets terms and conditions of applicable Tax Increment Finance District). 20 This offer and acceptance is subject to the approval of the City Council, it the buyer/seller 21 place this offer under contract with acceptable terms and conditions, the offer will be submitted for approval by City Council. City Council meetings are held hi -monthly. If the Council approves 22 the structured offer, the City Manager can finalized the Contract within 48 hours for buyers' 23 review and acceptance. 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 Buyer's Initials Y Seller's Initials © 2019 Montana Association of REALTORSO Counter Offer, April 2019 Page 1 of 2 This form presented by Linda D Pistorese I Flathead Valley Brokers 1 (406) 752-6883 1 lindap@fvbmt.com TRANSACTIONS Authentisign ID: 194409EB-E5B8-4522-8DBE-DAA399808E84 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 The performance dates contained in the Agreement: ■ Shall remain the same, except as otherwise stated herein; OR ❑ Shall be extended the same number of days that have elapsed between the date of the Agreement and the date of final acceptance of this Counter Offer except for the closing date which shall remain as set forth in the Agreement. Acceptance of this Counter Offer may be made by providing a signed copy to the offering party or their Broker/Salesperson not later than 3 -12 s : o o (Date/Time) at ❑ am ■ pm (Mountain Time), whether or not that deadline falls on a Saturday, Sunday or holiday. Offering party may withdraw this Counter Offer any time prior to receiving written acceptance. If acceptance is not given to the offering party or their Broker/Salesperson by expiration of the time for acceptance, this offer is then null and void. The parties hereto, all agree that the transaction contemplated by this Counter Offer may be conducted by electronic means in accordance with the Montana Uniform Electronic Transactions Act. Authenti Buyer' Sikjnntupso:57 PM MST Date Se er's Si6n9ture Date Kurt Simonson City of Kalispell Buyer's Signature Date Seller's Signature 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. © 2019 Montana Association of REALTORS® Counter Offer, April 2019 Page 2 of 2 This form presented by Linda D Pistorese I Flathead Valley Brokers 1 (406) 752-6883 1 lindap@fvbmt.com TRASACTIONS N March 9, 2021 French Wealth Management LLC 44 Village Leap Rd., Kalispell, MT 59901 406-751-7.738 To whom it may concern: