2008-113 - Laserfiche WebLink

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2. Agreement to Purchase and Sell. The Seller hereby agrees to sell to the County, and the County hereby agrees to purchase from Seller, upon the terms and conditions set forth in this Agreement, that certain parcel of real property located at 1940 58th Avenue Vero Beach, Florida and more specifically described in the sketch and legal description attached as Exhibit "A", containing approximately 0.459 acres, and all improvements thereon, together with all easements, rights and uses now or hereafter belonging thereto (collectively, the "Property"). 2.1 Purchase Price, Effective Date. The purchase price ("Purchase Price") for the Property shall be one million four hundred fifty thousand dollars ($1,450,000.00) The purchase price was established by an MAI appraiser. The County shall pay and Seller shall accept the appraised value as the Purchase and Sale price of the Property. The Purchase Price shall be paid on the Closing Date. The Effective Date of this Agreement shall be the date upon which the County shall have approved the execution of this Agreement, either by approval by the Indian River County Board of County Commissioners at a formal meeting of such Board or by the County Administrator pursuant to his delegated authority. 3. Title. Sellers shall accept the appraised value of $1,450,000.00 as the purchase price and convey marketable title to the Property by warranty deed free of claims, liens, easements and encumbrances of record or known to Sellers; but subject to property taxes for the year of Closing and covenants, restrictions and public utility easements of record provided (a) there exists at Closing no violation of any of the foregoing; and (b) none of the foregoing prevents County's intended use and development of the Property ("Permitted Exceptions"). 3.1 County shall order a Title Insurance Commitment and Policy with respect to the Property from Barkett Law, Dominion Title Company as agent for Chicago Title Insurance Company in the amount of the purchase price. County shall within fifteen (15) days following the Effective Date of this Agreement deliver written notice to Sellers of title defects. Title shall be deemed acceptable to County if: (a) County fails to deliver notice of defects within the time specified, or (b) County delivers notice and Sellers cure the defects within thirty (30) days from receipt of notice from County of title defects ("Curative Period"). Sellers shall use their best efforts to cure the defects within the Curative Period and if the title defects are not cured within the Curative Period, County shall have thirty (30) days from the end of the Curative Period to elect, by written notice to Sellers, to: (i) to terminate this Agreement, whereupon shall be of no further force and effect, or (ii) extend the Curative Period for up to an additional 90 days; or (iii) accept title subject to existing defects and proceed to closing. 4. Representations of the Sellers. 4.1 Sellers are indefeasibly seized of marketable, fee simple title to the Property, and 2