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Home My WebLink About2015-182AGREEMENT TO PURCHASE AND SELL REAL ESTATE THIS AGREEMENT TO PURCHASE AND SELL REAL ESTATE ("Agreement") is made and entered into as of September 22 , 2015, by and between Indian River County, ("County"), a political subdivision of the State of Flo ida, whose address is 1801 27th Street, Vero Beach, FL 32960; and L k 02&� 6 f� P i \/p7/uyQar'sef a .- (buyer's (buyers address) T� (city) l�) state) ("Buyers"), who agree as follows: •(zip) 1. Agreement to Purchase and Sell. The County hereby agrees to sell to the Buyers, and the Buyers hereby agrees to purchase from County, upon the terms and conditions set forth in this Agreement, that certain parcel of real property located at 5940 26th Street Vero Beach, FL 32966 and more specifically described on Exhibit "A" attached hereto and incorporated by reference, containing approximately 0 60 acres, and all improvements thereon, together with all easements, rights and uses now or hereafter belonging thereto (collectively, the "Property") —14 2. Purchase Price E ; ctive D. e. T'p rchase price e "Purchase Price") for the Property shall be �► ,(,Qj�( • 1 021./__. ' ' 00/00 Dollars (written purchase price) ($ A00). The Buyer has paid and the County acknowledges receipt of a cashier's 'check in the amount of one thousand ($1,000 00) that is currently being held in escrow by the County (Escrowed Funds). Thebalance of the Purchase Price shall be paid on the Closing Date. The Effective Date of this Agreement shall be the date upon which the County approves the execution of this Agreement, either by approval by the Indian River County Board of County Commissioners at a formal meeting of such Board or by the County Administrator pursuant to his delegated authority. 3. Title County shall convey marketable title to the Property by County Deed free of claims, liens, easements and encumbrances of record or known to County; 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 Buyer's intended use and development of the Property ("Permitted Exceptions"). 4. Representations of the County. 4.1 County 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, County shall take no action ii 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 Buyers. 4 3 There are no existing or pending special assessments affecting the Property, which are or may be assessed by any governmental authority, water or sewer authority, school district, drainage district or any other special taxing district. 5. Default. 5.1 In the event the Buyers 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 Buyers at or prior to the Closing Date and thereupon retain the Escrowed Funds as liquidated damages. Neither the County nor any other person or party shall have any claim for specific performance, damages, or otherwise against the Buyers; or (ii) waive the Buyer's default and proceed to Closing. 5.2 In the event the County shall fail to perform any of its obligations hereunder, the Buyers shall, at its sole option, be entitled to terminate this Agreement by written notice delivered to the County at or prior to the Closing Date and thereupon neither the Buyers nor any other person or party shall have any claim for specific performance, damages or otherwise against the County; or (ii) waive the County's default and proceed to Closing. 6. Closing. 6 1 The closing of the transaction contemplated herein ("Closing" and "Closing Date") shall take place within 30 days following the Effective Date of this Agreement. The parties agree that the Closing shall be as follows (a) The County shall execute and deliver to the Buyers a County 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 County shall have removed all of its personal property and equipment from the Property and the County shall deliver possession of the Property to Buyers vacant and in the same or better condition that existed at the Effective Date hereof. (c) If County is obligated to discharge any encumbrances at or prior to Closing and fails to do so, Buyers may use a portion of Purchase Price funds to satisfy the encumbrances. (d) If the County is a non-resident alien or foreign entity, County shall deliver to the Buyers an affidavit, in a form acceptable to the Buyers, certifying that the County and any interest holders are not subject to tax under the Foreign Investment and Real Property Tax Act of 1980. -2- (e) The County and the Buyers shall each deliver to the other such other documents or instruments as may reasonably be required to close this transaction. 6.2 Taxes. All taxes and special assessments which are a lien upon the property on or prior to the Closing Date (except current taxes which are not yet due and payable) shall be paid by the County. 7. Closing Costs; Expenses. Buyers shall be responsible for preparation of all Closing documents. . 7.1 Buyers shall pay the following expenses at Closing: 7.1.1 The cost of recording the warranty deed and any release or satisfaction obtained by County pursuant to this Agreement. ,l 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. 7.1.4 Current taxes which are not yet due and payable 7 2 County shall pay the following expenses at or prior to Closing. 7.2.1 All costs necessary to cure title defect(s) or encumbrances, other than the Permitted Exceptions, and to satisfy or release of record all existing mortgages, liens or encumbrances upon the Property 8. 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 Buyers for all state court matters, and in the Southern District of Florida for all federal court matters 8.2 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to this transaction and supersedes all prior agreements, written or oral, between the County and the Buyers 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. 8.3 Assignment and Binding Effect. Neither Buyers nor County 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. it it 8.4 Notices. Any notice shall be deemed duly served if personally served or if mailed by certified mail, return receipt requested, or if sent via "overnight" courier service or facsimile transmission, as follows. If to Buyers: If to County. buyer's•full name: Address: City, State, Zip: Phone: Email - dt6ic yitylm 04F3cee y�o,ea7� Indian River County Attorney's Office 1801 27th Street Vero Beach, FL. 32960 Phone: 772-226-1426 bdebraal@ircgov.com Either party may change the information above by giving written notice of such change as provided in this paragraph. 8.5 Survival and Benefit. Except as otherwise expressly provided herein, each agreement, representation or warranty made in this Agreement by or on behalf of either party, or in any instruments delivered pursuant hereto or in connection herewith, shall survive the Closing Date and the consummation of the transaction provided for herein. The covenants, agreements and undertakings of each of the parties hereto are made solely for the benefit of, and may be relied on only by the other party hereto, its successors and assigns, and are not made for the benefit of, nor may they be relied upon, by any other person whatsoever. 8 6 Attorney's Fees and Costs. In any claim or controversy arising out of or relating to this Agreement, each party shall bear its own attorney's fees, costs, and expenses. 8.7. Counterparts. This Agreement may be executed in two or more counterparts, each one of which shall constitute an original. 8.8. County Approval Required: This Agreement is subject to approval by the Indian River County Board of County Commissioners as set forth in paragraph 2 9.0 Property is Being sold "Where Is, As Is" The County makes no guaranty or warranty as to the Property or any of its structures or their contents. The sale is not contingent upon buyer obtaining financing. This sale is not contingent upon a satisfactory inspection report. Buyer's Initials CFN Buyer's initials ('J -4- IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first set forth above. Buyer: INDIAN RIVER COUNTY, FLORIDA BOARDF COUNTY COMMISSIONERS By: Print Name By. julip l Wesley S. Davis, Chairman Date BCC Approved: September 22, 2015 By: Print Name Date Signed by Buyer: Attest: Jeffrey R. Smith, Clerk of Court and Comptroller Approved as to form and legal sufficiency By6- -acLe._ - Deputy Clerk William K. DeBraal Deputy County Attorney ',9y EXHIBIT A LEGAL DESCRIPTION INDIAN RIVER FARMS COMPANY SUBDIVISION • PLAT BOOK OF ST. LUCIE COUNTY 2-25, PART OF THE EAST 10.47 ACRES OF THE WEST 20.47 ACRES OF TRACT 16 BEING A LOT 137 FEET BY 225 FEET AS IN RECORD BOOK 14, PAGE 130, LESS RIGHT-OF-WAY AS IN OFFICIAL RECORD BOOK 1093 PAGE 910; LESS THAT ADDITIONAL ROAD RIGHT-OF-WAY AS DESCRIBED IN THE BOARD OF COUNTY COMMISSIONER'S RESOLUTION NO 2015-038 AS MORE PARTICULARLY DESCRIBED IN OFFICIAL RECORD BOOK 2831, PAGE 1101 LEGAL DESCRIPTION A PORTION OF TRACT 16, SECTION 32, TOWNSHIP 32 SOUTH, RANGE 39 EAST, ACCORDING TO THE LAST GENERAL PLAT OF THE LANDS OF THE INDIAN RIVER FARMS COMPANY SUBDIVISION, AS RECORDED IN PLAT BOOK 2, PAGE 25 OF THE PUBUC RECORDS OF ST LUCIE COUNTY, FLORIDA: SAID LAND LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SECTION 32. TOWNSHIP 32 SOUTH, RANGE 39 EAST, AND RUN WEST. ALONG THE SOUTH UNE OF SAID SECTION 32, ALSO BEING THE SOUTH UNE OF TRACT 16, A DISTANCE OF 863.6 FEET, THENCE, LEAVING SAID SECTION UNE, RUN NORTH A DISTANCE OF 90 FEET TO A POINT ON THE NORTH RIGHT—OF—WAY UNE OF 26TH STREET, AND THE POINT OF BEGINNING, THENCE RUN WEST, ALONG SAID EXISTING NORTH RIGHT—OF—WAY UNE. A DISTANCE OF 137 FEET; THENCE, LEAVING SAID RIGHT—OF—WAY UNE, RUN NORTH A DISTANCE OF 190 FEET; THENCE RUN EAST DISTANCE OF 137 FEET; THENCE RUN SOUTH A DISTANCE OF 190 FEET TO THE POINT OF BEGINNING. SAID PARCEL ALSO KNOWN AS THE NORTH 190 FEET OF THOSE LANDS DESCRIBED IN OFFICIAL RECORD BOOK 2784, PAGE 2015 OF THE PUBUC RECORDS OF INDIAN RIVER COUNTY, FLORIDA. CONTAINING 26030.0 SQUARE FEET, MORE OR LESS, OR 0.60 ACRES. MMIES 1. THIS SKETCH AND DESCRIPTION IS NOT VAUD WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF THE FLORIDA REGISTERED SURVEYOR AND MAPPER NAMED HEREON. 2. THIS SKETCH AND DESCRIPTION MEETS OR EXCEEDS ALL APPUCABLE REQUIREMENTS OF THE STANDARDS OF PRACTICE AS ESTABUSHED IN CHAPTER 5J-17, FLORIDA ADMINISTRATIVE CODE. 3. THIS SKETCH AND DESCRIPTION DOES NOT REPRESENT A FIELD SURVEY. EXISTING PROPERTY CONDITIONS OR FEATURES ARE NOT SHOWN. CERTIFICATION` `e ........ ,,, SURVEY_R AND elkta •r`,ac 488y HARGE DA D 7� FLORIDA REGI LS INDIAN RIVER COU$•, ROM RIVER COWRY Aciaaste*jT`Ifl1i/ •� leo! 27th STREET � vaso eraai. FL 32900 ,. • • • (772) 547-0000 NOT VALID THIS IS NOT WITHOUT BOTH SHEETS 1 AND 2 AS CREATED 11 d 1 A BOUNDARY SURVEY—SKETCH TO ACCOMPANY LEGAL DESCRIPTION PREPARED FOR INDIAN RIVER COUNTY ENGINEERING DIVISION IF(DIAN RIVER COUNTY Deportment of Public Works Engineering Division B. ROACH Det SCHRYVER SECTION 32 TOWNSHIP 32S .RANGE 39E SKETCH/DESCRIPTION REMAINDER PARCEL INDIAN RIVER COUNTY PARCEL -5940 26TH MEET oft 32-39-32-00001-0190-00001.0 NINE k BRADLEY SMITH SITE ADDRESS: 59H 2801 STREET O.R.8. 1337. PC. 1139 EXISTING R YI UNE $ 113 13r P.O.B. S' A00(00141. R/W PER O.R.B. 1093, PG. 910 g n 26TH STREET 14 S UNE TRACT 18 & SECTION 32-32-39 20 80 GRAPHIC SCALE LEGEND (D)=DEED I.R.F.W.C.D.-INDIAN RIVER FARMS WATER CONTROL DISTRICT O.R.B.=OFFICIAL RECORD BOOK (P)=PLAT P.B.=PLAT BOOK P.B.S.=PLAT BOOK, ST LUCIE COUNTY PG. =PAGE P.O.B.=POINT OF BEGINNING P.O.C.=POINT OF COMMENCEMENT 32-39-32-00001-0180-00003.0 R/W=RIGHT—OF—WAY RONEE SU2AN 10110 (1/2) k 9TEPHEN ADI BLOM (1/2) SITE A)ORESS: 5920 29T4 MUT 0.R.5. 2193, PG. 2241 EXITING R/W UNE $ N UNE SECTION 5-33-39 $ i —WEST 863.8'(D)_ P.O.C. 323133 Scna ER 32.5 T32$, R39E 4 PREPARED FOR INDIAN RIVER COUNTY ENGINEERING DIVISION NOT VALID WITHOUT BOTH SHEETS 1 AND 2 AS CREATED THIS IS NOT A BOUNDARY SURVEY— SKETCH TO ACCOMPANY LEGAL DESCRIPTION M Rae couNTr_►+ „� ems. 32950 (772) sei-e000t..,,t.•Engineering •° `' INDIAN RIVER COUNTY fes'. '`.411'4' Department of Public Works pRA1MN 9. ROACH SECTION 32T SKETCH/DESCRIPTION REMAINDER PARCEL INDIAN RIVER COUNTY PARCEL -5940 26TH ST 2 00/ 2 TOWNSHIP 32S pommy�,, 0. SCHRYVER Division SfS4 E 39E