HomeMy WebLinkAbout20033267.tiff Banks and Gesso, LLC
Attachment E—Contract to Buy and Sell Real Estate
Adams Sand and Gravel Mine
Premier Paving,Inc. 32 2003-3267
CONTRACT TO BUY AND SELL REAL ESTATE
Date: September 30, 2002
AGREEMENT: Buyer agrees to buy and Sellers agree to sell the property described
below on the terms and conditions set fort in this contract.
1. Defined terms.
a. Sellers: Gerald A. Adams, James L. Adams, and Shirley A. Gray
19668 WCR 74
Eaton, CO 80615
Buyer: TKO, LLC
Attn: Russell Otterstein, President
5085 Harlan St.
Denver, CO 80212
b. PROPERTY: The South 1/2 Northeast 1/4,Northeast 1/4 Northeast
1/4 Section 19, T. 1 N., R. 66 W. of the 6th P.M. except Union Pacific
right of way reservation on the S 1/2 NE 1/4, Weld County, Colorado.
2. Inclusions and exclusions:
a. Fixtures: If attached to the Property on the date of this contract, are
included.
b. Water rights: All irrigation and domestic wells.
c. All sellers interest in oil, gas, and other minerals,including 100% gravel
rights..
d. Exclusions: Sellers' 30 shares of the capital stock of Fulton Irrigating
Ditch Company. The residence occupied by Mrs. Takeo(Mary)
Tadehara, 2581 WCR 27, Ft. Lupton, CO 80621, shall be reserved
for her lifetime, or so long as she is able or wishes to reside there,
whichever first occurs.
3. Purchase Price and Terms:
a. Purchase price: eased upon a minimum of 112 acres.
If survey reveals the property to more or less than 112 acres, price shall
be adjusted by alialleper acre.
b. Earnest money: a due upon signing, and shall be held by
Seller. Earnest money shall be non-refundable, unless Seller cannot
provide good title.
.Wk
•
CONTRACT TO BUY AND SELL REAL ESTATE
c. Balance at closing: SS on or before Ways after final
contract acceptance, but Buyer shall have the option of extending
closing for an additional one(1) year upon payment of MM.of
non-refundable earnest money for each additional month, beginning
on the waist day after final contract acceptance.
4. Evidence of Title:
a. Special Taxing Districts: Special taxing Districts may be subject to
General Obligation indebtedness that is paid by revenues produced from
annual tax levies on the taxable property within such Districts. Property
owners in such Districts may be placed at risk for increased mill levies
and excecsive tax burdens to support the servicing of such debt where
circumstances arise resulting in the inability of such a District to
discharge such indebtedness without such and increase in mill levies.
Buyer should investigate the debt financing requirements of the
authorized general obligation indebtedness of such Districts, existing
mill levies of such District servicing such indebtedness and the potential
for an increase in such mill levies.
b. Lead-Based Paint: Unless exempt, if the improvements on the Property
include one or more residential dwellings for which a building permit
was issued prior to January 1, 1978, this contract shall be void unless a
completed Lead-Based Paint Disclosure form is signed by Seller prior to
the parties signing this contract.
c. Evidence of Title: Seller shall furnish and pay for a Title Insurance
Policy from Security Title Guaranty Co. The commitment has been
ordered by and delivered to Buyer, and shall be updated to include
copies of all documents referred to in the Tide commitment. Buyer
shall pay any extra premium to delete or insure over the standard
exceptions.
S. Closing:
Delivery of deed and payment of the purchase price shall take al days
after final acceptance of the contract, or an earlier time mutually agreed to
by the parties at a place mutually agreed to by the parties, and unless
extended.as provided in paragraph 3.c above.
,d?J .
CONTRACT TO BUY AND SELL REAL ESTATE
•
6. Transfer of Title:
Subject to tender or payment at Closing, Sellers shall execute and deliver a•
good and sufficient Warranty Deed to Buyer free and clear of all taxes and
special assessments except those assessed for the year of closing., and
subject to easements, rights-of-ways of record or established upon the
premises.
7. Prorations:
Taxes for the year of closing shall be prorated based upon the previous
years taxes and assessments. Rentals, including farm rent, shall be
prorated.
8. Not assignable:
This contract shall not be assignable by Buyer without the written
consent of Sellers. Such consent shall not be unreasonably withheld.
9. Time of Essence and Remedies:
a. If Buyer is in Default: All payments made by Buyer shall be forfeited
and retained by Seller as liquidated damages.
b. If Seller is in Default: Buyer shall have the right to specific
performance.
10. Additional Provisions:
a. Sellers shall grant Buyer a first right of refusal to meet an offer of
purchase for their 30 shares of Fulton Irrigating Ditch Company stock.
These shares will be available to Buyer, upon demand, at the current
market value. Price excludes all and any commissions.
b. Buyer shall have the right to do core drilling and inspection of the
property, but shall do so in cooperation with the tennant farmer as to
location and compensation.
c. Buyer has been made aware of the reserved ownership of an undivided
one-fourth ownership of oil, gas, and minerals by Wayne H. Adams and
Sellers are selling subject to said reservation of one-fourth ownership.
d. If any date of performance falls on a Saturday, Sunday, or holiday, than
the first business day following shall be the date for performance.
CON!_RACT TO BUY AND SELL REAL ESTATE
e. Sellers to provide a survey to determine the acreage of the property,
with the original signature of the surveyor.
f. Buyer may default performance if any environmental study is not
satisfactory to Buyer, or if any other inspection is not satisfactory to
Buyer.
g. The contract is contingent upon Buyer obtaining satisfactory
financing, is the sole discretion of the Buyer. If Buyer chooses to
default due to financing before days after final contract acceptance,
than all earnest money shall be retained by Sellers.
SELLERS: BUYER:
TKO, LLC
•
By. i
d A. Adams Russell Otterstem, President
ames��
eYA Y ^
•
•
Ale, UO5675&A01
Security Title Guaranty Co. ?
J_
INFORMATION
The Title Insurance Commitment is a egal contract between you and the company. It is issued to show the basis on which we will issue a Titlel Insurance Policy to you. The Policy will insure you against certain risks to the land title, subject to the limitations shown in the Policy.
The Company will give you a sample of the Policy form, if you ask.
The Commitment is based on the land title as of the Commitment Date. Any changes in the land
title or the transaction may affect the Commitment and the Policy.
The Commitment is subject to its Requirements, Exceptions and Conditions.
THIS INFORMATION IS NOT PART OF THE TITLE INSURANCE COMMITMENT.
TABLE OF CONTENTS
Page
AGREEMENT TO ISSUE POLICY
1
SCHEDULE A
1. Commitment Date 2
2. Policies to be Issued,Amounts and Proposed Insureds 2
3. Interest in the Land and Owner 2
4. Description of the Land
2
SCHEDULE 8-1 --Requirements 3
SCHEDULE 8-2--Exceptions
4
CONDITIONS
1-A
YOU SHOULD READ THE COMMITMENT VERY CAREFULLY.
T.. If you have any questions about the Commitment,please contact the issuing office.
Form No. 1343(CO.87) File l UO5675840
_- ALTA Plain Language Commnmem
COMMITMENT FOR TITLE INSURANCE
ISSUED BY
SECURITY TITLE GUARANTY CO.
agent for
FIRST AMERICAN TITLE INSURANCE COMPANY
AGREEMENT TO ISSUE POLICY
FIRST AMERICAN TITLE INSURANCE COMPANY, referred to in this Commitment as the
Company, through its agent, Security Title Guaranty Company, referred to in this Agreement as the Agent,
agrees to issue a policy to you according to the terms of this Commitment. When we show the policy amount
• and your name as the proposed insured in Schedule A, this Commitment becomes effective as of the
Commitment Date shown in Schedule A.
If the Requirements shown in this Commitment have not been met within six months after the
Commitment date,our obligation under this Commitment will end. Also our obligation under this Commit-
ment will end when the Policy is issued and then our obligation to you will be under the Policy.
Our obligation under this Commitment is limited by the following:
The Provisions in Schedule A.
The Requirements in Schedule B-1.
The Exceptions in Schedule 8-2.
The Conditions on page 1-A.
This Commitment is not valid without SCHEDULE A and Sections 1 and 2 of SCHEDULE B.
First American Title Insurance Company
4PxxSx1LE INSG99
BY �� PRESIDENT C �P P O q4'-,.
s
2 m n
o : o
SEPTEMBER 2k1, ; a
/�j/�/fin'�, ,/ �,,�yy/ 1968
BY / ' r ^'mil (�-- chi" - .(j y ••-•
SECRETARY " • «
C .AIIFoco0
BY "^'o COUNTERSIGNED
SECURITY TITLE GUARANTY CO. �1e, 11O56758A01
3690 W 10th Street,2nd Floor•Greeley,CO 80634•Phone:(970)356-3200•FAX: (970)356-4912
COMMITMENT
. SCHEDULE A
Commitment No: UO56758A01-4
1. Commitment Date: January 17, 2002 at 8:00 A.M.
2. Policy or Policies to be issued:
Policy Amount
(a) Owners Policy - Proposed Insured:
TBD $ TBD
3. Fee Simple interest in the land described in this Commitment is owned, at the
Commitment Date by:
SEE ATTACHED
4. The land referred to i his Commitment is described as follower
ral
The South 1/2 of the ort 'et
1/4 and the Northeast 1/4 f the 41 0!&ortheast 1/$ / - '-
of Section 19, Township 1 North, Range 66 West of the 6th P.M. ,
County of Weld,
State of Colorado.
n r informational purposes only) 2631 Highway 85
PREMIUM:
Owner's Policy $ 150. 00
Tax Certificate
$ 20. 00
2/21/02 14:26:02 kt dc1102
02/21/02 14:'26:07"kt dc1102
Schedule A - Item 3
Order No. Ua56758A01-4
Helen A. Adams, as to a life estate for the duration of the life of
Helen A. Adams and Gerald A. Adams, James L. Adams and Shirley A. Gray,
Trustee and any successor Trustee of the Shirley A. Gray Revocable Trust,
•
UTD 3-16-2000.
02/21/02 14:26:03 kt dc1102
Aka U056]Sl A01
NOTICE TO PROSPECTIVE OWNERS
(A STATEMENT MADE AS REQUIRED BY COLORADO
INSURANCE REGULATION)
•
GAP PROTECTION
When this Company conducts the closing and is responsible for recording or filing
legal documents resulting from the transaction, the Company shall be responsible
all matters which appear the
PP ar on the record prior to such time of for
recording or filing.
MECHANIC'S LIEN PROTECTION
If you are a buyer of a single family residence you may request mechanic's
lien
coverage to be issued on your policy of insurance.
If the property being purchased has not been the subject of construction,
improvements or repair in the last six months prior to
the requirements will be
payment of the a the date of this commitment
9ffidavit and Indemnity by appropriate premium and the completion of an
the seller.
If the property being purchased was constructed, improved or repaired within
'onths prior to the date of this commitment the requirements
of certain financial information, six
payment of premiums, indemnity,em involve among disclosure
and others.
The general requirements stated above are subject to the revision and
_f the Company.
aPProval
SPECIAL TAXING DISTRICT NOTICE
(A Notice Given In Conformity With Section 10-11-122 C.R.S. )
)e subject land may be located in a special taxing district; a certificate of
lue listing each taxing jurisdiction shall be obtained from the county
she county taxes
treasurer's authorized agent; and information regardinga tl distr ior
s
Kd the boundaries of such districts may be obtained m special
Ummissioners, the districts
county clerk and from the board of county
recorder, or the county assessor.
PRIVACY PROMISE FOR CUSTOMERS
will not reveal nonpublic personal customer information to
�filiated organization unless we have been authorized b
r luired by law. any external non-
Y the customer, or are
CONSUMER DECLARATION STATEMENT
is Commitment for Title Insurance may include a Schedule B exception
orded evidence that a mineral estate has
P reference to
zveyed from the surface estate. If been severed, leased,
is tantial likelihood that a such a referenceor otherwise
third is made, there is a
er minerals, party holds some or all interest
include mer the, r geothermal energy in the property. Thein oil, gas,
right to enter and use referenced surface fcel estate�+n'�ion. You the property without the
may be able to obtain title insurance coverage owner's
er .ced mineral estate severance and its effect upon reranding any such
e company representative for assistance with your ownership. Ask
this issue. Your
5 02/21/02 14:26:04 .kt dc1102
J Form No. 1344-B1 fief uosessnoi
(CO-88)
ALTA Plain Language Commitment
/".
•
SCHEDULE B - Section 1
Order No. UO56758A01-4
Requirements
The following requirements must be met:
(a) Pay the agreed amounts for the interest in the land and/or for the mortgage
9 ge to be
insured.
(b) Pay us the premiums, fees and charges for the policy.
•
' (c) Obtain a certificate of taxes due from the county treasurer or the county
treasurer's authorized agent.
(d) The following documents satisfactory to us must be signed, delivered and
recorded:
1. This Commitment is subject to such further Exceptions and/or Requirements as
may appear necessary when the name of the (Proposed Insured, Schedule A,
2A) has been disclosed.
Item
/
f Trust from
2. Release of the Deed o Gerald A. Adams to the Public Trustee of
Weld County for the benefit of Helen A. Adams to secure an indebtedness in the
principal sum of $84,375.00, and any other amounts and/or obligations secured
thereby, dated December 29, 1982 and recorded January 5, 1983 at Reception No.
1913500.
3. Release of the Deed of Trust from Wayne H. Adams to the Public Trustee of Weld
County for the benefit of Helen A. Adams to secure an indebtedness in
principal sum of $84, 375.00, and any other amounts and/or
thereby, the
dated December 29, 1982 and recorded December/30 obligations 192a secured No. 1912822. 1982 at Reception
4. Release of the Deed of Trust from Shirley A Gray to the Public Trustee of Weld
County for the benefit of Helen A Adams to secure an indebtedness
principal sum of $84, 375. 00, and any other amounts and/or
thereby, in the
dated December 29, 1982 and recorded December/30 obligations
192 a toRs secured
No. 1912823 . 1982 at Reception
5. Release of the Deed of Trust from James L. Adams to the Public Trustee of Weld
County for the benefit of Helen A. Adams to secure an indebtedness in the
principal sum of $84, 375. 00, and any other amounts and/or obligations secured
Nothereby, dated December 29, 1982 and recorded December 30, 1982 at
No. 1912821 .
.
6. Correction Deed from Shirley A. Gray, et al to Shirley A. Gray Trustee and any
other successor Trustee of the Shirley A. Gray Revokable Trust, UTD 3-16-2000.
--Continued
02/21/02 14:26:08 kt dc1102
File 1 OO56756A01
Form No. 1344-BI (CO-88)
ALTA Plain Language Commitment
Schedule B - Section 1 continued
Order No. UOS6758A01-4
This requirement is necessary because Quit Claim Deed recorded December 17,
2001 at Reception No. 2909608 contains an incorrect legal description.
NOTE: IF THE SALES PRICE OF THE SUBJECT PROPERTY EXCEEDS $100, 000. 00 THE SELLER
SHALL BE REQUIRED TO COMPLY WITH THE DISCLOSURE OR WITHHOLDING PROVISIONS OF C.R.S.
39-22-604. 5 (NONRESIDENT WITHHOLDING) .
n /
02/21/02 14:26: 06 it dc1102
Fie• moutam
Form NO'. 1344-B2 (CO-88)
ALTA Plain Language Commitment
SCHEDULE B - Section 2
Order No. UO56758A01-4
Exceptions
Any policy we issue will have the following exceptions unless they are taken care of
to our satisfaction.
1 . Taxes and Assessments not certified to the Treasurer's Office.
2 . Any facts, rights, interests or claims which are not shown by the public records
but which could be ascertained by an inspection of the land or by making inquiry
of persons in possession thereof.
3 . Easements, or claims of easements, not shown by public records.
4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, and
any facts which a correct survey and inspection of the land would disclose, and
which are not shown by the public records.
. Any lien, or right to a lien, for services, labor or material heretofore or
hereafter furnished, imposed by law and not shown by the public records.
5 ^Arty and all unpaid taxes, assessments and unredeemed tax sales.
s. Any portion of the land that may lie within any roads including, but not
limited to Highway 85.
. Any water rights or claims or title to water, in, on or under the land.
0. Any existing leases or tenancies.
U. Reservations as contained in deed recorded May 22, 2000 at Receptio nNo.
2769671, including 1/4 of any owned oil, gas, or mineral rights.
... Reservations by Helen A. Adams of the Right of Occupancy of residence upon the
land so long as she is able or desires, thereby creating a life esgate; and
further reserving 1/2 of all royalites in any oil, gas, or other milneral Leases
as contained in Deeds recorded December 30, 1982 at Recetpion No'si 1912820,
1912819, 1912818, and 1912817.
An Oil and Gas Lease, from Ted A Adams and Helen A. Adams as Lessor(s) to
Hanes M. Dawson as Lessee(s) dated February 23, 1970, recorded March 3, 1970 at
Reception No. 1544555, and any and all assignments thereof or interests
therein.
An Oil and Gas Lease, from Ted A. Adams and Helen A. Adams as Lessor(s) to
Amoco Production Company as Lessee(s) dated July 24, 1974, recorded August 12,
1974 at Reception No. 1642533, and any and all assignments thereof or
r`terests therein.
--Continued
02/21/02 14 :26: 10 kt dc1102
Mk e U056758A01
Form No. 1344-B2 (CO-88)
ALTA Plain Language Commitment
r
Schedule B - Section 2 continued
)rder No. UO56758A01-4
14. An easement for Communication facilities and incidental purposes granted to
The Mountain States Telephone And Telegraph Company by the instrument recorded
April 9, 1990 at Reception No. 02210234 .
15. An easement for Communication Facilities and incidental purposes granted to
The Mountain Statest Telephone and Telegraph Company by the instrument
• recorded April 9, 1990 at Reception No. 02210235.
16. An easement for Communication facilities and incidental purposes granted to
The Mountain States Telephone and Telegraph Company by the instrument recorded
APril 9, 1990 at Reception No. 2210236.
17. An easement for Communication facilities and incidental purposes granted to
The Mountain States Telephone and Telegraph Company by the instrument recorded
April 9, 1990 at Reception No. 2210237.
.•-18. All Mineral Lands showed any such be found toexist, including Oil and gas but
excluding coal and iron as reserved in United States Patent recorded March 18,
1897 in Book 153 at page 40.
All Mineral Lands showed any such be found to exist, including oil and gas but
excluding coal and iron, as reserved in United States Patent recorded Date
Unknown, in Book 7 at Page 628.
'0. Mineral Deed from Shirley A. Gray, et al to Shirley A. Gray Trustee of the
Shirley A. Gray Revokable Trust, UTD March 16, 2000 recorded December 17,
2001 at Reception No. 2909609.
NOTE: Item(s) 10, 11, 12, 13, 18, 19 and 20, recorded evidence that a mineral
estate has been severed, leased, or otherwise conveyed from the surface estate.
File t eO56758A01
CONDITIONS
1. DEFINITIONS
(a) "Mortgage" means mortgage, deed of trust or other security instrument.
(b) "Public Records' means title records that give constructive notice of matters affecting the title
according to the state law where the land is located.
2. LATER DEFECTS
The Exceptions in Schedule B - Section 2 may be amended to show any defects, liens or
encumbrances that appear for the first time in public records or are created or attached
between the Commitment Date and the date on which all of the Requirements of Schedule B
-Section 1 are met. We shall have no liability to you because of this amendment.
3. EXISTING DEFECTS
If any defects, liens or encumbrances existing at Commitment Date are not shown in Schedule B,
we may amend Schedule B to show them. If we do amend Schedule B to show these defects, liens
or encumbrances, we shall be liable to you according to Paragraph 4 below unless you knew of this
information and did not tell us about it in writing.
4. LIMITATION OF OUR LIABILITY
Our only obligation is to issue to you the Policy referred to in this Commitment, when you
have met its Requirements. If we have any liability to you for any loss you incur because of an error
in this Commitment, our liability will be limited to your actual loss caused by your relying on
this Commitment when you acted in good faith to:
comply with the Requirements shown in Schedule B - Section 1
or
eliminate with our written consent any Exceptions shown in Schedule B - Section 2.
We shall not be liable for more than the Policy Amount shown in Schedule A of this
Commitment and our liability is subject to the terms of the Policy form to be issued to you.
5. CLAIMS MUST BE BASED ON THIS COMMITMENT
Any claim, whether or not based on negligence, which you may have against us concerning the
title to the land must be based on this Commitment and is subject to its terms.
200-200-1
.-.
Banks and Gesso, LLC
Attachment F— Certificate of Conveyances
•
Adams Sand and Gravel Mine 02045
Premier Paving,Inc. February 2003
33
CERTIFICATE OF CONVEYANCES WELD COUNTY
STATE OF COLORADO DEPARTMENT OF PLANNING SERVICES
COUNTY OF WELD
The Transnation Title Insurance Company hereby certifies that it has made a careful search of its records,and
finds the following conveyances affecting the real estate described herein since August 30, 1972,and the most
recent deed recorded prior to August 30, 1972.
LEGAL DESCRIPTION:
The S %1 of the NE '/.and the NE V.of the NE%of Section 19,Township 1 North,Range 66 West of the 6'"
P.M.,County of Weld,State of Colorado.
CONVEYANCES(If none appear,so state):
Reception No.977520 Book 1175 Page 582
Reception No. 1390930 Book 1626 Page 443
Reception No. 1912817 Book 985
Reception No. 1912818 Book 985
Reception No. 1912819 Book 985
Reception No. 1912820 Book 985
Reception No.2769671
Reception No.2909608
The certificate is made for the use and benefit of the Department of Planning Services of Weld County,
Colorado.
This certificate is not to be constructed as and Abstract of Title nor and opinion of Title,nor a guarantee Title
and the liability of Transnation Title Insurance Company,is hereby limited to the fee paid for this Certificate.
In Witness Whereof,Transnation Title Insurance Company,has caused this certificate to be signed by its
proper officer this 22od day of October 2002,at 7:00 am.
TRANSNATION TITLE INSURANCE COMPANY
Order No.8514840
By: LiCladn esY(1nit,ro►L
Authorized Signature
RECEIVED
NOV 0 7 2002
BANKS&GESSO,LLC
Hello