2968 To authorize the entering into of an Agreement with Tillsonburg Developments Inc.THE CORPORATION OF THE TOWN OF TILLSONBURG
BY-LAW NUMBER UP
A BY-LAW to authorize the entering into of an Agreement with Tillsonburg
Developments Inc.
WHEREAS the Town of Tillsonburg and Tillsonburg Developments Inc. are desirous of
entering into an agreement with respect to the conveyance of certain lands to the Town of
Tillsonburg and the conditions attached thereto.
AND WHEREAS the Council of the Corporation of the Town of Tillsonburg is
authorized to acquire land pursuant to Section 191 of The Municipal Act, R.S.O. 1990,
Chapter M.45.
BE IT THEREFORE ENACTED by the Council of the Corporation of the Town of
Tillsonburg as follows:
1. THAT the Council of the Town of Tillsonburg does hereby authorize the entering
into of an Agreement with Tillsonburg Developments Inc. as attached as Schedule
"A" to this By -Law for the acquisition of certain lands subject to conditions as
contained therein .
2. Schedule "A" attached hereto shall be deemed to be part of this By -Law as if written
herein.
3. The Mayor and Clerk are hereby authorized to execute on behalf of the Corporation
of the Town of Tillsonburg such documents to give effect to the Agreement attached
as Schedule "A".
4. THAT this By -Law shall come into full force and effect upon the date of enactment.
READ A FIRST AND SECOND TIME, THIS 12TH OF MARCH 2001.
PASSED A THIRD TIME, SIGNED SEALED AND NUMBERED
THIS 12TH DAY OF MARCH 2001.
SCHEDULE "A"
THIS AGREEMENT made this 23rd day of February, 2001.
BETWEEN:
and
TILLSONBURG DEVELOPMENTS INC.
hereinafter called "TDI"
OF THE FIRST PART
THE CORPORATION OF THE TOWN OF TILLSONBURG
hereinafter called "the Town"
OF THE SECOND PART.
WHEREAS TDI is the Assignee of an Agreement of Purchase and Sale between Davlaur
Development Corporation (hereinafter called "Davlaur") and MPI Group Inc. (hereinafter called
"MPI") which Assignment is dated the 14th day of February, 2001 and which Agreement of
Purchase and Sale is dated August 22, 2000.
AND WHEREAS to complete the said Agreement of Purchase and Sale and Assignment,
it is necessary for the parties hereto to enter into certain arrangements.
NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the mutual
covenants contained herein, the parties agree as follows:
1. TDI shall cause to be conveyed to the Town from Davlaur that certain parcel and tract
of lands being composed of Part of Lot 8, Concession 12 in the Town of Tillsonburg, County
of Oxford (Geographic Township of Dereham), being more particularly described as PART 2
according to Reference Plan 41 R-6801.
2. TDI shall pay to the Town upon completion of the transfer of the said lands from
Davlaur to the Town the sum of Fifty-five Thousand Dollars ($ 5 5,000.00) without adjustment.
Consideration for the transfer from Davlaur to the Town will be $ 2.00 and similarly, in
consideration for the terms of TDI's obligations would be paid by the Town the amount of
$2.00.
3. TDI will supply approximately 15,000 cubic yards of clean fill of which a minimum of
5,000 cubic yards will be topsoil to be placed and seeded as required by the Town on lands
being Part of Lot 8, Concession 12, former Geographic Township of Dereham, now in the
Town of Tillsonburg, County of Oxford designated as PART 2 on Plan 41 R-6801.
4» The Town shall provide to TDI an indemnification and release in favour of Davlaur, MPI
and TDI for all matters and concerns arising out of the provisions of The Environmental
Protection Actor any order made thereunder. The said Indemnification shall be in a generally
accepted form and include all claims, acts, causes of actions, suits, proceedings or orders
relative to The Environmental Protection Act issued by the Ministry of Environment or any
other directive or orders issued by the County of Oxford. The intent of the indemnification
shall be to confirm that neither Davlaur, MPI or TDI shall have any further liability with respect
to the lands being transferred to the Town.
5. TDI will provide to the Town a release that TDI will relieve the Town of any obligation
to remove landfill and provide a release of claim for damages.
6. The land conveyed shall be conveyed to the Town free and clear of all liens or
encumbrances. The Town shall have seven (7) days from the date hereof to ensure that the
title is free and clear of all liens and encumbrances. Should the Town raise any objections to
the title to the lands which TDI is unable or unwilling to resolve, then this Agreement shall be
null and void.
7. TDI hereby warrants that it is a resident of Canada within the meaning of The Income
Tax Act.
8. This Agreement shall be effective to create an interest in the property only if the
vendor complies with the subdivision control provisions of The Planning Act by completion
and the vendor covenants to proceed diligently at its expense to obtain any necessary consent
by completion.
9. TDI will provide a warranty on closing that the express purpose of purchasing property
from Davlaur is to develop such land as an adult lifestyle community. The Town agrees to
purchase PART 2 on Reference Plan 41 R-6801 upon such representations of TDI; furthermore,
the land purchased by TDI will not be used for real estate speculation nor left undeveloped for
an unreasonable period of time. TDI will use its best efforts to commence and proceed with
the development in a timely fashion.
10. TDI will obtain from Davlaur a warranty in the form attached hereto as Schedule "A".
WITNESS the corporate seals of the parties hereto duly attested by the hands of their
respective proper signing officers.
SIGNED, SEALED AND DELIVERED
in the presence of ) TILLSONBU G DEVELOPMENTS INC.
A.S.O.
1
A.S.O.
) THE CORPORATION OF THE TOWN OF
TI
J)
SCHEDULE "A"
WARRANTY
TO: Tillsonburg Developments Inc.
AND TO: The Corporation of the Town of Tillsonburg
RE: Davlaur Development Corporation sale to
Tillsonburg Developments Inc`.
Part of Lot 8, Concession 12, Town of Tillsonburg,
County of Oxford, (formerly in the Township of Dereham)
designated as Part 2, on Reference Plait 41R-6801 ("Property")
DAVLAUR DEVELOPMENT CORPORA'T'ION ("Davlaur") hereby
warrants that neither it nor any of its officers, agents, customers, subsidiaries, related
corporations, employees or invitees did dump, place, deposit or leave any garbage, waste
or fill on the Property. .
DAVLAUR DEVELOPMENT CORPORATION, further warrants that
it has never authorized any person or party to dump, place or leave garbage, waste or fill
on the Property.
DAVLAUR DEVELOPMENT LOPMENT CORPORATION hereby further warrants
that it is not aware of any hazardous waste or chemicals on the Property and has not
authorized the placement of same thereon.
DATED AT TORONTO this day of March, 2001
We have authority to bind
the Corporation
Davlaur Development Corporation
Per:
Per:
Steven Leifer - Director
Randy Leifer - Director