EMC Addendum to Contract of Sale
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EMC ADDENDUM TO CONffiACT OF SALE
SECTION I
REO # 0018830182
This EMC Addendum to Contract of Sale rAddendum") is to be made a part of the Contract of Sale (the
UContract") dated Apr1l 08, 2Dl1V between EMC (the uSeller") and
Colli' County (the uBuyer") for the property with a common address of
- 4040 31ST AVENUE NORTHEAST NAPLES FL 34120 (the "Property").
IN THE EVENT ANY PROVISIONS OF THIS ADDENDUM CONFUCT IN WHOLE OR IN PART
WITH THE TERMS OF THE CONTRACT OR ANY PRIOR ADDENDUM OR AMENDMENT THERETO
(COlLECTIVELY, THE "CONTRACT"), TIfE PROVISIONS OF THIS ADDENDUM SHALL CONTROL.
I. Title to the property shall be conveyed by either Special Warranty Deed, Grant Deed or Quit Claim
Deed, or equivalent documents accepted where the Property Is located.
2. CORPORATE DISClOSURES
Seller acquired the Property either as a result of a foreclosure action, result of a like or similar
actfon, i.e. deed In lieu or as part of a purchase from a prior servtcer and that the total price set
forth in the contract may reftect deferred maintenance. Accordingly, Seller has not conducted their
own Inspections or has any personal knowledge of the condition of the Property other than as may
be disclosed In the inspection Report (as hereinafter defined), If any, that has been prepard for the
Property. Buyer acknowledges that there has been no representatlon(s) by Seller, or any other
person actfng as Seller's representative and/or Buyer's representative regarding the condition of the
Property, any of the appliances or structural components that may be contained therein, Its fitness
for general or specific use, or any other matter affectfng the Property. If an Inspection report has
been obtained by or on behalf of Seller or Seller's representative (the "Inspection Report"), such
Inspection Report may be provided to Buyer for Buyer's information only and shall not be deemed a
part of the Contract of Sale. If the Inspection Report has been provided to Buyer, no representation
or warranty is made as to the 8CClecy and completeness of such report.
Neither Seller nor any person acting as Seller's representative has occupied the Property and neither
warrants or represents that the Property or any alterations or additions which may have been made
to the Property conform to local building codes, zoning requirements or any other applicable laws,
rules or regulations.
Buyer acknowledges that Buyer has the opportunity to inspect, examine and make a complete
review of the Property prior to the dose of escrow of the Contrac;t. Buyer will rely solely on Buyer's
Inspection and review to evaluate the condition of the Property.
Buyer hereby acknowledges that Seller shall not be providing Buyer with a Real Estate Transfer
Disclosure Statement and/or a Certlftcate of Occupancy with respect to the Property. Buyer hereby
waives any requlrement that Seller furnish Buyer with any such disclosure statement and/or a
Certificate of Occupancy and hereby releases SeIter from any and all liability resulting from the n0n-
delivery of such disclosure statement and lor a Certificate of Occupancy.
Buyer acknowledges that It is Buyer's sote responsibility to obtain Inspectfon reports by qualified
professionals on the appliances, structural components, and alterations or additions to the Property
and to determine the presence of any toxic or hazardous substances on the Property, Including, but
not Umlted to, mold, radon, asbestos and lead paint, that would make It uninhabitable or dangerous
to the health of the occupants or otherwise not In compliance with law, or any other factors
regarding the condition of the Property about which Buyer may be concerned.
BUYER UNDERSTANDS, ACKNOWLEDGES, AND AGREES TliAT NEITHER SELLER NOR At(( PERSON
ACTING AS SELLER'S REPRESENTATIVE IS MAKING At(( WARRAI'lTlES OR REPRESENTATIONS,
EITHER EXPRESS OR IMPIlED, AS TO THE CONOmON OF TliE PROPERlY. THE PROPERTY IS
BEING CONVEYED TO BUYERS IN ITS "AS IS, WHERE IS" CONDmON. IT IS THE RIGHT AND
RESPONSIBIIJTY OF THE BUYER TO INSPECT THE PROPERTY AND BUYER MUST SATISFY
HIMSELF/HERSELF AS TO THE CONDmON OF TliE PROPErnY.
Mold, mildew spores and/or other microscopic organisms and/or allergens (coIlectfvelv referred to in
ltIls Agreement as "Mold") are environmental conditions that are common in residential properties
and may affect the Property. Mold, In some forms, has been reported to be toxic and to cause
serious physical Injuries, Induding but not limited to, allergic and/or respiratory reactions or other
problems, particularly in persons with immune system problems, young children and/or elderly
persons. Mold has also been reported to cause extensive damage to personal and real property.
Mold may have been removed or covered In the course of any deaning or repaJrlng of the Property.
The Buyer acknowledges that, if Seller, or any of Seller's employees, contractors, or agents deaned
Buyer'~ ff~L~ SeDer's Initials_
1061809.1 ~ e ,f'V')
Page 1 of 5
or repaired the Property or remedlated Mold contamination, that SeUer does not In any way warrant
the deanlng, repairs or remediation. Buyer accepts full responsibility for all hazards that may result
from the presence of Mold In or around the Property. The Buyer Is satisfied with the condition of the
Property notwithstanding the past or present existence of Mold In or around the Property and Buyer
has not in any way, reUed upon any representations of Seller, Seller's employees, officers, directors,
contractors, or agents concerning the past or present existence of Mold In or around the property.
3. In states where applicable, Buyer acknowledges that time Is of the essence regarding the closing of
this Contract. Should Buyer, through no fault of Seller, fall to close upon the Property on or before
the closing date stated In the Contract for any reason whatsoever, the Seller can agree to extend the
Contract. Buyer shall then pay to Seller $ 100 per day for each day beyond said closing date
for which the Buyer requests and Seller agrees. Any monies so paid must be paid no later than the
original closing date and shall be paid to Seiler as non-refundable earnest money. These monies
shall be paid In addition to the purchase price and may not be credited in any way to the original
amounts due to Seller.
4. This Section 4 shall be In effect and Incorporated Into the Contract only when Initialed by both Buyer
and Seller:
Buyer's Inltla~l :,( y ~ ) Seller's Initials: ( _ ) / (-.J
If the Contract Is "SubjeCt to Financing", buyer may obtain financing from the lender of Buyer's
choice. However, within seventy-two (72) hours of the execution of the Contract, Buyer agrees
either to apply for financing with
(name, address and phone number of lender designated by Seller), or to provide
evidence to Seller that a lender has pre-approved Buyer for financing. Buyer shall pay for and
Instruct the lender to which such mortgage application Is made to order an appralsallmrnedlately
upon submlssfon by Buyer of an application for a mortgage loan.
S. Seller's responsibility for any repaIrs required by Purchaser as a result of an Inspection by Purchaser,
lender or required as a condition set forth In the FHA/VA commitment shall not exceed $
(the uRepalr Limit Amount", Inclusive of termite repairs). If the cost for any such repaIrs exceeds
the Repair Limit Amount then either (I) Purchaser shall be responsible at Its sole cost and expense
for any amounts exceeding the Repair Limit Amount and the Contract shaU remain In fuN force and
effect without any abatement in the purchase price or, (II) Seller shall have the right to cancel the
Contract and return all eamest monies paid by Purchaser, to Purchaser with no further obligation by
Seller. Seller authorizes Purchaser, at Purchaser's sole cost and expense, to make a complete
Inspectfon of the property within seven (7) days from the date of this Addendum. If Seller Is
required to make any repairs, replacements, or treatments to the Property pursuant to the
provisions of this Contract of Sale, Seller shall only be obligated for those Items that Purchaser has
notified Seller of, In writing, within ten (10) days from the date of this Addendum, which do not
exceed the Repair Limit Amount and to which Seller has agreed.
6. Buyer agrees to Indemnify Seller and Seller's representatives and fully protect, defend and hold
Seller and Seller's representatives harmless from and against any and all claims, liens, losses,
damages, liabilities, costs, InJuries, attorney's fees and expenses of every kind and nature that may
be made against Seller or the Property for any liens on the Property, any damage to the Property or
any Injury to Buyer or other persons that may arise from repairs, replacements or treatments made
by or for the benefit of Buyer prior to closing, and any failure of Buyer to comply with the provisions
of paragraph 9 hereof.
7. TAXES:
A.
B.
Seller', Initials
II not be entitled to any refund of Taxes that are attributable solely to any cha
usage or ownership of the Property occurring at or after Closing, all of wh
by Buyer.
C. ENTS FOR CLOSING TAX PERIOD: If a contest of Taxes by Seller conduded
lng, the proration of the contested Taxes as provided In 7,B. above
shall be ropllshed by taking Into account any change In valuation the Property or
the amount contested Taxes for the Closing Tax Period. If a test of Taxes by
Seller Is concl after aoslng, then notwithstanding the p slons of Section 7.B.
above, an appro e adjustment payment shall be made by r or Seller to the other
so that taking In count the adjustment payment, e will have paid (or been
debited for) the revl amooot of Taxes for the aosln ax Period that results f'rom
Seller's contest In the on that the number of. ays In the aoslng Tax Perfod
before or after the dose escrow, as the case m be, bears to the total number of
days In the Closing Tax Peri . Notwithstanding hing to the contrary In this Section
7.C., however, no adjustrne yrnent shall made with respect to Taxes for the
aoslng Tax Perfod that are attrl ble solely any change in land usage or ownership
of the Property occurring at or a the cl e of escrow, all of which shall be paid by
Buyer.
O. CONTEST COSTS: Buyer shall pay a sh
fees and costs) of contesting Taxes
number of days in the ClosIng Ta od
number of days In the Closing T Period. Iller's out-of-pocket costs of contesting
Taxes for the Closing Tax Peri the amo of any reduction In contested Taxes
for the aoslng Tax Period, er shall not be obll to pay any share of the excess.
If as part of the same Ing Seller has also con ed Taxes for Tax Periods before
the aoslng Tax Period, i!r's out-of-pocket costs shll allocated to the aoslng Tax
Period in the proportlo the amount of the redu In contested Taxes for the
aoslng Tax Period to the aggregate amount of all ctfons In contested Taxes
resulting from the p eedlng. Except as otherwise provtd this Sectfon 7.0., any
contest of Taxes b Ier shall be at Seller's sole cost and !)(pen
E. PAYMENT PR RE: The amount of any adjustment payment ursuant to SectIon
7.C. and the a nt of any cost-sharing payment plnuant to S on 7.0. shall be
combined to rmine a net settlement amount owed by Seller or to the other. If
the net settI ent amount Is owed to Seller, that amount shall be due payable not
later than rty (30) days after Seller notifies Buyer In writing of the amou due. If the
net settI ent amount is owed to Buyer, that amount shall be due and paya not later
than thi (30) days after SeIler's receipt of any contested Taxes to be refunde to Seller
or elusion of the contest of Taxes by Seller, whichever Is later. Any ce or
pay t from Seller to Buyer shall Include II statement reflecting In reasonable tall
ho the net settlement amount was calculated and shall include copies of bills, inv
or other reasonable documentation of any out-of-pocket expenses of Seller for
yer Is to pay a share.
8. The Buyer shall not assign Its rfghts under any part of the Contract without Seller's prior written
consent.
9. Buyer Is responsible for the Installation of new locks on the Property Immediately after the dosing,
and Buyer shall hold Seller and Seller's representatives harmless f'rom and Indemnify Seller and
Seller's representatives against any and all damages, claims, liens, losses, liabilities, costs, Injurfes,
attorneys fees and expenses of every kind and nature that may be made against Seller as II result of
Buyer's failure to Install new locks on the Property.
10. The final acceptance of the Contract and the effectiveness thereof Is subject to committee approval,
which will be provided when SeHer's signature Is affixed hereon and II fully executed counterpart of
the Contract has been deHvered to Buyer.
11. If for any reason, Seller is unable to deliver Insurable title to Buyer or Is unable to cure any defects
of title at the dose of escrow and the dose of escrow ls not extended as set forth elsewhere, then
Buyer's SOLE AND EXCWSNE REMEDY shall be to receive a return of Buyer's deposit and elect to
terminate this Contract of Sale.
12. Personal Prooertv. Seller Is not hereby conveying any personal property other than as provided in
the Contract of Sale and makes no representations or warranties regarding same. Any Items of
personal property remaining after the sale of the property are deemed to add no value to the
transaction and are not a part of the actual transaction, and are given to Buyer In AS IS condition
with no seller representation or warranty regarding condition or ownership. No bill of sale will be
provided for such Items.
13. Buyer and Seller agree that Seller shall select the title company for this transaction, unless state law
or Industry practices mandate otherwise.
llH;I8::"fI".~al'- L L
Page 3 of S 13i 't'fl1
Seller's Initials
'f
14. It Is agreed by Buyer and Seller that If unforseen judgments, liens or assessments result In negative
sales proceeds to the Seller, the Seller reserves the right to cancel the Contract and return any
deposit monles to the Buyer.
15. 0 By Inltiellng thl, deuH Buyer ecknowledges ...Ipt of the ENe Mortgege
Corpo...tJon Welver end Re"IH Regarding property Condition. Thl. I. a
required document and must be fully execubtd et time of clCllSlng.
16. OTHER PROVISIONS:
Coller County typically 11I1'01 120 doya 10, Cloolngl. ThlY hI" bOln getting bettor II qulclc clooing. bUlllloy doni 11111* Ihoy con do k In 10.. than 30
doyo.
_ ~ Buyer'S Signature: '-.L' . ' """,,-
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.5/6 AI If- r trtZf1 f> ni.TG
Date:
Buyer's Signature:
Seiler's Signature:
Date:
Date:
SECTION II
o If Applicable Language (Built PrIor to 1978)
DISCLOSURE AND ACKNOWLEDGEMENT OF LEAD-BASED PAINT BEFORE SALE
Part I: Lead Wamlno Statl!ment
Every purchaser of any Interest In residential real property on which a residential dwelling was built prior
to 1978 Is notlfled that such property may present exposure to lead from lead-based paint that may place
young children at risk of developing lead poisoning. Lead poisoning In young children may produce
permanent neurological damage, Including learning disabilities, reduced Intelligence quotient, behavioral
problems, and Impaired memory. Lead poisoning also presents a risk to pregnant women. The seller of
any Interest In residential real property Is required to provide the buyer with any Information on lead-
based paint hazards from risk assessments or Inspections In the seller's possession and notify the buyer
of any known lead-based paint hazards. A risk assessment or Inspection for possible lead-based paint
hazards Is recommended prior to purchase.
Part n: Seller's Certification
Seller certifies to have disclosed to Buyer and Buyer's agent all information known to the Seller regarding
the presence of lead-based paint and lead-based paint hazards within this target housing (Seller to Initial
box and Insert date).
(a) On Seller provided Buyer with lead-hazard reports based on lead-based
paint Inspections, assessments, or abatement conducted on the following dates:
(b) On Seller provided Buyer with the following Information on lead-based
paint hazards In common areas:
BUYe~lniti~~
1061809.1~ ~
Page 4 of5
Seller's Initials
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
this day of , 2009
Date Property acquisition approved by BCC: March 24, 2009, Item 10F
AS TO PURCHASER:
DATED:~
ATTEST:
DWIGH!-. ~. ~P9~, Clerk
- -;- ,-' ". ". ~. ;...::\ ";
,~.~. ',.
BOARD OF COUNTY COMMISSIONERS
:~LLlE7~:,FLd: _
Donna Fiala, Chairman ~
. '
" ' . .. \ .
AS TO OWN~~,~{~i~ .
DATED:
BY:
Witness (Signature)
Name:
(Print or Type)
Printed Name
Witness (Signature)
Title
Name:
(Print or Type)
Approved as to form and
legal sufficiency:
~ 7. uJJ.~
s t(..Vt t\. t: w: 1/;'1 W\,S
Assistant County Attorney
(c) On Seller certified that no additional information is known about this
target housing. (Note: By selecting (d), Seller doesn't avoid liability for lead-based paint I
lead-based paint hazards known to Seller that are not noted under (a), (b), or (c).
(d) On Seller provided Buyer with the lead-hazard Information pamphlet
Lead-Basecl PaInt: Protect Your FamHy.
Seller Is aware that Federal laws require Seller to permit Buyer a 10 calendar day period to conduct a
risk assessment or Inspection for the presence ~ lead-based paint hazards before becomlng obligated
under a contract to purchase target housing (unless mutually agreed otherwise In writing). That
opportunity will be provided within the 10 calendar day period immediately following final Seller's
signature and acceptance of this Sales Agreement.
Part In: Agent's Certification
Seller's agent certlfles to have Informed the Seller of hls,lher obligation to disclose to Buyer and Buyer's
agent all Information known to Seller regarding the presence of lead-based paint and lead-based paint
hazards within this target housing and that all Information known to Seller's agent regarding the
presence a lead-based paint and lead-based paint hazards within this target housing has been disclosed
to Buyer. Seller's agent futher certifies that Buyer received the lead hazard Information pamphlet Lead-
Based Paint: Protect Ycu Family and that Buyer has or wi" be given a 10 calendar day period (unless
otherwise agreed In writing) to conduct a risk assessment or Inspection for the presence of Iead-based
paint before becoming obligated under the Contract of Sale to purchase the target housing.
:,~('""pa..~ :;'(...~
Da~: tj/~II)" Date: ~~~
Part IV: Buyer's Adcnowtedgment
I adcnowledge that I have read and understood the attached lead warning statement In Part I of this
form and received all Information noted in Part n ~ this form, including the lead hazard Information
pamphlet Lead-8asf!d Paint: Protect Ycu FamHy. I further acknowiedge that, pursuant to 42 U.S.C..
4852(d) and its implementing regulations, the attached Contract of Sale entities me to 10 calendar days
to conduct a risk assessment or Inspectfon for the presence of lead-based paint hazards before becoming
obligated under a contract to purchase this target housing, unless mutually agreed otherwise, In writing.
~ir.~ln~ ,----
SECTION III
COMMISSION STATEMENT
CARTER
WHEELER
Tax ID #
Phone # 23
Commission $
See
tAli fJ,ltleb A~tJ6J~
fGJ" S'f J'1:J.O 7
Selling Agent
Company Name Am.
Address
FL 34108
Percentage -L 0/0
$
CI EMC Mong.p COlJlomiOll. Publiab.d in the US. All riCbl1 rem'Ved.
Bu 'sl"
J06180~
Page S ofS
Seller's Initial8
IJI"I" I' ~~ """""...-...-....
PROPERTY ADDRESS: 4040 31st Ave NE, Naples, FL 34120
ADDENDUM
THIS ADDENDUM is entered into this day of June, 2009, by and between
LaSalle Bank (Seller), and COLLIER COUNTY, a political subdivision of the State of
Florida (Buyer). Buyer and Seller entered into that certain Agreement for Sale and
Purchase dated April 29, 2009 (the "Agreement''). Subsequent to entering into the
Agreement and pursuant to provisions of the Agreement, Buyer and Seller wish to
append the Agreement with the following additional terms and conditions:
1. The closing date shall be extended to June 29, 2009 with no associated
penalties for said extension.
2. The Deposit shall be waived and as a result, the entire purchase amount
will be paid by the Seller at Closing.
Except as expressly provided herein, the Agreement between the Buyer and the
Seller remains in full force and effect according to the terms and conditions contained
therein, and said terms and conditions are applicable hereto except as expressly
provided otherwise herein.
IN WITNESS WHEREOF, the Buyer and Seller have hereto executed this
Addendum the day and year first above written.
Date Property acquisition approved by BCC:
March 24, ~/9i6t~~OF
DATED:
I .'l .'~"fj
......' @,
.'. ~TTEST: " '~
~:. ?WIG.HTE~~: B'R?CK, Clerk .('
,,~~~OC
; ,. Attesf'.s/to ~~ Clerk
, s t ~c\~..,.' Oft I . '
BUYER:
BY:
SELLER:
By:
Print:
Title:
Approved as to form and
legal sufficiency:
j~i~\v{)~
QUI iX~ounty Attorney