Okaloosa County BOCC — April 5, 2016 — Agreement For Purchase

AGREEMENT FOR PURCHASE AND SALE OF IMPROVED LAND Parcel ID No. 17-3N-23-2490-0068-0010 THIS AGREEMENT FOR PURCHASE AND SALE OF IMPROVED LAND (the "Agreement") is made between OKALOOSA TITLE & ABSTRACT COMPANY, a Florida corporation (“Seller"), 402 N. Main Street, Crestview, FL 32536, and OKALOOSA COUNTY, a political subdivision of the State of Florida ("Buyer"), 1804 Lewis Turner Boulevard, Suite 100, Fort Walton Beach, Florida 32547 (collectively the "Parties"). For and in consideration of the Purchase Price and the mutual covenants and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: 1. SALE AND PURCHASE. The Seller agrees to sell, and the Buyer agrees to buy, on the terms and conditions specified herein, all of Seller’s rights, title, and interest in and to that certain tract or parcel of real property described on Exhibit "A" attached hereto and incorporated herein, together with any and all improvements, including but not limited to all structures, betterments, and utilities, if any, located thereon or thereunder, of any nature now or thereafter situated, in whole or in part, thereon, regardless of whether physically affixed thereto or severed or capable of severance therefrom (the foregoing parcel and improvements being referred to as the "Property"). 2. PURCHASE PRICE. The purchase price ("Purchase Price") to be paid for the Land shall be ONE HUNDRED NINETY-FIVE THOUSAND NINE HUNDRED and 00/100 dollars (8195,900.00), to be paid by Buyer in U.S. funds at closing, subject to adjustments and pro-rations, to be paid by the Okaloosa County Clerk and Comptroller by wire transfer. 3. CLOSING. 3.1 Closing Date; Occupancy. This Agreement will be closed and the deed and possession delivered on a date mutually agreeable to the Parties, but not later than sixty (60) days following the Effective Date of this Agreement (“Closing Date™). Seller will provide keys, remote controls, and any security/access codes necessary to operate all locks, mailboxes, and security systems. Unless the Closing Date is specifically extended by the Buyer and Seller or by any other provision in this Agreement, the Closing Date shall prevail over all other time periods including, but not limited to, financing and feasibility study periods. If on Closing Date insurance underwriting is suspended, Buyer may postpone closing up to 5 days after the insurance suspension is lifted. If this transaction does not close for any reason, Buyer will immediately return all Seller-provided title evidence, surveys, association documents and other items. 32 Documents. a. Seller’s Documents. Seller will provide the deed; a bill of sale if necessary; a closing affidavit in a form acceptable to the title insurer and Buyer’s legal counsel; a certification that on the Closing Date all representations and warranties made in this Agreement are materially true; if applicable, originals of those assignable service and maintenance contracts that will be assumed by Buyer after the Closing Date and letters to each service contractor from Seller advising each of them of the sale of the Property and, if requested by Buyer, the transfer of its contract, and any assignable warranties or 1 Buyera‘ : Sellen%u /4 guarantees received or held by Seller from any manufacturer, contractor, subcontractor, or material supplier in connection with the Property; and corrective instruments. Seller will deliver a resolution of its Board of Directors authorizing the sale and delivery of the deed and certification by the appropriate party certifying the resolution and setting forth facts showing the conveyance conforms to the requirements of law. Seller will, not later than ten (10) days before the Closing Date, provide to Buyer a Beneficial Interest and Disclosure Affidavit as required by Section 286.23, Florida Statutes (form attached hereto as Exhibit “B”). b. Buyer’s