01/31/2024 Agreement AGREEMENT FOR THE PURCHASE OF LANDS
31 st January 2024
THIS AGREEMENT is made and entered into this 46## day of r by and
between
Lignumvitae Flower, LLC
(hereinafter"Seller(s)"), for themselves, their heirs, executors, administrators, successors and assigns,
and MONROE COUNTY, FLORIDA(hereinafter"COUNTY").
WITNESSETH:
1. In consideration of Ten Dollars ($10.00) in hand, paid by the COUNTY, the receipt of which is hereby
acknowledged, the Seller(s) agree to sell to the COUNTY certain lands upon the terms and
conditions hereinafter set forth, and for the price of $120,000 for all of the lands and other interests,
which lands shall include all tenements, hereditaments, together with all water and other rights,
easements, appurtenances, and any and all of the Seller's rights in or arising by reason of ownership
thereunto belonging, owned by them, situate and lying in the County of Monroe, State of Florida,
more particularly described as follows; to-wit:
Block 1, Lot 4, Key Largo Beach (PB 2-149)
Vacant Lot 4 Portion of Parcel ID# 00501090-000000
2. The Seller(s)agree that they have full right, power and authority to convey, and that they will convey
to the COUNTY the fee simple title together with legal and practical access thereto clear, free and
unencumbered, except subject to the following easements or reservations:
Existing easements for canals, ditches, flumes, pipelines, railroads, public highways and roads,
telephone, telegraph, power transmission lines and public utilities.
The COUNTY, at the COUNTY'S expense, within the time allowed to deliver evidence of title and
to examine same, may have the real property surveyed and certified by a registered Florida
surveyor. If the survey discloses encroachments on the real property or that improvements located
thereon encroach on setback lines, easements, lands of others, or violate any restrictions, contract
covenants, or applicable governmental regulations, the same shall constitute a title defect.
Seller(s) shall convey a marketable title subject only to the aforementioned liens, encumbrances,
exceptions or qualification set forth herein. Marketable title shall be determined according to
applicable title standards adopted by authority of the Florida Bar and in accordance with law. The
COUNTY shall have sixty (60) days from the Effective Date in which to examine title. If title is found
defective, the COUNTY shall, within this specified time period, notify Seller(s) in writing specifying
defect(s). If the defect(s) render title unmarketable the Seller(s)will have one hundred twenty (120)
days from receipt of notice within which to remove the defect(s). The Seller(s)will use diligent effort
to correct defect(s) in title within the time provided therefore, including the bringing of necessary
suits, failing which the COUNTY shall have the option of either accepting the title as it then is or
rescinding the Agreement herein.
3. The Seller(s)further agree not to do, or suffer others to do, any act by which the value or title to said
lands may be diminished or encumbered while this Agreement is pending. It is further agreed that
any loss or damage occurring prior to the vesting of satisfactory title in the COUNTY by reasons of
the unauthorized cutting or removal of products therefrom, or because of fire, shall be borne by the
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Seller(s); and that, in the event any such loss or damage occurs, the COUNTY may, without liability,
refuse to accept conveyance of said lands.
4. The Seller(s)further agree that during the period covered by this instrument officers and accredited
agents of the COUNTY shall have at all reasonable times the unrestricted right and privilege to enter
upon said lands for all proper and lawful purposes, including examination of said lands and the
resources upon them. The Seller(s) hereby waive their rights to any and all claims against the
COUNTY or the State of Florida associated with, or arising from ownership of, said lands and this
waiver shall survive closing.
5. The Seller(s) will execute and deliver upon demand of the proper officials and agents of the
COUNTY a good and sufficient deed of warranty conveying to the COUNTY a marketable title to
the said lands of such character as to be satisfactory to the legal counsel of the COUNTY and said
deed shall provide that the use, occupation and operation of the rights-of-way, easements and
reservations retained therein, shall be subordinate to and subject to such rules and regulations as
may be prescribed by the COUNTY governing the use, occupation, protection and administration of
lands.
6. In consideration whereof the COUNTY agrees that it will purchase all of said lands and other
interests at the price of $120,000. The COUNTY further agrees that, after the preparation,
execution, and delivery of the deed, and after the legal counsel of the COUNTY shall have approved
the title thus vested in the COUNTY, it will cause to be paid to the Seller(s)the purchase price. The
COUNTY shall pay the following expenses associated with the conveyance of the property: deed
recording fees, settlement fees, abstract fees, title examination fees, the Buyer's attorney's fees,
and title insurance, as well as the prorata share of prepaid real property taxes allocable to the period
subsequent to the vesting of title in the COUNTY, or the effective date of possession of such real
property by the same, whichever is earlier. The Seller(s) shall pay the expenses of documentary
stamps to be affixed to the deed and the removal of trash, debris, and structures from the property,
if any, and real estate commissions, if any. Full possession of the premises shall pass to the
COUNTY as of the date payment is made to the Seller(s) subject only to the reservations stated in
Section 2 above.
7. It is mutually agreed that an abstract, title insurance policy or other evidence of title to the property
herein contracted to be sold, satisfactory to the legal counsel of the COUNTY will be obtained by
the COUNTY at its expense. The Seller(s) expressly agree herein to furnish to the COUNTY any
documents in Seller(s)'s possession establishing evidence of title including, but not limited to,
abstracts, title commitments, title policies and opinions of title.
8. It shall be the obligation of the Seller(s) to pay all taxes and assessments outstanding as liens at
the date title vests of record in the COUNTY, whether or not such taxes and assessments are then
due and payable.
9. It is mutually understood and agreed that notice of acceptance of this Agreement shall be given to
the Seller(s) by email to the address provided by the Seller(s) or by mail addressed to the Seller(s)
at the following address:
150 Tampa Drive
Tavernier, FL 33070
and shall be effective upon date of mailing and shall be binding upon all of the Seller(s) without
sending a separate notice to each, except as such obligation may be affected by the provisions of
paragraph 6 hereof.
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