MARY CUSTIS LEE - CHAPTER 1451 OF THE UNITED DAUGHTERS OF THE CONFEDERACY INCCONTRACT FOR PURCHASE OF REAL PROPERTY
BY
THE CITY OF CLEARWATER, FLORIDA
PARTIES: MARY CUSTIS LEE, CHAPTER 1451 OF THE UNITED DAUGHTERS OF THE
CONFEDERACY, INC., a Florida non - profit corporation whose post office address is 1704 Golf View
Drive, Belleair, Florida 33756 -1542, (herein "Seller "), and the CITY OF CLEARWATER, FLORIDA, a
municipal corporation of the State of Florida (herein "Buyer" or "City "), of 112 South Osceola Avenue,
Clearwater, FL 33756, (collectively "Parties ") hereby agree that the Seller shall sell and Buyer shall buy
the following real property ( "Property ") upon the following terms and conditions.
1. PROPERTY DESCRIPTION
See "Exhibit A" appended hereto and by this reference, made a part hereof (herein,
"Property ")
The property is a portion of Parcel Identification Number: 16- 29 -16- 00000 - 240 -0800
PERSONALTY: NONE
2. FULL PURCHASE PRICE $250,000.00
3. MANNER OF PAYMENT: Wire transfer or City of Clearwater
check in U.S. funds at time of closing $250,000.00
4. PURCHASE PRICE
The full Purchase Price as shown herein has been reached through negotiations with the Seller by City
staff. The Purchase Price is based upon appraisals by James Millspaugh and Associates, Inc. and
Hupp Realty Advisors, Inc.
5. TIME FOR ACCEPTANCE; APPROVALS
Following execution of this contract by Seller, the price, terms and conditions as contained herein shall
remain unchanged and be held unconditionally open for a period of 45 days following delivery in
duplicate original to City Manager of the City of Clearwater for acceptance and approval, counter -offer,
or rejection by action of the Clearwater City Council ( "Council "). If this agreement is accepted and
approved by the Council, it will be executed by duly authorized City officials and delivered to Buyer
within 10 days thereafter. If a counter -offer is approved by the Council, it shall be delivered to Seller in
writing within 10 days of such action by the City Council, and Seller shall have 10 days thereafter to
deliver to Buyer written notice of acceptance or rejection of such counter -offer. If written notice of
acceptance is not timely delivered, or if the counter -offer is rejected by Seller, this contract shall
thereafter be null and void in all respects. If this contract is rejected by the Council upon initial
presentation to the Council, this contract shall be null and void in all respects and Buyer shall be so
informed in writing within 5 days of such action.
6. TITLE
Seller warrants legal capacity to and shall convey marketable title to the Property by Statutory Warranty
Deed, subject only to matters contained in Paragraph 7 acceptable to Buyer. Otherwise title shall be
free of liens, easements and encumbrances of record or known to Seller, but subject to property taxes
for the year of closing; covenants, restrictions and public utility easements of record; and no others
provided there exists at closing no violation of the foregoing and none of them prevents Buyer's
intended use of the Property. Seller warrants and represents that there is ingress and egress to the
Property sufficient for the intended use as described herein. At closing, Seller will execute and record,
in the Official Records of Pinellas County, Florida, an easement document providing for Buyer's access
to the Property through the existing curb cut on Seller's property. Said easement shall be agreeable as
to form by both Parties. The Parties agree that the use of this easement is gratis and if any damage is
created by the Buyer, Buyer shall replace and /or repair within thirty days.
7. TITLE EVIDENCE
Seller shall, at Seller expense and within 15 days prior to closing date deliver to Buyer a title insurance
commitment issued by a Florida licensed title insurer agreeing to liens, encumbrances, exceptions or
qualifications set forth in this Contract, and those which shall be discharged by Seller at or before
closing. Seller shall convey a marketable title subject only to liens, encumbrances, exceptions or
qualifications set forth in this Contract. Marketable title shall be determined according to applicable Title
Standards adopted by The Florida Bar and in accordance with law. Buyer shall have 5 days from
receiving evidence of title to examine it. If title is found defective, Buyer shall, within 3 days thereafter,
notify Seller in writing specifying defect(s). If the defect(s) render title unmarketable, Seller will have
120 days from receipt of notice within which to remove the defect(s), failing which Buyer shall have the
option of either accepting the title as it then is or withdrawing from this Contract. Seller will, if title is
found unmarketable, make diligent effort to correct defect(s) in title within the time provided therefor,
including the bringing of necessary suits.
8. SURVEY
Buyer, at Buyer's expense, within time allowed to deliver evidence of title and to examine same, may
have Real Property surveyed and certified to the Buyer by a registered Florida land surveyor. If survey
shows any encroachment on Real Property, or that improvements located on Real Property encroach
on setback lines, easements, lands of others, or violate any restrictions, contract covenants or
applicable governmental regulation, the same shall constitute a title defect. The survey shall be
performed to minimum technical standards of the Florida Administrative Code and may include a
description of the property under the Florida Coordinate System as defined in Chapter 177, Florida
Statutes.
9. CLOSING PLACE AND DATE
Seller shall designate closing agent and this transaction shall be closed in the offices of the designated
closing agent in Pinellas County, Florida, no later ninety (90) days following the effective date hereof,
unless extended by other provisions of this contract including but not limited to time allotted for the
removal of title defects as provided for in Paragraph 7 above. If either party is unable to comply with
any provision of this contract within the time allowed, and be prepared to close as set forth above, after
making all reasonable and diligent efforts to comply, then upon giving written notice to the other party,
time of closing may be extended up to 60 days without effect upon any other term, covenant or
condition contained in this contract.
10. CLOSING DOCUMENTS
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At closing, Seller shall furnish closing statements for the respective parties, deed, bill of sale (if
applicable), mechanic's lien affidavit, assignments of leases, tenant and mortgage estoppel letters, and
corrective instruments. If Seller is a corporation, Seller shall deliver a resolution of its Board of Directors
authorizing the sale and delivery of the deed and certification by the corporate Secretary certifying the
resolution and setting forth facts showing the conveyance conforms with the requirements of local law.
11. CLOSING EXPENSES
Documentary stamps on the deed, unless this transaction is exempt under Chapter 201.24, Florida
Statutes, shall be paid by the Seller. Seller shall also pay the costs of recording any corrective
instruments. Recordation of the deed shall be paid by Buyer.
12. PRORATIONS; CREDITS
Taxes, assessments, rent (if any) and other revenue of the Property shall be prorated through the day
before closing. Closing agent shall collect all ad valorem taxes uncollected but due through day prior to
closing and deliver same to the Pinellas County Tax Collector with notification to thereafter exempt the
Property from taxation as provided in Chapter 196, Florida Statutes. If the amount of taxes and
assessments for the current year cannot be ascertained, rates for the previous year shall be used with
due allowance being made for improvements and exemptions. Any deposits held by Seller in trust for
third parties in occupancy of the Property shall be credited to Buyer at time of closing. Assessments for
any improvements that are substantially complete at time of closing shall be paid in full by Seller.
13. OCCUPANCY
Seller warrants that there are no parties in occupancy other than the Seller, or as otherwise disclosed
herein. If Property is intended to be rented or occupied beyond closing, the fact and terms thereof shall
be stated herein, and the tenant(s) or occupants disclosed pursuant to Paragraph 14. Seller agrees to
deliver occupancy of the Property at time of closing unless otherwise stated herein. If occupancy is to
be delivered before closing, Buyer assumes all risk of loss to Property from date of occupancy, shall be
responsible and liable for maintenance from that date, and shall be deemed to have accepted Property
in its existing conditions as of the time of taking occupancy unless otherwise stated herein or in
separate writing.
14. LEASES
Seller warrants that there are no tenants occupying the Property and that no leases exist, recorded or
unrecorded, authorizing such occupancy and any authorized tenancy or lease for use of the property
created by Seller prior to closing or prior to the expiration hereof, shall constitute a material breach of
this Contract.
15. RIGHT OF FIRST REFUSAL ON ADJACENT LAND OWNED BY SELLER
Seller hereby grants to Buyer a Right of First Refusal (herein, ROFR) over the property described in
Exhibit "B" attached hereto and by this reference, made a part hereof (herein, the ROFR Land).
Buyer may record a Memorandum of Right of First Refusal in the public records of Pinellas County,
Florida, giving notice to third parties of the existence of the ROFR. Buyer's rights under the ROFR are
subject to the successful closing on the Exhibit "A" property, and shall include the right to enter into a
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contract with Seller to purchase the ROFR Land at the same purchase price, and on the same terms
and conditions as those contained in a good faith offer by a third party if the owner manifests a
willingness to accept the offer. At such time as Seller receives a written offer to purchase ROFR Land
that is acceptable to Seller, Seller shall notify Buyer, in writing, of such receipt and shall include in
such notice a true and accurate copy of the offer as submitted to Seller by the third party. Buyer shall
have fifteen (15) business days, excluding federal holidays, to provide written notice to Seller of its
election to exercise its Right of First Refusal or not. If Buyer elects to exercise its Right of First
Refusal, Buyer shall enter into a written agreement of sale and purchase with Seller upon the same
terms and conditions as are contained in the Offer, within forty-five (45) days after receipt of such
notice by Seller, or when duly approved by the Clearwater City Council at its next regularly scheduled
City Council meeting, whichever is later. Seller's failure, neglect or refusal to timely execute the
written agreement for sale and purchase shall not defeat Buyer's exercise of the Right of First
Refusal. Delivery of notice shall be in the manner set forth herein. It is the express intent of the
parties that the terms and conditions contained in this paragraph shall survive closing and delivery
of the deed.
16. PROPERTY CONDITION
Seller shall deliver the Property to Buyer at time of closing in its present "as is" condition, ordinary wear
and tear excepted, and shall maintain the landscaping and grounds in a comparable condition. Seller
makes no warranties other than is disclosed herein in Paragraph 21 ( "SELLER WARRANTIES ") and
marketability of title. Buyer's covenant to purchase the Property "as is" is more specifically represented
in the following paragraph.
a. As Is With Right of Inspection: Buyer may, at Buyer expense within thirty (30) days following the
effective date hereof ( "Inspection Period "), conduct inspections, tests, environmental and any other
investigations of the Property Buyer deems necessary to determine suitability for Buyer's intended use.
Upon Seller's execution hereof, Seller shall grant reasonable access to the Property to Buyer, its
agents, contractors and assigns for the purposes of conducting the inspections provided, however, that
all such persons enter the Property and conduct the inspections and investigations at their own risk.
Seller will, upon reasonable notice, provide utilities services as may be required for Buyer's inspections
and investigations. Buyer shall not engage in any activity that could result in a mechanics lien being
filed against the Property without Seller's prior written consent. Buyer may terminate this contract by
written notice to Seller prior to expiration of the Inspection Period if the inspections and /or investigations
reveal conditions which are reasonably unsatisfactory to Buyer. In the alternative, at the Buyer's sole
discretion, if Seller offers to repair or otherwise remedy such conditions to Buyer satisfaction, Buyer
may accept such offer; or Buyer, at its option, may elect to accept a credit at closing of the total
estimated repair costs as determined by a licensed general contractor of Buyer's selection and
expense. If Buyer terminates this contract, and this transaction does not close, Buyer agrees, at Buyer
expense, to repair all damages to the Property resulting from the inspections and investigations and
return the Property to its present condition.
17. WALK- THROUGH INSPECTION
At a time mutually agreeable between the parties, but not later than the day prior to closing, Buyer may
conduct a final "walk- through" inspection of the Property to determine compliance with any Seller
obligations and to insure that all Property is in and on the premises. No new issues may be raised as a
result of the walk- through.
18. RISK OF LOSS
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If the Property is damaged by fire or other casualty before closing and cost of restoration does not
exceed 3% of the assessed valuation of the Property so damaged, cost of restoration shall be an
obligation of the Seller and closing shall proceed pursuant to the terms of this contract with restoration
costs escrowed at closing. If the cost of restoration exceeds 3% of the assessed valuation of the
improvements so damaged, Buyer shall have the option of either taking the Property "as is ", together
with any insurance proceeds payable by virtue of such Toss or damage, or of canceling this contract.
19. PROCEEDS OF SALE; CLOSING PROCEDURE
The deed shall be recorded upon clearance of funds. Proceeds of sale shall be held in escrow by
Seller's attorney or by such other mutually acceptable escrow agent for a period of not longer than 5
days from and after closing, during which time evidence of title shall be continued at Buyer's expense to
show title in Buyer, without any encumbrances or change which would render Seller's title unmarketable
from the date of the last title evidence. If Seller's title is rendered unmarketable through no fault of the
Buyer, Buyer shall, within the 5 day period, notify the Seller in writing of the defect and Seller shall have
30 days from the date of receipt of such notification to cure the defect. If Seller fails to timely cure the
defect, all funds paid by or on behalf of the Buyer shall, upon written demand made by Buyer and within
5 days after demand, be returned to Buyer and simultaneously with such repayment, Buyer shall vacate
the Property and reconvey it to Seller by special warranty deed. If Buyer fails to make timely demand
for refund, Buyer shall take title "as is ", waiving all rights against Seller as to any intervening defect
except as may be available to Buyer by virtue of warranties contained in the deed. The escrow and
closing procedure required by this provision may be waived if title agent insures adverse matters
pursuant to Section 627.7841, F.S. (2014), as amended.
20. DEFAULT
If this transaction is not closed due to any default or failure on the part of the Seller, other than to make
the title marketable after diligent effort, Buyer may seek specific performance or unilaterally cancel this
agreement upon giving written notice to Seller. If this transaction is not closed due to any default or
failure on the part of the Buyer, Seller may seek specific performance. If a Broker is owed a brokerage
fee regarding this transaction, the defaulting party shall be liable for such fee.
21. SELLER WARRANTIES
Seller warrants that there are no facts known to Seller that would materially effect the value of the
Property, or which would be detrimental to the Property, or which would effect Buyer's desire to
purchase the property except as follows: (Specify known defects. If none are known, write "NONE ")
1. Seller hereby advises Buyer of a gasoline plume at the northwest portion of the Property;
however, it is up to the Buyer to determine the extent of any environmental damage and the
Buyer takes the Property "as is" with no warranties.
Buyer shall have the number of days granted in Paragraph 16(a) above ( "Inspection Period ") to
investigate said matters as disclosed by the Seller, and shall notify Seller in writing whether Buyer will
close on this contract notwithstanding said matters, or whether Buyer shall elect to cancel this contract.
If Buyer fails to so notify Seller within said time period, Buyer shall be deemed to have waived any
objection to the disclosed matters and shall have the obligation to close on the contract.
22. RADON GAS NOTIFICATION
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In accordance with provisions of Section 404.056(5), Florida Statutes (2014), as amended, Buyer is
hereby informed as follows:
RADON GAS: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons
who are exposed to it over time. Levels of radon that exceed federal and state guidelines
have been found in buildings in Florida. Additional information regarding radon and radon
testing may be obtained from your county public health unit.
23. CONTRACT NOT RECORDABLE; PERSONS BOUND
Neither this contract nor any notice of it shall be recorded in any public records. This contract shall bind
and inure to the benefit of the parties and their successors in interest. Whenever the context permits,
singular shall include plural and one gender shall include all.
24. NOTICE
Except as otherwise provided for herein, all notices, including demands, required or permitted
hereunder shall be in writing and delivered either (1) in person, (2) by an overnight delivery service,
prepaid, (3) by facsimile transmission or (4) by U.S. Mail, postage prepaid, registered or certified return
receipt requested to the parties at the following addresses, or at such other address as either party may
advise the other in writing from time to time:
TO SELLER:
c/o Stephen Watts, PA
1221 Turner Street, Suite 102
Clearwater, Florida 33756
Dorris Y. Nave
1074 Golf View Drive
Belleair, Florida, 33756
Memorandum to Seller regarding First Right of Refusal shall be addressed to Dorris Y. Nave.
TO BUYER:
Clearwater City Manager
P.O. Box 4748,
Clearwater, Florida 33758 -4748
Notice shall be deemed to have been given as of the date and time it is actually received.
Notwithstanding the above, notice by facsimile shall be deemed to have been given as of the date and
time it is transmitted if the sending facsimile produces a written confirmation with the date, time and
telephone number to which the notice was sent.
25. ASSIGNABILITY; PERSONS BOUND
This contract is not assignable. The terms "Buyer ", "Seller", and "Broker" (if any) may be singular or
plural. This Contract is binding upon Buyer, Seller, and their heirs, personal representatives,
successors and assigns (if assignment is permitted).
26. ATTORNEY FEES; COSTS
In any litigation arising out of this contract, the prevailing party shall be entitled to recover reasonable
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attorney's fees and costs.
27. TYPEWRITTEN OR HANDWRITTEN PROVISIONS
Typewritten or handwritten provisions shall control all printed provisions of contract in conflict with them.
28. BROKER REPRESENTATION
Should Seller choose to obtain the services of a Licensed Real Estate Broker to perform services
related to this transaction, Seller shall be responsible for any Broker fee or expense due to said Broker.
29. EFFECT OF PARTIAL INVALIDITY
The invalidity of any provision of this contract will not and shall not be deemed to affect the validity of
any other provision. In the event that any provision of this contract is held to be invalid, the parties
agree that the remaining provisions shall be deemed to be in full force and effect as if they had been
executed by both parties subsequent to the expungement of the invalid provision.
30. GOVERNING LAW
It is agreed by and between the parties hereto that this contract shall be governed by, construed, and
enforced in accordance with the laws of the State of Florida.
31. COUNTERPARTS; FACSIMILE COPY
This contract may be executed in two or more counterparts, each of which shall be deemed an original
and all of which together shall constitute one instrument. A facsimile copy of this contract, including any
addendum, attachments and any written modifications hereof, and any initials or signature thereon shall
be deemed an original.
32. ENTIRE AGREEMENT
Upon execution by Seller and Buyer, this contract shall constitute the entire agreement between the
parties, shall supersede any and all prior and contemporaneous written and oral promises,
representations or conditions in respect thereto. All prior negotiations, agreements, memoranda and
writings shall be merged herein. Any changes to be made in this agreement shall only be valid when
expressed in writing, acknowledged by the parties and incorporated herein or attached hereto.
EXECUTED this /Gday of 4 , 2016 by Seller.
Attest:
4404,u,-4 7144.4-v
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MARY CUSTIS LEE, CHAPTER 1451 OF THE
UNITED DAUGHTERS OF THE CONFEDERACY,
INC.
By: eel Is.4-eib413)
CONTRACT FOR PURCHASE OF REAL PROPERTY
THE UNITED DAUGHTERS OF THE CONFEDERACY, INC.
D/)') Y Nave,
)0-r F2 bl/
Print Name o
APPROVED BY BUYER & EFFECTIVE this �`i`(day , 2016.
THE CITY OF CLEARWATER, FLORIDA
By:
Ct.eoftt C''L AS
George N. Cretekos, Mayor
Approved as to form: Attest:
Laura Lipowski Mahony
Assistant City Attorney
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Rosemarie CaII
City Clerk
N.T.S.
This is not a survey
�
.0 o j M &B M &B
24/05 24/06
>,
oo c
co I 8
U
J°
M &B
24/07
VVV Gulf —to —Bay Blvd. (S.R. 60)
R/W Varies
EXHIBIT "A"
Tradewinds Condo 20 -114
M &B
24/09
M &B
24/08
i
i
Legal Description:
The west 147 feet of a parcel more
particularly described as follows:
Commencing at a point 50 feet North of the
Southeast corner of Government Lot 2, Section
16, Township 29 South, Range 16 East, run
North 155 feet; thence Westerly parallel with
Gulf —to —Bay Boulevard 720 feet; thence South
155 feet to the North Boundary of said
Boulevard; thence Easterly along the North
along the North boundary of said Boulevard to
the Point of Beginning.
Less the Right —of —Way of State Road No. 60;
Less the Right —of —Way of Bayshore Boulevard;
and
Less a parcel described as Metes and Bounds
Tract 24/081.
1
6
Center of Section of Section 16,
Township 29 South, Range 16 East
(SE Corner of Government Lot 2)
Linetype Legend
Easement
Lot Line
Property Line
Right —of —Way Line
Section Line
M &B
24/081
Abbreviation Legend
M &B Metes Sc Bounds
O.R. Official Record
R/W Right —of —Way
Th
(o
CITY OF CLEARWATER
ENGINEERING DEPARTMENT
DRAWN BY
Melone, Jr.
CHECKED BY
T Mahony
Property Acquisition at
3158 Gulf —to —Bay Boulevard
SHEET
1 OF 2
SECT - TWNSP -RNG 16 - 29S - 16E
DATE DRAWN 11 -20 -2015
LGL_2015 -15
N T. S.
This is not a survey
EXHIBIT "B"
Tradewinds Condo 20 -114
M &B
24/09
M &B
24/05
M &B
24/06
M &B
24/07
Legal Description:
Gulf —to —Bay Blvd. (S.R.
R/W Varies
Commencing at a point 50 feet North of the
Southeast corner of Government Lot 2, Section
16, Township 29 South, Range 16 East, run
North 155 feet; thence Westerly parallel with
Gulf —to —Bay Boulevard 720 feet; thence South
155 feet to the North Boundary of said
Boulevard; thence Easterly along the North
along the North boundary of said Boulevard to
the Point of Beginning.
Less the west 147 feet of said parcel;
Less the Right —of —Way of State Road No. 60;
Less the Right —of —Way of Bayshore Boulevard
(C.R. 30); and
Less a parcel described as Metes and Bounds
Tract 24/081.
60)
/,
ir
L
M &B
24/081
H
L-
Center of Section of Section 16,
Township 29 South, Range 16 East
(SE Corner of Government Lot 2)
Linetype Legend
Easement
Lot Line
Property Line
Right —of —Way Line
Section Line
Abbreviation Legend
M &B Metes & Bounds
O.R. Official Record
R/W Right —of —Way
CITY OF CLEARWATER
ENGINEERING DEPARTMENT
DRAWN BY
D Melone, Jr.
CHECKED BY
T Mahony
Property Acquisition at
3158 Gulf —to —Bay Boulevard
Derr
2 OF 2
SECT- TWNSP -RNG 16 - 29S - 16E
DATE DRAWN 11 -20 -2015
DWG. ND.
LGL_2015 -15