10. National Flood - Agreement to PurchaseAgenda -April 28, 1997
AGENDA ITEM 10 - NATIONAL FLOOD -AGREEMENT TO PURCHASE
ACTION REQUIRED: A MOTION will be needed for final approval of
documents (if ready).
AGREEMENT FOR SALE OF PROPERTY
THIS AGREEMENT, made and entered into , 1997, by and between
the City of Kalispell, a municipal corporation, hereinafter CITY, and NATIONAL FLOOD
SERVICES, INC., a Delaware corporation, hereinafter NFS;
WITNESSETH:
...........
WHEREAS, NFS has offered to sell and CITE' -. s, williq chase certain real
. .. ..... ......
A:...-ft M
property located in the City of Kalispell, Flathead U 0190 i"1111.1.1hoye particula4
MiPr"!' Haza-H-0m; .
described as follows: .. . ..... ........... ..
..... . ....
Lots 15, 16, and 24, Block 36, Kalispell Origitc wn site, accordiffG....1;1,10e
map or plat thereof on file and of record bm anoffice of the Clerk d
Recorder of Flathead County, Montana.
WHEREAS, NFS is a corporation duly
by appropriate corporate action authorized.4.111
................
or persons executing this Agreement.
NOW, THEREFORE, in consideratO
parties, each of them covenants.A0,11-R,
9
,";;;N--..-.; . . ........
Section I. Sale, 2.ud-'11H`4se Pri
t me.n. an s
H-R=
prope-1-1.MIN, F S
Thousad CH 0 330.
11.
of
L. ...don ':1'F1:---: ditions of this Agreement NFS agrees to sell
CITY for, and the CITY is willing to purchase the
d property, the sum of Three Hundred and Thirty
) cash to be paid, in full, at closing.
of Property
A. NFS shffi convey to the CITY title to the property by Warranty Deed. The
conve ce and title shall in addition to the provisions of this Agreement be
S14-00 only to:
Standard Exceptions Contained in First American Title
Insurance Company, CT-4845 1, issued
1997.
2. Easements Apparent or of Record.
Page 1 of 5
3. Terms and conditions of Party Wall Agreement,
recorded in Warranty Deed May 9, 1960 in Book
434, Page 225, as Doc. No. 3077, records of
Flathead County Montana, as to Lot # 23 and Lot
#24, Block 36.
4. The CITY is conducting a Phase 1 Envirom
Audit of the property and has engaged a stn
engineer to examine the Party Wa_Agre
between Lots 23 and 24, BlockhoL
results of either of these investigations di
problems not currently apparerat wou
in increased costs of cure to th'l.e
may, at its option, rescind this A lt.
B. All liens, encumbrances, and
satisfaction by NFS at the time
C. General and Special 1
$3,040.36 shall paid at
D. General and Spe_r ount iLnd C
estimated and va- ---.tn full :fiS e enti
III. Plad' ime ofDNt of Deed.
CITY
shall be subject to
the Year 1996 totaling
ces for the Year 1997 shall be
by NFS at the time of closing.
=.._ -
r t _.:
NF1=delive_-= _or the property to CITY, simultaneously with NFS'
. 3. :___ ��,_
purcliubject ;_anticipated to be on May 15, 1997, or on such other
date_ _ _ _-_ e =
a t `'a m Y��agree in writing. Conveyance shall be made through
thodOlf Tice 0f- 9V and Escrow Co. 704 South Main, Kalispell, Montana. NFS
fall pay the c e insurance. Each party shall share equally in the cost of
closing and recc
Section IV..:,WS Relocation
_S covenants and agrees, as consideration of the CITY' S providing up to
$30,000.00 in relocation expenses as specified in Section V, that NFS will
relocate its offices located on the subject property to another location within
the corporate limits of the CITY, with intention of remaining within the
CITY for a period of not less than five (5) years from the date of this
Agreement.
Page 2 of 5
B. NFS further covenants and agrees that should NFS relocate its offices outside
the corporate limits of Kalispell within five (5) years of the date of this
Agreement that it will repay to CITY the CITY' S cost incurred in relocating
NFS under Section V.
Section V. CITY' S contribution for Relocation Expense.
CITY covenants and agrees to pay to NFS r nbur,.
necessary costs of relocating its business withi; Corp
to Thirty Thousand Dollars ($30,000.00) bas4dllipon act
by NFS.
Section VI. Rent Free until Possession.
A) It is understood and agreed between=ie pares
NFS' business may require up to _ 8) monk
closing through 5 shall
unless relocation occurs or -Ono th dale =
B) Upon the date of vacf"on of
possession of the pwrty.
VII. Risk
reasonable and
of the CITY:
that the relocation of
fore, from the date of
the property rent free.
S, the CITY shall assume
;gym the __t_Qsing thl Y shall assume responsibility for insuring the
rty agaryInks of direct physical loss to the building located on Lot
it the c_f __ r equipment, in an amount determined appropriate by
e t l "h progg
s of any policy, should loss occur, shall be the property
of tOOM" Y the CITY shall be under no obligation to rebuild or make
w: ..._.._. g
repairs. _
B) NFS sha from the time of closing through vacation of the properly assume
respoility for insuring any personal property, contents or equipment
beiKing to NFS located on said property. The proceeds of any policy, should
occur, shall be the property of NFS.
VIII. Covenants; Binding upon Successors in Interest.
This Agreement shall enure to the benefit of, and be binding upon, the parties and
their respective successors and assigns.
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Section IX. Certificate of Authority
Attached hereto as Exhibit "A" and thereby made a part hereof is a certificate copy
of the Resolution of NFS evidencing the identity and authority of the parties who will
execute this Agreement.
Section X. Insurance.
A) NFS shall, at NFS's expense maintain dui the
by §IV insurance against liabilities to otggWT li
comprehensive general public liability laims ft
damage to property occurring in, on oiaout the,;
afford protection to the limit of not les`0
$750,004 per person. .......................
-
B) The insurance specified in A) shall b obtain
to do business in Montana and aW1pole to
CITY as an additional named.i�ured
C) NFS agrees to indemnify;`
any and all liabilities, _r
and suits, togethern, re
and expenses of,_ense ;
responsible to; p'-out as
_ = erson, or iltion or
pon
cause .dtr.bv the
tenancy created
tries-_ _.::; a the CITY from and against
claims, Ulfics 'penalties, damages, forfeitures
le attorrys' and witness' fees and other cost
tlemq which the CITY may incur, become
:.ath or injury or threat of thereof to any
any property, y,to the extent such damages
ence or will misconduct of NFS.
arties a the covenants referred to in Sections IV, V, VI, VII and X,
survive the-1sf purchase of the subject property by the City.
Section XII. Sverability.
the evoa:ny provision of this Agreement is declared void, invalid or contrary to
wties agree that the remaining provisions shall continue and remain in full
_00%hd effect.
Page 4 of 5
(SEAL)
Attest:
Debbie Gifford, CMC
City Clerk of Council
(SEAL)
STATE OF MONTANA
ss
County of Flathead
On this day of _
personally appeared Clarence Krepps and I
of the City of Kalispell, a municipality, that
and Clerk of Council subscribed, sealed ark
for the uses and purposes therein set
municipality.
above
City of Kalispell
By:
Its:
0
Its:
Lund
C.
'I 997, befiW ffi62-Q-"a"'.Nq'-i 0-t:F lie in and for the State of Montana,
Manager and Clerk of Council
wn to e City bb ifford,01-116
elated --'in instru an and acknowledged that such City Mager
p the N
'Wered saiff&istrument asthe free and voluntary act of said municipality,
and that iN was dulv..Affi-horized to execute the same on behalf of said
and affixed my Notarial Seal, the day and year first
Notary Public, State of Montana
Residing at Kalispell, Montana
My Commission expires
STATE MONTANA)
C Vo _s 1;
f FLATHEAD) d
.4 M.111 On this n
R 1997, before me, a Notary Public in and for the State of Montana,
lly appeared Curtis , of the corporation that executed the within
IN WE
&.@n aq dce. 9iri edged ed that such said persons subscribed, sealed and delivered said instrument as the free and
.--
. . . . . . . . corporation , for the uses and purposes therein set forth, and that they were duly authorized to
e on behalf of said corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Notarial Seal, the day and year first
above written.
Notary Public, State of
Residing at:
My Commission Expires
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