Agenda 04/08/2014 Item #16A154/8/2014 16.A.15.
EXECUTIVE SUMMARY
Recommendation to purchase approximately one acre of property situated between Piper
Boulevard and the Cocohatchee Canal for the Palm River Park (Project No. 60184.) Fiscal Impact:
S1,200.
OBJECTIVE: To create a meandering concrete sidewalk and linear park with neighborhood - friendly
landscaping and decorative features rather than repairing the asphalt sidewalk adjacent to the east -bound
lane of Piper Boulevard.
CONSIDERATIONS: Repairs are needed to the existing asphalt sidewalk adjacent to the east -bound
lane of Piper Boulevard. Rather than undertake these repairs, however, it is being recommended that the
County partner with a local developer, Wallace Homes of Southwest Florida. and the affected communivy
of Palm River, represented by the Palm River Homeowners and Civic Association, and replace the
existing asphalt sidewalk with a meandering concrete sidewalk, landscaped and decorated by the
association and the developer.
Horse Creek Partners, Ltd. owns Out Lot l of Unit 1, Palm River Estates as disclosed in Plat Book 3,
Page 90 of the Public Records of Collier County. Said lot is adjacent to Out Lot 1 of Unit 4, Palm River
Estates owned by Wallace Homes of Southwest Florida. The purchase of a portion of the property owned
by Horse Creek Partners, Ltd. will allow for a continuous park area between Piper Boulevard and the
Cocohatchee Canal from Palm River Boulevard to Cypress Way East. The sale price of the land is not
related to its market value, but rather a "nominal value" (a dollar amount related to the cost of securing
professional counsel regarding the risk associated with the transfer.)
FISCAL IMPACT: The fiscal impact for this item is estimated not to exceed $1.200. Annual
maintenance costs for the park property are addressed in the executive summary for the Palm River Park
Agreement between Collier County and Wallace Homes of Southwest Florida and the Palm River
Homeowners and Civic Association approved by the Board at its March 25, 2014 meeting. Source of
funds for this purchase is gas taxes.
GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this
item.
LEGAL CONSIDERATIONS: This item has been approved as to fonn and legality and requires a
majority vote for Board approval. ERP
RECOMMENDATION: That the Board of County Commissioners of Collier County. Florida:
1. Approve the attached Purchase Agreement and authorize the Chairman to execute same on behalf of
the Board;
2. Accept the conveyance by deed of a portion of Outlot 1, Palm River Estates Unit 1. according to the
Plat recorded in Plat Book 3, Page 90, of the public records of Collier County, and authorize the
County Manager or his designee to record same in the public records of Collier County, Florida:
3. Authorize the payment of all costs and expenses necessary to close the transaction:
4. Authorize the County Manager or his designee to take the necessary measures to ensure the County's
perfonnance in accordance with the terms and conditions of the Agreement; and
5. Approve any and all budget amendments which may be required to carry out the collective will of the
Board.
Prepared by: Kevin Hendricks, Right -of -Way Manager
Attachments: (1) Purchase Agreement
(2) Location Maps (2)
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4/8/2014 16.A.15.
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.16.A.16.A.15.
Item Summary: Recommendation to purchase approximately one acre of property
situated between Piper Boulevard and the Cocohatchee Canal for the Palm River Park (Project
No. 60184.) Fiscal Impact: $1,200
Meeting Date: 4/8/2014
Prepared By
Name: HendricksKevin
Title: Manager - Right of Way, Transportation Engineering & Construction Management
3/24/2014 9:28:26 AM
Approved By
Name: LynchDiane
Title: Supervisor - Operations, Road Maintenance
Date: 3/26/2014 2:06:53 PM
Name: AhmadJay
Title: Director - Transportation Engineering, Transportation Engineering & Construction Management
Date: 3/26/2014 2:25:12 PM
Name: ShueGene
Title: Director - Operations Support, Transportation Administration
Date: 3/26/2014 6:48:35 PM
Name: TavlorLisa
Title: Management/Budget Analyst, Transportation Administration
Date: 3/27/2014 10:45:00 AM
Name: KearnsAllison
Title: Manager Financial & Operational Support, Transportation Administration
Date: 3/27/2014 7:15:39 PM
Name: PepinEmily
Title: Assistant County Attorney, CAO Litigation
Date: 3/28/2014 8:35:20 AM
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Name: MarcellaJeanne
4/8/2014 16.A.15.
Title: Executive Secretary, Transportation Planning
Date: 3/31/2014 2:50:04 PM
Name: IsacksonMark
Title: Director -Corp Financial and Mngmt Svs, Office of Management & Budget
Date: 3/31/2014 4:46:43 PM
Name: KlatzkowJeff
Title: County Attorney,
Date: 3/31/2014 5:04:52 PM
Name: OchsLeo
Title: County Manager, County Managers Office
Date: 4/1/2014 9:44:16 AM
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PROJECT: 99999 Miscellaneous /Palm River Park
PARCEL No(s): 294FEE
FOLIO No(s): 65220000100
PURCHASE AGREEMENT
THIS PURCHASE AGREEMENT (hereinafter referred to as the "Agreement ") is
made and entered into on this day of , 2014, by and between
HORSE CREEK PARTNERS, LTD, a dissolved Florida limited partnership, by BBMP,
LLC, a dissolved Florida limited liability company, its general partner, whose mailing
address is c/o Alan T. Schiffman, 1166 Dimock Lane, Naples, FL 34110, (hereinafter
referred to as "Owner "), and COLLIER COUNTY, a political subdivision of the State of
Florida, whose mailing address is 3299 Tamiami Trail East, c/o the Office of the County
Attorney, Suite 800, Naples, Florida 34112 (hereinafter referred to as "County ").
WHEREAS, County requires a fee estate in that land described as follows:
"Palm River Estates Unit 1 that portion lying N of drainage canal and S of Piper
Boulevard and lying W of Outlot 1 in Unit 4 and E of Unit 7, less that portion described
in O.R. Book 1775 at Page 2026 and lying E of the Palm River Boulevard right -of -way"
(hereinafter referred to as the "Property "); and
WHEREAS, Owner desires to convey the Property to County for the stated
purposes, on the terms and conditions set forth herein; and
WHEREAS, County has agreed to compensate Owner for conveyance of the
Property.
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. 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. The purchase price (the "Purchase Price ") for the Property shall be $1,000.00
(U.S. Currency) payable at time of closing, subject to the apportionment and
distribution of proceeds pursuant to Paragraph 9 of this Agreement (said
transaction hereinafter referred to as the "Closing "). Said payment to Owner,
payable by County Warrant or funds wire transfer, shall be full compensation
for the Property 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 the cost to relocate the existing irrigation
system and other improvements (if any), and the cost to cut and cap irrigation
lines extending into the Property (if any), and to remove all sprinkler valves and
related electrical wiring (if any), and all other damages in connection with
conveyance of said Property to County, including all attorneys' fees, expert
witness fees and costs as provided for in Chapter 73, Florida Statutes.
Owner shall convey a marketable title free of any liens, encumbrances,
exceptions, or qualifications. Marketable title shall be determined according to
the applicable title standards adopted by the Florida Bar and in accordance
with law. Owner shall obtain from the holders of any liens, exceptions and /or
qualifications encumbering the Property, 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.
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Prior to Closing and as soon after the execution of this Agreement as is
possible, Owner shall provide County with a copy of any existing title insurance
policy and 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) General Warranty Deed;
(b) Instruments required to remove, release or subordinate any and all
liens, exceptions and /or qualifications affecting County's enjoyment
of the Property;
(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.
4. 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." County shall be entitled to full
possession of the Property at Closing.
Owner agrees to relocate any existing irrigation system (if any) located on the
Property including any irrigation lines, electrical wiring and sprinkler valves,
etc., prior to the construction of the project without any further notification from
County. Owner assumes full responsibility for the relocation of the irrigation
system (if any) on the remainder property and its performance after relocation.
Owner holds County harmless for any and all possible damage to the irrigation
system in the event owner fails to relocate the irrigation system prior to
construction of the project.
If Owner elects to retain any improvements and /or landscaping
( "Improvements ") located on the Property, the Owner is responsible for their
retrieval prior to the construction of the project without any further notification
from County. Owner acknowledges that County has compensated Owner for
the value of the improvements located on the Property, and yet County is
willing to permit Owner to salvage said improvements as long as their retrieval
is performed before construction and without interruption or inconvenience to
the County's contractor. All Improvements not removed from the Property prior
to construction of the project commences shall be deemed abandoned by
Owner.
This provision shall survive Closing and is not deemed satisfied by conveyance
of title.
6. 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.
7. Owner agrees, represents and warrants the following:
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(a) Owner has full right, power and authority to own and operate the
Property, 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 a deed to the said Property 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 Property 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 Property or any rights therein, nor enter into any agreements
granting any person or entity any rights with respect to the Property,
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
Property.
(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 Property or which adversely
affect Owner's ability to perform hereunder; nor is there any other
charge or expense upon or related to the Property 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 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 and not to do any act or omit to perform any
act which would adversely affect the physical condition of the
Property or its intended use by County.
(h) The Property and all uses of the 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 except as specifically
disclosed to the County; that the Owner has no knowledge of any
spill or environmental law violation on any property contiguous to or
in the vicinity of the Property 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, b) any existing or threatened
environmental lien against the Property or c) any lawsuit, proceeding
or investigation regarding the generation, storage, treatment, spill or
transfer of hazardous substances on the Property. This provision
shall survive Closing and is not deemed satisfied by conveyance of
title.
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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 7(h). This provision
shall survive Closing and is not deemed satisfied by conveyance of title.
9. County shall pay all fees to record any curative instruments required to clear
title, and all Warranty Deed 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; 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, 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."
10. There shall be deducted from the proceeds of sale all prior year ad valorem
taxes and assessments levied against the parent tract property which remain
unpaid as of the date of Closing. Furthermore, in accordance with the
exemptions provided for in Section 201.01, Florida Statutes, concerning
payment of documentary stamp taxes by County, Owner shall pay all
documentary stamp taxes required on the instrument(s) of transfer.
11. All current ad valorem real estate taxes due on the Property during Owner's
term of possession, and all maintenance charges and assessments due from
Owner, for which a bill is rendered prior to closing, will be charged against
Owner on the closing statement. Real Property taxes shall be prorated based
on the current year's tax and paid by Owner. If Closing occurs at a date when
the current year's millage is not fixed, taxes will be prorated based upon such
prior year's millage.
12. 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.
13. If the Owner holds the Property 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
before the Property 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.)
14. Conveyance of the Property by Owner 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
consensual cancellation of this Agreement shall be of any force or effect unless
made in writing and executed and dated by both Owner and County.
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15. 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.
16. 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:
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCK, Clerk COLLIER COUNTY FLORIDA
Deputy Clerk
AS TO OWNER:
DATED:
j Witness (Signature)
Name (Print or Type)
Witness (Signature)
Name (Print or Type)
Approved as to form and legality:
Assistant County Attorney
Last Revised: 6/3/2013
BY:
TOM HENNING
Chairman
HORSE CREEK PARTNERS, LTD,
a dissolved Florida limited partnership,
By: BBMP, LLC, a dissolved
Florida limited liability company
By:
ALAN T. SCHIFFMAN
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