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DocuSign_[FY21]_Flannery-Glendale_Rd_ContracMayor’s/CP docs/Procedures/VENDOR.COVER SHEET.UPDATED.6-02 cp City of Northampton Vendor Contract Cover Sheet (To Accompany All City Contracts to City Auditor, Purchasing and Mayor’s Office) 1. Department and/or Division Name: 2. Vendor Name: 3. Munis Vendor I.D.#:____________ Department Contract # (if any): 5. Source and Amount of Funds: Please Fill in Below Source: (Please check all that apply) Account Name: Account Number: Amount: Total Per Source Budget: Total of Contract 5. Period of Contract Coverage (If Applicable) 6. Brief Description of Goods and/or Services being provided (e.g., Is this a part of a larger project, stand alone, or is it an amendment to a contract?): 7. Does the vendor have a Northampton Office: ____ Yes _ No (if local) Taxes owed: ____ Yes ____ No 8. Please list time and dates that contracts were delivered: Signature Date Department Head, _____________ Auditor, Joyce Karpinski Chief Procurement Officer, Joe Cook _____________________ _____________________ Finance Director, Susan Wright Mayor David J. Narkewicz: Contract #: DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 Planning & Sustainability This is a NO-COST contract to the City. Net revenue from sale, detailed in the final HUD settlement statement, will go to sale of land account. July 1, 2021 Sale of surplus city land, based on advertisements for bids Jim Flannery X Wayne Feiden 1/22/2021 | 7:13 AM EST 1/22/2021 | 8:31 AM EST 1/22/2021 | 9:18 AM EST 1/22/2021 | 12:30 PM EST 1/22/2021 | 2:30 PM EST 144-21 Purchase and Sale Agreement Surplus City Land at Glendale Road, Northampton, MA Section 1 – Information and Definitions 1.2.1 DATE of this Agreement: January 21, 2021 1.2 PREMISES: A parcel of land in Northampton, Massachusetts on Glendale Road, Map 42-167, 1.587 +/- acres and 2,273 square feet, shown as Lot 6 and Lot 7, respectively, on survey at Hampshire Registry of Deeds at Plan Book 195, Page 98, and, being a portion of the land described in a Taking and a subsequent deed to the City at Book 6137, Page 317 and Page 327. 1.3 SELLER: City of Northampton Attn.: Wayne Feiden, Planning & Sustainability Address: 210 Main Street, Northampton, MA 01060 Phone: (413) 587-1265 Email: WFeiden@NorthamptonMA.gov Seller's Attorney: Robert Spencer, Jankowski & Spencer Address: 6 University Drive, #201, Amherst, MA 01002 1.4 BUYER: James J. Flannery, Jr. Address: 1 Williams Street, Holyoke, MA 01040 Phone: (508) 294-4052 Email: jimjflan@gmail.com Buyer's Attorney: Mark NeJame, NeJame and Kling Law Office 90 Conz Stret, Suite 208, Northampton, MA 01060 mark@nejameandklinglaw.com 1.5 CLOSING DATE: February 26, 2021 or anytime date mutually agreed upon. 1.6 PLACE: NeJame & Kling Law Offices, 90 Conz Street, Suite 208, Northampton, MA 01060, unless some other place should be mutually agreed upon by the parties. 1.7 PURCHASE PRICE: The total purchase price for the Premises is Eighty-Four Thousand, Three Hundred Dollars ($84,300). 1.8 TITLE: Release or Quitclaim Deed, at the City’s option 1.9 BROKER: City: Craig Della Penna, The Murphys Realtors, Inc. DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 Buyer: Craig Della Penna, The Murphys Realtors, Inc. 1.10 WARRANTIES AND REPRESENTATIONS Except as set forth otherwise in this Agreement, the following representations and warranties are made by Seller as of the date of this Agreement and also as of the time of the delivery of the deed: None 1.12 BUYER’S ADDITIONAL RESPONSIBILITIES In lieu of any warranties and representations other than that contained herein, this transaction is subject to the byers Satisfactory Due Diligence by 1/25/2021 and the Buyer satisfying themselves that the lot is a building lot. 1.13. SELLERS ADVERTISING-- Advertised in Central Register and in the Daily Hampshire Gazette on 4/29/2020. Bid openings continued several times, with final bid opening 1/13/2021. Buyer was sole bid and sole bid list recipient. This is under authority from City Council who declared the land surplus to City needs. SECTION 2 -- GENERAL PROVISIONS 2.1 Covenant. Seller agrees to sell and Buyer agrees to buy the Premises upon the terms hereinafter set forth. 2.2 Buildings, Structures, Improvements, Fixtures. There are no improvements on the property. Buyer acknowledges that the Premises is being sold in “as is” condition. 2.3 Title Deed. Said Premises are to be conveyed by a good and sufficient release quitclaim deed running to Buyer, or to a nominee designated by Buyer by written notice to Seller at least seven calendar days before the deed is to be delivered as herein provided, and said deed shall convey a good and clear record and marketable title thereto, free from encumbrances, except (a) Provisions of existing building and zoning laws; (b) Existing rights and obligations in party walls which are not the subject of written agreement; (c) Such taxes for the then current year as are not due and payable on the date of the delivery of such deed; (d) Any liens for municipal betterments assessed after the date of this Agreement; and (e) Easements, restrictions and reservations of record, if any, provided the same do not interfere with use of and access to the Premises. 2.4 Deed and Plans; Seller shall be responsible for drafting the deed. The deed shall be subject to the City retaining the ten-foot wide trail easement as shown on the Plan recorded in said Registry at Book of Plans 195, Page 98. The City authority to sell is documented in the City Council order dated March 1, 2001 (Book 8273, Page 168). 2.5 Registered Title. The title to this property is not Registered. DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 2.6 Possession and Control of Premises. Full possession of said Premises free of all tenants and occupants, except as herein provided, is to be delivered at the time of the delivery of the deed, said Premises to be then (a) in the same condition as they now are, reasonable use and wear thereof excepted, and (b) in compliance with provisions of any instrument referred to in clause 2.3 hereof. Buyer shall be entitled personally to inspect said Premises prior to the delivery of the deed in order to determine whether the condition thereof complies with the terms of this clause. 2.7 Extension to Perfect Title or Make Premises Conform. If Seller shall be unable to give title or to make conveyance, or to deliver possession of the Premises, all as herein stipulated, or if at the time of the delivery of the deed the Premises do not conform with the provisions hereof, then Seller shall use reasonable efforts to remove any defects in title, or to deliver possession as provided herein, or to make the said Premises conform to the provisions hereof, as the case may be, and thereupon the time for performance hereof shall be extended for a period of thirty calendar days, or until such time as Buyer’s mortgage commitment or interest rate expires, whichever is soonest. 2.8 Failure to Perfect Title or Make Premises Conform. If at the expiration of the extended time Seller shall have failed so to remove any defects in title, deliver possession, or make the Premises conform, as the case may be, all as herein agreed, or if at any time during the period of this Agreement or any extension thereof, the holder of a mortgage on said Premises shall refuse to permit the insurance proceeds, if any, to be used for such purposes, then all obligations of the parties shall cease and this Agreement shall be void without recourse to the parties hereto, provided however that all deposits made by Buyer under this Agreement shall be refunded to Buyer, which obligation shall survive the termination of this Agreement. The Buyer acknowledges that the city may use eminent domain to clean any defective title and waives any objections to such actions. 2.9 Buyer’s Election to Accept Title. Buyer shall have the election, at either the original or any extended time for performance, to accept such title as Seller can deliver to the said Premises in their then condition and to pay therefore the purchase price, without deduction, in which case Seller shall convey such title, except that in the event of such conveyance in accord with the provisions of this clause, if the said Premises shall have been damaged by fire or casualty insured against, then Seller shall, unless Seller has previously restored the Premises to their former condition, either (a) pay over or assign to Buyer, on delivery of the deed, all amounts recovered or recoverable on account of such insurance, less any amounts reasonably expended by Seller for any partial restoration, or (b) if a holder of a mortgage on said Premises shall not permit the insurance proceeds or a part thereof to be used to restore the said Premises to their former condition or to be so paid over or assigned, give to Buyer a credit against the purchase price, on delivery of the deed, equal to said amounts so recovered or recoverable and retained by the holder of the said mortgage less any amount reasonably expended by Seller for any partial restoration. 2.10 Acceptance of Deed. The acceptance of a deed by Buyer, or its assignee or nominee as the case may be, shall be deemed to be a full performance and discharge of every agreement and DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 obligation herein contained or expressed, except such as are, by the terms hereof, to be performed after the delivery of said deed. 2.11 Use of Money to Clear Title. To enable Seller to make conveyance as herein provided, Seller may, at the time of delivery of this deed, use the purchase money or any portion thereof to clear the title of any or all encumbrances or interests, provided that all instruments so procured are recorded simultaneously with the deed or, for institutional mortgages, are recorded in accordance with customary conveyancing practices. 2.12 Adjustments. Taxes for the then current fiscal year shall be adjusted in accordance with G.L. c. 59, § 72A. If the amount of said taxes is not known at the time of the delivery of the deed, they shall be apportioned on the basis of the taxes assessed for the preceding fiscal year. 2.13 Brokers. Craig Della Penna, Murphys Realtors, serves as both the Buyer Agent and the Seller Agent, to be paid by Seller at closing out of proceeds of the sale. 2.14 Inspection Rights. The parties agree that Buyer shall have the right to obtain, at Buyer's expense, an inspection of the premises by a consultant of Buyer's during the bid period. In consideration of right of inspection and rescission, Seller is hereby released from liability relating to defects in the premises actually disclosed or about which Seller had no actual knowledge. 2.15 Water/Sewer, ledge, permitting. Seller makes no representations.  The Comprehensive Permit issued for the property is recorded at the Hampshire Registry of Deeds at Book 7133, Page 23.  The affordable units that are a condition of that comprehensive permit have been created on Westhampton Road, thereby exercising the permit.  The percolation test was completed in July 2020 and the results are available from the City. 2.16 Hazardous Materials, Lead, Asbestos, and Oil. Seller represents and warrants to Buyer that, to the best of Seller’s knowledge, information and belief, (i) there has been no release of any hazardous materials or oil on, from or near the Premises, except as noted above, (as used in this Agreement, the terms "release," "hazardous materials" and "oil" shall have the meaning given to them in M.G.L.c.21E), (ii) there are no underground storage tanks or other subsurface facilities holding petroleum or oil products currently in use or previously abandoned on the Premises and (iii) chlordane has not been used as a pesticide on the Premises. These representations and warranties shall survive the closing. 2.17 Financing Contingency. Seller has made their offer contingent on obtaining a $60,000 conventional mortgage at prevailing rates and terms by February 19, 2021. Buyer’s obligations under this Agreement are contingent upon Buyer receiving a written commitment for said mortgage on or before the date just specified. 2.18 Title to Premises. Notwithstanding anything herein contained, the Premises shall not be considered to be in compliance with the provisions of this Agreement with respect to title unless: DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 (a) No building, structure, or right of way, easement or improvement, including any driveway(s), garages, septic systems and wells or property of any kind encroaches upon or under the Premises from other premises; (b) Title to the Premises is insurable, for the benefit of Buyer, by a title insurance company acceptable to Buyer, in a fee owner's policy of title insurance at normal premium rates, in the American Land Title Association form currently in use; (c) All structures and improvements on the Premises, including any driveway(s) garage(s), septic systems and wells and all means of access to the Premises shall not encroach upon or under any property not within the lot lines of the Premises; (d) The Premises abut a public way, or have the benefit of an access and utility easement over a private way leading to a public way, duly laid out or accepted as such by the municipality in which the Premises are located. 2.19 Affidavits, etc. Simultaneously with the delivery of the deed, Seller shall execute and deliver: (a) affidavits and indemnities under oath with respect to parties in possession and mechanic's liens to induce Buyer’s title insurance company to issue lender's and owner's policies of title insurance without exception for those matters, and Seller shall indemnify and hold harmless the title insurance company for any losses, costs, or damages sustained as a result of issuing a policy without exceptions covered by such representations; (b) an affidavit, satisfying the requirements of Section 1445 of the Internal Revenue Code and regulations issued thereunder, which states, under penalty of perjury, Seller’s United States taxpayer identification number, that Seller is not a foreign person, and Seller’s address (the "1445 Affidavit"); (c) Internal Revenue Service Form W-8 or Form W-9, as applicable, with Seller’s tax identification number, and an affidavit furnishing the information required for the filing of Form 1099S with the Internal Revenue Services and stating Seller is not subject to back-up withholding; and (d) such additional and further instruments and documents as may be consistent with this Agreement and customarily and reasonably required by Buyer and/or the Buyer’s title insurance company to complete the transactions described in this Agreement. 2.20 Title Standards. Any matter or practice arising under or relating to this Agreement which is the subject of a title standard or a practice standard of the Real Estate Bar Association at the time for delivery of the deed shall be covered by said title standard or practice standard to the extent applicable. 2.21 Deposit. A $500 deposit was made by the Buyer as part of their offer to the Seller’s Real Estate Agent. An additional deposit of $3,715 shall be made directly to the City by January 22, 2021. The Deposits shall be held by the City or its attorney. The Deposit shall be duly accounted for at the time of performance of this agreement or otherwise by the agreement of the parties or by order of a court of competent jurisdiction. 2.22 Buyer’s Breach. If Buyer shall unjustifiably fail to fulfill Buyer’s part of this Agreement, all deposits made hereunder, if any, shall be forfeited and become the property of Seller as liquidated damages, which shall constitute Seller’s sole and exclusive remedy at law or in equity for Buyer’s default under this Agreement. DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 2.23 Notices. Any notice required or permitted to be given under this Agreement shall be in writing and signed by the party or the party's attorney or agent and shall be deemed to have been given: (a) when delivered by hand, or (b) when sent by Federal Express or other similar courier service, or (c) when mailed by certified mail, return receipt requested, or (d) upon electronically confirmed receipt of facsimile delivery (provided that such facsimile delivery is promptly followed by one of the other permitted forms of notice contained herein), to the party with a copy to the party’s attorney at the addresses set forth in Section 1. 2.24 Closing. The deed and other documents required by this Agreement are to be delivered and the Purchase Price paid at the Date and Time of Closing and at the Place of Closing. All documents and funds are to be delivered in escrow subject to prompt rundown of title and recording, which term shall include registration in the case of registered land. Seller’s proceeds may be in the form of an IOLTA check, and the check shall be held in escrow by Seller’s attorney who shall release the check to Seller only following the recording of the deed. 2.25 Condition of Premises at Closing. Seller agrees to deliver the Premises at the time of delivery of Seller’s deed in a condition substantially similar to its condition at the time of the signing of this Agreement. 2.26 Casualty. Notwithstanding anything herein to the contrary, in the event of damage to or destruction of the Premises by fire, vandalism or other casualty, then at Buyer’s sole option, this Agreement may be terminated, whereupon all deposits paid by Buyer hereunder shall be promptly returned to Buyer. 2.27 Liability of Trustee, Shareholder, Fiduciary, etc. If Seller or Buyer executes this Agreement in a representative or fiduciary capacity, only the principal or the estate represented shall be bound, and neither Seller or Buyer so executing, nor any shareholder or beneficiary of any trust, shall be personally liable for any obligation, express or implied, hereunder. 2.28 Extensions. Buyer and Seller hereby authorize their respective attorneys (as the case may be) to execute on their behalf any extensions to the time for performance and any change of location and/or time for delivery of the deed. Buyer and Seller shall be able to rely upon the signature of said attorneys as binding unless they have actual knowledge before the execution or other consent to such extensions, that either party has disclaimed the authority granted herein to bind them. For purposes of this Agreement, facsimile signatures shall be construed as original. 2.29 Construction of Agreement. This instrument, executed in multiple counterparts, is to be construed as a Massachusetts contract, is to take effect as a sealed instrument, sets forth the entire contract between the parties, is binding upon and inures to the benefit of the parties hereto and their respective heirs, devisees, executors, administrators, successors and assigns, and may be canceled, modified or amended only by a written instrument executed by both Seller and Buyer. If two or more persons are named herein as Buyer their obligations hereunder shall be joint and several. 2.30 Incorporation; Conflict. All terms of the Request for Proposals and the Buyer’s Proposal are hereby made a part of this Agreement and are incorporated herein by reference. In the event DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 of conflicting or inconsistent provisions, the terms of the Request for Proposals and the Buyer’s Proposal shall control. 2.31 Captions. The captions and headings throughout this Agreement are for convenience of reference only and the words contained therein shall in no way be held or deemed to define, limit, explain, modify, amplify or add to the interpretation, construction or meaning of any provisions of, or the scope or intent of this Agreement, nor in any way affect this Agreement, and shall have no legal effect. In Witness whereof, the parties hereto sign this Agreement under seal as of the date shown below. Buyer: City of Northampton, Seller: Mayor David J. Narkewicz Wayne Feiden, Director of Planning & Sustainability Joseph M. Cook, Chief Procurement Officer Joyce Karpinski, Auditor ADDENDUM TO AGREEMENT A. All items belonging to Seller, including but not limited to Seller’s personal possessions, building materials, debris and yard waste at the premises, shall be removed from the Premises prior to closing. B. The Buyer’s obligations under this Agreement are specifically contingent upon title to the Premises being insurable for the benefit of the Buyer, in a fee owner’s policy of title insurance at normal premium rates, without exception other than the standard printed exceptions contained in the ALTA form currently in use and those exceptions set forth in this Agreement. C. To the best of Seller’s knowledge and belief, there are no unused or abandoned fuel storage tanks on the premises. DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 1/22/2021 | 6:49 AM EST 1/22/2021 | 7:13 AM EST 1/22/2021 | 8:31 AM EST 1/22/2021 | 9:18 AM EST 1/22/2021 | 2:30 PM EST D. REBA Provisional P & S Form Relating to Coronavirus: The Time for Performance shall be extended for an Excused Delay which materially affects the Buyer’s ability to close or obtain financing or some other such cause that prevents either party from fulfilling its obligations under the Agreement due to an Excused Delay ,unless Buyer and Seller mutually agree otherwise. As used herein an Excused Delay means a delay preventing the closing to occur caused by an Act of God, declared state of emergency or public health emergency, pandemic (specifically including COVID-19), government mandated quarantine or travel ban, war, acts of terrorism, and/or order of government or civil or military authorities. The Time for Performance shall expire at the earlier of 10 business days after the end of the Excused Delay or 90 days after the Closing Date. In the event that the closing cannot occur during the 90 day extension, unless the Buyer and Seller agree to further extend the closing, the Agreement shall terminate and the Deposit shall be returned to the Buyer. Buyer shall have the right to sooner terminate the Agreement if Buyer no longer qualifies for the mortgage they applied for or if Buyer’s lender withdraws or terminates the mortgage commitment. As any Excused Delay would not be due to either the fault of Buyer or Seller, any rate lock extension fees occurring during an Excused Delay shall be paid equally by Buyer and Seller. DocuSign Envelope ID: 507A82B1-98E7-430E-BCBA-B3816A644F80 Certificate Of Completion Envelope Id: 507A82B198E7430EBCBAB3816A644F80 Status: Completed Subject: DocuSign: [FY21] Flannery-Glendale Rd Contract for Signature from Wayne Feiden Source Envelope: Document Pages: 9 Signatures: 10 Envelope Originator: Certificate Pages: 6 Initials: 0 Wayne Feiden AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-05:00) Eastern Time (US & Canada) 210 Main Street Northampton, MA 01060 wfeiden@northamptonma.gov IP Address: 73.159.213.190 Record Tracking Status: Original 1/21/2021 4:25:11 PM Holder: Wayne Feiden wfeiden@northamptonma.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Northampton Location: DocuSign Status: Original 1/21/2021 4:32:38 PM Holder: City Signatures Processing cpo@northamptonma.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Northampton Location: DocuSign Signer Events Signature Timestamp Jim Flannery JimJFlan@gmail.com Security Level: Email, Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 24.60.116.38 Signed using mobile Sent: 1/21/2021 4:32:38 PM Viewed: 1/22/2021 6:47:08 AM Signed: 1/22/2021 6:49:54 AM Electronic Record and Signature Disclosure: Accepted: 1/22/2021 6:47:08 AM ID: 93f175e5-1422-47bc-bdba-3b9f41028d28 Company Name: City of Northampton Wayne Feiden wfeiden@northamptonma.gov Planning Director City Of Northampton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 73.159.213.190 Signed using mobile Sent: 1/22/2021 6:49:57 AM Viewed: 1/22/2021 7:12:48 AM Signed: 1/22/2021 7:13:05 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Joe Cook jcook@northamptonma.gov Chief Procurement Officer City of Northampton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 50.235.91.10 Sent: 1/22/2021 7:13:08 AM Viewed: 1/22/2021 8:21:42 AM Signed: 1/22/2021 8:31:40 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer Events Signature Timestamp Joyce Karpinski jkarpinski@northamptonma.gov City Auditor City of Northampton Signing Group: Auditor Group Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 50.235.91.10 Sent: 1/22/2021 8:31:43 AM Viewed: 1/22/2021 9:17:40 AM Signed: 1/22/2021 9:18:35 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Susan Wright swright@northamptonma.gov Finance Director City of Northampton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 50.235.91.10 Sent: 1/22/2021 9:18:38 AM Viewed: 1/22/2021 12:30:01 PM Signed: 1/22/2021 12:30:05 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign David Narkewicz dnarkewicz@northamptonma.gov Mayor Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 174.242.140.140 Signed using mobile Sent: 1/22/2021 12:30:09 PM Viewed: 1/22/2021 2:30:13 PM Signed: 1/22/2021 2:30:47 PM Electronic Record and Signature Disclosure: Accepted: 5/14/2020 9:46:46 AM ID: 8ee9b135-c0a9-41a1-92dd-6af7a42f9411 Company Name: City of Northampton Joe Cook jcook@northamptonma.gov Chief Procurement Officer City of Northampton Signing Group: CPO Group Security Level: Email, Account Authentication (None) Completed Using IP Address: 50.235.91.10 Sent: 1/22/2021 2:30:50 PM Viewed: 1/25/2021 10:53:20 AM Signed: 1/25/2021 1:02:28 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 1/21/2021 4:32:38 PM Certified Delivered Security Checked 1/25/2021 10:53:20 AM Signing Complete Security Checked 1/25/2021 1:02:28 PM Completed Security Checked 1/25/2021 1:02:28 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Northampton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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