Parcel 124TCE PROJECT: 66066—White Blvd and Cypress Canal Bridge
PARCEL No(s): 124TCE
FOLIO No(s): Portion of 37341000004
TEMPORARY BRIDGE CONSTRUCTION EASEMENT AGREEMENT
THIS TEMPORARY EASEMENT AGREEMENT (hereinafter r ferred to as the
"Agreement") ") is made and entered into on this g.° '` day of
20 IS , by and between HOLLY M. SPERRY,joined by her husband, NJAMIN M.
SPERRY, whose mailing address is 875 31ST St. SW, Naples, Florida 34117,
(hereinafter referred to as "Owner"), and COLLIER COUNTY, a political subdivision of
the State of Florida (hereinafter referred to as"County"), whose mailing address is 3299
Tamiami Trail East, do the Office of the County Attorney, Suite 800, Naples, Florida
34112.
WHEREAS, County requires a Temporary Easement over, under, upon and
across the lands described in Exhibit "A", which is attached hereto and made a part of
this Agreement (hereinafter referred to as the "Easement") for the purpose of
constructing a temporary bridge over the Cypress Canal during the period of time that
the existing bridge on White Boulevard over the Cypress Canal is being replaced; and
WHEREAS, Owner desires to convey the Easement to County for the stated
purposes, on the terms and conditions set forth herein, and is fully aware and
acknowledges that any and all vegetation and / or improvements that are presently
located within the Temporary Easement area will be removed and disposed by County
and / or County's bridge contractor and will not be replaced either on Owner's
remainder property nor in the Temporary Easement area once the temporary bridge is
removed; and
WHEREAS, County has agreed to compensate Owner for conveyance of the
Easement.
NOW THEREFORE, in consideration of these premises, the sum of Ten Dollars
($10.00), and other good and valuable consideration, the receipt and sufficiency of
which is hereby mutually acknowledged, it is agreed by and between the parties as
follows:
1. RECITALS - All of the above recitals are true and correct and are hereby
expressly incorporated herein by reference as if set forth fully below, and all
Exhibits referenced herein are made a part of this Agreement.
2. PURCHASE PRICE - Owner shall convey the Easement to County for the sum
of:
$8,880.00
subject to the apportionment and distribution of proceeds pursuant to Paragraph
7 of this Agreement (said transaction hereinafter referred to as the "Closing").
Said aggregate payment of$8,800.00 (representing Owner's proceeds, attorney
fees and all other costs)shall be paid at closing by County Warrant or funds wire
transfer to Porter Wright Morris & Arthur LLP, do Patrick G. White, Esquire,
Trust Account, 9132 Strada Place, 3`d Floor, Naples, FL 3410, and shall be full
compensation for the Easement conveyed, including (if applicable) all
landscaping, trees, shrubs, improvements, and fixtures located thereon, and
shall be in full and final settlement of any damages resulting to Owner's
remaining lands, costs to cure, including, but not limited to (if applicable), the
cost to relocate the existing irrigation system and other improvements, and the
cost to cut and cap irrigation lines extending into the Easement, and to remove
all sprinkler valves and related electrical wiring, and all other damages in
connection with conveyance of said Easement to County, including all attorneys'
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fees, expert witness fees and costs as provided for in Chapter 73, Florida
Statutes.
CLOSING DOCUMENTS AND CLEAR TITLE - Owner shall obtain from the
holders of any liens, exceptions and/or qualifications encumbering the
Easement, the execution of such instruments which will remove, release or
subordinate such encumbrances from the Easement upon their recording in the
public records of Collier County, Florida. Prior to Closing and as soon after the
execution of this Agreement as is possible, Owner shall provide County the
following documents and instruments properly executed, witnessed, and
notarized where required, in a form acceptable to County (hereinafter referred to
as"Closing Documents"):
(a)Temporary Bridge Construction Easement;
(b) Instruments required to remove, release or subordinate any and all liens,
exceptions and/or qualifications affecting County's enjoyment of the
Easement;
(c) Closing Statement;
(d) Grantor's Non-Foreign, Taxpayer Identification and "Gap"Affidavit;
(e)W-9 Form; and
(f) Such evidence of authority and capacity of Owner and its representatives
to execute and deliver this agreement and all other documents required to
consummate this transaction, as reasonably determined by County,
County's counsel and/or title company.
3. TIME IS OF THE ESSENCE - Both Owner and County agree that time is of the
essence. Therefore, Closing shall occur within ninety (90) days of the date of
execution of this Agreement or within thirty (30) days of County's receipt of all
Closing Documents, whichever is the later. This agreement shall remain in full
force and effect until Closing shall occur, until and unless it is terminated for
other cause. At Closing, payment shall be made to Owner in that amount shown
on the Closing Statement as"Net Cash to the Seller."
4. MISCELLANEOUS REQUIREMENTS -Owner and County agree to do all things
which may be required to give effect to this Agreement immediately as such
requirement is made known to them or they are requested to do so, whichever is
the earlier.
5. REPRESENTATIONS AND WARRANTIES - Owner agrees, represents and
warrants the following:
(a)Owner has full right, power and authority to own and operate the property
underlying the Easement, to enter into and to execute this Agreement, to
execute, deliver and perform its obligations under this Agreement and the
instruments executed in connection herewith, to undertake all actions and
to perform all tasks required of Owner hereunder and to consummate the
transaction contemplated hereby.
(b) County's acceptance of the Easement shall not be deemed to be full
performance and discharge of every agreement and obligation on the part
of Owner to be performed pursuant to the provisions of this Agreement.
(c) No party or person other than County has any right or option to acquire
the Easement or any portion thereof.
(d) Until the date fixed for Closing, so long as this Agreement remains in force
and effect, Owner shall not encumber or convey any portion of the
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property underlying the Easement or any rights therein, nor enter into any
agreements granting any person or entity any rights with respect to the
Easement, without first obtaining the written consent of County to such
conveyance, encumbrance, or agreement, which consent may be withheld
by County for any reason whatsoever.
(e)There are no maintenance, construction, advertising, management,
leasing, employment, service or other contracts affecting the Easement.
(f) Owner has no knowledge that there are any suits, actions or arbitration,
administrative or other proceedings or governmental investigations or
requirements, formal or informal, existing or pending or threatened which
affect the Easement or which adversely affect Owner's ability to perform
hereunder; nor is there any other charge or expense upon or related to
the Easement which has not been disclosed to County in writing prior to
the effective date of this Agreement.
(g)County is entering into this Agreement based upon Owner's
representations stated in this Agreement and on the understanding that
Owner will not cause the physical condition of the property underlying the
Easement to change from its existing state on the effective date of this
Agreement up to and including the date of Closing. Therefore, Owner
agrees not to enter into any contracts or agreements pertaining to or
affecting the property underlying the Easement and not to do any act or
omit to perform any act which would adversely affect the physical
condition of the property underlying the Easement or its intended use by
County.
(h)The property underlying the Easement, and all uses of the said property,
have been and presently are in compliance with all Federal, State and
Local environmental laws; that no hazardous substances have been
generated, stored, treated or transferred on the property underlying the
Easement except as specifically disclosed to the County; that the Owner
has no knowledge of any spill or environmental law violation on the
property contiguous to or in the vicinity of the Easement to be sold to the
County, that the Owner has not received notice and otherwise has no
knowledge of: a) any spill on the property underlying the Easement; b)
any existing or threatened environmental lien against the property
underlying the Easement; or c) any lawsuit, proceeding or investigation
regarding the generation, storage, treatment, spill or transfer of hazardous
substances on the property underlying the Easement. This provision shall
survive Closing and is not deemed satisfied by conveyance of title.
6. INDEMNIFICATION - Owner shall indemnify, defend, save and hold harmless
the County against and from, and reimburse the County with respect to, any and
all damages, claims, liabilities, laws, costs and expenses (including without
limitation reasonable paralegal and attorney fees and expenses whether in court,
out of court, in bankruptcy or administrative proceedings or on appeal), penalties
or fines incurred by or asserted against the County by reason or arising out of
the breach of any of Owner's representations under Paragraph 6(h). This
provision shall survive Closing and is not deemed satisfied by conveyance of
title.
7. CURATIVE INSTRUMENTS, PROCESSING FEES, TAXES - County shall pay
all fees to record any curative instruments required to clear title, and all
easement instrument recording fees. In addition, County may elect to pay
reasonable processing fees required by mortgagees in connection with the
execution and delivery of a Release or Subordination of any mortgage, lien or
other encumbrance recorded against the property underlying the Easement;
provided, however, that any apportionment and distribution of the full
compensation amount in Paragraph 2 which may be required by any mortgagee,
lien-holder or other encumbrance-holder for the protection of its security interest,
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or as consideration due to any diminution in the value of its property right, shall
be the responsibility of the Owner, and shall be deducted on the Closing
Statement from the compensation payable to the Owner per Paragraph 2.
County shall have sole discretion as to what constitutes "reasonable processing
fees." In accordance with the provisions of Section 201.01, Florida Statutes,
concerning payment of documentary stamp taxes by County, Owner shall further
pay all documentary stamp taxes required on the instrument(s) of transfer,
unless the Easement is acquired under threat of condemnation.
8. EASEMENT TERM AND PURPOSE - Owner agrees to grant the Easement to
County for the purpose of allowing County and its contractor(s) to construct a
temporary bridge over the Cypress Canal during the period of time required to
replace the existing bridge on White Boulevard over the Cypress Canal, to
remove the temporary bridge once the new bridge construction over the Cypress
Canal is complete, and to construct new residential driveway aprons so that the
subject properties will transition from their current elevation to the elevation of
the new pavement immediately adjacent thereto. Owner acknowledges and
specifically permits Florida Power and Light Company to temporarily relocate its
poles and wires to the northerly five (5) feet of the Easement area as part of
County's bridge replacement project, with the understanding that said poles and
wires will be removed from the Easement area as part of the removal of County's
temporary bridge. The rights granted under the provisions of this Agreement
include the right to trim tree branches at the easement line as high above ground
as is necessary to prevent conflict with the electrical wiring. The term of the
Easement shall commence upon the issuance of Grantee's official Notice to
Proceed to its roadway contractor for the construction of the temporary bridge,
and shall automatically terminate 1,095 days therefrom.
9. EFFECTIVE DATE - This Agreement and the terms and provisions hereof shall
be effective as of the date this Agreement is executed by both parties and shall
inure to the benefit of and be binding upon the parties hereto and their respective
heirs, executors, personal representatives, successors, successor trustees,
and/or assignees, whenever the context so requires or admits.
10. PUBLIC DISCLOSURE - If the Owner holds the property underlying the
Easement in the form of a partnership, limited partnership, corporation, trust or
any form of representative capacity whatsoever for others, Owner shall make a
written public disclosure, according to Chapter 286, Florida Statutes, under oath,
subject to the penalties prescribed for perjury, of the name and address of every
person having a beneficial interest in the property underlying the Easement
before the Easement held in such capacity is conveyed to County, its successors
and assigns. (If the corporation is registered with the Federal Securities
Exchange Commission or registered pursuant to Chapter 517, Florida Statutes,
whose stock is for sale to the general public, it is hereby exempt from the
provisions of Chapter 286, Florida Statutes.)
11. ENTIRE AGREEMENT- Conveyance of the Easement by Owner, or any interest
in the property underlying the Easement, is contingent upon no other provisions,
conditions, or premises other than those so stated herein; and this written
Agreement, including all exhibits attached hereto, shall constitute the entire
Agreement and understanding of the parties, and there are no other prior or
contemporaneous written or oral agreements, undertakings, promises,
warranties, or covenants not contained herein. No modification, amendment or
cancellation of this Agreement shall be of any force or effect unless made in
writing and executed and dated by both Owner and County.
12. BREACH AND TERMINATION - If either party fails to perform any of the
covenants, promises or obligations contained in this Agreement, such party will
have breached this Agreement and the other party may provide written notice of
said breach to the party in breach, whereupon the party in breach shall have 15
days from the date of said notice to remedy said breach. If the party in breach
shall have failed to remedy said breach, the other party may, at its option,
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terminate this Agreement by giving written notice of termination to the party in
breach and shall have the right to seek and enforce all rights and remedies
available at law or in equity, including the right to seek specific performance of
this Agreement.
13. SEVERABILITY- Should any part of this Agreement be found to be invalid, then
such invalid part shall be severed from the Agreement, and the remaining
provisions of this Agreement shall remain in full force and effect and not be
affected by such invalidity.
14. VENUE - This Agreement is governed and construed in accordance with the
laws of the State of Florida.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the date first above written.
AS TO COUNTY:
DATED: •- t",._Z\
;ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E, :ROCK, Clerk COLLIEPCO.'NFY, FLORIDA
Atte t as to Chairing • Cl s TIM NANCE, Chairman
n9t1:1rf,only:
As to D OWNER:
DATED: X 2 LI i S
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Witness (Sign- ure) H.IIy . Sper
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Witness.ignatu e)
Om in . Br i sson
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itnes signature) Benjamin . Sper'
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Approved as to form and legality:
Emily Pepi
Assistant C•. ty Attorney
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