2017-098 - Laserfiche WebLink

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construction of a south bound left turn lane and a north bound right turn lane ("Improvements") at the entrance to Red Stick Golf Club, 8350 58th Avenue, Vero Beach, FL. The County shall construct the Improvements if and when the County widens 58th Avenue to a four lane divided highway section. The Improvements shall be designed, permitted and constructed by the County at the County's sole cost and expense. The Parties agree that construction of the Improvements shall take place after the dosing of this transaction and that the widening of 58th Avenue is currently not part of the County's 5 - year Capital Improvement element. The Effective Date of this Agreement shall be the date upon which the County shall have approved the execution of this Agreement by the Indian River County Board of County Commissioners at a formal meeting of such Board. This Paragraph 2.1 and the County's obligations herein shall survive closing, and in the event of non-compliance by the County, either Hillside or Red Stick Golf Club, Inc., as the intended third party beneficiary of this contract, or both, shall be entitled to injunctive relief to enforce compliance. 3. Title. Hillside shall convey marketable title to the Property by Warranty deed free of claims, liens, easements and encumbrances of record or known to Hillside; 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"). 4. Representations of Hillside. 4.1 Hillside is indefeasibly seized of marketable, fee simple title to the Property, and is the sole owner of and has good right, title, and authority to convey and transfer the Property which is the subject matter of this Agreement, free and clear of all liens and encumbrances. Hillside shall not be required to incur any cost or expenses to clear title, remove clouds on title or to delete any exceptions from title insurance coverage. 4.2 From and after the Effective Date of this Agreement, Hillside shall take no action which would impair or otherwise affect title to any portion of the Property, and shall record no documents in the Public Records which would affect title to the Property, without the prior written consent of the County. 4.3 There are no existing or pending special assessments affecting the Property, which are or may be assessed by any governmental authority, water or sewer authority, school district, drainage district or any other special taxing district. 5. Default. 5.1 In the event the County shall fail to perform any of its obligations hereunder, either Hillside or Red Stick Golf Club, Inc., as the intended beneficiary of this contract, or both, shall have the right to seek specific performance. In such event, the prevailing party shall be entitled to attorney's fees and costs, including on appeal. This paragraph shall survive 2