Parcel 103FEE PROJECT NO.: 60168 Vanderbilt Beach Road Extension
PARCEL NO.: 103FEE
FOLIO NO.: 36712000003
PURCHASE AGREEMENT
THIS PURCHASE AGREEMENT is made and entered into on this Oak Id— day of
(fat eye_ , 2020, by and between DOUGLAS ANTHONY KING and PENELOPE
ANNE McCOLL, husband and wife, as an estate by the entirety, whose mailing address is 3775
7th Ave NW, Naples, FL 34120 (hereinafter referred to as "Sellers"), and COLLIER COUNTY, a
political subdivision of the State of Florida, whose mailing address is 3299 Tamiami Trail East,
do the Office of the County Attorney, Suite 800, Naples, FL 34112 (hereinafter referred to as
"Purchaser").
WHEREAS, Purchaser desires to purchase a portion of Sellers' property as described on
attached "Exhibit A" which is incorporated herein by reference, together with all structures and
improvements thereon (hereinafter referred to as "the Property"); and
WHEREAS, Sellers have agreed to sell, and Purchaser has agreed to purchase the
Property subject to the terms and conditions that follow.
NOW THEREFORE, in consideration of these premises, the sum of Ten Dollars ($10.00),
and other good and valuable consideration, the receipt and sufficiency of which is hereby
mutually acknowledged, it is agreed by and between the parties as follows:
1. AGREEMENT
In consideration of the purchase price and upon the terms and conditions hereinafter set forth,
Sellers shall sell to Purchaser and Purchaser shall purchase from Sellers the Property.
2. PURCHASE PRICE
The purchase price (the "Purchase Price") for the Property shall be THIRTY THOUSAND TWO
HUNDRED and 00/100 DOLLARS ($30,200.00) (U.S. Currency) payable at time of closing. The
Purchase Price, subject to the apportionment and distribution of proceeds pursuant to Paragraph
3D of this Agreement, shall be full compensation for the Property conveyed, including all
structures, improvements, fixtures, landscaping, trees, and shrubs, located thereon, and shall
be in full and final settlement of all claims against the Purchaser, including all attorneys' fees,
expert witness fees and costs as provided for in Chapter 73, Florida Statutes. None of this
Purchase Price is attributed to any personal property.
3. CLOSING
A. TIME IS OF THE ESSENCE. Therefore, the Closing (the "CLOSING DATE", "DATE
OF CLOSING", or "CLOSING") of the transaction shall be held on or before one hundred
twenty (120) days following execution of this Agreement by the Purchaser or within thirty
(30) days of receipt by purchaser of all fully executed closing documents and documents
necessary to convey marketable title free of any liens, encumbrances, exceptions, or
qualifications, whichever is later, unless extended by mutual written agreement of the
parties hereto. The Closing shall be held at Collier County Growth Management
Department, Transportation Engineering Division, 2885 Horseshoe Drive South, Naples,
Florida 34104. Purchaser shall be entitled to possession at the time of Closing, unless
otherwise provided herein.
B. Sellers shall convey a marketable title 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. Within ten (10) days of the Effective
Date of this Agreement, Sellers shall provide Purchaser with a copy of any existing title
insurance policy and survey. Three (3) weeks before the Closing, the Sellers shall cause
to be delivered to the Purchaser any documents necessary to convey marketable title and
the following documents and instruments duly executed and acknowledged, in recordable
form:
1. General Warranty Deed in favor of Purchaser conveying title to the Property, 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.
2. Combined Purchaser-Sellers closing statement.
3. A"Grantor's Non-Foreign, Taxpayer Identification & "Gap"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.
4. A W-9 Form, "Request for Taxpayer Identification and Certification" as required by
the Internal Revenue Service.
5. Such evidence of authority and capacity of Sellers and their representatives to
execute and deliver this Agreement.
6. All other documents required to consummate this transaction, as reasonably
determined by Purchaser's counsel and/or title company.
C. At the time of Closing, the Purchaser, or its assignee, shall cause to be delivered to
the Sellers a County Warrant in an amount equal to Net Cash to Sellers on the Closing
Statement. No funds shall be disbursed to Sellers until there is verification that there has
been no adverse change to the state of the title to the Property since the date of the last
title commitment, referenced in Paragraph 5 "Title Defects" below, and the title company is
irrevocably committed to issue the Owner's title policy to the Purchaser in accordance with
the commitment.
D. Purchaser shall pay all fees to record any curative instruments required to clear title,
and all Warranty Deed recording fees.
E. 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.
4. IRRIGATION SYSTEM AND MISCELLANEOUS IMPROVEMENTS
A. Sellers agree to relocate any existing irrigation system (if any) located on the Property
including any irrigation lines, electrical wiring, and sprinkler valves, etc., prior to the
construction of the project without any further notification from Purchaser. Sellers assume
full responsibility for the relocation of the irrigation system (if any) on the remainder property
and its performance after relocation. Sellers hold 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.
B. If Sellers elect to retain any improvements and/or landscaping ("Improvements")
located on the Property, the Sellers are responsible for their retrieval prior to the
construction of the project without any further notification from Purchaser. Sellers
acknowledge that Purchaser has compensated Sellers for the value of the improvements
located on the Property, and yet Purchaser is willing to permit Sellers to salvage said
improvements as long as their retrieval is performed before construction and without
interruption or inconvenience to Purchaser's contractor. All Improvements not removed
from the Property prior to construction of the project commences shall be deemed
abandoned by Sellers.
This provision shall survive Closing and is not deemed satisfied by conveyance of title.
5. TITLE DEFECTS
Upon execution of this Agreement by both parties or at such other time as specified within this
Section, Purchaser and/or Sellers, as the case may be, shall perform the following within the
times stated, which shall be conditions precedent to the Closing:
A. Within forty-five (45) days after the Effective Date hereof, Purchaser shall
obtain as evidence of title an ALTA Commitment for a Title Insurance Policy with Florida
Modifications 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 Sellers 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 Sellers written notice of its intention to waive the applicable contingencies or to
terminate this Agreement.
B. Upon notification of Purchaser's objection to title, Sellers 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. Sellers, at their sole expense, shall
use its best efforts to make such title good and marketable. In the event Sellers are unable
to cure said objections within said time period, Purchaser, by providing written notice to
Sellers within seven (7) days after expiration of said thirty (30) day period, may accept title
as it then is, waiving any objection, or may terminate the Agreement.
6. TERMINATION AND REMEDIES
A. If Sellers shall have failed to perform any of the covenants and promises contained
herein, which are to be performed by Sellers, within fifteen (15) days of written notification
C
of such failure, Purchaser may, at its option, terminate this Agreement by giving written
notice of termination to Sellers. 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.
B. 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 Sellers are not
in default, then as Sellers' sole remedy, Sellers shall have the right to terminate and cancel
this Agreement by giving written notice thereof to Purchaser, whereupon $500 shall be paid
to Sellers as liquidated damages, which shall be Sellers' sole and exclusive remedy, and
neither party shall have any further liability or obligation to the other. Notwithstanding
anything to the contrary herein contained, the Purchaser shall have the right to terminate
this agreement without cause, in which event the liquidated damages provisions of this
Section 1.B shall equally apply, and Sellers' sole remedy shall be a claim for payment of
$500 as liquidated damages. The parties acknowledge and agree that Sellers' actual
damages in the event of Purchaser's default or termination without cause 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.
C. 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.
7. SELLERS' AND PURCHASER'S REPRESENTATIONS AND WARRANTIES
A. Sellers 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. Sellers are not
presently the subject of a pending, threatened or contemplated bankruptcy proceeding.
B. Sellers have 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 Sellers and
Purchaser to execute and consummate the transaction contemplated hereby. Prior to
Closing, and upon the request of Purchaser or the Title Company, certified copies of such
approvals shall be delivered to Purchaser or the Title Company.
C. The warranties set forth in this paragraph are true on the Effective 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 Sellers to be performed pursuant to the provisions of this
Agreement.
D. Sellers 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.
CAC.
E. Sellers represent that they have no knowledge of any actions, suits, claims,
proceedings, litigation or investigations pending or threatened against Sellers, 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 Sellers' ability to sell the Property to Purchaser according to the terms of
this Agreement.
F. No party or person other than Purchaser has any right or option to acquire the Property
or any portion thereof.
G. Until the date fixed for Closing or as long as this Agreement remains in force and
effect, Sellers 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.
H. Sellers represent that Sellers have no knowledge that any pollutants are or have been
discharged from the Property, directly or indirectly into any body of water. Sellers represent
the Property has not been used for the production, handling, storage, transportation,
manufacture or disposal of Hazardous Materials as defined herein, or any other activity that
would have toxic results, and no such Hazardous Materials are currently used in connection
with the operation of the Property, and there is no proceeding or inquiry by any authority
with respect thereto. Sellers represent that Sellers have no knowledge that there is ground
water contamination on the Property or potential of ground water contamination from
neighboring properties. Sellers represent no storage tanks for gasoline, or any other
Hazardous Materials are or were located on the Property at any time during or prior to
Sellers' ownership thereof. Sellers represent none of the Property has been used as a
sanitary landfill.
I. Sellers have no knowledge that the Property, and/or that 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
Sellers claiming any violation of any law, ordinance, code or regulation or requiring or
calling attention to the need for any work, repairs, construction, alterations or installation
on or in connection with the Property in order to comply with any laws, ordinances, codes
or regulation with which Sellers have not complied.
J. 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, service or
other contracts affecting the Property.
K. Sellers acknowledge and agree that Purchaser is entering into this Agreement based
upon Sellers' representations stated herein and, on the understanding, that Sellers will not
cause the zoning or 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,
Sellers agree 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. Sellers also agree to notify Purchaser promptly of any change in the facts contained
in the foregoing 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.
L. Sellers represent, warrant and agree to indemnify, reimburse, defend and hold
Purchaser harmless from all costs (including attorney's fees) asserted against the
Purchaser by reason or arising out of the breach of any of Owner's representations under
Paragraph 7. This provision shall survive Closing and is not deemed satisfied by
conveyance of title.
8. ENTIRE AGREEMENT
A. This Agreement and the exhibits attached hereto contain the entire agreement
between the parties, and there are no promises, representations, warranties or covenants
by or between the parties not included in this Agreement. 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 Sellers.
B. 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.
C. This Agreement is governed and construed in accordance with the laws of the State
of Florida.
D. 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.
E. The Effective Date of this Agreement will be the date of execution of this Agreement
by the last signing party.
9. PUBLIC DISCLOSURE.
If the Sellers hold the Property in the form of a partnership, limited partnership, corporation, trust
or any form of representative capacity whatsoever for others, Sellers shall make a written public
disclosure, according to s. 286.23, Fla. Stat., 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 Property held 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.)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
first above written.
AS TO PURCHASER:
DATED: aWA,,, P ��
ATTEST: BOARD OF COUNTY COMMISSIONERS
CRYSTAL K. KINZEL, Clerk of the COLLIER COUNTY, FLORIDA
Circuit Court & Comptroller
BY: C • • e BY:
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, SA , hairman
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DATED: aw 8 �vw
WITNESSES: -r
(Signatu ) DOUGL ANTHONY KING
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(Printed Nam )
(Signature)
1-Tyzi,aa lictke 5k,I
(Print�me),
Si n PENELUDPE ANNE McCOLL
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(Printed Name)
Approved as to form and legality:
Jennifer A. Belpedio 4\
Assistant County Attorney
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OMMEINCEMENT VANDERBILT BEACH ROAD q
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PROPOSED
W --Tr--TrE PARCEL 103 FEE
11,689 SQ. FT.
S
TRACT 33
GOLDEN GATE ESTATES
TRACT 32 UNIT 3
PLAT800K 4 PAGE 77 TRACT 48
WEST UNE OF MURPHY, PATRICK J
TRACT 33 & SHAWL A
WEST 180' OF OR 2508/3358
TRACT 33
KING, DOUGLAS A.
OR 5711/2936
EAST LINE OF
fWEST 180' OF
TRACT 33
, TE - ROW
NAY 1 3 2020
7th AVENUE N.W.
SO. FT. SQUARE FEET LINE TABLE
EXDE EXISTING DRAINAGE EASEMENT PER PLAT BOOK 4, PAGE 77 UNE BEARING LENGTH
RDUE ROADWAY, DRAINAGE AND UTILITY EASEMENT L1 S 00'28'15' E 71.00'
OR OFFICIAL RECORDS (BOOK/PAGE) L2 S 00'28'11" E 67.41'
PROPOSED FEE SIMPLE ACQUISITION L3 N 00'28'15" W 62.43'
COLLIER COUNTY ORDER OF TAKING OR 3599/115
LEGAL DESCRIPTION (PARCEL 103 FEE)
A PORTION OF TRACT 33, GOLDEN GATE ESTATES UNIT 3, AS RECORDED IN PLAT BOOK 4, PAGE 7 OF THE PUBLIC
RECORDS OF COLLIER COUNTY, FLORIDA, LYING IN SECTION 2, TOWNSHIP 49 SOUTH, RANGE v39 t1AT.'CaL.IER COUNTY,
FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: ;"` crae A. '1,f� ,,�
COMMENCING AT THE NORTHWEST CORNER OF SAID TRACT 33; s,�\• •••••• dr
•tt\f1C
THENCE 5.00'28'15'E. ALONG THE WEST LINE OF SAID TRACT 33, FOR 71.00 FEET TO.THE.PQ�4T OF L�IDJRjIVG„OF THE
PARCEL HEREIN DESCRIBED; O• -
THENCE N.88'20'34'E., FOR 180.09 FEET TO A POINT ON THE EAST UNE OF THE WES 1130 FEE &) AID TliACT 33;
THENCE S.00'28'11"E., ALONG SAID EAST LINE FOR 67.41 FEET; - ;( .
THENCE S.89'55'31"W., FOR 180.06 FEET TO A POINT ON SAID WEST LINE; - ••9•/ �a`�',•"•O. .
THENCE N.00'28'15'W., ALONG SAID WEST LINE, FOR 62.43 FEET TO THE POINT OF BE,GI INC E)fr ID A I4EREIN
DESCRIBED. 0 laj. .•. C1 ,
CONTAINING 11,689 SQUARE FEET, MORE OR LESS. '',;�dLandsItu ��`�
BEARINGS ARE BASED ON STATE PLANE COORDINATES, FLORIDA EAST ZONE.
0 60 220 z40 D, >'1 2 Zc=�
SKETCH & DESCRIPTION ONLY T""- 1` T _� ROMA U.WARD.RA ON C '. SURVEYOR301
RDRIDA A.WARATION CERTIFICATE NO.S301
NOT A BOUNDARY SURVEY SCAM 1'-120' SANG DATE:
FOR: COLLIER COUNTY GOVERNMENT BOARD OF COUNTY COMMISSIONERS THE UTH AZEEARING ON DOCUMENT WAS
AAL PEE BY ON A WARD,Pis
VANDERBILT BEACH ROAD EXTENSION
SKETCH & DESCRIPTION OF: PROPOSED FEE SIMPLE Ifil411 6610 Wilbur Park Dove.Spica 200
Naples.Florida 34109
ACQUISITION Phone.(239)597-0575 FAX(239)597-0578
PARCEL 103 FEE LB No.:8952
COLLIER COUNTY. FLORIDA ENGINEERING �6J
JOB NUMBER REVISION SECTION TOWNSHIP RANGE SCALE DATE DRAWN BY FILE NAME SHEET
060119.06.00 1 02 49S 26E 1" = 120' 4/5/20 DAM SK103FEE 1 OF 1