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HomeMy WebLinkAbout2019-049AGREEMENT TO PURCHASE AND SELL REAL ESTATE THIS AGREEMENT TO PURCHASE AND SELL REAL ESTATE ("Agreement") is made and entered into as of the 26th day of March , 2019, by and between Indian River County, a political subdivision of the State of Florida ("County"), whose address is 1801 27th Street, Vero Beach, FL 32960 and Premier Citrus, LLC, a Florida Limited Liability company, whose address is 625 66th Avenue SW Vero Beach, FL 32968 ("Sellers"), 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, three parcels of real property totaling approximately 286.14 acres, generally described as follows: • Indian Springs Parcel is approximately 204.96 acres in size • Seminole Acres Parcel is approximately 42.64 acres in size • Ranch Road Parcel approximately 38.54 acres in size The three contiguous parcels form a rectangle being bordered by 82nd Avenue to the east, 4th Street to the north, 90th Avenue to the west and 1 st Street SW to the south, County of Indian River, State of Florida more specifically described on composite Exhibit "A" attached hereto and incorporated by reference herein and all improvements thereon, together with all easements, rights and uses now or hereafter belonging thereto (collectively, the "Property'). County is required to purchase, and close on, all three properties on the same closing date defined herein, unless separate closing dates are agreed upon by the parties in writing. 2. Purchase Price, Effective Date. The purchase price (the "Purchase Price") for the Property shall be as follows: • Three Million, Five Hundred Eighty Six Thousand and Eight Hundred Dollars ($3,586,800.00) for the Indian Springs parcel based on a per acre price of $17,500 per acre. • Five Hundred Ninety Six Thousand and Nine Hundred Sixty Dollars ($596,960.00) for the Seminole Acres parcel based on a per acre price of $14,000 per acre. • Six Hundred Sixteen Thousand and Six Hundred and Forty Dollars ($616,640.00) for the Ranch Road parcel based on a per acre price of $16,000 per acre. For a total of four million eight hundred thousand four hundred dollars ($4,800,400.00). The Purchase Price shall be paid on the Closing Date. The Purchase Price shall be final, and shall not be readjusted for any changes in the final surveyed acreage of the Property. The Effective Date of this Agreement shall be the date upon which the County shall have approved the execution of this Agreement, by approval by the Indian River County Board of M County Commissioners at a formal meeting of such Board. 3. Contingencies. This Agreement shall be contingent upon approval by the Indian River County Board of County Commissioners at a formal meeting of the Board. 3.1 This Agreement shall also be contingent upon receipt by the County of satisfactory soil tests, surveys, wildlife studies and reports as to the suitability of the Property to be used for water retention, storage and/or nutrient treatment purposes. It shall also be contingent on receipt of a Phase I environmental assessment. It shall be the sole discretion and determination of the County as to the suitability of the Property for water retention, storage and/or nutrient treatment purposes. The County shall have one hundred (100) days from the Effective Date to make the suitability determination. If the County determines that the Property is not suitable for any of the above retention purposes, it shall inform the Seller in writing and this Agreement shall become null and void. See Exhibit "B" attached and incorporated by reference herein. 4. 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 ("Permitted Exceptions"). 4.1 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 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) terminate this Agreement, whereupon this Agreement shall be of no further force and effect; (ii) extend the Curative Period for up to an additional 90 days; or (iii) accept title subject to existing defects and proceed to closing. 5. Rearesentations of the Seller. 5.1 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. 5.2 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 2- no documents in the Public Records which would affect title to the Property, without the prior written consent of the County. 5.3 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. 5.4 Seller shall permit the County or its agents to access the property upon reasonable notice to perform the necessary testing and examinations in order to determine the suitability of the Property for the County's purposes. Following the completion of the testing and examination, the Property shall be returned to its original condition, reasonable wear and tear excepted. 5.5 Seller does not make any warranties or representations regarding the condition of the property or its suitability for County's specific purpose. It is further acknowledged by Seller and County that the property is in as -is condition, and Seller shall not be required to repair or remediate any unfavorable conditions found upon the property, other than title defects as specified further in this Section 5. 6. Default. 6.1 In the event the County shall fail to perform any of its obligations hereunder, the Seller shall, at its sole option, be entitled to: (i) terminate this Agreement by written notice delivered to the County at or prior to the Closing Date and thereupon neither the Seller nor any other person or party shall have any claim for specific performance, damages, or otherwise against the County; or (ii) waive the County's default and proceed to Closing. 6.2 In the event the Seller shall fail to perform any of its obligations hereunder, the County shall, at its sole option, be entitled to: (i) terminate this Agreement by written notice delivered to the Seller at or prior to the Closing Date and thereupon neither the County nor any other person or party shall have any claim for specific performance, damages or otherwise against the Seller; or (ii) obtain specific performance of the terms and conditions hereof; or (iii) waive the Seller's default and proceed to Closing: 7. Closing. 7.1 The closing of the transaction contemplated herein ("Closing" and "Closing Date") shall take place twenty (20) days following the expiration of the suitability period, as defined in Section 3.1. 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 paragraphs 3 and 4. -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) If the Seller is a non-resident alien or foreign entity, Seller shall deliver to the County an affidavit, in a form acceptable to the County, certifying that the Seller and any 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. 7.2 Taxes. All taxes and special assessments which are a 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. 8. Closing Costs; Expenses. County or its Agent, shall be responsible for preparation of all Closing documents. 8.1 County shall pay the following expenses at Closing: 8.1.1 The cost of recording the warranty deed and any release or satisfaction obtained by Seller pursuant to this Agreement. 8.1.2 Documentary Stamps required to be affixed to the warranty deed. 8.1.3 All costs and premiums for the owner's marketability title insurance commitment and policy, if any. 8.2 Seller shall pay the following expenses at or prior to Closing: 8.2.1 All costs necessary to cure title defect(s) or encumbrances, other than the Permitted Exceptions, and to satisfy or release of record all existing mortgages, liens or encumbrances upon the Property. 8.2.2 Pro -rated property taxes, if any. 8.2.3 Two Percent (2%) Commission on the sales price, payable to Grow Florida Land, LLC. 9. Miscellaneous -4- 9.1 Controlling Law. This Agreement shall be construed and enforced in accordance with the 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. 9.2 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. 9_3 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. 9.4 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: Premier Citrus, LLC 625 66th Avenue SW Vero Beach, FL 32968 With Copy To: Beckett C. Horner, Esq. 1515 Indian River Blvd., Suite A-220 Vero Beach, FL 32960 If to County: Indian River County 1801 27th Street Vero Beach, FL 32960 Attn: Vincent Burke, Utilities Director Either party may change the information above by giving written notice of such change as provided in this paragraph. 9.5 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. 9.6 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. 9.7. Counterparts. This Agreement may be executed in two or more counterparts, each one of which shall constitute an original. 9_8 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. PREMIER CITRUS, LLC a Florida Limited Liability company By: Nan TitlE Date _ Witnessed by: Air, P i ted Name: :I-oj i_ 1'A ? vr,1(2 Witnessed by: "'Printed Name: /ylQ,,AAor, dp: DA&r,,. -6- INDIAN RIVER COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONRoh?!�?!sso^ ,. Bob Solari, ChairmanF Date Approved: 03�-T-2.6.-2019 ^•��'FR COUt��� -^'• Attest: Jeffrey R. Smith, Clerk of Court And Comptro er B Deputy Cler Approved for BCChAgenda Jason q. Br wn County inistrator Approved as to form And legal sufficiency. r illiam K. DeBraal Deputy County Attorney EXHIBIT A LEGAL DISCRIPTION Ranch Road Parcel ID No. 33381400001016000001.0 Tract 16, less the East 40 feet thereof, Section 14, Township 33 South, Range 38 East, according to the last general plat of INDIAN RIVER FARMS COMPANY, as recorded in Plat Book 2, Page 25, public records of St. Lucie County, Florida; said land now lying and being in Indian River County, Florida. Indian Springs and Seminole Acres Parcel ID Nos. 33381400001009000001.0 and 33381400001012000002.0 Tracts 9 to 15 of said lands of Indian River Farms Co. recorded in PB 2, Pg 25, Public Records of St. Lucie County, Florida, of which Indian River County was formerly a part; said tracts lying in and generally comprising the South 1/2 of said Sec. 14 less and except the SE 1/4 of the SE 1/4 thereof; less and except that part of Tracts 12, 13 and 14 lying within 150' each side of the survey line of State Road 9, Section 88081 (Interstate Hwy 95), said survey line described as follows: Begin on the South line of said Sec. 14 at a appoint 1557.78' Easterly of the Southwest corner thereof; thence run N 24°58'17" W, 2929.95' to the South line of the NW 1/4 of said Sec. 14 at a point 303.41' Easterly of the Southwest corner thereof and containing 19.57 acres more or less. -8- PYH RiT R TERMINATION NOTICE AND AGREEMENT Indian River County ("County") hereby executes this Termination Notice and Agreement (this "Notice of Termination") as of this day of , 2019 (the "Termination Effective Date"). _ RECITALS A. County and Premier Citrus LLC, a Florida limited liability company ("Sellers") entered into a certain Agreement to Purchase and Sell Real Estate dated , 2019 (the "Agreement") pursuant to which Seller agreed to sell and County agreed to purchase the Property (as such term is defined in the Agreement). B. Pursuant to this Notice of Termination, County desires to terminate the Agreement in accordance with the terms thereof. NOW, THEREFORE, pursuant to this Notice of Termination and in accordance with the terms of the Agreement, County hereby notifies Seller and agrees as follows: 1. As of the Termination Effective Date, the Agreement is terminated and of no further force and effect. Neither County nor Seller shall have any further rights or obligations thereunder; provided, however, and notwithstanding the foregoing, County acknowledges and agrees that County shall remain obligated with respect to any and all obligations that by the express terms of the Agreement are intended to survive termination of the Agreement. 2. County warrants and represents that it has previously or simultaneously herewith delivered to Seller all Due Diligence Reports (as such term is defined in the Agreement). 3. County hereby acknowledges and agrees that it has no right, title, claim or interest in and to the Property. 4. County warrants and represents that to the extent County undertook any physical testing of the Property which modified the physical condition of the Property, County has fully restored the Property to its original condition. IN WITNESS WHEROF, County has caused this Notice of Termination to be executed as of the Termination Effective Date. BOARD OF COUNTY COMMISSIONERS INDIAN RIVER COUNTY, FLORIDA ON Bob Solari, Chairman BCC Approved: Approved: By: Jason Brown, County Administrator Attest: Jeffrey R. Smith, Clerk of Court and Comptroller 0 Deputy Clerk Approved as to form and legal sufficiency William K. Debraal Deputy County Attorney 0, 2 Prepared by and return to: Rosemary Vigliano Atlantic Coastal Land Title Company, LLC 855 21st Street Suite C Vero Beach, FL 32960 (772)569-4364 File No 49085022 Parcel Identification No 33-38-14-00001-0090-00001.0 Above This Line For Recording 3120200003218 RECORDED IN THE PUBLIC RECORDS OF JEFFREY R SMITH, CLERK OF COURT INDIAN RIVER COUNTY of Z 1/168020 3:21 PM BK: 3270 PG: 91 Pape D DOCTAX PD $41,650.00 WARRANTY DEED (STATUTORY FORM - SECTION 689.02, F.S.) This indenture made the 15 day of January, 2020, between Premier Citrus, L.L.C., a Florida Limited Liability Company, whose post office address is P. O. Box 690997, Vero Beach, FL 32969, of the County of Indian River, State of Florida, Grantor, to Indian River County, a political subdivision of the State of Florida, whose post office address is 1801 27th Street, Vero Beach, FL 32960, of the County of Indian River, State of Florida, Grantee: Witnesseth, that said Grantor, for and in consideration of the sum of TEN DOLLARS (U.S.$10.00) and other good and valuable considerations to said Grantor in hand paid by said Grantee, the receipt whereof is hereby acknowledged, has granted, bargained, and sold to the said Grantee, and Grantee's heirs and assigns forever, the following described land, situate, lying and being in Indian River, Florida, to -wit: Indian Springs Parcel 1: Parcel ID Nos. 33381400001009000001.0 Township 33 South, Range 38 East, Section 14, Tracts 9, 10, 11, that part of Tract 12 lying East of Interstate 95, that part of Tract 13 lying East of Interstate 95, Tract 14 less the portion of the Southwest corner lying West of Interstate 95, Tract 15 less canals and road rights of way, and less additional right of way in Book 2969, Page 2285, Official Records of Indian River County, Florida. LESS AND EXCEPT the West 10 feet of the East 40 feet of Tract 9. Ranch Road Parcel 2: Parcel ID No. 33381400001016000001.0 Tract 16, less the East 40 feet thereof, Section 14, Township 33 South, Range 38 East, according to the last general plat of INDIAN RIVER FARMS COMPANY, as recorded in Plat Book 2, Page 25, public records of St. Lucie County, Florida, said land now lying and being in Indian River County, Florida. Together with all the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. Subject to taxes for 2020 and subsequent years, not yet due and payable; covenants, restrictions, easements, reservations and limitations of record, if any. TO HAVE AND TO HOLD the same in fee simple forever. And Grantor hereby covenant with the Grantee that the Grantor is lawfully seized of said land in fee simple, that Grantor have good right and lawful authority to sell and convey said land and that the Grantor hereby fully warrant the title to said land and will defend the same against the lawful claims of all persons whomsoever. Warranty Deed File No.: 49085022 Page 1 of 2 In Witness Whereof, Grantor have hereunto set Grantor's hand and seal the day and year first above written. Wed and delivered in our presence: Premier Citrus, L.L.C., a Florid invited Liability ompany Liability By: _ Walter T. Jerkins, Jr., ana er/President STATE OF FLORIDA COUNTY OF INDIAN RIVER The foregoing instrument was acknowledged before me by means of ( ) physical presence or ( ) online notarization this day of January, 2020 by Walter T. Jerkins, Jr. Manager/President of Premier Citrus, L.L.C., a FL Limited Liability Company, on behalf of the Limited Liability Company. ��''►u''• JAY HERNANDEZ Notary Public - State of Florida ignat e of Notary Public 't�;�a� Commission x GG 203544 os n My Comm. Expires Apr 25, 2022 Print, Type/Stamp Name of Notary "Bonded through National Notary assn. Personally known: x OR Produced Identification: Type of Identification Produced: Warranty Deed File No.: 49085022 Page 2 of 2 3120200003219 RECORDED IN THE PUBLIC RECORDS OF JEFFREY R SMITH, CLERK OF COURT INDIAN RIVER COUNTY FL 8K.'3270 PG: 93 Page 1 of 1 1/16/2020 3:21 PM Prepared by and return to: Jason A. Beal Atlantic Coastal Land Title Company, LLC 855 21' St., Suite C, Vero Beach, FL 32960 Limited Liability Company Affidavit State of FLORIDA County of INDIAN RIVER Before me, the undersigned authority, personally appeared Walter T. Jerkins, Jr. ("Affiant"), who, being duly sworn according to law, deposes and says: 1. Affiant is a Manager/President of Premier Citrus, L.L.C., a Florida limited liability company (the "LLC"). 2. The LLC is currently in existence under valid articles of organization and regulations and has not been terminated or dissolved. 3. The LLC is the owner of the following described real property: Indian Springs Parcel 1: Parcel ID Nos. 33381400001009000001.0 Township 33 South, Range 38 East, Section 14, Tracts 9, 10, 11, that part of Tract 12 lying East of Interstate 95, that part of Tract 13 lying East of Interstate 95, Tract 14 less the portion of the Southwest corner lying West of Interstate 95, Tract 15 less canals and road rights of way, and less additional right of way in Book 2969, Page 2285, Official Records of Indian River County, Florida. LESS AND EXCEPT the West 10 feet of the East 40 feet of Tract 9. Ranch Road Parcel 2: Parcel ID No. 33381400001016000001.0 Tract 16, less the East 40 feet thereof, Section 14, Township 33 South, Range 38 East, according to the last general plat of INDIAN RIVER FARMS COMPANY, as recorded in Plat Book 2, Page 25, public records of St. Lucie County, Florida, said land now lying and being in Indian River County, Florida. (the "Property") 4. The LLC is not in bankruptcy and, if the LLC is a single member entity, the single member is not in bankruptcy. 5. Walter T. Jerkins, Jr., is authorized by the articles of organization or operating agreement to execute any instruments affecting the Property on behalf of the LLC. 6. Under penalties of perjury, Affiant declares that Affiant has read the foregoing document and that the facts stated in it are true. Walter T. Jerkins, r. Sworn to and subscribed before me this Ii day of January, 2020, by Walter T. Jerkins, Jr., who OQis personally known to me or ( ) produced the following identification: 11,\ �►� JOY HERNANDEZ '. Notary Public State of Fleri4k lap Commission N GG 203544 or !y,, My Comm. Expires Apr 15, 1021 Bonded through National Notary Assn. (Notary Seal) WESTCOR POLICY NO. LAND TITLE INSURANCE COMPANY OP-25-FL1394-8631323 OWNER'S POLICY OF TITLE INSURANCE (with Florida Modifications) ISSUED BY WESTCOR LAND TITLE INSURANCE COMPANY Any notice of claim and any other notice or statement in writing required to be given to the Company under this Policy must be given to the Company at the address shown in Section 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE CONDITIONS, Westcor Land Title Insurance Company, a California corporation (the "Company") insures, as of Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or incurred by the Insured by reason of: 1. Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from (a) A defect in the Title caused by (i) forgery, fraud, undue influence, duress, incompetency, incapacity, or impersonation; (ii) failure of any person or Entity to have authorized a transfer or conveyance; (iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized, or delivered; (iv) failure to perform those acts necessary to create a document by electronic means authorized by law; (v) a document executed under a falsified, expired, or otherwise invalid power of attorney; (vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or (vii) a defective judicial or administrative proceeding. (b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid. (c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land. 3. Unmarketable Title. COVERED RISKS CONTINUED ON NEXT PAGE In Witness Whereof, WESTCOR LAND TITLE INSURANCE COMPANY, has caused this policy to be signed and sealed as of Date of Policy shown in Schedule A, the policy to become valid when countersigned by an authorized signa- tory of the Company. Issued By: FL1394 * 49085022 Atlantic Coastal Land Title Company, LLC WESTCOR LAND TITLE INSURANCE COMPANY 855 21st Street, Suite C Vero Beach, FL 32960 4m 7y By: o Q L't/►/V' Wnteor Land resident w � y S c Qst/ �S tss3 0° Attest: Secretary OP -25 ALTA Owners Policy of Title insurance 6-17-06 (with FLORIDA Modifications) (WLTIC Edition 1/26/11) Page 1 4. No right of access to and from the Land. 5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zon- ing) restricting, regulating, prohibiting, or relating to (a) the occupancy, use, or enjoyment of the Land; (b) the character, dimensions, or location of any improvement erected on the Land; (c) the subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. 6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforce- ment action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice. 7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records. 8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. 9. Title being vested other than as stated in Schedule A or being defective (a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws; or (b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws by reason of the failure of its recording in the Public Records (i) to be timely, or (ii) to impart notice of its existence to a purchaser for value or to a judgment or lien creditor. 10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks i through 9 that has been created or at- tached or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. The Company will also pay the costs, attorneys' fees, and expenses incurred in defense of any matter insured against by this Policy, but only to the extent provided in the Conditions. EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage (a) created, suffered, assumed, or agreed to by the Insured of this policy, and the Company will not pay loss or damage, costs, Claimant; attorneys' fees, or expenses that arise by reason of. (b) not Known to the Company, not recorded in the Public Re - 1. (a) Any law, ordinance, permit, or governmental regulation cords at Date of Policy, but Known to the Insured Claimant (including those relating to building and zoning) restricting, regulat- and not disclosed in writing to the Company by the Insured ing, prohibiting, or relating to Claimant prior to the date the Insured Claimant became an Insured under this policy; (i) the occupancy, use, or enjoyment of the Land; (c) resulting in no loss or damage to the Insured Claimant; (ii) the character, dimensions, or location of any improve- ment erected on the Land; (d) attaching or created subsequent to Date of Policy; or (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. (e) resulting in loss or damage that would not have been sus- tained if the Insured Claimant had paid value for the Title. 4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 2. Rights of eminent domain. This Exclusion does not modify or 5. Any lien on the Title for real estate taxes or assessments imposed limit the coverage provided under Covered Risk 7 or 8. by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other 3. Defects, liens, encumbrances, adverse claims, or other matters instrument of transfer in the Public Records that vests Title as shown in Schedule A. OP -25 ALTA Owners Policy of Title Insurance 6-17-06 (with FLORIDA Modifications) (WLTIC Edition 1/26/11) Page 2 CONDITIONS 1. DEFINITION OF TERMS The following terns when used in this policy mean: (a) "Amount of Insurance": The amount stated in Schedule A, as may be increased or decreased by endorsement to this policy, increased by Section 8(b), or decreased by Sections 10 and 11 of these Conditions. (b) "Date of Policy": The date designated as "Date of Policy" in Schedule A. (c) "Entity": A corporation, partnership, trust, limited liability company, or other similar legal entity. (d) "Insured": The Insured named in Schedule A. (i) The term "Insured" also includes (A) successors to the Title of the Insured by operation of law as distinguished from purchase, including heirs, devisees, survivors, personal representatives, or next of kin; (B) successors to an Insured by dissolution, merger, con- solidation, distribution, or reorganization; (C) successors to an Insured by its conversion to another kind of Entity; (D) a grantee of an Insured under a deed delivered without payment of actual valuable consideration conveying the Title (1) if the stock, shares, memberships, or other equity interests of the grantee are wholly-owned by the named Insured, (2) if the grantee wholly owns the named Insured, (3) if the grantee is wholly-owned by an affiliated En- tity of the named Insured, provided the affiliated Entity and the named Insured are both wholly- owned by the same person or Entity, or (4) if the grantee is a trustee or beneficiary of a trust created by a written instrument established by the Insured named in Schedule A for estate planning purposes. (ii) With regard to (A), (B), (C), and (D) reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor Insured. (e) "Insured Claimant": An Insured claiming loss or damage. (f) "Knowledge" or "Known": Actual knowledge, not construc- tive knowledge or notice that may be imputed to an Insured by reason of the Public Records or any other records that impart constructive notice of matters affecting the Title. (g) "Land": The land described in Schedule A, and affixed improve- ments that by law constitute real property. The term "Land" does not include any property beyond the lines of the area described in Schedule A, nor any right, title, interest, estate, or easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is insured by this policy. (h) "Mortgage": Mortgage, deed of trust, trust deed, or other secu- rity instrument, including one evidenced by electronic means authorized bylaw. (i) "Public Records": Records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), "Public Records" shall also include environmental protection liens filed in the records of the clerk of the United States District Court for the district where the Land is located. 0) "Title": The estate or interest described in Schedule A. (k) "Unmarketable Title": Title affected by an alleged or apparent matter that would permit a prospective purchaser or lessee of the Title or lender on the Title to be released from the obligation to purchase, lease, or lend if there is a contractual condition requiring delivery of marketable title. 2. CONTINUATION OF INSURANCE The coverage of this policy shall continue in force as of Date of Policy in favor of an Insured, but only so long as the Insured retains an estate or interest in the Land, or holds an obligation secured by a purchase money Mortgage given by a purchaser from the Insured, or only so long as the Insured shall have liability by reason of war- ranties in any transfer or conveyance of the Title. This policy shall not continue in force in favor of any purchaser from the Insured of either (i) an estate or interest in the Land, or (ii) an obligation secured by a purchase money Mortgage given to the Insured. 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Condi- tions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title. If the Company is prejudiced by the failure of the Insured Claimant to provide prompt notice, the Company's liability to the Insured Claimant under the policy shall be reduced to the extent of the prejudice. 4. PROOF OF LOSS In the event the Company is unable to determine the amount of loss or damage, the Company may, at its option, require as a condition of payment that the Insured Claimant furnish a signed proof of loss. The proof of loss must describe the defect, lien, encumbrance, or other matter insured against by this policy that constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. 5. DEFENSE AND PROSECUTION OF ACTIONS (a) Upon written request by the Insured, and subject to the options contained in Section 7 of these Conditions, the Company, at its own cost and without unreasonable delay, shall provide for the defense of an Insured in litigation in which any third party asserts a claim covered by this policy adverse to the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the Insured to object for reasonable cause) to represent the Insured as to those stated causes of action. It shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs, or expenses incurred by the Insured in the defense of those causes of action that allege matters not insured against by this policy. (b) The Company shall have the right, in addition to the options contained in Section 7 of these Conditions, at its own cost, to institute and prosecute any action or proceeding or to do any OP -25 ALTA Owners Policy of Title Insurance 6-17-06 (with FLORIDA Modifications) (WLTIC Edition 1/26/11) Page 3 CONDITIONS - CONTINUED other act that in it b d ' b] s opuuon may ss e necessary or esira a to or tender payment of the Amount of Insurance under this policy establish the Title, as insured, or to prevent or reduce loss or together with any costs, attorneys' fees, and expenses incurred damage to the Insured. The Company may take any appropri- by the Insured Claimant that were authorized by the Company ate action under the terms of this policy, whether or not it shall up to the time of payment or tender of payment and that the be liable to the Insured. The exercise of these rights shall not Company is obligated to pay. be an admission of liability or waiver of any provision of this policy. If the Company exercises its rights under this subsection, it must do so diligently. (c) Whenever the Company brings an action or asserts a defense as required or permitted by this policy, the Company may pursue the litigation to a final determination by a court of competent jurisdiction, and it expressly reserves the right, in its sole discretion, to appeal any adverse judgment or order. 6. DUTY OF INSURED CLAIMANT TO COOPERATE (a) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceed- ing and any appeals, the Insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, including the right to use, at its option, the name of the Insured for this purpose. Whenever requested by the Company, the Insured, at the Company's expense, shall give the Company all reasonable aid (i) in securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (ii) in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the Title or any other matter as insured. If the Company is prejudiced by the failure of the Insured to furnish the required cooperation, the Company's obligations to the Insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. (b) The Company may reasonably require the Insured Claimant to submit to examination under oath by any authorized representa- tive of the Company and to produce for examination, inspection, and copying, at such reasonable times and places as may be designated by the authorized representative of the Company, all records, in whatever medium maintained, including books, ledgers, checks, memoranda, correspondence, reports, e-mails, disks, tapes, and videos whether bearing a date before or after Date of Policy, that reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the Insured Claimant shall grant its permission, in writing, for any authorized representative of the Company to examine, inspect, and copy all of these records in the custody or control of a third party that reasonably pertain to the loss or dam- age. All information designated as confidential by the Insured Claimant provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Insured Claimant to submit for examination under oath, produce any reasonably requested information, or grant permission to secure reasonably necessary information from third parties as required in this subsection, unless prohibited by law or governmental regulation, shall terminate any liability of the Company under this policy as to that claim. 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LIABILITY In case of a claim under this policy, the Company shall have the following additional options: (a) To Pay or Tender Payment of the Amount of Insurance. To pay Upon the exercise by the Company of this option, all liability and obligations of the Company to the Insured under this policy, other than to make the payment required in this subsection, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. (b) To Pay or Otherwise Settle With Parties Other Than the Insured or With the Insured Claimant. (i) to pay or otherwise settle with other parties for or in the name of an Insured Claimant any claim insured against under this policy. In addition, the Company will pay any costs, attorneys' fees, and expenses incurred by the Insured Claim- ant that were authorized by the Company up to the time of payment and that the Company is obligated to pay; or (ii) to pay or otherwise settle with the Insured Claimant the loss or damage provided for under this policy, together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay. Upon the exercise by the Company of either of the options provided for in subsections (b)(i) or (ii), the Company's obligations to the Insured under this policy for the claimed loss or damage, other than the payments required to be trade, shall terminate, including any li- ability or obligation to defend, prosecute, or continue any litigation. 8. DETERMINATION AND EXTENT OF LIABILITY This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the Insured Claimant who has suffered loss or damage by reason of matters insured against by this policy. (a) The extent of liability of the Company for loss or damage under this policy shall not exceed the lesser of (i) the Amount of Insurance; or (ii) the difference between the value of the Title as insured and the value of the Title subject to the risk insured against by this policy. (b) If the Company pursues its rights under Section 5 of these Con- ditions and is unsuccessful in establishing the Title, as insured, (i) the Amount of Insurance shall be increased by 10%, and (ii) the Insured Claimant shall have the right to have the loss or damage determined either as of the date the claim was made by the Insured Claimant or as of the date it is settled and paid. (c) In addition to the extent of liability under (a) and (b), the Com- pany will also pay those costs, attorneys' fees, and expenses in- curred in accordance with Sections 5 and 7 of these Conditions. 9. LIMITATION OF LIABILITY (a) If the Company establishes the Title, or removes the alleged defect, lien, or encumbrance, or cures the lack of a right of ac- cess to or from the Land, or cures the claim of Unmarketable Title, all as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused to the Insured. OP -25 ALTA Owners Policy of Title Insurance 6-17-06 (with FLORIDA Modifications) (WLTIC Edition 1/26/11) Page 4 (b) In the event of any litigation, including litigation by the Com- pany or with the Company's consent, the Company shall have no liability for loss or damage until there has been a final deter- mination by a court of competent jurisdiction, and disposition of all appeals, adverse to the Title, as insured. (c) The Company shall not be liable for loss or damage to the Insured for liability voluntarily assumed by the Insured in set- tling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY All payments under this policy, except payments made for costs, attorneys' fees, and expenses, shall reduce the Amount of Insurance by the amount of the payment. 11. LIABILITY NONCUMULATIVE The Amount of Insurance shall be reduced by any amount the Com- pany pays under any policy insuring a Mortgage to which exception is taken in Schedule B or to which the Insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date of Policy and which is a charge or lien on the Title, and the amount so paid shall be deemed a payment to the Insured under this policy. 12. PAYMENT OF LOSS When liability and the extent of loss or damage have been definitely fixed in accordance with these Conditions, the payment shall be made within 30 days. 13. RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT (a) Whenever the Company shall have settled and paid a claim under this policy, it shall be subrogated and entitled to the rights of the Insured Claimant in the Title and all other rights and remedies in respect to the claim that the Insured Claimant has against any person or property, to the extent of the amount of any loss, costs, attorneys' fees, and expenses paid by the Company. If requested by the Company, the Insured Claimant shall execute documents to evidence the transfer to the Com- pany of these rights and remedies. The Insured Claimant shall permit the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the name of the Insured Claimant in any transaction or litigation involving these rights and remedies. If a payment on account of a claim does not fully cover the loss of the Insured Claimant, the Company shall defer the exercise of its right to recover until after the Insured Claimant shall have recovered its loss. (b) The Company's right of subrogation includes the rights of the Insured to indemnities, guaranties, other policies of insurance, or bonds, notwithstanding any terns or conditions contained in those instruments that address subrogation rights. 14. ARBITRATION Unless prohibited by applicable law, arbitration pursuant to the Title Insurance Arbitration Rules of the American Arbitration As- sociation may be demanded if agreed to by both the Company and the Insured at the time of a controversy or claim. Arbitrable mat- ters may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or relating to this policy, and service of the Company in connection with its issuance or the breach of a policy provision or other obligation. Arbitration pursuant to this policy and under the Rules in effect on the date the demand for arbitration is made or, at the option of the Insured, the Rules in effect at Date of Policy shall be binding upon the parties. The award may include attorneys' fees only if the laws of the state in which the Land is located permit a court to award attorneys' fees to a prevailing party. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. The law of the situs of the land shall apply to an arbitration under the Title Insurance Arbitration Rules. A copy of the Rules may be obtained from the Company upon request. 15. LIABILITY LIMITED TO THIS POLICY, POLICY ENTIRE CONTRACT (a) This policy together with all endorsements, if any, attached to it by the Company is the entire policy and contract between the Insured and the Company. In interpreting any provision of this policy, this policy shall be construed as a whole. (b) Any claim of loss or damage that arises out of the status of the Title or by any action asserting such claim whether or not based on negligence shall be restricted to this policy. (c) Any amendment of or endorsement to this policy must be in writing and authenticated by an authorized person, or expressly incorporated by Schedule A of this policy. (d) Each endorsement to this policy issued at any time is made a part of this policy and is subject to all of its terms and provi- sions. Except as the endorsement expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsement, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. 16. SEVERABILITY In the event any provision of this policy, in whole or in part, is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision or such part held to be invalid, but all other provisions shall remain in full force and effect. 17. CHOICE OF LAW; FORUM (a) Choice of Law: The Insured acknowledges the Company has underwritten the risks covered by this policy and determined the premium charged therefor in reliance upon the law affecting interests in real property and applicable to the interpretation, rights, remedies, or enforcement of policies of title insurance of the jurisdiction where the Land is located. Therefore, the court or an arbitrator shall apply the law of the jurisdiction where the Land is located to determine the validity of claims against the Title that are adverse to the Insured and to interpret and enforce the terns of this policy. In neither case shall the court or arbitrator apply its conflicts of law principles to determine the applicable law. (b) Choice of Forum: Any litigation or other proceeding brought by the Insured against the Company must be filed only in a state or federal court within the United States of America or its territories having appropriate jurisdiction. 18. NOTICES, WHERE SENT Any notice of claim and any other notice or statement in writing required to be given to the Company under this policy must be given to the Company at: 875 Concourse Parkway South, Suite 200, Maitland, FL 32751. OP -25 ALTA Owners Policy of Title Insurance 6-17-06 (with FLORIDA Modifications) (WLTIC Edition 1/26/11) Page 5 OWNER'S POLICY OF TITLE INSURANCE (With Florida Modifications) WESTCOR LAND TITLE INSURANCE COMPANY OWNER'S POLICY OF TITLE INSURANCE HOME OFFICE 875 Concourse Parkway South, Suite 200 Maitland, FL 32751 Telephone: (407) 629-5842 WESTCOR LAND TITLE INSURANCE COMPANY ALTA 6-17-06 OWNER'S POLICY With Florida Modifications SCHEDULE A Name and Address of Title Insurance Company: Westcor Land Title Insurance Company, 875 Concourse Parkway South, Suite 200, Maitland, Florida 32751, Phone No.: (407) 629-5842. State: FL County: Indian River Address Reference: 375 82nd Avenue, Vero Beach, FL 32968 File Number: Policy Number: Date of Policy: Premium: Amount of Insurance: January 16, 2020 at 49085022 OP-25-FL1394- 3:21 PM or recording $17,212.50 $5,950,000.00 8631323 date of the insured instrument, whichever is later 1. Name of Insured: Indian River County, a political subdivision of the State of Florida The estate or interest in the Land that is insured by this policy is: fee simple Title is vested in: Indian River County, a political subdivision of the State of Florida 4. The Land referred to in this policy is described as follows: See Exhibit A attached hereto and made part hereof. Issued By: Atlantic Coastal Land Title Company, LLC 855 21st Street Suite C Vero Beach, FL 32960 Authorized Signatory NOTE: This policy is of no force and effect unless Schedule A and Schedule B are attached together with any added pages incorporated by reference. OP -25S / ALTA 6-17-06 Owner's Policy Schedule A and B (With Florida Modifications) (WLTIC Edition 6/24/15) WESTCOR LAND TITLE INSURANCE COMPANY ALTA 6-17-06 OWNER'S POLICY With Florida Modifications SCHEDULE B File* 49085022 Policy #: OP-25-FL1394-8631323 This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees, or expenses that arise by reason of: Exceptions: Rights or claims of parties in possession not shown by the Public Records. 2. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments on the Land of existing improvements located on the adjoined land. 3. Easements, or claims of easements, not shown by Public Records. 4. Taxes or special assessments, if any, not shown as existing liens by the Public Records. 5. Taxes and assessments for the year 2020 and subsequent years, which are not yet due and payable. 6. Restrictions, reservations, setbacks and easements, if any, as indicated and/or shown on that certain Plat recorded in Plat Book 2, at Page(s) 25, of the Public Records of Saint Lucie County, Florida, said land now lying and being in Indian River County, Florida. 7. Existing unrecorded leases and all right thereunder of the lessees and of any person claiming by, through or under lessees. *The following items, as listed above, are hereby deleted: NONE OP -25S / ALTA 6-17-06 Owner's Policy Schedule A and B (With Florida Modifications) (WLTIC Edition 6/24/15) WESTCOR LAND TITLE INSURANCE COMPANY ALTA 6-17-06 OWNER'S POLICY (With Florida Modifications) EXHIBIT A File No.: 49085022 Agent No.: FL1394 Policy No.: OP-25-FL1394-8631323 Indian Springs Parcel 1: Parcel ID Nos. 33381400001009000001.0 Township 33 South, Range 38 East, Section 14, Tracts 9, 10, 11, that part of Tract 12 lying East of Interstate 95, that part of Tract 13 lying East of Interstate 95, Tract 14 less the portion of the Southwest corner lying West of Interstate 95, Tract 15 less canals and road rights of way, and less additional right of way in Book 2969, Page 2285, Official Records of Indian River County, Florida. LESS AND EXCEPT the West 10 feet of the East 40 feet of Tract 9. Ranch Road Parcel 2: Parcel ID No. 33381400001016000001.0 Tract 16, less the East 40 feet thereof, Section 14, Township 33 South, Range 38 East, according to the last general plat of INDIAN RIVER FARMS COMPANY, as recorded in Plat Book 2, Page 25, public records of St. Lucie County, Florida, said land now lying and being in Indian River County, Florida. OP -6S / ALTA 6-17-06 Owner's Policy Exhibit A AM -CA -1- (WLTIC Edition 4/3/14) Jkr 3120200003219 RECORDED IN THE RECORDS OF JEFFREY R. SMITH, CLERK OF CIRCUIT COURT INDIAN RIVER CO FL BK: 3270 PG: 93,1/16/2020 3:21 PM Prepared by and return to: Jason A. Beal Atlantic Coastal Land Title Company, LLC 855 21" St., Suite C, Vero Beach, FL 32960 Limited Liability Company Affidavit State of FLORIDA County of INDIAN RIVER Before me, the undersigned authority, personally appeared Walter T. Jerkins, Jr. ("Affiant"), who, being duly sworn according to law, deposes and says: 1. Affiant is a Manager/President of Premier Citrus, L.L.C., a Florida limited liability company (the "LLC"). 2. The LLC is currently in existence under valid articles of organization and regulations and has not been terminated or dissolved. 3. The LLC is the owner of the following described real property: Indian Springs Parcel 1: Parcel ID Nos. 33381400001009000001.0 Township 33 South, Range 38 East, Section 14, Tracts 9,10,11, that part of Tract 12 lying East of Interstate 95, that part of Tract 13 lying East of Interstate 95, Tract 14 less the portion of the Southwest corner lying West of Interstate 95, Tract 15 less canals and road rights of way, and less additional right of way in Book 2969, Page 2285, Official Records of Indian River County, Florida. LESS AND EXCEPT the West 10 feet of the East 40 feet of Tract 9. Ranch Road Parcel 2: Parcel ID No. 33381400001016000001.0 Tract 16, less the East 40 feet thereof, Section 14, Township 33 South, Range 38 East, according to the last general plat of INDIAN RIVER FARMS COMPANY, as recorded in Plat Book 2, Page 25, public records of St. Lucie County, Florida, said land now lying and being in Indian River County, Florida. (the "Property") 4. The LLC is not in bankruptcy and, if the LLC is a single member entity, the single member is not in bankruptcy. 5. Walter T. Jerkins, Jr., is authorized by the articles of organization or operating agreement to execute any instruments affecting the Property on behalf of the LLC. 6. Under penalties of perjury, Affiant declares that Affiant has read the foregoing document and that the facts stated in it are true. Walter T. Jerkins, r. Sworn to and subscribed before me this 3 day of January, 2020, by Walter T. Jerkins, Jr., who QQ is personally known to me or ( ) produced the following identification: JOY HERNANDEZ Notary Public *Stitt of Florlds Commission • GG 2035" My Comm. Expires Apr 25, 2022 eomidM tMOY{h National Notary assn. CLOSING AFFIDAVIT (Seller) Before me, the undersigned authority, personally appeared Walter T. Jenkins Jr., Manager/President of Premier Citrus, L.L.C. ("Affiant"), who being by me first duly sworn, on oath, depose(s) and say(s) that: 1. Premier Citrus, L.L.C. ("Seller"), is the owner of and is selling the following described property to Indian River County, a political subdivision of the State of Florida ("Buyer"), to wit: Indian Springs Parcel 1: Parcel ID Nos. 333 8140000100900000 1.0 Township 33 South, Range 38 East, Section 14, Tracts 9, 10, 11, that part of Tract 12 lying East of Interstate 95, that part of Tract 13 lying East of Interstate 95, Tract 14 less the portion of the Southwest corner lying West of Interstate 95, Tract 15 less canals and road rights of way, and less additional right of way in Book 2969, Page 2285, Official Records of Indian River County, Florida. LESS AND EXCEPT the West 10 feet of the East 40 feet of Tract 9. Ranch Road Parcel 2: Parcel ID No. 33381400001016000001.0 Tract 16, less the East 40 feet thereof, Section 14, Township 33 South, Range 38 East, according to the last general plat of INDIAN RIVER FARMS COMPANY, as recorded in Plat Book 2, Page 25, public records of St. Lucie County, Florida, said land now lying and being in Indian River County, Florida. 2. The above described property is free and clear of all liens, taxes, encumbrances and claims of every kind, nature and description of record whatsoever, except for mortgage or mortgages, if any, described in the Deed and except for real estate and personal property taxes for the year 2019, which are not yet due and payable. 3. There have been no improvements, alterations, or repairs since acquisition by the Seller to the above described property for which the costs thereof remain unpaid, that there are no claims for labor or material furnished for repairing or improving the same, which remain unpaid since the acquisition by Seller, and that there are no mechanic's, materialmen's, or laborer's liens since acquisition by Seller against the above described property. 4. There have been no documents recorded in the Public Records of Indian River, Florida subsequent to November 26, 2019„ which affect title to the Property and Seller has not entered into any contracts for the sale, disposition or leasing of the Property since said date except as may have been disclosed to Atlantic Coastal Land Title Company, LLC in writing, and Seller has no knowledge of any matter affecting title to the Property. 5. The personal property contained in the building on said property, or on the said premises, and which, if any, is being sold free and clear of all liens, encumbrances, claims and demands whatsoever. The Seller knows of no violations of Municipal or County Ordinances pertaining to the above described property. No judgment or decree has been entered in any court in this State or the United States against said Seller which remains unsatisfied. There are no persons other than Seller in possession of the above described property. 6. Seller agrees that in the event the current real estate or personal property taxes vary in amount from the figures used in making the prorations used in closing the transfer and conveyance of the above described property to said buyers, then a new proration and a correct and proper adjustment will be made upon demand. 7. There are no matters pending against the Seller that could give rise to a lien that would attach to the property between the effective date of commitment and the recording of the interest to be insured. Seller has not and will not execute any instruments that would adversely affect the interest to be insured. 8. Seller's title to, and possession and enjoyment of, the property have been open, notorious, peaceable and undisturbed, and have never been disputed nor questioned. 9. There are no disputes concerning the boundary lines of the property, and the operation of any buildings on said property has been in compliance with the applicable building codes, ordinances and statutes. 10. Affiant has received no notice of any public hearing regarding assessment for improvements or changes in applicable zoning laws concerning said property within the past ninety (90) days. Closing Affidavit — Seller File No.: 49085022 Page 1 of 2 11. There are no actions or proceedings now pending in any State or Federal Court to which the Seller is a party, including but not limited to, proceedings in bankruptcy, receivership or insolvency, nor are there any judgments, bankruptcies, liens or executions of any nature which constitute or could constitute a charge or lien upon said property. 12. There are no unrecorded easements, claims of easement or rights-of-way affecting all or any portion of the property. 13. Seller understands that Section 1445 of the Internal Revenue Code provides that a Buyer of a United States real property interest must withhold tax if the Seller is a foreign person. To inform the Buyer that withholding of tax is not required upon purchase of the above described property, Seller certifies the following: Seller is not a nonresident alien individual, foreign corporation, foreign partnership, foreign trust or foreign estate for purposes of United States federal income taxation. Seller's U.S. Taxpayer Identification Number is. Seller's address is: P. O. Box 690997, Vero Beach, FL 32969. No other persons or entities have an ownership interest in the above described property. 14. Seller understands the Buyer of the described property intends to rely on the foregoing representations in connection with the United States Foreign Investment in Real Property Tax Act. (FIRPTA). Seller understands this certification may be disclosed to the Internal Revenue Service by the Buyer and that any false statements contained in this certification may be punished by fine, imprisonment or both. Seller has the authority to sign this affidavit as either individual Seller or on behalf of an entity Seller. Under penalties of perjury, Seller states that this declaration was carefully read and is true and correct. 15. This affidavit is given for the purpose of clearing any possible question or objection to the title to the above referenced property and, for the purpose of inducing Atlantic Coastal Land Title Company, LLC and Westcor Land Title Insurance Company to issue title insurance on the subject property, with the knowledge that said title companies are relying upon the statements set forth herein. Seller hereby holds Atlantic Coastal Land Title Company, LLC and Westcor Land Title Insurance Company harmless and fully indemnifies same (including but not limited to attorneys' fees, whether suit be brought or not, and at trial and all appellate levels, and court costs and other litigation expenses) with respect to the matters set forth herein. "Affiant", "Seller" and "Buyer" include singular or plural as context so requires or admits. Seller further states that he/she is familiar with the nature of an oath and with the penalties as provided by the laws of the United States and the State of Florida for falsely swearing to statements made in an instrument of this nature. Seller further certifies that he/she has read, or heard read, the full facts of this Affidavit and understands its context. Under penalties of perjury, I declare that I have read the foregoing Affidavit and that the facts stated in it are true. Premier Citrus, L.L.C., a Flop,' Limited Liab'lity Company By: / �_. Walter T. Jerkins, '11,11 anager/Pre de t STATE OF FLORIDA COUNTY OF INDIAN RIVER The foregoing instrument was acknowledged before me by means of Q physical presence or () online notarization this ��3�� day of January, 2020 by Walter T. Jerkins, Jr. Manager/President of Premier Citrus, L.L.C., a FL Limited Liability Company, on behalf of tJi Limited Liability Company. tiTY ��'•• JOY H*016 ERNANDEZ `: Nota Public . State of Florida ignattl a C otary Public Notary p' Commission of GG 203544 Print, 0. Type/Stamp Name of Notary '?or My Comm. Expires Apr 15, 2021 Bonded through National Notary Assn. Personally known: -'k' OR Produced Identification: Type of Identification Produced: Closing Affidavit — Seller File No.: 49085022 Page 2 of 2 Atlantic Coastal Land Title Company, LLC ALTA Combined Settlement Statement 855 21st Street Suite C Vero Beach, FL 32960 (772) 569-4364 File #: 49085022 Property 375 82nd Avenue Settlement Date 01/15/20 Prepared: 01/09/20 Vero Beach, FL 32968 Disbursement Date 01/15/20 Escrow Officer: Rosemary Vigliano Buyer Indian River County, a political subdivision of the State of Florida Seller Premier Citrus, L.L.C. Lender Seller Buyer Debit Credit Debit Credit Primary Charges & Credits $5,950,000.00 Sales Price of Property $5,950,000.00 2020 Real Estate Taxes $4,838.18 Prorations/Adjustments $4,838.18 County Taxes $4,838.18 Payoffs/Payments $4,320,000.00 Payoff to Centennial Bank Principal: $4,320,000.00 Payoff to Centenntial Bank Government Recording and Transfer Charges Government recording charges $27.00 $45.50 Deed $27.00 Mortgage $ Release $ to Official Records Department Transfer taxes $41,650.00 --Record Partial Release of Mortgage to Official Records Department $27.00 --Record LLC Affidavit to Official Records Department $18.50 Title Charges Title services and lender's title insurance $300.00 --Settlement or closing fee to Atlantic Coastal Land Title Company, LLC $300.00 Owner's title insurance to Westcor Land Title Insurance Company $17,212.50 Title Search Fee to Old Republic/Westcor $85.00 Digital Archive/File Scanning Fee to Forensis Technologies $35.00 $16.001 Seller Wire Fee to Atlantic Coastal/CenterState Bank $16.00 Buyer Debit Credit Debit Credit $4,324,899.68 $5,950,000.00 Subtotals $6,014,163.68 $4,838.18 Due from Buyer $6,009,325.50 $1,625,100.32 Due to Seller $5,950,000.00 $5,950,000.00 Totals $6,014,163.68 $6,014,163.68 Produced by Atlantic Coastal Land Title Company, LLC Using Qualia Page 1 of 2 49085022 Printed on 01/09/20 Acknowledgement We/I have carefully reviewed the Settlement Statement and find it to be a true and accurate statement of all receipts and disbursements made on my account or by me in this transaction and further certify that I have received a copy of the Settlement Statement. We/I authorize Atlantic Coastal Land Title Company, LLC to cause the funds to be disbursed in accordance with this statement. Indian River County, a political subdivision of the State of Florida Premier Citrus, L.L.C., a Florida Limited Liability Company By: BY: William K. DeBraal, Deputy County Attorney Date Walterl Jelikins,Jr., Manager/ ident Date TeM1-is Settlement Ager Date Produced by Atlantic Coastal Land Title Company, LLC Using Qualia Page 2 of 2 49085022 Printed on 01/09/20 AcknowkdgemOt WeA have caref0y reviewed. the %ftletnentStatement and find it.to be a true and accurate staternentof:al.re0tots.:and dtsburseme ots made On my account or by.me In this transa;Ogn and further certify that lbavereceivedia.::o.opy of the We/,I. authorize Atlantk Co"tal Land 11tie Comoaimiy; LLC to clause the funds to be disbursed In Acdorda'hr*:WI'th thisstatermerkit. YOpoofti W40swn Of - , EY, DO& -"Ii DepUfy CountyA*PW Pam Florida L*41m LW* Coeqmrw- 2—,p NO Produced by*UarA1C Coastal Landilde-Conwar% LLC Usintoialb pap.2 Qf2 4008SM2 INDIAN RIVER COUNTY, FLORIDA DEPARTMENT OF UTILITY SERVICES Date: March 18, 2019 To: Jason E. Brown, County Administrator From: Vincent Burke, P.E., Director of Utility Services Subject: 286 +/- acre Purchase and Sale Agreement DESCRIPTIONS AND CONDITIONS: The West Regional Wastewater Treatment Facility (WRWWTF) is currently operating under Florida Department of Environmental Protection (FDEP) permit FL0041637. The existing plant is currently rated at 6.0 million gallons per day (MGD) annual average daily flow (AADF) permitted capacity. Adjacent to the WRWWTF is an existing 4.0 MGD AADF discharge from the plant to the created wetland. The Wetland Treatment System (WTS) is sized at 169 acres +/- with wetted area totaling approximately 135 +/- acres consisting of one deep settling pond, nine deep marsh flow through cells and three shallow marsh cells with a final storage outfall cell at the southwest corner of the site into the Lateral D canal near 1-95. Under routine operating conditions, the Indian River County Department of Utility Services (IRCDUS) receives and treats the domestic wastewater using advanced treatment capabilities in order to separate the solids and further process the liquids and to then create reclaimed or reuse water. For most of the year, IRCDUS supplies multiple golf course locations this irrigation quality reuse water in lieu of those locations using groundwater. During times of heavy influent flows or when there is unusually high precipitation, the WRWWTF must still treat the wastes it receives and send the reclaimed water out to the system. As receiving ponds fill up, the only option is for the reclaimed water to be sent to the WTS where additional biological treatment occurs. When that scenario occurs, there is a possibility for permitted discharge to the Lateral D canal to start. During those intermittent discharges, the FDEP permit requires that certain parameters must be met for water quality and quantity, and that nutrient levels must be tracked. The current WRWWTF FDEP permit is issued under the federal program for the Environmental Protection Agency's (EPA) National Point -Source Discharge Elimination System (NPDES). The Total Maximum Daily Load (TMDL) for the facility, in concert with the Basin Action Management Plan (EMAP) for this area, is structured in order to comply with the EPA's mandate and has very restrictive Waste Load Allocations (WLA) tied to the WRWWTF for Total Nitrogen (TN) and Total Phosphorus (TP). The FDEP permit and associated WLAs restrict the way IRCDUS is able to operate the WTS in attempting to stay at or below the WLA. Thus, IRCDUS is seeking alternative wet weather reclaimed water storage/disposal options for the WRWWTF. This need is especially critical since the County has been experiencing tremendous growth as well. IRCDUS has processed an average of 125 new meter installs each month for the past 18 months, and this growth Page 1 of 5 C:\G ra nicus\Legista r5\L5\Temp\614baa 68-ed37-49d2-b48c-97d5d6a5626c.docx represents additional demand on the WWTFs the county operates. Therefore, as the County embarks on the Septic to Sewer initiative, the need to have a diverse reclaimed water system and storage alternative is ever more prudent. ANALYSIS: Currently, the WRWWTF has three options regarding its reclaimed water. First, it can send flows to its land application sites, which could include business parks, commercial parks, industrial parks and irrigation of golf courses or residential developments. Primarily, IRCDUS sends this water to golf courses through the unincorporated portions of the county. Secondarily, it can use Rapid Infiltration Basins (RIBS), but these RIBS are small in size and have limited volumetric capacity to handle daily flows from the WWTF's. Lastly, the flow is diverted to the WTS for further treatment. The South County WWTF, operating under FDEP permit FLA0101435, has most of its reuse water flow go towards the Indian River Club to be used for irrigation. However, there are times when their receiving ponds are full so the FDEP permit requires that the reclaimed water flow be redirected to the WRWWTF WTS. Due to the WLA constraints at the WRWWF, the potential for South WWTF flows, and the fact that there has been tremendous growth in the southern portion of the unincorporated area, there is a need to diversify the irrigation options and increase alternative storage and disposal sites should the golf courses be unable to take additional reclaimed water during heavy precipitation or reduced demand events. On January 22, 2019, the Indian River County Solid Waste and Disposal District (SWDD) Board rejected staffs recommendation to conduct a feasibility study for use of a deep injection well for disposal of the leachate, centrate and/or reclaimed water. Staff, as part of its ongoing research into disposal options, has reached out to an adjacent property owner for the potential to purchase 286 +/- acres of undeveloped land. Several years ago, an 80 -acre property just east of the WRWWTF was going through the approval process for development. At that time, there were concerns that a high-end subdivision (Stoneybrook) would have issues from its new residents being so close to a large wastewater facility. Indeed, after some residents began to complain about odor from the WRWWTF, the Board of County Commissioners (BCC) awarded a low bid to R.J. Sullivan in January 22, 2013, for $1.02M to build an anaerobic odor control solution. In 2007, it was known that the subject property to the south of the WRWWTF was to be developed into a 547 -unit Planned Development (PD) called Indian Springs. This was about the time the great recession occurred, and any such plans came to a halt. Now that the economy has picked up and the fact that there could be an interchange at the Oslo corridor in the next 5-7 years (pending successful design and financial approval of the project by FDOT), there is concern that additional homes could be built at this site. Not only would those homes represent more flows to the WRWWTF (approximately 137,000 gallons annual average daily flow (AADF)), but the additional residents may have concerns about the WWTF being next door to their homes. Thus, it is recommended that a visual and olfactory buffer be obtained to help insulate the WRWWTF from neighbors and to help with wet weather discharge options. Three Potential Uses It is anticipated that the proposed site could serve more than one purpose. This idea is subject to engineering vetting and additional research into the matter before a final judgement can be rendered as to the validity of such an idea. As part of a separate agenda item, there is a need to hire a professional engineering firm to assist IRCDUS with a feasibility study into the subject property in order to perform a Page 2 of 5 C:\G ra nicus\Legista r5\L5\Temp\614baa68-ed37-49d2-b48c-97d5d6a5626c.docx proper due diligence and to see if there are any "fatal flaws" from an economic, developmental, regulatory or hydraulic standpoint. First, as described previously, the pressures to increase the septic to sewer conversions to help the Indian River Lagoon, if successful, will create additional demand at the County's WWTFs. There is a need to have additional reclaimed water delivery options as well as land disposal options should wet weather or reduced demand events occur. Second, when IRCDUS is sending its reuse to the golf course sites, there could be an opportunity to draw in canal water from the Lateral D onto the site to keep the ponds hydrated and for nutrient reduction treatment. It is hoped that any such nutrient reduction from the canal system could be used as part of the County's innovative and holistic approach to TMDL reduction to assist with cleaning up the lagoon. Part of this research, subject to regulatory approval, is that any such reduction from the Lateral D canal system could be banked for potential future use should the WRWWTF ever exceed its WLA limits or as another innovative "scrubber" system that the County has that is instrumental as part of its aggressive TMDL removal efforts. Third, there could be a possibility for a combination water storage/ TMDL reduction site associated with a public park. According to Community Development, a park with walking trail facilities would be allowed under the site land use (L-1 low density Residential for the property East of 1-95, AG -2 Agricultural for the 44 -acre +/- piece West of 1-95) and zoning (RS -3 Residential Single -Family East of 1-95, A-2 Agricultural West of 1-95). Note that the triangular piece, west of 1-95 and accessible from 4th Street under 1-95, is outside the Urban Service Area (USA). There also appears to be some existing low-lying areas and/or wetlands on the rectangular piece east of 1-95. The proposed project use (Limited Utility) would be the same category as the Osprey Acres Floway and Nature Preserve Project and would go through the special exemption and site plan process like the Osprey Acres. As noted in the Indian River County Comprehensive Plan, Recreation and Open Space Element, the following policies may be applicable: Policy 1.5 By 2018, the county shall complete a needs analysis of its recreation services. This analysis will include an assessment of the type of parks and facilities needed in Indian River County, the quantity of facilities needed, the location where those facilities are needed, the current use of facilities, and a comparison of county needs to national standards for recreation services, and unique local conditions relevant to recreation services. Policy 1.9 By 2018, the Recreation Division shall evaluate new funding options, including privatization and partnerships. Policy 1.12 The county shall continue to charge park and recreation impact fees to fund a portion of the park system's capital budget needs. Policy 2.3 The county shall give Parkland acquisition priority to the area south of SR 60, west of 43rd Avenue. Page 3 of 5 C:\Granicus\Legistar5\LS\Temp\614baa68-ed37-49d2-b48c-97d5d6a5626c.docx As noted in the Indian River County Comprehensive Plan, Sanitary Sewer Sub -Element, the following policy is applicable: Policy 5.2 Proposed capital improvement projects shall be evaluated and ranked according to the following three priority level guidelines: • Level One - whether the project is needed to protect public health and safety, to fulfill the county's legal commitment to provide facilities and services, or to preserve or achieve full use of existing facilities. • Level Two - whether the project increases efficiency of use of existing facilities, prevents or reduces future improvement costs; provides service to developed areas lacking full service or promotes in fill development. • Level Three - whether the project represents a logical extension of facilities and services within the urban service area. With respect to any potential multi -use project, the County's Park and Conservation Resources, along with the Recreation Division, could have an opportunity to work with Public Works and IRCDUS for Public Park space, Nutrient reduction and wet weather water storage. Access to the site could be from 411 Street and would be advantageous since that road serves current and future development on both sides of 1-95. Trails, common trailhead parking and restroom facilities, picnic and multi-purpose fields could be potential uses for a site that could encompass 10 acres +/- similar in size to the existing Charles Park located in South Vero. A recent appraisal by Armfield Wagner #44836 for a 306.40 -acre agricultural parcel located along the south side of 4th Street east of 82nd Avenue was conducted in February of 2018. The 306 -acre property is outside of the Urban Service Area (USA). At that time, the opinion of market value for the fee simple property using the Sales Comparison Approach valued the property at $4,300,000 ($14,000/acre). This was the initial basis of discussion with the Premier property representatives in 2018. Upon further deliberations, staff and the Premier representative reached a consensus for a mutually agreed upon price for the 286 +/- acre conglomerate of three parcels (2 of which are inside the USA and 1 is outside the USA). The Purchase and Sale agreement is presented to the BCC for consideration and approval, subject to a 90 - day due diligence investigation. Such research will be performed by a professional engineering firm providing services to IRCDUS as part of the 2018 Continuing Contract Agreement for Professional Services. It is staff's intent to bring back a summary of finding in June 2019, prior to the expiration of the 90 -day due diligence time period. Should the BCC, at that time, choose not to proceed, they would vote to sign the Exhibit B portion of the agreement terminating the sale process. Should the BCC continue to move forward with the purchase, the 90 -day time period would expire, and the closing would happen within 30 days thereafter. FUNDING: There are three funding sources anticipated for the purchase of the subject properties. 1. Optional Sales Tax— 20% of optional sales tax monies are set aside for projects affiliated with the Indian River Lagoon initiative - $1.8 million is budgeted the County's CIE in Fiscal Year 20/21 for a TMDL/Utility/Effluent Storage project. Page 4 of 5 C:\G ra n icus\Legista r5\L5\Temp\614baa 68-ed37-49d2-b48c-97d5d6a5626c.docx 2. Park impact fees are available for a western corridor park - $1 million is budgeted in the County's CIE in Fiscal Year 22/23. 3. Utility Impact Fees — Growth has caused the need for additional sites to dispose of or "park" reclaimed water. $1.8 million is budgeted the County's CIE in Fiscal Year 20/21 for a TMDL/Utility/ Effluent Storage project. Should the BCC approve the proposed land purchase, a budget amendment will be necessary to allocate funding for the project into the current fiscal year. Note that there could be additional investment needed to further design and construct the site. Those costs are not known at this time and the funding required for any future potential project are not part of this agenda item and would be brought back to the BCC for approval at a future date. Description Account Number Percent Amount Optional Sales tax 31524338-066110-19009 45% $2,160,180.00 Park Impact Fees 10321072-066110-19009 10% $ 480,040.00 Utility Impact Fees 472-169000-19009 45% $2,160,180.00 Total 100% $4,800,400.00 RECOMMENDATION: Staff recommends that the Board of County Commissioners authorize the Chairman to sign the purchase and sale agreement for the Premier Citrus LLC properties for $4,800,400.00. ATTACHMENT(s): 1. Purchase and Sale Agreement Page 5 of 5 C:\G ra nicus\Legistar5\L5\Tem p\614baa68-ed37-49d2-b48c-97d5d6a5626c.docx Dylan Reingold, County Attorney William K. DeBraal, Deputy County Attorney Susan J. Prado, Assistant County Attorney County Attorney's Matters - B. C. C. 11. 12.19 Ofce of INDIAN RIVER COUNTY MEMORANDUM TO: Board of County Commissioners FROM: Dylan Reingold, County Attorney DATE: November 5, 2019 SUBJECT: Premier Citrus, LLC Purchase and Sale Agreement BACKGROUND. ATTORNEY On March 26, 2019, the Indian River County Board of County Commissioners (the "Board") approved a purchase and sale agreement with Premier Citrus, LLC for the purchase of three properties totaling approximately 286 acres of land bordered by 82nd Avenue to the east, 4th Street to the north, 90th Avenue to the west and 1 st Street SW to the south. The purchase price was $4,800,400.00 for the three properties. The closing was scheduled for late July. The County was unable to close on the property as scheduled. In order to avoid the uncertainty of litigation, the County Attorney and County Administrator negotiated a new purchase and sale agreement with Premier Citrus, LLC, for just the 243.50 acres located east of I-95. The purchase price is $5,950,000. Although, this price is significantly above the previous purchase price, the amount is still less than the amount of the most recent appraisal value obtained by the County of $7,300,000. FUNDING. There are three funding sources anticipated for the purchase of the subject properties Optional Sales Tax — 20% of optional sales tax monies are set aside for projects affiliated with the Indian River Lagoon initiative - $1.8 million is budgeted in the County's CIE in Fiscal Year 20/21 for a TMDL/Utility/Effluent Storage project. 2. Park impact fees are available for a western corridor park - $1 million is budgeted in the County's CIE in Fiscal Year 22/23. C:IL'}rralajoluuonLlyppnpVwicniNliero �IWin�bw.rVNe+[;xbrlCowrenl.Chnlookl5F971PF71rime.,iacr Board of County Commissioners November S, 2019 Page 2 3. Utility Impact Fees — Growth has caused the need for additional sites to dispose of or "park" reclaimed water. $1.8 million is budgeted in the County's CIE in Fiscal Year 20/21 for a TMDL/Utility/ Effluent Storage project. Should the Board approve the proposed land purchase, the funds will be programmed into the 19/20 CIE to be brought to the Board in December. Description Account Number Percent Amount Optional Sales tax 31524338-066110-19009 30% $1,785,000 Park Impact Fees 10321072-066110-19009 10% $ 595,000 Utility Impact Fees 472-169000-19009 60% $3,570,000 Total 100% $5,950,000 Note that there will be additional investment needed to further design and construct the site. Those costs are not known at this time and the funding required for any future potential project are not part of this agenda item and would be brought back to the BCC for approval at a future date. RECOMMENDATION. The County Attorney's Office recommends that the Board of County Commissioners authorize the Chairman to sign the purchase and sale agreement for the Premier Citrus LLC properties for $5,950,000.00, after review and approval by the County Attorney. ATTACHMENT. Proposed Purchase and Sale Agreement C:IUxnlyohmm�l-0ppOnrnlLac.JlM.cro �IWiru/ow�UNrK'nrArelCo.vene.OurloehlsF973PF71nrrve.do<x