P.S. 19 Wynn Properties/Ace Hardware Donation Agreement PROJECT: Basin 305-P.S.19
PARCEL: Wynn Properties/Ace Hardware
FOLIO 00394480006
Donation Agreement approved by the BCC
Pursuant to Resolution 2010-39
DONATION AGREEMENT
THIS DONATION AGREEMENT (hereinafter referred to as the "Agreement") is made and
entered into by and between WYNN PROPERTIES, INC., a Florida corporation,(hereinafter referred
to as "Owner"), whose mailing is 9220 Bonita Beach Road, Suite 200, Bonita Springs, FL 34135, 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 the "County"),
whose mailing address is 3335 Tamiami Trail East, Suite 101, Naples, Florida 34112.
WITNESSETH
WHEREAS, County has requested that Owner convey to the County two perpetual, non-
exclusive access easements for the purpose of access and maintenance over, under, upon and
across the lands described in Exhibit "A" (said easements hereinafter referred to as the "Property"),
which is attached hereto and made a part of this Agreement; and
WHEREAS, Owner recognizes the benefit to Owner and desires to convey the Property 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 Property requested by County.
NOW, THEREFORE, in consideration of these premises, the sum of Ten ($10.00) Dollars, 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 . Owner shall convey the Property via two Non-Exclusive Access Easements to County at no
cost to the County, unless otherwise stated herein.
2. Prior to the date of closing (the "Closing"), 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. Owner shall provide such instruments, properly executed,
to County on or before the Closing.
3. This Agreement shall be null and void, and of no further force or effect, unless the 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 Property.
Page 1 of 3
4. Owner 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. Owner represents that 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 conveyed 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.
6. Owner shall indemnify, defend, save and hold harmless the County against and from, and
agrees 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 Owner'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 instruments, 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 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 Owner. The cost of a title commitment
and title insurance policy, if required, 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 Property by Owner 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 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, 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,
Page 2 of 3
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 parties have caused these presents to be executed the dates
set forth below.
Approved by BCC pursuant to Resolution 2010-39
AS TO COUNTY: Dated: I I- — I-}' .
BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA, AS THE GOVERNING
ATTEST: BODY OF COLLIER COUNTY AND AS EX-OFFICIO
Dwight E. Brock, Clerk THE GOV' a BOARD OF THE COLLIER
COUNTY i,1,. -SEWER DIST' T
//
tr �p 11 lerk Penny Taylof airman
Attest as to Chai ;n s;:
signature only. :. .:
AS TO OWNER: Dated: 11- 2" I— -
WYNN PROPERTIES, INC., a Florida corporation
- /
)1\4 IP. % S I
4ign
Wane ature ' ,,---
B, : e' r- , B. yn,
Print Name: &\(-) ..,.) k s: • -sident
•
-1-U0 L24 lik-----
Witness Signature
Print Name.---1-7 -k-c-i\ CA)ei
Approved as to form and legality
Jenni . Belpedio ,Assist • my Attorney •
Page 3 of 3
EXHIBIT "A"
Page 1 of 2
All paved drive aisles and driveways located on the following described
property:
4433 Tamiami Trail East, Naples, Florida
Parcel #00394480006
Commencing at the Southeast corner of Section 13, Township 50 South, Range 25
East, Collier County, Florida; thence run North 01°35'20"West 149.72 feet along the
East boundary of said Section to the Northeasterly right-of-way line of U.S. 41 (Tamiami
Trail); thence North 39°05'20"West 1685.65 feet along the Northeasterly right-of-way
line of U.S. 41 (Tamiami Trail) to the Point of Beginning; thence North 39°05'20" West
200 feet along said line; thence North 50°54'40" East 400 feet; thence South 39°05'20"
East 200 feet; thence South 50°54'40" West 400 feet to the Point of Beginning;
as such paved areas may exist from time to time, provided that there shall always
be uninterrupted paved access from the U.S. 41 (Tamiami Trail) right-of-way to
the Northeast corner of the above-described property. Together with access over
the Northeast corner of said property as shown on page 2 of this Exhibit"A".
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