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HomeMy WebLinkAboutbocc.packet.07232014- Pitkin Park Place Acquisition AGENDA ITEM SUMMARY REGULAR MEETING DATE: July 23, 2014 AGENDA ITEM TITLE: Ordinance of the Board of County Commissioners of Pitkin County Approving the Purchase of Pitkin Park Place Unit 417A for the Pitkin County Employee Housing Inventory and Authorizing the Chair to Execute the Necessary Documents STAFF RESPONSIBLE: Brian Pettet, Director Public Works, Jon Peacock, County Manager, John Redmond, Director of Finance SUMMARY OF ISSUE: This is the first reading of an ordinance approving the purchase of Pitkin Park Place, Unit 417A for the Pitkin County Employee Housing inventory and authorizing the execution of the necessary documents. BACKGROUND: Pitkin County is committed to making quality affordable housing opportunities available to provide for a healthy, stable, strong and diverse local workforce that may be unattainable without the benefit of the employee housing program. The County negotiated a purchase price of$370,000 to acquire Pitkin Park Place, Unit 417A, located at 417 Pacific Avenue, Unit A, Aspen, from Howell I. Mallory in a Contract to Buy and Sell Real Estate dated June 27, 2014. This unit, located at the Aspen Airport Business Center is a 2-bedroom, 1-bath condominium with a total of 685 square feet of living space. Pets are allowed. It is within easy walking distance of the amenities offered by the AABC and RFTA bus stations. The unit will be made available for sale or rental to occupants qualified under the Aspen/Pitkin County Housing Authority's affordable housing guidelines. The unit's size, location and price make it a desirable addition to the Pitkin County employee housing inventory. This ordinance authorizes the Chair or Chair's designee to sign the Contract and execute any additional documents as may be necessary to complete the purchase. LINK TO STRATEGIC PLAN: Work Force Housing KEY DISCUSSION ITEMS: The background summary above highlights the importance of this acquisition to create affordable housing opportunities for the health and stability of the local workforce. BUDGETARY IMPACT: The purchase price is $370,000 RECOMMENDED BOCC ACTION: Motion to approve ordinance at first reading and set for public hearing and adoption on August 13, 2014. ATTACHMENTS: Proposed Ordinance, Contract AN ORDINANCE OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO APPROVING THE PURCHASE OF PITKIN PARK PLACE UNIT 417A FOR THE PITKIN COUNTY EMPLOYEE HOUSING INVENTORY AND AUTHORIZING THE CHAIR TO EXECUTE THE NECESSARY DOCUMENTS ORDINANCE # -2014 Recitals 1. The Board of County Commissioners of Pitkin County("County") is in a position to acquire Pitkin Park Place Unit 417A located at 417 Pacific Avenue, Unit A, Aspen, CO (the "Property") from Howell I. Mallory. 2. The purpose of the acquisition is to add the Property to the County's employee housing inventory and to make it available for sale or rental to occupants qualified under the Aspen/Pitkin County Housing Authority's affordable housing guidelines; 3. The Property is a 685 square foot, two-bedroom, one-bath unit located at the Aspen Airport Business Center. It is located within easy access to the amenities of the AABC and to RFTA bus stops; 4. The terms and provisions of the purchase are fully set forth in the Contract to Buy and Sell Real Estate dated June 27, 2014; 5. The County and Howell I. Mallory have negotiated a purchase price of$370,000 and it is in the interest of all parties to proceed immediately with the transaction; 6. The Chair(or Chair's designee) shall be authorized to sign a Contract to Buy and Sell Real Estate and to execute such documents in substantially the form approved by the County Attorney as necessary to complete this transaction; 7. The BOCC finds that adoption of this ordinance is in the best interest of the public health, safety and welfare of the citizens of Pitkin County. NOW, THEREFORE,BE IT ORDAINED, that the Board of County Commissioners approves the purchase of Pitkin Park Place, Unit 417A and authorizes the Chair or Chair's designee to execute all documents necessary to complete the purchase. INTRODUCED AND APPROVED ON THE 23RD DAY OF JULY 2014 AND SET FOR PUBLIC HEARING ON THE 13TH DAY OF AUGUST 2014. NOTICE OF PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE ORDINANCE PUBLISHED IN THE ASPEN TIMES WEEKLY ON JULY 24, 2014. Ordinance# -2014 Page 2 NOTICE OF PUBLIC HEARING AND THE FULL TEXT OF THE ORDINANCE POSTED ON THE OFFICIAL PITKIN COUNTY WEBSITE (www.aspenpitkin.com) ON JULY 25, 2014. ADOPTED AFTER FINAL READING AND PUBLIC HEARING ON THE 13TH DAY OF AUGUST 2014. PUBLISHED BY TITLE AND SHORT SUMMARY, AFTER ADOPTION, IN THE ASPEN TIMES WEEKLY ON THE DAY OF 2014. THIS ORDINANCE IS EFFECTIVE ON AUGUST 13, 2014. ATTEST: BOARD OF COUNTY COMMISSIONERS By By: Jeanette Jones Robert A. Ittner, Jr., Chairman Deputy County Clerk Date: APPROVED AS TO FORM: John Ely Jon Peacock County Attorney County Manager 2 Aspen Sotheby 5 Aspen Snowmass Sotheby's international Realty 3 Snowiness .,.,.-., ,,,,. Sally Shiekman-Miller 5 Ph. 970-925-6060 Fax: 970-920-9993 6 The printed portions or this corm,except differentiated additions,have been approved by the Colorado Real Estate 7 Commission. (CB51-8-13) (Mandatory 1-14j 9 10 THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL 11 AND TAX OR OTHER COUNSEL BEFORE SIGNING. 12 13 14 CONTRACT TO BUY AND SELL REAL ESTATE 15 (RESIDENTIAL) 16 17 1e Date 6/27/2014 19 20 21 AGREEMENT 22 23 24 1. AGREEMENT.Buyer,identified in§2.1,agrees to buy,and Seller,identified in§2.3,agrees to sell,the 25 Property described below on the terms and conditions set forth in this contract(Contract). 26 27 29 2. PARTIES AND PROPERTY. 30 2.1.Buyer.Buyer,Board of County Commissioners of Pitkin County,will take title to the 31 Property described below as 32 33 CI Joint Tenants ❑Tenants In Common ElOther 34 35 36 2.2.Assignability and inurement.This Contract®is ❑Is Not assignable by Buyer without Seller's 37 prior written consent.Except as so restricted,this Contract inures to the benefit of and is binding upon the heirs 38 personal representatives,successors and assigns of the parties. 40 2.3.Seller.Seiler,Mallory/Howell,is the current owner of the Property described below. 41 2.4.Property.The Property is the following legally described real estate in the County of 42 Pitkin ,Colorado: 43 44 Subdivision:PITKIN PARK PLACE Unit:417A DESC•PHASE 1I AKA F1 45 known as No.417 Pacific Avenue Unit A Aspen CO 81611, 46 47 together with the Interests,easements,rights,benefits,improvements and attached fixtures appurtenant thereto, 48 and all interest of Seiler In vacated streets and alleys adjacent thereto,except as herein excluded(Property). 49 50 2.5.Inclusions. The Purchase Price includes the followingitems Inclusions 51 (inclusions). 52 2.5.1. Fixtures.If attached to the Property on the date of this Contract,the following Items are 53 included unless excluded under Exclusions(§2.6):lighting,heating,plumbing,ventilating and air conditioning 9s fixtures,TV antennas,inside telephone,network and coaxial(cable)wiring and connecting blocks/jacks,plants, 56 mirrors,floor coverings,Intercom systems,built—in kitchen appliances,sprinkler systems and controls,built—in 67 se vacuum systems(including accessories),garage door openers including none remote controls. 59 Other Fixtures:see personal property below 60 if any fixtures are attached to the Property after the date of this Contract,such additional fixtures are also Included 61 in the Purchase Price. 62 63 2.5.2. Personal Property.If on the Property,whether attached or not,on the date of this 64 Contract,the following items are included unless excluded under Exclusions(§2.6):storm windows,storm doors, 65 window and porch shades,awnings,blinds,screens,window coverings,curtain rods,drapery rods,fireplace 67 inserts,fireplace screens,fireplace grates heating stoves,storage sheds,and all keys. if checked,the foiowing 68 are included. ❑Water Softeners RI Smoke/Fire Detectors ®Carbon Monoxide Alarms ❑Security 60 Systems❑Satellite Systems(including satellite dishes). 71 Other Personal Property: 73 dishwasher,m►croWave,range, refrigerator,window coverings 74 The Personal Property to be conveyed at Closing must be conveyed by Seller free and clear of all 75 taxes(except personal property taxes for the year of Closing) liens and encumbrances,except 77 for none .Conveyance will be by bill of sale or other applicable legal instrument. 78 2.5.3. Parking and Storage Facilities.®Use Only❑Ownership of the following parking 79 sa one assigned parking e1 facilities:space ;and®Use Only❑Ownership of the following storage facilities 82 storage closet In basement of adjacent 419 building 83 2.6. Exclusions.The following items are excluded(Exclusions): CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 1 of 16 Buyer(s)Initials -107 Seller(s)Initials 9' L CTMcContracts.com-C2014 CTM Software Corp. 85 none 86 — 87 88 2.7. Water Rights,Well Rights,Water and Sewer Taps. 89 90 is2.7.1. Deeded Water Rights.The following legally described water rights: 91 n/a 942 Any deeded water rights will be conveyed by a good and sufficient n/a deed at Closing. 0 2.7.2. Other Rights Relating to Water.The following rights relating to water not included In 96 §§2.7.1,2.7.3,2.7.4 and 2.7.5,will be transferred to Buyer at Closing: 97 98 6 2.7.3. Well Rights. Seiler agrees to supply required information to Buyer about the well. t0o Buyer understands that if the well to be transferred is a"Small Capacity Well or a Domestic Exempt Water Weil' lot used for ordinary household purposes,Buyer must,prior to or at Closing,complete a Change In Ownership form 102 for the well.if an existing well has not been registered with the Colorado Division of Water Resources in the 104 Department of Natural Resources(Division),Buyer must complete a registration of existing well form for the well los and pay the cost of registration.If no person will be providing a closing service in connection with the transaction, 106 Buyer must file the form with the Division within sixty days after Closing.The Well Permit#Is 107 l08 n/a . 109 0 2.7.4.Water Stock Certificates:The water stock certificates to be transferred at Closing are no 111 as follows: 112 n/a 113 2.7.5. Water and Sewer Taps.Note:Buyer is advised to obtain,from the provider, 114 written confirmation of the amount remaining to be paid,If any,time and other restrictions for transfer 116 and use of the taps. 117 2.7.6.Conveyance.if Buyer is to receive any rights to water pursuant to§2.7.2(Other Rights 119 Relating to Water),§2.7.3(Well Rights),or§2.7.4(Water Stock Certificates),Seiler agrees to convey such rights 120 to Buyer by executing the applicable legal Instrument at Closing. 121 122 123 3. DATES AND DEADUNES. 124 125 126 Item No, Reference Event Date or Deadline 127 128 1 §4.3 Alternative Earnest Money Deadline 3 bus days 129 following MEC 130 Title 131 2 §8.1 Record Title Deadline 7 days following 133 MEC 4 1 35 3 §8.2 Record Title Objection Deadline 21 days following 136 MEC 137 • 4 §8.3 Off-Record Title Deadline 7 days following 139 MEC 140 1 5 §8.3 Off-Record Title Objection Deadline 21 days following 142 MEC 143 6 §8.4 Title Resolution Deadline 28 days following 144 MEC 145 7 §8.6 Right of First Refusal Deadline n/a 146 147 Owners'Association 148 7 days following 149 8 §7.3 Association Documents Deadline ME C EC 1s1 21 days following 152 9 §7.4 Association Documents Objection Deadline MEC 153 154 Seller's Property Disclosure 155 7 days following 115657 10 §10.1 Seller's Property Disclosure Deadline MEC 158 Loan and Credit 159 160 11 §5.1 Loan Application Deadline n/a 161 12 §5.2 Loan Objection Deadline n/a 163 163 13 §5.3 Buyer's Credit Information Deadline n/a 164 14 §5.3 Disapproval of Buyer's Credit Information n/a 166 peediine 167 15 §5.4 Existing Loan Documents Deadline n/a CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 2 of 16 Buyer(s)Initials Seller(s)Initials CTMeConrmcts.com-C2014 CTM Software Corp. 168 16 §5.4 Existing Loan Documents Objection Deadline n/a 170 17 §5.4 Loan Transfer Approval Deadline n/a 170 PP 171 7 days following 172 18 §4.7 Seller or Private Financing Deadline MEC 173 174 ,Appraisal 175 19 §6.2 Appraisal Deadline 21 days following 177 MEC 178 28 days following 179 20 §6.2 Appraisal Objection Deadline MEC 180 . 181 Survey 162 21 §9.1 Current Survey Deadline n/a 183 184 22 §9.2 Current Survey Objection Deadline n/a 185 23 §9.3 Current Survey Resolution Deadline 186 187 Inspection and Due Diligence 188 21 days following 189 24 §10,2 Inspection Objection Deadline MEC EC 191 192 25 §10.3 Inspection Resolution Deadline 28 days following 193 MEC 194 26 §10.5 Property Insurance Objection Deadline 21 days following 195 MEC 196 198 27 §10.6 Due Diligence Documents Delivery Deadline 7 days following MEC 199 28 days following 200 28 §10.8 Due Diligence Documents Objection Deadline 201 MEC 202 30 day following 203 29 §10.6 Due Diligence Documents Resolution Deadline MEC 204 205 30 _ §10.7 Conditional Sale Deadline 206 Closing and Possession 207 208 31 §12.3 Closing Date 9/4/2014 Thursday 209 32 §17 Possession Date 9/4/2014 Thursday 211 33 §17 Possession Time after closing 212 34 §28 Acceptance Deadline Date 7/2/2014 Wednesday 213 35 §28 Acceptance Deadline Time 5:00 p.m. 214 215 Board of County Commissioner Approval 216 36 Deadline 8H4/2014 Thursday 217 218 37 219 220 Note:If FHA or VA loan boxes are checked in§4.5.3(Loan Limitations),the Appraisal Deadline(§3)does Not 222 apply to FHA insured or VA guaranteed loans. 223 224 3.1. Applicability of Terms.Any box checked in this Contract means the corresponding provision 225 226 applies.Any box,blank or line in this Contract left blank or completed with the abbreviation"N/A-,or the word 227 'Deleted"means such provision,including any deadline,is not applicable and the corresponding provision of this 228 Contract to which reference is made is deleted. 229 230 231 The abbreviation°MEC"(mutual execution of this Contract)means the date upon which both parties have signed 233 this Contract. 234 235 236 4. PURCHASE PRICE AND TERMS. 237 4.1.Price and Terms.The Purchase Price set forth below is payable in U.S.Dollars by Buyer as follows: 238 240 240 item No. Reference item Amount Amount 241 1 § 4.1 Purchase Price $370,000.00 242 243 2 § 4.3 Earnest Money $15,000.00 244 3 § 4.5 New Loan $0.00 245 246 4 § 4.8 Assumption Balance $0.00 247 5 § 4.7 Private Financing $0.00 249 6 § 4.7 Seller Financing 250 7 251 CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 3 of 16 Buyer(s)Initials lav Seller(s)Initials CTMeContracts.com-C2014 CTM Software Corp. 252 8 254 9 § 4.4 Cash at Closing $355,000.00 255 10 TOTAL $370,000.00 5370,000.00 256 257 258 4.2. Seiler Concession.Seiler,at Closing,will credit,as directed by Buyer,an amount of$ 259 n/a to assist with any or all of the following:Buyer's closing costs,loan discount points, loan 261 origination fees, items(Including anyamounts that Seller agrees topaybecause Buyer is not allowed to 2st tlg ( g Y 262 pay due to FHA,CHFA,VA,etc.),and any other fee,cost,charge,expense or expenditure related to Buyer's New 263 Loan or other allowable Seiler concession(collectively,Seiler Concession).Seller Concession is in addition to any 265 sum Seller has agreed to pay or credit Buyer elsewhere in this Contract.Seller Concession will be reduced to the 266 extent it exceeds the aggregate of what is allowed by Buyer's lender as set forth in the Closing Statement, 267 Closing Disclosure or HUD-1,at Closing. 268 269 4.3. Earnest Money.The Earnest Money set forth In this section,In the form of 276 check or wire transfer ,will be payable to and held by Land Title Guarantee Company 272 (Earnest Money Holder),in its trust account on behalf of both Seller and Buyer.The Earnest Money deposit must 273 be tendered,by Buyer,with this Contract unless the parties mutually agree to an Alternative Earnest Money 274 Deadline(§3)for its payment.The parties authorize delivery of the Earnest Money deposit to the company 276 conductingthe Closing(ClosingCompany),if any,at or before in the event Earnest MoneyHolder has 276 Pa Y). Closing. 277 agreed to have interest on Earnest Money deposits transferred to a fund established for the purpose of providing 278 affordable housing to Colorado residents,Seller and Buyer acknowledge and agree that any interest accruing on 290 the Earnest Money deposited with the Earnest Money Holder in this transaction will be transferred to such fund. 281 4.3.1. Alternative Earnest Money Deadline.The deadline for delivering the Eamest 262 Money,if other than at the time of tender of this Contract,is as set forth as the Alternative Earnest Money 283 284 Deadline(§3). 285 4.3.2. Return of Earnest Money.If Buyer has a Right to Terminate and timely terminates,. 286 Buyer Is entitled to the return of Earnest Money as provided in this Contract If this Contract Is terminated as set 288 forth in§25 and,except as provided in§24,If the Earnest Money has not already bean returned following receipt 289 of a Notice to Terminate,Seller agrees to execute and return to Buyer or Broker working with Buyer,written 190 mutual instructions(e.g.,Eamest Money Release form),within three days of Seller's receipt of such form. 292 4.4. Form of Funds;Time of Payment;Available Funds. 293 4.4.1. Good Funds.All amounts payable by the parties at Closing,including any loan 294 proceeds,Cash at Closing and closing costs,must be in funds that comply with all applicable Colorado laws, 296 Including electronic transfer funds,certified check,savings and loan teller's check and cashier's check(Good 297 Funds). 298 4.4.2. Time of Payment;Available Funds.All funds,including the Purchase Price to be 399 00 paid by Buyer,must be paid before or at Closing or as otherwise agreed in writing between the parties to allow 301 disbursement by Closing Company at Closing OR SUCH NONPAYING PARTY WILL BE IN DEFAULT.Buyer 302 represents that Buyer,as of the date of this Contract,®Does 0 Does Not have funds that are immediately 304 verifiable and available In an amount not less than the amount stated as Cash at Closing in§ 4.1. 305 4.5. New Loan.(Omitted as inapplicable) 306 307 308 4.6. Assumption. (Omitted as inapplicable) 309 310 311 4.7 Seiler or Private Financing. (Omitted as inapplicable) 312 313 314 TRANSACTION PROVISIONS 315 316 318 5• FINANCING CONDITIONS AND OBUGATIONS.(Omitted as inapplicable) 319 321 5.3. Credit Information and Buyer's New Senior Loan.(Omitted as Inapplicable) 322 323 5.4. Existing Loan Review.(Omitted as inapplicable) 325 326 6. APPRAISAL PROVISIONS. 328 6.1.Lender Property Requirements.If the lender imposes any requirements or repairs(Requirements)to 329 be made to the Property(e.g.,roof repair,repainting),beyond those matters already agreed to by Seiler In this 330 Contract,Seller has the Right to Terminate under§25.1,(notwithstanding§10 of this Contract),on or before three 332 days following Seller's receipt of the Requirements,based on any unsatisfactory Requirements,in Seller's sole 333 subjective discretion.Sellers Right to Terminate in this§6.1 does not apply if,on or before any termination by CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 4 of 16 Buyer(s)Initials Seller(s)Ituhals �i CTMeContracts.com-02014 CTM Software Corp 334 Seiler pursuant to this§6.1'(1)the parties enter into a written agreement regarding the Requirements;or(2)the 335 336 Requirements have been completed;or(3)the satisfaction of the Requirements is waived in wilting by Buyer. 337 6.2. Appraisal Condition.The applicable Appraisal provision set forth below applies to the respective 338 loan type set forth in§4.5.3,or if a cash transaction(i.e no financing),§6.2.1 applies. 340 6.2.1. Conventional/Other.Buyer has the sole option and election to terminate this Contract 341 if the Property's valuation,determined by an appraiser engaged on behalf of Buyer ,is less 342 than the Purchase Price.The appraisal must be received by Buyer or Buyer's lender on or before Appraisal 344 Deadline(§3).Buyer has the Right to Terminate under§25.1,on or before Appraisal Objection Deadline(§ 345 3),if the Property's valuation is less than the Purchase Price and Seller's receipt of either a copy of such appraisal 346 or written notice from lender that confirms the Property's valuation is less than the Purchase Price.This§6.2.1 is 347 348 for the sole benefit of Buyer. 349 6.2.2. FHA.it is expressly agreed that. notwithstanding any other provisions of this Contract, 350 the Purchaser(Buyer)shall not be obligated to complete the purchase of the Property described herein or to incur 352 any penalty by forfeiture of Earnest Money deposits or otherwise unless the Purchaser(Buyer)has been given,in 353 accordance with HUD/FHA or VA requirements,a written statement Issued by the Federal Housing 354 Commissioner,Department of Veterans Affairs,or a Direct Endorsement lender,setting forth the appraised value 356 of the Propertyof not less than The Purchaser(Buyer)shall have the privilege and option of 356 $ ( Y ) P 9 P 357 proceeding with the consummation of the Contract without regard to the amount of the appraised valuation.The 358 appraised valuation is arrived at to determine the maximum mortgage the Department of Housing and Urban 36aDevelopment will insure.HUD does not warrant the value nor the condition of the Property.The Purchaser(Buyer) 361 should satisfy himseiflherself that the price and condition of the Property are acceptable. 362 6.2.3. VA. It is expressly agreed that,notwithstanding any other provisions of this Contract,the 364 purchaser(Buyer)shall not incur any penalty by forfeiture of Earnest Money or otherwise or be obligated to 365 complete the purchase of the Property described herein,if the Contract Purchase Price or cost exceeds the 366 reasonable value of the Property established by the Department of Veterans Affairs.The purchaser(Buyer)shall. 368 however,have the privilege and option of proceeding with the consummation of this Contract without regard to the 369 amount of the reasonable value established by the Department of Veterans Affairs. 370 6.3. Cost of Appraisal.Cost of any appraisal to be obtained after the date of this Contract must be 371 372 timely paid by®Buyer USeller.The cost of the appraisal may Include any and all fees paid to the appraiser. 373 appraisal management company,lender's agent or all three. 374 375 376 7. OWNERS'ASSOCIATIONS.This Section is applicable if the Property is located within a aleCommon Interest Community and subject to such declaration. 379 7.1. Owners'Association Documents.Owners'Association Documents(Association Documents) 380 consist of the following: 381 7.1.1. All Owners'Association declarations,articles of incorporation. bylaws, articles of 383 organization,operating agreements,rules and regulations,party wall agreements; 384 7.1.2. Minutes of most recent annual owners'meeting; 345 7.1.3. Minutes of any directors'or managers'meetings during the six-month period 387 immediately preceding the date of this Contract.If none of the preceding minutes exist,then the most recent 3se minutes,If any(§§7.1.1,7.1.2 and 7.1.3 collectively. Governing Documents);and 389 7.1.4. The most recent financial documents which consist of:(1)annual and most recent 391 balance sheet,(2)annual and most recent Income and expenditures statement,(3)annual budget,(4)reserve 392 study,and(5)notice of unpaid assessments,if any(collectively, Financial Documents). J93 7.2. Common Interest Community Disclosure.THE PROPERTY IS LOCATED WITHIN A 396 COMMON INTEREST COMMUNITY AND IS SUBJECT TO THE DECLARATION FOR SUCH COMMUNITY.THE 396 OWNER OF THE PROPERTY WILL BE REQUIRED TO BE A MEMBER OF THE OWNERS'ASSOCIATION FOR 387 THE COMMUNITY AND WILL BE SUBJECT TO THE BYLAWS AND RULES AND REGULATIONS OF THE 398 399 ASSOCIATION.THE DECLARATION,BYLAWS,AND RULES AND REGULATIONS WILL IMPOSE FINANCIAL 4o0 OBLIGATIONS UPON THE OWNER OF THE PROPERTY,INCLUDING AN OBLIGATION TO PAY 401 ASSESSMENTS OF THE ASSOCIATION.IF THE OWNER DOES NOT PAY THESE ASSESSMENTS,THE 403 ASSOCIATION COULD PLACE A LIEN ON THE PROPERTY AND POSSIBLY SELL IT TO PAY THE DEBT. 404 THE DECLARATION,BYLAWS,AND RULES AND REGULATIONS OF THE COMMUNITY MAY PROHIBIT THE 8 8 OWNER FROM MAKING CHANGES TO THE PROPERTY WITHOUT AN ARCHITECTURAL REVIEW BY THE Th 407 ASSOCIATION(OR A COMMITTEE OF THE ASSOCIATION)AND THE APPROVAL OF THE ASSOCIATION. 408 PURCHASERS OF PROPERTY WITHIN THE COMMON INTEREST COMMUNITY SHOULD INVESTIGATE THE 409 FINANCIAL OBLIGATIONS OF MEMBERS OF THE ASSOCIATION.PURCHASERS SHOULD CAREFULLY 411 READ THE DECLARATION FOR THE COMMUNITY AND THE BYLAWS AND RULES AND REGULATIONS OF 412 THE ASSOCIATION. 413 7.3. Association Documents to Buyer. 414 415 ® 7.3.1. Seiler to Provide Association Documents.Seller will cause the Association Documents 416 to be provided to Buyer,at Seller's expense,on or before Association Documents Deadline(§3). CBS 1-8-13 CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 5 of 16 Buyer(s)Initials 4' Seller(s)initials i R 9 i \ CTMcContracts.com-02014 CTM Software Corp 41- ® 7.3.2.Seller Authorizes Association.Seiler authorizes the Association to provide the 41a 41 q Association Documents to Buyer,at Seller's expense. 420 7.3.3.Seller's Obligation.Seller's obligation to provide the Association Documents is fulfilled 42: upon Buyer's receipt of the Association Documents,regardless of who provides such documents. 423 Note:if neither box in this§7.3 is checked,the provisions of§7.3.1 apply. 424 7.4. Conditional on Buyer's Review.Buyer has the right to review the Association Documents. 425 Buyer has the Right to Terminate under§25.1,on or before Association Documents Objection Deadline(§3), 426 based on anyunsatisfactory provision in any of the Association Documents,in Buyer's sole subjective discretion. 428 Should Buyer receive the Association Documents after Association Documents Deadline(§3),Buyer,at 429 Buyer's option,has the Right to Terminate under§25.1 by Buyer's Notice to Terminate received by Seller on or 431 before ten days after Buyer's receipt of the Association Documents.If Buyer does not receive the Association 432 Documents,or if Buyer's Notice to Terminate would otherwise be required to be received by Seiler after Closing 433 Date(§3),Buyer's Notice to Terminate must be received by Seller on or before Closing.if Seiler does not receive 435 Buyer's Notice to Terminate within such time,Buyer accepts the provisions of the Association Documents as 436 satisfactory,and Buyer waives any Right to Terminate under this provision,notwithstanding the provisions of§8.6. 437 (Right of First Refusal or Contract Approval). 438 439 440 8. TITLE INSURANCE,RECORD TITLE AND OFF-RECORD TITLE. 441 8.1. Evidence of Record Title. 442 443 ❑ 8.1.1. Seiler Selects Title Insurance Company.If this box Is checked,Seiler will select the 444 title insurance company to famish the owner's title Insurance policy at Sellers expense.On or before Record 446 Title Deadline(§3),Seller must furnish to Buyer,a current commitment for owner's title insurance policy(Title 447 Commitment),in an amount equal to the Purchase Price,or if this box is checked,❑an Abstract of Title 440 certified to a current date Seiler will cause the title insurance policy to be issued and delivered to Buyer as soon 450 as practicable at or after Closing. 451 ❑ 8.1.2. Buyer Selects Title insurance Company.if this box is checked,Buyer will select the 452 title insurance company to furnish the owner's title insurance policy at Buyer's expense.On or before Record Title 454 Deadline(§3),Buyer must furnish to Seiler,a current commitment for owner's title insurance policy(Title 455 Commitment),In an amount equal to the Purchase Price. 456 if neither box in§8.1.1 or§8.1 2 is checked, §8.1.1 applies. 458 8.1.3. Owner's Extended Coverage(OEC).The Title Commitment®IRili ❑WIII Not. 459 commit to delete or insure over the standard exceptions which relate to:(1)parties in possession,(2)unrecorded 460 easements,(3)survey matters,(4)unrecorded mechanics'liens,(5)gap period(effective date of commitment to 462 date deed is recorded),and(6)unpaid taxes,assessments and unredeemed tax sales prior to the year of Closing 463 (OEC).If the title insurance company agrees to provide an endorsement for OEC,any additional premium expense 465 to obtain an endorsement for OEC will be paid by❑Buyer ®Seiler❑One-Half by Buyer end One-Half by 466 Seiler❑Other 467 Note:The title Insurance company may not agree to delete or insure over any or all of the standard exceptions. 469 8.1.4. Title Documents.Title Documents consist of the following:(1)copies of anylate 469 g: plats, 470 declarations,covenants,conditions and restrictions burdening the Property,and(2)copies of any other 411 documents(or,if illegible,summaries of such documents)listed in the schedule of exceptions(Exceptions)in the 473 Title Commitment furnished to Buyer(collectively, Title Documents). 474 8.1.5. Copies of Title Documents.Buyer must receive,on or before Record Title Deadline(§ 475 3),copies of all Title Documents This requirement pertains only to documents as shown of record in the office of 76 477 the clerk and recorder in the county where the Property Is located.The cost of furnishing copies of the documents 479 required in this Section will be at the expense of the party or parties obligated to pay for the owner's title insurance 479 policy cY 481 8.1.8. Existing Abstracts of Title.Seiler must deliver to Buyer copies of any abstracts of title 482 covering all or any portion of the Property(Abstract of Title)in Sellers possession an or before Record Title 48a Deadline(§3). q85 8.2. Record Title.Buyer has the right to review and object to the Abstract of Title or Title Commitment 486 and any of the Title Documents as set forth in§8.4(Right to Object to Title,Resolution)on or before Record Title 487 Objection Deadline(§3).Buyer's objection may be based on any unsatisfactory form or content of Title 4B Commitment or Abstract of Title,notwithstanding§13,or any other unsatisfactory title condition,in Buyer's sole 490 subjective discretion.if the Abstract of Title,Title Commitment or Title Documents are not received by Buyer on or 491 before the Record Title Deadline(§3),or if there is an endorsement to the Title Commitment that adds a new 493 Exception to title,a copy of the new Exception to title and the modified Title Commitment will be delivered to 494 Buyer.Buyer has until the earlier of Closing or ten days after receipt of such documents by Buyer to review and 495 object to:(1)any required Title Document not timely received by Buyer,(2)any change to the Abstract of Title, 497 Title Commitment or Title Documents,or(3)any endorsement to the Title Commitment.If Seiler receives Buyer's 9t+ Notice to Terminate or Notice of Title Objection,pursuant to this§8.2(Record Title),any title objection by Buyer CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 6 of 16 Buyer(s)Initials Seller(s)Initials CTMeContracts.com-©2014 CTM Software Corp. 499 is governed by the provisions set forth In§8.4(Right to Object to Title,Resolution).If Seller has fulfilled all Seller's 500 01 obligations, if any,to deliver to Buyer all documents required by§8.1 (Evidence of Record Title)and Seller does 502 not receive Buyer's Notice to Terminate or Notice of Tite Objection by the applicable deadline specified above, 5o Buyer accepts the condition of title as disclosed by the Abstract of Tide,Title Commitment and Title Documents 565 as satisfactory. 506 8.3. Off—Record Title.Seller must deliver to Buyer,on or before Off-Record Title Deadline(§3), 507 true copies of all existing surveys in Seders possession pertaining to the Property and must disclose to Buyer all 508 509 easements,liens(Including,without limitation,governmental improvements approved,but not yet installed)or other 510 title matters(including,without limitation,rights of first refusal and options)not shown by public records,of which 511 Seiler has actual knowledge(Off-Record Matters).Buyer has the right to Inspect the Property to investigate If any 513 third partyhas anyright in the Propertynot shown public records(e.g.,by unrecorded easement,boundary line 51,1 discrepancy or water rights).Buyer's Notice to Terminate or Notice of Title Objection of any unsatisfactory 515 condition(whether disclosed by Seiler or revealed by such inspection,notwithstanding§8.2 and§13),in Buyer's 537 sole subjective discretion,must be received by Seiler on or before Off-Record Title objection Deadline(§3). If 518 an Off-Record Matter is received by Buyer after the Off-Record Title Deadline(§3),Buyer has until the earlier of 519 Closing or ten days after receipt by Buyer to review and object to such Off-Record Matter.If Seiler receives 520 Buyer's Notice to Terminate or Notice of Title Objection pursuant to this§8.3(Off-Record Title),any title objection 522 by Buyer and this Contract are governed by the provisions set forth in§8.4(Right to Object to Title,Resolution). If 523 Seiler does not receive Buyer's Notice to Terminate or Notice of Tide Objection by the applicable deadline 525 specified above,Buyer accepts title subject to such rights,if any,of third parties of which Buyer has actual 526 knowledge. 527 8.4. Right to Object to Title,Resolution.Buyer's right to object to any title matters includes,but is 529 not limited to those matters set forth in§§8.2(Record Title),8.3(Off-Record Title)and 13(Transfer of Title),In 530 Buyer's sole subjective discretion.If Buyer objects to any title matter,on or before the applicable deadline,Buyer 531 has the following options: 532 533 8.4.1. Title Objection,Resolution.If Seller receives Buyer's written notice objecting to any 534 title matter(Notice of Title Objection)on or before the applicable deadline,and if Buyer and Seller have not agreed 555 to a written settlement thereof on or before Title Resolution Deadline(§3),this Contract will terminate on the 536 537 expiration of Title Resolution Deadline(§3),unless Seiler receives Buyer's written withdrawal of Buyer's Notice 538 of Tide Objection(i.e.,Buyer's written notice to waive objection to such items and waives the Right to Terminate 539 for that reason),on or before expiretbn of Title Resolution Deadline(§3).If either the Record Title Deadline or 5a1the Off-Record Titie Deadline,or both,are extended to the earlier of Closing or ten days after receipt of the 542 applicable documents by Buyer,pursuant to§8.2(Record Title)or§8.3(Off-Record Title),the Title Resolution 543 Deadline also will be automatically extended to the earlier of Closing or fifteen days after Buyer's receipt of the 544 45 applicable documents;or 546 8.4.2. Title Objection,Right to Terminate.Buyer may exercise the Right to Terminate under 541 §25.1,on or before the applicable deadline,based on any unsatisfactory title matter,in Buyer's sole subjective Sae discretion. 550 8.5. Special Taxing Districts.SPECIAL TAXING DISTRICTS MAY BE SUBJECT TO GENERAL 551 OBLIGATION INDEBTEDNESS THAT IS PAID BY REVENUES PRODUCED FROM ANNUAL TAX LEVIES ON 553 THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS.PROPERTY OWNERS IN SUCH DISTRICTS MAY BE 554 PLACED AT RISK FOR INCREASED MILL LEVIES AND TAX TO SUPPORT THE SERVICING OF SUCH DEBT 555 WHERE CIRCUMSTANCES ARISE RESULTING IN THE INABILITY OF SUCH A DISTRICT TO DISCHARGE 557 SUCH INDEBTEDNESS WITHOUT SUCH AN INCREASE IN MILL LEVIES.BUYERS SHOULD INVESTIGATE 558 THE SPECIAL TAXING DISTRICTS IN WHICH THE PROPERTY iS LOCATED BY CONTACTING THE COUNTY 559 TREASURER,BY REVIEWING THE CERTIFICATE OF TAXES DUE FOR THE PROPERTY,AND BY 56 561 OBTAINING FURTHER INFORMATION FROM THE BOARD OF COUNTY COMMISSIONERS,THE COUNTY 562 CLERK AND RECORDER,OR THE COUNTY ASSESSOR. 563 Buyer has the Right to Terminate under§25.1,on or before Off-Record Title Objection Deadline(§3), 565 based on any unsatisfactory effect of the Property being located within a special taxing district,in Buyer's sole 566 subjective discretion. 567 8.8. Right of First Refusal or Contract Approval.If there is a right of first refusal on the Property or a 56e 569 right to approve this Contract,Seller must promptly submit this Contract according to the terms and conditions of 570 such right.If the holder of the right of first refusal exercises such right or the holder of a right to approve 571 disapproves this Contract,this Contract will terminate.if the right of first refusal is waived explicitly or expires,or 572 573 the Contract Is approved,this Contract will remain in full force and effect.Seder must promptly notify Buyer in 574 writing of the foregoing.if expiration or waiver of the right of first refusal or approval of this Contract has not 575 occurred on or before Right of First Refusal Deadline(§3),this Contract will then terminate. 576 8.7. Title Advisory.The Title Documents affect the tide,ownership and use of the s77 IP Property and should 578 be reviewed carefully.Additionally,other matters not reflected in the Title Documents may affect the title, 579 ownership and use of the Property including,without limitation,boundary lines and encroachments,set-back 561 requirements,area,zoning,building code violations,unrecorded easements and claims of easements,leases and 582 other unrecorded agreements,water on or under the Property,and various laws and govemmental regulations CBS1-S-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 7 of 16 Buyer(s)Initials , Seller(s)Initials CTMcContracts.com-©2014 CTM Software Corp. 5e3 concerning land use,development and environmental matters.The surface estate may be owned separately 5B5 from the underlying mineral estate,and transfer of the surface estate does not necessarily include sea transfer of the mineral rights or water rights.Third parties may hold Interests in oil,gas,other minerals, 587 geothermal energy or water on or under the Property,which interests may give them rights to enter and see use the Property.Such matters,and others may be excluded from or not covered by the owner's title insurance sca policy.Buyer is advised to timely consult legal counsel with respect to all such matters as there are strict time 661 limits provided in this Contract[e.g.. Record Title Objection Deadline(§3)and Off-Record Title Objection 592 543 Deadline(§3)]. 594 596 9. CURRENT SURVEY REVIEW. 597 9.1.Current Survey Conditions.if the box in§9.1.1 or§9.1.2 is checked,Buyer,the issuer of the Title 598 Commitment or the provider of the opinion of title If an Abstract of Title,and bog will receive Improvement Location Certificate,improvement Survey Plat 601 or other form of survey set forth in§9.1.2(collectively, Current Survey),on or before Current Survey Deadline(§ 602 U 3.The Current Survey shall be certified by the surveyor to all those who are to receive the Current Surve . boa 9.1.1.Improvement Location Certificate.If the box in this§9.1.1 Is checked,❑Seller UBuyer 505 will order or provide,and pay,on or before Closing,the cost of an Improvement Location Certificate. 606 el 9.1.2. Survey.If the box in this§9.1.2 is checked,a Current Survey,other than an 607 60e Condominium or 609 improvement Location Certificate,will be an❑Improvement Survey Plat or® Subdivision Pia .The 610 parties agree that payment of the cost of the Current Survey and obligation to order or provide the Current Survey bit as follows!shall accompany the title commitment and shall be paid for by Seller 613 9.2. Current Survey Objection.Buyer has the right to review and object to the Current Survey.if the 614 Current Survey is not timely received by Buyer or is unsatisfactory to Buyer,in Buyer's sole subjective discretion, 615 616 Buyer may,on or before Current Survey Objection Deadline(§3),notwithstanding§8.3 or§13: 617 9.2.1.Notice to Terminate.Notify Seiler In writing that this Contract is terminated;or 618 9.2.2.Current Survey Objection.Deliver to Seiler a written description of any matter that was to be 629 shown or is shown in the Current Survey that is unsatisfactory and that Buyer requires Seller to correct. 621 9.3. Current Survey Resolution.if a Current Survey Objection is received by Seller,on or before Current 622 Survey Objection Deadline(§3),and if Buyer and Seller have not agreed in writing to a settlement thereof on or 623 624 before Current Survey Resolution Deadline(§3),this Contract will terminate on the Current Survey 625 Resolution Deadline(§3),unless Seller receives Buyer's written withdrawal of the Current Survey Objection 626 before such termination,l.e.,on or before expiration of Current SurveyResolution Deadline 627 P (§3). 628 629 DISCLOSURE,INSPECTION AND DUE DILIGENCE 630 631 632 10. PROPERTY DISCLOSURE,INSPECTION,INDEMNITY,INSURABILITY,DUE DILIGENCE,BUYER 633 DISCLOSURE AND SOURCE OF WATER. 634 635 10.1. Seller's Property Disclosure.On or before Seller's Property Disclosure Deadline(§3),Seller 636 agrees to deliver to Buyer the most current version of the applicable Colorado Real Estate Commission's Seller's 637 Property Disclosure form completed by Seiler to Seller's actual knowledge,current as of the date of this Contract. 638 639 10.2. inspection Objection.Unless otherwise provided in this Contract,Buyer acknowledges that Seller 640 is conveying the Property to Buyer in an"as is"condition,°where is and"with all faults.Colorado law requires 641 that Seiler disclosure to Buyer any latent defects actually known by Seiler.Disclosure of latent defects must be in 642 643 writing.Buyer,acting in good faith has the right to have inspections(by one or more third parties,personally or 644 both)of the Property and inclusions(Inspection),at Buyer's expense.If(1)the physical condition of the Property, 6 46 including,but not limited to,the roof,wails,structural integrity of the Property,the electrical, plumbing, HVAC and 647 other mechanical systems of the Property,(2)the physical condition of the inclusions,(3)service to the Property 648 (Including utilities and communication services),systems and components of the Property(e.g.heating and 649 plumbing),(4)any proposed or existing transportation project,road,street or highway,or(5)any other activity, 653 odor or noise(whether on or off the Property)and Its effect or expected effect on the Property or Its occupants Is 652 unsatisfactory,in Buyer's sole subjective discretion,Buyer may,on or before inspection Objection Deadline(§ 653 31. 654 655 10.2.1. Notice to Terminate.Notify Seller In writing that this Contract is terminated;or 656 10.2.2. Inspection Objection.Deliver to Seller a written description of any unsatisfactory physical 657 condition that Buyer requires Seller to correct. 658 639 10.3. inspection Resolution.If an Inspection Objection is received by Seller,on or before Inspection 660 Objection Deadline(§3),and if Buyer and Seller have not agreed in writing to a settlement thereof on or before 661 inspection Resolution Deadline(§3),this Contract will terminate on Inspection Resolution Deadline(§3) 662 663 unless Seiler receives Buyer's written withdrawal of the inspection Objection before such termination,i.e.,on or 664 before expiration of inspection Resolution Deadline(§3). 665 10.4. Damage, Liens and Indemnity.Buyer,except as otherwise provided in this Contract or other 666 CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page B of 16 Buyer(s)Initials <� � Seller(s)Initials '• CTMeContracts.coin-02014 CTM Software Corp. 667 written agreement between the parties,is responsible for payment for all inspections,tests,surveys,engineering 66eperformed reports,or other reports at Buyer's request(Work)and must pay for any damage that occurs to the 669 Property and inclusions as a result of such Work.Buyer must not permit claims or liens of any kind against the 671 Property for Work performed on the Property.Buyer agrees to indemnify,protect and hold Seller harmless from 672 and against any liability,damage,cost or expense incurred by Seiler and caused by any such Work,claim,or 673 lien.This indemnity includes Seller's right to recover all costs and expenses incurred by Seller to defend against 675 any such liability,damage,cost or expense,or to enforce this section,including Seller's reasonable attorney fees, 676 legal fees and expenses.The provisions of this section survive the termination of this Contract.This§10.4 does 677 not apply to Items performed pursuant to an Inspection Resolution. 678 679 10.5. insurability.Buyer has the right to review and object to the availability,terms and conditions of 660 and premium for property insurance(Property Insurance). Buyer has the Right to Terminate under§25.1,on or 681 before Property Insurance Objection Deadline(§3),based on any unsatisfactory provision of the Property 683 Insurance,In Buyer's sole subjective discretion. 684 10.6. Due Diligence. 6e5 10.8.1. Due Diligence Documents if the respective box is checked,Seller agrees to deliver 686 687 copies of the following documents and information pertaining to the Property(Due Diligence Documents)to Buyer 688 on or before Due Diligence Documents Delivery Deadline(§3)• 689 690 0 10.6.1.1. All current leases,including any amendments or other occupancy agreements. 691 pertaining to the Property.Those leases or other occupancy agreements pertaining to the Property that survive 692 Closing are as follows(Leases): 693 none 694 695 ® 10.6.1.2. Other documents and Information: 696 Any building permits,a copy of the Certificate of Occupancy,house plans,landscaping plans,any 698 approvals from government entities,inspection reports and radon tests,utility history for the last 699 12 months,warranties and any and all documents that relate to the Property and are In Seller's 700 possession. 702 703 10.6.2. Due Diligence Documents Review and Objection.Buyer has the right to review and 704 object to Due Diligence Documents, if the Due Diligence Documents are not supplied to Buyer or are 705 706 unsatisfactory in Buyer's sole subjective discretion, Buyer may,on or before Due Diligence Documents 707 Objection Deadline(§3): 708 10.8.2.1. Notice to Terminate.Notify Seiler in writing that this Contract is terminated;or 710 10.6.2.2. Due Diligence Documents Objection.Deliver to Seller a written description of any 711 unsatisfactory Due Diligence Documents that Buyer requires Seller to correct. 712 10.6.3. Due Diligence Documents Resolution.If a Due Diligence Documents Objection Is 714 received by Seiler,on or before Due Diligence Documents Objection Deadline(§3),and if Buyer and Seller 715 have not agreed in writing to a settlement thereof on or before Due Diligence Documents Resolution Deadline 716 (§3),this Contract will terminate on Due Diligence Documents Resolution Deadline(§3)unless Seller lie receives Buyer's written withdrawal of the Due Diligence Documents Objection before such termination,i.e.,on or 719 before expiration of Due Diligence Documents Resolution Deadline(§3). 720 10.7. Conditional Upon Sale of Property.This Contract is conditional upon the sale and closing of that 722 certain property owned by Buyer and commonly known as n/a .Buyer has 723 the Right to Terminate under§25.1 effective upon Seller's receipt of Buyer's Notice to Terminate on or before 724 Conditional Sale Deadline(§3)If such property is not sold and closed by such deadline.This§10.7 Is for the 725 726 sole benefit of Buyer.If Seiler does not receive Buyer's Notice to Terminate on or before Conditional Sale 727 Deadline(§3),Buyer waives any Right to Terminate under this provision. 728 10.8. Source of Potable Water(Residential Land and Residential improvements Only).Buyer 729 730 ❑Does ®Does Not acknowledge receipt of a copy of Seller's Property Disclosure or Source of 731 Water Addendum disclosing the source of potable water for the Property.Buyer ODoes ®Do ea Not '32 733 acknowledge receipt of a copy of the current well permit.®There is No Well. 734 Note to Buyer:SOME WATER PROVIDERS RELY,TO VARYING DEGREES,ON NONRENEWABLE GROUND 735 WATER.YOU MAY WISH TO CONTACT YOUR PROVIDER(OR INVESTIGATE THE DESCRIBED SOURCE)TO 7337 7 DETERMINE THE LONG—TERM SUFFICIENCY OF THE PROVIDER'S WATER SUPPLIES. 738 10.9. Carbon Monoxide Alarms.Note:If the improvements on the Property have a fuel—fired 739 heater or appliance,a fireplace,or an attached garage and Include one or more rooms lawfully used for sleeping a0 741 Purposes(Bedroom), the parties acknowledge that Colorado law requires that Seller assure the Property has an 742 operational carbon monoxide alarm installed within fifteen feet of the entrance to each Bedroom or In a location as 743 required by the applicable building code. 745 10.10. Lead—Based Paint. Unless exempt,if the improvements on the Property Include one or 746 more residential dwellings for which a building permit was issued prior to January 1,1978,this Contract is void 747 unless(1)a completed Lead—Based Paint Disclosure(Sales)form is signed by Seiler,the required real estate 746 7An licensees and Buyer,and(2)Seller receives the completed and fully executed form prior to the time when this CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 9 of 16 Buyer(s)Initials Seller(s)Initials - 1 \ CTMeContraetg.com-T2014 CTM Software Corp. 750 Contract is signed by all parties.Buyer acknowledges timely receipt of a completed Lead—Based Pain' 751 Disclosure(Sales)form signed by Seiler and the real estate licensees 753 10.11. Methamphetamlne Disclosure.if Seller knows that methamphatamine was ever 754 manufactured,processed,cooked,disposed of,used or stored at the Property,Seiler is required to disclose such 755 fact.No disclosure is required if the Property was remediated in accordance with state standards and other 757 requirements are fulfilled pursuant to§25-18.5-102,C.R.S. Buyer further acknowledges that Buyer has the 758 right to engage e certified hygienist or industrial hygienist to test whether the Property has ever been used as a 759 methamphetamine laboratory.Buyer has the Right to Terminate under§25.1.upon Seller's receipt of Buyer's 761 written Notice to Terminate,notwithstanding any other provision of this Contract,based on Buyer's test results 762 that indicate the Property has been contaminated with methamphetamine,but has not been remediated to meet 763 the standards established by rules of the State Board of Health promulgated pursuant to§25-18.5-102,C.R.S. 765 Buyer must promptly give written notice to Seiler of the results of the test. 766 767 11. TENANT ESTOPPEL STATEMENTS.[intentionally Deleted] 768 769 770 CLOSING PROVISIONS 771 772 773 12. CLOSING DOCUMENTS,INSTRUCTIONS AND CLOSING. 775 12.1.Closing Documents and Closing Information.Seller and Buyer will cooperate with the Closing 776 Company to enable the Closing Company to prepare and delver documents required for Closing to Buyer and 777 Seller and their designees.if Buyer is obtaining a new loan to purchase the Property,Buyer acknowledges 779 Buyer's lender is required to provide the Closing Company,in a timely manner,all required loan documents and 780 financial information concerning Buyer's new loan.Buyer and Seller will furnish any additional Information and 781 documents required by Closing Company that will be necessary to complete this transaction.Buyer and Seller will 783 sign and complete all customary or reasonably required documents at or before Closing. 784 12.2.Closing Instructions.Colorado Real Estate Commission's Closing Instructions❑Are ®Are Not 785 executed with this Contract. 787 12.3.Closing.Deliveryof deed from Seller to Buyer will be at closing(Closing).Closingwill be on the 787 9• Y 788 date specified as the Closing Date(§3)or by mutual agreement at an earlier date.The hour and place of Closing 769 will be as designated by Land Title Guarantee Company • 791 12.4.Disclosure of Settlement Costs.Buyer and Seller acknowledge that costs,quality,and extent of 792 service vary between different settlement service providers(e.g.,attorneys,lenders,Inspectors and title 793 companies). 794 795 796 13. TRANSFER OF TITLE.Subject to tender of payment at Closing as required herein and compflance by 798 Buyer with the other terms and provisions hereof,Seller must execute and deliver a good and sufficient 799 general warranty deed to Buyer,at Closing,conveying the Property free and dear of all taxes except 800 the general taxes for the year of Closing.Except as provided herein,title will be conveyed free and clear of all 802 liens,including any governmental liens for special improvements installed as of the date of Buyer's signature 803 hereon,whether assessed or not.Title will be conveyed subject t0• 804 13.1. Those specific Exceptions described by reference to recorded documents as reflected in the 806 Title Documents accepted by Buyer in accordance with Record Title(§8.2), 807 13.2. Distribution utility easements(Including cable TV), 808 13.3. Those specifically described rights of third parties not shown by the public records of which 809 810 Buyer has actual knowledge and which were accepted by Buyer in accordance with Off-Record Title 811 (§ 8.3)and Current Survey Review(§ 9), 813 13.4. inclusion of the Property within any taxing a 13 spec�ai district,and 814 13.5. Other no other 815 816 817 14. PAYMENT OF ENCUMBRANCES.Any encumbrance required to be paid will be paid at or before 818 Closing from the proceeds of this transaction or from any other source. 819 820 821 15. CLOSING COSTS,CLOSING FEE,ASSOCIATION FEES AND TAXES. 823 15.1. Closing Costs. Buyer and Seiler must pay,in Good Funds,their respective closing costs and 624 all other Items required to be paid at Closing,except as otherwise provided herein. 825 15.2. Closin�Services Fee. The fee for real estate closing services must be paid at Closing by 626 827 ❑Buyer CI Seiler One-Half by Buyer and One-Half by Seller 828 ❑Other 830 15.3. Status Letter and Record Change Fees. Any fees incident to the issuance of Association's 831 statement of assessments(Status Letter)must be paid by❑Buyer ®Seller DOne-Half by Buyer and CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 10 of 16 Buyer(s)Initials Seller(s)Initials 1' CTMeCon,racis con-i2014 CTM Software Corp. 832 One-Half by Seller. ❑None. Any record change fee assessed by the Association including,but not limited to, e3a ownership record transfer fees re ardiess of name or title of such fee(Association's Record Change Fee)must be 835 paid by❑Buyer ®Seiler ❑One-Half by Buyer and One-Half by Seller ONone. 83 837 15.4. Local Transfer Tax. 0 The Local Transfer Tax of n/a %of the Purchase Price 838 must be paid at Closing by❑Buyer ❑Seller ❑One-Half by Buyer and One-Half by Seller. alone. 839 15.5. Private Transfer Fee. Private transfer fees and other fees due to a transfer of the Property, 841 payable at Closing,such as community association fees,developer fees and foundation fees,must be paid at 842 Closing by❑Buyer❑Seller ❑One-Half by Buyer and One-Half by Seller®None.The Private Transfer fee, 843 whether one or more,Is for the following association(s):n/a in the total sos amount of %of the Purchase Price or$n/a 846 15.6. Water Transfer Fees. The Water Transfer Fees can change.The fees,as of the date of this 84 a48 Contract,do not exceed$n/a for. 849 ❑Water Stock/Certificates Uater District 850 0 Augmentation Membership ❑Small Domestic Water Company❑n/a and must be paid 851 852 at Closing by❑Buyer 0 Seller ❑One-Half by Buyer and One-Half by Seller❑None. 853 15.7. Sales and Use Tax. Any sales and use tax that may accrue because of this transaction 85 5 must be paid when due by❑Buyer ❑Seller ❑One-Half by Buyer and One-Half by Seller®None. 856 85 8 16. PRORATIONS.The following will be prorated to the Closing Date(§3),except as otherwise provided. ass 16.1. Taxes.Personal property taxes,if any,special taxing district assessments,if any,and general 86o real estate taxes for the year of Closing,based on®Taxes for the Calendar Year Immediately Preceding 861 Closing ❑Most Recent Mill Levy and Most Recent Assessed Valuation,adjusted by any applicable 863 qualifying seniors property tax exemption,qualifying disabled veteran exemption or 0 Other 864 865 866 16.2. Rents.Rents based on CI Rents Actually Received Accrued.At Closing,Seiler will 867 transfer or credit to Buyer the security deposits for all Leases assigned,or any remainder after lawful deductions068 869 and notify all tenants in writing of such transfer and of the transferee's name and address.Seller must assign to 870 Buyer all Leases in effect at Closing and Buyer must assume Seller's obligations under such Leases. 871 16.3. Association Assessments.Current regular Association assessments and dues(Association 873 Assessments)paid in advance will be credited to Seller at Closing.Cash reserves held out of the regular 874 Association Assessments for deferred maintenance by the Association will not be credited to Seller except as 875 may be otherwise provided by the Governing Documents.Buyer acknowledges that Buyer may be obligated to pay 177 the Association,at Closing,an amount for reserves or working capital.An special assessment assessed prior to 878 Closing Date(§3)by the Association will be the obligation of❑Buyer Moiler.Except however,any special 879 assessment by the Association for improvements that have been installed as of the date of Buyer's signature 881 hereon,whether assessed prior to or after Closing,will be the obligation of Seiler.Seller represents that the 882 Association Assessments are currently payable at approximately$ 275.97 per month and that there 883 are no unpaid regular or special assessments against the Property except the current regular assessments and 885 no other.Such assessments are subject to change as provided in the Governing Documents.Seller agrees to 886 promptly request the Association to deliver to Buyer before Closing Date(§3)a current Status Letter. 887 16.4. Other Prorations.Water and sewer charges,propane,Interest on continuing loan,and no 888 889 other. 890 16.5. Final Settlement.Unless otherwise agreed in writing,these prorations are final. 891 892 893 17. POSSESSION.Possession of the Property will be delivered to Buyer on Possession Date(§3)at 894 Possession Time(§3),subject to the Leases as set forth in§10.6.1.1. 895 none 896 89; if Seller,after Closing,falls to deliver possession as specified,Seiler will be subject to eviction and will 898 be additionally liable to Buyer for payment of$ 500.00 per day(or any part of a day notwithstanding§ 899 900 18.1)from Possession Date(§3)and Possession Time(§3)until possession is delivered. 90i Buyer represents that Buyer will occupy the Property as Buyer's principal residence unless the following 903 box is checked,then Buyer®Does Not represent that Buyer will occupy the Property as Buyer's principal 904 residence. 905 yogiNote:if the parties agree to execute a Post-Closing Occupancy Agreement,the document should appear in 908 Attachments(§31). 909 910 GENERAL PROVISIONS 912 914 18. DAY;COMPUTATION OF PERIOD OF DAYS,DEADLINE. 915 18.1.Day.As used in this Contract,the term`day'means the entire day ending at 11:59 p.m.,United CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 11 of 16 Buyer(s)Initials � Seller(s)Initials -kt CTMeContracts.com-t:2014 CTM Software Corp. 916 States Mountain Time(Standard or Daylight Savings as applicable). 918 18.2.Computation of Period of Days,Deadline.In computing aperiod of days,when the endingdate Ste P Y P 9 919 is not specified,the first day is excluded and the last day Is included,(e.g.,three days after MEC).If any deadine 92° falls on a Saturday,Sunday or federal or Colorado state holiday(Holiday),such deadline III will CIWill Not be 91 922 extended to the next day that is not a Saturday,Sunday or Holiday.Should neither box be checked,the deadline 923 will not be extended. 924 926 19. CAUSES OF LOSS,INSURANCE;DAMAGE TO INCLUSIONS AND SERVICES;CONDEMNATION; 927 AND WALK—THROUGH.Except as otherwise provided in this Contract,the Property,inclusions or both will be 929 delivered in the condition existing as of the date of this Contract,ordinary wear and tear excepted. 930 19.1. Causes of Loss,Insurance.In the event the Property or inclusions are damaged by fire,other 931 perils or causes of loss prior to Closing in an amount of not more than ten percent of the total Purchase Price 932 (Property Damage),Seller is obligated to repair the same before Closing Date(§3).Buyer has the Right to 934 Terminate under§25.1,on or before Closing Date(§3),if the Property Damage is not repaired before Closing 935 Date(§3)or If the damage exceeds such sum Should Buyer elect to carry out this Contract despite such 936 Property Damage,Buyer is entitled to a credit at Closing for all Insurance proceeds that were received by Seller 937 938 (but not the Association,if any)resulting from such damage to the Property and Inclusions,plus the amount of 939 any deductible provided for in such insurance policy.Such credit must not exceed the Purchase Price.in the 940 event Seller has not received such insurance proceeds prior to Closing,the parties may agree to extend the 941 942 Closing Date(§3)or,at the option of Buyer,Seller must assign such proceeds at Closing,plus credit Buyer the 943 amount of any deductible provided for in such insurance policy,but not to exceed the total Purchase Price. 944 19.2. Damage,inclusions and Services.Should any inclusion or service(Including utilities and 945 946 communication services),system,component or fixture of the Property(collectively Service),e.g.,heating or 947 plumbing,fail or be damaged between the date of this Contract and Closing or possession,whichever Is earlier, 948 then Seiler is liableforthe repair or re replacement of such inclusion or Service with a unit of similar size, e and a 949 P9 950 quality,or an equivalent credit,but only to the extent that the maintenance or replacement of such inclusion or 951 Service is not the responsibility of the Association,if any,less any Insurance proceeds received by Buyer covering 952 such repair or replacement.if the failed or damaged Inclusion or Service is not repaired or replaced on or before 953 954 Closing or possession,whichever is earlier,Buyer has the Right to Terminate under§25.1,on or before Closing 955 Date(§3),or,at the option of Buyer,Buyer is entitled to a credit at Closing for the repair or replacement of such 956 inclusion or Service.Such creditPurchase must not exceed the Price.If Buyer receives such a credit,Sellers 957 y 958 right for any claim against the Association,if any,will survive Closing.Seiler and Buyer are aware of the existence 959 of pre—owned home warranty programs that may be purchased and may cover the repair or replacement of such 96� inclusions. 962 19.3. Condemnation.In the event Seiler receives actual notice prior to Closing that a pending 963 condemnation action may result in a taking of all or part of the Property or inclusions,Seller must promptly notify 964 Buyer,in writing,of such condemnation action.Buyer has the Right to Terminate under§25.1,on or before 965 966 Closing Date(§3),based on such condemnation action, in Buyers sole subjective discretion.Should Buyer elect 967 to consummate this Contract despite such diminution of value to the Property and inclusions,Buyer is entitled to 968 a credit at Closing for all condemnation proceeds awarded to Seiler for the diminution in the value of the Property 969 970 or inclusions but such credit will not include relocation benefits or expenses,or exceed the Purchase Price. 971 19.4. Walk—Through and Verification of Condition.Buyer,upon reasonable notice,has the right to 972 walk through the Property prior to Closingto verifythat the h 973 9 rop Ity physical condition of the Property and Inclusions 974 complies with this Contract. 975 976 20. RECOMMENDATION OF LEGAL AND TAX COUNSEL.By signing this Contract,Buyer and Seiler 978 acknowledge that the respective broker has advised that this Contract has important legal consequences and has 979 recommended the examination of title and consultation with legal and tax or other counsel before signing this 98o Contract. 981 982 983 21. TIME OF ESSENCE,DEFAULT AND REMEDIES.Time is of the essence hereof.If any note or check 984 received as Earnest Money hereunder or any other payment due hereunder is not paid,honored or tendered when 985 986 due,or if any obligation hereunder is not performed or waived as herein provided,the nondefauiting party has the 98' following remedies- gee 21.1. If Buyer is in Default: 989 990 ❑ 21.1.1. Specific Performance.Seller may elect to treat this Contract as canceled, In which 991 case all Earnest Money(whether or not paid by Buyer)wilii be paid to Seller and retained by Seller,and Seiler 993 mayrecover such damages as maybeproper,or Seiler mayelect to treat this Contract as being 9 in full force and 994 effect and Seller has the right to specific performance or damages,or both. 943 21.1.2. Liquidated Damages,Applicable.This§21.1.2 applies unless the box in§21.1.1. 997 is checked.All Earnest Money(whether or not paid by Buyer)will be paid to Seller,and retained by Seller.Both 998 parties will thereafter be released from all obligations hereunder.it is agreed that the Earnest Money specified in§ CB51-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 12 of 16 Buyer(s)Initials „,' 2 Seller(s)Initials CTMcContnurs.cam-.V 20I4 CTM Software Corp 999 4.1 is LIQUIDATED DAMAGES,and not a penalty,which amount the parties agree is fair and reasonable and /0oo 0i (except as provided in§§10.4,22,23 and 24),said payment of Earnest Money is SELLER'S ONLY REMEDY for loot Buyer's failure to perform the obligations of this Contract.Seiler expressly waives the remedies of specific 1003 performance and additional damages. loon loos 21.2. If Seller Is in Default:Buyer may elect to treat this Contract es canceled,in which case all 'Doe Earnest Money received hereunder wiiil be returned and Buyer may recover such damages as may be proper,ar 1007 Buyer may elect to treat this Contract as being in full force and effect and Buyer has the right to specific 100e 1009 performance or damages,or both. iota loll 22. LEGAL FEES,COST AND EXPENSES Anything to the contrary herein notwithstanding,In the event of 1012 1013 any arbitration or litigation relating to this Contract,prior to or after Closing Date(§3),the arbitrator or court must 1014 award to the prevailing party all reasonable costs and expenses,including attorney fees,legal fees and expenses. 1015 1016 23. MEDIATION. If a dispute arises relating to this Contract,prior to or after Closing,and Is not resolved,the 1017 P lots parties must first proceed in good faith to submit the matter to mediation.Mediation is a process in which the 1019 parties meet with an Impartial person who helps to resolve the dispute informally and confidentially.Mediators 1020 t02.1 cannot impose binding decisions.The parties to the dispute must agree,in writing,before any settlement is 1o2z binding.The parties will jointly appoint an acceptable mediator and will share equally in the cost of such 1023 mediation.The mediation, unless otherwise agreed,will terminate in the event the entire dispute is not resolved 1024 1025 within thirty days of the date written notice requesting mediation is delivered by one party to the other at the ion party's last known address.This section will not alter any date in this Contract,unless otherwise agreed. 1027 102 oag 24. EARNEST MONEY DISPUTE.Except as otherwise provided herein,Earnest Money Holder must release 1030 the Earnest Money following receipt of written mutual instructions,signed by both Buyer and Seller.In the event of 1031 any controversy regarding the Earnest Money,Earnest Money Holder is not required to release the Earnest 1033 Money.Earnest MoneyHolder,+n its sole subjective discretion,has several options!(1)wait for anyproceeding 1 P 1034 between Buyer and Seller; (2)interplead all parties and deposit Earnest Money into a court of competent 1035 Jurisdiction,(Earnest Money Holder is entitled to recover court costs and reasonable attorney and legal fees 31o367 incurred with such action);or(3)provide notice to Buyer and Seller that unless Earnest Money Holder receives a io3s copy of the Summons and Complaint or Claim(between Buyer and Seller)containing the case number of the 1039 lawsuit(Lawsuit)within one hundred twenty days of Earnest Money Holder's notice to the parties,Earnest Money 1040 Holder is authorized to return the Earnest Money to Buyer, in the event Earnest Money Holder does receive a copy 1041 3042 of the Lawsuit and has not interpied the monies at the time of any Order,Earnest Money Holder must disburse 1043 the Earnest Money pursuant to the Order of the Court.The parties reaffirm the obligation of Mediation(§23).This 104 1045 Section will survive cancellation or termination of this Contract. 1046 1047 25. TERMINATION. 1049 25.1.Right to Terminate.If ahas a right to terminate,asprovided in this Contract(Right to 1049 9 party 9 ( i8 ioso Terminate),the termination is effective upon the other party's receipt of a written notice to terminate(Notice to 1051 Terminate),provided such written notice was received on or before the applicable deadline specified in this 1053 1063 Contract if the Notice to Terminate is not received on or before the specified deadline,the party with the Right to lass Terminate accepts the specified matter,document or condition as satisfactory and waives the Right to Terminate 1055 under such provision. 1056 105125.2.Effect of Termination.in the event this Contract is terminated,aft Earnest Money received toss hereunder will be returned and the parties are relieved of all obligations hereunder,subject to§§10.4,22,23 and 1059 P4. 1060 1061 1062 26. ENTIRE AGREEMENT,MODIFICATION,SURVIVAL.This Contract,its exhibits and specified addenda, 1063 constitute the entire agreement between the parties relating to the subject hereof,and any prior agreements 106a pertaining thereto,whether oral or written,have been merged and integrated into this Contract.No subsequent 1o6s P 9 r9 9 q 1066 modification of any of the terms of this Contract is valid,binding upon the parties,or enforceable unless made in 1067 writing and signed by the parties.Any right or obligation in this Contract that,by its terms, exists or Is intended to i 069 beperformed after termination or Closingsurvives the same. 1069 1070 1071 27. NOTICE,DELIVERY,AND CHOICE OF LAW. 107< 1073 27.1.Physical Delivery.All notices must be in writing,except as provided in§27.2.Any document, 1074 including a signed document or notice,from or on behalf of Seller,and delivered to Buyer is effective when 1a75 physically received by Buyer,any signatory on behalf of Buyer,any named individual of Buyer,any representative 1077 of Buyer,or Brokerage Firm of Broker workingwith Buyer(except for delivery,after Closing,of the notice 1077 Y g Y ( P 107s requesting mediation described in§23 and except as provided in§27.2).Any document,including a signed 1079 document or notice,from or on behalf of Buyer,and delivered to Seiler is effective when physically received by 1080 moat81 Seller,any signatory on behalf of Seller,any named individual of Seller,any representative of Seiler,or Brokerage 1082 Firm of Broker working with Seller(except for delivery,after Closing,of the notice requesting mediation described CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 13 of 16 �( µ�, Buyer(s)Initials -' � Seller(s)Initials 'u 9 i ti v..E- CTMeContracts.com-02014 CTM Software Corp. 1o83 in§23 and except as provided in§27.2). 1085 27.2.Electronic Delivery.As an alternative to physical delivery,anydocument,includinga signed loos P Ys 9 1086 document or written notice,may be delivered in electronic form only by the following indicated methods: 1097 0 Facsimile ®E-mall ®Internet. if no box is checked,this§27.2 is not applicable and§27.1 governs 1069 notice and delivery.Documents with original si natures will beprovided upon request of a 10699 Pany party. 1090 27.3.Choice of Law.This Contract and all disputes arising hereunder are governed by and construed in 1091 accordance with the laws of the State of Colorado that would be applicable to Colorado residents who sign a 1092 1093 contract in Colorado for property located in Colorado. 1094 1095 28. NOTICE OF ACCEPTANCE,COUNTERPARTS.This proposal will expire unless accepted in writing,by 1097 Buyer and Seiler,as evidenced by their signatures below,and the offering party receives notice of such 1098 acceptance pursuant to§27 on or before Acceptance Deadline Date(§3)and Acceptance Deadline Time(§ 1099 3).if accepted,this document will become a contract between Seiler and Buyer.A copy of this Contract may be 110o executed byparty,each P rtY.separately,and when each party has executed a copy thereof,such copies taken 1102 together are deemed to be a full and complete contract between the parties. 1103 1104 1105 29. GOOD FAITH.Buyer and Seiler acknowledge that each party has an obligation to act in good faith 1106 including,but not limited to,exercising the rights and obligations set forth in the provisions of Financing 11°7 Conditions and Obligations(§5),Title Insurance,Record Title and Off—Record Title(§8),Current 1109 Survey Review(§9)and Property Disclosure,inspection,Indemnity, insurability,Due Diligence,Buyer 1110 Disclosure and Source of Water(§10). 1111 1112 1113 ADDITIONAL PROVISIONS AND ATTACHMENTS 1114 1115 30. ADDITIONAL PROVISIONS. 1116 (The following additional provisions have not been approved by the Colorado 1117 Real Estate Commission.) 111e Board of County Commissioner Approval.Notwithstanding the signature hereto by the County 1119 1120 Manager, the obligation of Buyer to perform hereunder Is expressly conditioned upon the adoption 1121 by Buyer of a Pltkln County Board of County Commissioners'ordinance("BOCC Approval") 1122 authorizing Buyers purchase of the Property pursuant to this Contract in the event such 1123 1124 ordinance is not duly adopted by Buyer on or before August 14,2014 or any extension thereof as l 125 the parties may,in writing,agree,either Seller or Buyer may,upon written notice to the other, 1125 terminate this Contract.in the event such ordinance is timely adopted,Buyer shall formally ratify 1127 112e this Contract by the signature of the Chairman or designee of the Pitkin County Board of County 1129 Commissioners 1130 31. ATTACHMENTS. 1 31 132 31.1.The following attachments are a part of this Contract: 1133 Addendum A to Contract to Buy and Sell Real Estate 1134 1135 1136 31.2.The following disdosure forms are attached but are not a part of this Contract 1137 None 1138 1139 1140 SIGNATURES 1141 1142 1143 Date: �p-•a�-2Liq 1144 1145 Buyer.Board of ou Commissioners of Pitkin County 1146 1147 By:Jon Peacock,County Manager 1148 Address: 1149 1150 Phone: Fax: 11s1 Electronic Address: 1152 1153 1154 1155 1156 [NOTE:If this offer is being countered or rejected,do not sign this document.Refer to§32] 1157 7 ,{ 1159 r Ll??1 0 _� r17/ZO1°+ 115 ,�YJ L;•�` Date: 1160 1161 Seller.Mallory I Howell 1162Address:1230 Snowbunny Y Lane Aspen CO 81811 1164 Phone: Fax: 1165 Electronic Address: :166 CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 14 of 16 Buyer(s)Initials ! Seller(s)Initials 9• ti CTMeContracts.corn-©2014 CTM Software Corp. 1167 1168 1169 32. COUNTER;REJECTION.This offer is❑Countered 0 Rejected. 1170 Initials only of party(Buyer or Seller)who countered or rejected offer 1171 1172 1173 1174 Mallory ry I Howell 117 1177 END OF CONTRACT TO BUY AND SELL REAL ESTATE 1178 1179 1180 1181 33. BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. (To be completed by Broker working with Buyer) Broker ❑ Does ® Does Not acknowledge receipt of Earnest Money deposit and,while not a party to the Contract,agrees to cooperate upon request with any mediation concluded under§23.Broker agrees that if Brokerage Firm is the Earnest Money Holder and,except as provided in§24,if the Earnest Money has not already been returned following receipt of a Notice to Terminate or other written notice of termination,Earnest Money Holder will release the Earnest Money as directed by the written mutual instructions.Such release of Earnest Money will be made within five days of Earnest Money Holder's receipt of the executed written mutual instructions,provided the Earnest Money check has cleared. Broker is working with Buyer as a® Buyer's Agent 0 Seller's Agent 0 Transaction-Broker in this transaction.0 This is a Change of Status. Brokerage Firm's compensation or commission is to be paid by® Listing Brokerage Firm ❑Buyer❑Other. Brokerage Firm's Name: Aspen Snowiness Sotheby's International Realty aietekake4Gram gir Date: 6/27/2014 Broker's Name:Sally Shlekman-MINer Address:415 East Hyman Avenue Aspen,CO 81611 Ph•970-925-6060 Fax:970-920-9993 Email:sally@salyshfekman.com 34. BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. (To be completed by Broker working with Seller) Broker ❑Does ®Does Not acknowledge receipt of Earnest Money deposit and,while not a party to the Contract,agrees to cooperate upon request with any mediation conduded under§23 Broker agrees that if Brokerage Firm is the Earnest Money Holder and,except as provided in§24,if the Earnest Money has not already been returned following receipt of a Notice to Terminate or other written notice of termination.Earnest Money Holder will release the Earnest Money as directed by the written mutual Instructions.Such release of Earnest Money will be made within live days of Earnest Money Holder's receipt of the executed written mutual Instructions,provided the Earnest Money check has cleared. Broker is working with the Seiler as a®Seller's Agent 0 Buyer's Agent 0 TransactIon-Broker in this transaction.0 This is a Change of Status. Brokerage Firm's compensation or commission is to be paid by®Seller 0 Buyer 0 Other. Brokerage Firm's Name: Robert J.Snyder Realty Services Inc Broker's Name:Robert J Snyder Address:303E Aspen Business Center Aspen, CO 81611 Ph: Fax: Email: rjsrsinc@comcast,net CBS1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 15 of 16 Buyer(s)Initials 6- _ Seller(s)Initials 9 CTMeContracts corn-(2014 CTM Software Corp_ AsPcn Sotheby's Aspen Snowmass Sotheby s International Realty y,r,q..,pwµ„µ. Sally 5hiekman-Miller Snowmass Ph: 970-925-6060 Fax! 970-920-9993 ADDENDUM"A" TO CONTRACT TO BUY AND SELL REAL ESTATE(RESIDENTIAL) RE:Contract dated 0627/2014 between Mallory I Howell ,as Seller Board of County Commissioners of Pitirin County ,as Buyer,relating to the sale and purchase of the Property known as: 417 Pacific Avenue Unit A Aspen CO 81611 .This Addendum('Addendum')is hereby made a part of this Contract.in the event of a conflict between this Addendum and the Contract,this Addendum prevails. 1. § 2.1.BUYER. Buyer may designate or re-designate the form of tenancy in the Closing Instructions.Failure to designate will not constitute a default and authorizes the Closing Company to utilize the selection in§2.1.or if none is selected to indicate Tenants in Common In equal proportions. 2. §2.5.INCLUSIONS.The deed to be delivered et Closing will be deemed to assign to Buyer all assignable warranties regarding the Property or indusions. 3. §4.3.EARNEST MONEY.Eamest Money Holder is hereby authorized and instructed to place the Earnest Money into an interest-bearing account at a federally insured bank or financial Institution. If the purchase and sale contemplated by this Contract closes, then all interest will be for the benefit of Buyer. if Buyer becomes entitled to a return of the Earnest Money under the provisions of this Contract,then all interest will belong and be paid to Buyer concurrently with the return of the Earnest Money, If Seiler becomes entitled to retain the Earnest Money under the provisions of this Contract, then all interest will belong and be paid to Seller concurrently with the delivery of the Earnest Money. 4. §6.1.LENDER PROPERTY REQUIREMENTS.§6.1 of the Contract is hereby deleted. 5. §7.3.ASSOCIATION DOCUMENTS TO BUYER. if the box in§7.3.2 is checked,Seiler remains obligated to cause the Association Documents to be delivered to Buyer on or before the Association Documents Deadline. 6. §8.3.OFF-RECORD TITLE The documents to be delivered by Seller to Buyer on or before the Off-Record Title Deadline pursuant to § 8.3 include copies of any improvement location certificates) in Seller's possession pertaining to the Property. 7. §8.6. RIGHT OF FIRST REFUSAL OR CONTRACT APPROVAL. if the provisions of§8.6 are applicable because of the existence of a right of first refusal on the Property or a right to approve this Contract,Buyer will have the right to extend the Right of First Refusal Deadline by five (5) calendar days in order to obtain expiration or waiver of the right of first refusal or approval of this Contract.To exercise such right, Buyer must deliver written notice of such extension on or before the Right of First Refusal Deadline, as initially established. If Seiler does not receive Buyer's notice of extension by such date, the Right of First Refusal Deadline will not be extended. 8. 10.6.DUE DIUGENCE—DOCUMENTS.The Due Diligence Documents contemplated by§ 10.6.1,2, If this Addendum is attached to a Contract to Buy and Sell Real Estate on form CBS1-8-13,or by§ 10.6.1.14 if this Addendum is attached to a Contract to Buy end Sell Real Estate on form CBS2-8-13,CBS3-8-13 or CBS4-B-13, which are to be delivered by Seller to Buyer on or before the Due Diligence Documents Delivery Deadline, include copies of any of the following,to the extent the following exist and are In Seller's possession:utility bills relating to the Property for the last 12 months, any architectural drawings, blueprints or other plans or specifications regarding any improvements on or to the Property (including but not limited to any as-built construction plans therefor);any warranties,manuals,instructional brochures or similar materials relating to the Property or inclusions, or their use, operation or maintenance; and, if a well exists on the Property,a CREC- approved Listing Firm's Well Checklist completed by Seller, and current as of the date of the Contract. If this Contract is attached to a Contract to Buy and Sell Real Estate on form CBS1-8-13, the Due Diligence Documents to be delivered by Seiler also include copies of the following, to the extent the following exist and Addendum"A"to Contract to Buy and Sell Real Estate(CBSJ-8-13,CBS2-8-13,CBS3-8-13 or CBS4-8-13).This addendum has not been approved by the Colorado Real Estate Commission(CREC).It was prepared and 02014 by Frascona,Joiner,Goodman and Greenstein,P.C.(303-494-3000)legal counsel,for the exclusive use of Aspen Snowmass Sotheby_Ail rights reserved. Page 1 of 4 CTMcContracts corn-02014 CTM Software Corp. are In Seller's possession: any property tax statements relating to the Property for the last 2 years; any certtficate(s)of occupancy or other governmental approval(s)regarding any improvements on or to the Property; and any inspection, engineering, environmental (including but not limited to radon or mold), soil, drainage, percolation or similar reports,studies or test results relating to the Property. 9. §10.PROPERTY DISCLOSURE. INSPECTION, INDEMNITY, INSURABILITY, DUE DILIGENCE, BUYER DISCLOSURE AND SOURCE OF WATER. Buyer's right to object and/or terminate under § 10.2 and/or § 10.6.2 is not limited to Buyer's satisfaction with the physical condition of the Property and inclusions or the Due Diligence Documents,or any other matters specified In clauses(1)through(5)of§10.2;rather,Buyer's right to object and/or terminate under each of§§10.2 and 10.6.2 includes Buyer Investigating,reviewing and becoming satisfied with ANY feature of or matter relating to the Property,the Inclusions or the Due Diligence Documents and ANY other factor deemed by Buyer to be relevant to Buyer's acquisition of the Property and inclusions, including, without limitation, the actual lot size, location and square footage of improvements, building,zoning and allowed use regulations,well(flow rate,capacity,depth,recovery rate,suitability for Buyer's needs,exempt status such as household,domestic,etc.,water quality,potability,location on Property,etc.),septic(useful life of the system,capacity and suitability for size of house, pumping needs,location on Property,etc.),leach field (adequacy, location on Property, percolation,etc.),environmental (such as presence on the Property of mold, radon gas, asbestos, petroleum products, methamphetamine and/or byproducts from the production of methamphetamine—and the Buyer's right to object and terminate under this Contract provision applies, Inter ells, even if methamphetamine contamination has been remedlated to meet the standards established by rules of the State Board of Health promulgated pursuant to§25-18.5-102,C.R.S.—or other hazardous substances or materials)or soils matters,the presence or absence on or about the Property of radiant heating systems(e.g. Entran II),electromagnetic fields(proximity to power lines),termites or other infestations,exterior insulation and finish systems (e.g. artificial stucco), polybutylene plumbing materials, roofing materials (e.g. Woodruf shingles), proximity to a flood plain or hazardous waste site, the presence and location on the Property of carbon monoxide alarms,the availability and quality of schools,the impact of air traffic,the dues,fees,taxes or similar charges that are or may be assessed or levied by any applicable association or taxing authority,crime statistics (such as "Megan's Law" which provides that information concerning the location of known sex offenders be available from local law enforcement), and other similar matters. The phrase, "in Buyer's sole subjective discretion"is hereby amended in each place It exists in§§ 10.2, 10.5 and 10.6 to Instead read,In Buyer's subjective and absolute sole discretion,"and such amended standard(Buyer's subjective and absolute sole discretion)will apply not only with respect to the physical condition of the Property and inclusions or the Due Diligence Documents,or other matters specified in clauses(1)through(5)of§10.2,but also,as indicated above, with respect to ANY feature of or matter relating to the Property, the Inclusions or the Due Diligence Documents and ANY other factor deemed by Buyer to be relevant to Buyer's acquisition of the Property and inclusions. Seiler must promptly disclose, as they occur, any changes in the condition of the Property or inclusions, or changes relating to the Property, inclusions, Due Diligence Documents or other Items listed or described above of which Seller has actual knowledge. 10.§ 10. CARBON MONOXIDE ALARMS. If the Property is in Aspen or elsewhere within Pitkin County, the following applies and supplements (I) the Note in § 10.9 of the Contract, If this Addendum is attached to a Contract to Buy and Sell Real Estate on form CBS1-8-13 or form CBS2-8-13,or(II)if the Contract includes the CREC-approved Residential Addendum on form RA33.10-12,the Note in§2.6 of such Residential Addendum: Both the Pitkin County Code and Aspen Municipal Code include provisions which,among other things,impose a responsibility on the owner of a "residential occupancy' to install and maintain required carbon monoxide detectors in accordance with the requirements of the applicable Code, and the requirements of the Pitkn County Code or Aspen Municipal Code, as applicable,should be considered in conjunction with the state law described in the above-referenced Note. 11.§17.POSSESSION.If the Possession Date is other than the Closing Date,each party will be responsible to insure their respective real and personal property interests and to enter into a lease, or Post Closing Occupancy Agreement,with the other party for the period between the Possession Date and Closing Date. 12.§ 19.CAUSES OF LOSS.INSURANCE; DAMAGE TO INCLUSIONS AND SERVICES; CONDEMNATION% AND WALK-THROUGH.Seller will maintain any yard and landscaping on the Property and deliver the same in the condition existing on the date of this Contract if a dwelling or other structure exists on the Property,Seiler will deliver the Property in"Maid Clean"condition."Maid Clean"is defined as:all carpets professionally cleaned; all appliances professionally cleaned; all floors mopped and/or vacuumed; all bathroom fixtures, tubs and showers professionally cleaned; all windows professionally cleaned; and all trash and personal property removed (except Inclusions to be transferred with the Property). Buyers rights under§ 19.4 include, without limitation,the right to inspect the Property and Inclusions to insure Seller's compliance with this provision. Addendum"A"to Contract to Buy and Sell Real Estate(CBS 1-8-13,CBS2-8-13,CBS3-8-13 or CBS4-8-13).This addendum has not been approved by the Colorado Real Estate Commission(CREC).It was prepared and©2014 by Frascona,Joiner,Goodman and Greenstein,P.C.(303-494-3000)legal counsel,for the exclusive use of Aspen Snowmass Sotheby.All rights reserved. Page 2 of 4 CTMeContmcts.com-02014 CTM Software Corp. soim 13.§21.TIME OF ESSENCE,DEFAULT AND REMEDIES..If(a)performance is delayed by Buyer's lender,(b) the required loan documents concerning this transaction are not received by the Closing Date, or (c) the passage of documents by courier is not complete by the Closing Date,the applicable dates for(check all that apply)0 Loan Objection Deadline, 0 Loan Transfer Approval Deadline, 0 Appraisal Objection Deadline, ❑ Closing Date, and 0 Possession Date will automatically be extended once for a period of two (2) business days. 14.MEASUREMENTS.. Neither Seller nor Broker working with Seiler, Brokerage Firm of Broker working with Seller,or other representative warrants the square footage,area or size of the land being purchased hereunder or any improvements thereon. Any statements, representations, claims, drawings or estimates made or provided by Seiler or Broker working with Seiler, Brokerage Firm of Broker working with Seller, or other representative referencing the square footage,area or size of the land or any Improvements thereon,whether in a marketing brochure, MLS ad or otherwise, are not being and will not be relied upon by Buyer; and Buyer agrees and represents that If the square footage, size or area of the land or any improvements thereon is a matter of concern to Buyer, then Buyer will satisfy itself in that regard through, and rely solely upon, Its own Investigations and measurements made prior to expiration of the inspection Objection Deadline. 15.1031 EXCHANGE. Each party must cooperate to effectuate an I.R.C. § 1031 tax deferred exchange undertaken by the other party that involves the Property, Including consenting to and acknowledging assignments of this Contract to a Qualified intermediary,so long as such cooperation is not to the detriment of the cooperating party. 18.FEDERAL AND COLORADO WITHHOLDING. Buyer and Seller must comply with the requirements of the Foreign Investment in Real Property Tax Act (FIRPTA) and the Withholding on Transfers of Colorado Real Property law,which may entail withholding of a percentage of the sales price on non-exempt transactions. A check or X in any of the boxes numbered 17 through 21 below means that the particular paragraph is applicable and is a part of the Contract.Any paragraph below that is not so marked Is not a part of the Contract. 17.18I SELECTION OF TITLE INSURANCE COMPANY AND PAYMENT OF PREMIUMS)FOR OWNER TITLE INSURANCE.Buyer hereby selects(check one box and complete as needed](]Earnest Money Holder Land Title Guarantee Company ,as the title insurance company who will issue the Title Commitment and owner's title insurance policy and conduct the Closing,at the hour and place designated by such title insurance company.Seller,not Buyer,will pay the expense for such Title Commitment and owner's title insurance policy. 18. 0 ADDITIONAL EARNEST MONEY.Buyer must deposit the sum of$ with Eamest Money Holder on or before the first business day following the(check one box] 0 Loan Objection Deadline ❑Inspection Resolution Deadline,as Earnest Money in addition to the amount of Earnest Money specified in the§4.1 chart.The amount of"Cash at Closing"specified In said§4.1 chart will be reduced by the amount of additional Eamest Money so paid. 19. 0 LOAN OBJECTION.The New Loan will(a)be in the amount specified In the§4.1 chart,(b)have an initial interest rate of_%per annum,and(c)have a term of no less than 30 years.Notwithstanding any contrary provision of the Contract,Buyer may terminate this Contract pursuant to§§5.2 and 25.1 only If(d) Buyer timely applies for,pays required costs and uses reasonable efforts in good faith to obtain the New Loan contemplated by this paragraph,(e)Buyer Is unable to obtain a commitment for such New Loan on or before the Loan Objection Deadline,and(f)Seller receives written Notice to Terminate under§§5.2 and 25.1 no later than the Loan Objection Deadline.if Buyer exercises such Right to Terminate under§§5.2 and 25.1,Buyer must cooperate to allow Seiler to verify that(g)Buyer satisfied Buyer's obligations regarding the application and pursuit of the New Loan,and(h)Buyer was unable to obtain a commitment for such New Loan by the Loan Objection Deadline. 20.❑LOAN COMMITMENT NECESSARY.Buyer must obtain a written loan commitment for each new loan contemplated by§4.1 or§4.5,and deliver a copy thereof to Seiler on or before the Loan Objection Deadline. If Buyer falls to deliver a copy of such a written loan commitment or commitments to Seiler on or before the Loan Objection Deadline,this Contract will terminate on the expiration of the Loan Objection Deadline. Addendum"A"to Contract to Buy and Sell Real Estate(CBSI-8-13,CBS2-8-13,CBS3-8-13 or CBS4-8-13).This addendum has not been approved by the Colorado Real Estate Commission(CREC).It was prepared and©2014 by Frascona,Joiner,Goodman and Greenstein,P.C.(303-494-3000)legal counsel,for the exclusive use of Aspen Snowmass Sotheby.All rights reserved. Page 3 of 4 42 CTMcContrncts.com-02014 CTM Software Corp. 21.®EARNEST MONEY DISPUTE.The reference to 120 days contained in§24 of the Contract is hereby changed to 45 days. Date: lO" j- �f Buyer.Boa Of C my Commissioners of Pltkin County By:Jon Peacock, County Manager • Buyer. Date: Date. 7/7/2O14 Seller Mallory I Howell Seller. Date: CTM eContracts- 12014 CTM Software Corp. Addendum"A"to Contract to Buy and Sell Real Estate(CBS1-8-13,CBS2-8-13,CBS3-8-13 or CBS4-8-13).This addendum has not been approved by the Colorado Real Estate Commission(CREC).It was prepared and 02014 by Frascona,Joiner,Goodman and Greenstein,P.C.(303-494-3000)legal counsel,for the exclusive use of Aspen Snowmass Sotheby.All rights reserved. Page 4 of 4 C1'McContmcts.com-02014 CTM Software Corp. Aspen $Otheb 's Aspen Snowmass Sotheby's International Realty Snowmass ,...... . .y.. Sally Shiekman-Miller Ply 970-925-6060 Fax: 970-920-9993 The printed portions of this form except differentiated additions,have been approved by the Colorado Real Estate Commission.(LP 45-9-12) THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING. Lead-Based Paint Disclosure (Sales) Attachment to Contract to Buy and Sell Real Estate for the Property known as: 417 Pacific Avenue Unit A Aspen CO 81611 WARNINGI LEAD FROM PAINT,DUST,AND SOIL CAN BE DANGEROUS IF NOT MANAGED PROPERLY Penalties for failure to comply with Federal Lead-Based Paint Disclosure Laws include treble(3 times)damages,attorney fees,costs,and a base penalty up to$11,000(plus adjustment for Inflation).The current penalty is up to$16,000 for each violation. Disclosure of Information on Lead-Based Paint and/or Lead-Based Paint Hazards. Lead Warning Statement Every purchaser of any interest In residential real property on which a residential dwelling was built prior to 1978 is notified 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 poses a particular risk to pregnant women.The Seiler 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. Seller's Disclosure to Buyer and Real Estate Ucensee(s)and Acknowledgment 1. Seller acknowledges that Seller has been informed of Seller's obligations.Seller is aware that Seiler must retain a copy of this disclosure for not less than three years from the completion date of the sale. 2. Presence of lead-based paint and/or lead-based paint hazards(check one box below): ❑ Seller has no knowledge of any lead-based paint and/or lead-based paint hazards present in the housing. ❑ Seller has knowledge of lead-based paint and/or lead-based paint hazards present in the housing(explain): n/a 3.Records and reports available to Seller(check one box below): ❑ Seller has no reports or records pertaining to lead-based paint and/or lead-based paint hazards In the housing. ❑ Seller has provided Buyer with all available records and reports pertaining to lead-based paint and/or lead-based paint hazards in the housing(list documents below): n/a Buyer's Acknowledgment 4.Buyer has read the Lead Warning Statement above and understands its contents. 5.Buyer has received copies of all information,including any records and reports listed by Sailer above 6. Buyer has received the pamphlet"Protect Your Family From Lead in Your Home". 7.Buyer acknowledges federal law requires that before a buyer is obligated under any contract to buy and sell real estate, Seller shall permit Buyer a 10-day period(unless the parties mutually agree,in writing,upon a different period of time)to conduct a risk assessment or inspection for the presence of lead-based paint and/or lead-based paint hazards. 8.Buyer,after having reviewed the contents of this form and any records and reports listed by Seiler, has elected to(check one box below): ❑ Obtain a risk assessment or an inspection of the Property for the presence of lead-based paint LP45-10-I2. Lead-Based Paint Disclosure(Sales) Page 1 of 2 Buyer(s)Inihais�iG� — Seller(s)Initials . k', CTMeContracts.com-C 2014 CTM Software Corp. and/or lead-based paint hazards,within the time limit and under the terms of§ 10 of the Contract to Buy and Sell Real Estate,or ❑ Waive the opportunity to conduct a risk assessment or inspection for the presence of lead-based paint and/or lead-based paint hazards. Real Estate Licensee's Acknowledgment Each real estate licensee signing below acknowledges receipt of the above Seller's Disclosure,has informed Seller of Seller's obligations and is aware of licensee's responsibility to ensure compliance Certification of Accuracy I certify that the statements I have made are accurate to the best of my knowledge. Date: 62r_____ Buyer.Board o Counmmissioners of Pltkin County By Jon Peacock,County Manager Buyer. Date: l4j4er-r;-/' Date: 7/7/2014 Seller.Mallory I Howell Seller. Date: Real Estate Licensee(Listing): salvo Listing Broker.Robert J Snyder Selling Brokerage Firm's Name: Aspen Snowmass Sotheby s International Realty Address:415 East Hyman Avenue Aspen CO 81611 Phone:970-925-6060 Fax:970-920-9993 Email:sally@sallyshiekman.com Real Estate Licensee(Selling) Selling a Z F f4Ym .t-tif( '- Broker. Date: 6/26/2014 Sally Sblekman-Miller (LP 45-9-12) LEAD PAINT BASE DISCLOSURE(SALES) CTM eContracts-02012 CTM Software Corp. LP45-10-12 Lead-Based Paint Disclosure(Sales) Page 2 of 2 Buyer(s)Initials Seller(s)Initials CTMcContracts.com-C2014 CTM Software Corp.