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Additions to Council, Tuesday January 31,2012 ADDITIONS TO COUNCIL, TUESDAY, JANUARY 31, 2012 REPORTS PD- 2012 -03 - Official Plan Amendment No. 94, Growth Plan Conformity 1. Correspondence from D.M. McFarlane, Doug Darbyson planning and staff comment. BUDGET 1. Copy of 2012 Operating Budget Power point presentation. BY -LAW Additional By -law 1. A by -law to authorize the execution of an Agreement of Purchase and Sale with V2 Niagara Inc., respecting the purchase of the Niagara Falls Memorial Arena lands, being Part 1 on Reference Plan 59R- 14369, containing approximately 3.33 acres. (1/30/2012) Dean lorfida - Re: Fwd: OPA 94 Page 1 From: John Barnsley To: Alex Herlovitch; Dean Iorfida CC: Ken Beaman Date: 1/30/2012 11:56 AM Subject: Re: Fwd: OPA 94 Dean. Alex and I have reviewed Doug's and the lawyer's letters regarding the requested deferral. Given Council's actions over the past 10 years or so on this property, we would not oppose a deferral of policies 8.8 to 8.8.3 as they relate to 6690 Montrose site specifically. jb. »> Dean Iorfida 1/30/2012 10:28 AM »> Further to my email on Friday, the lawyer representing Mr. Pingue has sent in the attached. Can Council deal with OPA 94 tomorrow night by separating out provisions related to Mr. Pingue's property? What is Planning's position on this? I'd like to get some information to Council today. Thanks Dean »> "Duncan Macfarlane" <dmacfarl ane @flettbeccario.com> 1/30/2012 10:21 AM »> Mr. Clerk: to supplement Doug Darbyson's e-mail to you of January 27, enclosed please find a further brief memo that I hope will help to flesh out the background of Mr. Pingue's lands, for which a deferral is sought. Many thanks, dmm Duncan M. Macfarlane, Q.C.. FLETT, BECCARIO, 190 Division Street, P. 0. Box 340, Welland, ON, L3B 5P9 CANADA Telephone (905) 732 -4481 Facsimile (905) 732 -2020 This e -mail is privileged and may contain confidential information intended only for the person named above. Any other distribution, copying or disclosure is strictly prohibited. If you receive this e-mail in error, please notify this firm immediately and return the e-mail transmission to us without making a record or copy thereof. For your info. They would like deferral of Policies 8.8.2 and 8.8.3. Comments? »> Doug Darbyson <doug@ dar ysonplanning.ca> 1/27/2012 12:09 PM »> Attention Fernando Pingue, OPA # 94 is going to Council Tuesday, Jan 31st at 6.30pm. Check the (1/30/2012) Dean Iorfida - Re: 6690 Montrose Rd / OPA # 94 Page 1 From: Doug Darbyson <doug @darbysonplanning.ca> To: <fpingue @bell.blackberry.net> CC: Dean Iorfida <diorfida @niagarafalls.ca> Date: 1/27/2012 12:10 PM Subject: Re: 6690 Montrose Rd / OPA # 94 Attention Fernando Pingue, OPA # 94 is going to Council Tuesday, Jan 31st at 6.30pm. Check the City's web site to look at the Jan 31st Council agenda and Planning report PD 2011 -03 .You will see the recommendation to adopt the amendment. Policies 8.8.2 and 8.8.3 of amendment # 94 will effectively commit your lands to an industrial designation and protect them from being converted into residential . I should draw your attention to the second recommendation of the staff report which is recommending that lands at Morrison and Dorchester be deferred from the policies of the amendment to allow certain outstanding issues to be resolved including the redevelopment of the Optimist Park lands. As discussed,you should ask City Council for the same deferral to be applied to your property located at 6690 Montrose Rd. This will enable you to conclude your current investigations of resurrecting your Southgate Estates plan of subdivision which was previously draft approved by City Council. Without this deferral your lands will be locked into an industrial and use designation and the policies identified herein which will entrench the use of your lands exclusively for industrial purposes. The amendment will prejudice the outcome of your current planning investigations. I have contacted the City Clerk on your behalf to advise that you would like to request a deferral . He advised that I should provide some briefing notes to him in advance of the Council meeting so that the Council may be informed of your request . It is not unusual to have an item deferred so I am forwarding this email to the City Clerk as per his request. I trust this email provides sufficient information as background to your request .You can elaborate on the details at the Council meeting. ie previous approvals , difficulty in finding a purchaser for industrial etc. Regards, Doug Darbyson - Planning Consultant Phone / Fax : 905.894.5552 www.darbysonplanning.ca1doug@darbysonplanning.ca On 27- Jan -12, at 10:19 AM, Fernando Pingue wrote: > Doug I'm in a meeting for the next hour what do we need to do not to > make that happen > Fernando > Sent via Blackberry > From: Doug Darbyson <doug @darbysonplanning.ca> To the Mayor and members of council: We are the solicitors for Fernando Pingue, a long time resident of Niagara Falls and the owner of lands located on the east side of Montrose Road, between McLeod Road and Lundy's Lane. Our client's property consists of just under 7 acres and is currently Prestige Industrial. That zoning was effected in about 2005 from Residential to accomodate a particular sale that in the event did not proceed. The only enquiries Mr. Pingue has had over the past several years with respect to the subject lands relate to Residental uses, and the lands opposite, and facing the subject are already Residential. Our client and his planner Darbyson Planning have had a chance to consider Draft OPA 94 (the "Amendment "), and the Report PD- 2012 -03 (the "Report") that will be before you January 31, 2012. It is our submission that, as is recommended by the Report for the Morrison /Dorchester Node, that that part of the Report dealing with "Employment Lands" and specifically Items 8.8 through 8.8.3, similarly be deferred in order that council may have an opportunity to fully consider the practicalities of the land use and hear fully from the planner on the issue. Mr. Darbyson cannot attend January 31, but Mr. Pingue and I shall be at the meeting. With many thanks for your consideration. D.M.Macfarlane Q.C. Flett, Beccario 190 Division Street, P.O. Box 340 Welland ON L3B 5P9 City of Niagara Falls 2012 Operating Budget January 31 2012 Budget Process to Da te -- c N Department Budget's prepared based on: • Maintaining Core Service Levels • Reviewing Expenditures from bottom up • Preliminary reductions in expenditures made • Include new expenditures on operational needs • Budget Binders 1 Proposed Review Process r a a • Discussion will focus on Operational Expenditures • Review by Expenditure Categories: Labour, Materials & Debt Services • Departmental Review — by Responsibility Centre • Grand and Third Party Agencies • Discuss Non -Tax Revenues • Discuss Tax Levy Impacts 2007 -2011 Budget Expenditures 100' 95 90 �� { � a Millions ; ' I 85 l 80 r 75 2007 2008 2009 2010 2011 2 2011 Expenses by Department Total Expense for 2011 $95.1 million .City Council. Committee. Board, & Services -559 million 9999. 6.2]% 1 ' OAtlminatrativa Services - 525.2 million 11.92 h rr •` f� �� 26.46 ° /. ■ Fue Sery ces and Building 5 rvlcea - 2261 • Municipal Works, Parks b Cemeteries - 5211 million O Transportation - 511.3 million 22 29% D Recreation & cukure - 59.3 million 21.29 % ■ Planing Services and Duisness Development - 51.9 millbn Budget Inclusions • Increased Operating Expenditures for Gale Centre • Increased Insurance & Risk Management Expenditures • Increased Debt Servicing Charges • Maintain Level of Capital Funding • Initial Cost of V.T.S (Visitor Transportation System) • Full Cost of I.M.T. (Inter - municipal Transportation System) 3 r.aa, g Bud et Exclusions • Increased Expenditure for Road Patching & Overlay • Implementation of New Transit Plan • Increases in Capital Funding • New Salary Positions Other Related Budget N -- Initiatives • 10 Year Capital Needs • Debt Management Strategy 4 Summary of All Responsibility Centre Expenses . $ Variance %° Variance 2012 2011 More (Less) More Responsibility Centre Expense Expense than 2011 (Less) than Budget Budget 2011 Budget Budget City Council, $6,047,962 $5,961,796 $86,166 1.45 Committees & Boards Administrative Services 24,958,693 25,177,968 (219,275) (0.87) Fire & Building Services 20,243,802 20,241,553 2,249 0.01 Municipal Works 17,751,624 16,537,103 1,214,521 7.34 Parks & Cemeteries 4,935,165 4,657,635 277,530 5.96 Transportation 13,466,958 11,335,847 2,131,111 18.80 Recreation & Culture 10,312,273 9,297,383 1,014,890 10.92 Planning & Business 1,970,119 1,887,857 82,262 4.36 Development Total $99,686,596 $95,097,142 $4,589,454 4.83 Review By Expenditure Codes Ni • Ten (10) Expenditure Classifications • Controllable vs. Fixed • Review Each Classification 5 Year Over Year Comparison Expenditures 2012 2011 $ Variance %Variance Salaries & Wages 40,496,920 38,348,433 2,148,487 5.60 Employee Benefits 9,874,250 9,024,919 849,331 9.41 Long Term Debt Interest 2,945,585 3,001,005 (55,420) (1.85) Charges Long Term Debt Principal 4,403,849 3,879,601 524,248 13.51 Payments Materials & Services 15,323,356 13,618,447 1,704,909 12.52 Contract Services 16,414,789 15,848,735 566,054 3.57 Rents & Financials 631,354 625,300 6,054 0.97 Transfers to Boards, Agencies 154,726 472,424 (317,698) (67.25) & Commissions Transfers to Capital, 6,463,973 6,671,278 (207,305) (3.11) Reserves, Reserve Funds Internal Transfers 2,976,604 3,607,000 (630,396) (17.48) Total 99,685,406 95,097,142 4,588,264 4.82 General Materials Nlag Department 2012 Budget 2011 Budget Increase/ (Decrease) Council, Committee, 200,270 121,560 78,710 Boards & Services Administrative Services 2,547,328 2,657,429 (110,101) Fire & Building Services 705,405 734,105 (28,700) Municipal Works 2,342,906 2,224,736 118,170 Parks & Cemeteries 347,100 355,755 (8,655) Transportation 3,378,350 2,515,221 863,129 Recreation & Culture 688,919 870,583 (181,664) Planning & Business 108,050 72,050 36,000 Development Total $10,318,628 $9,551,439 766,889 6 Professional Development, Conferee:. Memberships & SubscriptionS Nation is F y . Department 2012 Budget 2011 Budget I ncraasat (Decrease) Council, Committee, 21,850 8,650 13,200 Boards & Services Administrative Services 165,295 175,650 (10,355) Fire & Building Services 76,475 62,525 13,950 Municipal Works 68,611 57,588 11,023 Parks & Cemeteries 10,950 7,450 3,500 Transportation 45,790 41,270 4,520 Recreation & Culture 31,630 21,200 10,430 Planning & Business 22,288 21,170 1,118 Development Total $442,889 $395,503 $47,386 Utilities - - a N Department 2012 Budget 2011 Budget Increase/ (Decrease) Council, Committee, _ _ _ Boards & Services Administrative Services - - - Fire & Building Services 434,381 421,715 12,666 Municipal Works 573,030 572,515 515 Parks & Cemeteries 200,665 143,111 57,554 Transportation 127,000 127,500 (500) Recreation & Culture 1,456,261 981,584 474,677 Planning & Business _ _ Development Total $2,791,337 $2,246,425 $544,912 7 Insurance magar a Department 2012 Budget 2011 Budget Increase/ (Decrease) Council, Committee, 2,122 4,618 (2,496) Boards & Services Administrative Services 161,698 143,633 18,065 Fire & Building Services 80,361 119,025 (38,664) Municipal Works 646,941 531,740 115,201 Parks & Cemeteries 3,601 7,815 (4,214) Transportation 438,433 266,751 171,682 Recreation & Culture 218,983 172,298 46,685 Planning & Business _ _ _ Development Total $1,552,139 $1,245,880 $306,259 Advertising NiagaraFalls Department 2012 Budget 2011 Budget Increase/ (Decrease) Council, Committee, 10,600 11,100 (500) Boards & Services Administrative Services 27,000 30,500 (3,500) Fire & Building Services - - - Municipal Works 10,000 2,600 7,400 Parks & Cemeteries 2,000 2,000 - Transportation 87,000 55,500 31,500 Recreation & Culture 56,953 51,000 5,953 Planning & Business 26,500 26,500 - Development Total $220,053 $179,200 $40,853 8 Contract Services i ag , Department 2012 Budget 2011 Budget I cte% (Decrease) Council, Committee, 4,950,615 4,890,865 59,750 Boards & Services Administrative Services 7,481,717 7,652,934 (171,217) Fire & Building Services 158,096 133,050 25,046 Municipal Works 1,522,633 1,412,198 110,435 Parks & Cemeteries 280,440 283,440 (3,000) Transportation 1,551,108 1,525,245 25,863 Recreation & Culture 443,680 216,903 226,777 Planning & Business 26,500 32,500 (6,000) Development Total $16,414,789 $16,147,135 $267,654 Rents & Financials Department 2012 Budget 2011 Budget Increase! (Decrease) Council, Committee, 9,000 9,000 - Boards & Services Administrative Services 409,400 411,100 (1,700) Fire & Building Services 102,590 101,500 1,090 Municipal Works 12,500 12,500 - Parks & Cemeteries 26,550 23,700 2,850 Transportation 22,750 22,500 250 Recreation & Culture 18,564 15,000 3,564 Planning & Business 30,000 30,000 - Development Total $631,354 $625,300 $6,054 9 Fees for Service yy- Group Department 2012 Request Amount Boys & Girls Club Recreation & Culture $192,800 $192,800 Niagara Falls Summer Swim Lessons Recreation & Culture 13,000 12,825 Animal Control Services (NFHS) Clerks 452,542 452,542 Niagara District Airport Commission Finance 94,588 89,291 Stamford VFF Assoc. (Firemen's Park) Parks 14,440 14,440 Chippawa Lions Park Parks 35,000 33,000 Optimist Park Parks 28,500 28,500 Niagara Falls Tourism Bus. Dev. 360,000 360,000 NF Illumination Board Finance 38,550 38,550 Winter Festival of Lights Bus. Dev. 342,000 342,000 St. John Ambulance Water Patrol Fire 32,900 32,900 NF Horticultural Society Recreation & Culture 0 648 Niagara Falls Concert Band Recreation & Culture 4,500 3,600 Project Share Finance 298,400 298,400 Niagara Falls Art Gallery Recreation & Culture 27,000 27,000 Total $1,934,220 $1,926,496 Next Steps NIa February 14th: • Grant Organizations • Continuation of Expenditure Review February 28th: • Review of Non -Tax Revenues & Impacts on Levy • Potential Budget Approval • Introduction of Utilities Budget March 27th: • Potential Utility Budget Approval • Debt Management Plan & 10 Year Capital Needs Discussions 10 ,,,,,4 Questions? 11 CITY OF NIAGARA FALLS By -law No. 2012 - A by -law to authorize the execution of an Agreement of Purchase and Sale with V2 Niagara Inc., respecting the purchase of the Niagara Falls Memorial Arena lands, being Part 1 on Reference Plan 59R- 14369, containing approximately 3.33 acres. THE COUNCIL OF THE CORPORATION OF THE CITY OF NIAGARA FALLS ENACTS AS FOLLOWS: 1. An Agreement of Purchase and Sale dated January 12, 2012, and made between V2 Niagara Inc. as Buyer and The Corporation of the City of Niagara Falls as Seller for the property municipally known as the Niagara Falls Memorial Arena, described as Part 1 on Reference Plan 59R - 14369, containing approximately 3.33 acres, subject to such terms and conditions as set out in the Agreement of Purchase and Sale attached hereto, is hereby approved and authorized. 2. The Mayor and Clerk are hereby authorized to execute the Agreement of Purchase and Sale and all other documents that may be required for the purpose of carrying out the intent of this by -law. 3. The Clerk is hereby authorized to affix the corporate seal thereto and to deliver such documents. Passed this thirty -first day of January, 2012. DEAN IORFIDA, CITY CLERK JAMES M. DIODATI, MAYOR First Reading: January 31, 2012. Second Reading: January 31, 2012. Third Reading: January 31, 2012. oREA ittnn ate Agreement of Purchase and Sale Form Association Commercial for use in the Province of Ontario This Agreement of Purchase and Sale dated this 12 day of January 20 12 BUYER, V 2 NIAGARA INC. , agrees to purchase from (Full legal names of all Buyers) SELLER, THE CORPORATION OF THE CITY OF NIAGARA FALLS , the following (Full legal names of all Sellers) REAL PROPERTY: Address 5145 CENTRE ST fronting on the east side of CENTRE ST in the City of Niagara Falls Region of Niagara and having a frontage of 88.33 ft more or Tess by a depth of 410.00 ft more or Tess and legally described as Lots 57 to 62 incl; Lots 920 to 930 incl; Lots 943 to 952 incl ;and part of Lorne St, closed by By -law BL81, all of wich is more particularly described as Part 1 on Plan 59R -14369 (the "property "). (Legal description of land including easements not described elsewhere) PURCHASE PRICE: Dollars (CDN$) 1,0403000.00 One Million Forty Thousand Dollars DEPOSIT: Buyer submits Upon Acceptance (Herewith /Upon Acceptance /as otherwise described in this Agreement) Ten Thousand Dollars (CDN$) 10,000.00 by negotiable cheque payable to The Corporation of the City of Niagara Falls, In Trust "Deposit Holder" to be held in trust pending completion or other termination of this Agreement and to be credited toward the Purchase Price on completion. For the purposes of this Agreement, "Upon Acceptance" shall mean that the Buyer is required to deliver the deposit to the Deposit Holder within 24 hours of the acceptance of this Agreement. The parties to this Agreement hereby acknowledge that, unless otherwise provided for in this Agreement, the Deposit Holder shall place the deposit in trust in the Deposit Holder's non - interest bearing Real Estate Trust Account and no interest shall be earned, received or paid on the deposit. Buyer agrees to pay the balance as more particularly set out in Schedule A attached. SCHEDULE(S) A.2.P.apes attached hereto form(s) part of this Agreement. 1. IRREVOCABILITY: This Offer shall be irrevocable by Buyer until 8 :00 p.m. on (Seller /Buyer) the 1 day of February 20 12 , after which time, if not accepted, this Offer shall be null and void and the deposit shall be returned to the Buyer in full without interest. 2. COMPLETION DATE: This Agreement shall be completed by no later than 6:00 p.m. on the 30 day of March , 20 12 Upon completion, vacant possession of the property shall be given to the Buyer unless otherwise provided for in this Agreement. 3. NOTICES: The Seller hereby a... ints the Listing Brokerage as agent for the Seller for the purpose of giving and receiving notices pursuant to this Agreement. Where a Br. - rage (Buyer's Brokerage) has entered into a representation agreement with the Buyer, the Buyer hereby Brokerage both the Set and Buyer's ayeag i pe� of Aple representation), g Wolin pursuant to this Agreement. Where a Br r s the (m m the rage sF�l not be entitled ed or be agent for either the Buyer or the Seller for the purpose of giving and receiving notices. Any notice relating hereto or provided for herein shall be in writing. In addition to any provision contained herein and in any Schedule hereto, this offer, any counteroffer, notice of acceptance thereof or any notice to be given or received pursuant to this Agreement or any Schedule hereto shall be deemed given and received when delivered personally or hand delivered to the Address for Service provided in the Acknowledgement below, or where a facsimile number is provided herein, when transmitted electronically to that facsimile number. FAX No. (For delivery of notices to Seller) FAX No 905 -688 -3178 (For delivery of notices to Buyer) --- INITIALS OF BUYER(S): (� I OF SELLER(S): CD 0 N ® 201 1, Ontario Real Estate Aswialion I"OREA1. M rights. reserved. This form was developed by OREA for 4se use and reproduction of if members and licensees .„ only. Any other use or reproduction is prohibited except with prior written consent of OREA. Do not alter when pints g or reproducing the standard pe portion. Form SOO Revised 2011 Page 1 of 6 WEBForms" Dec/2010 4. CHATTELS INCLUDED: None Unless otherwise stated in this Agreement or any Schedule hereto, Seller agrees to convey all fixtures and chattels included in the Purchase Price free from all liens, encumbrances or claims affecting the said fixtures and chattels. 5. FIXTURES EXCLUDED: None 6. RENTAL ITEMS: The following equipment is rented and not included in the Purchase Price. The Buyer agrees to assume the rental contract(s), if assumable: None 7. HST: If the sale of the properly (Real Property as described above) is subject to Harmonized Sales Tax (HST), then such tax shall be in addition to the Purchase Price. The Seller will not collect HST if the Buyer provides to the Seller a warranty that the Buyer is registered under the Excise Tax Act ( "ETA "), together with a copy of the Buyer's ETA registration, a warranty that the Buyer shall selfassess and remit the HST payable and file the prescribed form and shall indemnify the Seller in respect of any HST payable. The foregoing warranties shall not merge but shall survive the completion of the transaction. If the sale of the property is not subject to HST Seller agrees to certify on or before closing, that the transaction is not subject to HST. Any HST on chattels, If applicable, is not included in the purchase price. 8. TITLE SEARCH: Buyer shall be allowed until 6:00 p.m. on the 20 day of March 2012 l Requisition Dote) to examine the title to the property at his own expense and until the earlier of: (i) thirty days from the ater of the Requisition Date or the date on which the conditions in this Agreement are fulfilled or otherwise waived or; (ii, five days prior to completion, to satisfy himself that there are no outstanding work orders or deficiency notices affecting the property, that its present use ( See Seller warranty in Schedule "A re zoning and use may be lawfully continued and that the principal building may be insured against risk of fire. Seller hereby consents to the municipality or other governmental agencies releasing to Buyer details of all outstanding work orders and deficiency notices affecting the property, and Seller agrees to execute and deliver such further authorizations in this regard as Buyer may reasonably require. 9. • 10. TITLE: Provided that the title to the property is good and free from all registered restrictions, charges, liens, and encumbrances except as otherwise specifically provided in this Agreement and save and except for (a) any registered restrictions or covenants that run with the land providing that such are complied with; (b) any registered municipal agreements and registered agreements with publicly regulated utilities providing such have been complied with, or security has been posted to ensure compliance and completion, as evidenced by a letter from the relevant municipality or regulated utility; (c) any minor easements for the supply of domestic utility or telephone services to the property or adjacent properties; and (d) any easements for drainage, storm or sanitary sewers, public utility lines, telephone lines, cable television lines or other services which do not materially affect the use of the property. If within the specified times referred to in paragraph 8 any valid objection to title or to any outstonding work order or deficiency notice, or to the fact the said present use may not lawfully be continued, or that the principal building may not be insured against risk of fire is made in writing to Seller and which Seller is unable or unwilling to remove, remedy or satisfy or obtain insurance save and except against risk of fire (Title Insurance) in favour of the Buyer and any mortgagee, (with all related costs at the expense of the Seller), and which Buyer will not waive, this Agreement notwithstanding any intermediate acts or negotiations in respect of such objections, shall be at an end and all monies paid shall be returned without interest or deduction and Seller, Listing Brokerage and Co-operating Brokerage shall not be liable for any costs or damages. Save as to any valid objection so made by such day and except for any objection going to the root of the title, Buyer shall be conclusively deemed to have accepted Seller's title to the property. 1 1. CLOSING ARRANGEMENTS: Where each of the Seller and Buyer retain a lawyer to complete the Agreement of Purchase and Sale of the property, and where the transaction will be completed by electronic registration pursuant to Part III of the Land Registration Reform Act, R.S.O. 1990, Chapter L4 and the Electronic Registration Act, S.O. 1991, Chapter 44, and any amendments thereto, the Seller and Buyer acknowledge and agree that the exchange of closing funds, non - registrable documents and other items (the "Requisite Deliveries ") and the release thereof to the Seller and Buyer will (a) not occur at the same time as the registration of the transfer /deed (and any other documents intended to be registerecl in connection with the completion of this transaction) and (b) be subject to conditions whereby the lawyer(s) receiving any of the Requisite Deliveries will be required to hold some in trust and not release some except in accordance with the terms of a document registration agreement between the said lawyers. The Seller and Buyer irrevocably instruct the said lawyers to be bound by the document registration agreement which is recommended from time to time by the Law Society of Upper Canada. Unless otherwise agreed to by the lawyers, such exchange of the Requisite Deliveries will occur in the applicable Land Titles Office or such other location agreeable to both lawyers. 12. DOCUMENTS AND DISCHARGE: Buyer shall not call for the production of any title deed, abstract, survey or other evidence of title to the property except such as are in the possession or control of Seller. If requested by Buyer, Seller will deliver any sketch or survey of the property within Seller's control to Buyer as soon as possible and prior to the Requisition Date. If a discharge of any Charge /Mortgage held by a cor.oration incorporated pursuant to the Trust And Loan INITIALS OF BUYER(S): 411110 INITIALS OF SELLER(S): 11.1 ® 2011, Ontono Real Esioie Asuxiation ("OREA "j All ughts reserved. This fan was developed by OREA for the use and reproduction of its members and kensees only Any other use or reproducnn is pmhbrted except %nth prior wriHen consent of OREA. Do not after when prirA g or reproducing Ise standard preset portion. Form 500 Revised 2011 Page 2 of 6 WEBForms" Dec/2010 Companies Act (Canada), Chartered Bank, Trust Company, Credit Union, Caisse Populaire or Insurance Company and which is not to be assumed by Buyer on completion, is not available in registrable form on completion, Buyer agrees to accept Seller's lawyer's personal undertaking to obtain, out of the closing funds, a discharge in registrable form and to register same, or cause same to be registered, on title within a reasonable period of time after completion, provided that on or before completion Seller shall provide to Buyer a mortgage statement prepared by the mortgagee setting out the balance required to obtain the discharge, and, where o real -time electronic cleared funds transfer system is not being used, a direction executed by Seller directing payment to the mortgagee of the amount required to obtain the discharge out of the balance due on completion. 13. INSPECTION: Buyer acknowledges having had the opportunity to inspect the property and understands that upon acceptance of this Offer there shall be a binding agreement of purchase and sale between Buyer and Seller. 14. INSURANCE: All buildings on the property and all other things being purchased shall be and remain until completion at the risk of Seller. Pending completion, Seller shall hold all insurance policies, if any, and the proceeds thereof in trust for the parties as their interests may appear and in the event of substantial damage, Buyer may either terminate this Agreement and have all monies paid returned without interest or deduction or else take the proceeds of any insurance and complete the purchase. No insurance shall be transferred on completion. If Seller is taking back a Charge /Mortgage, or Buyer is assuming a Charge /Mortgage, Buyer shall supply Seller with reasonable evidence of adequate insurance to protect Seller's or other mortgagee's interest on completion. 15. PLANNING ACT: This Agreement shall be effective to create an interest in the property only if Seller complies with the subdivision control provisions of the Planning Act by completion and Seller covenants to proceed diligently at his expense to obtain any necessary consent by completion. 16. DOCUMENT PREPARATION: The Transfer /Deed shall, save for the Land Transfer Tax Affidavit, be prepared in registrable form at the expense of Seller, and any Charge /Mortgage to be given back by the Buyer to Seller at the expense of the Buyer. If requested by Buyer, Seller covenants that the Transfer /Deed to be delivered on completion shall contain the statements contemplated by Section 50(22) of the Planning Act, R.S.O.1990. 17. RESIDENCY: Buyer shall be credited towards the Purchase Price with the amount, if any, necessary for Buyer to pay to the Minister of National Revenue to satisfy Buyer's liability in respect of tax payable by Seller under the non - residency provisions of the Income Tax Act by reason of this sale. Buyer shall not claim such credit if Seller delivers on completion the prescribed certificate or a statutory declaration that Seller is not then a non - resident of Canada. 18. ADJUSTMENTS: Any rents, mortgage interest, realty taxes including local improvement rates and unmetered public or private utility charges and unmetered cost of fuel, as applicable, shall be apportioned and allowed to the day of completion, the day of completion itself to be apportioned to Buyer. 19. TIME LIMITS: Time shall in all respects be of the essence hereof provided that the time for doing or completing of any matter provided for herein may be extended or abridged by an agreement in writing signed by Seller and Buyer or by their respective lawyers who may be specifically authorized in that regard. 20. PROPERTY ASSESSMENT: The Buyer and Seller hereby acknowledge that the Province of Ontario has implemented current value assessment and properties may be reassessed on an annual basis. The Buyer and Seller agree that no claim will be made against the Buyer or Seller, or any Brokerage, Broker or Salesperson, for any changes in property tax as a result of a re-assessment of the property, save and except any property taxes that accrued prior to the completion of this transaction. 21. TENDER: Any tender of documents or money hereunder may be made upon Seller or Buyer or their respective lawyers on the day set for completion. Money may be tendered by bank draft or cheque certified by a Chartered Bank, Trust Company, Province of Ontario Savings Office, Credit Union or Caisse Populaire. 22. FAMILY LAW ACT: Seller warrants that spousal consent is not necessary to this transaction under the provisions of the Family Law Act, R.S.O.1990 unless Seller's spouse has executed the consent hereinafter provided. 23. UFFI: Seller represents and warrants to Buyer that during the time Seller has owned the property, Seller has not caused any building on the property to be insulated with insulation containing ureaformaldehyde, and that to the best of Seller's knowledge no building on the property contains or has ever contained insulation that contains ureaformaldehyde. This warranty shall survive and not merge on the completion of this transaction, and if the building is part of a multiple unit building, this warranty shall only apply to that part of the building which is the subject of this transaction. 24. LEGAL, ACCOUNTING AND ENVIRONMENTAL ADVICE: The parties acknowledge that any information provided by the brokerage is not legal, tax or environmental advice, and that it has been recommended that the parties obtain independent professional advice prior to signing this document. 25. CONSUMER REPORTS: The Buyer is hereby notified that a consumer report containing credit and /or personal information may be referred to in connection with this transaction. 26. AGREEMENT IN WRITING: If there is conflict or discrepancy between any provision added to this Agreement ( incuding any Schedule attached hereto) and any provision in the standard pre -set portion hereof, the added provision shall supersede the standard pre -set provision to the extent of such conflict or discrepancy. This Agreement including any Schedule attached hereto, shall constitute the entire Agreement between Buyer and Seller. There is no representation, warranty, collateral agreement or condition, which affects this Agreement other than as expressed herein. For the purposes of this Agreement, Seller means vendor and Buyer means purchaser. This Agreement shall be read with all changes of gender or number required by the context. 27. TIME AND DATE: Any reference to a time and date in this Agreement shall mean the time and date where the property is located. INITIALS OF BUYER(S): (/ 2 INITIALS OF SELLER(S): 2011, Ontario Real Ham Associafion l"OREA1. All rights reserved. This form was developed by OREA for the use and reproduction of its members and licensees only. Any other use or reproduction is prohibited except with prior written consent of OREA. Do not ober when pnrang or reproducing the standard preset portion Form 500 Revised 201 1 Page 3 of 6 WEBFormsTM Dec/2010 28. SUCCESSORS AND ASSIGNS: The heirs, executors, administrators, successors and assigns of the undersigned are bound by the terms herein. SIGNED, SEALED AND DELIVERED in t e presence of: IN WITNESS jbereof I hove hereunto set my hand and seal: 41/4e7f Valeriy Revura, President, V2 Niagara Inc • DATE 7e ‘ ' Z co (Witness) (Buyer /Authorized Signing Officer) (mil) j I have the authority to bind the corpotation • DATE (Witness) ( Buyer /Authorized Signing Officer) after the signature 1se0 I, the Undersigned Seller, agree to the above Offer. 1 hereby irrevocably instruct my lawyer to pay directly to the brokerage(s) with whom I have agreed to pay commission, the unpaid balance of the commission together with applicable Harmonized Sales Tax (and any other taxes as may hereafter be applicable}, from the proceeds of the sale prior to any payment to the undersigned on completion, as advised by the brokerage(s) to my lawyer. SIGNED, SEALED AND DELIVERED in the presence of: IN WITNESS whereof I have hereunto set my hand and seal: James Diodati, Mayor • DATE (Witness) (Seller /Authorized Signing Officer) (Seal) Dean Iorfida, City Clerk • DATE (Witness) (Seller /Authorized Signing Officer) (Seal) SPOUSAL CONSENT: The Undersigned Spouse of the Seller hereby consents to the disposition evidenced herein pursuant to the provisions of the Family Low Act, R.S.O.1990, and hereby agrees with the Buyer that he /she will execute all necessary or incidental documents to give full force and effect to the sale evidenced herein. • DATE (Witness) (Spouse) (Seal) CONFIRMATION OF ACCEPTANCE: Notwithstanding anything contained herein to the contrary, I confirm this Agreement with all changes both typed and written was finally accepted by all parties at a.m. /p.m. this day of , 20 (Signature of Seller or Buyer) INFORMATION ON BROKERAGE(S) Listing Brokerage The Corporation Of The City Of Niagara Falls TeLNo. Co-op/Buyer Brokerage ROYAL LEPAGE NIAGARA R.E. CENTRE - 2129 Tel.No. (905)688 -4561 33 MAYWOOD AVE ST. CATHARINES ACKNOWLEDGEMENT I acknowledge receipt of my signed copy of this accepted Agreement of Purchase I acknowledge receipt of my signed copy of this accepted Agreement of Purchase and Sale and I authorize the Brokerage to forward a copy to my lawyer. and Sale and f authorize the Brokerage to forward a copy to my lawyer. DATE DATE (Seller) (Buyer) DATE DATE (Seller) (Buyer) Address for Service Address for Service TeI.No. Tel.No. Seller's Lawyer Buyer's Lawyer Address Address Tel.No. FAX No. Tel No. FAX No FOR OFFICE USE ONLY COMMISSION TRUST AGREEMENT To Cooperating Brokerage shown on the foregoing Agreement of Purchase and Sole: ROYAL LEPAGE NIAGARA R.E. CENTRE - 2129 In consideration for the Cooperating Brokerage procuring the foregoing Agreement of Purchase and Solo, I hereby declare that oll moneys received or receivable by me in connection with the Transaction as contemplated in the MIS® Rules and Regulations of my Real Estate Board shall be receivable and held in trust. This agreement shall constitute o Commission Gust Agreement os defined in the MIS® Rules and shall be subject to and governed by the MLS® Rules pertaining to Commission Trust. DATED as of the dote and time of the acceptance of the foregoing Agreement of Purchase and Sole. Acknowledged by: (Authorized to bind the Listing Brokerage) (Authorized to bind the Cooperating Brokerage) p p N © 2011, Ontario Real Estate Association ("OREA"). N m I rights reserved. This ha was developed by OREA for the use and reproduction of its members and licensees 1.J.� only Any other use ar reproduction is prohibited except with prior written consent of OREA. Do not aker when printing Of reprodmirg the standard preset portion. Form 500 Revised 2011 Page 4 of 6 WEBForms" Dec/2010 oREA pnlario state Schedule A Form 500 Real E Associali°" Agreement of Purchase and Sale - Commercial for use in the Province of Ontario This Schedule is attached to and forms part of the Agreement of Purchase and Sale between: BUYER, V 2 NIAGARA INC. , and SELLER, THE CORPORATION OF THE CITY OF NIAGARA FALLS for the purchase and sale of 5145 CENTRE ST Region of Niagara dated the 12 day of January 20 12 Buyer agrees to pay the balance as follows: 1. Deposit. Upon the acceptance of this agreement by the Seller, the Buyer will pay to the Seller, in Trust, by certified cheque or bank draft, the sum of Ten Thousand Dollars $10,000.00 (the "Deposit ") as a deposit to be dealt with in accordance with the following provisions; (a) if the purchase and sale of the property is completed on the Closing Date, the Deposit will be released from trust and applied toward payment of the Purchase Price; (b) if the purchase and sale of the property is not completed, other than by the default of the Seller, then the Deposit will be released from trust and forfeited and paid to the Seller in full satisfaction of all damages, losses, costs and expenses incurred by the Seller, and the Seller acknowledges that it will not have any other remedy or claim against the Buyer as a result of the sale of the subject property not being completed. 2. Balance Due on Closing. The Buyer agrees to pay the balance of the purchase price, subject to adjustments, by bank draft or certified cheque, to the Seller on the completion of this transaction. 3. Conditions: Notwithstanding anything herein contained, the obligations of the Buyer to complete the transactions provided for herein will be subject to the fulfilment of the following conditions by the date stated therein or at or prior to the Closing Date if no specific date is referred to, and the Seller covenants to use its best efforts to ensure that such conditions as are within its control are fulfilled. (a) Financing. On or before March 12th, 2012, the Buyer arranging financing satisfactory to it in its sole and unfettered discretion; (b) Due Diligence. On or before March 12th, 2012, the Buyer after carrying out such investigations of the property and assets of the, is satisfied, in its sole and unfettered discretion, in all respects with regard to the properties, assets, affairs, and liabilities of the Seller regarding the subject property and being satisfied, in its sole and unfettered discretion that the property is suitable for the Buyer's intended use (a museum and other uses permitted under the TC — Tourist Commercial zoning designation); (i) During this Due Diligence period, the Seller will provide access to and will permit the Buyer, through its representatives, to make such investigations of the property, assets, liabilities and the Seller in that regard, as the Buyer may deem necessary or advisable. Such permission does not extend to any alteration of the lands, servicing work, removal of trees, soil, or any other activity which would alter the current state of the property; (ii) within 15 days of acceptance, the Seller will provide to the Buyer all building plans, surveys, engineering or other professional reports that concern the subject property or its condition; This form must be initialed by all parties to the Agreement of Purchase and Sale. INITIALS OF BUYER(S): INITIALS OF SELLER(S): \ '� ® 2011, Ontario Real Estate Association rOREAl. All rights reserved. This form was developed by OREA for the use and reproduction of its members and licensees only. Any other use or reproduction is prohibited except with prior written consent of OREA. Do not alter when printing or reproducing the standard preset portion. Form 500 Revised 201 1 Page 5 of 6 WEBFormsn' Dec/2010 !A Ontari Real Eso tate Schedule A Form 500 cciafi °^ Agreement of Purchase and Sale - Commercial for use in the Province of Ontario ssa This Schedule is attached to and forms part of the Agreement of Purchase and Sale between: BUYER, V 2 NIAGARA INC. , and SELLER, THE CORPORATION OF THE CITY OF NIAGARA FALLS for the purchase and sale of 5145 CENTRE ST Region of Niagara dated the 12 day of January 20 12 (c) Environmental Condition of the Property. On or before March 12th, 2012, the Buyer determining at the Buyer's own expense, that: all environmental laws and regulations have been complied with, no hazardous conditions or substances exist on the land or in the subject buildings, no limitations or restrictions affecting the continued use of the property exist, other than those specifically provided for herein, no pending litigation respecting Environmental matters, no outstanding Ministry of Environment Orders, investigation, charges or prosecutions respecting Environmental matters exist, there has been no prior use as a waste disposal site, and all applicable licenses are in force. The Seller agrees to provide to the Buyer upon request, all documents, records, and reports relating to environmental matters in possession of the Seller and access to the property for such environmental testing as the Buyer deems necessary in its sole discretion. The Seller further authorizes the Ministry of the Environment or such other government agency that has jurisdiction over the lands and premises, to release to the Buyer, the Buyer's Representative or Solicitor, any and all information that may be on record in the Ministry office with respect to the said property; (d) Zoning. The Seller warrants that the lands are zoned Tourist Commercial under City of Niagara Falls by -law 79 -200 and that the Buyer's intended "museum" use is a "permitted use" under that by -law. Unless the Buyer gives notice in writing delivered to the Seller personally or in accordance with any other provisions for the delivery of notice in this Agreement of Purchase and Sale or any Schedule thereto not later than 5:00 p.m. on the days set out in the preceding conditions, that the preceding conditions have each been fulfilled, this Offer shall become null and void . The preceding conditions are included for the benefit of the Buyer and may be waived at the Buyer's sole option by notice in writing to the Seller as aforesaid within the time period stated. 4. Commission. Upon successful completion of the sale contemplated herein, the Seller agrees to pay Royal LePage, Niagara Real Estate Centre, Inc. a commission of 3% of the sale price plus HST tax in accordance with the signed Seller Customer Service Agreement. This form must be initialed by all parties to the Agreement of Purchase and Sale. rn INITIALS OF BUYER(S): {�' �� INITIALS OF SELLER(S): (1=1) ' '+ © 2011, Ontario Real Estate Association rOREA1. All rights reserved. This form was developed by OREA for the use and reprodidion of its members and licensees iirii 1 .. 1 .E only. Any other use a reproduction is prohibited except with prior written consent of OREA. Do not aher when printing or reproducing the standard preset portion Form 500 Revised 2011 Page 6 of 6 WE8Formsn' Dec/2010