2019-032A - Laserfiche WebLink

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NOW, THEREFORE, in consideration of the mutual terms, conditions, promises, covenants and premises hereinafter, the COUNTY and CITY agree as follows: 1. Recitals. The above recitals are affirmed as being true and correct and are incorporated herein. 2. Agreement to Purchase and Sell. The City hereby agrees to sell to the County, and the County hereby agrees to purchase from the City, upon the terms and conditions set forth in this Agreement that certain parcel of real property located at the south east corner of 43rd Avenue and 26t" Street, Tying within the city limits of the City of Vero Beach, Indian River County, Florida and more specifically described in the legal description attached as Exhibit "A", fee simple, containing approximately 35.24 acres, 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 $2,450,000.00 (Two Million, Four Hundred Fifty Thousand and 00/100 Dollars). The Purchase Price shall be paid on the Closing Date. The Effective Date of this Agreement shall be the date upon which the County Commission or the City Council shall have approved the execution of this Agreement, which ever date is later. 3. Title and Appraisal. The City shall convey marketable title to the Property by warranty deed free of claims, liens, easements and encumbrances of record or known to The City; 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 may order an Ownership and Encumbrance Report or Title Insurance Commitment with respect to the Property. County shall within thirty (30) days following the Effective Date of this Agreement deliver written notice to the City 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 the City cures the defects within thirty (30) days from receipt of notice from County of title defects ("Curative Period"). The City shall use 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 the City, 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. 3.2 The Parties agree that Fla. Stat. §125.335 (2018) is applicable to this Agreement and two appraisals supporting the purchase price of the Property are required by this statute. The County shall obtain these appraisals within 45 days of the effective date and notify the City of its receipt upon completion. 2