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32C-276 (12) 4 r. ..; MAR 16 1982 i DEPT. ATTACHMENT A 1. Forthwith upon the transfer of title hereunder, the buyer shall undertake to improve and develop the premises in substantial and reasonable conformity to the proposal heretofore submitted, entitled "Proposal for Reuse of the Williams Street School," dated October 2, 1981, and herein incorporated by reference. 2. Upon execution of this Agreement, the buyer shall have the right to enter upon the premises at all reasonable times for the purpose of measuring, examining and otherwise evaluating the premises for the intended conversion. It is agreed and understood that they do so exclusively at their own risk and at their own expense. No actual reconstruction or restoration work shall begin so long as title stands in the name of the seller; provided, however, that the buyer shall have the right to make such repairs to the roof as shall be necessary to prevent further leakage. 3. The obligations of the seller to sell and the buyer to buy are contingent on the buyer obtaining financing for the renovation and conversion contemplated hereby in the amount of $175,000, at prevailing market rates, within 45 days here- after. If buyer is unable to obtain such financing, they shall give notice of that fact to the seller not later than the 45th day from the signing of this Agree- ment, whereupon all obligations hereunder shall cease and all monies returned. 4. Closing shall occur not later than 45 days after the execution of this Agreement. 5. The buyer covenants: a. That re-construction of the premises shall be commenced not more than 90 days from the transfer of title and completed within one year; b. The building shall not be demolished; c. No third floor shall be constructed, nor shall any significant addition be made to the building (decks and patios shall not be considered significant addi- tions); d. The existing character and appearance of the building shall be maintained and enhanced. 6. Title may be taken in the name of a nominee of the buyer hereunder or such other entity as shall be controlled by the buyer; provided, however, that the buyer shall remain liable for all the terms and conditions of this Agreement. 7. The buyer represents that it is and shall be the sole developer of the premises, and that conveyance of the premises except as specifically contemplated by the proposal incorporated by paragraph one herein shall constitute grounds for recission of this sale. Nothing herein, however, shall be construed as a condi- tional or contingent reverter or remainder or other such future interest; this agreement shall not be recorded. 8. Not later than 30 days following the sale of the last condominium unit in the premises as contemplated by the proposal incorporated herein, the buyer shall submit to the seller a final report stating that the development project is com- pleted and an accounting thereof, reflecting wwanditurss by the buyer in sub- stantial conformity to the said proposal. - ill the sum of �v by the SELLER in offices satisfactory to the BUYER, and, in case of a a sums recovered or recoverable on account of said insurance shall be paid over . e , on delivery of the deed, to the BUYER, unless the premises shall previously n restored to their former condition by the SELLER. rance Premiums, Water Rates, and Taxes, shall be apportioned as of the day of delivery I the deed,and RM 689160 OPM The deed is to be delivered and the consideration paid, if the purchaser so requires, at the Registry of Deeds in which the deed should by law be recorded,mix as per Attachment A 3 0 at 2:00 P. M. unless some other place and time should be mutually agreed upon. If the SELLER shall be unable to give title or to make conveyance as above stipulated, any pay- ments made under this agreement shall be refunded, and all other obligations of either party hereunto shall cease, but the acceptance of a deed and possession by the BUYER shall be deemed to be a full performance and discharge hereof& provided, however, that the obligation of the buyer to perform the specific covenants set forth in Attachment A shall survive such delivery. said , hereby agrees to ' i deed to be made as aforesaid, and to release and convey to the BUYE and other tights and interests in said premises. IT IS UNDER A BROKER'S COMMISSION OF per cent on th o be paid to The contracting parties agree that this contract contains all the terms and conditions of this sale. • It is mutually agreed that any oral representation made by either party prior to the signing of this agreement is null and void. ht wf2 tM0 u:tlsrtd. the said parties hereto, and to another instrument of like tenor, set their hands and seals on the day and year first above written. 8tpfwd "d s"W in protons of Ziij45 OF ON ..........................»..........».»..».......................... BY: DMITE....YOIt ............. ...»..............».................._.....»................................ -TO..CU 'I..�!1���?ASH.�...»_...........»............ . Extrujoiatt The time for the performance of the foregoing agreement is ezteaded until Witness our hands and seals this day of 18 ...........................................»............. ..».»............. i Said promisee are to be conveyed exnaemem as per Attachment A by a good and sufficient samooDC4x quitclaim deed of the SELLER, conveying a good and clear title to the same, free from all encumbrances, except: (a) Provisions of local zoning laws, if any; (b) Existing rights created by instruments of record In party or partition walls (if any) ; (c) Such taxes for the current year as are not due and payable on the date of the delivery of such deed, and any liens for municipal betterments assessed after the date of this agreement. Such deed shall contain a recitation that there has been full compliance with the provisions of M.G.L.A. , Chapter 44, WA. Taxes shall be apportioned at the time of sale in accordance with M.G.L./;- , Chapter 44, 163A. To enable the SELLER to make conveyance as herein provided, the SELLER, may, if the SELLER so desires,at the time of the delivery of the deed,use the purchase money or any portion thereof to clear the title of any or all encumbrances or interesta; all instruments so procured to be recorded simultan- eously with the delivery of said deed. and for such deed and conveyance the BUYER Is to pay the sum of -----FIVE THOUSAND (5,000)________ dollars of which --FIVE HUNDRED (500)--------------------------- --- --.dollars have been paid this day,----FOUR THOUSAND FIVE HUNDRED (4,500)--- dollars are to be paid in cash upon the delivery of said deed, tltsaBr�tii5�t�ystptk amic�eeonndxhax P For additional torso and conditions of this Agreement, reference may be had to Attachment A appended hereto and hereby made a part of this Agreement. Full possession of the said premises, free of all tenants Is to be delivered to the BUYER at the time of the delivery of the deed, the said premises to be then In the same condition in which they now are reasonable use and wear of the buildings thereon, Y excepted. REAL E1:TA 14 AGREEMENT a&& m,ide this 22nd day of Janiary A. D. 18 82 betweentheCity of Northampton, Massachusetts, by its Mayor, David Musante, of the first part, and The Gillen Partnership, a partnership formed and operated under the Laws of the Commonwealth of Massachusetts, having a usual place of business at 26 South Prospect Street, Amherst, Massachusetts, by its managing partner, William V. Gillen, of the second park The party of the first part hereinafter referred to as the SELLER hereby agrees to adj and the party of the second part hereinafter referred to as the BUYER agrees to pirt4w a certain estate situated in Northampton, Hampshire County, Massachusetts, and bounded and described as follows: The Williams Street School and grounds, shown as Parcel No. 276 on the Norton Assessor's Plan, plan 32C, containing appradmately 1.57 acres, and as shown on a plan entitled, City of Northampton, Williams Street School lot, Scale 1"=40� Cozen , August 28, 1959, Francis P. Ryan, City algineer," recorded in Hampshire h' Registry of Deeds, Book 58, Page 20. Included in this sale as a part of said premises are the usual Landlord's fixtures belonging to the SELLER and used in connection therewith including, if any, all furnaces, heaters, stoves, ranges, oil and gas burners and fixtures appurtenant thereto, hot water heaters, electric, gas refrigerators, air conditioning apparatus, mantels, electric and other lighting fixtures, venetian blinds and window shades, screens, screen doors, storm or other detached windows and doors, blinds, awnings, bathroom fixtures, acVXt fences, gates, M and hardy shrubs and other fixtures, in so far as the same sae or can by agreement of the partisrs be made a part Of the realty.