HomeMy WebLinkAbout2025-210Rea
rs
Commercial Contract to
1. PARTIES AND PROPERTY: Indian River county ('Buyer")
2 agrees to buy and AC Veterinary Specialty Services LLC ("Seller")
3 agrees to sell the property at:
4 Street Address: 6580 69th Street, Vero Beach, FL 32967
5
6 Legal Description: Indian River Farms Co Sub PBS 2-25 W 12 AC of TR 12 Less & Except that Por of Prop That Lies
7 Within R/W of 69 ST(Or BK 1563 PP 470); Less A Porfor Rd R/W 69 ST(N Winter Beach Rd) Per Or BK 2200 PP 1689
8 and the following Personal Property: Furniture, Fixtures & Equipment as outlined in "Exhibit A"
9
10 (all collectively referred to as the "Property") on the terms and conditions set forth below.
11 2. PURCHASE PRICE: $ 2,500,000.00
12 (a) Deposit held in escrow by: n/a $ 0.00
13 ("Escrow Agent") (checks are subject to actual and final collection)
14 Escrow Agent's address: Phone:
15 (b) Additional deposit to be made to Escrow Agent
16 ❑ within days (3 days, if left blank) after completion of Due Diligence Period or
17 ❑ within days after Effective Date $ 0.00
18 (c) Additional deposit to be made to Escrow Agent
19 ❑ within days (3 days, if left blank) after completion of Due Diligence Period or
20 U within days after Effective Date $ 0.00
21 (d) Total financing (see Paragraph 5) $
22 (e) Other $
23 (f) All deposits will be credited to the purchase price at closing.
24 Balance to close, subject to adjustments and prorations, to be paid
25 via wire transfer. $ 2,500,000.00
26 For the purposes of this paragraph, "completion" means the end of the Due Diligence Period or upon delivery of
27 Buyer's written notice of acceptability.
28 3. TIME FOR ACCEPTANCE; EFFECTIVE DATE; COMPUTATION OF TIME: Unless this offer is signed by Seller
29 and Buyer and an executed copy delivered to all parties on or before August 29, 2025 . this offer
30 will be withdrawn and the Buyer's deposit, if any, will be returned. The time for acceptance of any counter offer will be
31 3 days from the date the counter offer is delivered. The "Effective Date" of this Contract is the date on which the
32 last one of the Seller and Buyer has signed or initialed and delivered this offer or the final counter offer or
33 . Calendar days, based on where the Property is located, will be used when
34 computing all time periods. Other than time for acceptance and Effective Date as set forth above, any time periods
35 provided for or dates specified in this Contract, whether preprinted, handwritten, typewritten or inserted herein, ending
36 or occurring on a Saturday, Sunday, national legal holiday, or a day on which a national legal holiday is observed will
37 extend to the next calendar day which is not a Saturday, Sunday, national legal holiday, or a day on which a national
38 legal holiday is observed. Time is of the essence in this Contract.
39 4. CLOSI DATE AND LOCATION:
Buyer } j and Seller (�j } acknowledge receipt of a copy of this page; which is Page 1 of 8 Pages.
ec-s �z5
02025 Florida Realtors'
Senai4: 016 5.5617551 rM: Form
'Simplicity
40 (a) Closing Date: This transaction will be closed on 60 days after Inspection Period End (Closing Date), unless
41 specifically extended by other provisions of this Contract. The Closing Date will prevail over all other time periods
42 including, but not limited to, Financing and Due Diligence periods. In the event insurance underwriting is suspended
43 on Closing Date and Buyer is unable to obtain property insurance, Buyer may postpone closing up to 5 days after
44 the insurance underwriting suspension is lifted.
45 (b) Location: Closing will take place in Indian River County, Florida. (If left blank, closing will take place in the
46 county where the property is located.) Closing may be conducted by mail or electronic means.
47 5. THIRD PARTY FINANCING:
48 BUYER'S OBLIGATION: On or before days (5 days if left blank) after Effective Date, Buyer will apply for third
49 party financing in an amount not to exceed % of the purchase price or $ with a fixed
50 interest rate not to exceed % per year with an initial variable interest rate not to exceed %, with points or
51 commitment or loan fees not to exceed % of the principal amount, for a term of years, and amortized
52 over years, with additional terms as follows:
53 Cash Purchase
54 Buyer will timely provide any and all credit, employment, financial and other information reasonably required by any
55 lender. Buyer will use good faith and reasonable diligence to (i) obtain Loan Approval within days (45 days if left
56 blank) from Effective Date (Loan Approval Date), (ii) satisfy terms and conditions of the Loan Approval, and (iii) close
57 the loan. Buyer will keep Seller and Broker fully informed about loan application status and authorizes the mortgage
58 broker and lender to disclose all such information to Seller and Broker. Buyer will notify Seller immediately upon
59 obtaining financing or being rejected by a lender. CANCELLATION: If Buyer, after using good faith and reasonable
60 diligence, fails to obtain Loan Approval by Loan Approval Date, Buyer may within days (3 days if left blank)
61 deliver written notice to Seller stating Buyer either waives this financing contingency or cancels this Contract.
62 If Buyer does neither, then Seller may cancel this Contract by delivering written notice to Buyer at any time thereafter.
63 Unless this financing contingency has been waived, this Contract shall remain subject to the satisfaction, by closing, of
64 those conditions of Loan Approval related to the Property. DEPOSIT(S) (for purposes of Paragraph 6 only): If Buyer
65 has used good faith and reasonable diligence but does not obtain Loan Approval by Loan Approval Date and
66 thereafter either party elects to cancel this Contract as set forth above or the lender fails or refuses to close on or
67 before the Closing Date without fault on Buyer's part. the Deposit(s) shall be returned to Buyer. whereupon both
68 parties will be released from all further obligations under this Contract, except for obligations stated herein as surviving
69 the termination of this Contract. If neither party elects to terminate this Contract as set forth above or Buyer fails to use
70 good faith or reasonable diligence as set forth above, Seller will be entitled to retain the Deposit(s) if the transaction
71 does not close. For purposes of this Contract, "Loan Approval" means a statement by the lender setting forth the terms
72 and conditions upon which the lender is willing to make a particular mortgage loan to a particular buyer. Neither a pre -
73 approval letter nor a prequalification letter shall be deemed a Loan Approval for purposes of this Contract.
74 6. TITLE: Seller has the legal capacity to and will convey marketable title to the Property by ❑x statutory warranty
75 deed ❑ special warranty deed ❑ other , free of liens, easements and
76 encumbrances of record or known to Seller, but subject to property taxes for the year of closing; covenants,
77 restrictions and public utility easements of record; existing zoning and governmental regulations: and (list any other
78 matters to which title will be subject)
79
80 provided there exists at closing no violation of the foregoing and none of them prevents Buyer's intended use of the
81 Property as
82 (a) Evidence of Title: The party who pays the premium for the title insurance policy will select the closing agent
83 and pay for the title search and closing services. Seller will, at (check one) ❑ Seller's ❑x Buyer's expense and
84 within 5 days after Effective Date or at least days before Closing Date deliver to Buyer (check one)
85 ❑ (i) a title insurance commitment by a Florida licensed title insurer setting forth those matters to be discharged by
86 Seller at or before Closing and, upon Buyer recording the deed, an owner's policy in the amount of the purchase
87 price for fee simple title subject only to exceptions stated above. If Buyer is paying for the evidence of title and
88 Seller has an owner's policy, Seller will deliver a copy to Buyer within 15 days after Effective Date. ❑x (ii.) an
89 abstract of title, prepared or brought current by an existing abstract firm or certified as correct by an existing firm.
90 Ho r, if such an abstract is not available to Seller, then a prior owner's title policy acceptable to the proposed
Buyer ( ) and Seller (ly( ) acknowledge receipt of a copy of this page, which is Page 2 of 8 Pages.
CC -6 125 C2025 Florida Realtors"
Serial#: 0165 0175-5617551 ,`. i-r)r rn
;'Simplicity
91 insurer as a base for reissuance of coverage may be used. The prior policy will include copies of all policy
92 exceptions and an update in a format acceptable to Buyer from the policy effective date and certified to Buyer or
93 Buyer's closing agent together with copies of all documents recited in the prior policy and in the update. If such
94 an abstract or prior policy is not available to Seller then (i.) above will be the evidence of title.
95 (b) Title Examination: Buyer will, within 15 days from receipt of the evidence of title deliver written notice to Seller
96 of title defects. Title will be deemed acceptable to Buyer if (1) Buyer fails to deliver proper notice of defects or (2)
97 Buyer delivers proper written notice and Seller cures the defects within 5 days from receipt of the notice
98 ("Curative Period"). Seller shall use good faith efforts to cure the defects. If the defects are cured within the
99 Curative Period, closing will occur on the latter of 10 days after receipt by Buyer of notice of such curing or the
100 scheduled Closing Date. Seller may elect not to cure defects if Seller reasonably believes any defect cannot be
101 cured within the Curative Period. If the defects are not cured within the Curative Period, Buyer will have 10 days
102 from receipt of notice of Seller's inability to cure the defects to elect whether to terminate this Contract or accept
103 title subject to existing defects and close the transaction without reduction in purchase price.
104 (c) Survey: (check applicable provisions below)
105 Fxl Seller will, within days from Effective Date, deliver to Buyer copies of prior surveys,
106 plans, specifications, and engineering documents, if any, and the following documents relevant to this
107 transaction:
108
109 prepared for Seller or in Seller's possession, which show all currently existing structures. In the event this
110 transaction does not close, all documents provided by Seller will be returned to Seller within 10 days from the
111 date this Contract is terminated.
112 ❑x Buyer will, at ❑ Seller's ❑x Buyer's expense and within the time period allowed to deliver and examine
113 title evidence, obtain a current certified survey of the Property from a registered surveyor. If the survey reveals
114 encroachments on the Property or that the improvements encroach on the lands of another, ❑ Buyer will
115 accept the Property with existing encroachments X such encroachments will constitute a title defect to be
116 cured within the Curative Period.
117 (d) Ingress and Egress: Seller warrants that the Property presently has ingress and egress.
118 7. PROPERTY CONDITION: Seller will deliver the Property to Buyer at the time agreed in its present "as is" condition,
119 ordinary wear and tear excepted, and will maintain the landscaping and grounds in a comparable condition. Seller
120 makes no warranties other than marketability of title. In the event that the condition of the Property has materially
121 changed since the expiration of the Due Diligence Period, Buyer may elect to terminate the Contract and receive a
122 refund of any and all deposits paid, plus interest, if applicable, or require Seller to return the Property to the required
123 condition existing as of the end of Due Diligence period, the cost of which is not to exceed $0.00 (1.5% of
124 the purchase price, if left blank). By accepting the Property "as is", Buyer waives all claims against Seller for any
125 defects in the Property. (Check (a) or (b))
126 ❑ (a) As Is: Buyer has inspected the Property or waives any right to inspect and accepts the Property in its "as is"
127 condition.
128 ; (b) Due Diligence Period: Buyer will, at Buyer's expense and within 45 days from Effective Date ("Due
129 Diligence Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion. During the
130 term of this Contract, Buyer may conduct any tests, analyses, surveys and investigations ("Inspections") which
131 Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural,
132 environmental properties; zoning and zoning restrictions; flood zone designation and restrictions; subdivision
133 regulations; soil and grade; availability of access to public roads, water, and other utilities; consistency with local,
134 state and regional growth management and comprehensive land use plans; availability of permits, government
135 approvals and licenses; compliance with American with Disabilities Act; absence of asbestos, soil and ground
136 water contamination; and other inspections that Buyer deems appropriate. Buyer will deliver written notice to
137 Seller prior to the expiration of the Due Diligence Period of Buyer's determination of whether or not the Property
138 is acceptable. Buyer's failure to comply with this notice requirement will constitute acceptance of the Property in
139 its present "as is" condition. Seller grants to Buyer, its agents, contractors and assigns, the right to enter the
140 Property at any time during the term of this Contract for the purpose of conducting Inspections, upon reasonable
141 notice, at a mutually agreed upon tinle; provided, however, that Buyer, its agents, contractors and assigns enter
142 the Property and conduct Inspections at their own risk. Buyer will indemnify and hold Seller harmless from
143 losses, damages, costs, claims and expenses of any nature, including attorneys' fees at all levels, and from
144 liabilitkrio any person, arising from the conduct of any and all inspections or any work authorized by Buyer. Buyer
Buyer} 1 and Seller { / J��(( } acknowledge receipt of a copy of this page; which is Page 3 of 8 Pages.
CC-6 ;25 0,12025 Florida Realtorst
Sena* oyes 175-5x175515;^,;Form
simplicity
145 will not engage in any activity that could result in a mechanic's lien being filed against the Property without
146 Seller's prior written consent. In the event this transaction does not close, (1) Buyer will repair all damages to the
147 Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the
148 Inspections, and (2) Buyer will, at Buyer's expense release to Seller all reports and other work generated as a
149 result of the Inspections. Should Buyer deliver timely notice that the Property is not acceptable, Seller agrees that
150 Buyer's deposit will be immediately returned to Buyer and the Contract terminated.
151 (c) Walk-through Inspection: Buyer may, on the day prior to closing or any other time mutually agreeable to the
152 parties, conduct a final "walk-through" inspection of the Property to determine compliance with this paragraph and
153 to ensure that all Property is on the premises.
154 8. OPERATION OF PROPERTY DURING CONTRACT PERIOD: Seller will continue to operate the Property and any
155 business conducted on the Property in the manner operated prior to Contract and will take no action that would
156 adversely impact the Property after closing, as to tenants, lenders or business, if any. Any changes, such as renting
157 vacant space, that materially affect the Property or Buyer's intended use of the Property will be permitted X only with
158 Buyer's consent ❑ without Buyer's consent.
159 9. CLOSING PROCEDURE: Unless otherwise agreed or stated herein, closing procedure shall be in accordance with
160 the norms where the Property is located.
161 (a) Possession and Occupancy: Seller will deliver possession and occupancy of the Property to Buyer at
162 closing. Seller will provide keys, remote controls, and any securitylaccess codes necessary to operate all locks,
163 mailboxes, and security systems.
164 (b) Costs: Buyer will pay Buyer's attorneys' fees, taxes and recording fees on notes, mortgages and financing
165 statements and recording fees for the deed. Seller will pay Seller's attorneys' fees, taxes on the deed and
166 recording fees for documents needed to cure title defects. If Seller is obligated to discharge any encumbrance at or
167 prior to closing and fails to do so, Buyer may use purchase proceeds to satisfy the encumbrances.
168 (c) Documents: Seller will provide the deed; bill of sale; mechanic's lien affidavit; originals of those assignable
169 service and maintenance contracts that will be assumed by Buyer after the Closing Date and letters to each
170 service contractor from Seller advising each of them of the sale of the Property and, if applicable, the transfer of its
171 contract, and any assignable warranties or guarantees received or held by Seller from any manufacturer,
172 contractor, subcontractor, or material supplier in connection with the Property; current copies of the condominium
173 documents, if applicable; assignments of leases, updated rent roll; tenant and lender estoppels letters (if
174 applicable); tenant subordination, non -disturbance and attornment agreements (SNDAs) required by the Buyer or
175 Buyer's lender; assignments of permits and licenses; corrective instruments; and letters notifying tenants of the
176 change in ownership/rental agent. If any tenant refuses to execute an estoppels letter. Seller, if requested by the
177 Buyer in writing, will certify that information regarding the tenant's lease is correct. If Seller is an entity, Seller will
178 deliver a resolution of its governing authority authorizing the sale and delivery of the deed and certification by the
179 appropriate party certifying the resolution and setting forth facts showing the conveyance conforms to the
180 requirements of local law. Seller will transfer security deposits to Buyer. Buyer will provide the closing statement,
181 mortgages and notes, security agreements, and financing statements.
182 (d) Taxes and Prorations: Real estate taxes, personal property taxes on any tangible personal property, bond
183 payments assumed by Buyer, interest, rents (based on actual collected rents), association dues, insurance
184 premiums acceptable to Buyer, and operating expenses will be prorated through the day before closing. If the
185 amount of taxes for the current year cannot be ascertained, rates for the previous year will be used with due
186 allowance being made for improvements and exemptions. Any tax proration based on an estimate will, at request
187 of either party, be readjusted upon receipt of current year's tax bill: this provision will survive closing.
188 (e) Special Assessment Liens: Certified, confirmed, and ratified special assessment liens as of the Closing Date
189 will be paid by Seller. If a certified, confirmed, and ratified special assessment is payable in installments, Seller will
190 pay all installments due and payable on or before the Closing Date, with any installment for any period P.xtending
191 beyond the Closing Date prorated, and Buyer will assume all installments that become due and payable after the
192 Closing Date. Buyer will be responsible for all assessments of any kind which become due and owing after Closing
193 Date, unless an improvement is substantially completed as of Closing Date. If an improvement is substantially
194 completed as of the Closing Date but has not resulted in a lien before closing, Seller will pay the amount of the last
195 estimate of the assessment. This subsection applies to special assessment liens imposed by a public body and
196 does not apply to condominium association special assessments.
Buyer/r)_) and Seller ( ) acknowledge receipt of a copy of this page, which is Page 4 of 8 Pages.
CC -6 W5 C2025 Florida Realtorss
Sertal#:Ot6 5617551 ' Form
simplicity
197 (f) Foreign Investment in Real Property Tax Act (FIRPTA): If Seller is a "foreign person" as defined by FIRPTA.
198 Seller and Buyer agree to comply with Section 1445 of the Internal Revenue Code. Seller and Buyer will
199 complete, execute, and deliver as directed any instrument, affidavit, or statement reasonably necessary to comply
200 with the FIRPTA requirements, including delivery of their respective federal taxpayer identification numbers or
201 Social Security Numbers to the closing agent. If Buyer does not pay sufficient cash at closing to meet the
202 withholding requirement, Seller will deliver to Buyer at closing the additional cash necessary to satisfy the
203 requirement.
204 10. ESCROW AGENT: Seller and Buyer authorize Escrow Agent or Closing Agent (collectively "Agent") to receive,
205 deposit, and hold funds and other property in escrow and, subject to collection, disburse them in accordance with the
206 terms of this Contract. The parties agree that Agent will not be liable to any person for misdelivery of escrowed items to
207 Seller or Buyer, unless the misdelivery is due to Agent's willful breach of this Contract or gross negligence. If Agent
208 has doubt as to Agent's duties or obligations under this Contract, Agent may, at Agent's option, (a) hold the escrowed
209 items until the parties mutually agree to its disbursement or until a court of competent jurisdiction or arbitrator
210 determines the rights of the parties or (b) deposit the escrowed items with the clerk of the court having jurisdiction over
211 the matter and file an action in interpleader. Upon notifying the parties of such action, Agent will be released from all
212 liability except for the duty to account for items previously delivered out of escrow. If Agent is a licensed real estate
213 broker, Agent will comply with Chapter 475, Florida Statutes. In any suit in which Agent interpleads the escrowed items
214 or is made a party because of acting as Agent hereunder, Agent will recover reasonable attorney's fees and costs
215 incurred, with these amounts to be paid from and out of the escrowed items and charged and awarded as court costs
216 in favor of the prevailing party.
217 11. CURE PERIOD: Prior to any claim for default being made, a party will have an opportunity to cure any alleged
218 default. If a party fails to comply with any provision of this Contract, the other parry will deliver written notice to the non -
219 complying party specifying the non-compliance. The non -complying party will have 5 days (5 days if left blank) after
220 delivery of such notice to cure the non-compliance. Notice and cure shall not apply to failure to close.
221 12. FORCE MAJEURE: Buyer or Seller shall not be required to perform any obligation under this Contract or be liable
222 to each other for damages so long as performance or non-performance of the obligation, or the availability of services,
223 insurance, or required approvals essential to Closing, is disrupted, delayed, caused or prevented by Force Majeure.
224 "Force Majeure" means: hurricanes, floods, extreme weather, earthquakes, fire, or other acts of God, unusual
225 transportation delays, or wars, insurrections, or acts of terrorism, which, by exercise of reasonable diligent effort, the
226 non-performing party is unable in whole or in part to prevent or overcome. All time periods, including Closing Date, will
227 be extended a reasonable time up to 7 days after the Force Majeure no longer prevents performance under this
228 Contract, provided, however, if such Force Majeure continues to prevent performance under this Contract more than
229 30 days beyond Closing Date, then either party may terminate this Contract by delivering written notice to the other
230 and the Deposit shall be refunded to Buyer, thereby releasing Buyer and Seller from all further obligations under this Contract.
231 13. RETURN OF DEPOSIT: Unless otherwise specified in the Contract, in the event any condition of this Contract is
232 not met and Buyer has timely given any required notice regarding the condition having not been met, Buyer's deposit
233 will be returned in accordance with applicable Florida Laws and regulations.
234 14. DEFAULT:
235 (a) In the event the sale is not closed due to any default or failure on the part of Seller other than failure to make
236 the title marketable after diligent effort, Buyer may elect to receive return of Buyer's deposit without thereby
237 waiving any action for damages resulting from Seller's breach and may seek to recover such damages or seek
238 specific performance. If Buyer elects a deposit refund, Seller may be liable to Broker for the full amount of the
239 brokerage fee.
240 (b) In the event the sale is not closed due to any default or failure on the part of Buyer, Seller may either (1)
241 retain all deposit(s) paid or agreed to be paid by Buyer as agreed upon liquidated damages. consideration for the
242 execution of this Contract, and in full settlement of any claims, upon which this Contract will terminate or (2) seek
243 specific performance. If Buyer fails to timely place a deposit as required by this Contract, Seller may either (1)
244 terminate the Contract and seek the remedy outlined in this subparagraph or (2) proceed with the Contract without
245 waiving any remedy for Buyer's default.
246 15. ATTORNEY'S FEES AND COSTS: In any claim or controversy arising out of or relating to this Contract, the
247 prevailing party, which for purposes of this provision will include Buyer, Seller and Broker, will be awarded reasonable
248 attorneys' fees, costs, and expenses.
249 16. NOTICES: All notices will be in writing and may be delivered by mail, overnight courier, personal delivery, or
250 electrons eans. Parties agree to send all notices to addresses specified on the signature page(s). Any notice,
Buyer( ) and Seller (�l /S (_} acknowledge receipt of a copy of this page, which is Page 5 of 8 Pages.
CC -6 .3/25 ^2025 Florida Realtorsa
serial#: 0185 175.5817551 Form
simplicity
251 document, or item given by or delivered to an attorney or real estate licensee (including a transaction broker)
252 representing a party will be as effective as if given by or delivered to that party
253 17. DISCLOSURES:
254 (a) Commercial Real Estate Sales Commission Lien Act: The Florida Commercial Real Estate Sales
255 Commission Lien Act provides that a broker has a lien upon the owner's net proceeds from the sale of
256 commercial real estate for any commission earned by the broker under a brokerage agreement. The lien upon the
257 owner's net proceeds is a lien upon personal property which attaches to the owner's net proceeds and does not
258 attach to any interest in real property. This lien right cannot be waived before the commission is earned.
259 (b) Special Assessment Liens Imposed by Public Body: The Property may be subject to unpaid special
260 assessment lien(s) imposed by a public body. (A public body includes a Community Development District.) Such
261 liens. if any, shall be paid as set forth in Paragraph 9(e).
262 (c) Radon Gas: Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in
263 sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that
264 exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon
265 and radon testing may be obtained from your county public health unit.
266 (d) Energy -Efficiency Rating Information: Buyer acknowledges receipt of the information brochure required by
267 Section 553.996, Florida Statutes.
268 18. RISK OF LOSS:
269 (a) If, after the Effective Date and before closing, the Property is damaged by fire or other casualty. Seller will
270 bear the risk of loss and Buyer may cancel this Contract without liability and the deposit(s) will be returned to
271 Buyer. Alternatively, Buyer will have the option of purchasing the Property at the agreed upon purchase price and
272 Seller will credit the deductible, if any and transfer to Buyer at closing any insurance proceeds, or Seller's claim
273 to any insurance proceeds payable for the damage. Seller will cooperate with and assist Buyer in collecting any
274 such proceeds. Seller shall not settle any insurance claim for damage caused by casualty without the consent of
275 the Buyer.
276 (b) If, after the Effective Date and before closing, any part of the Property is taken in condemnation or under the
277 right of eminent domain, or proceedings for such taking will be pending or threatened, Buyer may cancel this
278 Contract without liability and the deposit(s) will be returned to Buyer. Alternatively, Buyer will have the option of
279 purchasing what is left of the Property at the agreed upon purchase price and Seller will transfer to the Buyer at
280 closing the proceeds of any award, or Seller's claim to any award payable for the taking. Seller will cooperate
281 with and assist Buyer in collecting any such award.
282 19. ASSIGNABILITY; PERSONS BOUND: This Contract may be assigned to a related entity, and otherwise ❑ is not
283 assignable L is assignable. If this Contract may be assigned, Buyer shall deliver a copy of the assignment agreement
284 to the Seller at least 5 days prior to Closing. The terms "Buyer, " "Seller" and "Broker" may be singular or plural. This
285 Contract is binding upon Buyer, Seller and their heirs, personal representatives, successors and assigns (if
286 assignment is permitted).
287 20. MISCELLANEOUS: The terms of this Contract constitute the entire agreement between Buyer and Seller.
288 Modifications of this Contract will not be binding unless in writing, signed and delivered by the party to be bound.
289 Signatures, initials, documents referenced in this Contract, counterparts and written modifications communicated
290 electronically or on paper will be acceptable for all purposes, including delivery, and will be binding. Handwritten or
291 typewritten terms inserted in or attached to this Contract prevail over preprinted terms. If any provision of this Contract
292 is or becomes invalid or unenforceable, all remaining provisions will continue to be fully effective. This Contract will be
293 construed under Florida law and will not be recorded in any public records.
294 21. BROKERS: Neither Seller nor Buyer has used the services of, or for any other reason owes compensation to. a
295 licensed real estate Broker other than:
296 (a) Seller's Broker: Watson Commercial Real Estate, Inc. Paul Johnson
(Com any Name) (Licensee)
297 335 S Plumosa St, Merritt Island, L (321) 501-3139 rpauljohnson@msn.com
(Address, Telephone. Fax, E-mail)
298 who [x] is a single agent [] is a transaction broker ❑ has no brokerage relationship and who will be compensated by
299 ❑x Seller ❑ Buyer ❑ both parties pursuant to X a listing agreement ❑ other (specify)
300
301
302 (b) Buf175-5617551
roker: Colliers International South Florida Julian Zuniga & Brooke Mosier
Buyer( ) and Seller (( } acknowledge receipt of a copy of this page, which is Page 6 of 8 Pages.
CC -6 O 2025 Florida Realtors''
Seam#:01655 " Forrn
_.' Simplicity
(Company Name) (Licensee)
303 801 Brickell Ave, Suite 900, Miami, FL 786 547 0153 julian.zuniga@colliers.com
(Address, Telephone, Fax, E-mail)
304 who X is a single agent ❑ is a transaction broker ❑ has no brokerage relationship and who will be compensated by
305 ❑ Seller's Broker ❑ Seller ❑x Buyer ❑ both parties pursuant to ❑ other (specify)
306 this contract at 4% of the purchase price payable at closing
307 (collectively referred to as "Broker") in connection with any act relating to the Property, including but not limited to
308 inquiries, introductions, consultations, and negotiations resulting in this transaction. Seller and Buyer agree to
309 indemnify and hold Broker harmless from and against losses, damages, costs and expenses of any kind, including
310 reasonable attorneys' fees at all levels, and from liability to any person, arising from (1) compensation claimed which is
311 inconsistent with the representation in this Paragraph, (2) enforcement action to collect a brokerage fee pursuant to
312 Paragraph 10, (3) any duty accepted by Broker at the request of Seller or Buyer, which is beyond the scope of
313 services regulated by Chapter 475, Florida Statutes, as amended, or (4) recommendations of or services provided and
314 expenses incurred by any third party whom Broker refers, recommends, or retains for or on behalf of Seller or Buyer.
315 22. OPTIONAL CLAUSES: (Check if any of the following clauses are applicable and are attached as an addendum to
316 this Contract):
317 ❑ (A) Arbitration ❑ (E) Seller Warranty ❑ (1) Existing Mortgage
318 ❑ (B) Section 1031 Exchange ❑ (F) Coastal Construction Control Line ❑ (J) Buyer's Attorney Approval
319 ❑ (C) Property Inspection and Repair ❑ (G) Flood Area Hazard Zone ❑ (K) Seller's Attorney Approval
320 ❑ (D) Seller Representations ❑ (H) Seller Financing ❑ Other
321 23. ADDITIONAL TERMS:
322 Since this offer is coming from Indian River County, it must be approved by the Board of County Commissioners by the
323 end of the Inspection Period.
324
325
326
327
328
329
330
331
332 THIS IS INTENDED TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY UNDERSTOOD, SEEK THE
333 ADVICE OF AN ATTORNEY PRIOR TO SIGNING. BROKER ADVISES BUYER AND SELLER TO VERIFY ALL
334 FACTS AND REPRESENTATIONS THAT ARE IMPORTANT TO THEM AND TO CONSULT AN APPROPRIATE
335 PROFESSIONAL FOR LEGAL ADVICE (FOR EXAMPLE, INTERPRETING CONTRACTS, DETERMINING THE
336 EFFECT OF LAWS ON THE PROPERTY AND TRANSACTION, STATUS OF TITLE, FOREIGN INVESTOR
337 REPORTING REQUIREMENTS, ETC.) AND FOR TAX, PROPERTY CONDITION, ENVIRONMENTAL AND OTHER
338 ADVICE. BUYER ACKNOWLEDGES THAT BROKER DOES NOT OCCUPY THE PROPERTY AND THAT ALL
339 REPRESENTATIONS (ORAL, WRITTEN OR OTHERWISE) BY BROKER ARE BASED ON SELLER
340 REPRESENTATIONS OR PUBLIC RECORDS UNLESS BROKER INDICATES PERSONAL VERIFICATION OF
341 THE REPRESENTATION. BUYER AGREES TO RELY SOLELY ON SELLER, PROFESSIONAL INSPECTORS AND
342 GOVERNMENTAL AGENCIES FOR VERIFICATION OF THE PROPERTY CONDITION, SQUARE FOOTAGE AND
343 FACTS THAT MATERIALLY AFFECT PROPERTY VALUE.
Buyer( ( ) and Seller (,G, ( )acknowledge receipt of a copy of this page: which is Page 7 of 8 Pages.
CC -6 3.,25
senaw 016555-400175-5617551
1,2025 Florida Realtorsa
Form
Simplicity
344 Each person signing this Contract on behalf of a party that is a business entity represents and warrants to the other
345 party that such signatory has full power and authority to enter into and perform this Contract in accordance with its
346 terms and each person executing this Contract and other documents on behalf of such party has been duly authorized
347 to do so.
348 ATTENTION: SELLER AND BUYER
349 CONVEYANCES TO FOREIGN BUYERS: Part III of Chapter 692, Sections 692.201 - 692.205, Florida Statutes, 2023
350 (the "Act"), in part, limits and regulates the sale, purchase and ownership of certain Florida properties by certain buyers
351 who are associated with a "foreign country of concern". namely: the People's Republic of China, the Russian
352 Federation, the Islamic Republic of Iran, the Democr;,4tic People's Republic of Korea, the Republic of Cuba, the
353 Venezuelan regime of Nicolas Maduro, or the Syrian Arab Republic. It is a crime to buy or knowingly sell property
354 in violation of the Act.
355 At time of purchase, Buyer must provide-.Wq�} d,Qffidavit which complies with the requirements of the Act.
356 Seller and Buyer are advised to seek Igcf(cnse ing their respective obligations and liabilities under the Act.
357 s Date: BCC approved: September23, 2025
110'seph
nature o Buyer
358 E. Flescher, Chai Tax ID No.: 59-6000674
(Typed or Printed Name of Buyer) •.,09� o?:'
ofCounty Commissioners•ciE.•i2iver 772-226-1426
359 Title:County . Telephone:
September 23, 2025
360 ATTEST: RYAN L. BUTLER CL K OF CQURT MM Date: APPROVED AS TO FORM
(Signature of Buyer COMJ1ROLL AND,.LEGAL S CIENCY
i
361 Tax ID No.:
La I
(Typed or Printed Name of Buyer) CHRIS P ER A. HICKS
ASSISTA CO NTY ATTORNEY
362 Title: Telephone:
363 Buyer's Address for purpose of notice 1801 27th Street, Vero Beach, FL 32960
364 Facsimile: Email; chicks@indianriver.gov
365 Date: /,,? /&0 dy
(Signature of e /
366 �`7 �/' G ller ,v��, r, / ! Tax ID No.:
(Typed oCXrinted Name of Seller)
367 Title: Telephone:
368 Date:
(Signature of Seller)
369 Tax ID No.:
(Typed or Printed Name of Seller)
370 Title: Telephone:
371 Seller's Address for purpose of notice:
372 Facsimile: _ Email:
Florida REALTORS' makes no representation as to the legal validity or adequacy of any provision of this form in any specific transaction. This
standardized form should not be used in complex transactions or with extensive riders or additions. This form is available for use by the entire real
estate industry and is not intended to identify the user as REALTOR'. REALTOR' is a registered collective membership mark which may be used
only by real estate licensees who are members of the NATIONAL ASSOCIATION OF REALTORS'and who subscribe to its Code of Ethics. The
copyright la United States (17 U.S. Code) forbid the unauthorized reproduction of this form by any means including facsimile or computerized
forms. /
Buyer ( .)and Seller f��✓) (,) acknowledge receipt of a copy of this page; which is Page 8 of B Pages.
CC -6 d}( 125 .� 2025 Florida Realtors'
Senal4: 01655`6175-5617551ForrYi
'`
Simplicity
4c tr
FFE LIST
FOVEA RADIOLOGY TABLE WITH FOOT PEDAL
DR RADIOLOGY PLATE
INSTALLED WITH REQUIRED SHUT OFF BREAKER BOX
RADIOLOGY COMPUTER- TRIPLITE BATTERY BACKUP
SONOSCAPE ULTRASOUND MACHINE WITH PROBE
3 LEAD APRONS
3 THYROID SHIELDS
LEAD GLOVES
APRON HANGERS
RADIOLOGY LIGHT BOX
CABINETS AND COUTER TOPS INSTALLED - SURGERY, ICU, LAB AREA, HALLWAY
TO GARAGE, 3 EXAM ROOMS, KITCHEN/BREAK ROOM
FRONT RECEPTION DESK CABINETS AND COUNTERTOP INSTALLED
SECURITY CAMERA SYSTEM
LIGHTING FIXTURES NOT INCLUDING SURGERY LIGHT
LEADING EDGE FLOOR SCALE WITH MOUNTED DIGITAL DISPLAY
8 MARATHON C FOLD PAPER TOWEL DISPENSERS INSTALLED
2 WATER FOUNTAINS - ADA
SS WHEELED GURNY
HOSE REEL AND SPRAYER MOUNTED IN LARGE ANIMAL SURGERY
PHONE TOWNER SYSTEM
CAGES AS FOLLOWS -
2 48"X 30"D X 28 H
33" W X 30'D X 28H 02 CAGE
22W X 30 D X 28 H 02 CAGE
3 CAGES 33 W X 30 DX 28 H
33WX 30D X 28 H 02 CAGE
2 CAGES 21W X 22H X 30D
4 CAGES 33"W X 30 D X 28H
3 CASTER FRAME SYSTEMS
CAT WARD- 29H X 29W X 25 D 4 CAGES 2 STORAGE DRAWERS
COUNTER TOP AND LOWER CABINET
ISULAI ION ROOM
21H X 27W X 30D
36W X 28 H X 30D ISO CAGE WITH DRAIN SYSTEM
SHOWER STALL ISO CAGE SYSTEM
COUNTER TOP CABINETS AND SINK
kosp�-O_Cr C4
�.e (000 r
5FT SS WET SINK WITH FAUCET
SS GROOMING SINK WITH CUSTOM RAISED SINK GRATES AND FAUCET
GROOMING BLOW DRYER
SS KENNEL DOORS- FOR RUNS
HOSE REEL AND HOSE
3 RAISED FLOOR GRATES
4 WHITE WASH SINKS WITH FAUCETS AND DRAINS
LEADING EDGE MONITOR
BP CUFFS PULSE OX
SS SURGERY TABLE
GAS AUTOCLAVE- AN 74J
2 02 FLOWMETERS
02 DROP DOWN HOSES AND QUICK RELEASE HOOK UPS
FLUID WARMED.
VERSA 11 ANESTHESIA MACHINE
SURGICAL MAYO TABLE
MEDICAL ILLUMINATION LED SURGICAL LIGHT AND MOUNTING HARDWARE
REGENAIR SCAVENGER MACHINE
VETOVATION ENDOSCOPY UNIT AND MONITOR
SURGIVET V72.5000 VENTILATOR
NONIN7500FO PULSE OX
NARCOTICS LOCK BOX MOUNTED - 23 W X 29 H X 9.5 D
7 IV PUMPS HESKA WITH CORDS
MICROSCOPE
IDEXX UA MACHINE
ABAXIS CHEMISTRY
ABAXIS CBC
CENTRIFUGE
IV POLE
1 LARGE MEDIUM SMALL AND EXTRA SMALL 02 MASK
OXYGEN DROP DOWN AND CONNECTIONS
OXYGEN MANIFOLD
FOLDING EXAM TABLE ROOM 1
STATIONARY SS EXAM TABLES ROOM 2,3
3 EXAM ROOMS CABINETS ANS SINKS
BOVIE ELECTROSURGICAL UNIT
MAKITA BONE DRILL
�� VARIOUS SURGERY HAND TOOLS INCLUDING SOME ORTHO AND NEURO HAND
TOOLS
SS EXAM TABLE MOUNTED ROOM 4
WINDOW SHUTTERS FRONT LOBBY
CEILING FANS INSIDE AND FRONT PORCH
KITCHEN- CABINETS AND SINK
FRONT DESK COMPUTER AND PRINTER
LOBBY FURNITURE
VENDING MACHINE
FOOD SHELVES IN LOBBY
BARN
LED OVERHEAD BARN HALL LIGHTS
11 LIGHT FIXTURES IN BARN APARTMENT
CEILING FANS IN STALLS
STOVE
APARTMENT REFRIDGERATOR
0