AGREEMENT OF SALE

THIS AGREEMENT OF SALE (this “Agreement”), dated _____________ 2022 is made and entered into by and between the BOROUGH OF SOMERVILLE, a public body corporate and politic in Somerset County in the State of New Jersey, 25 West End Ave, Somerville (the “Borough”) and _____________________________, a corporation of the State of New Jersey with principal corporate offices at ___________________________ (the “Buyer”). The Buyer and the Borough are referred to collectively herein as the “Parties.”

WHEREAS, the Borough currently owns and operates a wastewater collection system (the “Wastewater System”), more particularly described herein, located in the Borough of Somerville, New Jersey; and

WHEREAS, in connection with the proposed sale of its Wastewater System and pursuant N.J.S.A. 40:62-1, the Borough prepared, advertised, and made available to all prospective buyers a Request for Bids on _______________; and

WHEREAS, on __________________, the Borough received ________bids in response to the RFB; and

WHEREAS, after review and clarifications of the Bid(s) received, the Borough determined that the Buyer had submitted the highest responsible Bid; and

WHEREAS, the Borough and the Buyer have agreed to the terms and conditions set forth in this Agreement, which sets forth the terms upon which sale of the Borough’s Wastewater System to the Buyer will take place, provided all conditions of the Closing are satisfied; and

WHEREAS, the Borough desires to sell and the Buyer desires to purchase the Wastewater System pursuant to the terms of the Agreement; and

NOW, THEREFORE, in consideration of the premises and the mutual promises herein made, and in consideration of the representations, warranties, and covenants herein contained, the Parties agree as follows: