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Parcel 126A & 126B MEMORANDUM Date: May 14, 2004 To: ~/ Debbie Armstrong Transportation From:- Linda A. Houtzer, Deputy Clerk Minutes & Records Department Re: Purchase Agreement: Immokalee Road Parcel #126A And Parcel #1268, Project #66042 Please date in appropriate places and return original to Minutes and Records. If you have any questions, please contact me at 774-8411 Enclosure . .~ ...ÌJ~I V (; .:ïO~ ~/ /Iv'-' ) / '1/ 1 j 1Vf ~) Thank you. PROJECT: PARCEL No: FOLIO No: 66042 126A and 1268 74510040007 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into this n ~ day of ~ ' 2004, by and between NATIONAL HEALTHCARE CORPORATION, a elaware Corporation, flk/a National Healthcare, loP., a Delaware Limited Partnership (hereinafter referred to as "Owner"), whose address is 10949 Parnu Street, Naples, FL 34109-1405 and COLLIER COUNTY, a political subdivision of the State of Florida, its successors and assigns (hereinafter referred to as "Purchaser"); WHEREAS, Purchaser requires a fee estate in that land described in Exhibit "A" (hereinafter referred to as the "Property"), which is attached hereto and made a part of this Agreement; and WHEREAS, Owner desires to convey the Property to Purchaser for the stated purposes, on the terms and conditions set forth herein; and WHEREAS, Purchaser 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. Owner shall convey the Property to Purchaser for the sum of $39,700.00 payable by County Warrant (said transaction hereinafter referred to as the "Closing"). Said payment shall be full compensation for the Property conveyed, including all landscaping, trees, shrubs, improvements, and fixtures located thereon, and for any damages resulting to Owner's remaining lands, and for all other damages in connection with conveyance of said Property to Purchaser, including all attorneys' fees, expert witness fees and costs as provided for in Chapter 73, Florida Statutes. The Owner hereby authorizes Purchaser to make payment in the amount of $39,700.00 to Midwest Title Guarantee Company of Florida., as settlement agent for the disbursement of proceeds incident to said sale and conveyance of the Property. It is mutually understood that the Property is being acquired under threat of condemnation. 2. Prior to 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 or release such encumbrances from the Property upon their recording in the public records of Collier County, Florida. Owner shall provide such instruments, properly executed, to Purchaser on or before the date of Closing. 3. 80th Owner and Purchaser agree that time is of the essence in regard to the closing, and that therefore Closing shall occur within sixty (60) days from the date of execution of this Agreement by the Purchaser; provided, however, that Purchaser shall have the unilateral right to extend the term of this Agreement pending receipt of such instruments, properly executed, which either remove or release any and all such liens, encumbrances or qualifications affecting Purchaser's enjoyment of the Property. At Closing, Purchaser shall deliver the County Warrant to Owner and Owner shall deliver the conveyance instrument to Purchaser in a form acceptable to Purchaser. Purchase Agreement ¡tf Purchase Agreement Page 2 4. Conveyance of the Property by Owner is contingent upon no other provisions, conditions, or premises other than those so stated herein; 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. 5. Owner is aware 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 Coun~ Florida. i)~ J ~ It.c.. ~¡t ~ ~ ;{'n~ ~4.J IT Owner represents that he 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 Purchaser; 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 Purchaser, 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. 7. Owner shall indemnify, defend, save and hold harmless the Purchaser against and from, and to reimburse the Purchaser 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 Purchaser by reason or arising out of the breach of Owner's representation under Section 6. This provision shall survive Closing and is not deemed satisfied by conveyance of title. 8. Purchaser shall pay for all recording fees for the Warranty Deed, and for any and all costs and/or fees associated with securing and recording any Partial Release(s) of any mortgage(s) recorded against the property, and for the fees to record any curative instruments required to clear title, exçept for any and all costs and expenses required to secure and record releases and/or satisfactions from judgment creditors, which fees, costs and/or expenses shall be the responsibility of the Owner. 9. 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. 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 Purchaser, 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. ¡/~ Purchase Agreement Page 3 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this It) ìJ.t day of M ~ ' 2004. Property acquisition approved by BCC pursuant to Resolution No. 2002-417, Item 10-1 dated 9/24/02. AS TO PURCHASER: DATED: 5. \t:OL\ ATTEST: DWIGHT E. .~,B,Rh'~~'.""c;lerk ."" ..,~:<.:. <1'l~J}\ì . ". .<'. . ,"c" ,"""'..,," ~'¡"':. ~ ~./;. ..~""~.;..~.~~..'...<:' . .". ~>.'>'." eJ. ":~~.\..".' ...~.~ ' ::;- :,.'.í. '-'c'D." rn..L+W.:~"'...'.G'..'.".#;;. '... .,-.. . E3""""':'7~ 'efA. Attest :~..~.~ ~ffît~,"'li " .:.. ". . ..."'1 ..~ signature ~J.:ì.......:..,:;~~~'i:/' . >'9U~'í~:\!\".' AS TO OWNE'R':""'" BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA BY: ø~~ d~ Donna iala, Chairman DATED: 5 - ~ - °L National Healthcare Corporation, a Delaware Corporation, f/k/a National Healthcare, loP., a Delaware Limited Partnership ¿ ~g~ ~...~ Æ # I ~- ~~; c9v Title gJ,~ Witness (Signature) Ii n IÌ <Ç'. ße.t')~~."" Name (Print y e) T ð. CAYY\~ 1>-<- I { Name (Print or Type) Approved as to form and legal sufficiency: £u-v~ Ellen T. Chadwell Assistant County Attorney Item # IO:r. Agenda q -J'i. 0 z.. Date -.---,- Dat~ 5.11-'OL.J ReG d --- ~AJ~ puty Clerk HM HOLE MONTES ENGINEERS, PLANNERS, SURVEYORS 950 Encore Way. Naples, Florida 34110 . Phone: 941.254.2000 . Fax: 941.254.2099 HM PROJECT #2000067 7/16/3 REF. DWG. #B-3636-1 PARCEL 126-A LEGAL DESCRIPTION A PARCEL. OF LAND LOCATED IN THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 48 SOUTH, RANGE 25 EAST, COLLIER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SECTION 26, TOWNSHIP 48 SOUTH, RANGE 25 EAST, COLLIER COUNTY, FLORIDA; THENCE RUN N.89'13'25"E., ALONG THE NORTH LINE OF THE NORTHWEST QUARTER OF SAID SECTION 26, FOR A DISTANCE OF 1325.02 FEET TO THE NORTHEAST CORNER OF THE WEST HALF OF THE NORTHWEST QUARTER OF SAID SECTION 26; THENCE RUN S.Ol °14'29"E., ALONG THE EAST LINE OF THE WEST HALF OF THE NORTHWEST QUARTER OF SAID SECTION 26, FOR A DISTANCE OF 150.00 FEET TO A POINT ON THE SOUTHERLY RIGHT -OF- WAY LINE OF IMMOKALEE ROAD AND THE POINT OF BEGINNING OF THE PARCEL OF LAND HEREIN DESCRIBED; THENCE CONTINUE S.01°14'29"E., ALONG THE EAST LINE OF THE WEST HALF OF THE NORTHWEST QUARTER OF SAID SECTION 26, FOR A DISTANCE OF 17.93 FEET; THENCE RUN N.46°52'54"E. FOR A DIST ANCE OF 26.62 FEET TO A POINT ON THE SOUTHERLY RIGHT -OF- WAY LINE OF IMMOKALEE ROAD; THENCE RUN S.89°13'25"W., ALONG THE SOUTHERLY RIGHT-OF-WAY LINE OF IMMOKALEE ROAD, FOR A DISTANCE OF 19.82 FEET TO THE POINT OF BEGINNING; CONTAINING 177.7 SQUARE FEET, MORE OR LESS. THIS PROPERTY IS SUBJECT TO EASEMENTS, RESERVATIONS OR RESTRICTIONS OF RECORD. BEARINGS REFER TO THE NORTH LINE OF THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 48 SOUTH, RANGE 25 EAST, COLLIER COUNTY, FLORIDA, AS BEING N.89°13'25"E. HOLE MONTES, INc. CERTIFICATION OF AUTHORIZATION LB #1772 BY ~#1, IJøM1~"/ . THOMAS,~:kti P.S.M. #5628 ST ATE OF FLORIDA EXHIBIT .Å page --L- of L/ W ,\O(KIO\200006 7\LEGA WES "36 36. J d,,' FOLIO No.~l , Naples' Fort Mvers . Venice. Enalewood ~ IMMOKALEE ROAD RIGHT-OF-WAY VARIES POC NW CORNER SECTION 26-48-25 N 8913'25" E ~ 0 0 0 q SOUTh R-Q-W UNE - - - L"'=E-= - ~ ,-0-' EASEM'" -~ - -'- -- - L - _~.~"'2. PO '" I ------------_J GRAPHIC SCALE 50 0 25 50 ~II (IN FEET) 1 inch = 50 it. I TAX PARCEL 26-26 J LEGEND p~c POB POINT OF COMMENCEMENT POINT OF BEGINNING PROJECT Nb. 00.067 HNI DRAWN BY: DATE BEN 5/03 CHECKED BY: DATE HOLE MONTES TJG 5/03 EIIGIImS .1tiJIIIRS . SUMYORS 950 Encore Way Naples. FL 34110 Phone: (239) 254-2000 Florida CertifIcate of Authorization No.1772 # NOT A SURVEY # NOT VALID wmtOUT TI£ SIGNATURE AlII "lItE OIIIGINAI. RAISED SEAL Of A fU8)A UCENSED SUIM'tOII AND IWPEIl (J1 !:I 0 a SOUTh R-O-W . 'M"'OKAlEE RD 1325.02' NE CORNER W 1/2. NW 1/4 SEC 26-48-25 E UNE W 1/2. NW 1/4 SEC 26-48-25 en 0 ..... . ...... -- ~~ I~ ~t NORTh UNE NW 1/4 SECTION 26 ~. N <C : LINE TABLE LINE DIRECTJON DISTANCE L1 S 01'14'29" E 17.93' L2 N 46'52'54" E 26.62' L3 S 8913'25" W 19.82' 'T1 t;J t-3 t?=j ~ ~ en '""d ~ ~ ê r ..;¡ ~ ~ !'ii C":! ~ l\J a> I a> ¡... ó z 0 - ....J 0 u.... SKETCH TO ACCOMPANY A LEGAL DESCRIPTION PARCEL NO. 126-A REFERENCE NO. NW26-25- T-1 DRAWING NO. 8-3636-1 HM HOLE MONTES ENGINEERS, PLANNERS, SURVEYORS 950 Encore Way' Naples, Florida 34110. Phone: 239.254.2000' Fax: 239.254.2099 LEGAL DESCRIPTION HM PROJECT #2000067 7/16/3 REF. DWG. #B-4236 PARCEL NO. 126B A PARCEL OF LAND LOCATED IN THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 48 SOUTH, RANGE 25 EAST, COLLIER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 48 SOUTH, RANGE 25 EAST, COLLIER COUNTY, FLORIDA; THENCE RUN S.Ol °20'03"E., ALONG THE EAST LINE OF TIm NORTHWEST QUARTER OF SAID SECTION 26, FOR A DISTANCE OF 150.00 FEET TO A POINT ON THE SOUTHERLY RIGfIT-OF-W A Y LINE OF IMMOKALEE ROAD; THENCE RUN S.89°13'25"W., ALONG THE SOUTHERLY RIGHT -OF- WAY LINE OF IMMOKALEE ROAD, FOR A DISTANCE OF 206.50 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF PARNU STREET, A 60.00 FOOT RIGHT-OF-WAY, AS THE SAME IS SHOWN ON THE PLAT OF SOUTHWIND ESTATES ACCORDING TO THE PLAT THEREOF RECORDED IN PLAT BOOK 11 AT PAGES 16 AND 17 THE PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA, AND THE POINT OF BEGINNING OF THE PARCEL OF LAND HEREIN DESCRIBED; THENCE CONTINUE S.89° 13 '25"W., ALONG THE SOUTHERLY RIGHT -OF- WAY LINE OF IMMOKALEE ROAD, FOR A DISTANCE OF 322.70 FEET; THENCE RUN S.00046'35"E. FOR A DISTANCE OF 5.00 FEET; THENCE RUN N.89°13'25"E. FOR A DISTANCE OF 283.19 FEET; THENCE RUN S.35°52'13"E. FOR A DISTANCE OF 18.33 FEET; THENCE RUN N.89°13'25"E. FOR A DISTANCE OF 28.96 FEET TO A POINT ON THE WESTERLY RIGHT- OF-WAY LINE OFPARNU STREET; THENCE RUN N.00046'35"W., ALONG THE WESTERLY RIGHT-OF-W AY LINE OF P ARNU STREET FOR A DISTANCE OF 20.00 FEET TO THE POINT OF BEGINNING; CONTAINING 2126.9 SQUARE FEET, MORE OR LESS. THIS PROPERTY IS SUBJECT TO EASEMENTS, RESERVATIONS OR RESTRICTIONS OF RECORD. BEARINGS REFER TO THE NORTH LINE OF THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 48 SOUTH, RANGE 25 EAST, COI-"LIER COUNTY, FLORIDA, AS BEING S.89°13'25"W. HOLE MONTES, INC '" CERTIFICATION QF ÆUTHQIÜZA¡ION LB #1772 BY ~'~.~/' :rHOMAS M. Mù~HY P.S.M. #5628 STATE OF FLORIDA F OLIO NO .j!J5.JtiJ!JttX} 7 W, l2O0Ol2OOOO6 7\L&i A ill ES B 4 2J. . doc Naples' Fort Myers' Venice' Englewood EXHIBIT .Å- Page~ of~ ø ~ GRAPHIC SCALE f"'IIIIIIIIIII 50 a 25 50 ~!I ( IN FEET) 1 inch = 50 ft. r ~ LINE TABLE LINE DIRECTION DISTANCE l1 S 00'46'35" E 5.00' l2 S 35'52'13" E 18.33' l3 N 89'13'25" E 28.96' l4 N 00'46'35" W 20.00' IMMOKALEE ROAD RIGHT-OF-WAY VARIES 322.70' 283.19' U N P L A T TED :t: NOT A SURVEY :t: 950 Encore Way HOT VALID WIIHOUT Naples, FL 3411 0 THE SlGNA1URE AND Phone: (239) 254-2000 ~ ~ = Florida Certificate of UCENSED SUIMYOII Authorization No.1772 AND IWPER. (JI 0 0 C!. S 8913'25" W (JI a o. N 8913'25" E PROJECr NO. 00.067 tR¥I DRAWN BY: DATE BEN 5/03 CHECKED BY: DATE TJG 5/03 OOIIEERS . IUIII(RS . SUMYORS -'" NORTH LINE NW 1/4 sEC110N 26 SOUlH R-O-W LINE IMMOKAlEE ROAD PCB (~ L3 '" 0 a o. pac N 1/4 CORNER SECTION 26-4-8-25 ELINE. NW 1/4 SEC 26-48-25 S 8913'25- W 206.50' ï .þ. en g\"'C ~> ~~ al~ ~\~ -ifT1 >fT1 ¡;:t-i (/) "'CIa! , 0 !II . :;0 ::: I, - 0 "'CI pl~ .....,¡ SKETCH TO ACCOMPANY A LEGAL DESCRIPTION en g N 0. 0 ~ J'T1 (JI 9 0 0. 1~ ~\t t:-a ~i c " \' . 0 Z 0 - ..J 0 LL PARCEL NO. 126-B REFERENCE NO. NW26-25-T-1B DRAWING NO. B-4236