21-3243 - Approving Purchase Agreement - 700 South Lost Lake Lane

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ADDENDUM I TO "AS IS" RESIDENTIAL CONTRACT FOR SALE AND PURCHASE 21. DEFINED TERMS; CONFLICTS AND INCONSISTENCIES. This Addendum shall be and be deemed to be a part of the "As Is" Residential Contract for Sale and Purchase by and between Lilian Carroll as the Personal Representative of the Estate of John N. Casselberry, as Seller, and the City of Casselberry, a Florida municipal corporation, as Buyer, (hereinafter and for all purposes, collectively, with this Addendum, the "Contract"). All capitalized terms used in this Addendum shall have the same meaning as set forth in the "As Is" Residential Contract for Sale and Purchase, unless otherwise herein expressly provided. The terms and conditions set forth in this Addendum shall control over any and all typed, pre-printed, printed or handwritten provisions of the "As Is" Residential Contract for Sale and Purchase in conflict with or inconsistent with the terms and conditions set forth in this Addendum (regardless of whether or not specific reference is made in the "As Is" Residential Contract for Sale and Purchase to this Addendum). 22. PERSONAL PROPERTY. Notwithstanding anything in the Contract to the contrary, including, but not limited to, Section 1(d), Buyer and Seller agree that (i) Seller, at Seller's election, can remove any or all personal property, including, but not limited to, the Personal Property, from the Real Estate at Seller's sole discretion, (ii) Seller shall have up to the time of Closing to remove any or all such personal property, and (iii) the bill of sale executed at Closing shall contemplate the terms of this Section 22 and only personal property remaining on the Real Property at the time of Closing shall convey to Buyer. This provision shall expressly survive Closing. 23. PROPERTY CONDITION/ACCEPTANCE BY BUYER. (a) Buyer acknowledges and agrees that (i) the Seller of the Property is a personal representative, (ii) the Real Property is vacant and has been vacant for some time, (iii) the Property is in a unique state of condition and repair, (iv) Buyer does not intend to use the Property for residential purposes, and (v), subject to Buyer's right to terminate this Contract during the Inspection Period under Section 12(a) of this Contract, Buyer desires to purchase the Property regardless of the condition of the physical improvements on the Real Property or the condition of the Personal Property. (b) While the Real Property is improved with a residential structure, the Buyer is a governmental entity familiar with the evaluation, inspection, acquisition, ownership, maintenance, and repair of real and personal property and is aware that there may be defects (patent and latent) and agrees to rely exclusively upon Buyer's independent investigation and evaluation of every aspect of the Property. Buyer expressly waives any and all requirements for disclosures by Seller related to the condition of the Property or disclosures of violations of law under Florida law, including, but not limited to, Johnson v. Davis, 480 So.2d 625 (Fl. Sup. Ct.) (1985). (c) The terms and conditions of this Contract that purport to impose an "AS IS Maintenance Requirement" on Seller or in relation to the Property prior to Closing are hereby waived by Buyer and are of no force or effect, and Buyer agrees to bear the risk and cost of any alleged or actual failure of Seller to maintain the Property and Closing shall proceed pursuant to the terms of this Contract without any modification to or adjustment to the Purchase Price. (d) THE PROPERTY IS AND SHALL BE SOLD AND CONVEYED BY SELLER AND ACCEPTED BY BUYER IN "AS IS" CONDITION WITHOUT ANY WARRANTY OR REPRESENTATION WHATSOEVER ON THE PART OF SELLER, EXPRESS OR IMPLIED. SELLER DOES HEREBY DISCLAIM ANY AND ALL WARRANTIES OF MERCHANTABILITY AND FITNESS THAT MAY OTHERWISE BE DUE FROM SELLER TO BUYER. (e) This Section 23 shall expressly survive Closing.