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Agenda 09/11/2018 Item #16D1409/11/2018 EXECUTIVE SUMMARY Recommendation to approve a revised Agreement for Sale and Purchase with Orlando V. Bueno and Margarita C. Costa, as Personal Representative of the Estate of Claudio Costa, Deceased, for 2.73 acres under the Conservation Collier Land Acquisition Program at a cost not to exceed $35,400. OBJECTIVE: To revise an Agreement for Sale and Purchase (Agreement) to purchase a 2.73-acre parcel within the Winchester Head Multi-Parcel Project from Orlando V. Bueno and Margarita C. Costa, as Personal Representative of the Estate of Claudio Costa, Deceased (Sellers). CONSIDERATIONS: On February 24, 2018, Agenda Item #16D2, the Board of County Commissioners (Board) approved an Agreement with Orlando V. Bueno and Claudio Costa for $34,125 for 2.73 acres. The Agreement requires the County to order a title commitment as part of its due diligence. The title commitment received reveals that Claudio Costa died, and the probate process was completed. Since the probate process took longer than expected and the original Agreement expired, a new Agreement with the personal representative is presented as part of this Item. On January 25, 2005, Agenda Item #10D, the Board approved a Conservation Collier Land Acquisition Advisory Committee (CCLAAC) recommended Cycle II - Active Acquisition List (AAL) with changes and directed staff to actively pursue acquisition of the properties under the Conservation Collier Program. A multi-parcel project included on the Cycle II - AAL was a portion of Unit 65 in Golden Gate Estates (Winchester Head Multi-parcel Project). Staff has actively pursued acquiring parcels within Unit 65. However, on September 13, 2005, Agenda Item #16A34, the Board accepted CCLAAC’s recommendation to, due to rising property costs, discontinue buying properties for the Winchester Head Multi-parcel Project for 90 days. On February 14, 2006, Agenda Item #10A, the Board approved placing the Winchester Head Multi-parcel Project on the “B” list of the Cycle III - AAL, and on January 23, 2007, Agenda Item #10A, the Board approved the Cycle IV - AAL, once again placing the Multi-parcel Project on the “B” list. On May 22, 2007, Agenda Item #10F, the Board approved activating the Winchester Head Multi-parcel Project, with conditions, and it was placed on the “A” list on the current AAL. On January 29, 2008, Agenda Item #10F, the Board accepted CCLAAC’s recommended AAL reactivating and placing the Project on the “A” list. On January 25, 2011, Agenda Item #10B, the Board accepted CCLAAC’s recommended Cycle 8 AAL, placing the Project on the “A” list. On December 13, 2016, the Board reauthorized the Conservation Collier Land Acquisition Program. On August 14, 2017, the CCLAAC recommended staff to make offers to interested property owners within the Project. The Winchester Head Multi-parcel Project consists of 115 parcels and a total of 158.67 acres. To date, Conservation Collier has acquired 46 parcels for a total of 64.19 acres, and the Collier Soil and Water Conservation District has acquired two (2) parcels totaling 2.28 acres. One important reason for the selection of Winchester Head as a conservation target is that this area functions to provide floodplain storage for surrounding home sites during the high rainy season. These types of depressional storage areas were included in the water management models for the Golden Gate canal system done by the Big Cypress Basin South Florida Water Management District and are a component of flood control for the area. Winchester Head has also been targeted for future watershed improvement projects (North Golden Gate Flowway Restoration Project, TDR Program, and Mitigation Program) in the County’s Watershed Management Plan. Additional program criteria that would be satisfied by this donation include protection of surface and groundwater resources, protection of wetland-dependent species habitat, and good potential for restoration. 16.D.14 Packet Pg. 1333 09/11/2018 Staff contracted with two (2) independent, state-certified, general real estate appraisal firms to appraise all parcels within the Project. The appraisers based their analyses on comparable sales from wetland, not upland parcels, preferably within the Project boundaries. The appraisals dated July 2017 provided an averaged appraised value for parcels within the Project at $12,500 an acre. On October 9, 2017, the CCLAAC recommended extending offers to owners who sent in applications in the Project. The cost to obtain new appraisals was $4,900. The Sellers’ property contains a total of 2.73 acres and is located within the Winchester Head Multi- parcel Project. The land cost for the 2.73-acre parcel is $34,125. The Property Appraiser’s 2017 Preliminary Tax Roll assessed value for this property is $18,532. The attached Agreement provides that should the County elect not to close this transaction for any reason, except for default by the Sellers, the County will pay the Sellers $170.63 in liquidated damages. The CCLAAC approved this transaction on January 8, 2017 and voted to recommend Board approval and execution of the attached Agreement. Pursuant to Ordinance 2007-65, Section 13(8), a Project Design Report for the property is provided herewith. FISCAL IMPACT: The total cost of acquisition will not exceed $35,400 ($34,125 for the property and approximately $1,275 for the title commitment, title policy, and recording of documents). The funds will be withdrawn from the Conservation Collier Trust Fund (172). As of January 8, 2018, property costs for Conservation Collier properties, including this property and those under contract, total $104,363,792. Estimated costs of maintenance in perpetuity have been considered by the CCLAAC and have been incorporated into the Conservation Collier Long Term Financial Management Plan. GROWTH MANAGEMENT IMPACT: Fee simple acquisition of conservation lands is consistent with and supports Policy 1.3.1(e) in the Conservation and Coastal Management Element of the Collier County Growth Management Plan. LEGAL CONSIDERATIONS: This Item has been approved for form and legality and requires majority vote for approval. -JAB RECOMMENDATION: To 1) Approve the attached Agreement and accept the Warranty Deed once it has been received and approved by the County Attorney’s Office; 2) Authorize the Chairman to execute the Agreement and any and all other County Attorney’s Office approved documents related to this transaction; 3) Authorize the County Manager or his designee to prepare related vouchers and Warrants for payment; and 4) Direct the County Manager or his designee to proceed to acquire this parcel, to follow all appropriate closing procedures, to record the deed and any and all necessary documents to obtain clear title to this parcel, and to take all reasonable steps necessary to ensure performance under the Agreement. Prepared By: Cindy M. Erb, SR/WA, Senior Property Acquisition Specialist, Division of Facilities Management ATTACHMENT(S) 1. SIGNED AGREEMENT 8-20-2018 (PDF) 2. Bueno-Costa PDR_WH Revised (DOCX) 16.D.14 Packet Pg. 1334 09/11/2018 COLLIER COUNTY Board of County Commissioners Item Number: 16.D.14 Doc ID: 6383 Item Summary: Recommendation to approve a revised Agreement for Sale and Purchase with Orlando V. Bueno and Margarita C. Costa, as Personal Representative of the Estate of Claudio Costa, Deceased, for 2.73 acres under the Conservation Collier Land Acquisition Program at a cost not to exceed $35,400. Meeting Date: 09/11/2018 Prepared by: Title: Property Acquisition Specialist, Senior – Facilities Management Name: Cindy Erb 08/09/2018 2:31 PM Submitted by: Title: Deputy Department Head – Solid and Hazardous Waste Name: Dan Rodriguez 08/09/2018 2:31 PM Approved By: Review: Parks & Recreation Alexandra Sulecki Additional Reviewer Completed 08/09/2018 2:42 PM Parks & Recreation Cindy Erb Additional Reviewer Skipped 08/09/2018 3:25 PM Parks & Recreation Jeanine McPherson Additional Reviewer Completed 08/09/2018 5:18 PM Facilities Management Toni Mott Additional Reviewer Completed 08/10/2018 8:37 AM Parks & Recreation Ilonka Washburn Additional Reviewer Completed 08/13/2018 10:37 AM Solid and Hazardous Waste Dan Rodriguez Additional Reviewer Completed 08/13/2018 11:27 AM Public Utilities Operations Support Joseph Bellone Additional Reviewer Completed 08/20/2018 8:45 AM Public Services Department Joshua Hammond Additional Reviewer Completed 08/20/2018 4:05 PM Public Services Department Todd Henry Level 1 Division Reviewer Completed 08/21/2018 1:48 PM County Attorney's Office Jennifer Belpedio Level 2 Attorney of Record Review Completed 08/22/2018 8:43 AM Public Services Department Steve Carnell Level 2 Division Administrator Review Completed 08/23/2018 4:43 PM Office of Management and Budget Valerie Fleming Level 3 OMB Gatekeeper Review Completed 08/23/2018 4:51 PM County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 08/24/2018 9:49 AM Budget and Management Office Ed Finn Additional Reviewer Completed 08/28/2018 3:55 PM County Manager's Office Nick Casalanguida Level 4 County Manager Review Completed 09/02/2018 2:57 PM Board of County Commissioners MaryJo Brock Meeting Pending 09/11/2018 9:00 AM 16.D.14 Packet Pg. 1335 CONSERVAT10N COLL ER Tハ X IDENT,FiCAT10N NUMBER,39957760008 AGREEMENT FOR SALE AND PURCHASE THIS AGREEMENT s made and entered intO by and bemeen oRLANDO V BUENO ANO MARGAR:TA C COSTA,AS PERSONAL REPRESENTAT:VE OF THE ESTATE OF CLAUD:O COSTA,DECEASED,whose addressis 501 SW l●Street#507,Miami, FL 33130,(hereinater referred to as''Se∥er),and coLLiER COUNTY,a pO∥∥ca subdivision of the State of Florida, ts successors and assigns,whOse address is 3335 Tamiami Tra∥ East, Sutte 1 01, Naples, FL 34112,(hereinafter referred to as ・ Purchaserり WITNESSETH WHEREAS, Se∥er is the owner of that certain parcel of real propedγ (hereinafterreferred to as"P「operty・ ), |。Cated in Co∥er County, State of Flo「ida,and being more particularly described in Exhibit 'A・ , attached hereto and made a part hereof by reference VVHEREAS,Purchaseris desirous of purchasing the Property,sublectto the condnions and other agreements hereinafter set rorth,and Se∥eris agreeable to such sale and to such conditions and agreements NOW,THEREFORE,and for and in consideration ofthe premises and the respective undertakings Of the parties hereinafter set forth and the sum of Ten Do∥ars(slo oO), the receipt and suf「ciency of which is hereby acknowledged,itis agreed as fo∥ows: I AGREEMENT '1.01 ln consideration of the purchase price and upon the terms and conditions hereinafter set forth, Seller shall sell to Purchaser and purchaser shall purchase from Seller the Property, described in Exhibit "A". II, PAYMENT OF PURCHASE PRICE 2.01 The purchase price (the "Purchase Price") for the property shall be Thirty Four Thousand One Hundred and Twenty-Fivo Dollars and OO/lOO dollars ($34,125.00), (U.S. Currency) payable at time of ctosing. lll. cLostNG 3.01 The Closing (THE "CLOSING DATE", "DATE OF CLOSING,, OR 'CLOSING) of the transaction shall be held on or before one hundred and twenty(120) days following execution of this Agreement by the purchaser, unless extended by mutual written agreement of the parties hereto. The Manager of the Real Property Management or designee is authorized to enter into such mutual written agreements on behalf of the County for extensions of up to an additional 16.D.14.a Packet Pg. 1336 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLTIER TAX IDENTIFICATION NUMBER: 39957760008 60 days without further approval by the Board of County Commissioners. The Closing shall be held at the Collier County Attorney's Office, Administration Building, 3299 Tamiami Trail East, 8rh Floor, Naples, Florida. The procedure to be followed by the parties in connection with the Closing shall be as follows: 3.011 Seller shall convey a marketable title free of any liens, encumbrances, exceptions, or qualifications. Marketable title shall be determined according to applicable title standards adopted by the Florida Bar and in accordance with law. At the Closing, the Seller shall cause to be delivered to the Purchaser the items specified herein and the following documents and instruments duly executed and acknowledged, in recordable form: 3.0111 Warranty Oeed in favor of Purchaser conveying title to the Property, free and clear of all liens and encumbrances other than: (a) The lien for current taxes and assessments. (b) Such other easements, restrictions or conditions of record. 3.01 12 Combined Purchaser-Seller closing statement. 3.01 13 A "Gap," Tax Proration, Owner's and Non-Foreign Affidavit," as required by Section 1445 of the lnternal Revenue Code and as required by the title insurance underwriter in order to insure the "gap" and issue the policy contemplated by the title insurance commitment. 3.0'l'14 A W-9 Form, "Request for Taxpayer ldentification and Certitlcation" as required by the lnternal Revenue Service. 3.012 At the Closing, the Purchaser, or its assignee, shall cause to be delivered to the Seller the following: 3.0121 A wire transfer or negotiable instrument in an amount equal to the Purchase Price. No funds shall be disbursed to Seller until the Tifle Company verifies that the state of the tifle to the property has not changed adversely since the date of the last endorsement to the commitment, referenced in Section 4.011 thereto, and the Tifle Company is irrevocably committed to pay the purchase price to Seller and lo issue the Owner's title policy to Purchaser in accordance with the commitment immediately after the recording of the deed. 3.0122 Funds payable to the Seller representing the cash payment due at Closing in accordance with Article lll hereof, shall be subject to adjustment for prorations as hereinafter set forth. 3.02 Each party shall be responsible for payment of its own attorney,s fees. Seller, at its sole cost and expense, shall pay at Closing all documentary stamp taxes due relating to the recording of the Warranty Deed, in accordance with Chapter 201.0.1, 16.D.14.a Packet Pg. 1337 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAX IDENTIFICATION NUMBER: 39957760008 Florida Statutes, and the cost of recording any instruments necessary to clear Seller's title to the Property. The cost of the Owner's Form B Tifle policy, issued pursuant to the Commitment provided for in Section 4.011 below, shall be paid by Purchaser. The cost ofthe title commitment shall also be paid by purchaser. 3.03 Purchaser shall pay for the cost of recording the Warranty Deed. Real Property taxes shall be prorated based on the currenl year's tax with due allowance made for maximum allowable discount, homestead and any other applicable exemptions and paid by Seller. lf Closing occurs at a date which the current year's millage is not fixed, taxes will be prorated based upon such prior year's millage. IV, REQUIREMENTS AND CONDITIONS 4.01 Upon execution of this Agreement by both parties or at such other time as specified within this Article, Purchaser and/or Seller, as the case may be, shall perform the following within the times stated, which shall be conditions precedent to the Closing; 4.011 Within fifteen (15) days after the date hereof, purchaser shall obtain as evidence of title an ALTA Commitment for an Owner's Tifle lnsurance policy (ALTA Form B-1970) covering the Property, together with hard copies of a[ exceptions shown thereon. Purchaser shall have thirty (30) days, following receipt of the title insurance commitment, to notify Seller in writing of any objection to title other than liens evidencing monetary obligations, if any, which obligations shall be paid at closing. lf the tifle commitment contains exceptions that make the title unmarketable, purchaser shall deliver to the Seller written notice of its intention to waive the applicable contingencies or to terminate this Agreement. 4.012 lf Purchaser shall fail to advise the Seller in writing of any such objections in Seller's title in the manner herein required by this Agreement, the title shall be deemed acceptable. Upon notification of purchaser,s objection to title, Seller shall have thirty (30) days to remedy any defects in order to convey good and marketable title, except for liens or monetary obligations which wiil be satisfied at Closing. Seller, at its sole expense, shall use its best efforts to make such title good and marketable. ln the event Seller is unable to cure said objections within said time period, purchaser, by providing written notice to Seller within seven (7) days after expiration of said thirty (30) day period, may accept title as it then is, waiving any objection; or purchaser may terminate the Agreement. A failure by purchaser to give such written notice o1 termination within the time period provided herein shall be deemed an electionby Purchaser to accept the exceptions to tifle as shown in the tifle commitment. 4.013 Seller agrees to furnish any existing surveys of the property in Seller,s possession to Purchaser within .10 (ten) days of the effective date of this Agreemenl. Purchaser shall havelhe option, at its own expense, to obtain aC 16.D.14.a Packet Pg. 1338 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAX IDENTIFICATION NUMBER 39957760008 current survey of the Property prepared by a surveyor licensed by the State of Florida. No adjustments to the Purchase Price shall be made based upon any change to the total acreage referenced in Exhibit "A," unless the difference in acreage revealed by survey exceeds 5% of the overall acreage. lf the survey provided by Seller or obtained by Purchaser, as certified by a registered Florida surveyor, shows: (a) an encroachment onto the property; or (b) that an improvement located on the Property projects onto lands of others, or (c) lack of legal access to a public roadway, the Purchaser shall notify the Seller in writing of such encroachment, projection, or lack of legal access, and Seller shall have the option of curing said encroachment or projection, or obtaining legal access to the Property from a public roadway, within sixty (60) days of receipt of said written notice from Purchaser. Purchaser shall have ninety (90) days from the effective date of this Agreement to notify Seller of any such objections. Should Seller elect not to or be unable to remove the encroachment, projection, or provide legal access to the property within said sixty (60) day period, Purchaser, by providing written notice to Seller within seven (7) days after expiration of said sixty (60) day period, may accept the Property as it then is, waiving any objection to the encroachment, or projection, or lack of legal access, or Purchaser may terminate the Agreement. A failure by Purchaser to give such written notice of termination within the time period provided herein shall be deemed an election by Purchaser to accept the Property with the encroachment, or prolection, or lack of legal access. V. INSPECTION PERIOD 5.01 Purchaser shall have one hundred and twenty (120) days from the date of this Agreement, ("lnspection Period"), to determine through appropriate investigation that: 1 . Soil tests and engineering studies indicate that the Property can be developed without any abnormal demucking, soil stabilization or foundations. 2. There are no abnormal drainage or environmental requirements to the development of the Property. 3. The Property is in compliance with all applicable State and Federal environmental laws and the Property is free from any pollution or contamination. 4. The Property can be utilized for its intended use and purpose in the Conservation Collier program. 5.02 lf Purchaser is not satisfied, for any reason whatsoever, with the results of any investigation, Purchaser shall deliver to Seller prior to the expiration of the lnspection Period, written notice of its intention to waive the applicable contingencies or to terminate this Agreement. lf Purchaser fails to notify the Seller in writing of its specific objections as provided herein within the lnspection period, it shall be deemed that the Purchaser is satisfied with the results of its investigations and the contingencies of this Article V shall be deemed waived. ln the event Purchaser elects to terminate this Agreement because of the right of inspection, Purchaser shall deliver to Seller copies of all engineering reporti and 16.D.14.a Packet Pg. 1339 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAX IDENTIFICATION NUMBER 39957760008 environmental and soil testing results commissioned by Purchaser with respect to the Property. 5.03 Purchaser and its agents, employees and servants shall, at their own risk and expense, have the right to go upon the Property for the purpose of surveying and conducting site analyses, soil borings and all other necessary investigation. Purchaser shall, in performing such lests, use due care and shall indemnify Seller on account of any loss or damages occasioned thereby and against any claim made against Seller as a result of Purchaser's entry. Seller shall be notified by Purchaser no less than twenty-four (24) hours prior to said inspection of the Property. VI. INSPECTION 6.01 Seller acknowledges that the Purchaser, or its authorized agents, shall have the right to inspect the Property at any time prior to the Closing. VII, POSSESSION 7.01 Purchaser shall be entitled to full possession ofthe property at Closing. VIII, PRORATIONS 8.01 Ad valorem taxes next due and payable, after closing on the property, shall be prorated at Closing based upon the gross amount of 2017 taxes, and shall be paid by Seller. IX, TERMINATION AND REMEDIES 9.01 lf Seller shall have failed to perform any of the covenanls and/or agreements contained herein which are to be performed by Seller, within ten (10) days of written notification of such failure, Purchaser may, at its option, terminate this Agreement by giving written notice of termination to Seller. purchaser shall have the right to seek and enforce all rights and remedies available at law or in equityto a contract vendee, including the right to seek specific performance of this Agreement. 9.02 lf the Purchaser has not terminated this Agreement pursuant to any of theprovisions authorizing such termination, and purchaser fails to close the transaction contemplated hereby or otherwise fails to perform any of the lerms, covenants and conditions of this Agreement as required on the pa( of purchaser to be performed, provided Seller is not in default, then as Seller's sole remedy, Seller shall have the right to terminate and cancel this Agreement by giving written notice thereof to Purchaser, whereupon one-half percent (1/2%) of the purchase price shall be paid to Seller as liquidated damages which shall be Seller,s soleand exclusive remedy, and neither party shall have any further liability or obligation 1o the other except as set forth in paragraph 12.01, (Real Eatate Brokers), hereof. The parties acknowtedge and agree that Selleii-iAuai 16.D.14.a Packet Pg. 1340 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAX IDENTIFICATION NUMBER 39957760008 damages in the event of Purchaser's default are uncertain in amount and difficultto ascertain, and that said amount of liquidated damages was reasonably determined by mutual agreement between the parties, and said sum was not intended to be a penalty in nature. 9.03 The parties acknowledge that the remedies described herein and in the other provisions of this Agreement provide mutually satisfactory and sufficient remedies to each of the parties, and take into account the peculiar risks and expenses of each of the parties. X. SELLER'S AND PURCHASER'S REPRESENTATIONS AND WARRANTIES 10.01 Seller and Purchaser represent and warrant the following: 10.011 Seller and Purchaser have full right and authority to enter into and to execute this Agreement and to undertake all actions and to perform all tasks required of each hereunder. Seller is not presently the subject of a pending, threatened or contemplated bankruptcy proceeding. 10.012 Seller has full right, power, and authority to own and operate the Property, and to execute, deliver, and perform its obligations under this Agreement and the instruments executed in connection herewith, and to consummate the transaction contemplated hereby. All necessary authorizations and approvals have been obtained authorizing Seller and Purchaser to execute and consummate the transaction contemplated hereby. At Closing, certified copies of such approvals shall be delivered to purchaser and/or Seller, if necessary. 10.013 The warranties set forth in this paragraph shall be true on the date of this Agreement and as of the date of Closing. purchaser,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 the Seller to be performed pursuant to the provisions of this Agreement. 10.014 Seller represents that it has no knowledge of any actions, suits, claims, proceedings, litigation or investigations pending or threatened against Seller, at law, equity or in arbitration before or by any federal, state, municipal or othergovernmental instrumentality that relate to this agreement or any otherproperty that could, if continued, adversely affect Seller,s ability to sell the Property to Purchaser according to the terms of this Agreement. 10.015 No party or person other than purchaser has any right or option to acquire the Property or any portion thereof. '10.016 Until the date fixed for Closing, so long as this Agreement remains inforce and effect, Seller shall not encumber or convey any portion of the Property or any rights therein, nor enter into any agreements granting anyperson or entity any rights with respect to the property or any part thereof, 6 16.D.14.a Packet Pg. 1341 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVAT10N COLLIER TAX IDENTIFICAT10N NUMBER1 39957760008 without first obtaining the written consent of Purchaser to such conveyance, encumbrance, or agreement which consent may be withheld by Purchaser for any reason whalsoever. 10.017 Seller represents that there are no incinerators, septic tanks or cesspools on the Property; all waste, if any, is discharged into a public sanitary sewer system; Seller represents that they have (it has) no knowledge that any pollutants are or have been discharged from the Property, direcfly or indirecfly into any body of water. Seller represents the Property has not been used for the production, handling, storage, transportation, manufacture or disposal of hazardous or loxic substances or wastes, as such terms are defined in applicable laws and regulations, or any other activity that would have toxic results, and no such hazardous or toxic substances are currenfly used in connection with the operation of the Property, and there is no proceeding or inquiry by any authority with respect thereto. Seller represents that they have (it has) no knowledge that there is ground water contamination on the property or potential of ground water contamination from neighboring properties. Seller represents no storage tanks for gasoline or any other substances are or were located on the Property at any time during or prior to Seller's ownership thereof. Seller represents none of the Property has been used as a sanitary landfill. 10.018 Seller has no knowledge that the Property and Seller's operations concerning the Property are in violation of any applicable Federal, State or local statute, law or regulation, or of any notice from any governmental body has been served upon Seller claiming any violation of any law, ordinance, code or regulation or requiring or calling attention to the need for any work, repairs, construction, allerations or installation on or in connection with the Property in order to comply with any laws, ordinances, codes or regulation with which Seller has not complied. 10.019 There are no unrecorded restrictions, easements or rights of way (other than existing zoning regulations) that restrict or affect the use of the Property, and there are no maintenance, construction, advertising, management, leasing, employment, service or other contracts affecting the Property. 10.020 Seller has no knowledge that there are any suits, actions or arbilration, bond issuances or proposals therefor, proposals for public improvement assessments, pay-back agreements, paving agreements, road expansion or improvement agreements, utility moratoriums, use moratoriums, improvement moratoriums, administrative or other proceedings or governmental investigations or requirements, formal or informal, existing or pending or threatened which affects the Property or which adversely affects Seller,s abilityto perform hereunder; nor is there any olher charge or expense upon or related to the Property which has not been disclosed to purchaser in writing prior to the effective date of this Agreement. 16.D.14.a Packet Pg. 1342 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAX IOENTIFICATION NUMBER 39957760008 10.021 Seller acknowledges and agrees that Purchaser is entering into this Agreement based upon Seller's representations stated above and on the understanding that Seller will not cause the zoning or 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, Seller 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 change the zoning or physical condition of the Property or the governmental ordinances or laws governing same. Seller also agrees to notiry Purchaser promptly of any change in the facts contained in the foregoing representations and of any notice or proposed change in the zoning, or any other action or notice, that may be proposed or promulgated by any third parties or any governmental authorities having jurisdiction of the development of the property which may restrict or change any other condition of the Property. 10.022 Al the Closing, Seller shall deliver to Purchaser a statement (hereinafter called the "Closing Representative Statement") reasserting the foregoing representations as of the Date of Closing, which provisions shall survive the Closing. 10.023 Seller represents, warrants and agrees to indemnify, reimburse, defend and hold Purchaser harmless from any and all costs (including attorney,s fees) asserted against, imposed on or incurred by Purchaser, directly or indirecfly, pursuant to or in connection with the application of any federal, state, local or common law relating to pollution or protection of the environment which shall be in accordance with, but not limited to, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, 42 U.S.C. Section 960.1, et seq., ("CERCLA" or "Superfund"), which was amended and upgraded by the Superfund Amendment and Reauthorization Act of 1986 ("SARA.), including any amendments or successor in function to these acts. This provision and the rights of Purchaser, hereunder, shall survive Closing and are not deemed satisfied by conveyance of title. 10.024 Any loss and/or damage to the Property between the date of this Agreement and the date of Closing shall be Seller,s sole risk and expense. XI. NOTICES 11.01 Any notice, request, demand, instruction or other communication to be given to either party hereunder shall be in writing, sent by facsimile with automated confirmation of receipt, or by registered, or certified mail, return receipt requested, postage prepaid, addressed as follows: lftoPurchaser: AlexandraSulecki,Coordinator Conservation Collier Program Collier County parks and Recreation Division Public Services Department Golden cate Community park ③ 16.D.14.a Packet Pg. 1343 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVAT10N COLLIER TAX IDENTIFICAT10N NUMBER1 39957760003 With a copy to: 3300 Santa Barbara Blvd. Naples 34116 Cindy M. Erb, SR/WA, Senior Property Acquisition Specialist Collier County Real Property Management 3335 Tamiami Trail East, Suite 101 Naples, Florida 34112 Telephone number 239-252-89 17 Fax number: 239-252-887 6 Margarita C. Costa 501 SW 1sr Street #507 Miami, FL 33130 lfto Se∥er: 'l'1.02 The addressees and numbers for the purpose of this Article may be changed by either party by giving written notice of such change to the other party in the manner provided herein. For the purpose of changing such addresses or addressees only, unless and until such written notice is received, the last addressee and respeclive address stated herein shall be deemed to continue in effect for all purposes. XII, REAL ESTATE BROKERS '12.01 Any and all brokerage commissions or fees shall be the sole responsibility of the Seller. Seller shall indemnify Purchaser and hold Purchaser harmless from and against any claim or liability for commission or fees to any broker or any other person or party claiming to have been engaged by Seller as a real estate broker, salesman or representative, in connection with this Agreement. Seller agrees to pay any and all commissions or fees at closing pursuant to the terms of a seParate agreement, if any. XIII, MISCELLANEOUS 13.01 This Agreement may be execuled in any manner of counterparts which together shall constitute the agreement of the parties. 13.02 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 trustee, and assignees whenever the context so requires or admits. 13.03 Any amendment to this Agreement shall not bind any of the parties hereof unless such amendment is in writing and executed and dated by purchaser and Seller. Any amendment to this Agreement shall be binding upon purchaser and Seller as soon as it has been executed by both parties. 16.D.14.a Packet Pg. 1344 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAX IOENTIFICATION NUMBER: 39957760008 13.04 Captions and section headings contained in this Agreement are for convenience and reference only; in no way do they define, describe, extend or limit the scope or intent of this Agreement or any provisions hereof. 13.05 All terms and words used in this Agreement, regardless of lhe number and gender in which used, shall be deemed to include any other gender or number as the context or the use thereof may require. 13.06 No waiver of any provision of this Agreement shall be effective unless it is in writing signed by the party against whom it is asserted, and any waiver of any provision of this Agreement shall be applicable only to the specific instance to which it is related and shall not be deemed to be a continuing or future waiver as to such provision or a waiver as to any other provision. 13.07 lf any date specified in this Agreement falls on a Saturday, Sunday or legal holiday, then the date to which such reference is made shall be extended to the next succeeding business day. 13.08 Seller is aware of and understands that the "offer" to purchase represented by this Agreement is subject to acceptance and approval by the Board of County Commissioners of Collier Coun9, Florida. This Agreement is subject to fund availability and future appropriation. Should the funds not be available or able to be used prior to closing the Purchaser or Seller may immediately terminate this agreement without any payment of any kind to Seller. 13.09 lf the Seller holds the Property in the form of a partnership, limited partnership, corporation, trust or any form of representative capacity whatsoever for others, Seller 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 Property before Property held in such capacity is conveyed to Collier County. (lf 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.) 13.10 This Agreement is governed and construed in accordance with the laws of the State of Florida. XIV. ENTIRE AGREEMENT 14.01 This Agreement and the exhibits attached hereto contain the entire agreement between the parties, and no promise, representation, warranty or covenant not included in this Agreement or any such referenced agreements has been or is being relied upon by either party. No modification or amendment of this Agreement shall be of any force or€ffect unless made in writing and executed 16.D.14.a Packet Pg. 1345 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVATION COLLIER TAx TDENTIflCATION NUMBER: 39957760008 and dated by both Purchaser and Seller. Time is of the essence of this Agreement. lN WITNESS WHEREOF, the parties hereto have signed below. Dated PrOlectlAcquisliOn Approved by BCC: AS TO PURCHASER: DATED: ATTEST:BOARD OF COUNTY COMMISS10NERSDWIGHT E BROCK,Clerk CoLし IER COUNTY,FLORIDA BY: ,Depuly C erk Approved as to form and egally: ANDY SOLIS,Charman 」ennifer A BelpediO.Assistant county Attomey ぷ 11 16.D.14.a Packet Pg. 1346 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONS[RVAT,ON COLに IER TAX'DENTIFICAT10N NUM8ER1 39957760003 AS TO SELLER: WITNESSES: こ守 め 嘔 ルhI一 Wit rs.s ,l (Stnarurr) XftcO,jeS H AO €t'/6vE wnness,1(p●nl Neme) ~♪~Wttness r2(SIOnature) DF ttE 505 Rosキ Wれ ne"●2(plnt Nero) VViTNESSES: wttness●1(plnl N●rle) M～バヽ暉 ORLANDO V BUENO 冨駆器解能滞瀧欝濯俳 CLAUD10 COSTA,DECEASED 16.D.14.a Packet Pg. 1347 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVAT10N COtti=機 TAX lDENTIFFCス T10Nお り懇B=R,39967760008 AS TO SELL毬 穐:WiTNESSESl Wttnets#1(Sttntture) Wttness#1(P■nt鶴銀)WItness=2(S崎 納:●機)Wl●038縫 lprtnt料 ●HI●IORttNDO V.3UttNO CepnrsENrnrv{ oF THE EsrArE or CLAtjD40 COSTA; C、 ◎ 16.D.14.a Packet Pg. 1348 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) CONSERVAT10N COLL ER TAX IDENTIFICAT10N NUMBER1 39957760008 EXHIB:T“A" PROPERTY:DENTIFICA丁 !ON NUMBER: 39957760008 LEGAL DESCRIP丁 !ON: THE WEST ONE HUNDRED E!GHTY (180')FEET OF TRACT 65, GOLDEN GATE ESTATES,UNIT N0 65,ACCORD!NG TO THE PLAT 丁HEREOF AS RECORDED IN PLAT B00K 5, PAGE 88 0F THE PUBLIC RECORDS OF COLLiER COUNTY,FLORIDA 2 73 Acres 13 16.D.14.a Packet Pg. 1349 Attachment: SIGNED AGREEMENT 8-20-2018 (6383 : Conservation Collier - Bueno/Costa) 1 Conservation Collier Land Acquisition Program Project Design Report Date: January 2018 Bueno-Costa parcel – Winchester Head Property Owner: Orlando V. Bueno and Claudia A. Costa Est c/o Luz Alba Bueno Folio: 39957760008 Location: GOLDEN GATE EST UNIT 65 W 180FT OF TR 65 Size: 2.73 acres Collier County Appraiser Value: $36,241 History of Project: **It was determined that properties within North Golden Gate Estates (NGGE) Unit 53/Red Maple Swamp and Units 62 and 65/Winchester Head, which are both approved multi-parcel areas in the LDC, do not need to be brought back to CCLAAC for additional Selected for the “A” category, #1 priority, on the Active Acquisition List (AAL) by CCLAAC AAL most recently approved by BCC Application Received CCLAAC review* 12/15/04 1/25/11 8/3/17 12/20/17 16.D.14.b Packet Pg. 1350 Attachment: Bueno-Costa PDR_WH Revised (6383 : Conservation Collier - Bueno/Costa) 2 recommendation. The date noted is when CCLAAC most recently recommended utilizing donation funds for acquisitions in this project area. Purpose of Project: Environmental Conservation – Conservation Collier Program Program Qualifications: The Bueno-Costa parcel is within the Winchester Head multi-parcel project. Winchester Head is an undeveloped depressional cypress head and marsh wetland located in NGGE in Units 62 and 65. Using aerial photographs, elevation data, soil maps and public input, a total of 115 parcels (158.67 acres) were identified as being important for acquisition. Selected parcels include wetlands and small areas of upland buffers on parcels which are more than half wetland. This parcel is in the north-central portion of the project area and is entirely wetlands. The entire site is within North Golden Gate Estates, identified within the Conservation Collier Ordinance (Ord. No. 2002-63, as amended) as a Target Protection Area. One important reason for the selection of Winchester Head as a conservation target is that this area functions to provide floodplain storage for surrounding home sites during high rainy season. These types of depressional storage areas were included in the water management models for the Golden Gate canal system done by the Big Cypress Basin, South Florida Water Management District and are a component of flood control for the area. Winchester Head has also been targeted for future watershed improvement projects (North Golden Gate Flowway Restoration Project, TDR Program, and Mitigation Program) in the County’s Watershed Management Plan. At this time, Conservation Collier owns 79.67 acres out of a total of 158.67 acres, or 50% of the project area. Additional program criteria that would be satisfied by this donation include protection of surface and ground water resources, protection of wetland dependent species habitat, and good potential for restoration. This parcel contains an intact native vegetation community: Cypress, with a small (less than half an acre) area of Freshwater marsh. A paved public road (39th Ave NE) provides access to the parcel and allows the property to be readily viewed. The cypress strand and seasonally changing marsh on this parcel enhance the aesthetic setting of Collier County. Projected Management Activities: Active management of the entire project area is not feasible until a significant contiguous area can be acquired. While Winchester Head as a whole is relatively free of exotic plants. Ongoing control will be done annually or as needed. Exotic maintenance should be minimal and will be included in the management budget for the overall Winchester Head project. Most of the project area for Winchester Head is wetlands, and trails are not feasible. A raised boardwalk would be the best public access opportunity, however, this will not be considered until sometime well into the future of the project when more parcels are acquired. Nature photography and bird watching from roadways are two activities that can occur at present. Currently, the two roads (37th and 39th Streets NE) provide paved access to the project area but the only parking is the road right-of-way. At present, a visitor parking area is not available but could be constructed in the future. An educational kiosk 16.D.14.b Packet Pg. 1351 Attachment: Bueno-Costa PDR_WH Revised (6383 : Conservation Collier - Bueno/Costa) 3 can be placed along one of the roads through the project containing information on wetlands and on the preservation of the area. Signs can be placed at boundaries along 37th and 39th St. NE. Minimal management activities, like trash removal can be accomplished using both contracted and volunteer labor. 16.D.14.b Packet Pg. 1352 Attachment: Bueno-Costa PDR_WH Revised (6383 : Conservation Collier - Bueno/Costa)