HomeMy WebLinkAbout2006-071 3 • a
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AGREEMENT TO PURCHASE AND SELL REAL ESTATE
THIS AGREEMENT TO PURCHASE AND SELL REAL ESTATE ("Agreement") is made
and entered into as of the 8th day of February, 2006 by and between Hanne H. Halland (Seller") and
Indian River County, a political subdivision of the State of Florida ("County"), who agree as follows:
1 . 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 577013th St. SW, Vero Beach, County of Indian River,
State of Florida and more specifically described in Exhibit "A," containing approximately 36, 885
square feet or 0. 85 acres, zoned A- 1 , Agricultural 1 unit per 5 acres, IRC Future Land Use
designation L- 1 , which is 3 units per acre, and all improvements thereon, together with all
easements, rights and uses now or hereafter belonging thereto (collectively, the "Property").
2 . Purchase Price, Effective Date. The purchase price (the "Purchase Price") for the Property shall
be Ninety-Four-Thousand-Four-Hundred-Forty-Four Dollars and 35 cents ($94,444. 35). 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. Seller shall convey marketable title to the Property by warranty deed free of claims,
liens, easements and encumbrances of record or known to Seller; 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.
3 .2 County may order an Ownership and Encumbrance Report with respect to the Property.
County shall, within thirty (30) days from receipt of the Ownership and Encumbrance Report, deliver
written notice to Seller 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 Seller cures
the defects within thirty (30) days from receipt of notice from County of title defects ("Curative
Period") . Seller 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 Seller, 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 Seller.
4. 1 Seller 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.
4. 2 From and after the Effective Date of this Agreement, Seller 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.
Standard Agreement to Purchase and Sell I
Real Estate — Hanne H. Halland
Parcel ID No. 33-39-28-00001 -0050-0000 1 . 1
F:AEngineeringVRobert Webb\Halland - Agreement.doc
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 of a default by the County, the Seller shall be entitled, as its sole remedy
hereunder, to terminate this Agreement. and neither the Seller nor any other person or party shall
have any claim for specific performance, damages or otherwise against the County.
5 . 2 In the event the Seller shall fail to perform any of its obligations hereunder, the County shall
be entitled to : (i) terminate this Agreement by written notice delivered to the Seller at or prior to the
Closing Date, and pursue all remedies available hereunder and under applicable law; (ii) obtain
specific performance of the terms and conditions hereof; or (iii) waive the Seller' s default and
proceed to Closing:
6 . Closing.
6. 1 The closing of the transaction contemplated herein ("Closing" and "Closing Date") shall take
place within 45 days following the Effective Date of this Agreement. The parties agree that the
Closing shall be as follows : .
(a) The Seller shall execute and deliver to the County a warranty deed conveying marketable title
to the Property, free and clear of all liens and encumbrances and in the condition required by
paragraph 3 .
(b) The Seller shall have removed all of its personal property and equipment from the Property
and Seller shall deliver possession of the Property to County vacant and in the same or better
condition that existed at the Effective Date hereof.
(c) If Seller is obligated to discharge any encumbrances at or prior to Closing and fails to do so,
County may use a portion of Purchase Price funds to satisfy the encumbrances.
(d) The Seller shall deliver to the County an affidavit, in form acceptable to the County,
certifying that the Seller is not a non-resident alien or foreign entity, such that the Seller and such
interest holders are not subject to tax under the Foreign Investment and Real Property Tax Act of
1980.
(e) The Seller and the County shall each deliver to the other such other documents or instruments
as may reasonably be required to Close this transaction.
7 . Prorations . All taxes and special assessments which area lien upon the property on or prior
to the Closing Date (except current taxes which are not yet due and payable) shall be paid by the
Seller. If the Closing Date occurs during the time interval commencing on November 2 and ending
on December 31 , Seller shall pay all current real estate taxes and special assessments levied against
the Property, prorated based on the "due date" of such taxes established by the taxing authority
having jurisdiction over the Property. If the Closing Date occurs between January 1 and November
1 , the Seller shall, in accordance with Florida Statutes Section 196.295 , pay an amount equal to the
current real estate taxes and assessments, prorated to the Closing Date.
8 . Miscellaneous.
8 . 1 Controlling Law. This Agreement shall be construed and enforced in accordance with the
Standard Agreement to Purchase and Sell 2
Real Estate — Hanne H. Halland
Parcel ID No. 33-39-28-00001 -0050-00001 . 1
F:\Engineering\Robert Webb\Halland - Agreement.doc
laws of the State of Florida. Venue shall be in Indian River County for all state court matters, and in
the Southern District of Florida for all federal court matters.
8 . 2 Condemnation. In the event that all or any part of the Property shall be acquired or
condemned for any public or quasi-public use or purpose, or if any acquisition or condemnation
proceedings shall be threatened or begun prior to the Closing of this transaction, County shall have
the option to either terminate this Agreement, and the obligations of all parties hereunder shall cease,
or to proceed, subject to all other terms, covenants, conditions, representations and warranties of this
Agreement, to the Closing of the transaction contemplated hereby and receive title to the Property;
receiving, however, any and all damages, awards or other compensation arising from or attributable
to such acquisition or condemnation proceedings. County shall have the right to participate in any
such proceedings.
8 . 3 Entire Agreement. This Agreement constitutes the entire agreement between the parties
with respect to this transaction and supersedes all prior agreements, written or oral, between the
Seller and the County relating to the subject matter hereof. Any modification or amendment to this
Agreement shall be effective only if in writing and executed by each of the parties.
8 .4 Assignment and Binding Effect. Neither County nor Seller may assign its rights and
obligations under this Agreement without the prior written consent of the other party. The terms
hereof shall be binding upon and shall inure to the benefit of the parties hereto and their successors
and assigns.
8 . 5 Notices. Any notice shall be deemed duly served if personally served or if mailed by
certified mail, return receipt requested, or if sent via "overnight" courier service or facsimile
transmission, as follows :
If to Seller: Seller: Hanne H. Halland
Address : 5770 13th St. SW
City, State, Zip : Vero Beach, Florida, 32968-5825
If to County: Indian River County
1840 25u' Street, Vero Beach, FL 32960
Attn : Ron Callahan/Engineering Division
Either party may change the information above by giving written notice of such change as provided
in this paragraph.
8 . 6 Survival and Benefit. Except as otherwise expressly provided herein, each agreement,
representation or warranty made in this Agreement by or on behalf of either party, or in any
instruments delivered pursuant hereto or in connection herewith, shall survive the Closing Date and
the consummation of the transaction provided for herein. The covenants, agreements and
undertakings of each of the parties hereto are made solely for the benefit of, and may be relied on
only by the other party hereto, its successors and assigns, and are not made for the benefit of, nor
may they be relied upon, by any other person whatsoever.
8 . 7 Attorney' s Fees and Costs. In any claim or controversy arising out of or relating to this
Agreement, each party shall bear its own attorney' s fees, costs and expenses .
Standard Agreement to Purchase and Sell 3
Real Estate — Hanne H. Halland
Parcel ID No. 33-39-28-00001 -0050-00001 . 1
F:\Engineering\Roben Webb\Halland - Agreement.doc
8 . 8 . Counterparts. This Agreement may be executed in two or more counterparts, each one of
which shall constitute an original.
8 . 9 . County Approval Required : This Agreement is subject to approval by Indian River County
as set forth in paragraph 2 .
8 . 10 Beneficial Interest Disclosure : In the event Seller is a partnership, limited partnership,
corporation, trust, or any form of representative capacity whatsoever for others, Seller shall provide a
fully completed, executed, and sworn beneficial interest disclosure statement in the form attached to
this Agreement as an exhibit that complies with all of the provisions of Florida Statutes Section
286 .23 prior to approval of this Agreement by the County. However, pursuant to Florida Statutes
Section 286.23 (3 )(a), the beneficial interest in any entity registered with the Federal Securities and
Exchange Commission, or registered pursuant to Chapter 517, Florida Statutes, whose interest is for
sale to the general public, is exempt from disclosure; and where the Seller is a non-public entity, that
Seller is not required to disclose persons or entities holding less than five (5 %) percent of the
beneficial interest in Seller.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first
set forth above.
SELLER: INDIAN RIVER COUNTY, FLORIDA
Name : Ha BOARD OF COUNT COMMISSIONERS
/H. Hall
B :
BY � Arthur R Neube ge , Chairma
O Date Signed: _ March -,T 2006
Date Signed: h/ —� /t
ATESTi-� K Baiton,' C
By:
< 4
Deputy ClerkL Ira ` f :k
2
Date: � � ?
By: (/)Ronald L.L. Callahan,
Real Estate Acquisition Agent
Date Signed z- 044
APPROVED AS TO FORM
Standard Agreement to Purchase and Sell Q AND VGAL SUFFICI
Real Estate — Hanne H. Halland
Parcel ID No. 33-39-25-00001 -0050-00001 . 1
B
WILLIAM R. D99RAAL
F:\Engineering\Robert Webb\Halland - Agreement.doc ASSISTANT COUNTY ATTORNEY
GRAPHIC SCALP
100 0 50 100 200
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F Q 33 - 39 - 28 - 00001 - 0050 - 00001 . 1
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CD_ 13TH STRF_ FT S. W. 01 rn
1 /4 SECTION LINE & S . LINE TRACT 5 —i
LEGAL DESCRIPTION
The North 60 feet of the South 90 feet NOIES a
of South 1 /2 of the West 614 - 75 feet of 1 . This sketch and description is not valid without
the
Tract 5 , Section 28 , Township 33 South , signature and the original raised seal of the Flonoo
Range .39 East , according to the last registered Surveyor and Mapper named hereon . a
general plot of the lands of the Indian2 . This sketch and description meets or exceeds all
River Farms Company recorded in Plat LEGEND & ABBREVIATIONS applicable requirements of the Minimum Technical a
Book 21 Page 25 of the Public Records P . B . = Plat Book Standards as established in Chapter 61G17 - 6 ,
of St . Lucie County , Florida . PG . = Page Florida Administrative Code . >
3 . This sketch and description and adjoining parcels
Containing 36 , 885 square feel. , more R/W = Right— of- Way may be subject to easements, restrictions , reser—
or less , or 0 . 85 acres . O , R . B . = Official Record Book vations, or right— of— ways not shown and
may be a
Now lying in Indian River County, Florida . Ac . = Acres found in the Public Records .
4, This sketch and description does not represent a 3
CERTIFICATIONfield survey. Existing property conditions or features G
are not shown .
Surveyor upid Mapper in responsible charge w
Michael O'Brien P . S . M . Date THIS IS NOT A BOUNDARY SURVEY 6
Flo; ida ':Registration No . LS 61 1 8 SKETCH TO ACCOMPANY LEGAL DESCRIPTION o
Indian River County St rve or PREPARED FOR INDIAN RIVER COUNTY ENGINEERING DEPARTMENT
PIDIAN RIVER DOaNI'( ADMINISTRATION 111111.DINGfalft` /ND/AN R/ICER COUNTY DRAWN SECTION 24 . SHEET
1840 25th STREEr B. ROACH SKETCH AND DESCR/PT/ON OF /
vER0 BEACH, u. szssD { Depar/men/ of Public Works nPaRovED er: TOWNSHIP 33S A Porion of >3fh S/wee/ S. W.
(nz) 56-/- a000 �sr' Enginee�inq Div/s/on M. O BR/£N RANGE 39E - /n Sec/ion 29, T33S, 839E
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This Warranty Deed
.yi,, 1, IN 1111 Ret BMT
N
�r CLERR CIRCWQQuRT
Made this 15th dayof March A.D. 2001 INIUM 1111M HA.
C - by C , Read Knight , Sr , and Mary K , Knight ,
husband and wife
S '
hereinafter called the grantor, to DOCUMENT STAMPS
Hanna H , Halland DEED W11
• �� NOTE=
e whose post office address is: JEFFREY K. IIARTON, CLERK
i3th INDIAN RIVER COUNTY
V= > 1 3250
x
a hereinafter called the grantee:
N (Wbemver used herein the term 'gnnmr' and 'gnntce' include all the Parties to this instrument and dse
heir, legal representatives sod esigm of WivlduW, aM Ne succcuors and assigns of eomaratiom)
Witnesseth, that the grantor, for and in consideration of the sum of s 10 . 00
and other valuable considerations, receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises.
C releases, conveys and confirms; unto the grantee, all that certain land situate in Indian River
County, Florida, viz:
See Schedule A attached hereto and by this reference made a part
hereof .
SUBJECT TO covenants , restrictions , easements of record and taxes for
the current year .
W
C3
eD
iV Parcel Identification Number : 28 - 33 - 39 - 0001 - 0050 - 00001 . 0
Together with all the tenements. hereditaments and appurtenances thereto belonging or in anywise appertaining.
To Have and to Hold, the same in fee simple forever.
And the grantor hereby covenants with said grantee that the grantor is lawfullyseized of said land in fee simple;
that the grantor has good right and lawful authority to sell and convey said land; that the grantor hereby fullywarrants
the title to said land and will defend the same against the lawful claims of all persons whomsoever; and that said land is
free of all encumbrances except taxes accruing subsequent to December 31 , 2001
written. In Witness Whereof, the said grantor has signed and sealed NN
these presents e day and year first above
Signed sealed id delivere in our presence:
ll
Jo-Ann a earar rs� C . Ree Kn ggz3 Sr , �
xzs.�Mar . Klam
c �-,� � � � _ Mary/ K . n ht
100 UM Tago Drive Apt 104
Judo FINIdt, Fl 33400 n
Slate of FLORIDA
County of INDIAN RIVER
The foregoing instrument was acknowledged before me this 15th day of March , a0 0l . by
C . Reed Knight , Sr . and Mary K , Knight , husband and wife
who is personally known to sae or who hasroduced
P as identification. —
Driverrs License W
Fr MYCofMflSSgKtnos
Notary
fAo7I,. tOosD! s �• � Ljl��„ l. ��
v li
"��e'�'• �W ne,�,evy v_ \IXdry Public
NuVN''aw: 3u Ann i ` eburs r ,g
Nt Commission Expires: Mpg , mI a) tau J
PREPARED BYi Rae Ann Buckley/Jo -Ann Webster --�—
RECORD & RETURN TOt aS
SECURITY FIRST TITLE P TNER9
wD"I 495 22nd Place
391 Vero Beach , Florida 32960
File Not TC000229A
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Pj
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Schedule A
i
PARCBL B
The South 1/2 of the following described property to wits
The West 614 . 75 feet of Tract 5 , lees canal , in Section 28 ,
Township 33 , South, Range 39 Bast , as the same in designated on
the last general plat of lands of the Indian River Farms
Company, filed in the office of the Clerk of the Circuit Court
of St . Lucie County, Florida in Plat Book 2 , Page 25 ; said lands
now lying and being in Indian River County, Florida .
W
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File Not TC000289A J
CO