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HomeMy WebLinkAboutbocc.ord.022.2015 RECEPTION#: 622358, 08/13/2015 at CONTRACT#2211:2-,S/5- I 24, PM, 1 OF 24, R $0.00 Doc Code ORDINANCE f e .1. et C(t.42c ) Janice K.Vos Caudill, Pitkin County, CO AN ORDINANCE OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO APPROVING THE PURCHASE OF VILLAS AT ELK RUN UNIT#3202 FOR THE PITKIN COUNTY EMPLOYEE HOUSING INVENTORY AND AUTHORIZING THE CHAIR TO EXECUTE THE NECESSARY DOCUMENTS ORDINANCE # 9,2015 Recitals 1. The Board of County Commissioners of Pitkin County("County") is in a position to acquire Villas at Elk Run Unit#3202 also known as 3202 Elk Lane, Basalt, CO (the "Property") from Bruce S. Gordon. 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. In accordance with the County's core focus on achieving energy efficiencies to conserve natural resources and the environment, within six months after Closing the County will complete an energy audit on each unit purchased and make changes where reasonable. 4. This unit is a 1420 square foot, second level unit with three bedrooms and three full bathrooms built in 1995. Recent upgrades include paint, carpeting, flooring, range and dishwasher. The Villas at Elk Run complex provides a single car garage and a space for each additional bedroom for vehicle parking. It is located directly next to schools and is within walking distance of downtown Basalt and bus stops. 5. The terms and provisions of the purchase are fully set forth in the Contract to Buy and Sell Real Estate dated June 23, 2015 and Counterproposal thereto dated July 2, 2015. 6. The County and Bruce S. Gordon have negotiated a purchase price of$380,000 and it is in the interest of all parties to proceed immediately with the transaction. 7. The Chair approves the purchase and the Chair(or Chair's designee) shall be authorized to execute such documents in substantially the form approved by the County Attorney as necessary to complete this transaction. 8. The County finds that adoption of this ordinance is necessary for the immediate preservation of the public health, safety and welfare of the citizens of Pitkin County and therefore declares this ordinance to be effective immediately upon adoption. Ordinance#099✓ -2015 Page 2 NOW, THEREFORE, BE IT ORDAINED, that the Board of County Commissioners approves the purchase of Villas at Elk Run Unit#3202 and authorizes the Chair or Chair's designee to execute all documents necessary to complete the purchase. • INTRODUCED AND APPROVED ON JULY 22, 2015 AND SET FOR PUBLIC HEARING ON AUGUST 12, 2015. NOTICE OF PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE ORDIVANCE PUBLISHED IN THE ASPEN TIMES WEEKLY ON 0 ot L 6 , 2015. NOTICE OF PUBLIC HEARING AND THE FULL TEXT OF THE ORDINANCE POSTE�ON THE OFFICIAL PITKIN COUNTY WEBSITE (www.aspenpitkin.com) ON 0 t i 3o , 2015. ADOPTED AFTER FINAL READING AND PUBLIC HEARING ON JULY 22, 2015. PUBLISHED BY TITLE AND SH T SUMMARY, AFTER ADOPTION, IN THE ASPEN TIMES WEEKLY ON O (/S. ;Z.6 , 2015. THIS ORDINANCE IS EFFECTIVE ON AUGUST 12, 2015. ATTEST: BOARD OF COUNTY COMMISSIONERS BY P. ./ / Aub By: 5 -ems, { cw Jeanett- Jones / Steven F. Child, Chair Deput County Clerk Date: g I1 6-- APPROVED -APPROVED AS TO FORM: (//......---7 .____2------.---- John El Jon Peacock C.. orney County Manager 2 Aspen Sotheby "s Aspen Snowmass Sotheby's International Realty 3 �' Sally Shiekman-Miller - 4 Snowmass NT/OAT ONA,I,AITY Ph: 970-925-6060 Fax: 970-920-9993 6 The printed portions of this form, except differentiated additions, have been approved by the Colorado Real Estate 8 ,Commisslon. (CBS1-8-13) (Mandatory 1-14) 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 18 Date: 6/23/2015 19 20 21 AGREEMENT 22 23 24 1. AGREEMENT. Buyer, identified in§2.1,agrees to buy, and Seiler,identified in§2.3,agrees to sell,the 28 Property described below on the terms and conditions set forth in this contract(Contract). 26 27 28 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 33 0 Joint Tenants 0 Tenants In Common - Other 34 36 2,2.Assignability and Inurement.This Contract FA Is 0 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. 4p2.3.Seller.Seller, Bruce S. Gordon ,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 `+Z Pitkin ,Colorado: 4a Villas at Elk Run Unit#3202 d6 known as No.3202 Elk Lane Basalt, CO 81621, 47 together with the interests, easements, rights,benefits,improvements and attached fixtures appurtenant thereto, 48 and all interest of Seller in vacated streets and alleys adjacent thereto,except as herein excluded (Property). 49 50 si 2.5. Inclusions. The Purchase Price includes the following items(Inclusions): 52 2.5.1. Fixtures. If attached to the Property on the date of this Contract,the following items are ss included unless excluded under Exclusions(§2,6):lighting,heating,plumbing,ventilating and air conditioning 55 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 57 vacuum systems(including accessories),garage door openers Including any 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. 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 following 68 are included: 0 Water Softeners ?it SmokelFire Detectors Eft Carbon Monoxide Alarms 0 Security 69 70 Systems❑Satellite Systems (including satellite dishes). 71 Other Personal Property: 72 dishwasher, microwave,range, refrigerator, window coverings 73 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. 0 Use Only®Ownership of the following parking 79 so facilities:attached garage ;and 0 Use Only 0 Ownership of the following storage facilities: si n/a . 82 63 2.6. Exclusions.The following items are excluded(Exclusions): 84 none CBS 1-8-13_ CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 1 of 15 Buyer(s)Initials Seller(s)Initials 85 86 87 .2.7. Water Rights,Well Rights,Water and Sewer Taps. ss a9 }.tea 2.7.1. Deeded Water Rights.The following legally described water rights: 90 n/a 91 Any deeded water rights will be conveyed by a good and sufficient n/a deed at Closing. 92 ❑ 2.7.2. Other Rights Relating to Water.The following rights relating to water not included in 94 §§2.7.1,2.7.3,2.7.4 and 2.7.5,will be transferred to Buyer at Closing: 95 96 97 C1 2.7.3. Well Rights. Seller agrees to supply required information to Buyer about the well. 99 Buyer understands that if the well to be transferred is a"Small Capacity Well"or a"Domestic Exempt Water Well" too used for ordinary household purposes, Buyer must,prior to or at Closing,complete a Change in Ownership form lei for the well. If an existing well has not been registered with the Colorado Division of Water Resources in the 102 Department of Natural Resources(Division),Buyer must complete a registration of existing well form for the well 104 and pay the cost of registration. If no person will be providing a closing service in connection with the transaction, 105 Buyer must file the form with the Division within sixty days after Closing.The Well Permit#is 106 n/a • 107 108 ❑ 2.7.4.Water Stock Certificates:The water stock certificates to be transferred at Closing are 1009 as follows: 10 111. n/a . . . 112 2.7.5. Water and Sewer Taps.Note: Buyer is advised to obtain,from the provider, 113 written confirmation of the amount remaining to be paid, if any,time and other restrictions for transfer 114 and use of the taps. 115 116 2.7.6. Conveyance. If Buyer is to receive any rights to water pursuant to§2.7.2(Other Rights 11187 Relating to Water),§2.7.3(Well Rights),or§2.7.4(Water Stock Certificates), Seller agrees to convey such rights to Buyer byexecuting the applicable legal instrument at Closing. 119 uY 9 PP� 9 9- 120 121 3.• DATES AND DEADLINES. 123 124 125 .Item No. Reference Event Date or Deadline 3 126 1 §4.3 Alternative Earnest MoneyDeadline bus days following 127 MEG 128 129 Title 130 7 days following 131 2 §8.1 Record Title Deadline MEC EC 133 21 days following 134 3 §8.2 . Record Title Objection Deadline . MEC 135 136 4 §8.3 Off-Record Title Deadline 7 days-following 137 MEG 13821.days following 140 5 §8.3 Off-Record Title Objection Deadline MEC - 141 28 days;following 142 6 §8.4 Title Resolution Deadline MEC EC 144 7 §8.6 Right of First Refusal Deadline n/a 1 5 46 Owners'Association 1488 §7.3 Association Documents Deadline 7 days fECovving 14 s MEC 149 150 9 §7.4 Association Documents Objection Deadline 14 days following 151 . . MEC 152 Seller's Property 1.53 Disclosure 154 .7 days following 155 10 §10.1 Seller's Property Disclosure Deadline MEC 156 157 Loan and Credit 158 11 §5.1 Loan Application Deadline n/a 159 160 12 §5.2 Loan Objection Deadline n/a 161 13 §5.3 Buyer's Credit Information Deadline n/a 1632 14 §5.3 Disapproval of Buyer's Credit Information Deadline n/a 264 15 §5.4 Existing Loan Documents Deadline n/a 165 16 §5,4 ExistingLoan Documents Objection Deadline n/a 166 j 167 17 §5.4 Loan Transfer Approval Deadline n/a CBS 1-8-I3, CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 2 of 15 Buyer(s)Initials Seller(s)Initials 168 18 §4.7 Seller or Private Financing Deadline n/a 16.9 170 Appraisal 171 21 days following 172 19 §6.2 Appraisal Deadline MEC EC 174 28 days following 175 20 §6.2 Appraisal Objection Deadline MEC 176 177 Survey 178 21 §9.1 Current Survey Deadline nta 179 iso 22 §9.2 Current Survey Objection Deadline n/a 181 23 §9.3 Current Survey Resolution Deadline 182 183 Inspection and Due Diligence 184 14 days following 185 24 §10.2 Inspection Objection Deadline MEC EC 187 21 days following 188 25 §10.3 Inspection Resolution Deadline MEC 189 190 26 §10.5 Property Insurance Objection Deadline •n/a 191 7 days following 192 27 §10.6 Due Diligence Documents Delivery Deadline MEC 1934 14 days following 195 28 §10.6 Due Diligence Documents Objection Deadline MEC 197 28,days following 198 29 §10.6 Due Diligence Documents Resolution Deadline MEC 19930 §10.7 Conditional Sale Deadline n/a 200 _ 201 Closing and Possession 202 203 31 §12.3 Closing Date 50 days following 204 MEC 205 32 §17 Possession Date MEC 50 days following 207 208 33 §17 Possession Time after closing 209 34 §28 Acceptance Deadline Date 6/29/2015 Monday 210 211 35 §28 Acceptance Deadline Time .. 5:00 p.m. 212 Board of County Commissioner Approval 45 days following 213 36 Deadline MEC 214 215 37 216 217 218 Note:If FHA or VA loan boxes are checked in§4.5.3(Loan Limitations),the Appraisal Deadline(§3)does Not 219 apply to FHA insured or VA guaranteed loans. 220 221 222 3.1. Applicability of Terms.Any box checked in this Contract means the corresponding provision 223 applies.Any box,blank or line in this Contract left blank or completed with the abbreviation"NIA", or the word 224 "Deleted"means such provision, including any deadline,is not applicable and the corresponding provision of this 226 Contract to which reference is made is deleted. 227 228 The abbreviation"MEC"(mutual execution of this Contract)means the date upon which both parties have signed 230 this Contract. 231 232 233 4. PURCHASE PRICE AND TERMS. 234 4.1.Price and Terms.The Purchase Price set forth below is payable in U.S. Dollars by Buyer as follows: 235 236 237 Item No. Reference Item Amount Amount 238 1 § 4.1 urchase Price $360,000.00 239 240 2 § 4.3 Earnest Money $20,000.00 241 242 3 § 44 New Loan $0.00 243 4 § 4.6 Assumption Balance $0,00 244 245 5 § 4.7 Private Financing $0.00 246 6 § 4.7 Seller Financing 247 248 7 249 8 251 9 § 4.4 Cash at Closing $340,000.00 CBS I-8-13, CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 3 of 15 Buyer(s)Initials Seller(s)Initials a* p 252 10 TOTAL [ $360,000.00 $360,000.00 253 254 255 4,2. Seller Concession.Seller,at Closing,will credit,as directed by Buyer,an amount of S 256 n/a to assist with anyor all of the following: Buyers closingcosts, loan discount points,loan z57 uY 258 origination fees,prepaid items(including any amounts that Seller agrees to pay because Buyer is not allowed to 259 pay due to FHA, CHFA,VA,etc.),and any other fee, cost, charge, expense or expenditure related to Buyer's New 261 Loan or other allowable Seller concession(collectively,Seller Concession).Seller Concession is In addition to any 262 sum Seller has agreed to pay or credit Buyerelsewhere in this Contract,Seller Concession will be reduced to the 263 extent it exceeds the aggregate of what is allowed by Buyers lender as set forth in the Closing Statement, 264 265 Closing Disclosure or HUD-1,at Closing. 266 4.3. Earnest Money.The Earnest Money set forth in this section,in the form of 268 food funds . . ,will be payable to and held by Land Title Guarantee Company 269 (Earnest Money Holder),in,its trust account,on behalf of both Seller and Buyer.The Earnest Money deposit must 27o 'be tendered, by Buyer,with this Contract unless the parties mutually agree to an Alternative Earnest Money 27227_ Deadline{§3}for Its payment.The parties authorize deliveryof the Earnest Money deposit to the company y 273 conducting the Closing(Closing Company), if any,at or before Closing.In the event Earnest Money Holder has 274 agreed to have interest on Earnest Money deposits transferred to a fund established for the purpose of providing 276 affordable housingto Colorado residents,Seller and Buyer acknowledge and agree that anyinterest accruingon 276 Y 9 g 277 the Earnest Money deposited with the Earnest Money Holder in this transaction will be transferred to such fund. 27e 4.3.1. Alternative Earnest Money Deadline.The deadline for delivering the Earnest 280 280 Money, if other than at the time of tender of this Contract,is as set forth as the Alternative Earnest Money 281 Deadline(§3). 282 4.3.2. Return of Earnest Money. If Buyer has a Right to Terminate and timely terminates, 284 Buyer is entitled to the return of Earnest Money as provided in this Contract.If this Contract is terminated as set 285 forth in§25 and,except as provided in§24, if the Earnest Money has not already been returned following receipt 286 of a Notice to Terminate,Seller agrees to execute and return to Buyer Or Broker.working with Buyer,written 287 288 mutual instructions(e.g., Earnest Money Release form),within three days of Seller's receipt of such form. 289 4.4. Form of Funds;Time of Payment;Available Funds. 290 4.4.1. Good Funds.All amounts payable by the parties at Closing, including any loan 29.1 proceeds, Cash at Closin and closingcosts,must be in funds that comply with all applicable Colorado laws, 292 P � 9 PY 293 including electronic transfer funds, certified check,savings and loan teller's check and cashier's check(Good 294 Funds). 296 296 4.4.2. Time of Payment;Available Funds.All funds,including the Purchase Price to be 297 paid by Buyer,must be paid before or at Closing or as otherwise agreed in writing between the parties to allow 298 disbursement by Closing Company at Closing OR SUCH NONPAYING PARTY WILL BE IN DEFAULT. Buyer 299 ^r ' 300 represents that Buyer,as of the date of this Contract, "P, Does Does Not have funds that are immediately 301 verifiable and available in an amount not less than the amount stated as Cash at Closing in § 4.1. • 302 4.5. New Loan.(Omitted as inapplicable) 303 304 3ti5 4.6, Assumption. (Omitted as inapplicable) 306- 307 308 4.7. Seller or Private Financing. (Omitted as inapplicable) 309 310 311 TRANSACTION PROVISIONS 312 313 314 315 5. FINANCING CONDITIONS AND OBLIGATIONS.(Omitted as inapplicable) 316 318 .6.3. Credit information and Buyer's New Senior Loan.(Omitted as inapplicable) 319 320 321 5.4. Existing Loan Review.(Omitted as inapplicable) 322 324 6. APPRAISAL PROVISIONS. 325 6.1.Lender Property Requirements.If the lender imposes any requirements or repairs(Requirements)to 326 be made to the Property(e.g.,roof repair,repainting),beyond those matters already agreed to by Seller in this 327 Contract, Seller has the Right to Terminate under§25.1, (notwithstanding§10 of this Contract),on or before three 328 329 days following Seller's receipt of the Requirements,based on any unsatisfactory Requirements,in Seller's sole 330 subjective discretion.Seller's Right to Terminate in this§6.1 does not apply if,on or before any termination by 333332 Seller pursuant to this§6.1:(1)the parties enter into a written agreement regarding the Requirements;or(2)the 333 Requirements have.been completed;or(3)the satisfaction of the Requirements is waived in writing by Buyer. CBS I-8-13. CONTRACT TO BUY AND SELL REAL'ESTATE- 'Residential Page 4 of 15 .632. Buyer(s)Initials yt Seller(s)Initials • 334 .6.2. Appraisal Condition.The applicable Appraisal provision set forth below applies to the respective 335 roantype set forth in 4.5.3,or:if a cash transaction i e.no financing),§6.2.1 a plies. 336 § ('• P 337 6.2.1. Conventional/Other.Buyer has the sole option and election to terminate this contract 338 if the Property's valuation,determined by an appraiser engaged on behalf of Buyer ,is less 340 than the Purchase Price.The a raisal must be received b Bu er or B er's lender on or before A raisal 340 PP Y Y ull pp 341 Deadline(§3). Buyer has the Right to Terminate under§25:1,on or before Appraisal Objection Deadline(§ 342 343 3), if the Property's valuation is less than the Purchase Price and Seller's receipt of either a copy of such appraisal 344 or written notice from lender that confirms the Property's valuation is less than the Purchase Price.This§6;2.1 is 345 for the sole benefit of Buyer. 346 6.2.2. FHA. It is expressly agreed that,notwithstanding any other provisions of this Contract, 347 the Purchaser(Buyer)shall not beobli obligated to complete thepurchase of the Property ert described herein or to incur Sae ( Y ) 9 A P. Y 349 any penalty by forfeiture of Earnest Money deposits or otherwise unless the Purchaser(Buyer)has been given,in 35o accordance with HUD/FHA or VA requirements,a written statement issued by the Federal Housing 352 Commissioner, De artment of Veterans Affairs, or a Direct Endorsement lender,settingforth the praised value 3sa_ p P 353 of the Property of not less than$ .The Purchaser(Buyer)shall have the privilege and option of 354 proceeding with the consummation of the Contract without regard to the amount of the appraised valuation.The 355 appraised valuation is arrived at to determine the maximum mortgage the De Department of Housing PPP and Urban 357 Development will insure:HUD does not warrant the value nor the condition of the Property.The Purchaser(Buyer) 358 should satisfy himself/herself that the price and condition of the Property are acceptable. 360 6.2.3. VA. It is ex ressl agreed that, notwithstandinganyother provisions of this Contract,the 360 P Y g ' P 361 purchaser(Buyer)shall not incur any penalty by forfeiture of Earnest Money or otherwise or be obligated to 362 complete the purchase of the Property described herein,if the Contract Purchase Price or cost exceeds the 363 reasonable value of the Property established bythe Department of Veterans Affairs.Thepurchaser(Buyer)shall, 364 p.KY P ( uY ) 365 however,have the privilege and option of proceeding with the consummation of this Contract without regard to the 366 amount of the reasonable value established by the Department of Veterans Affairs. 369 6.3. Cost of Appraisal. Cost of any appraisal to be obtained after the date of this Contract must be 369 timely paid by OBuyer OSeller:The cost'of the appraisal may include any and all fees paid to the appraiser, 370 371 appraisal management company,lender's agent or all three. 372 373 7; OWNERS'ASSOCIATIONS.This Section is applicable if the Property is located within a 374 375 Common Interest Community and subject to such declaration. 376 7.1. Owners'Association Documents.Owners'Association Documents(Association Documents) 377 consist of the following: 378 379 7.1.1. All Owners'Association declarations,articles of incorporation,bylaws, articles of 380 organization,operating agreements,rules and regulations,party wall agreements; 391 7.1.2. Minutes of most recent annual owners'meeting; 983 7.1.3. Minutes of any directors''or managers' meetings during the six-month period 384 immediately preceding the date of this Contract. If none of the preceding minutes exist,then the most recent 365 minutes,if any(§§7:1.1, 7,1:2 and 7:1,3,collectively,Governing Documents);and 386 387 71A The most recent financial documents which consist of: (1)annual and most recent 388 balance sheet, (2) annual and most recent income and expenditures statement,(3)annual budget,(4)reserve 389 study, and(5)notice of unpaid assessments,if any(collectively, Financial Documents). 390 7.2. Common interest Community Disclosure.THE PROPERTY IS LOCATED WITHIN A 392 COMMON INTEREST COMMUNITY AND IS SUBJECT TO THE DECLARATION FOR SUCH COMMUNITY.THE 393 OWNER OF THE PROPERTY WILL BE REQUIRED TO BE A MEMBER OF THE OWNERS'ASSOCIATION FOR 394 THE COMMUNITY AND WILL BE SUBJECT TO THE BYLAWS AND RULES AND REGULATIONS OF THE 395. 396 ASSOCIATION.THE DECLARATION,BYLAWS,AND RULES AND REGULATIONS WILL IMPOSE FINANCIAL 397 OBLIGATIONS UPON THE OWNER OF THE PROPERTY,INCLUDING AN OBLIGATION TO PAY 399 ASSESSMENTS OF THE ASSOCIATION.IF THE OWNER DOES NOT PAY THESE ASSESSMENTS,THE 400 ASSOCIATION COULD PLACE A LIEN ON THE PROPERTY AND POSSIBLY SELL IT TO PAY THE DEBT. 401 THE DECLARATION,BYLAWS,AND RULES AND REGULATIONS OF THE COMMUNITY MAY PROHIBIT THE 403 OWNER FROM MAKING CHANGES TO THE PROPERTY WITHOUT AN ARCHITECTURAL REVIEW BY THE 404 ASSOCIATION(OR A COMMITTEE OF THE ASSOCIATION)AND THE APPROVAL OF THE ASSOCIATION. 465 PURCHASERS OF PROPERTY WITHIN THE COMMON INTEREST COMMUNITY SHOULD INVESTIGATE THE 407• FINANCIAL OBLIGATIONS OF MEMBERS OF THE ASSOCIATION.PURCHASERS SHOULD CAREFULLY 408 READ THE DECLARATION FOR THE COMMUNITY AND THE BYLAWS AND RULES AND REGULATIONS OF 409 THE ASSOCIATION. 410 7,3. Association Documents to Buyer. 4r2 Y 412 7.3.1. Seiler to Provide Association Documents.'Seller will cause the Association Documents 413 to be provided to Buyer,at Seller's expense,on Or before Association Documents Deadline(§3). 415 7.3.2.Seller Authorizes Association. Seller authorizes the Association to provide the 416 Association Documents to Buyer, at Seller's expense. CBSI.8-13. CONTRACT TO'BIIY AND SELL REAL ESTATE- Residential Page 5 of 15 Buyer(s)Initials Seller(s)Initials 41-g 7.3.3. Seller's Obligation.Seller's obligation to provide the Association Documents is fulfilled nig upon'Buyer's receipt of the_ Association Documents, regardless of who provides such documents. 4a/ Note: If neither box in this§7.3 Is checked,the provisions Of§73.1 apply. 7:4. Conditional on Buyer's Review. Buyer has the right to review the Association Documents. 42,2 423 Buyer has the Right to Terminate.under§25,1,on or before Association Documents Objection Deadline(§3), 424 based on any unsatisfactory provision in any of the Association Documents,in Buyer's sole subjective discretion. 425 Should Buyer receive the Association Documents after Association Documents Deadline(§3),Buyer,at 427 Buyers option, has the Right to Terminate under 25.1 byBuyer's Notice to Terminate received bySeller on or 427- Y P g § Y 428 before ten days after Buyer's receipt of the Association Documents. If Buyer does not receive the Association 429 Documents,or if Buyer's Notice to Terminate would otherwise be required to be received by Seller after Closing 431 Date(§3), Buyer's Notice to Terminate must be received bySeller on or before Closin If Seller does not receive 43�. 9• 432 Buyer's Notice to Terminate within such time, Buyer accepts the provisions of the Association Documents as 433 satisfactory,and Buyer waives any Right to Terminate under this provision, notwithstanding the provisions of§8.6.. 434 435 (Right of First Refusal or Contract Approval). 436 437 8. TITLE INSURANCE,RECORD TITLE AND OFF-RECORD TITLE. 439 8.1. Evidence Of Record Title. 441 ® 8.1.1. Seller Selects Title Insurance Company: If this box is checked, Seller will select the 442 title insurance company to furnish the owner's title insurance policy at Seller's expense.On or before Record 443 Title Deadline(§3),.Seller must furnish to Buyer,a current commitment for owners title insurance policy(Title 444 Commitment),in an amount equal to the Purchase Price, or if this box is checked,0 an Abstract of Title 446 certified to a current date.Seller will cause the title insurance policyto be issued and delivered to Buyer as soon 446 Y 447 as practicable at or after Closing. 448 0 8.1.2. Buyer Selects Title Insurance Company. If this box is checked, Buyer will select the 449 451 title insurance company to furnish the owner's title insurance policy at Buyer's expense.On or before Record Title 451 Deadline(§3);,Buyer must furnish to Seller,a current commitment for owner's title insurance policy(Title 452 Commitment), in an amount equal to the Purchase Price. '453 454 If neither box in§ 8,1.1 or§8.1.2 is checked, §8.1.1 applies. 455 8.1.3. Owner's Extended Coverage(OEC).The Title Commitment Will ❑Will Not. 456 457 commit to delete or insure over the standard exceptions which relate to:(1)parties in possession, (2)unrecorded 458 easements, (3)survey matters;(4)unrecorded mechanics'liens, (5)gap period(effective date of commitment to 459 date deed is recorded),and (6)unpaid taxes,assessments and unredeemed tax sales prior to the year of Closing 461 461. (DEC),If the title insurance company agrees to provide an endorsement for OEC,any additional premium expense 462 to obtain an endorsement for OEC will be paid by❑Buyer '!I Seller 0 One-Half by Buyer and One-Half by 4-fi5 .Seller❑Other 465 Note:The title insurance company may not agree to delete or insure over any Or all of the standard exceptions. 466 8.1.4. Title Documents.Title Documents consist of the following: (1)copies of any plats, 467 declarations, covenants,conditions and restrictions burdening the Property,and (2) copies of any other 469 documents or; if illegible,ible,summaries of such documents in the schedule of exce tions(Exceptions)in the 469 ( 9 )listedp• ( p• )• 470 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(§ 472 473 3),copies of all Title Documents.This requirement pertains only to documents as shown of record in the office of 474 the clerk and recorder in the county where the Property is located.The cost of furnishing copies of the documents 475 required in this Section will be at the expense of the party or parties obligated to pay far the owner's title insurance 476 477 policy': 478 8.1.6. Existing Abstracts of Title.Seller must deliver to Buyer copies of any abstracts of title 479 covering all or any portion ofthe Property(Abstract of Title)in Seller's possession on or before Record Title 481481 Deadline 3). 462 13.2. Record Title.Buyer has the right to review and object to the Abstract of Title or Title Commitment 483 and any of the Title Documents as setforth in§8.4(Right to Object to Title, Resolution)on or before Record Title 494 Objection Deadline 3).Buyer's objection may be based on any unsatisfactory form or content of Title 486 Commitment or Abstract of Title, notwithstanding§13,or any other unsatisfactory title condition,in Buyer's sale 487 subjective discretion. If the Abstract of Title,Title Commitment or Title Documents are not received by Buyer on or 4.89 before the Record Title Deadline 3),or if there is an endorsement to the Title Commitment that adds a new 4eQ (§ 490 Exception to title, a copy of the new Exception to title and the modified Title Commitment will be delivered to ase Buyer.Buyer has until the earlier of Closing or ten days after receipt of such documents by Buyer to review and 493 object to:(1)any required Title Document not timely received by Buyer,(2)any change to the Abstract of Title, 494 Title Commitment or Title Documents,or(3)any endorsementto the Title Commitment.If Seller receives Buyer's 495 Notice to Terminate or Notice of Title Objection,pursuant to this§8.2(Record Title),any title objection by Buyer 446 497 is governed by the provisions set forth in.§8.4(Right to Object to Title,Resolution).If Seller has fulfilled all Seller's 498 obligations,If any,to deliver to Buyer all documents required by§8.1 (Evidence Of Record Title)and Seller does GBS 1-8-13.. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 6 of 15 Buyers)Initials Seller(s)Initials 499 not receive Buyer's Notice to Terminate Or Notice of Title Objection by the applicable deadline specified above, soli Buyeraccepts the condition of title as disclosed by the Abstract of Title,Title Commitment and Title Documents 502 as satisfactory. 503 8.3. Off—Record Title.Seller must deliver to Buyer, on or before Off-Record Title Deadline(§3), 504 true Copies of all existin g surveys in Seller's p Ossession ertainin to the Property and must disclose to Buyer all 505 p 9 Y P pertaining P riY uY 506 easements, liens(Including,without limitation,governmental improvements approved,but not yet installed)or other 507 title matters(including,without limitation, rights Of first refusal and options) not"shown by public records,of which 509 Seller has actual knowledgeOff-Record Matters). Buyer has the right to inspect the Property to investigate if any ( Y 9 . P nY 9 Sib third party has any right in the Property not shown by public records(e.g.,unrecorded easement,boundary line 511 discrepancy or Water rights). Buyer's Notice to Terminate or Notice of Title Objection of any unsatisfactory 513 condition(whether disclosed bySeller or revealed bysuch inspection, notwithstanding8.2 and§ 13 in Buyers 513 P § ).� Y 514 sole subjectivediscretion,must be received by Seller on or before Of Record Title Objection Deadline(§3).If 535 an Off-Record Matter is received by Buyer after the Off-Record Title'Deadline(§3), Buyer has until the earlier of 517 Closing or ten days after receipt by Buyer to review and object to such Off-Record Matter.,If Seller receives 518 Buyer's Notice to Terminate or Notice of Title Objection pursuant to this§8.3(Off-Record Title),any title objection 519 by Buyer and this Contract are governed by the provisions set forth in§8.4(Right to Object to Title, Resolution), if 521 ' B Seller does not receive Buyer's Notice to Terminate or Notice of Title Objection b the applicable deadline 521Y j Y 522 specified above, Buyer accepts title subject to such rights,if any,of third parties of which Buyer has actual sa3 knowledge. 525 8:4: Right to Object to Title, Resolution. Buyer's right to object to any title matters includes,but is 526 not limited to those matters set forth in§§8.2(Record Title), 8.3(Off:Record Title)and 13(Transfer of Title),in 527 Buyer's sole subjective discretion. If Buyer objects to any title matter,on or before the applicable deadline.Buyer 28 529 has the following options: 530 8.4.1. Title Objection, Resolution. If Seller receives Buyer's written notice objecting to any 531 title matter(Notice of Title Objection)on or before the applicable deadline,and if Buyer and Seller have not agreed 533 to a written settlement thereof on or before Titiel Resolution Deadline(§3),this Contract will terminate on the 534 expiration of Title Resolution Deadline(§3), unless Seller receives Buyer's written withdrawal of Buyer's Notice 535 of Title Objection (i.e., Buyer's written notice to waive objection to such items and waives the Right to Terminate 536 537 for that reason), on or before expiration of Title Resolution Deadline(§3). if either the Record Title Deadline or 538 the Off-Record Title Deadline,or both,are extended to the earlier of Closing or ten days after receipt of the 539. applicable documents by Buyer; pursuant to§8.2(Record Title)or§8.3'(Off-Record Title),the Title Resolution 54 Deadline also will be automatically extended to the earlier of Closing or fifteen days after Buyer's receipt of the 542 applicable documents;or 543 8.4.2. Title Objection, Right to Terminate.Buyer may exercise the Right to Terminate under 549 25.1, on or before the applicable deadline, based on anyunsatisfactorytitle matter,in Buyers.sole-sub ective 545 § pP uY 1 546 discretion, 547 8.5. Special Taxing Districts,SPECIAL TAXING DISTRICTS MAY BE SUBJECT TO GENERAL '549 OBLIGATION INDEBTEDNESS THAT IS PAID BY REVENUES PRODUCED FROM ANNUAL TAX LEVIES ON 550 THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS.PROPERTY OWNERS IN SUCH DISTRICTS MAY BE 551 PLACED AT RISK FOR INCREASED MILL LEVIES AND TAX TO SUPPORT THE SERVICING OF SUCH DEBT 552 553 WHERE CIRCUMSTANCES ARISE RESULTING IN THE INABILITY OF SUCH A DISTRICT TO DISCHARGE 554 SUCH INDEBTEDNESS WITHOUT SUCH AN INCREASE iN MILL LEVIES.BUYERS.SHOULD INVESTIGATE 555 THE SPECIAL TAXING DISTRICTS IN WHICH THE.PROPERTY IS LOCATED BY CONTACTING THE COUNTY • 556 557 TREASURER,BY REVIEWING THE CERTIFICATE OF TAXES DUE FOR THE PROPERTY,AND BY 558 OBTAINING FURTHER INFORMATION FROM THE BOARD OF COUNTY COMMISSIONERS,THE COUNTY 559 CLERK AND RECORDER, OR THE COUNTY ASSESSOR. 561 Buyer has the Right to Terminate under§25.1,on or before Off-Record Title Objection Deadline(§3). 562 based on'any unsatisfactory effect Of the Property being located within a special taxing district,in Buyer's sole 563 subjective discretion. 564 565 :8.6. Right of First Refusal or Contract Approval. If there is a right of first refusal on the Property or a 566 right to approve this Contract,Seller must promptly submit this.Contract according to the terms and conditions of 567 such right.If theholder of the right of first refusal-exercises such right or the holder of a right to approve 569 disapproves this Contract,this Contract will terminate. If the right of first refusal is waived explicitly orex expires,or 569 PP P P S7o the Contract is approved,this Contract will remain in full force and effect.Seller must promptly notify Buyer in 571 writing of the foregoing, if expiration or waiver of the right of first refusal Or approval of this Contract has not 573 occurred on or before Right of First Refusal Deadline(§3),this Contract will then terminate. 574 6.7. Title Advisory.The Title Documents affect the title, ownership and use of the Property and should 575 be reviewed carefully.Additionally,other matters not reflected in the Title Documents may affect the title, 576 ownershi and use of the Property,includin ,without limitation, boundarylines and encroachments,set-back 577 P including, 578 requirements, area,inning, building code violations,unrecorded easements and claims of easements,leases and 579 other unrecorded agreements,water on or underthe Property,and various laws and governmental regulations 5$a concerning land use,development and environmental matters.The surface estate may be owned separately 582 from the underlying mineral estate,and transfer of the surface estate does not necessarily include CBS 1-ti-13. CONTRACT TO BUY AND SELL REAL ESTATE. Residential Page 7 of 15 Buyers)Initials Sellers)Initials . . 583 transfer of the mineral rights or water rights.Third parties may hold interests in oil, gas, other minerals, 504 • 585 geothermal energy or water on or under the Property,which interests may give them rights to enter and 586 use the Property.Such matters,and others, may be excluded from or not covered by the owner's title insurance sal policy. Buyer is advised to timely consult legal counsel with respect to all such matters as there are strict time 559 limits provided in this Contract[e.g., Record Title Objection Deadline(§3)and Off-Record Title Objection 590 Deadline(§3)]. 591 592 9. CURRENT SURVEY REVIEW. 593. 594 9.1.Current Survey Conditions. If the box in§9.1.1 or§9.1.2 is checked, Buyer,the issuer of the Title 696 Commitment or the provider of the opinion of title if an Abstract of Title,and 596. 597 will receive Improvement Location Certificate, Improvement Survey Plat 598 or other form of survey set forth in§912(collectively,Current Survey),on or before Current Survey Deadline(§ 599 3).The.Current Survey shall be certified by the surveyor to all those who are to receive the Current Survey. 600 sol ❑ 9,1,1. Improvement Location Certificate.If the box in this§9.1.1.is checked, ❑Seller ❑Buyer 602 will order or provide, and pay,on or before Closing,the cost of an Improvement Location Certificate. 604 ® 9.1.2. Other Survey.If the box in this§9.1.2 is checked,a Current Survey, other than an 604 605 Condominium or Bol Improvement Location Certificate;will be an 0 Improvement Survey Plat or Subdivision.Ala .The 608 parties agree that payment of the cost of the Current Survey and obligation to order or provide the Current Survey 609 as follows:shall accompany the.title commitment and shall be paid for by Seller 610 9.2. Current Survey Objection. Buyer has the right to review and object to the Current Survey. if the 611 6 2 Current Survey is not timely received by Buyer or is unsatisfactory to-Buyer,in Buyer's sole subjective discretion, 613 Buyer may,on or before Current Survey Objection Deadline(§3), notwithstanding§8.3 or§ 13: 614 9.2.1. Notice-to Terminate.Notify Seller in writing that this Contract is terminated;or 615 616 9.2.2. Current Survey Objection:Deliver to Seller a written description of any matter that was to be 617 shown or is shown in the Current Survey that is unsatisfactory and that Buyer requires Seller to correct. 618 9.3. Current Survey Resolution. If a Current Survey Objection is received-by Seller,on or before Current 619 620 Survey Objection Deadline(§3),and if Buyer and Seller have not agreed in writing to a settlement thereof on or 621 before Current Survey Resolution Deadline (§3),this Contract will terminate on the Current Survey 66z3z Resolution Deadline(§3),unless Seller receives Buyer's written withdrawal of the Current Survey Objection 2 624 before such termination, i.e., on or before expiration of Current Survey Resolution Deadline(§3). 625 626 627 DISCLOSURE,INSPECTION AND DUE DILIGENCE 628 . 6?9 10. PROPERTY DISCLOSURE, INSPECTION,INDEMNITY,INSURABILITY,DUE DILIGENCE, BUYER 630 631 DISCLOSURE AND SOURCE OF WATER. 632 10.1, Seller's Property Disclosure.On or before Seller's Property Disclosure Deadline(§3),Seller 633 agrees to deliver to Buyer the most current version of the applicable Colorado Real Estate Commission's Seller's 634 635 Property Disclosure form completed by Seller to Seller's actual knowledge,current as of the date of this Contract.. 636 10.2. Inspection Objection. Unless otherwise provided in this Contract,Buyer acknowledges that Seller 637 is conveying the Property to Buyer in an as is condition "where is and'With all faults:Colorado law requires 638 639 that Seller disclosure to Buyer any latent defects actually known by Seller.Disclosure of latent defects must be in 640 writing. Buyer, acting in good faith, has the right to have inspections(by one or more third parties,personally or 641 both)of the Property and Inclusions(Inspection), at Buyer's expense: If(1)the physical condition of the Property, 642 643 including, but not limited to, the roof,walls,structural integrity of the Property,the electrical, plumbing,HVAC and 644 other mechanical systems of the Property,(2)the physical condition of the Inclusions, (3)service to the Property °5 (including utilities and communication services ,systems and components of the Property e heatingand 696 ( 9 } Y P P rIY( g 647 plumbing), (4)any proposed or existing transportation project,road,street or highway,or(5)any other activity, 642 Odor or noise(whether on or off the Property)and its effect or expected effect on the Property or its occupants is 649 unsatisfactory; In Buyer's sole subjective discretion,Buyer may,On Or before inspection Objection Deadline(§ 650 651 3): 652 10.2,1. Notice to Terminate. Notify Seller in writing that this Contract is terminated: or 653 10.2.2. Inspection Objection.Deliver to Seller a written description of any unsatisfactory physical 654 655 condition that Buyer requires Seller to correct. 656 10.3. Inspection Resolution. if an Inspection Objection is received by Seller, on Or before Inspection 657 Objection Deadline(§3),and if Buyer and Seller have not agreed in writing to a settlement thereof on or before 659 Inspection Resolution Deadline(§3),this Contract will terminate on Inspection Resolution Deadline(§3) 660 unless Seller receives Buyer's written withdrawal of the Inspection Objection before such termination,i.e.,On or 661 before expiration of Inspection Resolution Deadline(§3). 662 663 10.4. Damage, Liens and indemnity.Buyer,except as otherwise provided in this.Contract or other 664 written agreement between the parties,is responsible for payment for all inspections,tests,surveys,engineering 665 reports,or other reports performed at Buyer's request(Work)and must pay for any damage that occurs to the 666 CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE'- Residential Page 8 of 15 0,07:7 Buyer(s)Initials Seller(s)Initials 667 Property and Inclusions as a result of such Work.Buyer must not permit claims or lieris of any kind against the 668 Property for Work performed on the Property.Buyer agrees to indemnify, protect and hold Seller harmless from 669 - and against any liability'damage,cost or expense incurred by Seller and caused by any such Work claim,or 670 671 lien.This indemnity includes Seller's right to recover all costs and expenses Incurred by Seller te defend against 672 any such liability,damage, cost or expense,or to enforce this section,including Seller's reasonable attorney fees, legal fees and expenses.The provisions of this section survive the termination of this Contract.This§10.4 does 675 not apply to items performed pursuant to an Inspeation Resolution. 676 10.6. Insurability.Buyer has the right to review and object to the availability,terms and conditions of 677 and premium for property insurance(Property Insurance), Buyer has the Right to Terminate under§25.1,on or 67s 679 before Property Insurance Objection Deadline(§3),based an any unsatisfactory provision of the Properly 6130 Instiranee,in Buyer's sole subjective discretion. BB1 10.6. Due Diligence. 682 683 10.6.1. Due Diligence Documents. If the respective box is checked,Seller agrees to deliver 684 copies of the following documents and information pertaining to the Property(Due Diligence Documents)to Buyer 685 on or before Due Diligence Decuments Delivery Deadline(§3): 686 687 )7•'.' 10.6.1.1. All current leases,including any amendments or other occupancy agreements, 685 pertaining to the Property.Those leases or other occupancy agreements pertaining to the Property that survive 6:g Closing are as follows(Leases): 691 692 t.:4' 10.6.1.2. Other documents and information: 693 694 Any building permits,a copy of the Certificate of tkoupahty,house plans,landscaping plans,any 695 approvals from government entities,inspection reports and radon tests, utility history for the last 69P 12 months, warranties and any and all documents that relate to the Property-and are in Se/lees 697 698 possession. 699 700 10.6.2. Due Diligence Documents Review and Objection.Buyer has the right to review and 7o1 object to Due Diligence Documents.If the Due Diligence Documents are not supplied to Buyer or are 703 unsatisfactory in Buyer's sole subjective discretion,Buyer may,on or before Due Diligence Documents "4 Objection Deadline(§3): • 705 706 10.6.2.1. Notice to Terminate. Notify Seller in writing that this Contract is terminated;or 707 10.6.2.2. Due Diligence Documents Objection.Deliver to Seller a written description of any "8 unsatisfactory Due DiligenCe Doctinents that Buyer requires Seller to cored. 709 710 10.6.3. Due Diligence Documents Resoltition.If a bue Diligence Documents Objection is la received by Seller,on or before Due Diligence Documents Objection Deadline(§3),and.if Buyer and Seller 712 have not agreed in writing to a settlement thereof on or before Due Diligence Documents Resolution Deadline 713 714 (§3),this Contract will terminate on Dire Diligence Documents Resolution Deadline(§3)unless Seller 715 receives Buyers written withdrawal of the Due Diligence Documents Objection before such termination,-i.e.;on or 71 before expiration of Due Diligence Documents Resolution Deadline(§3). 717 71.8 10.7. Conditional Upon Sale of Property.This Contract is conditional upon the sale and closing of that 719 certain property owned by Buyer and commonly known as rim .Buyer has 720 • the Right to Terminate under§25,1 effective upon Seller's receipt of Buyers Notice to Terminate on or before • 722 Conditional Sale Deadline(§3)if such property is not sold and closed by such deadline.This§10.7 le for the 723 sole benefit of Buyer:If Seller does not receive Buyer's Notice to Terminate on or before Conditional Sale 7145 Deadline(§3),Buyer waives any Right to Terminate under thispro ism v' n . 726 10.8. Source of Potable Water(Residential Land and Residential Improvements Only).Buyer 727 DDoes Does Not acknowledge receipt of a copy of Seller's Property Disclosure or Source of 728 729 Water Addendumdisclosing the source of potable water for the Property. Buyer ODoes F4DOes Not 730 acknowledge receipt of a copy of the current well permit Yxli There is No Well. 731 Note to Buyer:SOME WATER PROVIDERS RELY,TO VARYING DEGREES,ON NONRENEWABLE-GROUND 732 - 233 WATER.YOU MAY'WISH TO CONTACT YOUR PROVIDER(OR INVEST1GATE THE DESCRIBED SOURCE)TO 734 DETERMINE THE LONG—TERM SUFFICIENCY OF THE PROVIDER'S WATER SUPPLIES. 735 10.9, Carbon Monoxide Alarms.Note: If the improvements on the Property have a fuel--fired 736 737 heater or appliance,a fireplace, or an attached garage and include one or more rooms lawfully used for sleeping 738 purposes(Bedroom),the parties acknowledge that Colorado law requires that Seller assure the Property has an 73'9 operational carbon monoxide alarm installed within fifteen feet of the entrance to each Bedroom or in a location as 740 741 required by the applicable building code. 742 10.10. Lead—Based Paint.Unless exempt,if the improvements on the Property include one or 743 more residential dwellings for which a building permit was issued prior to January 1, 1978,this Contract is void 744 745 unless (1)a completed Lead—Based Paint Disclosure(Sales)form is signed by Seller,the required real estate 7415 licensees and-Buyer,and(2)Seller receives the completed and fully executed form prior to the time when this 747 Contract is signed by all parties.Buyer acknowledges timely receipt of a completed Lead—Based Paint 748 749 Disclosure(Sales)form signed by Seller and the real estate licensees. CBS I-8-13; CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 9 of 15 Buyer(s)Initials .. . .. ... . .. Setter(s)Initials 750 10.11. Methamphetamine Disclosure. If Seller knows that methamphetamine was ever .751 manufactured, processed, cooked,disposed of, used or stored at the Property, Seller is required to disclose such 753 fact. No disclosure is required if the Property was remediated in accordance with state standards and other 754 requirements are fulfilled pursuant to§25-18.5-102,C.R.S.Buyer further acknowled9es that Buyer has the 755 right to engage a certified hygienist or industrial hygienist to test whether the Property has ever been used as a 757 methamphetamine laboratory.Buyer has the Right to Terminate under§25.1,upon Seller's receipt of Buyer's • 758 written Notice to Terminate,notwithstanding any other provision of this Contract, based on Buyer's test results 759 that indicate the Property has been contaminated with methamphetamine,but has not been remediated to meet 761 the standards established by rules of the State Board of Health promulgated pursuant to§25 -18.5-102,C.R.S. 762. Buyer must promptly give written notice to Seller of the results of the test. 763 764 765 11. TENANT ESTOPPEL STATEMENTS.[Intentionally Deleted] 766 767 CLOSING PROVISIONS 768 769 771 12. CLOSING DOCUMENTS,INSTRUCTIONS AND CLOSING. 772 12.1.Closing Documents and Closing Information.Seller and Buyer will cooperate with the Closing 773 Company to enable the Closing Company to prepare and deliver documents required for Closing to Buyer and 775 Seller,and their designees. If Buyer is obtaining a new loan to purchase the Property,Buyer acknowledges 776 Buyer's lender is required to provide the Closing Company,in a timely manner,all required loan documents and 777 financial information concerning Buyer's new loan. Buyer and Seller will furnish any additional information and 779 779 documents reqquired by Closing Company that will be necessaryto complete this transaction. Buyer and Seller will 780 sign and complete all customary or reasonably required documents at or before Closing. 781 12.2.Closing Instructions.Colorado Real Estate Commission's Closing Instructions DAre ifflAre Not 783 executed with this.Contract.' 784 12.3.Closing.Delivery of deed from Seller to Buyer will be at closing(Closing).Closing will be on the 785 date specified as the Closing Date(§3)or by mutual agreement at an earlier date.The hour and place of Closing 786 787 will be as designated by Land Title Guarantee Company 786 12.4.Disclosure of Settlement Costs.Buyer and Seller acknowledge that costs,quality,and extent of 789 service vary between different settlement service providers (e.g.,attorneys, lenders,inspectors and title 790 791 companies). 792 793 13. TRANSFER OF TITLE.Subject to tender of payment at Closingas required herein and corn Trane 794 j P Y q R� by 795 Buyer with the other terms and provisions hereof,Seller must execute and deliver a good and sufficient 796 general warranty deed to Buyer,at Closing, conveying the Property free and clear of all taxes except 798 thegeneral taxes for theyear of Closin Except asprovided herein, title will be conveyed free and clear of all 798• 9• P Y 799 liens,including any governmental liens for special improvements installed as of the date of Buyer's signature 890 hereon,whether assessed or not.Title will be conveyed subject to: 802 eo2 specificExceptionsby 13.1. Those described reference to recorded,documents as reflected in the 803 Title Documents accepted by Buyer In accordance with Record Title(§8.2), s°4 13:2. Distribution utility easements(including cable TV), 805 806 13.3. Those specifically described rights of third parties not shown by the public records of which 807 Buyer has actual knowledge and which were accepted by Buyer in accordance with Off-Record Title • 808 809 (§ 8.3) and Current Survey Review(§ 9), 810 13.4. Inclusion of the Property within any special taxing district,and all 13.5. Other no Other 812 013 014 14. PAYMENT OF ENCUMBRANCES.Any encumbrance required to be paid will be paid at or before 816 Closing from the proceeds Of this transaction or from any other source. 817 sig 15. CLOSING COSTS,CLOSING FEE,ASSOCIATION FEES AND TAXES. ezo 15.1. Closing Costs. Buyer and Seller must pay, in Good Funds,their respective closing costs and 821 all other items required to be paid at Closing,except as otherwise provided herein. 823 15.2. Closin Services Fee. The fee for real estate closingservices must be paid at Closing 823 � by 824 ❑Buyer 0 Seller One-Half by Buyer and One-Half by Seller 825 ❑Other 826 827 15.3. Status Letter and Record Change Fees. Any fees incident to the issuance of Association's B8 statement of assessments(Status Letter)must be paid by❑BuYer ®Seller ❑One-Half by Buyer and ,8-309 One-Half by Seller. ONone. Any record change fee assessed by the Association Including,but not limited to, 831 ownership record transfer fees regardless of name or title of such fee(Association's Record Change Fee)must be CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 10 of 15 Buyer(s)Initials Seller(s)Initials 83z paid by 0 Buyer ®Seller 0 One-Half by Buyer and One-Half by Seller ❑None. 833 834 15.4. Local Transfer Tax. 0 The Local Transfer Tax of n/a . %of the Purchase Price 835 must be paid at Closing by 0 Buyer 0 Seller ❑One-Half by Buyer and One-Half by Seller. ®None, 836 837 15.5. Private Transfer Fee. Private transfer fees and other fees due to a transfer of the Property, 838 payable at Closing, such as community association fees,developer fees and foundation fees,must be paid at 839 Closing by❑Buyer❑Seller ❑One-Half by Buyer and One-Half by Seller 1ENone.The Private Transfer fee, 840 841 whether one or more,is for the following association(s):n/a in the.total 842 amount of % of the Purchase Price or$n/a . 843 15.6. Water Transfer Fees. The Water Transfer Fees can change.The fees,as of the date of this 845 Contract,do not exceed$n/a for. 846_ IQ Water StocklCertificatesWater District 848 1741 Augmentation Membership 114 Small Domestic Water Company®n/a and must be paid 849 at Closing by❑Buyer ❑Seller ❑One-Half by Buyer and One-Half by Seller❑ None. 850 15.7. Sales and Use Tax. Anysales and use,tax that mayaccrue because of this transaction 85i 852 must be paid when due by 0 Buyer ❑Seller ❑One-Half by Buyer and One-Half by Seller®None. 853 854 855 16. PRORATIONS.The following will be prorated to the Closing Date(§3),except as otherwise provided: 856 16.1. Taxes. Personal property taxes,if any,special taxing district assessments,if any, and general 858 real estate taxes for the year of Closing, based on tit Taxes for the Calendar Year immediately Preceding 859 Closing ❑Most Recent MITI Levy and Most Recent Assessed Valuation,adjusted by any applicable 860 qualifying seniors property tax exemption, qualifying disabled veteran exemption or 0 Other 661 862 863 16.2. Rents.Rents based on❑Rents Actually Received ❑Accrued,At Closing, Seller will 364 transfer or credit to Buyer the securitydeposits for Leases assigned,or anyremainder after lawful deductions, 86= Y P g 6 and notify all tenants in writing of such transfer and of the transferee's name and address.Seller must assign to 86.7 Buyer all Leases in effect at Closing and Buyer must assume Seller's obligations under such Leases. 869 869 regular Association assessments and (Association Association Assessments.Current dues 870 Assessments) paid in advance will be credited to Seller at Closing.Cash reserves held out of the regular 871 Association Assessments for deferred maintenance by the Association will not be credited to Seller except as 873 may be otherwise provided by the Governing Documents: Buyer acknowledges that Buyer may be obligated to pay 874 the Association,at Closing, an amount for reserves or working capital.An special assessment assessed prior to 875Closing Date(§3)by the Association will be the obligation of❑Buyer eller.Except however,any special 8777 assessment by the Association for improvements that have been installed as of the date of Buyer's signature s78 hereon,whether assessed prior to or after Closing,will be the obligation of Seller.Seller represents that the 879 Association Assessments are currently payable at approximately$ 391.70. . per. month and that there 880 881 are no unpaid regular or special assessments against the Property except the current regular assessments'and 882 n/a. Such assessments are subject to change as provided in the Governing Documents.Seller agrees to promptly 883 request the Association to deliver to Buyer before Closing Date(§3)a current Status Letter. 884 885 16.4. 'Other Prorations.Water and sewer charges,propane,interest on continuing loan, and no 886 other. 887 16.5. Final Settlement. Unless otherwise agreed in writing,these prorations are final. 888 889 890 17. POSSESSION.Possession of the Property will be delivered to Buyer on Possession Date(§3)at 891 Possession Time(§3),subject to the Leases as set forth in§ 10.6.1.1. 892 893 none 894 If Seller, after Closing,fails to deliver possession as specified,Seller will be subject to eviction and will 895 896 be additionally liable to Buyer for payment of$ 500.00 per day(or any part of a day notwithstanding§ 897 18.1)from Possession Date(§3)and Possession Time(§3)until possession is delivered. 898 Buyer represents that Buyer will occupy the Property as Buyer's principal residence unless the following 899 900 box is checked,then Buyer:EVP oes Not represent that Buyer will occupy the Property as Buyer's principal 901 residence. 902 903 904 Note: If the parties agree to execute a Post-Closing Occupancy Agreement,the document should appear in 905 Attachments(§31). 906 907 908 GENERAL PROVISIONS 909 910 911 18. DAY;COMPUTATION OF PERIOD OF DAYS,DEADLINE. 912 18.1.Day.As used in this Contract,the term"day"means the entire day ending at 11:59 p.m„ United 913 914 States Mountain Time(Standard,or Daylight Savings as applicable). 915 18.2..Computation of Period of Days, Deadline. In computing a period of days,when the ending date CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 11 of 15 Buyer(s)Initials r Seller(s)initials 916 is not specified,the first day is excluded and the last day is included, (e.g.,three days after MEC). If any deadline 917 . 918 falls on a Saturday,Sunday or federal or Colorado state holiday(Holiday),such deadline Will 0 Will Net be 919 extended to the next day that is not a Saturday,Sunday or Holiday.Should neither box be checked,the deadline 920 will not be extended. 9-21 922 923 19. CAUSES OF LOSS,INSURANCE;DAMAGE TO INCLUSIONS AND SERVICES;CONDEMNATION; 924 AND WALK—THROUGH.Except as otherwise provided in this Contract,the Property. Inclusions or both will be 925 926 delivered in the condition existing as of the date of this Contraet,ordinary wear and tear excepted. 927 19.1. Causes of Loss,Insurance. In the event the Property or Inclusions are damaged by fire,other LIperils or causes of loss prior to Closing in an amount of not More than ten percent of the total Purchase Price 930 (Property bemage),Seller is obligated to repair the same before Closing Date(§3).Buyer has the Right to 931 Terminate under§25.1, on or before Closing Date(§3),if the Properly Damage is not repaired before Closing Date(§3) or if the damage exceeds such suni.Should Buyer elect to carry out this Contract despite such 933 934 Property Damage, Buyer is entitled to a credit at Closing for all insurance proceeds that were received by Seller gas (but not the Association,if any)resulting from such damage to the Property and Inclusions,plus the amount of any deductible provided for in such insurance policy. Such credit must not exceed the Purchase Price.In the 937 - 9'38 event Seller has not received such insurance proceeds prior to Closing,the parties may agree to extend the 939 Closing Date(§3)or, at the option of Buyer;Seller must assign such proceeds at Closing,plus credit Buyer the 94° amount of any deductible provided for in such insurance policy,but not to exceed the total Purchase PriCe. 941 _L _ 942. 1u.z. Damage, Inclusions and Services.Should any Inclusion or service(including Utilities arid 943 communication services),system,component or fixture of the Property(collectively Service),'e.g., heating or 944 949 plumbing,fail or be damaged between the date of this Contract and Closing or posseesion,whichever is earlier, 946 then Seller is liable for the repair or replacement of such Inclusion or Service with a unit of similar size, age and 947 quality,or an equivalent Credit,but only to the extent that the Maintenance Or replacement of such Inclusion or Service is not the responsibility of the Association,if any,less any insurance proceeds received by Buyer covering 9:49 950 such repair or repleCement. If the felled or damaged Inclusion or Service is not repaired or replaced on or before 951 Closing or possession,whichever is earlier,Buyer has the Right to Terminate under-§25.1,on or before Closing 952 Date(§3)"Or at the option of Buyer,Buyer is entitled to a credit at Closing for the repair or replacement of such 953 95'4 Inclusion or Service.Such credit must not exceed the Purchase Price,If Buyer receives such a credit,Seller's 959 right for any claim against the Association,if any,will survive Closing.Seller and Buyer are aware of the existence 99P of pre—owned home warranty programs that May be purchased and may cover the repair or replacement of such 957 958 Inclusions. 959 • 19.3. Condemnation.In the event Seller receives actual notice prior to Closing that.a pending 960 condemnation action may result in a taking of all or part of the Property or Inclusions,Seller must promptly notify 961 962 Buyer,in writing,of such condemnation action.Buyer has the Right to Terminate under§25.1,on or before 963 Closing Date(§3),based on such condemnation action,in Buyer's sole subjective discretion.Should Buyer elect to consummate this Contract despite such diminution of value to the Property and Inclusions, Buyer is entitled to aes 956 a credit at Closing foto! condemnation proceeds awarded to Seller for the diminution in the value of the Property 967 or Inclusions but such credit will not include relocation benefits or expenses,or exceed the Purchase Price. 968 194. Walk—Through and Verification of Condition.Buyer, upon reasonable notice,has the right to 969 970 walk through the Property prior tO Closing to verify that the physical condition of the Property and InclUSiens 971 Complies with this Contract. 972 973 974 20, RECOMMENDATION OF LEGAL AND TAX COUNSEL By signing this Contratt, Buyer and Seller 975 acknowledge that the respective broker has advised that thisl Contract has important legal consequences and has 9:7'6 recommended the examination of title and consultation with legal and tax or other counsel before Signing this 977 978 Contract. 979 98° 21. TIME OF ESSENCE,DEFAULT AND REMEDIES.Time is of the essence hereof.If any note or check 981 • 902 received as Earnest Money hereunder or any other payment due hereunder is not paid,honored or tendered when 983 due,or if any obligation hereunder is not performed or waived as herein provided,the nondefaulting party has the following remedies: 985 986 21.1. If Buyer is in Default: 987 0 21.1.1. Specific Performance. Seller may elect to treat this Contract as canceled;in which 988 989 case all Earnest Money(whether or not paid by Buyer)will be paid to Seller and retained by Seller;and Seller may 990 recover such damages as may be proper, or Seller may elect to treat this Contract as being in full force and effect 991 and Seller has the right to specifid performance or damages,or both. 992 993 21.1.2. Liquidated Damages,Applicable.This§21.1.2 applies unless the box In§21.1.1. 994 is checked.All Earnest Money(whether or not paid by Buyer)will be paid to Seller,and retained by Seller. Both parties will thereafter be released from all obligations hereunder.It is agreed that the Earnest Money specified in§ 4.1 is LIQUIDATED DAMAGES,and not a penalty,which amount the parties agree is fair and reasonable and 997 9:9e (except as provided in§§ 10.4,22,23 and 24),said payment of Earnest Money is.SELLER'S ONLY REMEDY for CBSI-8-1 3 CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 12 of 15 Buyer(s) Seller(s)Initials 9s9 Buyer's failure to perform the obligations of this Contract.Seller expressly waives,the remedies of specific 1000 p g erformance and additional damages. 1001 1002 21.2. If Seller is in Default:Buyer may elect to treat this Contract as canceled, in which case all 1003 Earnest Money received hereunder will be returned and Buyer may recover such damages as may be proper,or 1004 Buyer mayelect to treat this Contract as beingin full force and effect and Buyer has the right to specific loos y Y P loos performance or damages,or both. 1007 1008 22 LEGAL FEES,COST AND EXPENSES.Anything to the contrary herein notwithstanding,in the event of on 1010 any arbitration or litigation relating to this Contract, prior to or after Closing Date(§3),the arbitrator or court must 1011 award to the prevailing party all reasonable costs and expenses,including attorney fees,legal fees and expenses. 1012 1013 1014 23, MEDIATION, If a dispute arises relating to this Contract, prior to or after Closing,and is not resolved,the 1015 parties must first proceed in good faith to submit the matter to mediation,Mediation Is a process in which the 1,016 parties meet with an impartial person who helps to resolve the dispute informally and confidentially. Mediators 0171018 cannot impose binding decisions.The parties to the dispute must agree,in writing;before any settlement is 1019 binding.The parties will jointly appoint an acceptable mediator and will share equally in the cost of such 1020 mediation.The mediation,unless otherwise agreed,will terminate in the event the entire dispute is not resolved 1021 1022 within thirty days of the date written notice requesting mediation is delivered by one party to the other at the 1023 party's last known address.This section will not alter any date in this'Contract,unless otherwise agreed. 1024 1025 1026 24. EARNEST MONEY DISPUTE.Except as otherwise provided herein, Earnest Money Holder must release 1027 the Earnest Money following receipt of written mutual instructions, signed by both Buyer and Seller. In the event of 1028 any controversy regarding the Earnest Money, Earnest Money Holder is not required to release the Earnest 1029 1030 Money.Earnest Money Holder;in its sole subjective discretion,has several options:.(1)wait for any proceeding 1031. between Buyer and Seller,(2)interplead all parties and deposit Earnest Money Into a court of competent 033 jurisdiction, (Earnest Money Holder is entitled to recover court costs and reasonable attorney and legal fees 1034 incurred with such action);or(3)provide notice to Buyer and Seller that unless Earnest Money Holder receives a 1035 copy of the Summons and Complaint or Claim(between Buyer and Seller)containing the case number of the 1036 lawsuit(Lawsuit)within one hundred twenty days of Earnest MoneyHolder's notice to the parties, Earnest Money 1038 Holder is authorized to return the Earnest Money to Buyer. In the event Earnest Money Holder does receive a copy 1039 of the Lawsuit,and has not interpled the monies at the time of any Order, Earnest Money Holder must disburse 1040 the Earnest Money pursuant to the Order of the Court.The parties reaffirm the obligation of Mediation(§23).This 3041 1042 Section will survive cancellation or termination of this Contract. 1043 104?i 25. TERMINATION, 1045 1046 25.1.Right to Terminate. If a party has a right to terminate,as provided in this Contract(Right to 1047 Terminate),the termination.is effective upon the other party's receipt of a written notice to terminate'(Notice to 1048 provided Terminate), such written notice was received on or before the applicable deadline specified in this 1050 Contract. If the Notice to Terminate is not received on or before the specified deadline,the party with the Right to 1051 Terminate accepts the specified matter,document or condition as satisfactory and waives the Right to Terminate 1052 1053 under such provision. 1054 25.2.Effect of Termination. In the event this Contract is terminated,all Earnest Money received 1055 hereunder will be returried and the parties are relieved of all obligations hereunder, subject to§§ 10.4,22,23 and 1056 24 1057 1058 1059 26. ENTIRE AGREEMENT,MODIFICATION,SURVIVAL.This Contract, its exhibits and specified addenda, 1061 constitute the entire agreement between theparties relating. to the subject hereof, and anyprior agreements 1061 g l L062 pertaining thereto,whether oral or written,have been merged and integrated Into this Contract.No subsequent 1063 modification of any of the terms of this Contract is valid, binding upon the parties,.or enforceable unless made in 1064 writingand signed b theparties.Anyright or obligation in this Contract that, byits terms,exists or is intended to ln6s g . Y g 1066 be performed after termination or Closing survives the same. 1067 i1069o68 27. NOTICE,DELIVERY,AND CHOICE OF LAW. 1070 27.1.Physical Delivery.All notices must be In writing, except as provided in§27,2,Any document, 1071 including a signed document or notice,from or on behalf of Seller, and delivered to Buyer is effective when 1072 1073 physically received by Buyer, any signatory on behalf of Buyer, any named individual of Buyer,any representative 1074 of Buyer,or Brokerage Firm of Broker working with Buyer(except for delivery,after Closing,of the notice 1075 requesting mediation described in§23 and except asprovided in§27.2).Any document,including a signed 10177776 document or notice,from or on behalf of Buyer, and delivered to Seller is effective when physically received by 1078 Seller,any signatory on behalf of Seller,any named individual of Seller,any representative of Seller,or Brokerage 1679 Firm of Broker working with Seller(except for delivery,alter Closing,of the notice requesting mediation described 1080 in§23 and except as provided in§27.2). 1081 1082 27.2.Electronic Delivery.As an alternative to physical delivery,any document,including a signed CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 13 of 15 Buyer(s)Initials v Seller(s)Initials 1083 document or written notice, may be delivered in electronic form only by the following indicated methods: 1085 f;. Facsimile E-mail CI Internet. If no box is checked,this§27.2 is not applicable and§27.1 governs 1086 notice and delivery. Documents with original signatures will be provided upon request of any party. 1087 27.3_Choice of Law.This Contract and all disputes arising hereunder are governed by and construed in lona accordance with the laws of the State of Colorado that would be applicable to Colorado residents who sign a 1089 1090 contract in Colorado for property located in Colorado. 1091 1092 1093 28. NOTICE OF ACCEPTANCE,COUNTERPARTS.This proposal will expire unless accepted in writing,by 1094 Buyer and Seller, as evidenced by their signatures below, and the offering party receives notice of such 1095 acceptance pursuant to§27 on or before Acceptance Deadline Date(§3)and Acceptance Deadline Time(§ 1097 3).If accepted,this document will become a contract between Seller and Buyer.A copyof this Contract maybe 1097 P Y 1098 executed by each party, separately,and when each party has executed a copy thereof,such copies taken 1099 together are deemed to be a full and complete contract between the parties. noo 1101 1102 29. GOOD FAITH. Buyer and Seller acknowledge that each party has an obligation to act in good faith 1103 including,but not limited to, exercising the rights and obligations set forth in the provisions of Financing 1104 Conditions and Obligations 5),Title Insurance, Record Title and Off—Record Title 8), Current Laos 9 (§ (§ 1106 Survey Review(§9)and Property Disclosure,Inspection,Indemnity, Insurability, Due Diligence, Buyer 1107 Disclosure and Source of Water(§'10). 1108 1109 1110 ADDITIONAL PROVISIONS AND ATTACHMENTS 1111 1112 1113 30. ADDITIONAL PROVISIONS. (The following additional provisions have not been approved by the Colorado 1114 Real Estate Commission.) 1116 1116Board of CountyCommissioner Aproval.Notwithstanding the signature hereto by the County 1117 Manager, the obligation of Buyer to perform hereunder is expressly conditioned upon the adoption i i i9 by Buyer of a Pitkin County Board of County Commissioners'ordinance("BOCC'Approval'j. 1120 authorizing Buyer's purchase of the Property pursuant to this Contract In the event such 1121 ordinance is not duly adopted by Buyer on or before 45 days following MEC or any extension 1122 thereof as the parties may, in writing,agree, either Seller or Buyer may, upon written notice to the 1124 other, terminate this Contract.in the event such ordinance is timely adopted,Buyer shall formally 1125 ratify this Contract by the signature of the Chairman or designee of the Pitkin County Board of 1126 County Commissioners. 1128 1128 31. ATTACHMENTS. 1129 31.1.The following attachments are a part of this Contract: 113D Addendum A to Contract to Buy and Sell Real Estate 1131 1132 1133 31.2.The following disclosure forms are attached but are nota part of this Contract: 1.134 None 1135 1136 1137 SIGNATURES 1138 1139 _ j 1140 fir,__.�f 1141 Date: 1143 B 1153 uy er. Boa y of Count Commissioners of Pitkin County 1144 By:Jon Peacock, County Manager 1146 1146 Address: 1147 Phone: Fax: 1148 Electronic Address:jon.peacock@pitkincounty.com 1149 1150 1151 1152 1153 [NOTE: If this offer is being countered or rejected,do not sign this document.Refer to §32] 1154 1155 1156 1157 Date: 1158 Seller: Bruce S. Gordon 1159 1160 Address:1230 Snowbunny Lane Aspen CO 89611 1161 Phone: Fax: 1162 1163 • Electronic Address: 1164 1165 1166 32. COUNTER; REJECTION.This offer is 0 Countered 0 Rejected. CBS 1-8-13. CONTRACT TO BUY AND SELL REAL ESTATE- Residential Page 14 of 15 Buyer(s)Initials Seller(s)Initials 1167 ttssInitials onlyof party (Buyer or Seller)who countered or rejected offer 1169 117Q 1171 1172 • Bruce S. Gordon 1173 1174 END OF CONTRACT TO BUY AND SELL REAL ESTATE 1175 11.76. 1177 1174. 33. BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. 1179 1180 (To be completed by Broker working with Buyer) 11.01 Broker 0 Does t:e. 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. Braker is working with Buyer as a'It Buyer's Agent 0 Seller's Agent ❑ Transaction-Broker in this transaction.❑This is a Change of Status.: Brokerage Firm's compensation or commission is to be. paid by MI Listing Brokerage Firm 0 Buyer 0 Other Brokerage Firm's Name: Aspen Snowiness Sotheby's International-Realty }t Cr Date: 612312015 Broker's Name: Sally Sliiekin n-Millet Address:415East Hymen Avenue Aspen, GO 81611 Ph: 970.925 6060 Fax: 970-920.9993 Email:sadly@salIyshiekman.com 34. BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. (To be completed by Broker working with Seller) Broker 0 Does 'b:1 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 the Seller 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 t>t Seller 0 Buyer El Other Brokerage Firm's Name: Basalt Realty,Inc. Date: Broker's Name:Joanie Haggerty Address:0206 Cody Lane,Suite A Basalt, CO 81621 Ph: 970-927-.9955 Fax:970-927-3763 Email:joanieh@basaltrealty.com CBS .-8-13.CONTRACT TO BUY AND SELL REAL ESTATE(RESIDENTIAL) CTM eContracts-®2015 CTM Software Corp. CBSI-8-I3. CONTRACT TO.BUY.AND SELL REAL ESTATE Residential Page I5 of IS Buyers)Initials Seller(s)Initials Aspen Sot:i)te:b § Aspen Sffnov vrn ss Sothebys International Realty Snowrinass Y. Sally Shiekman-Miller .,,�,...�,a.�,��wr. Ph: 970-925-5060 Fax: 970-920-9993 ADDENDUM"A" TO CONTRACT TO BUY AND SELL REAL ESTATE(RESIDENTIAL) RE Contract dated 6/23/2095 ,. between Bruce S Gordon ,as Seller Board of County Commissioners of Pitkin County ,as Buyer;relating to the sale and purchase of the Property known as 3202 Elk Lane Basalt CO 81621 .This Addendum(Addendum") is hereby made apart 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 at Closing will be deemed to assign to Buyer all assignable warranties regarding the Property or Inclusions. 3. §:4.3. EARNEST MONEY.Earnest 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 Seller 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, Seller remains obligated to cause the Association Documents to be delivered to Buyer on er 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 certificate(s) in Seller's possession pertaining to the Property. 7. § 8.6. RIGHT OF FIRST RiEFUSAL 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 Seller 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 DILIGENCE•-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 and Sell Real Estate on form CBS2-8-13, CBS3-8-13'or CBS4-8-13,- 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 thedate 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 Seller also include copies of the following,,to the extent the following exist and 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 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 1 of 4 • are in Sellers possession: any property tax statements relating to the Property for the last 2 years; any certificate(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, INSUrRABILiTY, 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 alia, even if methamphetamine contamination has been remediated 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. Seller 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 Pitkin 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 otherstructure exists on the Property, Seller 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). Buyer's 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(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©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 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 bate, or (c) the passage of documents by courier is not complete by the Closing Date;the applicable dates for(check all that apply) ❑ Loan Objection Deadline, ❑ Loan Transfer Approval Deadline, 0 Appraisal Objection Deadline, 0 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 Seller, 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 Seller or Broker working with Seller, 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. 16.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.:4 SELECTION OF TITLE INSURANCE COMPANY AND PAYMENT OF PREMIUM(S)FOR OWNER TITLE INSURANCE. Buyer hereby selects[check one box and complete as needed)0 Earnest Money Holder *y: 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 Earnest Money Holder on or before the first business day following the[check one box] 0 Loan Objection Deadline 0 Inspection Resolution Deadline, es 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 Earnest 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 Seller 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 Seller on or before the Loan Objection Deadline. If Buyer falls to deliver a copy of such a written loan commitment or commitments to Seller 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(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 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 3 of4 21. EARNEST MONEY DISPUTE.The reference to 120 days contained in§24 of the Contract is hereby changed td45 days. Ag Date:10l P""ltr-- Buyer:Board of County ommissioners of Pitkin County By:Jon Peacock, County Manager Buyer: Date: Date'. Seller: Bruce S. Gordon Seller: Date: CTM eContracts -®2015 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 Basalt Realty,Inc. Jeanie Haggerty Ph: 970-927-9955 Fax: 970-927-3763 The printed portions of this form,except differentiated additions,have been approved by the Colorado Real Estate ,Commission(CP40-8-13)(Mandatory 1-14) 2 3 THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING. 4 5 COUNTERPROPOSAL 6 Date: 7/2/2015 a 1. This Counterproposal supersedes and replaces any previous counterproposal.This 9 Counterproposal amends the proposed contract dated 6/23/2015 (Contract),between io Bruce S. Gordon(Seller),and Board Of County Commissioners of Pitkin County(Buyer), relating to the sale and purchase of the following legally described real estate in the County of Pitkin,Colorado: 11 Villas at Elk;Run Unit#3202 12 known as No,3202 Elk Run Drive Basalt CO 81621(Property). 13 NOTE:If the table is omitted,or if any item is left blank or is marked In the"No Change"column,It means 14 no change to the corresponding provision of the Contract.If any item is marked in the"Deleted"column, it means that the corresponding provision of the Contract to which reference is made is deleted. 15 16 2. §3. DATES AND DEADLINES. [Omitted as inapplicable] 17 18 3. §4.PURCHASE-PRICE AND TERMS.[Note:This table may be deleted if inapplicable.] 19 20 The Purchase Price set forth below is payable in U.S.Dollars by Buyer as follows: 21 22 Item No. Reference itere Amount Amount 1 § 4.1 Purchase Price $380,000.00 2 § 4.3 Earnest Money $20,000.00 3 § 4.5 New Lean 4 § 4.6 Assumption Balance 5 § 4.7 Private Financing 6 § 4.7 Seller Financing 7 n/a n/a 8 n/a n/a .. 9 § 4:4 Cash at Closing $360,000.00 10 TOTAL $380,000.00 $380,000.00. 23 24 4. ATTACHMENTS.The following are a part of this Counterproposal: 25 no change 26 Note:The following disclosure forms are attached but are not a part of this Counterproposal: 27 .no change 28 29 5. OTHER CHANGES. 30 no change 31 6. ACCEPTANCE DEADLINE.This Counterproposal expires unless accepted in writing by Seller 32 and Buyer as evidenced by their signatures below and the offering party to this document receives notice of such acceptance on-or before July 6,2015 Date Time 33 34 If accepted,the Contract,as amended by this Counterproposal,will become a contract between Seller and Buyer. All other terms and conditions of the Contract remain the same. 35 CP 40-8.13, COUNTERPROPOSAL Page 1 of2 36 ( ae& Gi, 0n4i Date: .- 7/2/2015 Seller:Bruce S. Gordon Address: 37 38 Seller: Date: 39 Address: 40 ._� Date: 41 Buyer:Boars •f County Commissioners of Pitkin County Address: 42 43 Buyer: Date:: . 44 Address: Note:When this Counterproposal form is used,the Contract is not to be signed by the party initiating this 45 Counterproposal. Brokers must complete and sign the Broker's Acknowledgments and Compensation Disclosure portion of the Contract. CP40-8-13. COUNTERPROPOSAL CTM eCantracts-©2015 CTM Software Corp, CP 40-8-13_ COUNTERPROPOSAL Page 2 of 2 Aspen Sothe 's Aspen Snowrnass Sotheby's International Realty Snowmass ,�„„,,;ems Sally Shiekrnan-Miller Ph: 970-925-6060 Fait: 970-920-9993 1 The printed portions of this form,except differentiated additions,have been approved by the Colorado Real Estate ,Commission(AE41-8-13)(Mandatory 1-14) 2 THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE.SIGNING. 3 4 AGREEMENT TO AMEND/EXTEND CONTRACT: 5 6 : Date:. 7/8/2015 7 1. This agreement amends the contract dated 6/23/2015 (Contract),between Bruce S. Gordon B (Seller), and Board of County Com m issioners t f Pitkin County (Buyer),relating to the sale and purchase of the following legally described real estate in the County of 9 Pitkin,Colorado: 10 Villas cit Elk Run Unit#3202 11 known as No.3202 Elk Lane Basalt CO 81621 (Property). 12 NOTE If the:Cable is omitted,or if any Item is left blank or is marked in the"No Change”column, it means 13 no change to the corresponding provision of the Contract.If any item is marked in the"Deleted"column, it means that the corresponding provision of the Contract to which reference is made is deleted. 14 15 2. §3. DATES AND DEADLINES. [Omitted as inapplicable] 16 3. Other dates or deadlines set forthin the Contract are changed as follows: 17 n/a 18 19 4. Additional amendments: The properly address as indicated on the Contract and onn-Line 12 on page one of the Counterproposal shall the amended and hereby further known as follows: 20 3202 Elk Run Drive,Basalt, CO 81621 (a/k/a 3202 Elk Lane, Basalt, CO 81621) 21 All other terms and conditions of the Contract remain the same. 22 This proposal expires unless accepted in writing by Seller and Buyer as evidenced by their signatures below and the 23 offering party to this document receives notice of such acceptance on or before July 13, 2015 Date Time 24 Date: 7/8/2015 25 Seller:Bruce S. Gordon 26 27 Seller: Date: 28 29 30 Date: —"+lgi l 31 :uyer: Boa of County Commissioners of Pitkin County By.Jon'Peacock,County Manager 32 33 Buyer: Date: 34 35 AE4I.8-13. AGREEMENT TO AMEND/EXTEND CONTRACT AE41-8-13. . AGREEMENT TO AMEND-EXTEND CONTRACT Page I of 2 Initials