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01/20/2021 Purchase Paperwork County of BOARD OF COUNTY COMMISSIONERS onroe MaorPr helleC Id Mayor P T David Rice,District 4 The Florida Keys e Craig Cates.District I Eddie Martinez.District 3 Mike Forster.D I t5 Robert B.Shillinger.County Attorney" Pedro J.Mercado.Assistant County Attorney" Office of the County Attorney Cynthia L.Hall,Assistant County Attorney" 1111 129 Street.Suite 408 Christine Limben-Barrows.Assistant County Attorney" Key West FL 33040 Derek V.Howard.Assistant County Attorney" (305)292-3470-Phone Peter H.Moths,Assistant County Attorney" (305)292-35lb-Fax Patricia Fables.Assistant County Attorney Paunece Scull,Assistant County Attorney Joseph X.DiNovo.Assistant County Attorney" 91 Board Certified in City.County&Local Gov.Law July 27,2021 Pamela G. Hancock, Deputy Clerk Monroe County Clerk's Office 500 Whitehead Street Key West, FL 33040 In Re: Resolution No. 033-2021, of the Board of County Commissioners of Monroe County,Florida with reference to Monroe County's purchase of 2855 Overseas Highway,Marathon,FL 33050,from Fishermen's Health, Inc. Dear Ms. Hancock: In connection with the above-referenced real property purchase, please find enclosed herewith the following: 1. Owner's Policy of Title Insurance,Policy No. 144103-1-2021-140-2021. 2730609-224063190, underwritten by Fidelity National Title, with the Named Insured as Monroe County Comprehensive Plan Land Authority, a land authority under section 380.0663(1), Florida Statutes,and Monroe County Ordinance No. 031-1986; 2. Original Special Warranty Deed, and a copy of the recorded Original Special Warranty Deed, recorded in Book 3106,Page 2158,Public Records of Monroe County,Florida; 3. A copy of the Settlement Statement wherein Monroe County, a political subdivision of the State of Florida, purchased real property located at 2855 Overseas Highway, Marathon, Florida,from Fishermen's Health, Inc., a Florida not-for-profit corporation; 4. Seller's Title Affidavit dated June 15, 2021, executed by Drew A. Grossman, Chief Executive Officer of Fishermen's Health, Inc.; 5. A Non-Foreign Certificate dated June 15,2021,executed by the Chief Executive Officer of Fishermen's Health, Inc.; 6. Original Bill of Sale dated June 15, 2021,executed by the Chief Executive Officer of Fishermen's Health, Inc.; 7. A certified copy of Corporate Resolutions and Incumbency Certificate executed on May 31, 2021, by William H. Dickinson, Secretary, Board of Directors, Fishermen's Health, Inc.; and, Pamela G.Hancock, Deputy Clerk July 27, 2021 Page Two S. Five (5)original surveys depicting Lots A-4 and D-14, Sombrero Subdivision No.6, according to the Plat thereof as recorded in Plat Book 2,Page 93, of the Public Records of Monroe County, Florida; said surveys are certified to: Monroe County, a political subdivision of the State of Florida; Fidelity National Title Insurance Company; and,True Title Florida Keys, Inc.,the closing agent. Sincerely,� Q Iy Paunece Scull Assistant Monroe County Attorney Enclosures: as stated °Fidelity National Title Ioomee Compaty Policy No.: 144103-1-2021-140-2021.2730609-224063190 OWNER'S POLICY OF TITLE INSURANCE Issued by FIDELITY NATIONAL TITLE INSURANCE COMPANY Any notice of claim and any other notice or statement in writing required to be given to the Company under this Policy must be given to the Company at the address shown in Section 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE CONDITIONS, FIDELITY NATIONAL TITLE INSURANCE COMPANY, a Florida corporation, (the "Company") insures as of Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or incurred by the Insured by reason of: 1. Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from (a) A defect in the Title caused by (i) forgery, fraud, undue influence, duress, incompetency, incapacity, or impersonation; (ii) failure of any person or Entity to have authorized a transfer or conveyance; (iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized, or delivered; (iv) failure to perform those acts necessary to create a document by electronic means authorized by law; (v) a document executed under a falsified, expired, or otherwise invalid power of attorney; (vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or (vii)a defective judicial or administrative proceeding. (b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but id. (c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land. 3. Unmarketable Title. 4. No right of access to and from the Land. 5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (a) the occupancy, use, or enjoyment of the Land; (b) the character, dimensions, or location of any improvement erected on the Land; (c) the subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. 6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice. 7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records. 8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. 9. Title being vested other than as stated Schedule A or being defective (a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws; or 2730609 ALTA Owners Policy 06/17/06 w-FL Mod_306 Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Page 1 of 6 (b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws by reason of the failure of its recording in the Public Records (I) to be timely, or (ii) to impart notice of its existence to a purchaser for value or to a judgment or lien creditor. 10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks 1 through 9 that has been created or attached or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. The Company will also pay the costs, attorneys' fees, and expenses incurred in defense of any matter insured against by this Policy, but only to the extent provided in the Conditions. IN WITNESS WHEREOF, FIDELITY NATIONAL TITLE INSURANCE COMPANY has caused this policy to be signed and sealed by its duly authorized officers. FIDELITYS`�N`A'TIIOON�(tAA/L TITLE INSURANCE COMPANY Countersigned: 1 By: f > By: Authorized Officer or Agent nley Gregory S. Oropeza =a'}arty x True Title Florida Keys, Inc. _� oplatle Randy R. Quirk 9 Ships Way Big Pine Key, FL 33043-3114 zzaa SEAL PresidentTe1:305-872-4005 %9$ r �� // 1 • d0 ` M" Fax: 4rxun„mr+° ,�,jlj V 'K Attest: Marjorie Nemzura Secretary 2730609 ALTA Owners Policy 06/17/06 w-FL Mod_306 Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Page 2 of 6 EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys'fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (it) the character, dimensions or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters: (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title. 4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. 2730609 ALTA Owners Policy 06/17/06 w-FL Mod_306 Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any '=" derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Page 3 of 6 CONDITIONS 1. DEFINITION OF TERMS of the United States District Court for the district where the The following terms when used in this policy mean: Land is located. (a)"Amount of Insurance": The amount stated in Schedule (j) "Title": The estate or interest described in Schedule A. A, as may be increased or decreased by endorsement to this (k) "Unmarketable Title": Title affected by an alleged or policy, increased by Section 8(b), or decreased by Sections 10 apparent matter that would permit a prospective purchaser or and 11 of these Conditions. lessee of the Title or lender on the Title to be released from the (b)"Date of Policy": The date designated as 'Date of Policy" obligation to purchase, lease, or lend if there is a contractual in Schedule A. condition requiring the delivery of marketable title. (c)"Entity": A corporation, partnership, trust, limited liability 2. CONTINUATION OF INSURANCE company, or other similar legal entity. The coverage of this policy shall continue in force as of Date (d)"Insured": The Insured named in Schedule A. of Policy in favor of an Insured, but only so long as the Insured (i) The term "Insured" also includes retains an estate or interest in the Land, or holds an obligation (A) successors to the Title of the Insured by secured by a purchase money Mortgage given by a purchaser operation of law as distinguished from purchase, including from the Insured, or only so long as the Insured shall have heirs, devisees, survivors, personal representatives, or next of liability by reason of warranties in any transfer or conveyance kin; of the Title. This policy shall not continue in force in favor of (B) successors to an Insured by dissolution, any purchaser from the Insured of either (i) an estate or merger, consolidation, distribution, or reorganization; interest in the Land, or (ii) an obligation secured by a purchase (C) successors to an Insured by its conversion to money Mortgage given to the Insured. another kind of Entity; 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED (D) a grantee of an Insured under a deed CLAIMANT delivered without payment of actual valuable consideration The Insured shall notify the Company promptly in writing (i) conveying the Title in case of any litigation as set forth in Section 5(a) of these (1)if the stock, shares, memberships, or other Conditions, (ii) in case Knowledge shall come to an Insured equity interests of the grantee are wholly-owned by the named hereunder of any claim of title or interest that is adverse to the Insured, Title, as insured, and that might cause loss or damage for (2)if the grantee wholly owns the named Insured, which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title. If (3)if the grantee is wholly-owned by an affiliated the Company is prejudiced by the failure of the Insured Entity of the named Insured, provided the affiliated Entity and Claimant to provide prompt notice, the Company's liability to the named Insured are both wholly-owned by the same person the Insured Claimant under the policy shall be reduced to the or Entity, or extent of the prejudice. (4)if the grantee is a trustee or beneficiary of a 4. PROOF OF LOSS trust created by a written instrument established by the In the event the Company is unable to determine the Insured named in Schedule A for estate planning purposes. amount of loss or damage, the Company may, at its option, (ii) With regard to (A), (8), (C), and (D) reserving, require as a condition of payment that the Insured Claimant however, all rights and defenses as to any successor that the furnish a signed proof of loss. The proof of loss must describe Company would have had against any predecessor Insured. the defect, lien, encumbrance, or other matter insured against (e) "Insured Claimant": An Insured claiming loss or by this policy that constitutes the basis of loss or damage and damage. shall state, to the extent possible, the basis of calculating the (f) "Knowledge" or "Known": Actual knowledge, not amount of the loss or damage. constructive knowledge or notice that may be imputed to an 5. DEFENSE AND PROSECUTION OF ACTIONS Insured by reason of the Public Records or any other records (a)Upon written request by the Insured, and subject to the that impart constructive notice of matters affecting the Title. options contained in Section 7 of these Conditions, the (g)"Land": The land described in Schedule A, and affixed Company, at its own cost and without unreasonable delay, improvements that by law constitute real property. The term shall provide for the defense of an Insured in litigation in which "Land" does not include any property beyond the lines of the any third party asserts a claim covered by this policy adverse area described in Schedule A, nor any right, title, interest, to the Insured. This obligation is limited to only those stated estate, or easement in abutting streets, roads, avenues, alleys, causes of action alleging matters insured against by this policy. ways or waterways, but this does not modify or limit the The Company shall have the right to select counsel of its choice extent that a right of access to and from the Land is insured by (subject to the right of the Insured to object for reasonable this policy. cause) to represent the Insured as to those stated causes of (h)"Mortgage": Mortgage, deed of trust, trust deed, or other action. It shall not be liable for and will not pay the fees of any security instrument, including one evidenced by electronic other counsel. The Company will not pay any fees, costs, or means authorized by law. expenses incurred by the Insured in the defense of those (i) "Public Records": Records established under state causes of action that allege matters not insured against by this statutes at Date of Policy for the purpose of imparting policy. constructive notice of matters relating to real property to (b)The Company shall have the right, in addition to the purchasers for value and without Knowledge. With respect to options contained in Section 7 of these Conditions, at its own Covered Risk 5(d), "Public Records" shall also include cost, to institute and prosecute any action or proceeding or to environmental protection liens filed in the records of the clerk 2730609 ALTA Owners Policy 06/17/06 w-FL Mod_306 Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Page 4 of 6 do any other act that in its opinion may be necessary or To pay or tender payment of the Amount of Insurance desirable to establish the Title, as insured, or to prevent or under this policy together with any costs, attorneys' fees, and reduce loss or damage to the Insured. The Company may take expenses incurred by the Insured Claimant that were any appropriate action under the terms of this policy, whether authorized by the Company up to the time of payment or or not it shall be liable to the Insured. The exercise of these tender of payment and that the Company is obligated to pay. rights shall not be an admission of liability or waiver of any Upon the exercise by the Company of this option, all provision of this policy. If the Company exercises its rights liability and obligations of the Company to the Insured under under this subsection, it must do so diligently. this policy, other than to make the payment required in this (c)Whenever the Company brings an action or asserts a subsection, shall terminate, including any liability or obligation defense as required or permitted by this policy, the Company to defend, prosecute, or continue any litigation. may pursue the litigation to a final determination by a court of (b) To Pay or Otherwise Settle With Parties Other Than the competent jurisdiction, and it expressly reserves the right, in Insured or With the Insured Claimant. its sole discretion, to appeal any adverse judgment or order. (i) To pay or otherwise settle with other parties for or in 6. DUTY OF INSURED CLAIMANT TO COOPERATE the name of an Insured Claimant any claim insured against (a)In all cases where this policy permits or requires the under this policy. In addition, the Company will pay any costs, Company to prosecute or provide for the defense of any action attorneys'fees, and expenses incurred by the Insured Claimant or proceeding and any appeals, the Insured shall secure to the that were authorized by the Company up to the time of Company the right to so prosecute or provide defense in the payment and that the Company is obligated to pay; or action or proceeding, including the right to use, at its option, (ii)To pay or otherwise settle with the Insured Claimant the name of the Insured for this purpose. Whenever requested the loss or damage provided for under this policy, together by the Company, the Insured, at the Company's expense, shall with any costs, attorneys' fees, and expenses incurred by the give the Company all reasonable aid (i) in securing evidence, Insured Claimant that were authorized by the Company up to obtaining witnesses, prosecuting or defending the action or the time of payment and that the Company is obligated to pay. proceeding, or effecting settlement, and (ii) in any other lawful Upon the exercise by the Company of either of the options act that in the opinion of the Company may be necessary or provided for in subsections (b)(i) or (ii), the Company's desirable to establish the Title, or any other matter as insured. obligations to the Insured under this policy for the claimed loss If the Company is prejudiced by the failure of the Insured to or damage, other than the payments required to be made, furnish the required cooperation, the Company's obligations to shall terminate, including any liability or obligation to defend, the Insured under the policy shall terminate, including any prosecute, or continue any litigation. liability or obligation to defend, prosecute, or continue any B. DETERMINATION AND EXTENT OF LIABILITY litigation, with regard to the matter or matters requiring such This policy is a contract of indemnity against actual cooperation. monetary loss or damage sustained or incurred by the Insured (b)The Company may reasonably require the Insured Claimant who has suffered loss or damage by reason of Claimant to submit to examination under oath by any matters insured against by this policy. authorized representative of the Company and to produce for examination, inspection, and copying, at such reasonable times (a)The extenticyhof lia o to co the hCe lessery for loss or damage and places as may be designated by the authorized under this policy shall not exceed the lesser of representative of the Company, all records, in whatever (i) the Amount of Insurance; or medium maintained, including books, ledgers, checks, (ii)the difference between the value of the Title as memoranda, correspondence, reports, e-mails, disks, tapes, insured and the value of the Title subject to the risk insured and videos whether bearing a date before or after Date of against by this policy. Policy, that reasonably pertain to the loss or damage. Further, (b)If the Company pursues its rights under Section 5 of if requested by any authorized representative of the Company, these Conditions and is unsuccessful in establishing the Title, the Insured Claimant shall grant its permission, in writing, for as insured, any authorized representative of the Company to examine, (i) the Amount of Insurance shall be increased by inspect, and copy all of these records in the custody or control 10%, and of a third party that reasonably pertain to the loss or damage. (ii)the Insured Claimant shall have the right to have the All information designated as confidential by the Insured loss or damage determined either as of the date the claim was Claimant provided to the Company pursuant to this Section made by the Insured Claimant or as of the date it is settled and shall not be disclosed to others unless, in the reasonable Paid. judgment of the Company, it is necessary in the administration (c)In addition to the extent of liability under (a) and (b), of the claim. Failure of the Insured Claimant to submit for the Company will also pay those costs, attorneys' fees, and examination under oath, produce any reasonably requested expenses incurred in accordance with Sections 5 and 7 of these information, or grant permission to secure reasonably Conditions. necessary information from third parties as required in this 9. LIMITATION OF LIABILITY subsection, unless prohibited by law or governmental (a)If the Company establishes the Title, or removes the regulation, shall terminate any liability of the Company under alleged defect, lien or encumbrance, or cures the lack of a right this policy as to that claim. of access to or from the Land, or cures the claim of 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; Unmarketable Title, all as insured, in a reasonably diligent TERMINATION OF LIABILITY manner by any method, including litigation and the completion In case of a claim under this policy, the Company shall have of any appeals, it shall have fully performed its obligations with the following additional options: respect to that matter and shall not be liable for any loss or (a)To Pay or Tender Payment of the Amount of Insurance. damage caused to the Insured. 2730609 ALTA Owners Policy 06/17/06 w-FL Mod_306 Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any := derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Page 5 of 6 (b)In the event of any litigation, including litigation by the policy and under the Rules in effect on the date the demand for Company or with the Company's consent, the Company shall arbitration is made or, at the option of the Insured, the Rules have no liability for loss or damage until there has been a final in effect at Date of Policy shall be binding upon the parties. The determination by a court of competent jurisdiction, and award may include attorneys' fees only if the laws of the state disposition of all appeals, adverse to the Title, as insured. in which the Land is located permit a court to award attorneys' (c)The Company shall not be liable for loss or damage to fees to a prevailing party. Judgment upon the award rendered the Insured for liability voluntarily assumed by the Insured in by the Arbitrator(s) may be entered in any court having settling any claim or suit without the prior written consent of jurisdiction thereof. the Company. The law of the situs of the land shall apply to an arbitration 10. REDUCTION OF INSURANCE; REDUCTION OR under the Title Insurance Arbitration Rules. A copy of the Rules TERMINATION OF LIABILITY may be obtained from the Company upon request. All payments under this policy, except payments made for 15. LIABILITY LIMITED TO THIS POLICY; POLICY costs, attorneys' fees, and expenses, shall reduce the Amount ENTIRE CONTRACT of Insurance by the amount of the payment. (a)This policy together with all endorsements, if any, 11. LIABILITY NONCUMULATIVE attached to it by the Company is the entire policy and contract The Amount of Insurance shall be reduced by any amount between the Insured and the Company. In interpreting any the Company pays under any policy insuring a Mortgage to provision of this policy, this policy shall be construed as a which exception is taken in Schedule B or to which the Insured whole. has agreed, assumed, or taken subject, or which is executed (b)Any claim of loss or damage that arises out of the status by an Insured after Date of Policy and which is a charge or lien of the Title or by any action asserting such claim shall be on the Title, and the amount so paid shall be deemed a restricted to this policy. payment to the Insured under this policy. (c)Any amendment of or endorsement to this policy must 12. PAYMENT OF LOSS be in writing and authenticated by an authorized person, or When liability and the extent of loss or damage have been expressly incorporated by Schedule A of this policy. definitely fixed in accordance with these Conditions, the (d)Each endorsement to this policy issued at any time is payment shall be made within 30 days. made a part of this policy and is subject to all of its terms and 13. RIGHTS OF RECOVERY UPON PAYMENT OR provisions. Except as the endorsement expressly states, it does SETTLEMENT not (i) modify any of the terms and provisions of the policy, (ii) (a)Whenever the Company shall have settled and paid a modify any prior endorsement, (iii) extend the Date of Policy, claim under this policy, it shall be subrogated and entitled to or(iv) increase the Amount of Insurance. the rights of the Insured Claimant in the Title and all other 16. SEVERABILITY rights and remedies in respect to the claim that the Insured In the event any provision of this policy, in whole or in part, Claimant has against any person or property, to the extent of is held invalid or unenforceable under applicable law, the policy the amount of any loss, costs, attorneys' fees, and expenses shall be deemed not to include that provision or such part held paid by the Company. If requested by the Company, the to be invalid, but all other provisions shall remain in full force Insured Claimant shall execute documents to evidence the and effect. transfer to the Company of these rights and remedies. The 17. CHOICE OF LAW; FORUM Insured Claimant shall permit the Company to sue, (a)Choice of Law: The Insured acknowledges the Company compromise, or settle in the name of the Insured Claimant and has underwritten the risks covered by this policy and to use the name of the Insured Claimant in any transaction or determined the premium charged therefor in reliance upon the litigation involving these rights and remedies. law affecting interests in real property and applicable to the If a payment on account of a claim does not fully cover the interpretation, rights, remedies, or enforcement of policies of loss of the Insured Claimant, the Company shall defer the title insurance of the jurisdiction where the Land is located. exercise of its right to recover until after the Insured Claimant Therefore, the court or an arbitrator shall apply the law of shall have recovered its loss. the jurisdiction where the Land is located to determine the (b)The Company's right of subrogation includes the rights of validity of claims against the Title that are adverse to the the Insured to indemnities, guaranties, other policies of Insured and to interpret and enforce the terms of this policy. In insurance, or bonds, notwithstanding any terms or conditions neither case shall the court or arbitrator apply its conflicts of contained in those instruments that address subrogation rights. law principles to determine the applicable law. 14. ARBITRATION (b)Choice of Forum: Any litigation or other proceeding Unless prohibited by applicable law, arbitration pursuant to brought by the Insured against the Company must be filed only the Title Insurance Arbitration Rules of the American in a state or federal court within the United States of America Arbitration Association may be demanded if agreed to by both or its territories having appropriate jurisdiction. the Company and the Insured at the time of a controversy or 18. NOTICES, WHERE SENT claim. Arbitrable matters may include, but are not limited to, Any notice of claim and any other notice or statement in any controversy or claim between the Company and the writing required to be given to the Company under this policy Insured arising out of or relating to this policy, and service of must be given to the Company at FIDELITY NATIONAL TITLE the Company in connection with its issuance or the breach of a INSURANCE COMPANY, Attn: Claims Department, P.O. Box policy provision or other obligation. Arbitration pursuant to this 45023, Jacksonville, FL 32232-5023. 2730609 ALTA Owners Policy 06/17/06 w-FL Mod_306 Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Page 6 of 6 Fidelity National Title • Insurance Company ALTA OWNER'S POLICY OF TITLE INSURANCE SCHEDULE A Name and Address of Title Insurance Company: Fidelity National Title Insurance Company P.O. Box 45023, 144103.1.27.09 Jacksonville, FL 32232-5023 File No.: 2021-140 Policy No.: 2730609-224063190 Address Reference: 2855 Overseas Highway, Marathon, FL 33050 (For information only) Amount of Insurance: $1,465,000.00 Premium: $6,237.50 Date of Policy: June 18, 2021 at 03:42 PM 1. Name of Insured: MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority under section 380.0663(1), Florida Statutes, and Monroe County Ordinance Number 031-1986 2. The estate or interest in the Land that is insured by this policy is: Fee Simple as shown by instrument recorded as Document No. 2326158 in Official Records Book 3106, Page 2158, of the Public Records of Monroe County, Florida. 3. Title is vested in: Monroe County, a political subdivision of the State of Florida 4. The Land referred to in this policy is described as follows: Lots A4, B4 and D-14, of SOMBRERO SUBDIVISION NO. 6, according to the Plat thereof as recorded in Plat Book 2, Page 93,of the Public Records of Monroe County, Florida. THE TELEPHONE NUMBER TO PRESENT INQUIRIES OR OBTAIN INFORMATION ABOUT COVERAGE AND TO PROVIDE ASSISTANCE IS 1-800-669-7450 ALTA Owners Policy(6/17/06) 2730609 (With Florida Modifications) Copyright American Land Title Association. All rights reserved. AmErticAN The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other u uses are prohibited. Reprinted under license from the American Land Title Association- 2021-140 SCHEDULE A (Continued) True Title Florida Keys, Inc. By: _5 — Gregory S. Oropeza President THIS POLICY VALID ONLY IF SCHEDULE B IS ATTACHED THE TELEPHONE NUMBER TO PRESENT INQUIRIES OR OBTAIN INFORMATION ABOUT COVERAGE AND TO PROVIDE ASSISTANCE IS 1-800-669-7450 ALTA Owner's Policy(6/17/06) 2730609 (With Florida Modifications) Copyright American Land Title Association. All rights reserved. The use of this Farm is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. 2021-140 Fidelity National Title K �sn Insurance Company SCHEDULE B File No.: 2021-140 Policy No.: 2730609-224063190 EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees, or expenses that arise by reason of: A. Any adverse ownership claim by the State of Florida by right of sovereignty to any portion of the Land insured hereunder, including submerged, filled and artificially exposed lands, and lands accreted to such lands. B. Taxes and assessments for the year 2021 and subsequent years,which are not yet due and payble. C. Any lien provided by County Ordinance or by Chapter 159, Florida Statutes, in favor of any city,town, village or port authority,for unpaid service charges for services by any water systems, sewer systems or gas systems serving the land described herein; and any lien for waste fees in favor of any county or municipality. See www.leg.state.fl.us/Statutes/Index.cfm or contact True Title Agency, Inc. for a copy of Chapter 159. D. Restrictions, dedications, conditions, reservations, easements and other matters shown on the plat of SOMBRERO SUBDIVISION NO. 6, as recorded in Plat Book 2, Page 93, but deleting any covenant, conditions, or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, handicap, familial status or national origin to the extent such covenants, conditions or restrictions violate 42 USC 3604(c). E. Subject to Chapter 22F-8 of Rules of the Department of Administration Commission declaring Boundaries and Principles for Guiding Development for Florida Keys Area of Critical State Concern, recorded in Book 668, Page 43, and any amendments thereto, Chapter 76-190 laws of the State of Florida amended Section 280.05. F. County Ordinance No. 10-1977 for the collection of waste in the County of Monroe, State of Florida, and any amendments thereto, County Ordinance No. 13-1978. G. Any land use restrictions which may have been or will be imposed by any governmental body including, but not limited to, The City of Marathon, Monroe County, Florida, the State of Florida, and the Corps of Engineers of the United State of America. H. Subject to Florida Keys Aqueduct Authority System Development fees, if any. ALTA Owner's Policy(6/17/06) 2730609 (With Florida Modifications) Copyright American Land Title Association. All rights reserved. AMERICAN The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. , 2021-140 SCHEDULE B (Continued) NOTE: All recording references in this form shall refer to the public records of Monroe County, Florida, unless otherwise noted. ALTA Owner's Policy(6/17/06) 2730609 (With Florida Modifications) Copyright American Land Title Association. All rights reserved. AMERICAN LAND TITLE The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other , ,„ uses are prohibited. Reprinted under license from the American Land Title Association. erg 2021-140 Doc N 2326158 Bk#31116 Pgit 2158 Electronically Recorded 6/18/2021 at 3:42 PM Pages 2 Filed and Recorded in Official Records of MONROE COUNTY KEVIN MADOK ElectronicallyREC:518.50 Deed Doc Stamp S10,255.00 Parcel Identification No: Alt,Key No. 1396001 /Parcel I.D.No.003 217 3 0-000 000. This instrument was prepared by Kyle R. Saxon,Esq. Saxon& Fink,LIP 9065 SW 87 Ave.,Suite 112 Miami Florida 33176 Return to: Gregory S. Orupeza, Esq. Ornpeza Stones Cardenas,PLI-C 221 Simonton Street Key West, FL 33040 305-294-0252 SPECIAL WARRANTY DEED THIS SPECIAL WARRANTY DEED is made and executed as of the 16th day of June, 2021, by FISHERMEN'S HEALTH,INC.. a Florida not-for-prolit corporation, whose address is 6R55 Red Road, Suite 600, Coral Gables, Florida 33143 (hereinafter called "Grantor') to MONROE COUNTY, a political subdivision of the State of Florida, whose post office address is 1100 Simonton Street, Suite 2-216,Key West,Florida 33040(hereinafter called "Grantee"): Witnesseth that Grantor, for and in consideration of the sum of Ten and no/lOOths Dollars ($10.00), and other good and valuable considerations, the receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, conveys and confirms unto Grantee,the following lands and properties(collectively the`Property"): Lots A-4,B-4 and D-14,of SOMBRERO SUBDIVISION NO.6,according to the Plat thereof as recorded in Plat Book 2, Page 93,of the Public Records of Monroe County, Florida. Subject to: - L Taxes for 2021 and subsequent years. 2. Applicable zoning ordinances. 3. Conditions, limitations, restrictions, and easements of record, provided, however that this shall not serve to re-impose same. TOGETHER, with all the tenements, hereditamcnts and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD,the same in fee simple forever. AND Grantor hereby covenants with Grantee that Grantor is lawfully seized of the Property in fee simple; that Grantor has good right and lawful authority to sell and convey the Doc.#2326158 Page Number: 2 of 2 Property, and hereby warrants the title to the Property and will defend the same against the lawful claims of all persons claiming by,through or under Grantor. IN WITNESS WHEREOF, Grantor has caused these presents to be duly executed by its authorized representative as of the day and year first above written. Signed,Sealed and Delivered in presence of: FISHERMEN'S HEALTH,INC., a y Florida not-for-profit corporation P tName: A_ Ay: Name: Lee ' OSSMAN,Chief Executive Officer STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me this /15 day of June,2021,by DREW GROSSMAN, Chief Executive Officer of FISHERMEN'S HEALTH,INC.,a Florida not-for-profit corporation. He is personally known to me or has produced as identification and did not take an oath. tart'Publ. ,.State of Florida My Co rssion Expires: ilr<T"'-�.'..(f Wary W/ OState I Commission GO3s94 ;21 xvcpmm.h,pIaesPO22,2024 aanaaanrag waoex Notary Adm. 2 Parcel Identification No: 1 Alt. Rralad Key No. 1396001 /Parcel LD.No.00321730-000000. Qlcel S$ This instrument was prepared by 2t' 3 a Kyle R. Saxon, Esq. Saxon& Fink, LLP 9065 SW 87 Ave., Suite 112 Miami Florida 33176 Return to: Gregory S. Oropeza, Esq. Oropeza Stones Cardenas, PLLC 221 Simonton Street Key West, FL 33040 305-294-0252 SPECIAL WARRANTY DEED THIS SPECIAL WARRANTY DEED is made and executed as of the 16th day of June, 2021, by FISHERMEN'S HEALTH, INC., a Florida not-for-profit corporation, whose address is 6855 Red Road, Suite 600, Coral Gables, Florida 33143 (hereinafter called "Grantor") to MONROE COUNTY, a political subdivision of the State of Florida, whose post office address is 1100 Simonton Street, Suite 2-216, Key West, Florida 33040 (hereinafter called "Grantee"): Witnesseth that Grantor, for and in consideration of the sum of Ten and no/100ths Dollars ($10.00), and other good and valuable considerations, the receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, conveys and confirms unto Grantee, the following lands and properties(collectively the"Property"): Lots A-4, B-4 and D-14,of SOMBRERO SUBDIVISION NO. 6, according to the Plat thereof as recorded in Plat Book 2, Page 93, of the Public Records of Monroe County, Florida. Subject to: 1. Taxes for 2021 and subsequent years. 2. Applicable zoning ordinances. 3. Conditions, limitations, restrictions, and easements of record, provided, however that this shall not serve to re-impose same. TOGETHER, with all the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD,the same in fee simple forever. AND Grantor hereby covenants with Grantee that Grantor is lawfully seized of the Property in fee simple; that Grantor has good right and lawful authority to sell and convey the Property, and hereby warrants the title to the Property and will defend the same against the lawful claims of all persons claiming by, through or under Grantor. IN WITNESS WHEREOF, Grantor has caused these presents to be duly executed by its authorized representative as of the day and year first above written. Signed, Scaled and Delivered in t presence of: -,. � FISHERMEN'S HEALTH,INC., a �,, 'A /A ' Florida not-for-profit corporation tName: W n .I MU Ulnti""•- By: P Name: i 'Car OSSMAN, Chief Executive Officer STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me this /9 day of June, 2021, by DREW GROSSMAN, Chief Executive Officer of FISHERMEN'S HEALTH,INC., a Florida -.notfor-profit corporation. He is personally known to me or has produced as identification and did not take an oath. AAi tary Publ , State of Florida My Co r ission Expires: pA�_`';?% • ` Notary PohLiLc n SSAtaNtABoR/L AF or ida ti Commission GG 945n%,aq� Ny Comm.Expires Feb 22,2034 Bonded through National Notary Assn. 2 OMB NO.2502-0265 A B. TYPE OF LOAN U.S.DEPARTMENT OF HOUSING&URBAN DEVELOPMENT 1.0 FHA 2. FmHA 3.Q Cony.UMns. 4.❑VA 5.❑Cony.Ins. SETTLEMENT STATEMENT e. FILE NUMBER: T. LOAN NUMBER:. 2021-140 B. MORTGAGE INS CASE NUMBER: C. NOTE: TNsbmk lomished to gm you a tenant of Waal sswamenf casts.. Amow(speld to end by the settlement pool my shown. Moyne marked VOCF were pee outside thecbabg.They ars shown Sc.bNbmmdonSOMPo303 end an no MONISM M oeMO hgst-twllel D. NAME AND ADDRESS OP BUYER F. NAME AND ADDRESS OF SELLER: F. NAME AND ADDRESS OF LENDER: Monroe Ccuny,a political sutdlvmlm of the Fbaemenl Health Inc.,a Florida not-for-prom State of Florida coparaion 1100 Simonton Skeet 8855 SW 57N Avenue,Suits 6W Key West,FL 33000 Miami,FL 33143 G. PROPERTY LOCATION: H. SETrLEMENTAGENT: I.SETTLEMENT DATE: 2855 Overseas Highway Tone life Florida Keys,Inc. Marathon,Fl33050 PLACE OF SETTLEMENT: Monroe COurdy,Florida BSh�yky DISBURSEMENT DATE. BM Plne Key,FL 33043 J.SUMMARY OF BUYER'S TRANSACTION K.SUMMARY OF SELLER'S TRANSACTION 100.GROSS AMOUNT DUE FROM BUYER: 400.GROSS AMOUNT DUE TO SELLER: 101.Contract sates Dice 1065,000.00 401.Contract tales prim 1p85,Wc.00 102.Personal prWMy 402.Personal property • 103.Settlement charges to buyer(fine 14130) 9,51660 403. 104. 90a. 105. 'Sole AdlusMrenls W Hems paid by seller k&Nance ASussnenla for Rena paid by Seiko in advance 106.City/Town taxes 406.City/Town taxes 10T.County taxes ET.Cnuny tares 100.Assessments 408.Assessments 109. Son. 110. 410. 111. 411. 112. 412. 120.GROSS AMOUNT DUE FROM BUYER 1,474,51560 420.GROSS AMOUNT DUE TO SELLER 1.465,080.00 200.AMOUNTS PAID BY OR IN BEHALF OF BUYER: 500.REDUCTIONS IN AMOUNT DUE TO SELLER: 201.Depositor gamest money 501.Excess deposit(see lsulrucliw) 202,PMCIDY amount of new Wants) 502.Settlement charges b seller(Wee 1400) 22 760.92 203.ExIstIng loan(s)taken subject to 503.Ex40ng loan(s)taken subject to 1(R. 504.Payoff of fret mortgage an 205. 505.Payoff of second mortgage loan 2W. 508. 207.Land Swap Value 1065000.00 507,Land Swap Vetere 1465,W0.6O 200. 508. Adn taxes 510. Hems unpaid by seller AdjustmenCity/Town for Items unpaid by sailer 210.City/Town 510.Ciy?cwn Mesa 211, Gents 511.County Woes 212.Assessments 512.Assessments 213. 51 . 214. 514. 215. 515. 216. 516. 217. 51 . 218. 518. 210. 519. 220.CTOTAL ASHAAID BY/FOR BUYER 1.465.000.00 WO.TOTAL REDUCTION SETTLIONANOUNT TOIFROE SELLER 1ABT,]88.82 300.CASH AT SETTLEMENT FROM/TO BUYER: 000.GASH AT SETTLEMENT TOIPROM SELLER: 301.Gross amountdue from Buyer(Line 2S) 1.474,516.50 801. amount ndue In Sear(Line 420) 1O05,W0.00 302.LASH FROM paid OR Buyer(Una 220) ( 1.E ,W0.00( 802.Lose reductions duos sitter(Line 520) ( 1,E2 760.92 303.CASH FROM BUYER 9,518.50 003,CASH FROM SELLER 22,Te5B2 nisei.,maxim Si 411257PAI 21 eon a L.SETTLEMENT CHARGES 700. TOTAL COMMISSION Eased on Price 6 ® P %`• uo ROM PAID new OM gle slon of Commission e 200/as Fclowe• BUYER'9 SELLER'S FUNOSAT FUNDS AT .rot to 202 to SETTLEMENT 9ETRFeAENT 703. Commission Paid at Settlement 704. M M0. ITEMS PAYABLE IN CONNECTION WITH LOAN 801. Loan Origination Fee % b 802. Loan Dis000nt % b 003. ApprelearTee 10 804. Credit report M 805. Lend&slnspection fee b BOB. Morlgps Insurance appilettOonM b 807. Assumption fee to Bon, to 809. 810. to 811. to 000. ITEMS REQUIRED BY LENDER TO BE PAID IN ADVANCE 901. Inter From to @ S /day 902. Mort me Insurance premium for month to 903. HazedM premium for yearb 904. for yearn 906. to 1000.RESERVES DEPOSITED WITH LENDER 11301.Hazard insurance Months MI pet Month 1002.Mortgage mwnnoe Months per Month 1003.City property taxes Months per Monier 11:04,County property taxes Months per Month 1005.Annual aavesements Months per Month n e per 1007. Months M per Month 1008. Months a per Month 1100.TITLE CHARGES 1101.Settlement or closing fee to True Title Florida Key%Inc. 350.00 1102.Abstract or No search to Fidelity Na W nel Title Insurance Company 400.00 1103.moe eaeminlloa to 1100,Tile'neurones binder to 1106.Documentprepue0on to 1108.Notary for to 1107.Stones end Cardenas to Adele V.Manes,RA. 2,50000 Oncbdee above Item numbers: 11oe.Owner's policy premium to True lie Aeenryffldelty National The Ineurenc 6,237.50 (Includes above hem numbers: 7_ 1109.Lenders coverage 1110.OwneM1 coverage S 1,485,000.00 6.237.50 1111. to u R. to 1113. to .1200.GOVERNMENT RECORDING AND TRANSFER CHARGES 1201.Recording lees: Deed $2T.00; Mortgage RMeaem 27.00 1202.County Intangible tadmain Deed ; Mortgage • 1205.Slab tex/slRpps: Deed S10,255.00; Mortgage 10,255.00 1204. to 1205.Dort relbn of RMr010ne to Clerk of OourvePN Recording 52.50 1206.Electronic Recording b Clerk of CouNWN Recording 4.00 4.00 1300,ADDITIONAL SETTLEMENT CHARGES 1301.County RC Tex noel to 541621 to San C.Steele.CFG 4A75.80 1302.Sewer Assessment Payoff to City of Marathon 7.981.152 1303. b 1300. to 1305. W 1400.TOTAL SETTLEMENT CHARGES(Enter on Linea 103,Section J and 502,Section K) 9,518.50 22,108.92 HUD-1 SETTLEMENT STATEMENT ADDENDUM FIIM No.: 2021-110 I have carefully reviewed the HUD-1 Settlement Statement and to the best of my knowledge and belief,it Is a true and accurate statement of all receipts and disbursements made on my account or by me in this transaction. I further certify that I have received a copy of the HUD-1 Settlement Statement. Buyer/Borrower Seller Monroe County,a political subdivision of the State of - Fishermen's Health Inc. a Florida not-for-profit coperation Florida _ BY: B ��� -411111w- Mohoe Colnlron D ,Executive FLU Monroe Canty Mayor C of EsecuUve Officer Settlement Agent The HUD-1 Settlement Statement which I have prepared Is a true and accurate account of this transaction. I have caused or will cause the funds to be disbursed In accordance with this statement. True Title Florida Keys,Incc By: (�-+la° Mirk Date: 0766°227 - WARNING: It Is a crime to knowingly make false statements to the United States on this or any other similar form. Penalties upon conviction can Include a fine and imprisonment. For details see: Title 18 U.S. Code Section 1001 and Section 1010. • HU0-1 settlement Slemmenl Addendum 2021-140 HUD-1 SETTLEMENT STATEMENT ADDENDUM File No.: 2021-140 I have carefully reviewed the HUD-1 Settlement Statement and to the best of my knowledge and belief, it is a true and accurate statement of all receipts and disbursements made on my account or by me in this transaction. I further certify that I have received a copy of the HUD-1 Settlement Statement. Buyer/Borrower Seller Monroe County, a political subdivision of the State of Fishermen's Health Inc., a Florida not-for-profit coporation Florida �^ ,I- - - �«. BY: �(Ls-rrvti— BY: Roman Gastesi Drew A. Grossman County Adminstrator Chief Executive Officer Settlement Agent The HUD-1 Settlement Statement which I have prepared is a true and accurate account of this transaction. I have caused or will cause the funds to be disbursed in accordance with this statement. True Title Florida Keys, Inc. By: —piLa( )6L9'YL'!'r�. Date: /1//6427u;-7 WARNING: It is a crime to knowingly make false statements to the United States on this or any other similar form. Penalties upon conviction can include a fine and imprisonment. For details see: Title 18 U.S. Code Section 1001 and Section 1010. SELLERS' TITLE AFFIDAVIT STATE OF FLORIDA COUNTY OF MONROE BEFORE ME, the undersigned authority, this day personally appeared DREW A. GROSSMAN ("Affiant"), the Chief Executive Officer of FISHERMEN'S HEALTH, INC., a Florida not-for-profit corporation ("Fishermen's"), whose address is 3301 Overseas Highway, Marathon,Florida 33050, who, upon being by me first duly sworn, depose and say as follows: 1. That Fishermen's is the owner of the following described real property located in Miami-Dade County, Florida: Lots A-4, B-4 and D-14, of SOMBRERO SUBDIVISION NO. 6, according to the Plat thereof, as recorded in Plat Book 2,Page 93, of the Public Records of Monroe County,Florida. (the"Property"). 2. That to Affiant's knowledge there are no mechanics' liens against said premises, no claims for labor or materials furnished for improving the same remaining unpaid to date, and that no work has been done or materials furnished within the past three (3) months from date hereof, bills for which remain unpaid. 3. That the Property is unencumbered by the lien of any judgment, writ of attachment, income tax or intangible property tax made, acquired or suffered by and/or through Fishermen's. 4. That Fishermen's is in sole and exclusive possession of the Property and there are no other persons with claims or rights to possession of the Property. 5. That there are no insolvency or bankruptcy proceedings pending against Fishermen's and Fishermen's has never been declared insolvent or bankrupt. 6. That the Property does not comprise all or substantially all of Fishermen's property or assets. 7. That this affidavit is made and given for the purpose of inducing MONROE COUNTY, a political subdivision of the State of Florida to purchase the Property. 8. Affiant further states that there are no claims or proceedings which are currently pending against Fishermen's, or the Property, which could create or arise to a lien on the Property prior to the recording of the closing documents executed concurrently herewith including,but not limited to, the special warranty deed conveying title to MONROE COUNTY, a political subdivision of the State of Florida. 9. Affiant covenants and avers that he shall not execute any conveyance, mortgage or other instrument affecting title to the Property or perform any acts which could create a lien or encumbrance against the Property prior to the recording of the special warranty deed in favor of MONROE COUNTY, a political subdivision of the State of Florida. FISHERMEN'S HEALTH, INC.,- a Florida not- for-profit corporation By: DRFZ, . GROSSMAN, Chief Executive Officer The foregoing instrument was agknowledged before me by means of V physical presence or _ online notarization, this /5—day of June, 2021, by DREW A. GROSSMAN, the Chief Executive Officer of FISHERMEN'S HEALTH, INC., a Florida not-for-profit corporation. He is perially known to me_ or produced as identification and did take an oath. ,otary P c, State of Florida My Con-mission Expires: sn rV..,._ GISELLE SANABRIA f,Q ':NNotary Public-State of Florida s Commission if942521 `,.or iB.o My Comm.Expires Feb 22,2024 , landed through Mahone(Notary Assn. NON-FOREIGN CERTIFICATE Section 1445 of the Internal Revenue Code provides that a transferee (buyer) of a United States real property interest must withhold tax if the transferor (seller) is a foreign person. To inform the transferee (buyer) that withholding of tax is not required upon the disposition of a United States real property interest, the undersigned hereby certifies the following: 1. FISHERMEN'S HEALTH, INC., a Florida not-for-profit corporation is not a nonresident alien for purposes of United States income taxation; 2. The United States taxpayer identifying number for FISHERMEN'S HEALTH, INC., is 82-1682066; and 3. The address for FISHERMEN'S HEALTH, INC. is 3301 Overseas Highway, Marathon, Florida 33050. Under penalties of perjury, the undersigned declares that he has have examined this certification and to the best of his knowledge and belief it is true,correct and complete. FISHERMEN'S HEALTH, INC., a Florida not- for-profit corporation By: D .GROSSMAN, Chief Executive Officer The foregoing instrument was acknowledged before me by means of ✓ physical presence or online notarization, this /S day of June, 2021, by DREW A. GROSSMAN, the Chief Executive Officer of FISHERMEN'S HEALTH,INC.,a Florida not-for-profit corporation. He is personally known to me or produced as identification and did take an oath. , r otary P ic, State of Florida My Co 'ssion Expires: Pi GISELLE SANABRIA `h'; Notary Public•State of Florida Commission a GG 942521 M My Comm.Eaplres Feb 22.2024 Bonded through National Notary Assn. BILL OF SALE KNOW ALL MEN BY THESE PRESENTS, That FISHERMEN'S HEALTH, INC., a Florida not-for-profit corporation, party of the first part, for and in consideration of the sum of Ten and No/100ths Dollars ($10.00), lawful money of the United States, to it paid by MONROE COUNTY, a political subdivision of the State of Florida, party of the second part, by these presents does grant, bargain, sell, transfer and deliver unto the said party of the second part, all furnishings, fixtures and equipment owned by Fishermen's Health, Inc. and located on or within the following described real property located in Monroe County, Florida: Lots A-4, B-4 and D-14, of SOMBRERO SUBDIVISION NO. 6, according to the Plat thereof, as recorded in flat Book 2, Page 93, of the Public Records of Monroe County,Florida. TO HAVE AND TO HOLD the same unto the said party of the second part forever. And it does covenant to and with the said party of the second part that it is the lawful owner of the said furnishings, fixtures and equipment; that they are free from all encumbrances; and that it has good right to sell the same as aforesaid, and that it will warrant and defend the sale of the said furnishings, fixtures and equipment hereby, made, unto the said party of the second part, against the lawful claims and demands of all persons whomsoever. IN WITNESS WHEREOF, FISHERMEN'S WEALTH, INC., a Florida not-for-profit corporation, has caused this Bill of Sale to be executed by its Chief Executive Officer as of the /S day of June, 2021. FISHERMEN'S HEALTH, INC., a Florida not- for-profit corporation By: OSSMAN, Chief Executive Officer The foregoing instrument was acji.powledged before me by means of ✓ physical presence or _ online notarization, this /5 day of June, 2021, by DREW A. GROSSMAN, the Chief Executive Officer of FISHERMEN'S HEALTH,INC., a Florida not-for-profit corporation. He is personally known to me or produced as identi cation and did take an oath. otary Pub ' , State of Florida My Co fission Expires: v'iw, GISELLE SANABRIA P %"{ Notary Public-State of Florida St Commission a GG 942521 ,n My Comm.Expires Feb 22.2024 Bonded through National Notary Assn. CERTIFIED COPY OF CORPORATE RESOLUTIONS AND INCUMBENCY CERTIFICATE I, William H. Dickinson, Secretary of the Board of Directors of FISHERMEN'S HEALTH, INC., a Florida not-for-profit corporation (the "Corporation"), DO HEREBY CERTIFY, that the following is a true and correct copy of the resolution adopted by the Board of Directors of the Corporation, and that the resolution contained herein is still in full force, and as of the date hereof,has not been in any respect altered, revised or repealed. WHEREAS, the Corporation previously entered into that certain Agreement For Purchase And Sale (the "Fishermen's Agreement") with MONROE COUNTY, a political subdivision of the State of Florida("Monroe County"), for sale of the property legally described as follows: Lots A-4, B-4 and D-14, of SOMBRERO SUBDIVISION NO. 6,according to the Plat thereof, as recorded in Plat Book 2, Page 93, of the Public Records of Monroe County, Florida. (the"Fishermen's Property"),and WHEREAS, the Corporation previously entered into that certain Agreement For Purchase And Sale (the "Library Agreement") with MONROE COUNTY, a political subdivision of the State of Florida ("Monroe County"), for purchase of the property legally described in Exhibit"A" attached hereto (the"Library Property"), and WHEREAS, the Fishermen's Agreement and the Library Agreement provide that the Fishermen's Property and the Library Property are both valued at $1,465,000.00, and that the conveyance of the Fishermen's Property to Monroe County and the conveyance of the Library Property to the Corporation shall occur simultaneously, and WHEREAS, the Board of Directors of the Corporation has approved the sale of the Fishermen's Property to Monroe County and the purchase of the Library Property from Monroe County, as provided in the Fishermen's Agreement and the Library Agreement, NOW THEREFORE, BE IT RESOLVED, that Drew A. Grossman, the Chief Executive Officer of the Corporation and Jay A. Hershoff, the Chairperson of the Board of Directors of the Corporation are each authorized and empowered to execute and deliver a special warranty deed and such other documents as are necessary or convenient to effect the sale of the Fishermen's Property to Monroe County, and to effect the purchase of the Library Property by the Corporation. IN WITNESS WHEREOF, I have hereunto set my hand as Secretary of the Board of Directors of FISHERMEN'S HEALTH,INC.,this gJ l,rf day off May,2021. William H. Dickinson, Secretary of the Board of Directors of Fishermen's Health, Inc. 7z� a< 'a ?U >o V U o o aw0 wJ s oz z� 33°=wa UUt w2>F-� �F OmQ wQ ru n= oza r /1 a0 mF-O¢a ¢a0 ¢rvE cn3 u�w�>wz £ r. zWa°a'oZ°ziC Mi O � b ooai�or Fa°o to O a�a3°oo oT n�wa mow o�m�o -. _ \ zoF°o a��i�z v,�v.u�a k N 'A, �g 3 N m Q O N W` 2 i / V 7 ® O z ^o Ul000L Qm LL �EpN a �" QQ � a OO \ ���E, ENVY P1P1� u�m 5 '� N w a m 'c 29'Pcca a� 90• P M g H D O e s z Se 503o ao p 00 0 m O 00 Q m a z o N r0 O \ _ d- J � Q OJ K Z �o / roJ W 0 � p0 tSOOK�/OE6 _ U a O ° mNa 06 N. W lsp p m W z moo 2 0�, }o3q•GO J� 3'P` N1 \ E U w PR W \ > W LL z d� v W "a v c N 7 W U Z y Z OQ U� K x9 5_p Y po- V Eii F- \ a O O U r0 �my0 2 Nrg N2 -yoo "�^ ., O O n i sG[� 1 r S Pv NU V'O \a / �L 28jH R�pT�ti o 0 J o