Item F3 BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: 1/31/2014 Division: County Administration___
Bulk Item: Yes X No Staff Contact: Natileene Cassel/292-3470
AGENDA ITEM WORDING: Approval of instrument entitled"Agreement and Acknowledgement"
and authorization for Mayer to execute. This document is one of three instruments necessary to
complete the closing for the purchase of Rowell's property set for the afternoon of January 31, 2014.
ITEM BACKGROUND: General and specific exceptions were written into the Sale and Purchase
Agreement but are not necessary to be listed on the Warranty Deed so long as the County agrees that
the property be subject to the title exceptions as reflected on the County's title insurance policy. This
agreement accomplishes that goal.
PREVIOUS RELEVANT BOCC ACTION: On April 17, 2013, the BOCC authorized the County
Administrator to obtain two appraisals of Tracts 1 and 2, Highland Shores Subdivision and adjoining
Parcels "A" and "B" (formerly Rowell's Marina) to determine the feasibility and value of the property.
At the October 2013, BOCC meeting, the BOCC approved a Sale and Purchase agreement, which
passed the BOCC with the stipulation that the Sale and Purchase include a business plan. On
November 20, 2013 the BOCC gave final approval for the purchase, closing date set for January 31,
2014.
CONTRACT/AGREEMENT CHANGES: N/A
STAFF RECOMMENDATIONS: Approval
TOTAL COST: N/A INDIRECT COST: N/A BUDGETED: Yes X No
COST TO COUNTY: part of the purchase SOURCE OF FUNDS:
REVENUE PRODUCING: Yes_ No X AMOUNT PER YEAR: N/A
Plus sales tax
APPROVED BY: Count Att OMB/Purchasing r y y_ u chasing Risk Management NIA
DOCUMENTATION: Included X Not Required
DISPOSITION: AGENDA ITEM#
Revised 11/06
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AGREEMENT AND ACKNOWLEDGMENT
THIS AGREEMENT AND ACKNOWLEDGMENT is made as of the_ of January,2014,
by MONROE COUNTY,FLORIDA,a political subdivision of the State of Florida("Grantee"),and
LARGO SUN VISTA ACQUISITION CO.,LLC,a Florida limited liability company("Grantor"):
WITNESSETH:
WHEREAS,Grantee,as Purchaser,and Grantor,as Seller,made and entered into that certain
Agreement for Sale and Purchase dated October 16, 2013, as amended(the"Agreement"); and
WHEREAS,the Agreement provides that title to the"property"described in the Agreement is
to be transferred from Grantor, as Seller, to Grantee, as Purchaser, by Statutory Warranty Deed
subject to the exceptions to title set forth in numbered paragraphs 1 —7, inclusive,and 9 of Exhibit
"B" to the Agreement(the"Specific Exceptions"); and
WHEREAS,Grantee has requested and Grantor has agreed that the Statutory Warranty Deed,
instead of reciting the Specific Exceptions in it take exception for and be"subject to taxes for the year
2014 and all subsequent years; covenants, conditions, restrictions, limitations, easements and
agreements of record provided,however, that the foregoing shall not operate to reimpose the same"
(the"General Exceptions").
NOW, THEREFORE,for good and valuable considerations each to the other delivered,receipt
and sufficiency are acknowledged, Grantor and Grantee hereby agree as follows:
l. Terms or words used herein which are either capitalized or are in quotes but are not
defined herein, shall have the meanings ascribed to them in the Agreement.
2. Notwithstanding that the Grantor has agreed and does hereby agree that the Statutory
Warranty Deed does not and will not recite that the title to the "property" conveyed thereby by
Grantor to Grantee is and will be subject to the"Specific Exceptions", Grantee acknowledges and
agrees that it accepts title to the"property"subject to both the General Exceptions and the Specific
Exceptions,and that it will not assert or otherwise bring or institute any breach of warranty of title or
other claim or action against Grantor as a result of the Specific Exceptions not being expressly set
forth in and not being expressly recited by Grantor in said Statutory Warranty Deed.
IN WITNESS WHEREOF,the undersigned have made and entered into this Agreement and
Acknowledgment as of the date first above written.
GRANTEE:
MONROE COUNTY, FLORIDA, a political
subdivision of the State of Florida
Its Mayor
By
Amy Heavilin, Clerk
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MONROE COUNTY ATTORNEY:
MONROE COUNTY ATTORNEY APPROVED AS TO FORM
APP OVED AS TO FO
NATILEENE W. CASSEL Natileene W.Cassel,Assistant CountyAttorney
SSISTANT COUNTY ATTORNEY
Date
Date:
GRANTOR:
LARGO SUN VISTA ACQUISITION CO., LLC
By: SVMG KEYS ACQUISITION CO., LLC,
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