05/15/2025 Agreement GVS COURTq°
o: A Kevin Madok, CPA
-
�o ........ � Clerk of the Circuit Court& Comptroller Monroe County, Florida
�z cooN
DATE: May 17, 2024
TO: Christine Hurley, Executive Director
Monroe County Land Authority
ATTN: Dina Gambuzza
Office Manager
FROM: Liz Yongue, Deputy Clerk
SUBJECT: May 15, 2024 BOCC Meeting
The following item has been executed added to the record:
F2 Agreement for the Purchase of Less Than Fee Interest in Block 19, Lots 4, 5, 6,
19, 20, and 21, Palm Villa on Big Pine Key, near mile marker 30 from Robert C. D'Antonio and
Susann D'Antonio for density reduction purposes, retiring 5 Transferrable Development Rights
(TDRs) from Lots 5, 6, 19, 20, and 21, for the price of$150,000.00.
Should you have any questions please feel free to contact me at(305) 292-3550!
cc: County Attorney
Finance
File
KEY WEST MARATHON PLANTATION KEY
500 Whitehead Street 3117 Overseas Highway 88770 Overseas Highway
Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070
................................ --------- ........................................................
AGREEMENT FOR THE PURCHASE OF LESS THAN FEE INTEREST IN LANDS
1 5th 1 May I)
THIS AGREEMENT is made and entered into this day of ...................... 2024, by and
between J I
Robert C. D'Antonio and Susann DAntonio
(hereinafter"Seller(s)"), for themselves, their heirs, executors, administrators, successors and assigns,
and MONROE COUNTY, FLORIDA (hereinafter"COUNTY").
WITNESSETH:
1. The Seller(s) represent they are the owners of the following real property (hereinafter "Primary
Parcel") thereunto belonging, owned by them, situate and lying in the County of Monroe, State of
Florida,that is currently developed with a residential dwelling unit and is more particularly described
as follows; to-wit:
Block 19, Lot 4, Palma Villa (PB 1-89)
RE #00281290-000000
The Seller(s) represent they are also the owners of the following real property (hereinafter
"Secondary Parcel")thereunto belonging, owned by them, situate and lying in the County of Monroe,
State of Florida, that borders the Primary Parcel and is currently not developed with a residential
dwelling unit or any other habitable space and is more particularly described as follows; to-wit:
Block 19, Lots 5, 6, 19, 20 and 21, Palma Villa (PB 1-89)
RE #00281290-000000
2. 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 property rights owned by Seller,
upon the terms and conditions hereinafter set forth, and for the price of$150,000.00. The Seller(s)
covenant to surrender, release, relinquish and transfer any and all of the Seller(s)'s property rights
in accordance with the Covenant of Unity of Title and Restrictions on Future Development and/or
Conveyances attached as Exhibit A together with the other documents listed in Section 6
(hereinafter collectively"Less Than Fee Interest")from the combined Primary Parcel and Secondary
Parcel (hereinafter collectively "Unified Parcel").
3. The price listed in Section 2 is subject to the results of a professional appraisal conducted by a
licensed appraiser and in a form acceptable to the County.
4. The Seller(s)agree that they have full right, power and authority to convey, and that they will convey
to the COUNTY the Less Than Fee Interest and will simultaneously unify title of the servient estates
of the Secondary Parcel with the Primary Parcel, subject to the following conditions and obligations:
The COUNTY, at the COUNTY'S expense, shall have a title report commissioned to allow the
COUNTY or its agent to examine all record detail of the ownership and encumbrances (0 & E)
affecting title to the Unified Parcel. The COUNTY may, at its option during the time permitted for
examination of title, have the Unified Parcel surveyed and certified by a registered Florida surveyor.
If the survey or 0 & E report disclose encroachments on the Unified Parcel or the existence of
improvements located thereon, or any other restrictions, contract covenants, liens, transfers of
1
development rights, or applicable governmental regulations, deemed not acceptable to the
COUNTY, the same shall constitute a title defect.
The COUNTY shall have sixty (60) days from the Effective Date in which to examine the 0 & E of
Seller's title. If title is found defective, as determined in the sole discretion of COUNTY, the
COUNTY shall,within this specified time period, notify Seller(s) in writing specifying defect(s). If the
defect(s) render title unacceptable to the COUNTY, 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.
5. The Seller(s) further agree not to do, or suffer others to do, any act by which the value or property
rights associated with the Less Than Fee Interest may be diminished or encumbered while this
Agreement is pending. In the event any such diminution, encumbrance or other impairment occurs,
the COUNTY may, without liability, refuse to accept conveyance of said Less Than Fee Interest.
6. 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 the Unified Parcel for all proper and lawful purposes, including examination of the Unified
Parcel and the resources upon it. Nothing herein shall be construed to constitute an acceptance of
any existing or future code or building violation on the Unified Parcel. This provision shall survive
closing. 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, the Unified Parcel and this waiver
shall survive closing.
7. The Seller(s) will execute and deliver upon demand of the proper officials and agents of the
COUNTY the following documents conveying to the COUNTY all of Seller's Less Than Fee Interest
in a manner satisfactory to the legal counsel of the COUNTY:
a) Covenant of Unity of Title and Restrictions on Future Development and/or Conveyances
(hereinafter"Covenant of Unity of Title document")
b) Joinder of Mortgagee (if applicable)
c) Joinder of Non-Mortgagee Encumbrance Holder(if applicable)
d) Grantor's Affidavit of No Encumbrance (if neither b or c above applies)
e) Affidavit of Trustee (if land owned by a Trust)
f) Application to Monroe County Property Appraiser to Consolidate Real Estate Parcels
8. In consideration whereof the COUNTY agrees that it will purchase all of said Less Than Fee Interest
at the price of$150,000.00. The COUNTY further agrees that after the preparation, execution, and
delivery of the documents enumerated above, and after the legal counsel of the COUNTY shall have
approved the documentation releasing the Less Than Fee Interest to be surrendered to and vested
in the COUNTY, it will cause to be paid to the Seller(s)the purchase price, less any costs of closing
payable by Seller, as set forth below.
The COUNTY shall pay the following expenses associated with the conveyance of the Less Than
Fee Interest: recording fees for the documents listed in Section 7, settlement fees, 0 & E report
fees, title examination fees, and the Buyer's attorney's fees. The Seller(s) shall pay the real estate
commissions if any are due. Full transfer, surrender and possession of the development rights
described above 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.
2
9. It shall be the obligation of the Seller(s) to pay• any assessments outstanding as liens due to the
County at the date the Less Than Fee Interest vests of record in the COUNTY.
10. It is mutually understood and agreed that notice of acceptance of this Agreement shall be given
' • . the Seller(s) bi email � •• provided• •e ail to the address' bythe Seller(s) orb mail addressed to the Seller(s)
at the following address:
I.......
30262 Poinciana Road - .
Big Pine Key, FL 33043
and shall be effective upon date of emailin :or mailing:and shall be binding upon• aci�9 9 g . .the'Seller(s
without sending a separate notice to each, :except as:such obligation: may ba . cted th
provisions of Section 6 herein.
;, . .... CD
1
11. The effective date of this Agreement (hereinafter"Effective Date") be shall. that de when
.. . .. . h thelast
one of the Sellers) and the COUNTY has signed this Agreement.
12. If the Seller(s)wish to proceed with this transaction, the Seller(s) have until April •
•
( ) • . p 22, 2024 to sign.
and return this Agreement to.the COUNTY, failing which the:County shall have no obligations
pursuant to this Agreement. This Agreement may be executed in counterparts. Notwithstanding
9.
any rovision of this Agreement reement to the contrary, the COUNTY'S obligation• to close this transaction
is contingent upon the availability of funds budgeted for the Less Than Fee Program ram and approval
of this Agreement by the Monroe County Board of County Commissioners, failing which the parties
acknowledge that each shall be released of all further obligations under this Agreement. : In the
event this transaction has not closed within one hundred eighty(180)days from the Effective Date,
then either party,may terminate this Agreement at any time p thereafter..bY providing written notice'in
9
which case the parties acknowledge that each shall be released of all further obligations under this
Agreement.
IN WITNESS WHEREOF; the Seller(s) have hereunto signed their names and affixed their respective
seals on the day first above written and therefore the Seller(s)for and in consideration of the Ten Dollars
($10 00) hereinabove acknowledge as received, have and do hereby grant unto the COUNTY or its
authorized representative, or any other office or agent of the COUNTY authorized to purchase said
Less Than Fee Interest in land, the option and right to enter into this Agreement for Purchase within
ninety(90)days from the execution thereof by the Seller(s):
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ell. irt.C_; '.
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Signature : Date ' Phone Number. Email Address
er sann D ntonio
-� 9 -2 :0 c� P- A 0
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ii. Signature Date Phone Number :' Email Address MIVcL
. . Buyer/COUNTY: MONROE COUNTY, FLORIDA. . • : : ,
. ,.pr.,,y;�z.�y,;�,_h� . ." - .. � .MONROE COUNTY ATTORNEY S OFFICE
�. ' y5. „,: Approved for formsufficiency
,r'��"`�-��_ ,�,;�;,.'�� .'�� tr pp o and:legal ff y.
:�-i(E-vl AIA , f K CPA Clerk Digitally sibeVYRobertl::-In rot c�' !z c onnz t zt,yiy lin zyc..Monroe County BOCC,
�"_ Robert B.Shillin er`'o�=MonrceCountyAttorney,email=shillinger-
Yj '=', �`y...-... n.e.,.�r 1 ��'�kØ4fY\1\ ç
.. .. .. Date:20240507171.421.04
,,,�,,i ��3,� , �,�.����� c•�� Robert Shillinger,County Attorney,
,Z1,,-, ,;,�AP►s lbeputy ler ' Holly Merrill Raschein, Mayor
\ \T s: (Seal : ar. :Date. 5 a:
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EXHIBIT A
Prepared by/Return to:
Gregory S. Oropeza,Esq.
Oropeza Stones Cardenas
221 Simonton Street
Key West,FL 33040
----------------------------- Space Above This Line For Recording----------------------------
COVENANT OF UNITY OF TITLE AND RESTRICTION ON FUTURE
DEVELOPMENT AND/OR CONVEYANCES
THIS 1NIT TI III"LE SHALL BE INCORPORATED IN WHOLE AND
REFERENCED BY OFFICIAL RECORD BOOK AND PAGE NUMBER AND
DOCUMENTNUMBER ON ALLTRANSFERS O $ III HE BELOW i ESC BE
REA
L PROPERTY.
WHEREAS, this Unity of Title is granted this day of 20 , by
(hereinafter"Grantor(s)"),to Monroe County,apolitical subdivision
of the State of Florida (hereinafter "Grantee"), whose address is 1100 Simonton Street, Key West, Florida 33040;
and
WHEREAS, the undersigned Grantor(s),is/are the sole fee simple title owner(s)of the certain below-described real
property(hereinafter"Primary Parcel") that is currently developed with two residential dwelling units and is located
in Monroe County, Florida, having a legal description as follows and which is shown on attached Exhibit
which is hereby incorporated as if fully stated herein:
Parcel Address: Approximate Mile Marker:
Parcel(s)/Lot(s): Block:
Subdivision:
Key: Plat Book: Page:
Real Estate Number(s):
WHEREAS, the undersigned Grantor(s),is/are the sole fee simple title owner(s)of the certain below-described real
property(hereinafter"Secondary Parcel")that is not currently developed with a residential dwelling unit or any other
habitable space and is located in Monroe County, Florida,having a legal description as follows and which is shown
on attached Exhibit"_,"which is hereby incorporated as if fully stated herein:
Parcel Address: Approximate Mile Marker:
Parcel(s)/Lot(s): Block:
Subdivision:
Key: Plat Book: Page:
Real Estate Number(s):
WHEREAS, Grantee is a general purpose political subdivision of the State of Florida and is authorized to regulate
and control the use of real property through the Monroe County Comprehensive Plan and the Monroe County Code(s)
to protect the public health, safety, and welfare; and
WHEREAS,the Primary Parcel and Secondary Parcel are subject to the jurisdiction and requirements of the Monroe
County Comprehensive Plan and the Monroe County Code(s);and
WHEREAS, this Unity of Title encumbers the Primary Parcel and Secondary Parcel (hereinafter collectively
"Unified Parcel"); and
WHEREAS,Grantor(s)hereby attest(s)his/her/its/their recognition that this Unity of Title does not allow the Unified
Parcel to be divided into separate parcels;and
WHEREAS, Grantor(s) hereby attest(s) his/her/its/their recognition that the Unified Parcel shall hereafter
exclusively be considered as one (1)parcel of land, and that no portion of said parcel of land may hereafter be sold,
transferred, devised, or assigned separately, except in its entirety as one (1)parcel of land; and
WHEREAS, Grantor(s) hereby attest(s) his/her/its/their recognition that in granting this Unity of Title, Grantor
acknowledges and accepts the condition hereafter limiting development to two principal use (residential) structures
on the Unified Parcel; and
WHEREAS,the consent of all mortgagee(s) and holder(s) of any all other encumbrance(s) of or otherwise upon the
Unified Parcel is attached as Exhibit(s) " " and " ." If no such consent is attached hereto, the undersigned
Grantor(s),hereby attest(s) to Grantee that no such mortgage(s) and that no such other encumbrance(s) exist(s); and
WHEREAS, this Unity of Title is granted in consideration of payment in the amount of XX thousand dollars
($XX,XXX.XX)by Grantee to Grantor; and
WHEREAS, the undersigned Grantor(s) and Grantee hereby attest that such County payment in consideration
was/were given pursuant to this Unity of Title, and that this Unity of Title, together with its restrictions, conditions,
and limitations on future residential structure development are supported by good and valuable consideration; and
WHEREAS,this Unity of Title does not discharge, exempt,waive, or otherwise release the undersigned Grantor(s),
tenant(s) thereto, the personal representative(s), heir(s), assign(s), and successor(s) in title of the undersigned
Grantor(s),or tenant(s)thereto,from their duty to obtain required federal,state, County,and local approval(s)for any
future construction of accessory structures or establishment of uses upon the Unified Parcel; and
NOW, THEREFORE, as an inducement to Grantee for and in consideration of Grantee's payment of good and
adequate consideration, the adequacy, sufficiency, and receipt of which are hereby expressly acknowledged and
attested to,the undersigned Grantor(s)hereby grants, creates, and establishes a Covenant of Unity of Title for and in
favor of Grantee upon the above legally described Unified Parcel which shall run with the land and be binding upon
the undersigned Grantor(s), and tenant(s) thereto, and shall remain in full force and effect forever, and Grantor(s)
declare(s) and grant(s) as follows:
1) Recitals.The foregoing recitals are true and correct and are hereby incorporated as if fully stated herein.
2) Restriction on Development.Notwithstanding the general permitted density, this Unity of Title:
A. limits the total density of the Unified Parcel to two residential dwelling units; and
B. retires all other density and prohibits the transfer of density; and
C. prohibits new accessory structures providing habitable space on the Unified Parcel; and
D. does not prohibit accessory uses and non-habitable accessory structures on the Unified Parcel; and
E. does not prohibit additions to the lawfully established existing residential unit.
Habitable space means any structure equipped for human habitation such as,but not limited to,office,workshop,
kitchen, dining, living, laundry, bathroom, bedroom, den, family or recreational room; professional studio or
commercial occupancy including all interior hallways, corridors, stairways and foyers connecting these areas.
Garages, exterior stairs and open decks and patios are not considered habitable structures.
3) Prohibition of Parcel Division.This Unity of Title prohibits the Unified Parcel from being divided into separate
parcels, subdivided, re-subdivided,platted,re-platted, or conveyed as separate parcels or transferred as separate
parcels regardless of whether owned by single or multiple owners.
4) Restriction on Conveyance. The Unified Parcel shall hereafter exclusively be considered as one (1) parcel of
land, and that no portion of said parcel of land may hereafter be sold, transferred,devised,pledged, encumbered
or assigned separately, except in its entirety as one (1)parcel of land.
5) Monroe County Property Appraiser Records. Simultaneously with execution of this covenant of Unity of
Title, Grantor shall make application with the Monroe County Property Appraiser to combine the Primary Parcel
and Secondary Parcel under this Unity of Title as a single real estate parcel for tax roll purposes.
6) No Conflicts.The undersigned Grantor(s)hereby covenant(s)with Grantee that Grantor(s)is/are lawfully seized
of the Unified Parcel in fee simple free and clear of all encumbrances that are inconsistent with the terms of and
exhibits attached to this Unity of Title, and fully attest(s),warrant(s), and defend(s)the title to and interest in the
Unity of Title hereby conveyed against the lawful claims of all persons whomsoever.
7) Perpetual Duration. This Unity of Title is intended to benefit, run with the land in favor of, and shall inure to
Grantee,Monroe County, Florida.
8) Binding Effect. The undersigned Grantor(s), and the personal representative(s), heir(s), assign(s), and
successor(s)in title of the undersigned Grantor(s), shall pay all taxes, assessments,fees,and charges of whatever
description levied upon or assessed by competent authority on the Unified Parcel therein before delinquency,
shall keep such levies and assessments current, and shall not allow any lien(s) on the Unified Parcel superior to
this Unity of Title. In the event of failure to so disallow such lien(s), to extinguish such lien(s), and/or to obtain
subordination of such lien(s)to this Unity of Title,in addition to any other remedy, the damage(s) and/or debt(s)
owed to Grantee shall constitute a lien against the Unified Parcel which shall automatically relate back to the
recording date of this Unity of Title.
9) Construction and Interpretation. The construction and interpretation of such, and all other, Monroe County
Comprehensive Plan provision(s)and Monroe County Code(s)provision(s)shall be construed in favor of Grantee
and such construction and interpretation shall be entitled to great weight on trial and on appeal.
10) Recordation,Amendment,Modification, or Release.
A. The undersigned Grantor(s)hereby agree to the recording of the Unity of Title together with all appropriate
and required Joinder(s) with the Clerk of the Circuit Court of Monroe County and agree to the re-recording
of said documents at any time Grantee may require to preserve its (Grantee's) rights.
B. No amendment or modification to this Unity of Title is effective unless agreed to in writing by both Grantee
and the undersigned Grantor(s)and filed,together with all appropriate and required Joinder(s),with the Clerk
of Circuit Court of Monroe County for recording in the Official Records of Monroe County, Florida.
C. This Unity of Title may not be rescinded, voided, or released unless and until the Monroe County Board of
County Commissioners (hereinafter `BOCC") approves such rescission, voidance, or release by BOCC
Resolution.
11) Subsequent Reference Requirement.
A. The undersigned Grantor(s), tenant(s) thereto, the personal representative(s), heir(s), assign(s), and
successor(s)in title of the undersigned Grantor(s), and tenant(s) thereto,hereby agree(s) to and shall submit
a copy of this filed and recorded Unity of Title together with(simultaneously in date and time with) all future
development applications relating to the Unified Parcel. Such submission by the undersigned Grantor(s),
tenant(s)thereto,the personal representative(s),heir(s),assign(s), and successor(s)in title of the undersigned
Grantor(s), and tenant(s) thereto, shall be to the agency(ies), department(s), and office(s) in receipt of or
otherwise receiving such development application(s). This requirement is non-exclusive to Monroe County
agencies,departments, and offices, and is to be construed as inclusive of all reviewing federal,state,Monroe
County, and local agencies, departments, and offices in receipt of or otherwise receiving such development
application(s), such that the undersigned Grantor(s),tenant(s)thereto, the personal representative(s),heir(s),
assign(s), and successor(s) in title of the undersigned Grantor(s), and tenant(s) thereto, must so
simultaneously furnish a copy of this filed and recorded Unity of Title to any and all federal and state,Monroe
County, and local agencies, departments, and offices in receipt of or otherwise receiving such development
application(s).
B. The undersigned Grantor(s), tenant(s), thereto, the personal representative(s), heir(s), assign(s), and
successor(s)in title of the undersigned Grantor(s),and tenant(s)hereto,shall reference this Unity of Title and
all previously executed and recorded restrictions in any future instrument conveying title to or an interest in
the Unified Parcel,including the recording book and page number(s) and document number(s) of this Unity
of Title and all previously executed and recorded restrictions.
12) Joint-and-Several Liability. If the undersigned Grantor(s), tenant(s) thereto, the personal representative(s),
heir(s), assign(s), and successor(s) in title of the undersigned Grantor(s), tenant(s), thereto, or any other non-
County natural person(s) or legal person(s) are party(ies) to any suit, action, or proceeding, in law or in equity,
initiated, cross-initiated, counter-initiated, or filed by the County to enforce any provision(s), restriction(s), or
term(s) contained herein, and consist(s) of more than one person(s) or entity(ies), such person(s) and entity(ies)
shall be jointly and severally liable.
13) Non-Assignability. This Unity of Title shall not be assignable by the undersigned Grantor(s),tenant(s),thereto,
the personal representative(s),heir(s), assign(s), or successor(s)in title of the undersigned Grantor(s), tenant(s),
thereto, or any other non-County party with title to or an interest in the Unified Parcel,unless such assignment is
first approved by Monroe County BOCC Resolution.
14) Notice and Service of Process.
A. Notice—To Grantee. All notices, consents, approvals, or other communications to Grantee hereunder shall
be in writing and shall be deemed properly served if sent by U.S.Postal Service Certified Mail,return receipt
requested,in the following for, and address:
Monroe County Planning& Environmental Resources Department
Attn: Senior Director
Subject: Unity of Title
2798 Overseas Highway
Marathon, FL 33050
And with a copy to:
Monroe County Attorney's Office
Subject: Unity of Title
1111 12' Street, Suite 408
Key West, FL 33040
15) Dispute Resolution — Meet-and-Confer Prerequisite. The undersigned Grantor(s), tenant(s) thereto, the
personal representative(s), heir(s), assign(s), or successor(s) in the title of the undersigned Grantor(s), and
tenant(s) thereto, hereby agree(s) that as a first condition precedent to his/her/its/their initiation of litigation or
adversarial administrative proceedings against the County in the form of a suit or action arising out of,related to,
or in connection with this Unity of Title, shall first,prior to the initiation of such suit or action, attempt to resolve
their dispute(s) and disagreement(s) by a meet-and-confer session between himself/herself/themselves and
Monroe County Planning & Environmental Resources Department staff and counsel of the Monroe County
Planning & Environmental Resources Department. If no resolution can be agreed upon within thirty (30) days
after occurrence of the aforesaid meet-and-confer session,such issue(s)shall next as a second condition precedent
to the initiation of such suit or action,be discussed at a public meeting of the Monroe County BOCC occurring
in the same geographic sub-area as the geographic location of such Unity of Title (i.e.,Upper Keys—Key Largo,
Middle Keys—Marathon,Lower Keys—Key West). The undersigned Grantor(s),tenant(s)thereto,the personal
representative(s), heir(s), assign(s), or successor(s) in title of the undersigned Grantor(s), and tenant(s) thereto,
hereby agree(s) that in the event he/she/it/they so initiate such suit or action without satisfying both of these
conditions precedent to their initiation or litigation or adversarial administrative proceedings against the County,
that the County shall automatically be entitled to an Order granting Grantee's Motion to Dismiss and Florida
Statute Sec. 57.105 (2015) Motion for Sanctions and Attorney's Fee (or, at Grantee's election (if applicable),
their Florida statutory equivalent(s), Federal equivalent(s), or non-Florida legal equivalent(s)).
16) Limitation of Liability.
A. In the event of any litigation concerning the conditions,provisions,revisions, or terms of the Unity of Title,
Grantee, the undersigned Grantor(s), tenant(s) thereto, the personal representative(s), heir(s), assign(s), and
successor(s)in the title of the undersigned Grantor(s), and tenant(s)thereto,hereby agree to expressly waive
and shall be treated as having expressly waived their right to a jury trial.
B. The undersigned Grantor(s), tenant(s) thereto, the personal representative(s), heir(s), assign(s), or
successor(s)in title of the undersigned Grantor(s), and tenant(s)thereto,hereby agree(s)that no charge(s)or
claim(s) shall be made by it for any delay(s) or the effective date of this Unity of Title.
C. No Waiver. Grantee shall not be deemed to have waived any rights under this Unity of Title unless such
waiver has been given,within this instrument,both expressly and specifically.
D. No Personal Liability. The County expressly reserves and in no way shall be deemed to have waived for
itself or for its officer(s), employee(s), or agent(s), any sovereign, governmental, and any other similar
defense,immunity, exemption, or protection against any suit, cause-of-action, demand, or liability. Further,
no covenant,provision, or term of this Unity of Title shall be deemed to be a covenant or agreement of any
officer, employee,or agent of the County in his or her individual capacity,and no officer,employee,or agent
of the County shall be liable personally in this Unity of Title or be subject to any personal liability or
accountability by reason of the execution of this Unity of Title.
E. Non-Reliance by Third-Parties. No person(s) or entity(ies) shall be entitled to rely upon the terms, or any
of them,of this Unity of Title to enforce or attempt to enforce any third-party claim(s)or entitlement(s)to or
benefit(s) of any service(s), term(s),or program(s) contemplated hereunder.
17) Enforcement.
A. Default Notice. In the event of breach or violation of the restrictions or terms hereof by Grantor(s),tenant(s)
thereto,the personal representative(s),heir(s),assign(s),or successor(s)in title of the undersigned Grantor(s),
or tenant(s) thereto, Grantee shall provide written "Notice of Default" or "Notice of Violation" to such
breach(es)or violation(s)within thirty(30) days of receiving notice of such breach(es) or violation(s).
B. Grantor(s) Breach or Violation.
1. Uncured breach(es) or violation(s), by the undersigned Grantor(s), tenant(s) thereto, the personal
representative(s), heir(s), assign(s), or successor(s) in title of the undersigned Grantor(s), or tenant(s)
thereto,of the terms of and restrictions imposed by this Unity of Title shall,without any additional notice
beyond this Unity of Title's recordation, entitle Grantee to immediately suspend and/or rescind,without
liability to Grantee, development applications, pending permits, approvals, and inspections, and issued
development order(s) contingent upon the effectiveness of this Unity of Title and Grantor(s) compliance
thereto, the compliance of tenant(s) thereto, the compliance of the personal representative(s), heir(s),
assign(s), or successor(s) in title of the undersigned Grantor(s) thereto, and the compliance of tenant(s)
thereto, with the terms of this Unity of Title, applied for or those permits, approvals, and/or inspections
necessary to cure such breach(es) or violation(s). Such uncured breach(es) or violation(s) shall be
presumed to constitute breach(es) or violation(s) that is/are irreparable or irreversible in nature.
2. In the event of any suit,action,or proceeding,in law or in equity,by the County to enforce the restrictions
or terms contained herein,if the County prevails in any such suit,action,or proceeding,on trial or appeal,
the County shall be entitled to reasonable attorney's fees,including trial,appellate,bankruptcy,and post-
judgement costs and collection proceedings for the maintenance or defense of any such suit, action, or
proceeding,to be paid by the losing party(ies) as fixed by the court. Any judgement so rendered in favor
of the County in connection with any suit,action,or proceeding arising out of,related to,or in connection
with this Unity if Title, shall bear interest at the highest rate allowed by law. The County may recover
reasonable legal and professional fees attributable to the preparation,administration, and enforcement of
such suit, action, or proceeding, from any person(s) and/or entity(ies) from or whom a demand or
enforcement request is made, regardless of actual initiation of a suit, action, or proceeding. These
remedies are in addition to any other remedy,fine,or penalty which may be applicable under,including,
but not limited to, Chapters 162.373, and 403, Florida Statutes, and any other action at law or in equity.
Grantee hereby agrees and the undersigned Grantor(s), tenant(s) thereto, the personal representative(s),
heir(s), assign(s), and successor(s) in title of the undersigned Grantor(s), and tenant(s) thereto, hereby
agree that suits, actions, and proceedings arising out of, related to, or in connection with this Unity of
Title shall be in accordance with the Florida Rules of Civil Procedure.
3. Cumulative Remedies. In the event of any breach or violation of the restrictions or terms contained
herein, Grantee shall,without liability to Grantee,have the right to proceed at law or in equity as may be
necessary to enforce compliance with the restrictions or terms hereof, to enjoin activities, construction,
maintenance, practices, repairs, and uses inconsistent with the restrictions or terms hereof, and to
otherwise prevent the breach or violation of any of them, to collect damages, and both authorized and
entitled to enforce this Unity of Title by emergency, preliminary, and permanent injunction, including
by ex parte motion and action for such injunction(s), it being hereby expressly and specifically agreed
that Grantee has no adequate remedy at law, or such other legal method as Grantee deems appropriate.
All rights and remedies accruing to the County shall be assignable in whole or in part and be cumulative;
that is, the County may pursue such rights and remedies as the law and this Unity of Title afford it in
whatever order the County desires and the law permits. The County's resort to any one law(s) and/or
remedy(ies)in advance of any other shall not result in waiver or compromise of any other law(s) and/or
remedy(ies). The undersigned Grantor(s), tenant(s) thereto, the personal representative(s), heir(s),
assign(s), or successor(s)in title of the undersigned Grantor(s), and tenant(s) thereto,hereby agree(s) to
and shall pay for all costs associated with Grantee's enforcement action(s).
4. Failure of the undersigned Grantor(s),tenant(s) thereto,the personal representative(s),heir(s), assign(s),
or successor(s)in title of the undersigned Grantor(s),or tenant(s)thereto,to comply with or perform any
act required by or under this Unity of Title shall not impair the validity of this Unity of Title or the
conditions, provisions, reservations, restrictions, rights, or terms hereof or limit their enforceability in
any way.
5. Enforcement of the conditions, provisions, restrictions, and terms of this Unity of Title shall be at the
discretion of the Grantee, Grantee's delay or failure to enforce or omission in the exercise of any
condition, provision, reservation, restriction, right, or term contained herein, however long continued,
shall not be deemed a waiver or estoppel of the right to do so thereafter as to any violation or breach. No
Grantee waiver of a breach of any of the condition(s),provision(s),reservation(s),restriction(s),right(s),
or term(s) hereof, shall be construed to be a waiver of any succeeding breach of the same condition(s),
provision(s),reservation(s),restriction(s),right(s), or term(s)hereof.
18) Miscellaneous.
A. Duty to Cooperate. Where required under this Unity of Title or related agreement(s), the undersigned
Grantor(s), tenant(s) thereto, the personal representative(s), heir(s), assign(s), and successor(s)in title of the
undersigned Grantor(s), and tenant(s)thereto, shall,to ensure the implementation of the government purpose
furthered by this Unity of Title, cooperate with Grantee's reasonable requests submitted to Grantor(s),
tenant(s) thereto, Grantor's personal representative(s), heir(s), assign(s), and successor(s) in title, and
tenant(s) thereto,regarding the terms and conditions contained herein.
19) Inconsistency, Partial Invalidity, Severability, and Survival of Provisions. If any condition, provision,
reservation,restriction,right, or term of this Unity of Title, or any portion(s) thereof,is/are held to be invalid or
unenforceable in or by any administrative hearing officer or court of competent jurisdiction, the invalidity or
unenforceability of such condition,provision,reservation,restriction, right, term,or any portion(s) thereof, shall
neither limit nor impair the operation, enforceability, or validity of any other condition, provision, reservation,
restriction, right, term, or any remaining portion(s) thereof. All such other conditions, provisions, reservation,
restrictions,rights,terms, and remaining portion(s) thereof shall continue unimpaired in full force and effect.
20) Captions and Paragraph Headings. Captions and paragraph headings, where used herein, are inserted for
convenience only and are not intended to descriptively limit the scope and intent of the paragraph or text to which
they refer.
21) No Encumbrances. The undersigned grantor(s), tenant(s) thereto, the personal representative(s), heir(s),
assign(s),and successor(s)in title of the undersigned Grantor(s),and tenant(s)thereto,represent(s)and warrant(s)
that, to his/her/its/their knowledge, there are no superior encumbrances or material claims, cause-of-action, or
other proceedings pending or threatened in respect to the ownership,operation, or environmental condition(s)of
the above legally described property that may, shall, or will diminish, extinguish, interrupt, or subordinate the
effectiveness or operation of this Unity of Title's provision(s), restriction(s), right(s), and term(s) running in
perpetuity in favor of Grantee, Monroe County, Florida.
22) Governing LawsNenue. This Unity of Title is and the construction and enforcement of the restrictions, terms,
and obligations established therefrom are governed by the Monroe County Comprehensive Plan and the Monroe
County Code(s),and shall be liberally construed and enforced in favor of the grant to effectuate the public purpose
of this Unity of Title and the policy(ies) and purpose(s) of the Monroe County Comprehensive Plan and the
Monroe County Code(s). Exclusive venue for any dispute arising from or under, relating to, or in connection
with this Unity of Title shall be in the Sixteenth Judicial Circuit in and for Monroe County, Florida.
23) Authority to Attest. Each party to this Unity of Title represents and warrants to the other that the execution,
delivery, and performance of this Unity of Title has been duly authorized by all necessary corporate and other
organizational action, as required.
24) Integration/Merger. This Covenant of Unity of Title constitutes the entire Covenant of Unity of Title and any
representation or understanding of any kind preceding the date of this Unity of Title's execution or recordation
is not binding on the Grantee or the undersigned Grantor(s) except to the extent it has been incorporated into this
Unity of Title.
25) Effective Date. This Unity of Title will become effective upon recordation in the Official Records of Monroe
County, Florida.
TO HAVE AND HOLD UNTO GRANTEE FOREVER.
EXECUTED ON THIS day of , 20
WITNESSES TO ALL: GRANTOR(S)
First Witness (Print Name) Grantor No. I (Print Name)
First Witness (Signature) Grantor No. I (Signature)
(Complete Mailing Address above)
Second Witness (Print Name) Grantor No. 2 (Print Name)
Second Witness (Signature) Grantor No. 2 (Signature)
(Complete Mailing Address above)
STATE OF
COUNTY OF
The foregoing instrument,Monroe County Covenant of Unity of Title,was acknowledged before
me this day of , 20 ,by ,who is personally
known to me or produced as proof of identification and did take an oath.
Notary Public(Print Name and Notary No.)
[NOTARY SEAL]
Notary Public(Signature)
MONROE COUNTY, FLORIDA ACCEPTANCE OF UNITY OF TITLE
In Witness Whereof, Grantee accepts the Covenant of Unity of Title granted above and executes this instrument
the date set forth below.
GRANTEE:
Monroe County, Florida:
First Witness(Print Name) Senior Director, Monroe County Planning and
Environmental Resources Department(Print Name)
First Witness (Signature) Senior Director, Monroe County Planning and
Environmental Resources Department(Signature)
Second Witness(Print Name) Date(Print)
Second Witness (Signature)
STATE OF
COUNTY OF
Before me, the undersigned authority, personally appeared
on
this day of 20 , who is personally known to me or produced as
proof of identification.
Sworn and subscribed to before me this day of , 20
Notary Public(Print Name and Notary No.)
[NOTARY SEAL]
Notary Public(Signature)