Clawson - Agreement
16D1
PROJECT: Bayview Park Addition
FOLIO NO: 13400200002
PURCHASE AGREEMENT
THIS PURCHASE AGREEMENT (hereinafter referred to as the "Agreement") is
made and entered into this ~1I,.~ day of -tLé._c...~N. ".It"" , 2004, by and between
KENNETH C. CLAWSON, JÃ. and EILEEN A. (CLAWSON, as joint and individual
Trustees of the KENNETH and EILEEN CLAWSON Joint Trust, dated
February 26, 2002, (hereinafter referred to as "Owner"), and the BOARD OF COUNTY
COMMISS!ONERS OF COLLIER COUNTY, FLORID.~, whose mailing address is 3301
Tamiami Trail East, Naples, Florida 34112, and assirJns (hereine.fter referred to as
"Purchaser");
WHEREAS, Purchaser requires a fee estate in that land described as follows
(hereinafter referred to as the "Property");
Lots 47 and 48, NAPLES BA YVIEW SUBDIVISION, a subdivision according
to the plat thereof as recorded in the public records of Collier County, Florida.
Plat Book 2, Page 91. More specifically described as land lying on east side
of Naples Bay, located on the north side of Danford Street, East of Bayview
Park and immediate west to the City limits, OR Book 1478, Page 2293.
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;
NO\.N THEREFCF:E, in ccn3ide;"at¡c~ Qf these premi£es, the sum of Tl?n Dollars
($10.00), and other good and valuable consideration, the receipt and sufficiency of
which is hareby mL!tually acknowledged, it is agreed by and between the parties as
follows:
1. Owner shall convey the Property to Purchaser for the sum of $20,000.00, 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.
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. 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 Purchaser executes this
Agreement; provided, however, Ulat Purçhaseï shall hava the ur.iJateral right to
extend the term of this Agreement pending receipt of such instruments, properly
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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.
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.
Purchase Agreement
1601
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Page 2
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 County, Florida.
6. Purchaser shall have thirty (30) days from the date of this Agreement,
("Inspection Period"), to determine through appropriate investigation that:
1. Soil tests and engineering studies indicate that the Property can be developed
without any abnormal dernucking, soil stabilization or foundations.
2. Ttlere are no abnorr:1a! drainage ar 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 purpose.
If Purchaser is not satisfied, for any reason whatsoever, with the results of any
investigation, Purchaser shall deliver to Owner prior to the expiration of the
Inspection Period, written notice of its intention to waive the applicable
contingencies or to terminate this Agreement. If Purchaser fails to notify the
Owner in writing of its specific objections as provided herein within the Inspection
Period, it shall be deemed that the Purchaser is satisfied with the results of its
investigations and the contingencies of this Section shall be deemed waived.
7. 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 Purchaser; that
the Owner has no knowledge of any spili or environmental iaw violation on any
property contiguous to or in the vicinity of the Property to be sold to the
Purchaser, that thE; O'v'VTiC;" h:::G not received notice and otherwise t1as 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 sUNive Closing and
is not deemed satisfied by conveyance of title,
8. 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 7. This provision shall survive
Closing and is not deemed satisfied by conveyance of title
9. The Purchaser shall pay for all costs of recording the conveyance instrument in
the Public Records of Collier County, Florida. All other costs associated with this
transaction including but not limited to transfer, documentary and intangible taxes,
and recording costs for any curative instruments shall be borne and paid by
Owner. Owner shall be responsible for paying any costs and/or fees associated
vv'ith secuïing fíüm ììîoitgagee(s), a'-Iù ¡,acoíc¡¡¡g in the pLibiic ïe(;üïds of CoBie.-
County, Florida, such full or partial release(s) or satisfaction(s) as are necessary
to convey a clear and marketable title to the Property. The cost of a title
commitment shall be paid by Purchaser.
10. 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.
11. This Agreement is governed and construed in accordance with the laws of the
State of Florida.
16D1
Purchase Agreement
Page 3
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
this .aJ_ day of ~e~f'Ý\\>tt" , 2004.
- I
Date Property acquisition approved by BCC:
AS TO PURCHASER:
DATED: I~' Bot· O~
ATTEST:
DWIGH1:~ tm~:Çlerk
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BOARD OF COUNTY COMMISSIONERS
COLLIER CO NTY, FLORIDA
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BY: ~ d~
DONNA FIALA, Chairman
. . . . .. - \~ - --
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'I . ~"'I! "', ì '
AS TO OWNER:
~ Ú, \.! a. Q(J<ù "..0,¡.-
itness (Signature)
Name: ::To...t1<- A ÒCJûV1 J
(Print or Type)
~\ 0, --'~ l)J ~~~
EILEEN A. CLAWSON,
Individually and as Trustee
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¡tnes~S¡gn3.ture) _ :J
Name:0G.l'1e A. O~JuV'\<J
(Print or Type)
Approved as to form and
legal sufficiency:
,Þ~.iH~
Assistant County Attorney
ltem# &1L
Agenda I ~ - ~ ...,~
Date
Date ." -'-J -6~
Rec'd V~