Stealth Racing Prop Purchase Weidemanns
March 17, 2005
TO:
The Honorable Mayor and City Council Members
FROM:
Michael C. Van Milligen, City Manager
SUBJECT: Offer to Buy Real Estate - Weidemann
The City has reached a purchase agreement for the acquisition of the "Stealth Racing"
property in the Port of Dubuque.
I respectfully recommend Mayor and City Council approval of the Purchase Agreement.
Michael C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, Corporation Counsel
Cindy Steinhauser, Assistant City Manager
Pam Myhre, Acting Economic Development Director
OFFER TO BUY REAL ESTATE AND ACCEPTANCE (NONRESIDENTIAL)
TO: TERRENCE J. WEIDEMANN and LINDA M. WEIDEMANN, husband and wife ("SELLERS")
The undersigned BUYER hereby offers to buy and the undersigned SELLERS by their acceptance agree
to sell the real property situated in Dubuque, Iowa, locally known as 155 E 5th Street, Dubuque, Iowa 52001 and
legally described as:
The Southeasterly 6 feet of Lot 6, Lot 7, Lot 8, Lot 9, Lot 10, Lot 11, Lot 2 of Lot 12, Lot 2 of
Lot 13, Lot 2 of Lot 14, and Lot 2 of Lot 15, all in Block 29 of "Dubuque Harbor Improvement
Co.' s Addition" to the City of Dubuque, Iowa, according to the recorded plat thereof,
AND
Lot A of Lot 11, and Lot 2 of Lot 11, both in Industrial Subdivision No.2 in the City of
Dubuque, Iowa, according to the recorded plats thereof, from and including the platting of said
Industrial Subdivision No.2, subject to easements of record.
together with any easements and appurtenant servient estates, but subject to any reasonable easements of record
for public utilities or roads, any zoning restrictions, customary restrictive covenants, and mineral reservations of
record, if any, herein referred to as the "Property," upon the following terms and conditions.
1. PURCHASE PRICE. The Purchase Price shall be $267,000.00, and the method of payment shall
be as follows, upon performance of SELLERS' obligations hereunder:
(a) The full amount of the purchase price, $267,000.00, shall be paid in full on the date of
closing (defined below).
2. REAL ESTATE TAXES. BUYER shall pay real estate taxes for the current fiscal year, and any
I
real estate taxes owing for any prior fiscal year, and BUYER shall as well be responsible for all
subsequent real estate taxes. There shall be no prorated real estate taxes, and SELLERS shall
have no responsibility to pay any further real estate taxes due or owing on and after the date
hereof. Specifically, BUYER shall be responsible for the payment of the real estate taxes which
would become delinquent after March 31, 2005.
3. SPECIAL ASSESSMENTS.
(a) BUYER shall be responsible for payment at time of closing all installments of special
assessments which are a lien on the Property and, if not paid, would become delinquent
during the calendar year this offer is accepted, and all prior installments thereof.
(b) BUYER shall pay all other special assessments or installments related to the Property.
4. RISK OF LOSS AND INSURANCE. BUYER shall bear the risk of loss or damage to the
Property prior to closing or possession, whichever first occurs. SELLERS agree to maintain any
existing insurance and BUYER may purchase additional insurance.
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5. POSSESSION AND CLOSING. If BUYER timely performs all obligations, possession of the
Property shall be delivered to BUYER on or before April 1, 2005. Closing shall occur after
approval of title by BUYER. SELLERS agree to permit BUYER to inspect the Property within
24 hours prior to closing to assure that the premises are in the condition required by this
Agreement. If possession is given on a day other than closing, the parties shall make a separate
Agreement with adjustments as of the date of possession. This transaction shall be considered
closed:
(a) Upon the delivery of the title transfer documents to BUYER and receipt of all funds then
due at closing from BUYER under the Agreement.
6. FIXTURES. Included with the Property shall be all fixtures that integrally belong to, are
specifically adapted to, or are a part of the real estate, whether attached or detached. Also
included shall be the following: NONE. The following items shall not be included: N/A.
SELLERS may remove, at their expense, the existing fencing (but are not required to remove the
poles in support thereof) on or before November 1, 2005. SELLERS shall indemnify and hold
harmless BUYER from all damages in connection with their removal of such fencing.
7. CONDITION OF PROPERTY. The Property as of the date of this Agreement, including
buildings, grounds, and all improvements, will be preserved by the SELLERS in its present
condition until possession, ordinary wear and tear excepted. SELLERS make no warranties,
express or implied, as to the condition of the Property.
(a) BUYER acknowledges that it has made a satisfactory inspection of the Property and is
purchasing the Property in its existing condition, as is and where is, without any
representations or warranties not set out in full in writing herein.
8. ABSTRACT AND TITLE. BUYER, at its expense, shall promptly continue the abstract of title
to the Property continued through the date of acceptance of this Agreement, and deliver it to
BUYER'S attorney for examination. It shall show merchantable title in SELLERS in conformity
with this Agreement, Iowa law, and title standards of the Iowa State Bar Association. The
SELLERS shall make every reasonable effort to promptly perfect title. If closing is delayed due
to SELLERS' inability to provide marketable title, this Agreement shall continue in force and
effect. The abstract shall become the property of BUYER when the Purchase Price is paid in full.
SELLERS shall pay the costs of any additional abstracting and title work due to any act or
omission of SELLER, including transfers by or the death of SELLERS or their assignees. Unless
stricken, the abstract shall be obtained from an abstracter qualified by the Title Guaranty Division
of the Iowa Housing Finance Authority.
9 . SURVEY. BUYER may, at BUYER'S expense prior to closing, have the Property surveyed and
certified by a registered land surveyor.
10. ENVIRONMENTAL MATTERS.
(a) SELLERS make no environmental representation or warranty whatsoever with regard
to the Property. See Section 17( c) below.
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11. DEED. Upon payment of the Purchase Price, SELLERS shall convey the Property to BUYER
by Warranty Deed, free and clear of all liens, restrictions, and encurnbrances except as provided
in this Agreement. General warranties of title shall extend to the time of delivery of the deed
excepting liens or encumbrances suffered or permitted by BUYER.
12. USE OF PURCHASE PRICE. At the time of settlement, funds of the Purchase Price may be
used to pay taxes and other liens and to acquire outstanding interests, if any, of others.
13. REMEDIES OF THE PARTIES.
(a) If BUYER fails to timely perform this Agreement, SELLERS may forfeit it as provided
in the Iowa Code (Chapter 656), and all payments made shall be forfeited; or, a
SELLERS' option, upon 30 days written notice of intention to accelerate the payment
of the entire balance because of BUYER'S default (during which 30 days the default is
not corrected), SELLERS may declare the entire balance immediately due and payable.
Thereafter this Agreement may be foreclosed in equity and the court may appoint a
receIver.
(b) If SELLERS fail to timely perform this Agreement, BUYER has the right to have all
payments made returned to them.
(c) BUYER and SELLERS are also entitled to utilize any and all other remedies or actions
at law or in equity available to them, and the prevailing party shall be entitled to obtain
judgment for costs and attorney fees.
14. NOTICE. Any notice under this Agreement shall be in writing and be deemed served when it is
delivered by personal delivery or mailed by certified mail, addressed to the parties at the
addresses given below.
15. GENERAL PROVISIONS. In the performance of each part of this Agreement, time shall be of
the essence. Failure to promptly assert rights herein shall not, however, be a waiver of such rights
or a waiver of any existing or subsequent default. This Agreement shall apply to and bind the
successors in interest of the parties. This Agreement shall survive the closing. This Agreement
contains the entire Agreement of the parties and shall not be amended except by a written
instrument duly signed by SELLERS and BUYER. Paragraph headings are for convenience of
reference and shall not limit or affect the meaning of this Agreement. Words and phrases herein
shall be construed as in the singular or plural number, and as masculine, feminine or neuter
gender according to the context.
16. NO REAL ESTATE AGENT OR BROKER. Neither party has used the service of a real estate
agent or broker in connection with this transaction.
17. ADDITIONAL PROVISIONS.
(a) The purchase of the Property is subject to the approval ofthe City Council of Buyer.
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(b) This Agreement may be signed in counterparts or via facsimile signatures which, when
taken together, shall constitute one, original Agreement.
(c) BUYER may retain a qualified engineer or firm to undertake a Phase I evaluation of the
Property including the engineer or firm coming onto the Property and conferring with
the SELLERS concerning it. The foregoing does not permit, however, any testing,
drilling, or other activity other than the Phase I activity referred to in the preceding
sentence. Such Phase I evaluation shall be at the sole expense of BUYER. The
purchase of the Property is subject to a Phase I environmental site assessment
satisfactory to Buyer in Buyer's sole discretion.
18. EXISTING TENANT. BUYER acknowledges that SELLERS have an existing tenant on the
Property, which tenant shall remain in possession of the Property, for no rent, through and
including November 1, 2005. BUYER acknowledges that BUYER shall deal with the tenant
separately with regard to relocation, moving, or reestablishment expenses applicable by and
between BUYER and such tenant.
19. ACCEPTANCE. When accepted, this Agreement shall become a binding contract. If not
accepted and delivered to BUYER on or before the _ day of ,2005, this
Agreement shall be null and void and all payments made shall be returned immediately to
BUYER. If accepted by SELLERS at a later date and acceptance is satisfied in writing, then this
Agreement shall be valid and binding.
Dated thi~..-.vVday of March, 2005.
CITY OF DUBUQUE, IOWA,
an Iowa municipal c oration, Buyer
/s/ Terrance M. Duggan
This offer is accepted this 18th day of March, 2005.
./s/ Terrence J. Weidemann
Seller
/s/ LINDA M. WEIDEMANN, Seller
F,IWPDOCSIMissylDOCSIWeidemann Terry & Linda OlTer to Buy (City oroubuque).wpd
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