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L.. <br /> A L <br /> AGREEMENT TO PURCHASE AND SELL REAL ESTATE <br /> THIS AGREEMENT TO PURCHASE AND SELL REAL ESTATE ("Agreement") is made <br /> and entered into as of the loth _ day of Marsh , 2009 by and between BRM , LLC . <br /> (" Sellers") and Indian River County , a political subdivision of the State of Florida ("County") , who <br /> agree as follows : <br /> 1 . Agreement to Purchase and Sell . The Seller hereby agrees to sell to the County, and the <br /> County hereby agrees to purchase from Seller, upon the terms and conditions set forth in this <br /> Agreement, that a portion of certain parcels (2 ) of real property located at 2040 40th Ave . and 3900 <br /> 20th Street Vero Beach, County of Indian River, State of Florida, parcel I . D . # 33 - 39 - 03 -00007 - <br /> 0060 -00006 . 0 , 33 . 39- 03 - 00007 -0030- 00007 . 0 and more specifically described in Exhibit "A ," <br /> containing approximately 1 , 742 . 36 square feet , more or less , and all improvements thereon, together <br /> with all easements , rights and uses now or hereafter belonging thereto (collectively, the "Property") . <br /> 2 . Purchase Price , Effective Date . The purchase price (the "Purchase Price") for the Property <br /> shall be Thirty-Four-Thousand - Eight- Hundred-Forty- Seven- Dollars & 00/ 100 ($ 34 , 847 . 00) . The <br /> Purchase Price shall be paid on the Closing Date . The Effective Date of this Agreement shall be the <br /> date upon which the County shall have approved the execution of this Agreement, either by approval <br /> by the Indian River County Board of County Commissioners at a formal meeting of such Board or by <br /> the County Administrator pursuant to his delegated authority . <br /> 3 . Title . Seller shall convey marketable title to the Property by warranty deed free of claims, <br /> liens , easements and encumbrances of record or known to Seller; but subject to property taxes for the <br /> year of Closing and covenants , restrictions and public utility easements of record provided (a) there <br /> exists at Closing no violation of any of the foregoing ; and (b) none of the foregoing prevents <br /> County' s intended use and development of the Property . <br /> 3 . 2 County may order an Ownership and Encumbrance Report with respect to the Property . <br /> County shall , within thirty (30) days from receipt of the Ownership and Encumbrance Report, deliver <br /> written notice to Seller of title defects . Title shall be deemed acceptable to County if (a) County fails <br /> to deliver notice of defects within the time specified, or (b) County delivers notice and Seller cures <br /> the defects within thirty (30) days from receipt of notice from County of title defects (" Curative <br /> Period") . Seller shall use best efforts to cure the defects within the Curative Period and if the title <br /> defects are not cured within the Curative Period, County shall have thirty (30) days from the end of <br /> the Curative Period to elect, by written notice to Seller, to : (i) to terminate this Agreement, <br /> whereupon shall be of no further force and effect, or (ii ) extend the Curative Period for up to an <br /> additional 90 days ; or (iii) accept title subject to existing defects and proceed to closing . <br /> 4 . Representations of the Seller. <br /> 4 . 1 Seller is indefeasibly seized of marketable , fee simple title to the Property, and is the sole <br /> owner of and has good right , title and authority to convey and transfer the Property which is the <br /> subject matter of this Agreement, free and clear of all liens and encumbrances . <br /> 4 . 2 From and after the Effective Date of this Agreement , Seller shall take no action which would <br /> impair or otherwise affect title to any portion of the Property , and shall record no documents in the <br /> Public Records which would affect title to the Property, without the prior written consent of the <br /> County . <br /> 4 . 3 There are no existing or pending special assessments affecting the Property , which are or may <br /> be assessed by any governmental authority, water or sewer authority, school district, drainage district <br /> or any other special taxing district . <br />