HomeMy WebLinkAbout2004-116 ORIGINAL
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AGREEMENT TO DONATE REAL ESTATE
THIS AGREEMENT TO DONATE REAL ESTATE ("Agreement") is made and entered
into as of the 24th day of March, 2004 by and between Indian River County, a political subdivision of
the State of Florida ("County") , and Mark Severin Hanson and Marolyn Shannon Hanson, his wife
(collectively " Seller") , who agree as follows :
1 . Agreement to Donate . Upon the terms and conditions set forth in this Agreement, that certain
parcel of real property located at 135th Street (Wauregan Avenue) , County of Indian River, State of
Florida and more specifically described on Exhibit "A," containing 0 . 26 acres , and all improvements
thereon, together with all easements , rights and uses now or hereafter belonging thereto (collectively,
the "Property") shall be donated by Seller to the County as a gift, and the County hereby accepts the
donation of the Property as a gift from seller.
2 . Effective 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.
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.
3 . 2 County may order an Ownership and Encumbrance Report with respect to the Property.
County shall , within thirty (30) days from receipt of the Ownership and Encumbrance Report, 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 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 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
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or any other special taxing district .
5 . Default .
5 . 1 In the event of a default by the County, the Seller shall be entitled, as its sole remedy
hereunder, to terminate this Agreement, and neither the Seller nor any other person or party shall
have any claim for specific performance, damages or otherwise against the County.
5 . 2 In the event the Seller shall fail to perform any of its obligations hereunder, the County shall
be entitled to : (i) terminate this Agreement by written notice delivered to the Seller at or prior to the
Closing Date, and pursue all remedies available hereunder and under applicable law ; (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 Effective Date of this Agreement . 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 its personal property and equipment from the Property
and Seller shall deliver possession of the Property to County vacant and in the same or better
condition that existed at the Effective Date hereof.
(c) If Seller is obligated to discharge any encumbrances at or prior to Closing and fails to do so ,
County may use any legally available funds to satisfy the encumbrances ,
(d) The Seller shall deliver to the County an affidavit, in form acceptable to the County,
certifying that the Seller is not a non-resident alien or foreign entity, such that the Seller and such
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 Closing costs . The County will be responsible for all closing costs .
7 . Prorations . All taxes and special assessments which are a lien upon the property on or prior
to the Closing Date (except current taxes which are not yet due and payable) shall be paid by the
Seller. If the Closing Date occurs during the time interval commencing on November 2 and ending
on December 31 , Seller 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 Property. If the Closing Date occurs between January 1 and November
1 , the Seller shall, in accordance with Florida Statutes Section 196 . 295 , pay an amount equal to the
current real estate taxes and assessments , prorated to the Closing Date .
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 .
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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;
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 :
If to Seller : Seller : Byron T . Cooksey
Address : 979 Beachland Blvd .
City, State, Zip : Vero Beach, Florida 32963
If to County: Indian River County
1840 25th Street, Vero Beach, FL 32960
Attn : _Ron Callahan/Engineering Division
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 may be executed in two or more counterparts, each one of
which shall constitute an original .
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8 . 9 . County Approval Required : This Agreement is subject to approval by the Indian River
County 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.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first
set forth above .
SELLER : INDIAN RIVER COUNTY, FLORIDA
BOARD OF COUNTY COMMISSIONERS
Name : Mark Severin Hanson
By: zX Li
By: 41AAO.4doCaroline D . Ginn, Wairman
Date Signed :— ?A Date Signed : May 18 , 2004
ATTEST : J . K. Barton, Clerk
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By: mw—au—& 1f .
Deputy Clerk
Date Signed :
Name : Marolyn Shannon Hanson
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County Right-of-Way Agent
By : ,
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Date Signed :
V APPROVED :
By: Or)o 3Q- C4-
Coun Administrator
A r to Form and Legal Sufficienc
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FAEngineering\RonC\Word Docs\Mark and Marolyn Hanson - Agreement. doc
SKETCH OF PARCEL 2A DESCRIPTION
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LEGEND
CM CONCRETE MONUMENT
FD FOUND
(0) OBSERVED DATA
(C CALCULATED DATA
(D) DEED CALL
(P) PLAT DATA
0 DIAMETER
R. R. RAILROAD SPIKE
sq. ft. SQUARE FEET
SRC a SET 1 /2" DIAMETER
REBAR/CAP STAMPED
"CARTER ASSOC. "
FDRB ® FOUND PIPE OR REBAR
FDIP AS NOTED
FDCM O FOUND 4"x 4" C.M.
CA
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C��� ASSOCUTE 7Q HfCiI S ' g Florida
r .7 AIS LAW = al= EXHIB Siace 1 11
1708 21st STREET 772-562 -4191 (PHONE) 1 145
VERO BEACH, FLORIDA 32960 772-562 - 7180 (FAX) DATE: 10-27-03 SHKET 1 OF 2
SKETCH OF PARCEL 2A DESCRIPTION
FOR
ti INDIAN RIVER COUNTY, FLORIDA
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DESCRIPTION "PARCEL 2A
" THE WEST 150 FEET OF THE SOUTH 47 FEET OF LOT 12 AND THE WEST
150 FEET OF THE NORTH 28 FEET OF LOT 13 , TOWN OF WAUREGAN , AS
SHOWN ON THE PLAT OF WAUREGAN , AS RECORDED IN THE PUBLIC
RECORDS OF BREVARD COUNTY, IN PLAT BOOK 1 , PAGE 178 , SAID LAND
NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA. " ( O . R . B . 1200s
PG. 1164, INDIAN RIVER COUNTY, FLORIDA . ) PARCEL No . 303821 00001
0190 00007 . 3
CONTAINING 0 . 26 ACRES MORE OR LESS .
GENERAL NOTES:
1 . UNLESS IT BEARS THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AND
MAPPER THIS DRAWING, SKETCH, PLAT OR MAP IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT VALID.
2. NO SEARCH OF THE PUBLIC RECORDS WAS MADE BY THIS FIRM OR SURVEYOR FOR EASEMENTS, RESERVATIONS,
ABANDONMENTS, RESTRICTIONS AND/OR RIGHTS- OF- WAY.
3. NO TITLE COMMITMENT OR ABSTRACT WAS FURNISHED TO THIS FIRM OR PROFESSIONAL SURVEYOR AND MAPPER.
4. THIS MAP IS A SKETCH OF EASEMENT DESCRIPTION ONLY. BOUNDARY LIMITS HAVE BEEN DELINEATED.
5. THE SURVEY FIELD WORK WAS COMPLETED OCTOBER 30, 2003.
6. BEARING DATUM AND HORIZONTAL COORDINATE VALUES ARE BASED UPON THE NORTH AMERICAN DATUM OF
1983, ADJUSTMENT OF 1999 ( NAD 83/99) AND PROJECTED IN THE STATE PLANE COORDINATE SYSTEM , FLORIDA
EAST ZONE, 0901 .
7. FLOOD ZONE " X" PER FIRM NO. 12061C, PANEL NO. 0013 E, EFFECTIVE DATE MAY 4, 1989. MAP INDEX DATE,
JUNE 30, 1999.
B. THE DESCRIPTION SHOWN WAS DEVELOPED BY THE PROFESSIONAL SURVEYOR AND MAPPER BY THE REQUEST OF
THE CLIENT.
9. G. P. S. SURVEY METHOD: REAL TIME KINEMATIC (RTK) G. P. S. RECEIVER TYPE: THREE ( 3) DUAL FREQUENCY LEICA
GPS RECEIVERS TWO ( 2) SR 399 E - 9 CHANNEL (L1 & L2) ONE ( 1 ) SR 9500 - 12 CHANNEL ( L1 &
L2) GPS RTK
MEASUREMENTS BEGAN AND ENDED ON 09- AUGUST- 2001 . THREE LEICA DUAL FREQUENCY GPS RECEIVERS
EQUIPPED WITH RT- SKI (REAL TIME MEASUREMENT CAPABILITIES) WERE USED TO GATHER GPS DATA. TYPICALLY A
BASE RECEIVER ( SR9500) WAS SET UP ON AN ESTABLISHED CONTROL STATION WHILE TWO ROVING RECEIVERS
(SR399E) LOCATED ESTABLISHED AND EXISTING CONTROL THROUGHOUT THE PROJECT AREA. REAL- TIME COORDINATE
COMPUTATIONS AND PRECISION INFORMATION WERE DETERMINED VIA RADIO LINK WITH THE BASE STATION AND
RECORDED IN LEICA'S CONTROLLERS (CR344).
10. HORIZONTAL CONTROL AND FOUND MONUMENTS WERE OBSERVED UTILIZING THE GLOBAL POSITIONING SYSTEM
( G.P. S.). SAID POINTS WERE OBSERVED FROM INDIAN RIVER COUNTY G. P.S. DENSIFICATION CONTROL MONUMENT
"GPS 107 ". " '
11 . THIS SURVEY DOES NOT INTEND TO REFLECT OR DETERMINE OWNERSHIP. '
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CERTIFIED TO:
INDIAN RIVER COUNTY, FLORIDA
RANK S. CUCdGRESE , P . S. M . %XIGN URE DATE
FLORIDA CENSE N0. 4765
rr CARTER SSOCIATES, INC . L. B . 205 ''
CARTER ASSOCUMS RVCi Florida
COINUUM Aim LAW =RVEYs EMee 1911
HI B
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1708 21st STREET 772-562-4191 (PHONE) s.C. 17003-A5
VERO BEACH, FLORIDA 32960 772-562- 7180 (FAX) DATE: 10-27-03 T 2 OF 2