HomeMy WebLinkAbout2020-187AGREEMENT TO PURCHASE AND SELL REAL ESTATE
BETWEEN INDIAN RIVER COUNTY
AND
JENNIFER L. SCHOENFELD AND HEATH SCHOENFELD
THIS AGREEMENT TO PURCHASE AND SELL REAL ESTATE ("Agreement") is
made and entered into as of the 15 day of September , 2020, by and between Indian
River County, a political subdivision of the State of Florida ("the County"), and Jennifer L.
Schoenfeld and Heath Schoenfeld, ("the Seller) who agree as follows:
WHEREAS, Seller owns property located at 5780 36th Lane, Vero Beach, Florida
32966. A legal description of the property is attached to this agreement as Exhibit "A" and
incorporated by reference herein; and
WHEREAS, the County is scheduled to do road improvements at the 58th Avenue
and 37th Street intersection in the future and the road expansion will impact the Seller's
property; and
WHEREAS, in order to proceed with the road expansion plans, the County needs to
purchase property to be used as right-of-way from landowners adjacent to the 58th
Avenue/37th Street intersection; and
WHEREAS, the County has contacted the Seller and has offered to purchase right-
of-way of approximately 800 square feet or 0.018 acres of property as depicted on Exhibit
"A"; and
WHEREAS, the Parties agree this is an arm's length transaction between the Seller
and the County, without the threat of eminent domain.
NOW, THEREFORE, in consideration of the mutual terms, conditions, promises,
covenants and premises hereinafter recited, the COUNTY and SELLER agree as follows -
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ollows:
1. Recitals. The above recitals are affirmed as being true and correct and are
incorporated herein.
2. Agreement to Purchase and Sell. The Seller hereby agrees to sell to the County,
and the County hereby agrees to purchase from Seller, upon the terms and conditions set
forth in this Agreement that certain parcel of real property located at 5780 36th Lane, Vero
Beach, Florida 32966 and more specifically described in the legal description attached as
Exhibit "A", fee simple, containing approximately 0.018 acres, all improvements thereon,
together with all easements, rights and uses now or hereafter belonging thereto
(collectively, the "Property").
2.1 Purchase Price, Effective Date. The purchase price ("Purchase Price") for the
Property shall be $2,000.00 (Two Thousand and 00/100 Dollars). The Purchase Price shall
be paid on the Closing Date. The Effective Date of this Agreement shall be the date upon
which the County shall have approved the execution of this Agreement, either by approval
by the Indian River County Board of County Commissioners at a formal meeting of such
Board or by the County Administrator pursuant to his delegated authority.
2.2 Fence/Gate. The County will fix damages caused to the Seller's chain link fence
and wood fence only as it pertains to road construction.
3. Title. Seller shall convey marketable title to the Property by warranty deed free of
claims, liens, easements and encumbrances of record or known to Seller; but subject to
property taxes for the year of Closing and covenants, restrictions and public utility
easements of record provided (a) there exists at Closing no violation of any of the
foregoing; and (b) none of the foregoing prevents County's intended use and development
of the Property ("Permitted Exceptions").
3.1 County may order an Ownership and Encumbrance Report or Title Insurance
Commitment with respect to the Property. County shall within fifteen (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) to terminate this Agreement,
whereupon this agreement shall be of no further force and effect, or (ii) extend the Curative
Period for up to an additional 90 days; or (iii) accept title subject to existing defects and
proceed to closing.
4. Representations of the Seller.
4.1 Seller is indefeasibly seized of marketable, fee simple title to the Property, and is the
sole owner of and has good right, title, and authority to convey and transfer the Property
which is the subject matter of this Agreement, free and clear of all liens and
encumbrances.
4.2 From and after the Effective Date of this Agreement, Seller shall take no action
which would impair or otherwise affect title to any portion of the Property, and shall record
no documents in the Public Records which would affect title to the Property, without the
prior written consent of the County.
4.3.1 Seller represents that there are no existing or pending special assessments
affecting the Property, which are or may be assessed by any governmental authority, water
or sewer authority, school district, drainage district or any other special taxing district.
5. Default.
5.1 In the event the County shall fail to perform any of its obligations hereunder, 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.
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5.2 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:
6. Closing.
6.1 The closing of the transaction contemplated herein ("Closing" and "Closing Date")
shall take place within 45 days following the execution of the contract by the Chairman of
the Board of County Commissioners. The parties agree that the Closing shall be as
follows..
(a) The Seller shall execute and deliver to the County a warranty deed conveying
marketable title to the Property, free and clear of all liens and encumbrances and in the
condition required by paragraph 3.
(b) The Seller shall have removed all of their personal property and equipment from the
Property and shall deliver possession of the Property to County 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.
6.2 Taxes.
(a) All ad valorem taxes which are a lien on the property or on prior to the closing date
Shall be paid by Seller.
(b) All non -valorem taxes, whether not yet assessed not due and payable shall be paid
for by the Seller. The non -ad valorem taxes shall not be prorated, rather they shall be paid
in full by the seller.
7. Closing Costs; Expenses. County shall be responsible for preparation of all Closing
documents.
7.1 County shall pay all expenses at Closing -
7. 1.1
losing:
7.1.1 The cost of recording the warranty deed and any release or satisfaction obtained by
Seller pursuant to this Agreement.
J
7.1.2 Documentary Stamps required to be affixed to the warranty deed.
7.1.3 All costs and premiums for the owner's marketability title insurance commitment and
policy, if any.
7.2. All costs necessary to cure title defect(s) or encumbrances, other than the Seller
Permitted Exceptions, and to satisfy or release of record all existing mortgages, liens or
encumbrances upon the Property.
7.3 The estimated closing costs for this purchase transaction is $300.00.
8. Miscellaneous.
8.1 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.
8.2 Condemnation. In the event that all or any part of the Property shall be acquired or
condemned for any public or quasi -public use or purpose, or if any acquisition or
condemnation proceedings shall be threatened or begun prior to the Closing of this
transaction, County shall have the option to either terminate this Agreement, and the
obligations of all parties hereunder shall cease, or to proceed, subject to all other terms,
covenants, conditions, representations and warranties of this Agreement, to the Closing of
the transaction contemplated hereby and receive title to the Property; as well as receiving,
however, any and all damages, awards or other compensation arising from or attributable
to such acquisition or condemnation proceedings. County shall have the right to participate
in any such proceedings.
8.3 Entire Agreement. This Agreement constitutes the entire agreement between the
parties with respect to this transaction and supersedes all prior agreements, written or
oral, between the Seller and the County relating to the subject matter hereof. Any
modification or amendment to this Agreement shall be effective only if in writing and
executed by each of the parties.
8.4 Assignment and Binding Effect. Neither County nor Seller may assign its rights and
obligations under this Agreement without the prior written consent of the other party. The
terms hereof shall be binding upon and shall inure to the benefit of the parties hereto and
their successors and assigns.
8.5 Notices. Any notice shall be deemed duly served if personally served or if mailed by
certified mail, return receipt requested, or if sent via "overnight" courier service or facsimile
transmission, as follows:
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If to Seller: Jennifer L. Schoenfeld & Heath Schoenfeld
1566 50th Court
Vero Beach, FL 32966
If to County: Indian River County
1801 27th Street
Vero Beach, FL. 32960
Attn: Land Acquisition/Monique Filipiak
Fax Number: (772) 778-9391
Either party may change the information above by giving written notice of such change as
provided in this paragraph.
8.6 Survival and Benefit. Except as otherwise expressly provided herein, each
agreement, representation or warranty made in this Agreement by or on behalf of either
party, or in any instruments delivered pursuant hereto or in connection herewith, shall
survive the Closing Date and the consummation of the transaction provided for herein.
The covenants, agreements and undertakings of each of the parties hereto are made
solely for the benefit of, and may be relied on only by the other party hereto, its successors
and assigns, and are not made for the benefit of, nor may they be relied upon, by any other
person whatsoever.
8.7 Attorney's Fees and Costs. In any claim or controversy arising out of or relating to
this Agreement, each party shall bear its own attorney's fees, costs, and expenses.
8.8. Counterparts. This Agreement maybe executed in two or more counterparts, each
one of which shall constitute an original.
8.9. County Approval Required: This Agreement is subject to approval by the Indian
River County Board of County Commissioner or County Administrator as set forth in
paragraph 2.
8.10 Beneficial Interest Disclosure: In the event Seller is a partnership, limited
partnership, corporation, trust, or any form of representative capacity whatsoever for
others, Seller shall provide a fully completed, executed, and sworn beneficial interest
disclosure statement in the form attached to this Agreement as an exhibit that complies
with all of the provisions of Florida Statutes Section 286.23 prior to approval of this
Agreement by the County. However, pursuant to Florida Statutes Section 286.23 (3) (a),
the beneficial interest in any entity registered with the Federal Securities and Exchange
Commission, or registered pursuant to Chapter 517, Florida Statutes, whose interest is for
sale to the general public, is exempt from disclosure; and where the Seller is a non-public
entity, that Seller is not required to disclose persons or entities holding less than five (5%)
percent of the beneficial interest in Seller.
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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the
date first set forth above.
COhfM�s,..
INDIAN RIVER COUNTY, FhORID
BOARD OF COUqdkSSl-rj 0 : I
Date Approved
ATTEST:
Jeffre R. Smith, Clerk of Court and Comptroller
B : �.
Deputy Clerk
Me
Jason F. Bjown, County -Administrator
Approved as to Fq^ gal Sufficiency:
�'tounty
Attorney
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Sketch 817d L egra/ Descriptio17 for
/NDIANR/VER COUNTY
Legal Description (Right of Way Acquisition)
BEING A PARCEL OF LAND, LYING IN SECTION 33, TOWNSHIP 32 SOUTH, RANGE 39 EAST, INDIAN RIVER
COUNTY, FLORIDA, SAID PARCEL ALSO BEING A PORTION OF LOT 19, OF THE PLAT OF KINGSWAY
SUBDIVISION, AS RECORDED IN PLAT BOOK 10, PAGE 59, OF THE PUBLIC RECORDS OF SAID INDIAN RIVER
COUNTY, SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGIN AT THE NORTHWEST CORNER OF SAID LOT 19; THENCE SOUTH 89°34'39" EAST, ALONG THE NORTH
LINE OF SAID LOT 19 ( SAID LINE ALSO BEING THE SOUTH RIGHT OF WAY LINE OF THE INDIAN RIVER FARMS
WATER CONTROL DISTRICTS LATERAL "A-5" CANAL, BEING A 30.00 FOOT WIDE RIGHT OF WAY) A DISTANCE
OF 40.00 FEET; THENCE DEPARTING SAID LINE, SOUTH 45"19'21" WEST, A DISTANCE OF 56.47 FEET TO A
POINT IN THE WEST LINE OF SAID LOT 19 ( SAID LINE ALSO BEING THE EAST RIGHT OF WAY OF 58th AVENUE,
RIGHT OF WAY VARIES) THENCE NORTH 00`13'20" EAST, ALONG SAID LINE (SAID LINE BEING 40.00 FEET EAST
OF, AS MEASURED AT RIGHT ANGLES TO, THE WEST LINE OF SAID SECTION 33) A DISTANCE OF 40.00 FEET
TO THE POINT OF BEGINNING.
CONTAINING 800 SQUARE FEET, MORE OR LESS EXHIBIT "A"
Survevor's Notes
1). THIS SKETCH AND LEGAL DESCRIPTION WAS PREPARED WITH THE BENEFIT OF A TOPOGRAPHIC SURVEY PREPARED BY
INDIAN RIVER COUNTY ENGINEERING DEPARTMENT, JOB NO. 1356, DATED JULY 24, 2015.
2). THIS LEGAL DESCRIPTION SHALL NOT BE VALID UNLESS:
(A) PROVIDED IN ITS ENTIRETY CONSISTING OF 2 SHEETS, WITH SHEET 2 SHOWING THE
SKETCH OF THE DESCRIPTION_
(B) REPRODUCTIONS OF THE DESCRIPTION AND SKETCH ARE SIGNED AND SEALED WITH
AN EMBOSSED SURVEYOR'S SEAL.
3). BEARINGS SHOWN HEREON ARE REFERENCED TO THE NORTH LINE OF SECTION 33, TOWNSHIP 32 SOUTH,
RANGE 39 EAST, SAID LINE BEARS SOUTH 89°34'39" EAST, AND ALL OTHERS ARE RELATIVE THERETO.
4). THIS SKETCH AND LEGAL DESCRIPTION WAS PREPARED WITHOUT THE BENEFIT OF A TITLE POLICY. THEREFORE, THERE
MAY EXIST EASEMENTS, RESERVATIONS, RESTRICTIONS OR OTHER ENCUMBRANCES NOT SHOWN HEREON, BUT CAN BE
FOUND IN THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA.
Certification
(NOT VALID WITHOUT THE SIGNATURE AND ORIGINAL
RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AND MAPPER)
Legend and Abbreviations I HEREBY CERTIFY THAT THE SKETCH AND LEGAL DESCRIPTION OF THE PROPERTY
CORP = CORPORATION SHOWN AND DESCRIBED HEREON WAS COMPLETED UNDER MY DIRECTION AND SAID
I.R.F.W.C.D. = INDIAN RIVER FARMS SKETCH AND LEGAL IS TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND
WATER CONTROL DISTRICT BELIEF.
O.R.B.= OFFICIAL RECORD BOOK
(P) =-PLAT 1 FURTHER CERTIFY THAT THIS SKETCH AND DESCRIPTION MEETS THE STANDARDS OF
P.B.= PLAT BOOK PRACTICE FOR SURVEYS SET FORTH BY THE FLORIDA PROFESSIONAL_BOARD OF
PG =PAGE SURVEYORS AND MAPPERS IN CHAPTER 5J-17.052 FLORIDA ADMINISTRATIVE CODE,
PBS =PLAT BOOK ST. LUCIE
O=DELTA ANGLE PURSUANT TO SECTION 472.027 FLORIDA STATE ST LITES. 1
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SQ. FT. =SQUARE FEET 7 ��- (�� (`
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RNV =RIGHT-OF-WAY DATE OF SIGNATURE DAVID M. SILON
TRS = TRUSTEES PROFESSIONAL SURVEYOR AND MAPPER
This is not a Boundary Survey FLORIDA CERTIFICATE NO. 6139
PROVIDED INITS ENTIRETY CONSISTING OF 2 SHEETS
WITH SHEET Heath and Jennifer Schoenfeld - 5780 36th Lane
/AULNUT: INMAN RIVZ--R COUNTY, FL
PUBLIC WOWS DEPT./ENG/NEER/NG DIV Stretch a17d L eqa/ Description
DATE: DRAWN BY:
2/19/19 R /NGL£TT fo%
SCALE:N/A APPROVED BY: INDIAN E7)1? COUNTY
D.5/LON
SHEET: OB No:
1 OF 2 1 ;S7 (5780 36112 Lane)
Sketch and Lega/Description for /NDIANR/VER COUNTY
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NORTH LINE OF SECTION 32-32-39 NORTH UNE OF; SECTION 33-32-39
32 1 33 o ; I.R.F.W.C.D.
Point of Beginning S89.34'39"E "'; Lateral "A-5" Canal
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(PLAT BOOK 10, PAGE 59)
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DATE: DRAWN BY:
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Legend and Abbreviations
CORP = CORPORATION
PBS = PLAT BOOK ST. LUCIE
I.R.F.W.C.D. = INDIAN RIVER FARMS
4=DELTA ANGLE
WATER CONTROL DISTRICT
SQ. FT. = SQUARE FEET
O.R.B.= OFFICIAL RECORD BOOK
RAN = RIGHT-OF-WAY
(P) = PLAT
TRS = TRUSTEES
P.B.= PLAT BOOK
TO SCALL)
PG = PAGE Heath and Jennifer Schoenfeld - 5780 36th Lane
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PROVIDED IN ITS ENTIRETY CONSISTING OF 2 SHEETS
WITH SHEET 2 BEING THE SKETCH OF DESCRIPTION
/ND/AN �4}
WORKS DEPT./ENG/NEER/NG DIV. Sketch ar�d Lega/Description
DATE: DRAWN BY:
2/19/19 R. /NGLETT fol,
SCALE: N/A APPROVED BY:
D.S/LON INDIAN RIVER COUNTY
SHEET: Z OF 2 OB No: 1357 (5780 36th Lane)