Financing Sale of City Owned

CITY OF FORT ST. JOHN

FINANCING SALE OF CITY OWNED

REAL PROPERTY

Council Policy No. 76/00

Records Management Number: 0930-00

Buildings, Facilities and Properties

FINANCING SALE OF CITY OWNED REAL PROPERTY POLICY

Policy Statement

It is the policy of City Council (Policy 17) to dispose of real properties deemed surplus to the City’s needs. City Council is herewith establishing by policy the method of payment for the properties being sold.

Policy Background

The City has received requests from Purchasers to arrange terms other than cash on sale of real property.

The Council deems it advisable to sell property on the terms and conditions contained in the agreement. Council shall consider and resolve by resolution each agreement for sale on terms other than cash that is presented to Council.

Policy Goal

It is the goal of this policy to establish the criteria under which the City will enter into “Right to Purchase” agreements and “Mortgage” agreements.

Policy Objectives

1. The prime objective is to sell City owned property on a cash basis.

1. Where Council deems it advisable, Council may authorize by resolution the entering into a Right to Purchase Agreement under the following general terms and conditions:

Plan A

 The minimum amount of selling price shall not be less than $10,000.

 The term shall not exceed 5 years.

 The amount of the down payment shall be at least 10% of sale price.

 The repayment shall consist of a minimum of equal annual installments plus interest on the outstanding balance.

Plan B

 The minimum amount of selling price shall not be less than $10,000.

 The term shall not exceed 3 years.

 The amount of the down payment shall be at least 25% of sale price.

 The balance is due and payable at the end of the term.

 Interest is payable annually on December 31.

General

 The rate of interest shall be determined at the time of sale and shall be at the rate of Canadian Imperial Bank of Commerce Prime Interest Rate floating plus 2% over the Prime Interest Rate.

Policy Objectives (continued)

General (continued)

 The Purchaser shall be responsible for the costs incurred in the preparation of the documentation in the format acceptable to the City and that is registerable at Land Title Office.

 In the event of resale, refinancing, or subdivision the entire outstanding balance plus interest is due and payable.

 The Purchaser shall be responsible from Adjustment Date for the payment of annual property taxes and other fees and charges applicable to the property.

Policy Notwithstanding Clause

The foregoing policy provides for the general terms and conditions for entering into Right to Purchase Agreement. The attached proforma agreement is a companion document to this policy, but one, which may be altered or changed to meet the needs of each individual transaction.

LAND TITLE ACT

FORM C

(Section 219.81)

Province of British Columbia

GENERAL INSTRUMENT – PART 1(This area for Land Title Office use) Page 1 of 11

1. APPLICATION: (Name, address, phone number and signature of applicant, applicant’s solicitor or agent)

1. PARCEL IDENTIFIER(S) AND LEGAL DESCRIPTION(S) OF LAND:*

(PID) (LEGAL DESCRIPTION)

1. NATURE OF INTEREST:*

DescriptionDocument ReferencePerson Entitled to Interest

(page and paragraph)

Right to PurchaseEntire InstrumentTransferee

Pages 3 to 12

1. TERMS: Part 2 of this instrument consists of (select one only)

(a) Filed Standard Charge Terms D.F. No.

(b) Express Charge Terms X Annexed as Part 2

(c) Release There is no Part 2 of this Instrument.

A selection of (a) include any additional or modified terms referred to in Item 7 or in a schedule annexed to this instrument. If (c) is selected, the charge described in Item 3 is released or discharged as a charge on the land described it Item 2.

1. TRANSFEROR(S):*

CITY OF FORT ST. JOHN

10631 – 100th Street, Fort St. John, BC V1J 3Z5

6. TRANSFEREE(S): (including postal address(es) and postal code(s)*

LAND TITLE ACT

FORM C

(Section 219.81)

Province of British Columbia

GENERAL INSTRUMENT – PART 1 Page 2

7.ADDITIONAL OR MODIFIED TERMS:*

N/A

8.EXECUTION(S): ** This instrument creates, assigns, modifies, enlarges, discharges or governs the priority of the interest(s) described in Item 3 and the Transferor(s) and every other signatory agree to be bound by this instrument, and acknowledge(s) receipt of a true copy of the filed standard charge terms, if any.

Officer Signature Execution DateTransferor(s) Signature(s)

YMD

CITY OF FORT ST. JOHN

by its authorized signatories:

Steve Thorlakson, Mayor

(as to both signatures)

Robert Kelly, City Clerk

Transferee Signature

by its authorized signatories:

Print Name

(as to both signatures)

Print Name

OFFICER CERTIFICATION:

Your signature constitutes a representation that you are a solicitor, notary public or other person authorized by the Evidence Act, R.S.B.C. 1979, c. 116, to take affidavits for use in British Columbia and certifies the matter set out in Part 5 of the Land Title Act as they pertain to the execution of this instrument.

*If space insufficient, enter “SEE SCHEDULE” and attach schedule in Form E.

**If space insufficient, continue executions on additional page(s) in Form D.

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TERMS OF INSTRUMENT – PART 2

RIGHT TO PURCHASE

This Agreement is

BETWEEN:

CITY OF FORT ST. JOHN, a municipality incorporated under the

Municipal Act and having an address at 10631 – 100th Street, Fort

St. John, BC V1J 3Z5

(the “Vendor”)

AND:

(the “Purchaser”)

Right to Purchase

1. The Vendor hereby agrees to sell to the Purchaser and the Purchaser agrees to purchase (the “Right to Purchase”) that land located in Fort St. John, British Columbia and legally described as:

Parcel Identifier:

(the “Lands”)

for the purchase price of ($ ) Dollars (the “Purchase Price”).

Transfer of Title

1. Upon performance by the Purchaser of each and every covenant, condition and agreement herein on the part of the Purchaser to be observed and performed (which time is hereinafter called the “Completion Date”), the Vendor shall convey or cause to be conveyed, by a registrable Form A Transfer in Fee Simple, the Lands free from all charges and encumbrances except for the Permitted Encumbrances set out in

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Transfer of Title (continued)

2.Schedule “A” attached to and forming part of this Agreement and except for taxes, local improvement charges, utility rates and other charges payable by the Purchaser.

Payment of Purchase Price

1. The Purchase Price must be paid by the Purchaser to the Vendor as follows:

(a)$ at the time of execution of this Agreement by the Purchaser; and

(c)$ on ,

provided however that the Purchaser when not in default under this Agreement shall have the privilege at any time to prepay all or any part of the Purchase Price, without notice, penalty or bonus.

Goods and Services Tax

1. The Purchaser acknowledges that he is responsible to pay to the Vendor goods and services tax (“GST”) on his purchase of the Lands and the Purchaser shall pay to the Vendor 7% (or such other applicable rate of tax) on each payment of the Purchase Price.

Interest

1. If the Purchaser defaults in the payment of any installment of the Purchase Price or any other monies payable by the Purchaser under this Agreement, the overdue monies shall bear compounded interest at the rate of 10% per annum, calculated semi-annually not in advance, and all arrears of interest shall bear interest at the same rate.

Possession

1. The Vendor shall permit the Purchaser to occupy and enjoy the Lands only for so long as the Purchaser should not be in default of any of its covenants, conditions or agreements herein or in payment of any purchase monies or any interest.

Purchaser’s Covenants

1. The Purchaser covenants and agrees with the Vendor that:

Payments

(a) the Purchaser will pay the Purchase Price and GST and any interest and other monies payable under this Agreement;

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7.The Purchaser covenants and agrees with the Vendor that:

Taxes

(b) the Purchaser will pay all taxes, rates, levies, assessments and other charges, including utility charges of every kind which may be payable in respect of this Agreement, the Lands and the Purchaser’s use and occupation of the Lands;

Use

(c) the Purchaser will not use the Lands in such a manner as to cause a nuisance;

Subdivision

(d) the Purchaser shall not subdivide the Lands in any manner whatsoever;

Builders Lien

(e) the Purchaser will not commence any work or request any improvements to the Lands unless he first posts in at least two conspicuous places on the Lands notices pursuant to the Builders Lien Act that the Vendor will not be responsible for any work or improvements and the Purchaser will also allow the Vendor to post such notices and the Purchaser will promptly remove any liens which may be filed against the title to the Lands;

Indemnity

(f) the Purchaser will release the Vendor from all claims and demands which the Purchaser may have against the Vendor arising out of this Agreement and the Purchaser will indemnify and save harmless the Vendor from all claims, demands, suits, actions, proceedings, expenses, costs (including actual legal fees), charges, liens (including builders liens), and other harm of whatsoever kind which the Vendor may suffer, directly or indirectly, whether arising from death, bodily injury, property loss, property damage, or other loss or damage of any other kind, including economic loss, which arises from, results from or is in any way connected with this Agreement, steps taken by the Vendor to enforce this Agreement, the Purchaser’s use or occupation of the Lands or any act, omission, default or negligence of the Purchaser and the obligations in the paragraph shall survive any expiry or termination of this Agreement or the transfer of the Lands and in this paragraph the term “Purchaser” includes his heirs, executors, personal representatives, officers, employees, contractors, agents, invitees, successors and permitted assigns and the term “Vendor” includes its elected officials, officers, employees, agents and others;

Liability Insurance

(g) the Purchaser will take out and maintain at all times while this Agreement is in force a policy of comprehensive general liability insurance in the amount of not less than Two Million ($2,000,000) Dollars per occurrence providing protection from all potential liability under this Agreement. The

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7.The Purchaser covenants and agrees with the Vendor that:

Liability Insurance (continued)

(g)policy must name the Vendor as an additional insured, and must provide that it cannot be altered or cancelled without prior notice to the Vendor, and the Purchaser shall provide proof of that insurance to the Vendor prior to execution of this Agreement and at other times requested by the Vendor;

Property Insurance

(h) the Purchaser will take out and maintain at all times while this Agreement is in force a policy of property insurance insuring, to full replacement cost, all buildings, structures and improvements existing on the Lands, and shall, in the event of damage or destruction to any building, structure or improvement, repair, rebuild, replace or do anything else required to return the building, structure or improvement to the condition it was in prior to its damage or destruction;

Applicable Laws

(i) the Purchaser will use the Lands in strict compliance with all applicable laws, bylaws, rules, regulations, orders and other enactments and the Purchaser acknowledges that merely because he is purchasing the Lands from a municipality does not relieve him from obtaining permits and other usual municipal approvals;

Inspection

(j) the Purchaser will permit the Vendor to enter onto the Lands and inspect it to determine whether the Purchaser is complying with his obligations under this Agreement;

Vendor May Perform

(k) if the Purchaser defaults in payment of any insurance premiums, amounts due under liens or any other monies to be paid or obligations to be undertaken by the Purchaser, then the Vendor may (but is not obliged to) pay those monies and undertake those obligations on the Purchaser’s behalf and in that case all the Vendor’s costs of doing so shall constitute a charge on the Lands and shall be paid by the Purchaser on demand;

Environmental Protection

(l) in this section, “Contaminant” means any explosive, radioactive material, asbestos, urea formaldehyde, chlorobiphenyl, hydrocarbon, underground tank, pollution, contamination, hazardous substance, corrosive substance, toxic substance, special waste, waste or matter of any kind which is or may be harmful to human safety or health or to the environment, and if any of these terms are defined by statute, that definition shall apply;

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7.The Purchaser covenants and agrees with the Vendor that:

Environmental Protection (continued)

(l)(i)the Purchaser is purchasing the Lands on an “as is” basis, with no representations or

warranties as to its condition or fitness for any purpose and that the Purchaser has been encouraged to conduct its own independent inspection to determine if there are any Contaminants;

(ii) effective from and after the Completion Date, the Purchaser releases the Vendor, or its elected or appointed officials employees and agents from and against, any and all actions, causes of action, liabilities, demands, losses, damages, costs (including remediation costs), expenses, fines and penalties, which the Purchaser or any other person has or may have by reason of any thing whatsoever arising out of or in any way related to environmental liability with respect to or in connection with the Lands, including, without limitation, the presence of Contaminants in, on, under or migrating to or from the Lands, and the Purchaser shall indemnify and save harmless the Vendor and its elected and appointed officials, employees and agents, from and against any and all actions, causes of action, liabilities, demands, losses, damages, costs (including remediation costs), expenses, fines and penalties, which the Vendor, or its elected or appointed officials, employees and agents, or any third party, may suffer, incur, be subject to or liable for, by the Purchaser or any other person or governmental authority, for any thing whatsoever arising out of or related to environmental liability with respect to or in connection with the Lands, including, without limitation, the presence of Contaminants in, on, under or migrating to or from the Lands.

Default

1. If the Purchaser should default in the payment of any monies due under this Agreement or in the fulfillment

of any non-monetary obligation or restriction under this Agreement and if the Purchaser continues to be in default 30 days after receiving notice of default from the Vendor, then the Purchaser agrees that:

(a) the whole of the Purchase Price, interest and other unpaid monies shall, at the option of the Vendor, immediately become due and payable;

(b) the Vendor shall be at liberty, without further notice to the Purchaser, to take all steps to terminate this Agreement and re-enter and take possession of the Lands; and

(c) all monies paid to the date of default by the Purchaser on account of the Purchase Price may, at the option of the Vendor, be retained by the Vendor as liquidated and ascertained damages.

Vendor’s Status

9.The Vendor represents that it is now and will be on the Completion Date a resident of Canada within the meaning of the Income Tax Act (Canada).

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Closing Documents

10.Not less than 5 days before the Completion Date, the Purchaser must deliver to the Vendor:

(a) a Form A Transfer in Fee Simple (the Transfer) transferring the Lands to the Purchaser, to be executed in registrable form by the Vendor; and

(b) two copies of the Vendor’s Statement of Adjustments, to be approved and executed by the Vendor.

Completion

1. At least two days before the Completion Date, the Vendor must deliver to the Purchaser:

(a) a copy of the Vendor’s Statement of Adjustments, executed by the Vendor; and

(b) the Transfer executed on behalf of the Vendor.

Closing Procedure

1. On the Completion Date the Purchaser will be responsible to apply to register the Transfer in the Prince George Land Title Office.

Fees and Taxes

1. The Purchaser will be responsible to pay:

(a) the Property Transfer Tax payable under the Property Transfer Tax Act in respect of this Right to Purchase and the Transfer;

(b) Land Title Office registration and agents fees in respect of this Right to Purchase and the Transfer, and;

(c) His own legal fees and disbursements.

1. The Vendor will at its own expense clear the title to the Lands to the extent required by this Agreement and pay its own legal fees and disbursements.

Preparation of Documents

1. The Purchaser must prepare at its own expense all necessary conveyance documents and is responsible to register the conveyance documents.

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Further Assurances

1. Each party must at all times, execute and deliver at the request of the other all such further documents, deeds and instruments and do and perform such acts as may be reasonably necessary to give full effect to the intent and meaning of this Agreement.

Notice

1. Any notice which may be or is required to be given under this Agreement must be in writing addressed to the party at the address set out on Page 1 and may be delivered by hand, by facsimile transmission or by registered mail.

Any notice that is delivered by hand or facsimile transmission is to be considered to have been given on the next business day after it is dispatched for delivery. Any notice that is sent by registered mail is to be considered to have been given on the sixth day after mailing.

Time of the Essence

1. Time is of the essence of this Agreement and the transaction of purchase and sale for which it provides.

Tender

1. Any tender of documents or money may be made upon the parties at their respective addresses set out in this Agreement or upon their solicitors.

Survival

1. There are no representations, warranties, guarantees, promises or agreements other than those expressly contained in this Agreement, and they all survive the completion, registration of the conveyancing documents and payment of the Purchase Price and do not merge with any deeds or agreements delivered in connection with completion and do not merge with the Transfer or its registration.

Judgements