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HomeMy WebLinkAboutCOMMERCIAL EXCLUSIVE SELLER LISTING AGREEMENT SHERMAM & HEMTREET INC AS BROKER AND BLANCHARD AND CALHOUN COMMERCIAL CORP BROKERCOMMERCIAL EXCLUSIVE SELLER LISTING AGREEMENT For and in consideration of the mutual promises contained herein and other good and valuable consideration, Augusta, Georgia, a political subdivision of the State of Georgia as seller (hereinafter referred to as "Seller "), and Sherman & Hemstreet, Inc. as broker and its licensees and Blanchard and Calhoun Commercial Corporation as broker and its licensees (hereinafter collectively referred to as "Broker") do hereby enter into this Agreement, this day of , 2012 . 1. Exclusive Listing Agreement. Seller hereby grants to Broker the exclusive right and privilege as the Agent of the Seller to show and offer for sale (sale being defined as including the auctioning of property either by sealed bid or live auction) the properties described in Exhibit A attached hereto and lying and being in Richmond County, Georgia, or in other Georgia counties, together with all fixtures, landscaping, improvements, and appurtenances, all being hereinafter collectively referred to as the "Properties ". The term of this Agreement shall begin on June 1 , 2012 and shall continue through May 31 , 2013 , (hereinafter referred to as "Listing Period "). 2. Broker's Duties to Seller. Broker's duties to Seller shall include: (a) use Broker's best efforts to coordinate and conduct an auction of the properties (either via sealed bid or live auction); (b) procure one or more buyers ready, willing, and able to purchase the Properties at the reserve price established by the Seller (including commission) or any other price acceptable to Seller (including commission); (c) assist to the extent requested by Seller, in negotiating the terms of and filling out a preprinted real estate purchase and sale agreement; (d) performing such other duties as agreed to by Broker and Seller; and (e) comply with all applicable laws in performing its duties hereunder including the Brokerage Relationships in Real Estate Transaction Act, O.C.G.A. § 10 -6A -1 et. seq. and all statutes relative to the sale of public properties. 3. Seller's Duties. Seller represents that Seller: (a) presently has title to the Property or has full authority to enter into this Agreement; (b) will cooperate with Broker to sell the Property to prospective buyers; (c) will make the Property available for showing at reasonable times (upon advance notice if the property is occupied) as requested by Broker; and (d) will provide Broker, to the best of Seller's information, knowledge and belief, with accurate information regarding the Property (including information concerning all adverse material facts pertaining to the physical condition of the Property). 4. Marketing A. Advertisements: Broker may, at its own cost and expense, advertise the Property for sale in all media and may photograph and /or videotape and use the photographs and /or videotapes in connection with Broker's marketing efforts. Seller agrees not to place any advertisements on the property or to advertise the property for sale in any media except with the prior written consent of Broker. Broker is also hereby authorized to place Broker's "For Sale" or "Auction Sale" sign on the Property as agreed to by the Seller. Broker is authorized to procure buyers to purchase the Property in cooperation with other real estate brokers and their affiliated licensees and to list the Property in a multiple listing service or similar service. Broker may distribute listing and sales information (including the sales price) to them, and said cooperating brokers and their licensees may republish such information on their Internet web sites. Broker and other real estate brokers and their affiliated licensees may show any unoccupied Property without first notifying the Seller. B. Lockboxes: NA. C. Auctioneer. Broker shall contract with one or more licensed auctioneer's to conduct any live auction of the Property. Auctioneer fees shall be paid and collected from the buyer in the form of a "buyer's premium" which shall not exceed the less of the 10% or customary charge for this service. Auctioneer fees may be used to pay the auctioneer costs, costs of conducting the auction, marketing of the auction, and similar costs, but shall not be shared with Broker. 5. Commission. Seller agrees to pay Broker no later than at closing a real estate commission, the commission percentage schedule for such sales being described in Exhibit B attached hereto, in the event that during the term of this Agreement, (1) Broker procures a person ready, willing, and able to purchase the Property at the price described above and Seller accepts the contract, In the event of the bona fide participation of a cooperating broker, Broker shall share this commission with a cooperating broker, if any, who procures the buyer of the Property by paying such cooperating, broker 50% of the total Broker's commission or $ N/A . Cooperating brokers are expressly intended to be third -party beneficiaries under this Agreement. Notwithstanding the above, in the event that the Property is sold to the prospective buyer by or through another licensed broker with whom Seller has signed an exclusive right to sell contract, then no commission shall be owed to Broker by virtue of this Agreement. The commission obligations set forth herein shall survive the termination of this Agreement. Page 1 of 6 .6. Limits on Broker's Authority and Responsibility. Seller acknowledges and agrees that Broker: (a) may show other properties to prospective buyers who are interested in Seller's Property; (b) is not an expert with regard to matters that could be revealed through a survey, title search, or inspection; the condition of property; the necessity, or cost of repairs; hazardous or toxic materials; the availability and cost of utilities or community amenities; conditions existing off the property that may affect the property; uses and zoning of the property; the appraised or future value of the property; termites and wood - destroying organisms; building products and construction techniques; the tax or legal consequences of a contemplated transaction; or matters relating to financing (and if these matters are of concern to Seller, Seller is hereby advised to seek independent expert advice on any of these matters of concern to Seller); (c) shall owe no duties to Seller nor have any authority to act on behalf of Seller other than what is set forth in this Agreement; (d) may make all disclosures required by law; (e) may disclose all information about the Property to others; and (f) shall, under no circumstances, have any liability greater than the amount of the real estate commission paid hereunder to Broker (excluding any commission amount paid to a cooperating real estate broker, if any). Seller agrees, to the extent allowed by law, to hold Broker harmless from any and all claims, causes of action, or damages arising out of or relating to: (a) Seller providing Broker incomplete and /or inaccurate information; (b) the handling of earnest money by anyone other than Broker; or (c) any injury to persons on the Property and /or loss of or damage to the Property or anything contained therein. 7. Extension. n/a 8. Required State Law Disclosures. (a) Broker agrees to keep all information which Seller asks to be kept confidential by express request or instruction unless the Seller permits such disclosure by subsequent work or conduct or such disclosure is required by law. (b) Broker may not knowingly give customers false information. (c) In the event of a conflict between Broker's duty not to give customers false information and the duty to keep the confidences of Seller, the duty not to give customers false information shall prevail. (d) Unless specified below, Broker has no other known agency relationships with other parties which would conflict with any interests of Seller (except that Broker may represent other buyers, sellers, landlords, and tenants in buying, selling or leasing property). 9. Brokers Policy Agency. Unless Broker indicates below that Broker is not offering a specific agency relationship, the types of agency relationships offered by Broker are seller agency, buyer agency, designated agency, dual agency, landlord agency, and tenant agency. The agency relationship(s), if any, NOT offered by Broker is /are the following: N/A Dual Agency Disclosure. [Applicable only if Broker's agency policy /s to practice dual agency] Seller does hereby consent to Broker acting in a dual agency capacity in transactions in which Broker is representing as clients both the Buyer and Seller and Broker is not acting in a designated agency capacity. By entering this Agreement, Seller acknowledges that Seller understands that Seller does not have to consent to dual agency, is doing so voluntarily, and that this brokerage engagement has been read and understood. In serving as a dual agent, Broker is representing two parties as clients whose interests are or at times could be different or even adverse. As a dual agent, Broker will disclose to both parties all adverse material facts relevant to the transaction actually known to the dual agent except for information made confidential by request or instructions from client and which is not required to be disclosed by law. Seller hereby directs Broker, while acting as a dual agent to keep confidential and not reveal to the Buyer any information which would materially and adversely affect the Seller's negotiating position. Broker or Broker's affiliated licensees will timely disclose to each client the nature of any material relationship the broker and the broker's affiliated licensees have with the other client or clients, other than that incidental to the transaction. A material relationship shall mean any actually known personal, familial, or business relationship between Broker and a client which would impair the ability of Broker to exercise fair and independent judgment relative to another client. The other party whom Broker may represent in the event of dual agency may or may not be identified at the time Seller enters into this Agreement. If any party is identified after the Agreement and has a material relationship with Broker, then Broker shall timely provide to Seller a disclosure of the nature of such relationship. 10. Other Provisions. A. Entire Agreement. This Agreement constitutes the sole and entire agreement between the parties hereto, and no modification of this Agreement shall be binding unless signed by all parties. No representation, promise, or inducement not included in this Agreement shall be binding upon any party hereto. B. Time of Essence. Time is of the essence of this Agreement. C. Terminology. As the context may require in this Agreement: (1) the singular shall mean the plural and vice versa; and (2) all pronouns shall mean and include the person, entity, firm, or corporation to which they relate. D. Notices. Except as otherwise provided herein, all notices, including demands, offers, counteroffers, acceptances, and amendments (hereinafter collectively referred to as Notices) required or permitted hereunder shall be in writing and delivered to the party at the address set forth below (or such other address as the party may provide in writing) either: (1) in person; (2) by an overnight delivery service, prepaid; (3) by facsimile transmission (FAX) (provided that an original of the notice shall be promptly sent thereafter if so requested by the party receiving the same); or (4) by the United States Postal Service, postage prepaid, registered or certified return receipt requested. Notwithstanding the above, notice by FAX shall be deemed to have been given as of the date and time it is transmitted if the sending FAX produces a written confirmation with the date, time and telephone number to which the notice was sent. Page 2 of 6 BY SIGNING THIS AGREEMENT, SELLER ACKNOWLEDGES THAT: (1) SELLER HAS READ ALL PROVISIONS AND DISCLOSURES MADE HEREIN; (2) SELLER UNDERSTANDS ALL SUCH PROVISIONS AND DISCLOSURES AND HAS ENTERED INTO THISAGREEMENT VOLUNTARILY; AND (3) SELLER IS NOT SUBJECT TO A CURRENT LISTING AGREEMENT WITH ANY OTHER BROKER. RECEIPT OF A COPY OF THIS AGREEMENT IS HEREBY ACKNOWLEDGED BY SELLER. The above proposition is hereby accepted By: Print/Type Name: Joe Edg GA Lic No 282262 Address:: 3523 Walton Way Ext, Augusta, GA 30909 Phone #: Fax #: By: Sherman & Hemstreet, • Augusta, Georgia Company Broker or Broke J' " fated Li 706 - 722 -8334 706- 722 -7289 Blanchard and Calhoun Commercial Corporation Company GA Lic No H -12988 1 Broker or Broker's Affiliated Licensee Print/Type Name: Tommy Saul GA Lic No Address:: 2743 Perimeter Pkwy, Bldg 100, Ste 370, Augusta, GA 30909 Phone #: 706 - 722 -5565 Fax #: 706- 722 -6960 o'clock PM on the day of , 2012 . GA Lic No 54422 Seller: By: $ v;c Pr in ye: LC. CTYo h q (e)'" Contact: Fax #: Phone #: E -mail: Page 4 of 6 Fax # Owner's Address: Addresses for Notices Brokers' Addresses: Augusta, Georgia Sherman & Hemstreet, Inc. 520 Greene Street, Augusta, GA 30901 Augusta, GA 30901 Augusta, GA 30919 Email # a rr) CI )1 77 4 QC) U o (Mark box if additional pages are attached.) Attn: q it # Fax # 3523 Walton Way Ext, Augusta, GA 30909 Contact: Jane Ellis Blanchard and Calhoun Commercial Corporation Attn: 2743 Perimeter Pkwy, Bldg 100, Suite 370 Augusta, GA 30909 706 - 722 -7289 Contact: Tommy Saul Fax # 706- 722 -6960 jellis @shermanandhemstreet.com Email # tsaul @bccommercial.com E. Governing Law. This Agreement shall be governed by and interpreted pursuant to the laws of the State of Georgia. 11. SPECIAL STIPULATIONS: The following Special Stipulations, if conflicting with any preceding paragraph, shall control. A. From time to time Seller may add properties to this Agreement by notifying Broker via fax or email transmission. Page 3 of 6 Draft Offering of ARC Surplus Properties - Sealed Bid PIN PROPERTY ADDRESS DESCRIPTION! Zoning Uses Due Diligence Comments 1 047 -2- 003 -00 -0 511 REYNOLDS ST "OLD" RAILROAD DEPOT 6.27 Acres 4,309 -SF Historic Bldg HI Mixed Use Development: Hotel, office, condominium; light retail in historic building 60 -Days Deed Restrictions for Use; SPLOST Cleanup Costs to be repaid 2 062 -0- 008 -00 -0 386 PREP PHILLIPS DR TRAFFIC ENGINEERING 13.89 Acres 9,012 -SF Bldg LI Architectural, engineering, or construction office. Possible subdivision into 3 -5 lots. 90 -Days Property is in the Flood Plain, redevelopment will be restricted. Retail Land. Secondary: service Approximately 1.7 Acres Desirable 3 043 -4- 015 -01 -0 1710 HIGHLAND AVE CONSTRUCTION SHOP 5.08 Acres 4,100 -SF Bldg LI or construction business location with lay -down yard 60 -Days for Retail/Comm Land, remainder Landscape Lt Industry. General or industrial Sale and Lease Back until City 4 134 -1- 070 -00 -0 1815 MARVIN GRIFFIN RD LICENSE AND INSPECTION 2.53 Acres 12,716 -SF Bldg LI service business location, or construction business location 60 -Days departments move Corporate or Institutional 5 047 -1- 194 -00 -0 902 GREENE ST "OLD" PUBLIC LIBRARY 1.12 Acres 33,000 -SF 2 -Story Bldg B -p Headquarters office; Multiple Tenant Professional Office; 60 -Days Acquisition and sale of corner state - owned property desirable Educational Use "OLD" CHAMBER OF Retail (restaurant, club, other Building Square footage 6 047 -1- 304 -00 -0 600 BROAD ST COMMERCE 0.30 Acres 6,654 -SF 2 -Story Bldg B2 retail); Corporate or professional office 60 -Days approximated 036 -1- 140 -00 -0 1522A 036 -1- 141 -00 -0 036 -1- 142 -00 -0 1546 1548 Owner- occupied or mulitple Property re development to be 7 036 -1- 131 -00 -0 BROAD ST 1548A TRANSIT TRANSFER 2.00 Acres Various structures LI tenant prof /medical office; mixed 90 -Days subject to Canal Authority MOU 036 -1- 129 -00 -0 1566 use - office /condo 036 -1- 130 -00 -0 1566A Owner- occupied or mulitple Property re- development to be 8 036 -1- 102 -00 -0 1568 BROAD ST FLEET MAINTENANCE 1 2.06 Acres Various structures B2 tenant prof /medical office; mixed use - office /condo 90 -Days subject to Canal Authority MOU 036 -1- 101 -00 -0 1580 18,000 -SF, 11,120 -SF, Owner - occupied or mulitple Property re- development to be 9 036 -1- 109 -00 -0 1620 'r4 BROAD ST FLEET MAINTENANCE 2 1.69 Acres 11,836 -SF Metal Bldgs B2 tenant prof /medical office; mixed 90 -Days subject to Canal Authority MOU 036 -1- 110 -00 -0 1624 use - office /condo 10 036-4- 034 -00 -0 1099 REYNOLDS ST REYNOLDS ST FIRE STATION 0.5 Acres 11,000 -SF Masonry special - purpose buildings with on -site parking B -2 Owner - occupied commercial use; conversion of existing buidlings for commercial or institutional use 60 -Days 11 013 -3- 094 -00 -0 2625 WASHINGTON RD OLD FIRE STATION 0.53 Acres Approximately 3,950 -SF masonry building on 0.53- B-1 Owner- occupied service or 90 -Days Re- Zoning may be required Ac flagpole lot garage business. 1 oft 5/23/20121:04 PM 2 oft 5/23/20121:04 PM Draft Offering of ARC Surplus Properties - Sealed Bid PIN PROPERTY ADDRESS DESCRIPTION Zoning Uses Due Diligence I ' Comments Additional ARC Surplus Properties - Sealed Bid Offering - Conditional 12 061 -0- 017 -00 -0 535 SAND BAR FERRY RD GRADED, GRASSED LOT 3.12 Acres Lot in front of Housing Development R -1C Neighborhood Strip Center 60 -Days Good commercial location, re- zoning required 13 158 -0- 006 -02 -0 1624 HARTRICH RD 4 -H -CLUB RD DEVELOPMENT TRACT 40.62 Acres Undeveloped Land A Light or Heavy Industry 90 -Days Good industrial location, some wetlands. Re- zoning required. 14 085 -1- 186 -00 -0 2378 WHEELESS RD DEVELOPMENT TRACT 1.6 Acres Undeveloped Land R -1A Residential Development, possible Neighborhood Business Site 60 -Days 15 132 -2- 186 -00 -0 3626 RICHMOND HILL RD DEVELOPMENT TRACT 4.88 Acres Undeveloped Land R -1 Residential Development 60 -Days Deed Restrict for residential development only, no connector road 16 133 -0- 001 -01 -0 3421 PEACH ORCHARD RD DEVELOPMENT TRACT 8.01 Acres Undeveloped Land B -1 R -3B Neighborhood Business and Mufti, Family Development 60 -Days Neighborhood Business on Peach Orchard Rd; Restrict remainder for multi-family only, no connector road 17 131 -0- 099 -00 -0 2599 WINDSOR SPRING RD DEVELOPMENT TRACT 3.56 Acres Undeveloped Land B -2 General Business, Neighborhood Business, Residential Development 60 -Days Possible "Utility Bond" property 18 130 -0- 740 -00 -0 3604 WOODLAKE RD DEVELOPMENT TRACT 5.18 Acres Undeveloped Land R -1A Residential Development 60 -Days 19 131 -0- 054 -01 -0 3500 WINDSOR SPRING RD DEVELOPMENT LOT 0.79 Acres Undeveloped Land A Residential Development, possible Neighborhood Business Site 60 -Days Flagpole Lot, surrounded by large one -owner tract. Re- zoning required. 20 052 -0- 046 -01 -0 3907 BELAIR RD DEVELOPMENT LOT 2.45 Acres Undeveloped Land R -1A Residential Development, possible Neighborhood Business Site 60 -Days Rear of Property fronts on Jimmie Dyess Property, access yet to be determined. May require re- zoning. 21 050 035D Columbia County 5059 High Meadows Dr Grovetown, GA 30813 DEVELOPMENT PARCEL 7.97 Acres Undeveloped Land RA Residential, Residential- Agricultural Site 60 -Days Large flagpole lot south of Columbia Rd in Grovetown area of Columbia County I 1 1 1 1 I I I 2 oft 5/23/20121:04 PM S&H / SCC S&NBCC and co- broker 7.00% 9.00% 8.25% 8.00% 5.00% 7.00% 4.50% 5.00% 4.00% 5.00% . COMMISSION STRUCTURE: Flat Fee for Properties selling for under $17,500; COMMISSION AS A % OF SALES PRICE: Properties selling at $17,501 to $100,000 Properties selling at $100,001 to $500,000 Properties selling at $500,001 to $1,000,000 Properties selling at $1,000,000 to $2,500,000 Properties selling at $2,500,000 and up: EXHIBIT B Commission Schedule $ /each Page 6 of 6