Fort Walton Beach Ordinance — 2039--100 Ready Avenue--Sale of Property — reading text

to Closing Date and at Buyer's expense, have the Property surveyed and deliver written notice 219 to Seller, within 5 days from receipt of survey but no later than 5 days prior to closing, of any encroachments on the 220 Property, encroachments by the Property's improvements on other lands or deed restriction or zoning violations. Any such encroachment or violation will be treated in the same manner as a title defect and Buyer's and Seller's obligations will be 121 222 determined in accordance with subparagraph ( b) above. _ 223 224 .• 126 127 •• • 129- MISCELLANEOUS 131 32 9. EFFECTIVE DATE; TIME; FORCE MAJEURE: 33 ( a) Effective Date: The " Effective Date" of this Contract is the date on which the last of the parties initials or signs and 34 delivers final offer or counteroffer. Time is of the essence for all provisions of this Contract. 135 ( b)%' ' e: All time periods expressed as days will be computed in business days( a " business day' is every calendar day 36 exclp Saturday, Sunday and national If any deadline falls on a Saturday, Sunday or national legal legal holidays). acknowledge receipt of a copy of this page. which is Page 4 of 7 Pages. 37 Buyer ii )( and Seller(,. nrn, )( REALTORS® All Rights Reserved 4/ 07 © 2007 Florida Association of VAC- 9 ' ev. www. TrueForms. com 900- 499- 9612 orn1 generated by 1' 1UCForms" 238 holiday, performance will be due the next business day. AH time periods will end at 5: 00 p.m. local time ( meaning in the 239 county where the Property is located) of the appropriate day. 240 ( c) Force Majeure: Buyer or Seller shall not be required to perform any obligation under this Contract or be liable 241 to each other for damages so long as the performance or non- performance of the obligation is delayed, caused or 242 prevented by an act of God or force majeure. An "act of God" or " force majeure" is defined as hurricanes, earthquakes, 243 floods, fire, unusual transportation delays, wars, insurrections and any other cause not reasonably within the control of 244 the Buyer or Seller and which by the exercise of due diligence the non-performing party is unable in whole or in part 245 to prevent or overcome. All time periods, including Closing Date, will be extended ( not to exceed 30 days) for the period that 246 the force majeure or act of God is in place. In the event that such " act of God" or ' force majeure" event continues beyond 247 the 30 days in this sub-paragraph, either party may cancel the Contract by delivering written notice to the other and Buyer's 248 deposit shall be refunded. 249 10. NOTICES: All notices shall be in writing and will be delivered to the parties and Broker by mail, personal delivery or 250 electronic media. Buyer's failure to deliver timely written notice to Seller, when such notice is required by this Contract, 251 regarding any contingencies will render that contingency null and void and the Contract will be construed as if the 252 contingency did not exist. Any notice, document or item delivered to or received by an attorney or licensee( including a 253 transaction broker) representing a party will be as effective as if delivered to or by that party. 254 11. COMPLETE AGREEMENT: This Contract is the entire agreement between Buyer and Seller. Except for brokerage 255 agreements, no prior or present agreements will bind Buyer, Seller or Broker unless incorporated into this Contract. 256 Modifications of this Contract will not be binding unless in writing, signed or initialed and delivered by the party to be bound. This 257 Contract, signatures, initials, documents referenced in this Contract, counterparts and written modifications communicated 258 electronically or on paper will be acceptable for all purposes, including delivery, and will be binding. Handwritten or typewritten 259 terms inserted in or attached to this Contract prevail over preprinted terms. If any provision of this Contract is or becomes invalid 260 or unenforceable, all remaining provisions will continue to be fully effective. Buyer and Seller will use diligence and good faith in 261 performing all obligations under this Contract. This Contract will not be recorded in any public records. 262 12. PERSONS BOUND: Buyer may not assign this Contract without Seller's written consent. The terms ASSIGNABILITY; 263 " Buyer," " Seller," and " Broker" may be singular or plural. This Contract is binding on the heirs, administrators, executors, 264 personal representatives and assigns( if permitted) of Buyer, Seller and Broker. DEFAULT AND DISPUTE RESOLUTION 265 266 13. DEFAULT: ( a) Seller Default: If for any reason other than failure of Seller to make Seller's title marketable after diligent 267 effort, Seller fails, refuses or neglects to perform this Contract, Buyer may choose to receive a return of Buyer's deposit without 268 waiving the right to seek damages or to seek specific performance as per Paragraph 14. Seller will also be liable to Broker for 269 the full amount of the brokerage fee. ( b) Buyer Default: If Buyer fails to perform this Contract within the time specified, 270 including timely payment of all deposits, Seller may choose to retain and collect all deposits paid and agreed to be paid as 271 liquidated damages or to seek specific performance as per Paragraph 14; and Broker will, upon demand, receive 50% of all 272 deposits paid and agreed to be paid( to be split equally among Brokers) up to the full amount of the brokerage fee. 273 14. DISPUTE RESOLUTION: This Contract will be construed under Florida law. All controversies, claims, and other matters in 274 question arising out of or relating to this transaction or this Contract or its breach will be settled as follows: 275 (a) Disputes concerning entitlement to deposits made and agreed to be made: Buyer and Seller will have 30 days from 276 the date conflicting demands are made to attempt to resolve the dispute through mediation. If that fails, Escrow Agent will 277 submit the dispute, if so requiredBuyer by Florida Commission. (" FREC"). law, to Escrow Agent's choice of arbitration, a Florida court or the Florida Real and Seller will be bound by any resulting award, judgment or order. A broker's 278 Estate 279 obligation under Chapter 475, FS and the FREC rules to timely notify the FREC of an escrow dispute and timely resolve the 280 escrow dispute through mediation, arbitration, interpleader, or an escrow disbursement order, if the broker so chooses, 281 applies only to brokers and does not apply to title companies, attorneys or other escrow companies. 282 ( b) All other disputes: Buyer and Seller will have 30 days from the date a dispute arises between them to attempt to 283 resolve the matter through mediation, failing which the parties will resolve the dispute through neutral binding arbitration in 284 the county where the Property is located. The arbitrator may not alter the Contract terms or award any remedy not provided 285 for in this Contract. The award will be based on the greater weight of the evidence and will state findings of fact and the 286 contractual authority on which it is based. If the parties agree to use discovery, it will be in accordance with the Florida Rules 287 of Civil Procedure and the arbitrator will resolve all discovery-related disputes. Any disputes with a real estate licensee 288 named in Paragraph 17 will be submitted to arbitration only if the licensee's broker consents in writing to become a party to 289 the proceeding. This clause will survive closing. Mediation" is a process in which parties attempt to resolve a dispute by and Arbitration; Expenses: " 290 ( c) Mediation 291 292 submitting settlement iont tothean parties. impartiaMediation l mediatorwillwhobe facilitates the resolution in accordance of theofdispute with the rules but whoArbitration the American is not empowered Associationto("AAA") impose ora 293 other mediator agreed on by the parties. The parties will equally divide the mediation fee, if any. "Arbitration" is a process in 294 which the parties resolve a dispute by a hearing before a neutral person who decides the matter and whose decision is 295 bin• in• on the parties. Arbitration will be in accordance with the rules of the AAA or other arbitrator agreed on by the parties. 296 297 Ea.' • arbi'., rty to any arbitration will pay its own fees, costs and expenses, including attorneys' fees, and will equally split the ars' fees and administrative fees of arbitration. In a civil action to enforce art arbitration award, the prevailing party to 298 the - itration shall be entitled to recover from the nonprevailing party reasonable attorneys' fees, costs and expenses. 299 Buyer( 1a )( and Seller( r.. j') )( acknowledge receipt of a copy of this page, which is Page 5 of 7 Pages. All Rights Reserved R• v. 4107 0 2007 Florida Association of REALTORS® VAC- 9 www. TrueForms. com 800- 499- 9612 Form generated by True Forms" 300 ESCROW AGENT AND BROKER 301 15. ESCROW AGENT: Buyer and Seller authorize Escrow Agent to receive, deposit and hold funds and other items in escrow 302 and, subject to clearance, disburse them upon proper