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2019-001A
This Instrument Prepared by and Return to: Jason Beal Atlantic Coastal Land Title Company, LLC 855 21st Street, Suite C Vero Beach, Florida 32960 Our File No.: 49084418 Property Appraisers Parcel Identification (Folio) Number: 32-39-26-00011-0210-00001.4 32-39-26-00011-0310-00001.3 Florida Documentary Stamps in the amount of $698.60 have been paid hereon. Space above this line for Recording Data 3120190012581 RECORDED IN THE PUBLIC RECORDS OF JEFFREY R SMITH, CLERK OF COURT INDIAN RIVER COUNTY FL BK: 3188 PG: 365 Page 1 of 6 3/4/2019 9:32 AM D DOCTAX PD $698.60 WARRANTY DEED THIS WARRANTY DEED, made the jskday of February, 2019 by Star Suites by Riverside Theatre, LLC, a Florida limited liability company, whose post office address is 3250 Riverside Park, Vero Beach, FL 32963, herein called the 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, hereinafter called the Grantee: (Wherever used herein the terms "Grantor" and "Grantee" include all the parties to this instrument and the heirs, legal representatives and assigns of individuals, and the successors and assigns of corporations) WITNESSETH: That the Grantor, for and in consideration of the sum of Ten and 00/100 ($10.00) and other valuable considerations, receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, releases, conveys and confirms unto the Grantee all that certain land situate in INDIAN RIVER County, State of Florida, viz.: SEE EXHIBIT "A" AND EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF Subject to easements, restrictions and reservations of record and taxes for the year 2019 and thereafter. 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 lawfully seized of said land in fee simple; that the Grantor has good right and lawful authority to sell and convey said land, and hereby warrants 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, 2018. File No.: 49084418 LTF - IN WITN SS WHEREOF, the said Grantor has signed and sealed these -presents the day and year first above written. Sigr cd, z + a • delive - • 'i he presence of: lea kaLE 0.14. 'At Wi ss #1 Signature hetthieo\Chicayz Witness #I Printed Name Witnesft2 Signature Witness #2 Printed Name Star Suites by Riverside Thome, ,LC, a Florida limited liability oses, Manager (Seal) (Seal) State of Florida County of Indian River The foregoing instrument was acknowledged before me this 2Z'\ day of February, 2019, by Allen D. Cornell, Manager, and Jon Moses, Manager, of Star Suites by Riverside Theatre, LLC, a Florida limited liability company, who is personally known to me or has produced as identification. SEAL .oz ?; ;•, ALAN LAFORGE .• Lmi 1.1. MY COMMISSION # GG 067849 's� .ji�`4.._ EXPIRES: March 22,2021 ' 7j •� '',/,R .p;Bonded Thru Notary Public Underwriters My Commission Expires: - zzl2 File No.: 49084418 (AA e Printed Notary Na* LIF Indian River County, Florida.Pro.ert A Print 1 Back raiser - Printer Friend! Map EXHIBIT " Indian River County GIS Page 1 of ParcelID OwnerNume 32392600011021000001.4 STAR SUITES BY RIVERSIDE THEATRE LLC Notes PropertyAddress AVIATION BLVD VERU BEACH, FL 32960 Itttp://www.ircpa.org/PrintMap.aspx 12/1912018 Exhibit "0" Flight Safety Drive Parcel LEGAL DESCRIPTION: ALL THAT CERTAIN PIECE, PARCEL OR TRACT OF LAND BEING A PORTION OF SECTION 34, TOWNSHIP 32 SOUTH,' RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, SAID LANDS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, THENCE BEARING 'SOUTH 89°45'39" EAST (BASIS OF BEARINGS) ALONG THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 2385.29 FEET TO THE POINT OF BEGINNING OFTHE HEREIN DESCRIBED PARCEL. SAID POINT OF BEGINNING BEING ON A LINE THAT IS 40 FEET WESTERLY, AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE °C"); THENCE BEARING NORTH 20° 21' 06" EAST ALONG SAID LINE, A DISTANCE OF 532.58 TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF AVIATION BOULEVARD; SAID POINT BEING THE BEGINNING OF A NON -TANGENT CURVE CONCAVE SOUTHERLY, HAVING A RADIUS OF 950.00 FEET, A CENTRAL ANGLE OF 04°56'22", A CHORD LENGTH OF 81.87 FEET, A CHORD BEARING OF SOUTH 81°55'27" EAST; THENCE, EASTERLY ALONG THE ARC OF SAID CURVE AND SAID SOUTH RIGHT OF WAY LINE, A DISTANCE OF 81.90 FEET TO A POINT; THENCE LEAVING SAID SOUTH RIGHT' OF WAY LINE BEARING SOUTH 20`21'06" WEST, A.DISTANCE OF 552.64 FEETTO.A POINT; THENCE, BEARING NORTH 80°45'39" WEST, A DISTANCE OF 85.20 FEET TO A POINT; BEARING NORTH 20°21'OG" EAST, A DISTANCE OF 31,95 FEET TO THE POINT OF BEGINNING. THE ABOVE DESCRIBED PREMISES CONTAIN AN AREA OF 44,735 SQUARE FEET OR 1 03 ACRES, MORE OR LESS. SUBJECT TO ALL EASEMENTS, CONDITIONS AND RESTRICTIONS AS CONTAINED WITHIN THE CHAIN OF TITLE. PLOT Indian River County, Florida Liu f Back ..z.k'lj;_ ,Eriendl..Map Page 1 of 1 Indian River County GIS ParcefID O wnerName 32392&0001 1031000001.3 STAR SUITES BY RIVERSIDE THEATRE 1.,LC hup://www.ircpa.org/PrititMap.aspx Notes PropertyAddress 26TH ST VERO BEACH, FL 32960 12/19/2018 Exhibit "0" Dodger Road Parcel PARCEL 5: SITUATED IN 11-1E STATE OF FLORIDA, COUNTY OF IND AN RIVER, CITY OF VERO BF -AO -1, BEING PARTS "OF.SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST, AND SECTION 3, TOWNSHIP 33 So rrH, RANGE 39 EAST; AND BEING MORE PARTICULARLY BOUNDED AND DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, RUN SOUTH 00 DEGREES 14 MINUTES 21 SECONDS WEST AND PERPENDICULAR TO THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 30 FEE; THENCE SOUTH 89 DEGREES 45 MINUTES 39 SECONDS EAST (BASIS DP SEARING) ALONG A UNE 30 FEET SCWTH OF AND PARALLEL WITH THE SAID SOUTH UNE OF SECTION 34, A DISTANCE OF 2,459.51 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY, AS MEASURED PERPENDIGUTAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERUNE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE °C"), SAID POINT ALSO BEING' THE POINT OF BEGINNING OF THE HEREIN DESCRIBED PARCEL; THENCE CONTINUE SOUTH 89 DEGREES 45 MINUTES; 39 SECONDS EAST, ALONG A UNE 30 FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SFGTION 34, A DISTANCE OF 222.84 FEET; THENCE RUN NORTH 20 DEGREES 21 MINUTES O6 SECONDS EAST AND PARALLEL WITH THE SAID CENTERLINE OF FUGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C") A DISTANCE OF 95.84 FEET TO A POINT, SAID POINT BEING GO FEET NORTH OF, AS MEASURED PERPENDICULAR TO, THE SAID SOUTH LINE OF SECTION 34; THENCE NORTH 89 DEGREES 45 MINUTES 39 SECONDS WEST CHV A UNE 60 FEET NORTH OP AND PARALI:EI. WITH THE SAID SOUTH UNE OF SECTION 34, A ©ISTANCe OF 222,84 FEET TO A POINT, SAIp POINT BEING 40 FEET EASTERLY, AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN A5 AVENUE "Cl; THENCE SOUTH 20 DEGREES 21 MINUTES 015 SECONDS WEST ALONG A UNE 40 FEET EASTERLY, :AS'MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION DP THE CENTERLINE OF FUGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE °C"), A DISTANCE OF 95.84 FEET TO 'THE POINT OF BEGINNING, WESTCOR LAND TITLE INSURANCE COMPANY POLICY NO. OP-25-FL1394-7289708 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 South Carolina 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 perforin 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 * 49084418 WESTCOR LAND TITLE INSURANCE COMPANY Atlantic Coastal Land Title Company, LLC 855 21st Street, Suite C Vero Beach, FL 32960 `d`t� By: SI„. SEAL``a: m: sic)._ 1993 ' 1. '*` Attest: ✓P(reside, t Alfa 41/f dritiVr Secret'ry OP -25 ALTA Owners Policy of Title Insurance 6-17-06 (with FLORIDA Modifications) (WLTIC Edition 12/1/17) 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 1 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 of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulat- ing, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improve- ment erected on the Land; (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. 2. Rights of emincnt domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Re- cords at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy; or (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. 5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other 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 12/1/17) Page 2 CONDITIONS 1. DEFINITION OF TERMS The following terms 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 ( I ) 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. (j) "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, encuunbrance, 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 12/1/17) Page 3 CONDITIONS other act that in its opinion may be necessary or desirable to establish the Title, as insured, or to prevent or reduce loss or damage to the Insured. The Company may take any appropri- ate action under the terms of this policy, whether or not it shall be liable to the Insured. The exercise of these rights shall not 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 tunes 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 �r 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 - CONTINUED or tender payment of the Amount of Insurance 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 or tender of payment and that the Company is obligated 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 made, 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 12/1/17) 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 terms 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 terms 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 12/1/17) 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 ALTA 6-17-06 OWNER'S POLICY (WITH FLORIDA MODIFICATIONS) SCHEDULE A File Number: Policy Number: Date of Policy: 49084418 OP-25-FL1394- 3/4/2019 @ 9:32 AM 7289708 Premium: Amount of Insurance: $573.85 $99,750.00 Property Type: State: Florida, County: INDIAN RIVER Address Reference: Aviation Boulevard, Vero Beach, FL 32960 1. Name of Insured: Indian River County, a political subdivision of the State of Florida 2. The estate or interest in the Land that is insured by this policy is: FEE SIMPLE 3. 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: PARCEL 1: Flight Safety Drive Parcel All that certain Piece, Parcel or Tract of land being a portion of Section 34, Township 32 South, Range 39 East, Indian River County, Florida, said lands being more particularly described as follows: Commencing at the Southwest Corner of said Section 34, thence Bearing South 89 degrees 45 minutes 39 seconds East (Basis of Bearings) along the South Line of said Section 34, a distance of 2385.29 feet to the Point of Beginning of the herein described Parcel. Said Point of Beginning being on a Line that is 40 feet Westerly, as measured perpendicular to the Southwesterly extension of the centerline of Flight Safety Drive (formerly known as Avenue "C"); thence Bearing North 20 degrees 21 minutes 06 seconds East along said Line, a distance of 532.58 to a Point on the South right of way Line of Aviation Boulevard; said Point being the Beginning of a Non -Tangent curve Concave Southerly, having a Radius of 950.00 feet, a central angle of 04 degrees 56 minutes 22 seconds, a Chord length of 81.87 feet, a chord Bearing of South 81 degrees 55 minutes 27 seconds East; thence, Easterly along the arc of said curve and said South right of way Line a distance of 81.90 feet to a Point; thence leaving said South right of way Line Bearing South 20 degrees 21 minutes 06 seconds West, a distance of 552.64 feet to a Point; thence, Bearing North 89 degrees 45 minutes 39 seconds West, a distance of 85.20 feet to a Point; Bearing North 20 degrees 21 minutes 06 seconds East, a distance of 31.95 feet to the Point of Beginning. PARCEL 2: (Dodger Road Parcel) Situated in the State of Florida, County of Indian River, City of Vero Beach, being parts of Section 34, Township 32 South, Range 39 East, and Section 3, Township 33 South, Range 39 East, and being more particularly bounded and described as follows: Commencing at the Southwest Corner of said Section 34, run South 00 degrees 14 minutes 21 seconds West and perpendicular to the South Line of said Section 34, a distance of 30 feet; thence South 89 degrees 45 minutes 39 seconds East (Basis of Bearing) along a Line 30 feet South of and parallel with the said South Line of Section 34, a distance of 2,459.51 feet to a Point, said Point being 40 feet Easterly, as measured perpendicular to the Southwesterly extension of the centerline of Fight Safety Drive (formerly known as Avenue "C"), said Point also being the Point of Beginning of the herein described Parcel; thence continue South 89 degrees 45 minutes 39 seconds East, along a Line 30 feet South of and parallel with the said South Line of Section 34, a distance of 222.84 feet; thence run North 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 1/26/11) Our File No.: 49084418 LTF-1 ALTA 6-17-06 OWNER'S POLICY (WITH FLORIDA MODIFICATIONS) 20 degrees 21 minutes 06 seconds East and parallel with the said centerline of Flight Safety Drive (formerly known as Avenue "C") a distance of 95.84 feet to a Point, said Point being 60 feet North of, as measured perpendicular to, the said South Line of Section 34; thence North 89 degrees 45 minutes 39 seconds West on a Line 60 feet North of and parallel with the said South Line of Section 34, a distance of 222.84 feet to a Point, said Point being 40 feet Easterly, as measured perpendicular to the Southwesterly extension of the centerline of Flight Safety Drive (formerly known as Avenue "C"); thence South 20 degrees 21 minutes 06 seconds West along a Line 40 feet Easterly, as measured perpendicular to the Southwesterly extension of the centerline of Flight Safety Drive (formerly known as Avenue "C"), a distance of 95.84 feet to the Point of Beginning. Issued By Atlantic Coastal Land Title Company, LLC 855 21st Street, Suite C Vero Beach, Florida 32960 772-569-4364 Telephone 772-569-8688 Fax LTF 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 1/26/11) Our File No.: 49084418 ALTA 6-17-06 OWNER'S POLICY (WITH FLORIDA MODIFICATIONS) Policy No. OP-25-FL1394-7289708 File No.: 49084418 SCHEDULE B EXCEPTIONS FROM COVERAGE Except as provided in Schedule B - Part II, this policy does not insure against Toss or damage, and the Company will not pay costs, attorneys' fees, or expenses that arise by reason of: 1. Rights or claims of parties in possession not shown by the Public Records. 2. Encroachments, overlaps, boundary lines disputes, and other matters which would be disclosed by an accurate survey and inspection of the premises. 3. Easements or claims of easements not shown by the Public Records. 4. Taxes or special assessments which are not shown as existing liens by the public records. 5. Taxes and assessments for the year 2019 and subsequent years, which are not yet due and payable. 6. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires for value of record the estate or interest or mortgage thereon covered by this Commitment. 7. Rights or claims of parties in possession not shown by the Public Records. 8. 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. 9. Easements or claims of easements not shown by the Public Records. 10. Taxes or special assessments which are not shown as existing liens by the public records. 11. Taxes and assessments for the year 2019 and subsequent years, which are not yet due and payable. 12. Easement reserved in Quit Claim Deed recorded in Official Records Book 1053, Page 2976, of the Public Records of Indian River County, Florida. 13.'Restrictions contained in Warranty Deed recorded in Official Records Book 210, Page 531, of the Public Records of Indian River County, Florida. 14. Access Easement to the City of Vero Beach, Florida, recorded in Official Records Book 3171, Page 2340, of the Public Records of Indian River County, Florida. 15. Access and Utilities Easement recorded in Official Records Book 3168, Page 1180, of the Public Records of Indian River County, Florida. 16. Easement reserved in Ordinance vacating right of way recorded in Official Records Book 1054, Page 610, of the Public Records of Indian River County, Florida. LTF 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 1/26/11) Our File No.: 49084418 A. Settlement Statement U.S. Department of Housing and Urban Development OMB Approval No. 2502-0265 .••\ B. Type of Loan 1. ❑ FHA 2. ❑ RHS 3. ❑ Conv. Unins. 4. ❑ VA 5. ❑ Conv. Ins. 6. File Number 49084418 7. Loan Number 8. Mortgage Insurance Case Number I C. Note: This form is furnished to give you a statement of actual settlement costs. Amounts paid to and by the settlement agent are shown. Items marked "(p.o.c.)" were paid outside the closing; they are shown here for information purposes and are not included in the totals. D. Name and Address of Borrower Indian River County, a political subdivision of the State of Florida 1801 27th Street Vero Beach, Florida 32960 E. Name and Address of Seller Star Suites by Riverside Theatre, LLC, a Florida limited liability company 3250 Riverside Park Vero Beach, Florida 32963 F. Name and Address of Lender G. Property Location Aviation Boulevard Vero Beach, Florida 32960 INDIAN RIVER H. Settlement Agent Atlantic Coastal Land Title Company, LLC 855 21st St. Suite C, Vero Beach, FL 32960 Place of Settlement 855 21st Street Suite C Vero Beach, Florida 32960 I. Settlement Date 02/21/19 J. SUMMARY OF BORROWER'S TRANSACTION: K. SUMMARY OF SELLER'S TRANSACTION: 100. GROSS AMOUNT DUE FROM BORROWER 400. GROSS AMOUNT DUE TO SELLER 101. Contract sales price 99,750.00 401. Contract sales price 99,750.00 102. Personal property 402. Personal property 103. Settlement charges to borrower (line 1400) 1,829.45 403. 104. 404. 105. 405. Adjustments for items paid by seller in advance Adjustments for items paid by seller in advance 106. City/town taxes to 406. City/town taxes to 107. County.taxes to 407. County taxes to 108. Assessments to 408 Assessments to 109. 409. 110. 410. 111. 411. 112. 412. 120. GROSS AMOUNT DUE FROM BORROWER 101,579.45 420. GROSS AMOUNT DUE TO SELLER 99,750.00 200. AMOUNTS PAID BY OR IN BEHALF OF BORROWER 500. REDUCTIONS IN AMOUNT TO SELLER 201. Deposit or eamest money 501. Excess Deposit (see instructions) 202. Principal amount of new loan(s) 502. Settlement charges to seller (line 1400) 1,535.50 203. Existing loan(s) taken subject to 503. Existing loans taken subject to 204. 504. Payoff of first mortgage loan 205. 505. Payoff of second mortgage loan 206. 506. 207. 507. 208.508. 209. 509. Adjustments for items unpaid by seller Adjustments for items unpaid by seller 210. City/town taxes to 510. City/town taxes to 211. County taxes to 511. County taxes to 212. Assessments to 512. Assessments to 213. 513. 214. 514. 215. 515. 216. 516. 217. 517. 218. 518. 219. 519. 220. TOTAL PAID BY/ FOR BORROWER 520. TOTAL REDUCTION AMOUNT DUE SELLER 1,535.50 300. CASH AT SETTLEMENT FROM OR TO BORROWER 600. CASH AT SETTLEMENT TO OR FROM SELLER 301. Gross amount due from borrower (line 120) 101,579.45 601. Gross amount due to seller (line 420 99,750.00 302. Less amounts paid by/for borrower (line 220) 602. Less reduction amount due to seller (line 520) ' 1,535.50 303. CASH FROM BORROWER 101,579.45 603. CASH TO SELLER 98,214.50 02-20-2019 at 12:22 PM form HUD -1 (3/86) ref Handbook 4305.2 U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT SETTLEMENT STATEMENT PAGE 2 02-20-2019 at 12:22 PM form HUD -1 (3/86) ref Handbook 4305.2 L. SETTLEMENT CHARGES: File Number: 49084418 PAID FROM BORROWER'S FUNDS AT SETTLEMENT PAID FROM SELLER'S FUNDS AT SETTLEMENT 700. TOTAL SALES/BROKER'S COMMISSION based on price $ @ = Division of commission (line 700) as follows: 701. $ to 702. $ to 703. Commission paid at Settlement 704. 800. ITEMS PAYABLE IN CONNECTION WITH LOAN P.O.C. 801. Loan Origination Fee oh 802. Loan Discount % 803. Appraisal fee to 804. Credit report to 805. Lender's inspection fee to 806. Mtg. ins. application fee to 807. Assumption fee to 808. 809. , 810. 811. 812. 813. 814. 815. 900. ITEMS REQUIRED BY LENDER TO BE PAID IN ADVANCE 901. Interest from to @$ /day 902. Mortgage insurance premium to 903. Hazard insurance premium yrs. to , 904. 905. 1000. RESERVES DEPOSITED WITH LENDER FOR 1001. Homeowner's insurance mo. @$ / mo. 1002. Mortgage insurance mo. @$ / mo. 1003. City property taxes mo. @$ / mo. 1004. County property taxes mo. @$ / mo. 1005. Annual Assessments mo. @$ / mo. 1006. mo. @$ / mo. / 1007. mo. @$ / mo. 1008. Aggregate Reserve for Hazard/Flood Ins, City/County Prop Taxes, Mortgage Ins & Annual Assessments 1100. TITLE CHARGES 1101. Settlement or closing fee to Atlantic Coastal Land Title Company, LLC 300.00 1102. Abstract or title search to Westcor Land Title Insurance Company 85.00 1103. Title examination to 1104. Title insurance binder to 1105. Document preparation to 1106. Notary fees to 1107. Attorney's fees to Rossway, Swan 1,500.00 (includes above item No: ) 1108. Title insurance to Westcor Land Title Insurance Company 573.85 (includes above item No: ) 1109. Lender's coverage 1110. Owner's coverage 99,750.00 --- 573.85 1111. Digital Archive/LandTech Fee 35.00 1112. Wire Fees CenterState Bank, N.A. 32.00 1113. 1200. GOVERNMENT RECORDING AND TRANSFER CHARGES 1201. Recording fees Deed $ 52.50 ; Mortgage $ ; Releases $ 52.50 1202. City/county/stamps Deed $ ; Mortgage $ 1203. State tax/stamps Deed $ 698.60 ; Mortgage $ 698.60 1204. Intangible Tax Deed $ ; Mortgage $ 1205. Termination of NOC 35.50 1300. ADDITIONAL SETTLEMENT CHARGES 1301. Survey to 1302. Pest inspection to 1303. 1304. Record LLC Affidavit Clerk of the Court 52.50 1305. 1306. 1307. 1308. 1400. TOTAL SETTLEMENT CHARGES (enter on lines 103 and 502, Sections J and K) 1,829.45 1,535.50 02-20-2019 at 12:22 PM form HUD -1 (3/86) ref Handbook 4305.2 HUD -1 SETTLEMENT STATEMENT File Number: 49084418 I have carefully reviewed the HUD -1 Settlement Statement and to the best of my knowledge and belief, it is a true and accurate statement of all receipts and disbursements made on my account or by me in this transaction. I further certify that I have received a copy of the HUD -1 Settlement Statement. Buyer Indian River Co William K. D"eBraal, Deputy County Attorney In the event a proration of taxes is necessary when the tax bills for the current year are prepared, the parties agree to handle said re-prorations between themselves. Seller Star Suites by Riverside Theatre, LLC Allen D. Cornell, Manager Jon Moses, Manager Settlement Agent The HUD -1 Settlement Statement which I have prepared is a true and accurate account of this transaction. I have caused or will cause the funds to be disbursed in accordance with this statement. Atlantic Coastal Land Title Company, LLC By: Date: February 21st, 2019 Office of the INDIAN RIVER COUNTY ADMINISTRATOR Jason E. Brown, County Administrator Michael C. Zito, Assistant County Administrator MEMORANDUM TO: Members of the Board of County Commissioners FROM: Jason E. Brown County Administrator DATE: December 20, 2018 SUBJECT: Historic Dodgertown: Acquisition of Flight Safety Drive and Dodger Road Parcels On December 18, 2018, the Board of County Commissioners approved the Amended and Restated Facility Lease Agreement with Major League Baseball (as the new owner of Verotown) for Historic Dodgertown. In order to ensure full access and control into Historic Dodgertown through Flight Safety Drive, staff has been working with Star Suites on an agreement to purchase the 1.03± acre parcel containing Flight Safety Drive from Aviation Blvd., as well as the 0.46± acre parcel containing Dodger Road along the south side of the Star Suites property. This purchase will also ensure ownership and control of an area that has been utilized to access Practice Fields 5 & 6 east of the Conference Center. Please see the attached map showing the parcels to be acquired along with an aerial showing the facility in relation to the parcels. It should be noted that the Facility Lease Agreement requires that the County provide access to the facility through these parcels. Per the agreement, the County will pay $99,750 for both parcels, which total 1.49± acres, which is equivalent to $1.54 per square foot ($66,946 per acre). An appraisal from 2016 obtained by the County for all three parcels (2.52± acres total), excluding the Flight Safety Drive parcel, valued the property at $550,000. This amounts to $5.00 per square foot ($218,254 per acre). Star Suites will, prior to closing, repair and resurface Flight Safety Drive from Aviation Blvd. to the Historic Dodgertown entrance at an estimated cost of about $13,000. The County will reimburse Star Suites for the cost of asphalt totaling $5,250. Funding Funding for this purchase in the amount of $105,000, including the cost of asphalt is available from One Cent Sales Tax Reserves (account number 315039-389040). Staff Recommendation Staff recommends that the Board of County Commissioners approve the purchase of the two parcels as detailed above, and authorize the Chairman to execute the attached purchase agreement. Attachments Agreement to Purchase and Sell Real Estate Map of parcels Aerial of Historic Dodgertown and parcels AGREEMENT TO PURCHASE AND SELL REAL ESTATE THISAGREEMENT, is, entered into as. of the. 8th day - of January, 2019, by .and between . `Indian River County, a political subdivision of the. State. of Florida, whose address is 1801 27th Street, Vero Beach, FL 32960 ("County"), and Star Suites by Riverside Theatre, LLC, a Florida limited liability company, whose address is 3250 Riverside Park .Drive, Vero Beach, FL 32963 ("Star Suites"). .WHEREAS, Star Suites owns a 1.03± acre parcel of land located south &Aviation Boulevard, commonly known as Flight Safety Drive, that, serves as one 'of, the main, entrances to Historic Dodgertown as depicted onthe aerial photo attached as Exhibit"A"; and WHEREAS, Flight Safety Drive consists of a paved, two-lane road with drainage swales on either side; and WHEREAS, Star Suites also owns a 0.46± acre parcel of property containing.part• of a dirt road commonly known 'as Dodger .Road, which is located to the east of the southern 'end of Flight Safety Drive, and is bordered by .Flight Safety Drive to the west and Historic Dodgertown to the south as depicted on the aerial.photb-attached as Exhibit "B"; and WHEREAS, the County is the,owner of Historic Dodgertown and finds it advantageous to acquire these two arcels for improved access to the Historic Dodgertown parcel; and NOW THEREFORE, in consideration of the mutual undertakings herein, and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties agree, as. follows: Recitals. The above recitals are true and correct and are incorporated. herein. 1. Agreement to Purchase and Sell. Star. Suites hereby agrees to sell to the County, and the County hereby agrees to purchase from . Star Suites, uponthe terms and conditions set forth in this Agreement, the 1.03± acre parcel of real property referred to as Flight Safety Drive and the 0.46± acre parcel of real property referred to as Dodger Road, collectively referred to as the Properties and more specifically described in Composite Exhibit "C" attached and incorporated. by reference herein. 2. Purchase Price; Effective Date. The purchase price (the "Purchase Price") for the Properties shall be NINETY NINE THOUSAND SEVEN HUNDRED FIFTY DOLLARS ($99,750.00). 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, by the Indian River County Board of County Commissioners at a formal meeting of such Board. 1 3. Title to Properties. Star Suites shall convey marketabletitle to the Properties by warranty deed free of.claims, liens, easements and encumbrances of recordor known to Star Suites; but subject to property taxes for the year of Closing and subject to 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 Properties; .provided., further that the conveyance of the Properties will be subject tothat certain Access Easement between Star Suites and City of Vero Beach recorded in Official Records Book:3171; Page 2340, of the public records of Indian River County, Florida, and that certain Access a Utilities Easement between Star Suites, DT Commons, LLC and the County recorded in Official Records Book 3168, Page 1180, of the public records of Indian River County, Florida (hereinafter collectively referred to as the "Permitted Easements"). 4.0 County may order an Ownership and Encumbrance Reportwith respect to the Properties. County shall, within twenty (20) days from the effective date, deliver written notice to Star Suites of title defects. Title shall be deemed acceptable to County if (a), County fails to delivernotice of defects within the time specified, or (b) County delivers notice and Star Suites cures the defects within twenty (20) days from receipt of; notice from County of title defects ("Curative Period"). Star Suites 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 Star Suites, to: (i) terminate this Agreement, whereupon it 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. 5. Representations of Star Suites. 5.1 Star Suites is indefeasibly seized of marketable, feesimple title to the Properties, and is the sole owner of and has good right, title and authority to convey and transfer the Properties, subject to the Permitted Easements, 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, Star Suites shall take no action_ which would impair or otherwise affect title to any portion of the Properties, and. shall record no documents in the Public . Records whichwould affect title to the Properties; without the prior written consent of the County. 5.3 There are no existing or pending special assessments affecting the Properties, which are or may be assessed by any governmental authority, water or sewer authority, school district, drainage district or any other special taxing district. 6. Default. 6.1 In, the event the Star Suites shall fail to perform any of its obligations hereunder, the County shall be entitled to: (i) terminate this Agreement by written 2 notice delivered to the Star Suites at or prior to the Closing Date, and pursue all remedies available hereunder and under applicable law; (ii) obtainspecific performance of the terms and conditions hereof; or (iii) Waive Star Suites' default and proceed to Closing. 6.2 In the event of a default by the County, the Star. Suites shall be entitled, as its sole. remedy hereunder, to terminate this Agreement. Star Suites shall have no claim for specific performance, damages or otherwise against the County. 7. Closing. 7.1 The closing ofthe transaction contemplated herein ("Closing" and "Closing Date") shall take place within 45 days following '.the Effective Date of this Agreement. In the event the County orders a report under Section 4, the Closing Date shall be extended up to forty five (45) days from the end of the applicable Curative Period, including any extensions. The parties agree that the Closing shall be as follows: (a) Star Suites shall execute and deliver to the, County a warranty deed conveying marketable title to the Properties, free and clear of all liens and encumbrances and in the condition required by paragraphs 3 and 4 respectively. (b) Star Suites shall have removed all of its personal property and equipment from. the Properties and shall deliver possession of the Properties to County vacant and in the same or better condition that existed at the Effective Date hereof. (c) If Star Suites 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) Star Suites shall deliver to the County an affidavit, in form acceptable to the County, certifying that Star Suites is not a non-resident alien or foreign entity, such that Star Suites andsuch interestholders are not subject to tax under the Foreign Investment and Real Property Tax Act of 1980. (e) Star Suites and the Countyshall each deliver to the other such other documents or instruments as may reasonably be required to Close this transaction, including any corrective documents. (f) Prior to closing, and to the reasonable satisfaction of the County, Star Suites shall have completed the following in accordance. with Florida Department of Transportation Green'Book standards: • Patch the 25'± wide section of. Flight Safety Drive that was excavated during the construction of Star Suite and is currently filled with gravel • Resurface Flight Safety Drive from its . intersection with Aviation Boulevard south to the entrance of Historic Dodgertown, a distance of approximately 610 feet, as depicted on the aerial photograph and proposal from Tommy Hawkins & Sons, .Inc. dated December 4, 2018 in composite Exhibit "D" attached and incorporated by 3 reference herein. As part of this effort, the County will make a contribution of $5,250 to .Star Suites, for asphalt costs, within fifteen (15) days of the effective date. All other costs of this work will be the responsibility of, Star Suites. 7.2. Closing Costs; Expenses. County, or its agent, shall be: responsible for: preparation of all Closing documents: County shallpay the following expenses at Closing: (a), The cost of recording the warranty deed and any releaseor satisfaction obtained by Seller pursuant to this Agreement. (b) Documentary Stamps required to be affixed to the warranty -deed. (c) All costs and premiums for the owner's marketability title insurance commitment and policy; if any. 8. Prorations. All taxes; and special assessments which are a lien upon the properties on or prior to the Closing -Date (except current taxes which are not yet due and: payable) shall be paid by Star Suites. If the Closing Date occurs during the time interval; commencing on November 2 and ending on, December 31, Star Suites 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 Properties. If the. Closing Date occurs between January 1 and November 1.-, Star Suitesshall, in accordance with Florida Statutes. Section 196.295, deposit into :escrow with the Tax Collector,. an amount equal to .the, current real estate taxes and assessments, prorated to the Closing Date. 9. Miscellaneous._ 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 Conveyance. at Arm's Length. It: Is understood by the parties that this contract is entered into by, Star. Suites as an Arm's Length -transaction,_without. the. threat of condemnation or eminent domain. 9.3 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 Star Suites 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. 9.4 Assignment and Binding Effect. Neither County nor Star Suites 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. 9.5. 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 Star Suites: Star Suites By Riverside Theatre, LLC 3250 Riverside Park Vero Beach, FL 32963 Attn: If to County: Indian River County 1801 27th Street Vero Beach, FL 32960 Attn: Public Works Director Either party rnay change the information above by giving Written notice of' -such chahge as provided in this paragraph. . 9.6 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. 9.7 Attorney's Fees and Costs. In any claim or controversy. arising out of Cr relating to this Agreement, each party shall bear its own:attorney's fees, costs and expenses: 9.8. Counterparts. This Agreement may be executed in two ormore counterparts, each one of which shall constitute an original: 9.9. County Approval Required: This Agreement is subject, to approval by the • Indian, River County Board of County Commissioners as set forth in paragraph 2. 9.10: Beneficial Interest Disclosure: Since Star; Suites is a corporation it: 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 Star Suites is a non-public entity, that Star. Suites is not required to disclose: persons or entities holding less than fiVe (5v5/0) percent of the beneficial interest in Star'Suites. • IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date firSt set forth below. •STAR SVITES BY RIVERSIDE THEATRE, LLC. a Florida limited liability company BOARD OF COUNTY COMMISSIONERS INDIAN RIVER COUNTY; FLORIDA ..... •••• By: . B Bob Splari,:Chairmah, Manager Date Signed: Approved as to form and legal sufficiency Kevin M. Barry, Esq. Attorney for Star Suites • Approved as to form and legal sufficiency: ilUam K. B aal Deputy County Attorney 52-131-VER124 6 ATTEST: Jeffrey R. Smith, Clerk of the Court and Comptroller Indian River County A. inistrator •By. as Brown Exhibit "C" Dodger Road Parcel PARCEL 5: SITUATED 1N THE STATE OF FLORIDA, COUNTY OF INDIAN RIVER, CITY OF VERO BEACH, BEING PARTS OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST, AND SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AND BEING MORE PARTICULARLY BOUNDED AND DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, RUN SOUTH 00 DEGREES 14 MINUTES 21 SECONDS WEST AND PERPENDICULAR TO THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 30 FEET; THENCE SOUTH 89 DEGREES 45 MINUTES 39 SECONDS EAST (BASIS OF BEARING) ALONG A LINE 30 FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH UNE OF SECTION 34, A DISTANCE OF 2,459.51 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY, AS MEASUREO PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERUNE OF FUGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), SAID POINT ALSO BEING THE POINT OF BEGINNING OF THE HEREIN DESCRIBED PARCEL; THENCE CONTINUE SOUTH 89 DEGREES 45 MINUTES 39 SECONDS EAST, ALONG A UNE 30 FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 222.84 FEET; THENCE RUN NORTH 20 DEGREES 21 MINUTES 06 SECONDS EAST AND PARALLEL WITH THE SAID CENTERLINE OF FUGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C") A DISTANCE OF 95.84 FEET TO A POINT, SAID POINT BEING 60 FEET NORTH OF, AS MEASURED PERPENDICULAR TO, THE SAID SOUTH LINE OF SECTION 34; THENCE NORTH 89 DEGREES 45 MINUTES 39 SECONDS WEST ON A UNE 60 FEET NORTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 222.84 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY, AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"); THENCE SOUTH 20 DEGREES 21 MINUTES 06 SECONDS WEST ALONG A LINE 40 FEET EASTERLY, AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C'), A DISTANCE OF 95.84 FEET TO THE POINT OF BEGINNING. 7 Exhibit "0" Flight Safety Drive Parcel LEGAL DESCRIPTION: ALL THAT CERTAIN PIECE, PARCEL OR TRACT OF LAND BEING A PORTION OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA. SAID LANDS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, THENCE BEARING SOUTH 89°45'39" EAST (BASIS OF BEARINGS) ALONG THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 2385.29 FEET TO THE POINT OF BEGINNING OF THE HEREIN DESCRIBED PARCEL. SAID POINT OF BEGINNING BEING ON A LINE THAT IS 40 FEET WESTERLY, AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"); THENCE BEARING NORTH 20° 21' 06" EAST ALONG SAID LINE, A DISTANCE OF 532.58 TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF AVIATION BOULEVARD; SAID POINT BEING THE BEGINNING OF A NON -TANGENT CURVE CONCAVE SOUTHERLY, HAVING A RADIUS OF 950.00 FEET, A CENTRAL ANGLE OF 04°56'22", A CHORD LENGTH OF 81.87 FEET, A CHORD BEARING OF SOUTH 81°55'27" EAST; THENCE, EASTERLY ALONG THE ARC OF SAID CURVE AND SAID SOUTH RIGHT OF WAY LINE, A DISTANCE OF 81.90 FEET TO A POINT; THENCE LEAVING SAID SOUTH RIGHT OF WAY LINE BEARING SOUTH 20°21'06" WEST, A DISTANCE OF 552.64 FEET TO A POINT; THENCE, BEARING NORTH 89°45'39" WEST, A DISTANCE OF 85.20 FEET TO A POINT; BEARING NORTH 20°21'06" EAST, A DISTANCE OF 31.95 FEET TO THE POINT OF BEGINNING. THE ABOVE DESCRIBED PREMISES CONTAIN AN AREA OF 44,735 SQUARE FEET OR 1.03 ACRES, MORE OR LESS. SUBJECT TO ALL EASEMENTS, CONDITIONS AND RESTRICTIONS AS CONTAINED WITHIN THE CHAIN OF TITLE. PLOT 8 CLOSING AGREEMENT Seller(s): Star Suites by Riverside Theatre, LLC, a Florida limited liability company Buyer(s): Indian River County, a political subdivision of the State of Florida Closing Agent: Atlantic Coastal Land Title Company, LLC Property Location: Aviation Boulevard, Vero Beach, FL 32960 The undersigned hereby acknowledge(s) and understand that contracts, affidavits, deeds, loan documents and similarly related documents associated ,with a real estate transaction are legal and binding documents. The closing agent is here to facilitate and close the transaction but does not represent the parties as legal counsel. If at any time I(we) do not understand the meaning and consequences of any document and its terms and obligations, I(we) have been advised not sign any document before the seeking the advice of an attorney. TAX RE -PRORATION AGREEMENT: If the property tax Bill for the year of closing has not been issued by the Tax Collector at the time of closing, then the tax prorations set forth on the closing statement are based upon an estimate, and that the actual taxes for the calendar year in which "closing" takes place could represent an amount substantially different from that upon which the proration was based. If such a difference is realized, the parties agree that upon demand of the other, to, without unreasonable delay, re - prorate said taxes based on the actual amount of the bill rendered, using formulae standard in the industry, and to make an appropriate, monetary adjustment between themselves. The Closing Agent is not responsible to make further adjustments. AGREEMENT TO COOPERATE: If requested by Lender (if any) or Closing Agent, the parties agree to fully cooperate and adjust for clerical errors, including the execution or re-execution of any reasonable document and/or the remittance of any additional sum. The parties further agree that any amounts of money due others for services rendered in conjunction with subject "closing" (such as balances owed to existing mortgagees, loan costs associated with a new mortgage, survey, termite or roof inspection fees, or other such costs or fees due), not collected or paid for out of closing funds, remain the responsibility of the contracting party to so pay, and the collection and remittance of such fees, costs or indebtedness by the closing agent is a courtesy service provided by the closing agent, with the contracting party remaining liable for payment of any such fees, or shortages, not collected from the obligated party coincident to the "closing". HOMEOWNER'S / CONDOMINIUM ASSOCIATION(S) (IF APPLICABLE): The Buyer acknowledges the existence of any homeowners and/or condominium association(s) and is aware that monthly, quarterly or annual ]maintenance assessments may be due to said association(s). Said association(s) may also have the authority to regulate and enforce community covenants and restrictions. PROPERTY CONDITION: Clpsing Agent does not make any representations or warranties nor assume any liability with respect to the physical condition of the property, and any repairs to the property. SURVEY(IF REQUIRED OR OBTAINED): The Buyer hereby acknowledges receipt of a copy of any survey prepared for the subject transaction. The Buyer has reviewed said survey and accepts title subject to the matters set forth on said survey. CLOSING/SETTLEMENT STATEMENT: Closing Agent does not adjust and/or assume liability for charges for water, rents, gas, electricity, taxes on personal property, garbage taxes or fees, license taxes, association assessments or dues, or estoppel information furnished by mortgagees or others. Sometimes recording fees and courier/express mail fees may vary due to the unknown amounts at the time of closing. Therefore, the parties acknowledge hereto, that monies collected for recording and courier/express mail fees may be more or less than ,the amount collected on the closing statement. Any shortfalls or overages Page 1 of 2 File No.: 49084418 LTF shall be considered the cost of doing business. Closing Agent will neither refund or collect said differences The closing/settlement statement has been reviewed and approved, and the Closing Agent is irrevocably authorized to make disbursements in accordance therewith. CURRENT MORTGAGES AND REAL ESTATE TAXES: The Seller acknowledges that the payoff statement received by the Closing Agent from the current mortgagees may be subject to final audit after receipt of the payoff funds resulting in a demand by said mortgagee for additional funds and Seller agrees to hold Atlantic Coastal Land Title Company, LLC harmless for the loss or damage incurred due to any inaccurate payoff balance whether in writing or given verbally and agrees to pay the shortage immediately to Atlantic Coastal Land. Title Company, LLC. The Seller further agrees that responsibility for unpaid real property taxes and/or assessments not collected or prorated coincident to closing, notwithstanding any error or omission on behalf of the closing agent in reporting, collecting, or discovering same, shall remain the responsibility of Seller. PARTIES: "Seller" and "Buyer" indicate singular or plural, as the context so requires or admits. Star Suites by Riverside Theatre, LLC Ti Iver o� Allen D. Cornell Manager - Seller Jon Moses, Manager - Seller Date: William K. eBraal, Deputy County Attorney - Buyer Date: F r✓dam ple 20( / Date: Date: SELLER(S) ADDRESS AND PHONE NUMBER(S) AFTER CLOSING Address: Phone Number(s) Home: E -Mail Address: File No.: 49084418 Work: Other: Page 2 of 2 LTF