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City of Marco Isaland Real Estate Exchange Agreement REAL ESTATE EXCHANGE AGREEMENT ~ -t<- TIDS REAL ESTATE EXCHANGE AGREEMENT (the "Agreement") is made this 'J day of ~\ r -' , 2006 by and between the CITY OF MARCO ISLAND, a Florida municipal corporatl n (fue "City"), and THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA (the "County"). WITNESSETH THAT: "" .. WHEREAS, the County is the owner of that certain real property in Collier County, Florida and more particularly described on Exhibit "A" attached hereto and made a part hereof (the "County Property"); and WHEREAS, the City is the owner of two (2) parcels of real property located in Collier County, Florida and which properties are more particularly described on Exhibit "B" ("Parcel B") and Exhibit "c" ("Parcel C") attached hereto and made a part hereof (Parcel B and Parcel C are sometimes collectively referred to herein as the "City Property"); and WHEREAS, the City Property is approximately 1.81 acres in total and the County Property is approximately 1.53 acres; and WHEREAS, the City desires to exchange the City Property for the County Property on the terms and conditions hereinafter set forth in this Agreement; and WHEREAS, the County desires to exchange the County Property for the City Property on the terms and conditions hereinafter set forth in this Agreement; and WHEREAS, the City has requested that the County exchange the County Property with the City for the City Property. In light of the exchange of properties contemplated herein, the County Property is not needed for County purposes; and WHEREAS, the County is authorized by Section 125.37 and Section 125.38, Florida Statutes., to enter into this Agreement with the City for the exchange described herein; and WHEREAS, both the City and the County find a public benefit purpose and public benefit in effectuating the exchange. NOW, THEREFORE, in consideration of the foregoing and of the mutual promises, representations and undertakings of the parties set forth herein, the adequacy and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. reference. RECITALS. The above recitals are true and correct and incorporated herein by this 2. EXCHANGE. The City agrees to convey the City Property to the County and, in exchange, the County agrees to convey the County Property to the City. It is recognized by the parties that the City does not currently own Parcel B. The City is a party to that certain Commercial Contract dated as of January 25, 2006 wherein the City has agreed to close on the purchase of Parcel B (the "Parcel B Purchase Agreement"). The fulfillment of the terms of this Agreement by the City is contingent upon the City completing the acquisition of Parcel B under the Parcel B Purchase Agreement. 3. VALVES. For the purposes of this exchange, and for the computation of title insurance premiums, the value of the County Property ("County Property Value") and the value of the City Property ("City Property Value") shall be established by appraisal or other reliable, market value estimate. 4. TITLE OF THE CITY PROPERTY. (a) No later than five (5) days after the Effective Date, the City shall provide the County with a copy of the City's existing title insurance policies applicable to the City Property (to the extent they exist). Within twenty (20) days from the Effective Date of this Agreement, the City shall deliver to the County an AL T A title commitment ("County Title Commitment"), in the amount of the City Property Value, accompanied by one legible copy of all documents affecting the City Property and which constitute exceptions to the County Title Commitment. Goodlette Coleman & Johnson, P.A., as agent for First American Title Insurance Company or such other title insurance company selected by the City ("Title Company"), shall issue the County Title Commitment and, pursuant to the terms of the County Title Commitment, the owner's title insurance policy. The County Title Commitment shall (i) show and evidence that title to the City Property is currently in the name of the City (except for Parcel B which will be acquired by the City); and (ii) show and evidence that title is good, marketable and insurable, subject only to the permitted exceptions listed below in Section 4(b). (b) The City Property shall be exchanged, and good and marketable title is to be conveyed, subject to the following permitted exceptions: (1) Real estate taxes and assessments for the year of closing and subsequent years, for which a bill has not been rendered as of the Closing Date. (2) Any title encumbrances or exceptions which are set forth in the County Commitment, or in the County Survey described in Section 4(c) of this Agreement, to which the County does not object within the applicable review period. (c) No later than (5) days after the Effective Date, the City shall deliver to the County the City's existing survey of the City Property and the improvements located thereon (for both Parcel Band Parcel C to the extent they exist). Within thirty (30) days from the Effective Date, the County, at its own expense, may obtain an up-to-date survey of the City Property prepared by a State of Florida licensed surveyor (the "County Survey") certified to the County, the Title Company, and to any lending institution the County may designate. The County Survey shall be in form and substance sufficient to delete the survey and unrecorded easement exceptions from the County Title Commitment (defined below), and contain a certification as to acreage and flood elevation. If the County Survey reveals an encroachment onto the City Property, an improvement located on the City Property projects onto lands of others, an improvement violates a zoning or other governmental use restriction, or an improvement violates any recorded covenant and the County delivers written notice of the same to the City within forty-five (45) days from the Effective Date (the "County Survey Review Period") then said easement or encroachment shall be treated as a defect in title and the provisions of Section 4(d) of this Agreement shall apply. Unless the County delivers written notice of any such easement or encroachment within the County Survey Review Period, time being of the essence, it shall be conclusively deemed that the County has accepted the City Property subject to any easements or encroachments affecting the City Property. (d) If the County Commitment or County Survey shall reflect that the City's title is subject to matters, which are not acceptable to the County, in the County's sole discretion, and the County shall notify the City of the County's objections to the same in writing within the later of forty-five (45) days from and after the Effective Date ("County Title Review Period"), time being of the essence, the same shall be treated as defect(s) in title. Unless the County delivers written notice to the City of the County's 2 objections to title within the County Title Review Period, time being of the essence, it shall be conclusively deemed that the County has accepted title to the City Property in its then existing condition. The City shall have thirty (30) days from and after receipt of the County's objections to cure any defect(s) in the City's title and the City agrees that City shall use due diligence in curing any such defect(s). If the City does not cure the title defect(s) within said thirty (30) day period, the County shall have the option of either: (i) closing this transaction in accordance with the terms and provisions hereof and accepting title in its then existing condition; or (ii) terminating this transaction upon notice to the City, within fifteen (15) days after expiration of said thirty (30) day period, whereupon the City and the County shall be released from any and all further obligations and liabilities arising under or out of this Agreement. If the County shall fail to terminate this Agreement by giving notice of the same to the City within fifteen (15) days from and after the expiration of said thirty (30) day period, time being of the essence, then it shall be deemed that the County has accepted title in its then existing condition and the County shall proceed to close this transaction in accordance with the terms and conditions hereof. 5. TITLE OF THE COUNTY PROPERTY. (a) No later than five (5) days after the Effective Date, the County shall provide the City with a copy of the County's existing title insurance policy applicable to the County Property (if one exists). Within twenty (20) days from the Effective Date of this Agreement, the City shall obtain an ALT A title commitment ("City Title Commitment"), in the amount of the County Property Value, accompanied by one legible copy of all documents affecting the County Property and which constitute exceptions to the City Title Commitment. Goodlette Coleman & Johnson, P.A., as agent for the Title Company, shall issue the City Title Commitment and, pursuant to the terms of the City Title Commitment, the owner's title insurance policy. The City Title Commitment shall (i) show and evidence that title to the Property is currently in the name of the County; and (ii) show and evidence that title is good, marketable and insurable, subject only to the permitted exceptions listed below in Section 5(b). (b) The County Property shall be exchanged, and good and marketable title is to be conveyed, subject to the following permitted exceptions: (1) Real estate taxes and assessments for the year of closing and subsequent years, for which a bill has not been rendered as of the Closing Date. (2) Any title encumbrances or exceptions which are set forth in the City Commitment, or in the City Survey described in Section 5(c) of this Agreement, to which the City does not object within the applicable review period. (c) No later than (5) days after the Effective Date, the County shall deliver to the City the County's existing survey of the County Property and the improvements located thereon (if one exists). Within thirty (30) days from the Effective Date, the City, at its own expense, may obtain an up-to-date survey of the County Property prepared by a State of Florida licensed surveyor (the "City Survey") certified to the City, the Title Company, and to any lending institution the City may designate. The City Survey shall be in form and substance sufficient to delete the survey and unrecorded easement exceptions from the City Title Commitment (defined below), and contain a certification as to acreage and flood elevation. If the City Survey reveals an encroachment onto the County Property, an improvement located on the County Property projects onto lands of others, an improvement violates a zoning or other governmental use restriction, or an improvement violates any recorded covenant and the City delivers written notice of the same to the County within forty-five (45) days from the Effective Date (the "City Survey Review Period") then said easement or encroachment shall be treated as a defect in title and the provisions of Section 5(d) of this Agreement shall apply. Unless the City delivers written notice of any such easement or encroachment within the City Survey 3 Review Period, time being of the essence, it shall be conclusively deemed that the City has accepted the County Property subject to any easements or encroachments affecting the County Property. (d) If the City Commitment or City Survey shall reflect that the County's title is subject to matters, which are not acceptable to the City, in the City's sole discretion, and the City shall notify the County of the City's objections to the same in writing within the later of forty-five (45) days from and after the Effective Date ("City Title Review Period"), time being of the essence, the same shall be treated as defect(s) in title. Unless the City delivers written notice to the County of the City's objections to title within the City Title Review Period, time being of the essence, it shall be conclusively deemed that the City has accepted title to the County Property in its then existing condition. The County shall have thirty (30) days from and after receipt of the City's objections to cure any defect(s) in the County's title and the County agrees that the County shall use due diligence in curing any such defect(s). If the County does not cure the title defect(s) within said thirty (30) day period, the City shall have the option of either: (i) closing this transaction in accordance with the terms and provisions hereof and accepting title in its then existing condition; or (ii) terminating this transaction upon notice to the County, within fifteen (15) days after expiration of said thirty (30) day period, whereupon the City and the County shall be released from any and all further obligations and liabilities arising under or out of this Agreement. If the City shall fail to terminate this Agreement by giving notice of the same to the County within fifteen (15) days from and after the expiration of said thirty (30) day period, time being of the essence, then it shall be deemed that the City has accepted title in its then existing condition and the City shall proceed to close this transaction in accordance with the terms and conditions hereof. 6. INVESTIGATION PERIOD. (a) Each party shall have forty-five (45) days from and after the Effective Date to conduct engineering, feasibility and such other studies and investigations concerning the property being acquired as each desires (the "Investigation Period"). During the Investigation Period, each party and its agents shall be provided with full access to the respective properties as deemed necessary by the inspecting party. Each party and/or its designated agents may enter upon the applicable property for the purpose of soil analysis, core drilling, structural examination and tests, or other studies, tests, examinations and investigations which may be deemed necessary. During the Investigation Period the parties agree to cooperate fully with one another in order that each may obtain copies of all documents pertaining to the property being acquired, including, but not limited to, plats, site plans, surveys, permits, licenses, approvals, and environmental reports. If for any reason, or no reason, either party determines during the Investigation Period (in its sole discretion) that said party does not desire to proceed with the transaction (the "Terminating Party"), then no later than the expiration of the Investigation Period, the Terminating Party shall notify the other party that it has elected not to proceed and desires to terminate this Agreement, and the parties shall be relieved of all liability under this Agreement. If either party fails to provide to the other party notice that it has elected not to proceed on or before 5:00 p.rn. on the last day of the Investigation Period, then said party shall be deemed to have elected to proceed and shall have no further right to terminate this Agreement under this Section 6. In the event this Agreement fails to close for any reason, to the extent either party's inspections resulted in alterations of a property, said party shall restore the property to the condition existing prior to the inspections. This obligation to restore the property shall survive any termination of this Agreement. (b) Each party understands and acknowledges that it will inspect the property said party is acquiring and will rely solely on its own investigations of the property and not on any information provided or to be provided by the other party, except as otherwise provided herein. Each party acknowledges that any documents provided to the other party pursuant to this Section or any prior survey provided were obtained from a variety of sources and the delivering party has not made any independent investigation or verification of such information; and the delivering party does not make any 4 representations as to the accuracy or completeness of such information, except as otherwise specified in this Agreement. 7. CONDITIONS PRECEDENT TO THE CITY'S OBLIGATION TO CLOSE. The City's obligation to consummate the transactions contemplated hereunder is conditioned upon the following: (a) The City Council of the City of Marco Island approving this Agreement on or before April 30, 2006; and (b) The City shall have completed the acquisition of Parcel B on or before the Closing Date; (c) The City shall not have given written notice rightfully terminating this Agreement within the appropriate periods of time specified for the same; and (d) Completion by the County of the clean-up of the County Property pursuant to Section 25 below. In the event that anyone or more of the above conditions contained in this Section is not satisfied at or prior to the Closing (or such earlier date as is specified with respect to a particular condition), the City may, at its sole option, (i) terminate this Agreement by notice to the County, or (ii) if applicable, the City may waive such conditions precedent and close. 8. CONDITIONS PRECEDENT TO THE COUNTY'S OBLIGATION TO CLOSE. The County's obligation to consummate the transactions contemplated hereunder is conditioned upon the following events: (a) The Board of County Commissioners of Collier County approving this Agreement on or before April 30, 2006; and (b) The City shall have completed the acquisition of Parcel B on or before the Closing Date; and (c) The County shall not have given written notice rightfully terminating this Agreement within the appropriate periods of time specified for the same. In the event that anyone or more of the above conditions contained in this Section is not satisfied at or prior to the Closing (or such earlier date as is specified with respect to a particular condition), the County may, at its sole option, (i) terminate this Agreement by notice to the City, or (ii) if applicable, the County may waive such conditions precedent and close. 9. CLOSING AND CLOSING DATE. GOODLETTE, COLEMAN & JOHNSON, P.A shall serve as the closing agent for this exchange. The transactions described herein shall be "closed" and titles to the properties shall be conveyed by delivery of fully executed deeds (as described below in Section 10) and other closing documents, including, without limitation, those described below in Section 10, (referred to herein as the "Closing") at 10 o'clock a.m. on the Closing Date (as hereinafter defined) at the offices of GOODLETTE, COLEMAN & JOHNSON, P.A., 4001 Tamiami Trail North, Suite 300, Naples, Florida 34103, or at such other place which the City and the County shall mutually agree upon in writing. The date of Closing, as to which time shall be of the essence, shall be on or thirty (30) days after the Clean- up Completion Notification as defined below (the "Closing Date") unless otherwise modified or extended pursuant to the provisions of this Agreement or mutually agreed upon in writing between the City and the County. 5 10. CLOSING DOCUMENTATION. At Closing, each party shall deliver to the other party the following: (a) The City shall deliver a good and sufficient special warranty deed and the County shall deliver a statutory deed as prescribed by Section 125.411, Florida Statutes; (b) An owner's gap, mechanics' lien, and "non-foreign" affidavit, which in the case of the County, may be executed by Assistant County Attorney on behalf of the County; (c) Possession of the applicable property; and (d) Such evidence of the authority and capacity of both parties and their representatives to execute and deliver this Agreement and such other documents as may be required to consummate the transactions contemplated hereunder as each party's legal counsel and/or the Title Company may reasonably determine. 11. CLOSING EXPENSES. The City shall be responsible for the cost of the City Survey, the costs of the City's studies and investigations, the cost of title searches and examinations applicable to the City Property and the County Property for purposes of preparing the County Title Commitment and City Title Commitment, the cost of the County Title Commitment and the City Title Commitment; the premium for the Owner's Policy of Title Insurance for the County Property (issued to the City), the premium for the Owner's Policy of Title Insurance for the City Property (issued to the County), and the recording costs for the deeds conveyed hereunder. The City shall also reimburse the County for the cost of a Phase I environmental study for the City Property in an amount not to exceed $2,500.00. The County shall be responsible for the cost of the County Survey, the costs of the County's studies and investigations (subject to the foregoing reimbursement at Closing for the Phase I expense). Each party shall pay for its own attorney's fees incurred in connection with the Closing. Except as otherwise provided in this Section, all other expenses hereunder shall be paid by the party incurring such expense. 12. CLOSING AGREEMENT. The City acknowledges that the County has an ongoing operation on the County Property and that the County will require additional time after Closing to transfer said operation. The City Manager and County Manager are authorized and shall enter into a closing agreement which will allow each party to continue to use the property each is exchanging hereunder for public purposes. Said agreement will allow the County such time as may be agreed to by the City Manager and County Manager to transfer the County operations. To the extent permitted by law, each party shall hold the other harmless from and indemnify the other against any loss, claim, damage, or liability arising from any such activities; provided, however, this provision shall not be construed to alter the state's waiver of sovereign immunity as to either party beyond the limits established in Section 768.28, Florida Statutes. Each party shall observe any and all federal, state or local laws, ordinances, or regulations controlling or otherwise pertaining to their use and occupancy hereunder. 13. BROKER'S COMMISSION. The parties warrant and represent that they have not employed nor utilized the services of any real estate broker in connection with the negotiation of the transaction contemplated in this Agreement. If any broker, other than as provided below, shall claim compensation against either party by reason of the alleged representation of the other party, the party whom such broker purports to have represented shall hold the other party harmless from, and defend such other party against, any such claim for compensation. This paragraph shall survive the closing or any termination of this Agreement. 14. NOTICES. Any notice, request, demand, instruction or other communication to be given to any party hereunder shall be in writing and either hand delivered, delivered by overnight courier, 6 facsimile transmission, or sent by registered, or certified mail, return receipt requested, postage prepaid, addressed as follows: If to Collier County: Real Estate ServicesIFacilities Management Department Attn: Chuck Carrington Administration Building 3301 Tamiami Trail East Naples, Florida 34112 Phone: (239) 774-8475 / Facsimile: (239) 774-8876 With a copy to: Ellen T. Chadwell, Esq.,Assistant County Attorney Harmon Turner Building 3301 Tamiami Trail East Naples, Florida 34112 Phone: (239) 774-8400/ Facsimile: (239) 774-0225 If to City: City of Marco Island Attn: A. William Moss, City Manager 50 Bald Eagle Drive Marco Island, Florida 34105 Phone: (239) 389-5000/ Facsimile: (239) 389-4359 With a copy to: Goodlette Coleman & Johnson, P.A. 4001 Tamiami Trail North, Suite 300 Naples, Florida 34103 Attn: Gregory L. Urbancic, Esq. Phone: (239) 435-3535 / Facsimile: (239) 435-1218 Any notice demand, request or other communication shall be deemed to be given upon actual receipt in the case of hand delivery, facsimile transmission (with confirmed delivery receipt), or delivery by overnight courier, or three (3) business days after depositing the same in a letter box or by other means placed within the possession of the United States Postal Service, properly addressed to the party in accordance with the foregoing and with the proper amount of postage affixed thereto. In the event of any notice via facsimile transmission, a hard copy shall be sent via certified mail, return receipt requested on the day of such transmission. Any such transmission received after 5:00 p.rn. Eastern Standard Time (or Daylight Savings Time, whichever then applicable) shall be deemed to have been given on the next following business day. For purposes of delivering and receiving any notices, demands, requests or other communications under this Agreement, the attorneys for the City may directly contact the County and the attorneys for the County may directly contact the City. The respective attorneys for both the City and the County are hereby expressly authorized to give and receive any notice, demand, request or to make any other communication pursuant to the terms of this Agreement on behalf of their respective clients. The addressees and addresses 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. 15. CAPTIONS. The captions in this Agreement are inserted only for the purpose of convenient reference and in no way define, limit, or prescribe the scope or intent of this Agreement or any part hereof. 7 16. CONSTRUCTION. No provision of this Agreement shall be construed by any court or other judicial authority against any party hereto by reason of such party's being deemed to have drafted or structured such provision, it being recognized that both parties have contributed to the drafting of this Agreement. 17. ORIGINAL DOCUMENT. This Agreement may be executed by both parties in counterparts, each of which shall be deemed an original, but all of such counterparts taken together shall constitute one and the same Agreement. 18. GOVERNING LAW. This Agreement shall be construed, and the rights and obligations of the parties hereunder shall be determined, in accordance with the laws of the State of Florida. Venue for any disputes concerning this Agreement shall be Collier County, Florida. 19. NON-MERGER. Any provision hereof which by its terms would be performed after the Closing Date shall survive the closing and shall not merge in the closing or in the deeds, except as specifically provided to the contrary herein. 20. DEFAULT. In the event that a party defaults hereunder, the non-defaulting party shall be entitled to all remedies in law or in equity against the defaulting party. 21. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties hereto with respect to the exchange of the properties and supersedes all prior understandings, if any, there being no other oral or written promises, conditions, representations, understandings or terms of any kind as conditions or inducements to the execution hereof and none have been relied upon by either party. Any subsequent conditions, representations, warranties, or agreements shall not be valid and binding upon the parties unless in writing and signed by both parties. 22. AMENDMENTS. This Agreement may not be changed, modified or terminated, except by an instrument executed by the parties hereto. 23. EFFECTIVE DATE. The Effective Date of this Agreement shall be the date on which the last party to execute this Agreement does so. 24. UTILITY EASEMENT ON PARCEL C. It is acknowledged by the parties there are water and/or other City utility lines located on Parcel C of the City Property in that certain location shown on Exhibit "D" attached hereto and made a part hereof (the "Easement Area"). The City and the County agree that an easement for water and utility lines (the "Utility Easement") over and across the Easement Area will be recorded in favor of the City at Closing. In all respects, the Utility Easement shall be a permitted exception hereunder. The Utility Easement will provide that the City will relocate, at its sole cost, its utility facilities within the Easement Area and release its easement rights in the Easement Area post-closing upon the reasonable request of the County and upon the County providing an acceptable replacement utility easement within Parcel C. The form of the Utility Easement and its manner of creation will be agreed upon by the parties during the Investigation Period. 25. CLEAN-UP OF COUNTY PROPERTY. Based upon its own investigations, the County has discovered soil and water contamination on the Property resulting from a fuel leak or spill (the "Contamination"). The County's environmental tests concluded that (i) cleanup and remediation of the 8 Contamination is required including the removal of an underground storage tank ("Clean-up Work") and (ii) approval by the Florida Department of Environmental Protection ("FDEP") of the remediation work is necessary. The County shall be responsible, at its sole cost and expense, for the Clean-up Work and shall pursue the same with reasonable diligence. The County shall also be responsible for getting the Clean-up Work approved by the FDEP. The County shall perform all Clean-up Work prior to Closing. Upon approval of the site clean-up by FDEP, the County shall provide written notice that it has completed the Clean-up Work ("Clean-up Completion Notification") and that FDEP has approved the same. (Remainder of Page Intentionally Left Blank- Signatures Begin on Next Page) IN WITNESS WHEREOF, the parties have hereunto set their hands as of the Effective Date. CITY OF MARCO ISLAND, a Florida municipal corporation ATTEST: _~yAAJLIt:, A. William Moss, City Manager ~~ ~- ~ ~~ Laura Litzan, City Clerk Date: I{ I b / PiP r'~ LOIS A GUNTER )u;,l~ MY COMMISSION # DD383747 ~ EXPIRES: January 04. 2009 1~3~OTARY Fl. NowyDiscounIAssoc. Co. 9 ATTEST: h!ftl'fc~~~ ~.' .1....... .~f> .' _i, ., ..' 0.(.., . Approved as to form and legal sufficiency: ~~ad~~ Assistant County Attorney S:l(jreg\C'lient Fnlda-!'tl{:ity ()fMurC(lI~]lli1d\Land Swap ....ith Collier G.-..mlyv-eal eslatet:xchange and purch,l'>e agreelTlIXIu.hx: BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA By ~~4?./ Frank Halas, Chairman Date: 'i' ~S--1>le 10 EXHIBIT "A" COUNTY PROPERTY A Tract of land lying in Tracts D and F as shown on the Plat of Marco Beach Unit 4, recorded in Plat Book 6, Pages 32 through 37, Public Records of Collier County, Florida, and being more particularly described as follows: Commence at the intersection of the southeasterly right-of-way line of Windward Drive, as shown on said Plat of Marco Beach Unit 4, and the southwesterly boundary line of said Tract D; thence run S 45000'00" E along the line comrnon to said Tracts D and F, for 200.00 feet to the Point of Beginning of the lands herein described; thence run N 45000'00" E for 100 feet; thence run S 53047' 14" E for 388.67 feet to a point on the southeasterly boundary line of said Tract D; thence run S 50003'34" W along said southeasterly boundary line of said Tract D for 160.00 feet; thence run N 45000'00" W along the line common to said Tracts D and F for 161.00 feet; thence run S 45000'00" W for 159.77 feet to a point on the northeasterly right-of-way line of Elkcam Circle, as shown on said Plat of Marco Beach Unit 4; thence run N 45000'00" W along said northeasterly right-of-way line of Elkcam Circle for 200.00 feet; thence run N 45000'00" E for 159.77 feet to a point on the line common to said Tracts D and F; thence run N 45000'00" W along said line common to Tracts D and F for 9.00 feet to the Point of Beginning. Less and except the following described property: A portion of Tract "D", according to the plat of Marco Beach Unit 4, as recorded in Plat Book 6, Pages 32 through 37, Public Records of Collier County, Florida, described as follows: Begin at the most southerly corner of said Tract "D"; thence along the southwesterly boundary of said Tract "D" run N 45000'00" W for 86.00 feet; thence leaving said southwesterly boundary run N 45000'00" E for 143.90 feet; thence run S 53047' 14" E for 10 1.30 feet to the southeasterly boundary of said Tract "D"; thence along said southeasterly boundary run S 50003'34" W for 160.00 feet to the Point of Beginning. Containing approximately 1.53 acres. EXHIBIT "B" PARCEL B OF THE CITY PROPERTY Lots 3 and 4, Block 777, a replat of a portion of Marco Beach Unit Four, a subdivision according to the plat thereof, recorded in Plat Book 12, Pages 19 to 21, of the Public Records of Collier County, Florida. Containing approximately 0.80 of an acre EXHIBIT "C" PARCEL C OF THE CITY PROPERTY Tract Q, Marco Shores Unit One, a subdivision according to the Plat thereof as recorded in Plat Book 14, Pages 33 through 38, Public Records of Collier, Florida, LESS AND EXCEPT that certain property described below: Beginning at the northeast corner of Tract "Q"; thence along the east line of said Tract "Q", South 11059'55" East, 332.93 feet to a point on the north right-of-way line of Mainsail Drive according to the plat of said Marco Shores Unit One; thence along said right-of-way line South 77054' 19" West 131.94 feet; thence leaving said right-of-way line North 12000'24" West 307.62 feet to a point on the boundary of said Tract "Q"; thence along said boundary in the following two (2) described courses. 1) North 24045' 16" East 7.32 feet; 2) North 69014' 17" East 129.11 feet to the Point of Beginning of the parcel herein described. 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I' ,,, II ~~~ n~mH ~ z gJi~ ~ ~ ~~: ~ ~,. ~ ~ ~~ __.____~____X_j:J