Agenda 12/16/2008 Item #16E 7
Agenda Item No. 16E7
December 16, 2008
Page 1 of 15
EXECUTIVE SUMMARY
Recommendation to approve an Agreement for Sale and Purchase with Ronald
Jack Bortnick and Sherry K. Bortnick, also known as Sherrie K. Bortnick, for 5
acres under the Conservation Collier Land Acquisition Program, at a cost not to
exceed $13,100.
OBJECTIVE: To obtain approval from the Board of County Commissioners fDr execution of the
attached Agreement fDr Sale and Purchase (Agreement) between the Board of County
Commissioners (Board) and Ronald Jack Bortnick and Sherry K. Bortnick (Sellers).
CONSIDERATIONS: On January 29, 2008, Agenda Item 10F, the Board approved a CDllier
Conservation Land Acquisition Advisory Committee (CCLAAC) recommended Active AcquisitiDn
List, with changes, and directed staff to actively pursue acquisition of the properties under the
ConservatiDn CDllier Program. One of the changes that the Board made was to place the Camp
Kieas Strand area on the "A" List instead Df the "C" list as was recommended by the CCLAAC.
The Sellers' property contains a total Df 5 acres and is IDcated within Section 32, Township 48
SDuth, Range 29 East, in an area known as the Camp Keais Strand. Camp Keais Strand is
located south of Oil Well Road. In accordance with the approved Conservation Collier
Purchasing Policy, the purchase price of $12,500 was based upon one independent, state-
certified, general real estate appraiser.
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 $62.50 in liquidated
damages.
On November 10,2008, the CCLAAC voted 8/1 to make the recommendation that the BDard not
approve this transaction. Citing the same reaSDns as those contributing to the CCLAAC's Cycle
5 recommendation to place properties in this area on the "C" List, members stated that this
property is isolated, not accessible to the public, noncDntiguous with other offered parcels, and
at low risk for development.
Pursuant to Ordinance 2007-65, Section 13(8), a Project Design Report for the property is
provided herewith.
FISCAL IMPACT: The total cost of acquisitiDn will not exceed $13,100 ($12,500 for the
property, and approximately $600 for the title commitment, title policy, and recording of
dDcuments). The funds will be withdrawn from the Conservation Collier Trust Fund (172). As
of December 1, 2008, property costs for Conservation Collier properties, including this property
and those under contract, total $102,575,385.02.
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 ofthe
Collier County GrDwth Management Plan.
.-
LEGAL CONSIDERATIONS: The ConservatiDn Collier Ordinance (2007-65) provides a legal
framework for property acquisition for the Conservation Collier Program. The process for
acquiring this property falls within the legal framework of Ordinance 2007-65. The Agreement
has been reviewed and approved by the County Attorney's Office. - JAB
Agenda Item No. 16E7
December 16. 2008
Page 2 of 15
EXECUTIVE SUMMARY
Conservation Collier - Agreement for Sale and Purchase - Bortnick
Page 2
RECOMMENDATIONS: Staff is recommending that the Board of County Commissioners:
1) Approves the attached Agreement and accepts the Warranty Deed once it has been received
and approved by the County Attorney's Office; 2) Authorizes the Chairman to execute the
Agreement and any and all other County Attorney's Office approved documents related to this
transaction; 3) Authorizes the County Manager or his designee to prepare related vouchers and
Warrants for payment; and 4) Directs 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 Erb, SRlWA, Senior Property Acquisition Specialist, Real Property
Management, Department of Facilities Management
Item Number:
Item Summary:
Meeting Date:
Page 1 of 1
Agenda Item No. 16E7
December 16, 2008
Page 3 of 15
COLLIER COUNTY
BOARD OF COUNTY COMMISSIONERS
16E7
Recommendation to approve an Agreement for Sale and Purchase with Ronald Jack
Bortnick and Sherry K_ Bortnick, also known as Sherrie K. Bortnick, for 5 acres under the
Conservation Cottier land AcquisItion Program at a cost not to exceed $13,100.
12/16/2008 9:0000 AM
Prepared By
Cindy M. Erb
Administrative Services
Senior Property Acquisition Specialist
Date
Facilities Management
11/12120087:49:01 AM
Approved By
Skip Camp, C.F.M.
Administrative Services
Facilities Management Director
Date
Facilities Management
11/13/200810:39 AM
Approved By
Jennifer A, Belpedio
County Attorney
Assistant County Attorney
County Attorney Office
Date
11/14/20084:44 PM
Approved By
Toni A. Matt
Administrative Services
Real Property Supervisor
Date
Facilities Management
11/15/20083:30 PM
Appro\'cd By
Alexandra J. Sulecki
Administrative Services
Senior Environmental Specialist
Date
Facilities Management
11/18/20082:03 PM
Approved By
Len Golden Price
Administrative Services
Administrative Services Administrator
Date
Administrative Services Admin.
11/18/2008 2:S9 PM
Approvcd By
OMS Coordinator
Administrative Services
Applications Analyst
Information Technology
Date
11/18120083:59 PM
Approved By
Scott R. Teach
County Attorney
Assistant County Attorney
County Attorney Office
Date
11/19/20089:34 AM
Approvcd By
Laura Davisson
County Manager's Office
Management & Budget Analyst
Office of Management & Budget
Date
12/3/200810:04 AM
Approved By
James V. Mudd
Board of County
Commissioners
County Manager
Date
County Manager's Office
12/5/20Q8 7;17 PM
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12/10/2008
l\genda Item No. 16E7
December 16. 2008
Page 4 of 15
Conservation Collier Land Acqnisition Program
Project Design Report
Date: November 10, 2008
Conservation Collier: Camp Keais Strand Parcels
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Close.up View of Camp Keais Strand Parcels
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Florida Panther National
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tL - Acquired :7' Bortnick: 5 acres
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Property Owner: Ronald Jack Bortnick and Sherry K. Bortnick
Folio(s): 00229720006
Location:
The South One-Half(SI!2) of the Northwest Quarter (NWI!4) of
the Southwest Quarter (SWI!4) of the Southeast Quarter (SEI!4) of
Section 32, Township 48 South, Range 29 East, Collier County, Florida
Size: 5 acres
Appraisal/Offer Amount: $12,500
Historv of Proiect:
Project I
A d r n
Project
e,'
recommendation 1.pprave. ,nr I urClla;.;e oller Otfer Accepted
by CCLAAC purchase hy made to owner
BCC
Recommended Placed on A-
far "C" List by List by BCC 8i27 i08 9/1 0108
I CCLAAC on 1'19/08
] ?/1()i(l7
Agenda Item No. 16E7
December 16, 2008
Page 5 of 15
Purpose of Proiect: Conservation Collier
Pro!!ram Qualifications:
The 5-acre Bortnick parcel is one of a number of parcels approved for acquisition that are
part of a larger, non-contiguous, multi-owner project known as the Camp Keais Strand
project. This parcel was considered in context of the whole project. The following
identifies the ecological value, significance for water resources, human values and
aesthetics, vulnerability to development and management potential for this project. The
entire acreage under consideration is 84.77 acres including these five acres. The
remaining parcels will be acquired pending acceptance of offers to owners. Although the
area has been zoned for agticulture with a mobile home overlay, at present there are no
homes on these parcels. Furthermore, there are no streets or any utilities that service the
project area.
Native habitat present over the whole project area includes primarily freshwater marsh,
but also cypress and pine flatwoods. Soils, hydrology and extant plant species indicate
that the entire unit is a seasonal wetland, with surface water present during rainy season
and moist conditions remaining during dry season (excepting drought conditions when
water tables may recede lower). The area is mapped in Geographic Information Systems
(GIS) maps (obtained from the South Florida Water Management District) as
contributing minimally to Lower Tamiami aquifer recharge (0 -7 inches annually) and
moderately to the surficial aquifer (43 - 56 inches annually).
Staff was unable to "walk" the properties but a site visit was conducted via airplane and
large congregations of white birds (presumably white ibis or common egrets) were
observed on the parcels. Collier County GIS data indicated 2 rookeries and 2 other
instances of undefined "wildlife observations" located on or near these parcels.
These parcels are within the Camp Keais Strand, containing flow way and wildlife
stewardship areas of the AgriculturallRural Mixed Use District. They function as buffer
for the flow way, conidor and ecological link between wildlife habitat in the northern and
southern portions of Collier County. They are connected ecologically with Florida
Panther National Wildlife Refuge lands 3-4 miles to the south.
Proiected Manal!:ement Activities:
The removal of exotic plants would be difficult and highly expensive at this time.
Additionally, it is unknown what kinds or amounts of exotic plants exist on these parcels
as they are physically inaccessible. Once physical access to these parcels is possible,
plant and animal surveys along with the removal of exotics will take place. Public access
(and access to these parcels by staff) will not be possible until physical access is
established by the Transportation Department.
2
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda Item No. 16E7
December 16, 2008
Page 6 of 15
AGREEMENT FOR SALE AND PURCHASE
THIS AGREEMENT is made and entered into by and between RONALD JACK
BORTNICK AND SHERRY K, BORTNICK, also known as SHERRIE K, BORTNICK,
his wife, as Tenants by the Entireties, whose address is 6603 Goldsboro Road, Falls
Church, VA 22042, (hereinafter referred to as "Seller"), and COLLIER COUNTY, a
political subdivision of the State of Florida, its successors and assigns, whose address
is 3301 Tamiami Trail East, Naples, FL 34112, (hereinafter referred to as
"Purchaser").
WITNESSETH
WHEREAS, Seller is the owner of that certain parcel of real property (hereinafter
referred 10 as "Property"), located in Collier County, Stale of Florida, and being more
particularly described in Exhibit "A", attached hereto and made a part hereof by
reference.
WHEREAS, Purchaser is desirous of purchasing the Property, subject to the conditions
and other agreements hereinafter set forth, and Seller is agreeable to such sale and to
such conditions and agreements.
NOW, THEREFORE, and for and in consideration of the premises and the respective
undertakings of the parties hereinafter set forth and the sum of Ten Dollars ($10.00),
the receipt and sufficiency of which is hereby acknowledged, it is agreed as follows:
I. AGREEMENT
1.01 In 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 pnce (the "Purchase Price") for the Property shall be Twelve
Thousand Five Hundred Dollars and 00/100 dollars ($12,500.00), (U.S.
Currency) payable at time of closing.
III. CLOSING
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, uniess
extended by mutual written agreement of the parties hereto. The Closing shall be
held at the Collier County Attorney's Office, Administration Building, 3301 Tamiami
Trail East, 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 tille 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 Deed in favor of Purchaser conveying title to the
Properly, 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.
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda Item No. 16E7
December 16, 2008
Page 7 of 15
3.0112 Combined Purchaser-Seller closing statement.
3.0113 A "Gap," Tax Proration, Owner's and Non-Foreign Affidavit:' as
required by Section 1445 of the Internal 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
3.0114 A W-9 Form, "Request for Taxpayer Identification and
Certification" as required by the I nternal 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 negotiable instrument (County Warrant) in an amount equal to
the Purchase Price. No funds shall be disbursed to Seller until the Title
Company verifies that the state of the title 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 Title
Company is irrevocably committed to pay the Purchase Price to Seller
and to 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 III 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 201.01,
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 8 Title Policy, issued
pursuant to the Commitment provided for in Section 4.011 below, shall be paid by
Purchaser. The cost of the 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 current year's tax with due
allowance made for maximum allowable discount, homestead and any other
applicable exemptions and paid by Seller. If Closing occurs at a date which the
cu rrent 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 Al T A Commrtment for an Owner's Title Insurance Policy
(Al T A Form 8-1970) covering the Property, together with hard copies of all
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. If the title 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 If 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
2
CONSERVATION COLliER
Property Identification No. 00229720006
Agenda item No. 16E7
December 16, 2008
Page 8 of 15
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 will
be satisfied at Closing. Seller, at its sole expense, shall use its best efforts to
make such title good and marketable. In 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 of
termination within the time period provided herein shall be deemed an election
by Purchaser to accept the exceptions to title as shown in the title
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
Agreement. Purchaser shall have the option, at its own expense, to obtain a
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. If 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 six1y (60) days of
receipt of said wntten 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 projection, 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, ("Inspection 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 If 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
InspectIon Period, written notice of its intention to waive the applicable
contingencies or to terminate this Agreement. If Purchaser fails to notify the Seller
in writing of its specific objections as provided herein Within the Inspection Period,
it shal1 be deemed that the Purchaser is satisfied with the results of its
investigations and the contjngencies of this Article V shall be deemed waived In
3
CONSERVATION COLLIER
Property Identtfication No, 00229720006
Agenda Item No. 16E7
December 16, 2008
Page 9 of 15
the event Purchaser elects to terminate this Agreement because of the right of
inspection, Purchaser shall deliver to Seller copies of all engineering reports and
environmental and soil testing results commissioned by Purchaser with respect to
the Properly.
5.03 Purchaser and its agents, employees and servants shall, at their own risk and
expense, have the right to go upon the Properly for the purpose of surveying and
conducting site analyses, soil borings and all other necessary investigation.
Purchaser shall, in performing such tests, use due care. Seller shall be notified
by Purchaser no less than twenty-four (24) hours prior to said inspection of the
Properly .
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 of the Properly at Closing.
VIII. PRORATIONS
8.01 Ad valorem taxes next due and payable, after closing on the Properly, shall
be prorated at Closing based upon the gross amount of 2008 taxes, and shall be
paid by Selier.
IX. TERMINATION AND REMEDIES
9.01 If Seller shall have failed to perform any of the covenants 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 equity
to a contract vendee, including the right to seek specific performance of this
Agreement.
9.02 If the Purchaser has not terminated this Agreement pursuant to any of the
provisions authorizing such termination, and Purchaser fails to close the
transaction contemplated hereby or otherwise fails to perform any of the terms,
covenants and conditions of this Agreement as required on the part 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 sole
and exclusive remedy, and neither party shall have any further liability or
obligation to the other except as set forth in paragraph 12.01, (Real Estate
Brokers), hereof. The parties acknowledge and agree that Seller's actual
damages in the event of Purchaser's default are uncertain in amount and difficult
to 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:
4
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda item No. 16E7
December 16, 2008
Page 10 of 15
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 Ciosing, 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 other
governmental instrumentality that relate to this agreement or any other
property that could, If continued, adversely affect Seller's ability to sell the
Property to Purchaser according to the terms of this Agreement.
10015 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 in
force and effect, Seller 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 or any part thereof,
without first obtaining the written consent of Purchaser to such conveyance,
encumbrance, or agreement which consent may be withheld by Purchaser for
any reason whatsoever.
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 trom the Property, directly or indirectly
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 toxic 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 currently 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 Selier has no knowledge that the Property and Sellers 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 Seiler claiming any vioiatjon of any law, ordinance,
code or regulation or requiring or call!ng attention to the need for any \lJork,
repairs, construction, alterations or installation on or in connection with the
5
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda liem No. 16E7
December 16, 2008
Page 11 of 15
Property in order to comply wrth 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, senvice or other contracts affecting the
Property.
10.020 Seller has no knowledge that there are any suits, actions or arbitration,
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 ability
to perform hereunder; nor is there any other 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.
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 zonin9 or physical condition of the
Property to change from its existing state on the effective date of this
Agreement up to and includ ing 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 notify Purchaser
promptly of any change in the facts contained in the fore90ing 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 At the ClOSing, Seller shall deiiver to Purchaser a statement
(hereinafter called the "Closing Representative Statement") reasserting the
foregoing representations as of the Date of Closing, which provisions shall
sunvive 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 indirectly,
pursuant to or in connection with the application of any federai, 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 9601,
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 sunvive 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:
6
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda Item No. 16E7
December 16, 2008
Page 12 of 15
If to Purchaser:
Alexandra Sulecki, Coordinator
Consenvation Collier Land Acquisition Program
Collier County Facilities Department
3301 Tamiami Trail East
Naples, Florida 34112
With a copy to:
Cindy M. Erb, SRfWA, Senior Property Acquisition Specialist
Collier County Real Property Management
Administration Building
3301 Tamiami Trail East
Naples, Florida 34112
Telephone number: 239-252-8991
Fax number: 239-252-8876
If to Seller:
Ronald J, & Sherry Bortnick
6603 Goldsboro Road
Falls Church, VA 22042
Telephone number: 703-532-8555
Fax number: 703-533-8788
11.02 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 respective 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 clalrn or liability for commission or fees to any broker or any other
person or party claim ing 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 executed 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 Ihis Agreement shall be binding upon Purchaser and
Seller as soon as it has been executed by both parties
13.04 Captions and section headmgs 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 the 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.
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda Item No. 16E7
December 16, 2008
Page 13 of 15
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 If 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 "offe~' to purchase represented
by this Agreement is subject to acceptance and approval by the Board of County
Commissioners of Collier County, Florida.
13.09 If 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 heid in such capacity is
conveyed to Collier County. <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.)
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 effect unless made in writing and executed
and dated by both Purchaser and Seller. Time is of the essence of this
Agreement.
IN WITNESS WHEREOF, the parties hereto have signed below.
Dated ProjecUAcquisition Approved by BCC:
AS TO PURCHASER:
DATED:
ATTEST:
DWIGHT E. BROCK, Cierk
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
BY:
, Deputy Clerk
TOM HENNING, Chairman
8
L,genca item 1\]0. 16E7
December 16. 2008
Page 14 of 15
AS TO SELLER:
DATED: ()~ /0/ ;2 tl U ,>)
~ J; ~~ - r3~.A-fJtD eC rftI)LG.W17
WITNESSES: ! \..!l
\'"""""..a_ 1M\l~ - D\J\.J'j p,. 1:-\.\1 ~ L8.\JT 1
.-, JJ)' A V? .r--'-
(Signature) (~"fL~ p~a
RONALD JACK BORTNICK
DATED: &4" /C'/ ;2.iJlc7r?-
WITNESSES: (~"j, vc01vd-e - {}Mf.tJ:cO S, V~(T.!T!
b\'-o "^" \J 0_~ - 'S::, 0 N '1 A 1'-'\ '\i 1\ he. \,J, \
(Signature) .,.JI1JA,~rf A, 8oi/1i2dJ
SHERRIE K. BORTNICK
SHERRY K. BORTNICK, also
known as
Appr"ved 8S to torm 1\ legol sufflclenc
~L(~ Q Y
UA<lt. unly Allo~
CONSERVATION COLLIER
Property Identification No. 00229720006
Agenda Item No. 16E7
Oecernber 16, 2008
Page 15 of 15
EXHIBIT "A"
PROPERTY IDENTIFICATION NUMBER: 00229720006
LEGAL DESCRIPTION:
THE SOUTH ONE-HALF (S1/2) OF THE NORTHWEST QUARTER
(NW1/4) OF THE SOUTHWEST QUARTER (SW1/4) OF THE
SOUTHEAST QUARTER (SE1/4) OF SECTION 32, TOWNSHIP 48
SOUTH, RANGE 29 EAST, COLLIER COUNTY, FLORIDA
Five (5) acres, more or less
10