Donation Agreement PROJECT: F2F Group II—PS 300.04
FOLIO: 00432320002
Accepted pursuant to Res. 2010-39
DONATION AGREEMENT
THIS DONATION AGREEMENT (hereinafter referred to as the "Agreement") is made and
entered into this 10fiday of HA&GIA , 2016, by and between NAPLES RETIREMENT, INC., a
Florida not-for-profit corporation, (hereinafter referred to as "Grantor"), whose mailing
address is 1000 Lely Palms Drive, F-147, Naples, Fl 34113, and the BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA, AS THE GOVERNING BODY OF COLLIER
COUNTY AND AS EX-OFFICIO THE GOVERNING BOARD OF THE COLLIER COUNTY WATER-SEWER
DISTRICT, (hereinafter referred to as "County"), whose mailing address is 3335 Tamiami Trail
East, Ste. 101 . Naples, Florida 34112.
WITNESSETH:
WHEREAS, County has requested that Grantor convey to the County a perpetual, non-
exclusive Access and Maintenance Easement for the purpose of operating and maintaining
structures and facilities, including but not limited to utility above and below ground
infrastructure and various types of wastewater control structures within existing utility
easement areas (water and wastewater) over, under, upon and across the lands described
in Exhibit "A" (hereinafter referred to as the "Easement Area"), which is attached hereto and
made a part of this Agreement;
WHEREAS, Grantor desires to convey the interest in the Easement Area to County for
the stated purposes, on the terms and conditions set forth herein; and
WHEREAS, Grantor recognizes the benefit to Grantor and desires to convey the interest
in the Easement Area to the County for the stated purposes, on the terms and conditions set
forth herein, said terms including that no compensation shall be due and payable for the
Easement Area requested by County; and
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 . Grantor shall convey the interest in the Easement Area via an Access and
Maintenance Easement to County at no cost to the County, unless otherwise stated herein.
2. Prior to Closing, Grantor shall obtain from the holders of any liens, exceptions
and/or qualifications encumbering the Easement Area, the execution of such instruments
which will remove, release or subordinate such encumbrances from the Property upon their
recording in the public records of Collier County, Florida. Grantor shall provide such
instruments, properly executed, to County on or before the date of Closing.
3. This Agreement shall be null and void, and of no further force or effect, unless
Closing shall occur within sixty (60) days from the date County executes this Agreement;
provided; however, that County shall have the unilateral right to extend the term of this
Agreement pending receipt of such instruments, properly executed, which either remove,
release or subordinate any and all such liens, encumbrances or qualifications affecting
County's enjoyment of the Easement Area.
4. Grantor is aware and understands that this Agreement is subject to the
acceptance and approval by the Board of County Commissioners of Collier County, Florida.
5. Grantor represents that the Easement Area and all uses of the Easement Area
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 except as specifically disclosed to the County; that the Grantor has no
knowledge of any spill or environmental law violation on any property contiguous to or in the
vicinity of the Easement Area to be conveyed to the County, that the Grantor has not
received notice and otherwise has no knowledge of a) any spill on the Easement Area, b)
1
any existing or threatened environmental lien against the Easement Area or c) any lawsuit,
proceeding or investigation regarding the generation, storage, treatment, spill or transfer of
hazardous substances on the Easement Area. This provision shall survive Closing and is not
deemed satisfied by conveyance of title.
6. Grantor shall indemnify, defend, save and hold harmless the County against and
from, and to 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 Grantor's representation under Section 5. This provision
shall survive Closing and is not deemed satisfied by conveyance of title.
7. The County shall pay for all costs of recording the conveyance instrument, and
recording costs for any curative instruments, in the Public Records of Collier County, Florida.
County shall be responsible for paying any costs and/or fees associated with the securing
and recording a Subordination, Consent & Joinder of Easement of the mortgage(s)
recorded against the Property from the mortgagee(s). All other costs associated with this
transaction including but not limited to transfer, documentary and intangible taxes shall be
borne and paid by Grantor. The cost of a title commitment shall be paid by County.
8. 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.
9. Conveyance of the interest in the Easement Area by Grantor is contingent upon
no other provisions, conditions, or premises other than those so stated above; and the 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.
10. If the Grantor holds the Easement Area in the form of a partnership, limited
partnership, corporation, trust or any form of representative capacity whatsoever for others,
Grantor shall make a written public disclosure, according to Chapter 286, Florida Statutes,
under oath, of the name and address of every person having a beneficial interest in the
Easement Area before the Easement Area 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 . This Agreement is governed and construed in accordance with the laws of the
State of Florida
IN WITNESS WHEREOF, the Grantor has caused these presents to be executed the
date and year first above written.
ACQUISITION APPROVED BY BCC PURSUANT TO RESOLUTION 2010-39
AS TO GRANTOR:
le ab,--• / NAPLES RETIREMENT, INC., a Florida not-for-
,
itness (Signature) profit corp. •tie.2J Adr
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4e.Av r• Hoe G //
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Name (Print or Type) By:
Print: C:D. '4 Aamo
k4l.' klt—'-} Title: PR25tO - i
f itness ( ignature)
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Name (Print or Type)
2
OD
AS TO COUNTY:
Attest: BOARD OF COUNTY COMMISSIONERS OF COLLIER
COUNTY, FLORIDA, AS THE GOVERNING BODY
OF COLLIER COUNTY AND AS THE��EX DFFICIO
GOVERNING BOARD OF THE COWER COUNTY
WATER-SEWER DISTRICT
DWIGHT E. BROCK, Clerk
7-
By: - By: '`'-„ .,r, „t0``
.,ep Cer Donna Fiala, Chairman
Attest as to Chai , ,
signature only.
Approved as to form and legality:
By: aR
Jen fifer A. Belpe io, ,
Assistant County Attorney p \\\�
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EXHIBIT A_
Pn e 1 _of
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENT S SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines.#I through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office
()--01/41V9 3�F
j f 4-
j(ij
4. BCC Office Board of County
Commissioners \/5
3 c-t V1z,
5. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff SUE JIM ZIMMERMAN Phone Number 252-2622
Contact/ Department
Agenda Date Item was February 23,2010 Agenda Item Number 16B1
Approved by the BCC
Type of Document DONATION AGREEMENT Number of Original
Attached Documents Attached
PO number or account
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature? SJZ
2. Does the document need to be sent to another agency for additional signatures? If yes, SJZ
provide the Contact Information(Name;Agency;Address; Phone)on an attached sheet. _
3. Original document has been signed/initialed for legal sufficiency. (All documents to be
signed by the Chairman, with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's SJZ
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the SJZ
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's SJZ
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding.to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on Feb.23,2010(enter date)and all SJZ
changes made during the meeting have been incorporated in the attached document.
The County Attorney's Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the
BCC, all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
• ��'°"" 1 Memorandum
r F[O R10 P-�
(iJ(1N'\
TO: Minutes & Records Management
FROM: Sue Zimmerman
Sr. Property Acquisition Specialist
Real Property Management 4(
DATE: March 14, 2016
RE: Wastewater— Donation Agreement with Naples Retirement, Inc.
Resolution 2010-39
Resolution 2010-39 was approved on February 23, 2010 to allow for acceptance or approval
of, among other things, donation of easements or property relating to Capital Projects, etc.
The attached Donation Agreement is being processed for signature under said Resolution.
Please attest to the Chairman's signature on the Donation Agreement, and then please
forward us a fully signed copy via email.
Please contact me if you have any questions or comments at Extension 2622.
Thank you.
MEMORANDUM
Date: March 17, 2016
To: Sue Zimmerman, Property Acquisition Specialist
Facilities Management Department
From: Martha Vergara, Deputy Clerk
Minutes & Records Department
Re: Donation Agreement
Folio #00432320002
Naples Retirement, Inc.
Attached is the original as referenced above (Item #16B1) approved by the Board
of County Commissioners February 23, 2010.
The original has been kept by the Board's Minutes and Records Department
as part of the Board's Official Records.
If you have any questions, please contact me at 252-7240.
Thank you.
Attachment