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Parcel 105DAMEPROJECT: 50180 - Canal Easement Acquisitions PARCEL: 105AME FOLIO: 40366200009 EASEMENT AGREEMENT THIS EASEMENT AGREEMENT (hereinafter referred to as the "Agreement") is made and entered into on this -; / day of )"I I i � f, , 2020, by and between DAVID BESSER and SUSAN BESSER, husband and wife, whose mailing address is 3881 22"d Ave NE, Naples, Florida 34120-5571, (hereinafter referred to as "Seller"), and COLLIER COUNTY, a political subdivision of the State of Florida, whose mailing address is 3299 Tamiami Trail East, c/o the Office of the County Attorney, Suite 800, Naples, Florida 34112 (hereinafter referred to as "Purchaser"). WHEREAS, Purchaser requires a perpetual, non-exclusive access and maintenance easement over, under, upon and across the lands described in Exhibit "A" (hereinafter referred to as the "Easement"), which is attached hereto and made a part of this Agreement; and WHEREAS, Seller desires to convey the Easement to County for the stated purposes, on the terms and conditions set forth herein; and WHEREAS, Purchaser has agreed to compensate Seller for conveyance of the Easement. 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: RECITALS - All of the above recitals are true and correct and are hereby expressly incorporated herein by reference as if set forth fully below, and all Exhibits referenced herein are made a part of this Agreement. 2. PURCHASE PRICE - Seller shall convey the Easement to Purchaser for the sum of: $13,000.00 subject to the apportionment and distribution of proceeds pursuant to Paragraph 10 of this Agreement (said transaction hereinafter referred to as the "Closing"). Said payment to Seller, payable by County Warrant, shall be full compensation for the Easement conveyed, including (if applicable) all landscaping, trees, shrubs, improvements, and fixtures located thereon, and shall be in full and final settlement of any damages resulting to Seller's remaining lands, costs to cure, including, but not limited to, the cost to relocate the existing irrigation system and other improvements (if any), and the cost to cut and cap irrigation lines (if any) extending into the Easement, and to remove all sprinkler valves and related electrical wiring (if Gp.0 Page 2 any), and all other damages in connection with conveyance of said Easement to Purchaser, including all attorneys' fees, expert witness fees and costs as provided for in Chapter 73, Florida Statutes. 3. CONSTRUCTION, FENCE AND GATE - Purchaser shall install twenty feet (20') of chain link fence along the south side of the Easement, with a chain link gate to be installed within said twenty feet (20') of fence line to allow for mutual ingress and egress across said easement lands. Purchaser shall be solely responsible for the maintenance of said fence and gate. There shall be no other construction within the easement area by either party without the written consent of the other party. 4. CLOSING DOCUMENTS AND CLEAR TITLE - Seller 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. Prior to Closing and as soon after the execution of this Agreement as is possible, Seller shall provide Purchaser with a copy of any existing title insurance policy and the following documents and instruments properly executed, witnessed, and notarized where required, in a form acceptable to County (hereinafter referred to as "Closing Documents"): (a) Access and Maintenance Easement; (b) Instruments required to remove, release or subordinate any and all liens, exceptions and/or qualifications affecting Purchaser's enjoyment of the Easement; (c) Closing Statement; (d) Grantor's Non -Foreign, Taxpayer Identification and "Gap" Affidavit; (e) W-9 Form; and (f) Such evidence of authority and capacity of Seller and its representatives to execute and deliver this agreement and all other documents required to consummate this transaction, as reasonably determined by Purchaser, Purchaser's counsel and/or title company. 5. TIME IS OF THE ESSENCE - Both Seller and Purchaser agree that time is of the essence. Therefore, Closing shall occur within ninety (90) days of the date of execution of this Agreement or within thirty (30) days of Seller's receipt of all Closing Documents, whichever is the later. This agreement shall remain in full force and effect until Closing shall occur, until and unless it is terminated for other cause. At Closing, payment shall be made to Seller in that amount shown on the Closing Statement as "Net Cash to the Seller." 6. IRRIGATION SYSTEM AND MISCELLANEOUS IMPROVEMENTS - Seller agrees to relocate any existing irrigation system located on the Property including irrigation Page 3 lines, electrical wiring and sprinkler valves, etc. (if any), prior to the construction of the project without any further notification from Purchaser. Purchaser assumes full responsibility for the relocation of the irrigation system (if any) on the remainder property and its performance after relocation. Seller holds Purchaser harmless for any and all possible damage to the irrigation system in the event owner fails to relocate the irrigation system prior to construction of the project. If Seller elects to retain improvements and/or landscaping ("Improvements") located on the Property (if any), Seller is responsible for their retrieval prior to the construction of the project without any further notification from Purchaser. Seller acknowledges that Purchaser has compensated Seller for the value of all improvements located within the Easement area, and yet Purchaser is willing to permit Seller to salvage said improvements as long as their retrieval is performed before construction and without interruption or inconvenience to the Purchaser's contractor. All improvements not removed from the Property prior to commencement of construction of the project shall be deemed abandoned by Seller. This provision shall survive Closing and is not deemed satisfied by conveyance of title. 7. MISCELLANEOUS REQUIREMENTS - Seller and Purchaser agree to do all things which may be required to give effect to this Agreement immediately as such requirement is made known to them or they are requested to do so, whichever is the earlier. 8. REPRESENTATIONS AND WARRANTIES - Seller agrees, represents and warrants the following: (a) Seller has full right, power and authority to own and operate the property underlying the Easement, to enter into and to execute this Agreement, to execute, deliver and perform its obligations under this Agreement and the instruments executed in connection herewith, to undertake all actions and to perform all tasks required of Seller hereunder and to consummate the transaction contemplated hereby. (b) Purchaser's acceptance of the Easement shall not be deemed to be full performance and discharge of every agreement and obligation on the part of Seller to be performed pursuant to the provisions of this Agreement. (c) No party or person other than Purchaser has any right or option to acquire the Property or any portion thereof. (d) 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, without first obtaining the written consent of Purchaser to such conveyance, encumbrance, or Page 4 agreement, which consent may be withheld by Purchaser for any reason whatsoever. (e) There are no maintenance, construction, advertising, management, leasing, employment, service or other contracts affecting the Property. (f) Seller has no knowledge that there are any suits, actions or arbitration, administrative or other proceedings or governmental investigations or requirements, formal or informal, existing or pending or threatened which affect the Easement or which adversely affect 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. (g) Purchaser is entering into this Agreement based upon Seller's representations stated in this Agreement and on the understanding that Seller will not cause the 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 adversely affect the physical condition of the Property or its intended use by Purchaser. (h) The Property, and all uses of the said 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 Seller has no knowledge of any spill or environmental law violation on the property contiguous to or in the vicinity of the Easement Property to be sold to the Purchaser, that the Seller 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. 9. INDEMNIFICATION - Seller shall indemnify, defend, save and hold harmless the Purchaser against and from, and 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 any of Seller's representations under paragraph 8(h). This provision shall survive Closing and is not deemed satisfied by conveyance of title. ( DO Page 5 10. CURATIVE INSTRUMENTS, PROCESSING FEES, TAXES - Purchaser shall pay all fees to record any curative instruments required to clear title, and all Easement instrument recording fees. In addition, Purchaser may elect to pay reasonable processing fees required by lien -holders and/or easement -holders in connection with the execution and delivery of a Release or Subordination of any mortgage, lien or other encumbrance recorded against the Property provided, however, that any apportionment and distribution of the full compensation amount in Paragraph 2 which may be required by any mortgagee, lien -holder or other encumbrance -holder for the protection of its security interest, or as consideration due to any diminution in the value of its property right, shall be the responsibility of the Seller, and shall be deducted on the Closing Statement from the compensation payable to the Seller per Paragraph 2. Purchaser shall have sole discretion as to what constitutes "reasonable processing fees." 11. PRIOR YEAR AD VALOREM TAXES - There shall be deducted from the proceeds of sale all prior year ad valorem taxes and assessments levied against the parent tract property which remain unpaid as of the date of Closing. 12. EFFECTIVE DATE - 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, assignees, and/or future owners, whenever the context so requires or admits. 13. PUBLIC DISCLOSURE - 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, Owner shall make a written public disclosure, according to Chapter 286, Florida Statutes, under oath, subject to the penalties prescribed for perjury, of the name and address of every person having a beneficial interest in the Property before the Easement held in such capacity is conveyed to Purchaser. (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.) 14. ENTIRE AGREEMENT - Conveyance of the Easement, or any interest in the Property, by Seller is contingent upon no other provisions, conditions, or premises other than those so stated herein; and this 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. No modification, amendment or cancellation of this Agreement shall be of any force or effect unless made in writing and executed and dated by both Seller and Purchaser. 15. BREACH AND TERMINATION -If either party fails to perform any of the covenants, promises or obligations contained in this Agreement, such party will have breached this Agreement and the other party may provide written notice of said breach to the DO Page 6 party in breach, whereupon the party in breach shall have 15 days from the date of said notice to remedy said breach. If the party in breach shall have failed to remedy said breach, the other party may, at its option, terminate this Agreement by giving written notice of termination to the party in breach and shall have the right to seek and enforce all rights and remedies available at law or in equity, including the right to seek specific performance of this Agreement. 16. SEVERABILITY - Should any part of this Agreement be found to be invalid, then such invalid part shall be severed from the Agreement, and the remaining provisions of this Agreement shall remain in full force and effect and not be affected by such invalidity. 17. VENUE - This Agreement is governed and construed in accordance with the laws of the State of Florida. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written. AS TO PURCHASER: DATED: ATTEST: CRYSTAL K. KINZEL, Clerk of the Circuit Court & Comptroller AS TO SELL ' R: x DATED: Gt��X' > 0aC� Witness I�(Signature) Corn` r �Z %`� e (Print I Ty e) Wi ss (Signature) I. BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA BY: Burt L. Saunders, Chairman Gc..�t/1 l �% iit.l� (,mot/ � \ ►�l �� � Name (Print or Type) Y 0 Page 7 Witness (Signature) %r,Print VyDe) Wit ess (Signatur ) q c"cl Name (Print or Type) Approved as to form and legality: %cl Q�c'? Jennifer A. Belpedi; L<V Assistant County Attorney xll . Last Revised 10/18/19 Susan Besser q 04 ' 1 '9 d O z rl a CC w 0 w 'O >��h r + ? ai _ cn � w � � o• F Z,�_ �'o t7 a N 'O to ..j C:r '6• xt <r v ti °� v, CA w O wS Q 0. _ w n• O O.O. r A CJ70cD -, o ° o' ' ro Ar 2 m n 0 y x m m D Z Q M:6 Z z00ODz O y a m _ M In CO CO Cn x o W a 0 CD > Z (7 m; Z m N Z D OC"-3 Om y Dwxlxl o G -� �1 Q r- xmn 7' N C.3 y CO � R° D U) COz] Z cn x 0 r� Wo o m ?W Om CrJ> y v0 a 0 CA -Ju 9 m 00 O Z D Z�� W0Ca o D y (AC: o Z9 ZV Co rn y y 0 0 Z I v� �00m Iri 0 3 m 0 `rU a >I f N Cn i O m m m m N � � i :Ll � ®C) O 'D gnavom ��- II II II II II II II � � ;u v v o -0() cn G] D =C)D-nWrO n C�7 0� m� n r r � Z " o co a��� °z C7 1 O:lED O�r,OO 0 0 � 0 m I ocnA14 r O CO N O r0 r O fR' _ j © "' o '� .� W C z b y t.;. CD �T O O D. J Q n F�r-1 " H r v F s _J (D C CO D' CA •• - 4 w � n G N s Nam' (� � •'� `y !n m k 5: .. t7 °gao°w to � (fQ• � ; a a w o O CrJ ar w o s rah 22ND AVENUE N.E. 0c a a o (60' R/W) F g `(PB 5, PG. 7, CCFPR) > ik ° w c`�o Z r a :c 4 mm 1 Exhibit "A" Tract No. E0100-012 A parcel of land lying in Section 28, Township 48 South, Range 28 East, Collier County, Florida being specifically described as follows: The West 20 feet of the East 80 feet of the South 230 feet of Tract 126, Golden Gate Estates, Unit 71, according to the plat thereof, as recorded in Plat Book 5, Page 7, Collier County, Florida Public Records. The above described strip of land contains 0.11 of an acre more or less. SOUTH FLORIDA WATER MANAGEMENT DISTRICT INFRASTRUCTURE MANAGEMENT BUREAU SURVEY & MAPPING SECTION P.O. BOX 24680, 3301 GUN CLUB ROAD WEST PALM BEACH, FLORIDA 33416-4680 EXIBIT "A" ACCESS EASEMENT TRACT NO. E0100-012 1 1 1 1DRAWN ICHECKED1 DATE SCALE DRAWING NUMBER I SHEET IDRAWNICHECKEDI DATE I REMS10NS --1 88 1 HE 122 NOV t AS SHOWN E0100-0012-JDSK.dwg 1 OF 2