R19-083 RESOLUTION R19-083
A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA,
APPROVING AND AUTHORIZING THE MAYOR TO SIGN A LAND
SWAP AGREEMENT BETWEEN THE CITY OF BOYNTON
BEACH AND SARAH WILLIAMS;AUTHORIZING THE MAYOR TO
SIGN A DEED TO TRANSFER THE PROPERTY FROM THE CITY
OF BOYNTON BEACH TO BOYNTON BEACH CRA; AND
PROVIDING AN EFFECTIVE DATE.
11
1 WHEREAS, currently Ms. William's owns the lot east and west of the City's lot and the
1 CRA owns the lot to the east of Ms. Williams's lot with both lots being almost identical in shape,
1 size, zoning, and appraised value; and
1 WHEREAS, staff recommends authorizing the land swap and deed transfer to provide
1 ' for future redevelopment opportunities along the MLK corridor; and
1 WHEREAS, the transfer of the vacant lot to the CRA will eliminate the continuing
1 ' maintenance costs from the Parks and Grounds budget; and
1 WHEREAS, the City Commission of the City of Boynton Beach deems it in the best
1 interest of the residents and citizens of the City to approve the land swap and transfer with Ms.
21 Sarah Williams to swap her current vacant lot (PCN# 08-43-45-21-04-000-0140) on the south
2 side of East MLK Blvd for the City's vacant lot(PCN #08-43-45-21-27-001-0090) on the north
2' side of East MLK Blvd and then for the City to transfer the new vacant lot to the CRA.
2: NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
2. THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
2• Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
2. being true and correct and are hereby made a specific part of this Resolution upon adoption
2 hereof.
2: Section 2. The City of Boynton Beach approves the land swap and transfer with Ms.
2: Sarah Williams to swap her current vacant lot (PCN# 08-43-45-21-04-000-0140) on the south
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Reso.Docx
31 side of East MLK Blvd for the City's vacant lot (PCN #08-43-45-21-27-001-0090) on the north
3 side of East MLK Blvd and then for the City to transfer the new vacant lot to the CRA, a copy
3' of which is attached hereto as Exhibit"A".
3; Section 3. The City Commission approves and authorizes the Mayor to sign the Deed
3 necessary to transfer the vacant lot to the CRA.
3; Section 4. That this Resolution shall become effective immediately upon passage.
3. PASSED AND ADOPTED this tU day of c �c2019.
3' CITY OF BOYNTON BEACH, FLORIDA
3:
3! YES NO
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4 Mayor—Steven B. Grant
4'
4; Vice Mayor—Justin Katz t/
4
4. Commissioner—Mack McCray
4"
4' Commissioner—Christina L. Romelus
4; /
4: Commissioner—Ty Penserga V
51
5 VOTE
5' ATTEST:
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5.
eenester N -ves
5' Deputy City Clerk
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5;
61 (Corporate Seal)
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C:\Users\Stanzionet\Appdata\L.ocal\Microsoft\Windows Unetcache\Content.outlook\PG426F74\Land Swap Agreement With Sarah Williams-
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LAND SWAP AGREEMENT
BY AND BETWEEN THE CITY OF BOYNTON BEACH AND
SARAH WILLIAMS AND PERSTEIN WILIAMS
THIS LAND SWAP AGREEMENT (the "Agreement") is made on this \C�' day of
2019, by and between the City of Boynton Beach, a Florida municipal corporation
(her nafter referred to as the "City"), and Sarah Williams and Perstein Williams, as husband
and wife(hereinafter referred to as"Williams").
WHEREAS,the City owns Lot 9 on Martin Luther King Blvd.,more particularly described
in Exhibit"A"(hereinafter the "City Parcel"),and Williams own Lot 14 on NE 10th Avenue,more
particularly described in Exhibit "B" (hereinafter the "Williams Parcel"), within the City limits
and in Palm Beach County, Florida.
WHEREAS, in the collective public interest of the City and Williams, the CITY and the
Williams have mutually agreed to the exchange of the City Parcel with the Williams Parcel.
THEREFORE,in consideration of the premises, the mutual covenants and promises herein
contained,the parties hereby covenant and agree as follows:
1. CONVEYANCE AND CONSIDERATION:
Williams shall convey its title in the Williams Parcel, together with all rights and appurtenances
pertaining to the real property, including any right, title, and interest of the Williams' in and to
adjacent streets, alleys, or rights-of-way together with any improvements, fixtures, and personal
property situated on and attached to said parcels, in exchange for the conveyance by the City to
Williams of the City Parcel, together with all rights and appurtenances pertaining to the real
properties, including any right, title, and interest of the City in and to adjacent streets, alleys, or
rights-of-way, together with any improvements, fixtures, and personal property situated on and
attached to said parcels.
The City and Williams hereby waive any and all warranties, express or implied, and understand
and accept that the City Parcel and the Williams Parcels are being transferred in AS IS condition.
The transfer of title of the City Parcel and the Williams Parcel shall be effectuated by a Warranty
Deed.
2. REPRESENTATIONS AND WARRANTIES:
The City and Williams hereby represent and warrant to each other as follows:
a) There are no parties in possession as lessees, tenants at sufferance, or trespassers of any
portion of the Williams Parcel and the City Parcel;
b) There is no pending or threatened condemnation or similar proceeding or assessments
affecting the Williams Parcel and the City Parcel,or any part thereof.
c) There are no unpaid assessments or unpaid taxes relating to the Williams Parcel and the
City Parcel.
00307014.1 306-9905405)
d) The Williams Parcel and the City Parcel have full and free access to and from public
highways, streets,or roads and,there is no pending or threatened governmental proceeding
which would impair or result in the termination of such legal access.
3. CONDITIONS PRECEDENT TO CLOSING:
The conditions precedent to consummate the exchange as contemplated by the terms and
provisions of this Agreement are subject to the satisfaction of each of the following closing
conditions(any of which may be waived in whole or in part by the City and Williams):
a) Survey. The City and Williams shall furnish a current boundary survey of the City Parcel
and the Williams Parcel, prepared by a licensed and registered surveyor. The City and the
Williams will have ten (10) days after receipt of such survey to review and approve same.
In the event such survey discloses encroachments or other issues that are unacceptable to
the City or to Williams, then said party shall notify the other of such fact. If the City or
Williams choose not to take actions to correct unacceptable portions of the survey or is
unable to do so,then the City or Williams may terminate this Agreement.
b) Acceptability of Title. The City shall obtain title commitments relating to the City Parcel
and the Williams Parcel. The City shall give Williams written notice on or before the
expiration of ten (10) days after receiving such results of title that the condition of title as
set forth therein with respect to the Williams Parcel is or is not satisfactory. In the event
the condition is reported as not satisfactory, it will be documented by title examination,
provided at the expense of Williams. On receipt thereof, Williams shall promptly
undertake to eliminate or modify all objections to the reasonable satisfaction of the City.
In the event Williams is unable to respond to objections within fifteen (15) days after
receipt of written notice, the City may terminate this Agreement, said condition shall be
deemed to be acceptable and any objection thereto shall be deemed to have been waived
for all purposes.
Williams shall give the City written notice on or before the expiration of ten (10)days after
receiving such results of title that the condition of title as set forth therein with respect to
the City Parcel is or is not satisfactory. In the event the condition is reported as not
satisfactory, it will be documented by title examination, provided at the expense of the
City. On receipt thereof, the City shall promptly undertake to eliminate or modify all
objections to the reasonable satisfaction of Williams. In the event the City is unable to
respond to objections within fifteen (15) days after receipt of written notice,Williams may
terminate this Agreement, said condition shall be deemed to be acceptable and any
objection thereto shall be deemed to have been waived for all purposes.
c) Estoppel Letter. If applicable,Williams shall deliver to the City an"estoppel letter"signed
by the holders of any existing indebtedness secured by Parcel B, stating: (1) that as of the
closing date no default exists under either the deed of trust or mortgage or notes or any
instruments securing the payment of same; (2) that all installments of principal and interest
payable to the date of closing have been paid; (3) the amount of the unpaid balance of the
notes; and(4)that there have been no modifications or amendments to such note or deed of
trust or mortgage instruments.
d) Lien Search. The City and Williams shall deliver a clear lien search report on the City
Parcel and the Williams Parcel,respectively.
(00307014.1306-9905405) 2
e) Board Approval. The City shall obtain approval from its governing body prior to closing.
The City's obligation to close is conditioned on the approval of this Agreement by the City
Commission.
4. CLOSING DATE AND COSTS:
The closing of the land swap transaction shall be conducted by the law firm of GOREN, CHEROF,
DOODY & EZROL, P.A. within forty-five (45) days of execution of this Agreement by the City.
The City and Williams may agree to extend the closing date through the execution of an
Amendment to the Agreement.
a) The City shall pay for all costs relating to the purchase and sale of both the City
Parcel and the Williams Parcel: title commitments, surveys, documentary stamps on the deeds,
deed recording costs,attorney's fees,and Owner's Title Policies.
b) Real estate taxes, personal property taxes on any tangible personal property,
outstanding utility bills, and any outstanding and unpaid assessments will be prorated through the
day of closing for the Williams Parcel will be paid by Williams.
5. DEFAULT.
In the event of a default by City, Williams shall have the election of the following
remedies, which shall include the return of the earnest money, and accrued interest as
liquidated damages or equitable relief to enforce the terms and conditions of this
Agreement either through a decree for specific performance or injunctive relief.
If Williams shall fail or refuse to consummate the transaction in accordance with
the terms and provisions of this Agreement, the earnest money, shall be immediately
forfeited to City as agreed upon liquidated damages and Williams shall have no other
responsibility or liability of any kind to City by virtue of such default. City's sole and
entire remedy shall be restricted to retention of the deposit plus all accrued interest.
In the event of a default by Williams, City shall have the election of the following
remedies, which shall include the return of the earnest money, and accrued interest as
liquidated damages or equitable relief to enforce the terms and conditions of this
Agreement either through a decree for specific performance or injunctive relief.
If the City shall fail or refuse to consummate the transaction in accordance with the
terms and provisions of this Agreement, the earnest money, shall be immediately forfeited
to Williams as agreed upon liquidated damages and City shall have no other responsibility
or liability of any kind to Williams by virtue of such default. Williams' sole and entire
remedy shall be restricted to retention of the deposit plus all accrued interest.
6. MISCELLANEOUS PROVISIONS:
a) Governing Law. This Agreement shall be governed by the laws of the State of Florida.
Venue shall be in the Federal or State Courts in Palm Beach County,Florida.
(00307014.1306-9905405) 3
b) Entire Agreement. All prior understandings and agreements between the City and the
Williams with regard to any subject matter contained herein are merged in this Agreement.
This Agreement completely expresses their full agreement. Any modification of this
Agreement shall be in writing and executed by the parties.
c) Effective Date. This Agreement shall be deemed effective as of the last date that the
document is executed by the City.
d) Counterparts. This Agreement may be executed in two or more counterparts,each of which
shall be and shall be taken to be an original and all collectively deemed one instrument.
The parties hereto agree that a facsimile copy hereof and any signatures hereon shall be
considered for all purposes as originals
e) 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 health unit.
f) Severability. In case any one or more of the provisions contained in this contract shall for
any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect any other provision thereof and this contract
shall be construed as if such invalid, illegal, or unenforceable provision had never been
contained herein.
[SIGNATURES ON FOLLOWING PAGE]
(00307014.1 306-9905405) 4
IN WITNESS WHEREOF,the parties have executed this Agreement on the date first
mentioned above.
CITY O. B NTO :EACH
ATTEST: e' e
By: Stew, 6- &r,,l'
jAibiTAr ✓ Title: (lap)
Cit Clerk .
U sate executed: AirSt /� °Iaq
4*k .ct•
04,
e0YNl0
APPROVES AST• O'.' :
City ' orney
SARAH WILLIAMS
PERSTEIN WILLIAMS "w
{00307014.1 306.99054051 5
EXHIBIT A
LEGAL DESCRIPTION OF
CITY PARCEL
Parcel ID No.: 08-43-45-21-27-001-0090
E ROBERTS ADD TO BOYNTON LOT 9 (LESS S 10 FT RD R/W)
100307014 306-9905405) 6
EXHIBIT B
LEGAL DESCRIPTION OF
WILLIAMS PARCEL
Parcel ID No.: 08-43-45-21-04-000-0140
Lot 14 Less North 10 feet Northeast 10th Avenue Road R/W, of Robert Wells' Subdivision,
according to the Plat thereof, as recorded in Plat Book 11, Page 66, of the Public Records
of Palm Beach County, Florida.
{00307014.1306-9905405} 7