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AGREEMENT TO PURCHASE AND SELL REAL ESTATE
<br /> THIS AGREEMENT TO PURCHASE AND SELL REAL ESTATE (this "Agreement" ) is
<br /> made and entered into as of the2nd day of X005 , by and between Indian River County , a
<br /> political subdivision of the State of Florida , 1840 25th Street , Vero Beach , FL 32960 ( " Seller") , and
<br /> Sunshine Rehabilitation Center of Indian River County , Inc . , a Florida non - profit corporation d/b/a
<br /> Sunshine Physical Therapy Clinic , 1705 17th Avenue , Vero Beach , FL 32960 ( " Buyer" ) , who agree
<br /> as follows :
<br /> 1 . Agreement to Purchase and Sell . Seller hereby agrees to sell to Buyer, and Buyer hereby
<br /> agrees to purchase from Seller , upon the terms and conditions set forth in this Agreement , that
<br /> certain parcel of real property located at 1705 17th Avenue , Vero Beach , County of Indian River ,
<br /> State of Florida and more specifically described on Exhibit "A" attached hereto and incorporated
<br /> by this reference containing approximately 1 .41 acres , in "as- is , where - is" condition , together with
<br /> all easements , rights , and uses appurtenant thereto , if any , ( collectively , ti ie " Property" ) .
<br /> 2 . Purchase Price , Effective Date . The purchase price (the " Purchase Price " ) for the Property
<br /> shall be Three Hundred and Fifty-Two Thousand Dollars ( $352 , 000 . 00 ) . The Purchase Price shall
<br /> be paid by Buyer to Seller on the Closing Date . The Effective Date of this Agreement shall be the
<br /> date upon which Indian River County as Seller shall have approved the execution of this
<br /> Agreement , either by approval by the Indian River County Board of County Commissioners at a
<br /> formal meeting of such Board , or by the County Administrator pursuant to his delegated authority .
<br /> 3 . Title and Survey . Seller shall convey marketable title to the Property by County deed ,
<br /> pursuant to Florida Statutes , Section 125 . 411 , subject , as set forth herein , to that certain Lease
<br /> between Seller , as Lessor, and Buyer as Lessee dated February 20 , 1980 (the " Lease" ) ; and
<br /> further subject to property taxes for the year of Closing and covenants , restrictions , and public
<br /> utility easements of record provided that none of the foregoing prevents Buyer's intended use and
<br /> development of the Property (the " Permitted Exceptions " ) . The parties acknowledge and agree
<br /> that at Closing the Lease shall terminate , by operation of law , upon recordation of the County deed
<br /> contemplated in Section 6 . 1 of this Agreement .
<br /> 3 . 1 At Buyer' s sole cost , Buyer may order an Ownership and Encumbrance Report or
<br /> Title Insurance Commitment with respect to the Property . Buyer shall , prior to the expiration of the
<br /> Inspection Period ( as hereinafter defined ) , deliver written notice to Seller of title defects . Title shall
<br /> be deemed acceptable to Buyer if (a ) Buyer fails to deliver notice of defects within the time
<br /> specified ; ( b ) Buyer delivers notice to Seller to terminate this Agreement , whereupon this
<br /> Agreement shall be of no further force and effect ; or ( c) Buyer delivers notice to Seller to accept
<br /> title subject to existing defects and proceed to closing .
<br /> 3 . 2 At Buyer' s sole cost , Buyer may obtain a survey of the Property (the " Survey" ) ,
<br /> certified to Buyer , Seller , the Title Company (and underwriter) issuing the Title Insurance
<br /> Commitment , and Buyer' s lender, if any , and certifying that such Survey was prepared in
<br /> accordance with the minimum technical requirements and standards promulgated by the Florida
<br /> Board of Professional Land Surveyors . Any defects shown on the Survey shall be objected to and
<br /> handled in the same manner as set forth in Paragraph 3 . 1 above ; provided however , Buyer shall
<br /> have five ( 5 ) days from receipt of the Survey to deliver written notice of any defects to Seller .
<br /> 4 . Inspection Period . Buyer shall have until 5 : 00 p . m . on the date that is thirty ( 30 )
<br /> calendar days from the Effective Date hereof (the " Inspection Period " ) , to determine , in Buyer' s
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