HomeMy WebLinkAbout630 RACETRAC Inc - Utility Easement - SR 46 & Lk Mary BlvdThis Instrument Prepared By
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Gaylord Merlin Ludovici 8 Diaz
5100 W. Cypress Street
Tampa, FL 33607
Tax Parcel Identification Number(s). 03-20-31-300-003C-0000
CITY OF SANFORD
UTILITY EASEMENT
^(bic1 4410
This Utility Easement is made and entered into this /O {� day of
PACZ c-Cti , 2025, by and between RACETRAC Inc., a Georgia corporation
authorized to conduct business in the State of Florida, whose address is 200 Galleria
Parkway SE Suite 900, Atlanta GA. 30339, hereinafter referred to as the "GRANTOR";
and the CITY OF SANFORD, a municipality of the State of Florida, whose address is
300 North Park Avenue, Sanford, Florida 32771, hereinafter referred to as the
"GRANTEE".
Witnesseth:
For And In Consideration Of the sum of ONE AND NO/100 DOLLAR ($1.00)
and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the GRANTOR does hereby grant and convey to the GRANTEE
a non-exclusive easement for the sole purpose and use of one utility force main as
depicted on Exhibit "A" (hereinafter referred to as the "subject property") situate in the
County of Seminole, State of Florida, to -wit:
SAID PARCEL BEING MORE
PARTICULARLY DESCRIBED ON
THE ATTACHED EXHIBIT `B".
The GRANTEE shall have the right to and full authority, at GRANTEE's sole cost
and expense, to operate, repair and maintain this force main as Grantee may deem
necessary; along with reasonable access to the force main to allow this use. Grantee
does not have the right to use this easement for any other utility uses or any other use
or purpose, and shall not place any other improvements within this easement.
GRANTEE agrees to provide GRANTOR with reasonable notice in the event it, or
its agents, need to access GRANTOR'S subject property to repair or conduct any
activities in association with the maintenance of its force main. Notice shall be
provided by email to: mabney@racetrac.com, and hard copy notice to: 200
Galleria Parkway, Suite 900, Atlanta, GA 30339, Attn: Legal — Real Estate.
The GRANTOR, and the successors and assigns of the GRANTOR, agree not to
build, construct or create, or permit others to build, construct or create any new or
additional buildings or other structures that may interfere with the operation and
GRANT MALOY, SEMINOLE COUNTY
CLERK OF CIRCUIT COURT & COMPTROLLER
CFN# 2025040429 Bk:10814 Pg 492o^9(5Pgs)
REC: 04/2912025
FEES.S44.00 M by I
RECORDING
maintenance of the force main on the subject property; provided, however, any existing
improvements in said area shall be allowed to remain, and GRANTEE shall be solely
responsible for ensuring that its activities in the easement area do not disturb, damage
or otherwise interfere with any and all such existing improvements.
The GRANTOR reserves all rights and interests to use the Easement Area for all
existing uses and improvements, and any future uses and improvements which do not
interfere with Grantee's force main; including but not limited to repair, replacement,
modification, maintenance, and operation of all site improvements and continued use
and operation of its site and business.
The easement is granted, and by its acceptance hereof GRANTEE hereby
accepts the easement, in its "AS -IS," "WHERE -IS" condition, with no representations or
warranties of any kind or nature whatsoever, including, without limitation, any warranty
of title or of fitness for a particular purpose. GRANTOR hereby expressly disclaims any
and all such representations and warranties
By its acceptance hereof, GRANTEE covenants and agrees that it shall defend,
protect, indemnify, and hold harmless GRANTOR, its successors and assigns, from any
and all liability, claims, damages, and losses, resulting from or arising from any
negligent operations, activities or omissions of GRANTEE, its agents, contractors and/or
employees in the exercise and use of this force main easement.
In Witness Whereof, the GRANTOR has hereunto set the GRANTOR's hand
and seal, the day and year set forth below.
Attestation:
Authorite-I Oosp&Me1S
Witness One Signatur
Printed Name: Adu,,,.
AV,�
Authorized 6orporA- Signatory
Witness Two Signature ,�
Printed Name: A P Q Vl
21F',,
GRANTO
AuttforiAd Signatory
Printed Name: o I PV)Gnc r
Title or Office: LDo
(Seal)
ACKNOWLEDGEMENT
STATE OF
COUNTY OF 0610t-,))
The foregoing instrument was acknowledged before me by means of CVphysical
presence or ❑ online notarization, this 10 day of INlAvt,.l , 2025, by
i -WDL 1 I?06tfter" s/he 0 is personally known to me
1
or ❑ produced the following as identification:
with the below Notary Public intended to be an additional witness to this document.
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i C NOTARy��'N1 Q NOT RY PUBLIC;
m `State of CS'y �l .`
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CAMERON AVENUE
(30' PUBLIC RIGHT-OF-WAY PER PLAT BOOK 1, PACE 75)
LAKE MARY BOULEVARD (STATE ROAD NO. 415)
(PUBLIC RIGHT-OF-WAY - WIDTH VARIES)
O N P O N T
2927 M9 FLORIDAN CIRCLE
KISSNI►EE. FLA 34743
34
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ADDITIONAL 25' RIGHT-OF-WAY FOR CAMERON AVENUE
PER OFFICIAL RECORDS BOOK 7246. PAGE 1710
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`SURVEYING INC. ,
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-----
LKENSE BU9NES5 NUMBER 8;
EXHIBIT "A"
UTILffY EASEMENT
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ADDITIONAL 25' RIGHT-OF-WAY FOR CAMERON AVENUE
PER OFFICIAL RECORDS BOOK 7246, PAGE 1710
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/'�, ON POINT SURVEYING, INC, REVISIONS I• o UTILITY EASEMENT
O V' 2827 MIDOI.ETpN CIRCLE 1 1 1 w I SKETCH OF DESCRIPTION
KISSYMEE, FLORIDA 3474.1 1 1 (4 __I
_ __._•
NT 407-9B9-8102 PREPART
ED FOR AND CERnM
SURVEYING, INC. Www.ON-POINTSURVEYINGCOM 1 1 1
LICENSE BUSINESS NUMBER 5319 , RACETRAC PETROLEUM. INC..
"RACETRAC PROPERTY"/CITY OF SANFORD (UTILITY EASEMENT)
CONTRACT FOR SALE OF REAL ESTATE
THIS CONTRACT for Sale is made on the last day of execution by a party as set forth
below by and between: RaceTrac Petroleum, Inc., a corporation existing under the laws
of the State of Georgia, whose corporate name was changed to RaceTrac, Inc., a Georgia
corporation, whose address is 200 Galleria Parkway SE, Suite 900, Atlanta, Georgia
30339, hereinafter referred to herein as the "Seller" AND the City of Sanford, Florida, a
municipal corporation, whose address is 300 North Park Avenue, Sanford, Florida 32771,
hereinafter referred to as the "City".
1. Purchase Contract. The City agrees to buy and the Seller agrees to sell the
Property described in this Contract.
2. Property. The real property interest to be sold consists solely of the utility
easement (and not any fee interest) pertaining to the parcel described in the exhibit
attached to this Contract. (Hereinafter referred to as the "Property"). The recently
constructed City force main utility located within the area of the Property is included in the
purchase and sale of the Property provided for in this Contract. The word "proposed" used
in the exhibit shall be deemed inapplicable to this Contract.
3. Purchase Price. The purchase price is $100,000.00. City shall also pay seller's
attorney's fees in the amount of $10,000.00.
4. Payment of Purchase Price. Thi
attorney's fees as follows: At Closing of title,
an account designated by Seller.
5. Mortgage Contingency. None.
City will pay the purchase price and
via wire(s) from a U.S. financial institution to
6. Time and Place of Closing. The City and the Seller will close on or before
30 days following the execution of this Contract.
7. Transfer of Ownership/Insurance, Costs, Etc. At the Closing, the Seller
will transfer the easement in the Property to the City as set forth herein. The Seller shall
provide to the City a proper utility easement on the "Easement Form" (as defined below).
The City shall procure, at its costs, issuance of a title insurance commitment, issued
through the law firm of Stenstrom, McIntosh, Colbert, & Whigham, P.A., acting as issuing
agent ("Closing Agent") for a qualified title insurer agreeing to issue to the City upon
recording of the utility easement to the City, an easement beneficiary's policy of title
insurance (ALTA Form) in the amount of the purchase price of the Property subject to any
and all matters of record. The search fees or Title Commitment fees and premium for the
Title Insurance Policy shall be paid at the Closing by the City. This transaction is under
threat of condemnation, there are not State documentary stamps to be paid or affixed to
the statutory warranty deed of conveyance. See, Rule 1213-4.014, Florida Administrative
IIPa - e
Code. The City shall pay the cost of any surveys, tests or evaluations that the City may
commission, any environmental audit reports that it may commission, and the costs to
record the deed, as aforesaid. As this transaction is for the purchase of a utility easement,
no apportionment of real property taxes shall occur for the calendar year in which Closing
occurs. Seller shall not be obligated to sign any affidavits of title, owner's affidavits,
seller's affidavits, "gap" indemnities, or other such documents, whether in connection with
the issuance of the foregoing title insurance policy or otherwise.
8. Form of Utility Easement; Representations of the Seller; Closing Documents.
The Seller agrees to provide and the City agrees to accept the attached Utility Easement
form, approved by the City Attorney, attached hereto as Exhibit 1" and incorporated
herein by reference (the "Easement Form").
9. Physical Condition of the Property. The easement in the Property is being
sold "AS IS" and "WHERE IS", "WITH ALL FAULTS". Seller does not make, and hereby
expressly disclaims, any and all representations, warranties or promises about the
condition or value of any of the Property included in this sale, including, without limitation,
the condition of title thereof, merchantability or habitability, or fitness for a particular
purpose. The City has inspected the Property and relies only on this inspection, and
acknowledges that Seller has made no representations, warranties or promises about the
Property and/or the condition thereof..
10. Inspection of the Property. The Seller agrees to permit the City to inspect
the Property at any reasonable time before the Closing, but the City shall not, and does
not have the right to, perform any soil sampling or other invasive testing. The City shall
use best efforts and take all necessary steps in the course of inspecting the Property to
avoid any disruption or interference with Seller's use and enjoyment of the Property,
including, without limitation, operation for business thereon. The City shall not speak
with any employees of Seller without Seller's prior written consent.
11 Adjustments at Closing. The Seller and the City agree that there are no
adjustments at Closing.
12. Complete Contract. This Contract is the entire and only agreement
between the Seller and the City. This Contract replaces and cancels any previous
agreements between the Seller and the City. This Contract can only be changed by an
agreement in writing signed by both Seller and the City. The Seller states that the Seller
has not made any other existing contract to sell the Property to anyone else. The City is
not responsible for any real estate broker commissions, or fees, in this transaction which
may be due to any party claiming to have represented Seller, and the Seller shall assume
any and all such costs if any there are. Seller is not responsible for any real estate broker
commissions, or fees, in this transaction which may be due to any party claiming to have
represented the City, and the City shall assume any and all such costs if any there are.
13. Parties Liable. This Contract is binding upon all parties who sign it and all
who succeed to their rights and responsibilities. The signatories to this Contract represent
21
that they have the authority to execute this Contract and bind the respective parties hereto
as set forth in this Contract.
14. Additional Provisions. The provisions of this Contract shall bind and
inure to the benefit of the heirs, personal representatives, successors and assigns of the
parties. This Contract shall be governed by, and construed and enforced in accordance
with, the laws of the State of Florida. In connection with any litigation, including, but not
limited to, appellate proceedings, arising out of this Contract, the prevailing party shall be
entitled to recover all legal charges, expenses, costs and reasonable attorney's fees.
Venue for any dispute shall be in the Eighteenth Judicial Circuit Court in and for Seminole
County, Florida. The section headings herein contained are inserted for convenience of
reference only and shall not be deemed to be a part of this Contract; they shall be ignored
in construing this Contract. The fact that one of the parties may be deemed to have drafted
or structured any provision hereof shall not affect the interpretation of this Contract and
this Contract is the result of bona fide arm's length negotiations by and between the
parties and, accordingly, the fact that one or another party drafted this Contract, or any
part of it, shall not be considered in construing the particular provision either in favor of or
against such party. Both parties have contributed substantially and materially to the
drafting of this Contract. This Contract may be executed by the parties in any number of
counterparts, each of which shall be deemed an original, and all such counterparts shall
be deemed one and the same Contract. In the event this Contract is executed in
counterparts, the effective date of this Contract shall be determined with reference to the
date of the last execution of any of the counterparts.
15. Brokers and Commission. The City and the Seller each represent and
warrant to the other that neither has employed, retained or consulted any other properly
licensed Florida real estate broker, agent, or finder in carrying on the negotiations in
connection with this Contract or the purchase and sale referred to herein. The City and
the Seller shall each indemnify and hold the other harmless from and against any and all
claims, demands, causes of action, debts, liabilities, judgments and damages (including
costs and reasonable attorneys' and paralegals' fees suffered or incurred in connection
with the enforcement of this indemnity, whether or not an action is commenced, whether
incurred before, during or after trial, or upon any appellate level, or in arbitration,
mediation, any administrative proceeding or any proceeding in bankruptcy or insolvency,)
which may be asserted or recovered against the indemnified party on account of any
brokerage fee, commission or other compensation arising by reason of the indemnitor's
breach of this representation and warranty. This provision shall survive the Closing of the
transaction addressed herein.
31
SIGNED AND AGREED (with all signatories affirming their authority to execute
this Contract).
ATTEST. SELLER: RACETRAC PETROLEUM, INC., a
corporation existing under the laws of the
State of Georgia, whose corporate name was
changed to RA ETRAC, INC., a Georgia
corporation.
By: ( By:
Signaiu-7q Signature ' f
Printed ame: 11rka- K:�P (b6r) Printed Name: mossy �o3cnu
Title: V66A ,., Title: C -D0
Date: Aa.A, lo.yoZ5
ACKNOWLEDGMENT
r,�Vv&! A
STATE OF FL=ORi5A
COUNTY OF SEMINOLE
The foregoing instrument was acknowledged before me by !Q D1i/1 1'/ r , by
means of �Xphysical presence or ❑ online notarization on IM X l/i/I/1 ,
2025, *who is personally known to me or ❑ who produced Florida Driver License as
identification, with the undersigned notary being intended to serve as an additional
witness to this transaction.
RYAN NUNEZ
Notary Public - State of Georgia
Cobb County
My Commission Expires Dec 16, 2018
4 1 P a « e
.�
Notary P blic; State of€ WM 01
Notary lq1inted Name: javi NJ -4,91
My Commission Expires: i-zhut L1
Address: LOU f-AWIVI-A 10LWU 4000
W (A A 1A (-A wv� 2) OI
Attest:
k 1A( .10Lc rkl AA_�J.r[_
Traci Houchin, MMC, FCRM
City Clerk V cl
Approved as to form and legal sufficiency.
aPL.-C'olbert
CityAttorney A14119
Ach
51P,
BUYER: CITY OF SANFORD
Craig Radom e-� r
.Assistant City Manager
P �M
SETTLEMENT AGREEMENT for Citv of Sanford Force Main Easement
The City of Sanford (hereinafter "CITY") and RaceTrac, Inc. (hereinafter "RaceTrac")
agree to the following Settlement Agreement to convey an Easement for the purpose of
allowing the use, maintenance and operation of the City of Sanford's force main on
RaceTrac's private property:
1. RaceTrac agrees to convey to CITY an Easement for the sole use and purpose
of a utility force main constructed on RaceTrac's private property located at 4115
State Road 46 West, Sanford, Florida 32771 (corner of State Road 46 and Lake
Mary Boulevard / State Road 415). The Easement deed is attached hereto, with
Exhibit "A" showing the location of the constructed force main and Exhibit "B"
referencing the legal description of the force main easement on RaceTrac's
property.
2. CITY, and/or its agents and contractors, shall pay RaceTrac the sum of
$100,000.00 for this Easement, exclusive of RaceTrac's incurred attorneys' fees
and costs. Said fees and costs in the amount of $10,000.00 shall be paid by
CITY to RaceTrac's counsel, Gaylord Merlin Ludovici & Diaz.
3. Within 30 days of entry of this Settlement Agreement, CITY shall pay the total
amount in Paragraph 2 above and send the said amount (including the legal
fees) to Gaylord Merlin Ludovici & Diaz, counsel for RaceTrac, 5001 W Cypress
Street, Tampa, Florida 33607, as full payment for this Easement and in
satisfaction of the parties' agreement. RaceTrac shall sign the Easement and
return it to CITY for proper recording in the public records of Seminole County,
Florida. CITY shall be solely responsible for any recording costs.
4. CITY shall send a copy of the fully recorded Easement to Gaylord Merlin Ludovici
& Diaz for RaceTrac's records.
City of Sanford Racer c, Inc.
C/i'✓ 7 y
C, �-Kl �\ K GSC Z k 91,911, pose,
*ACH NOW AVAILABLE! FORMS ARE AVAILABLE ON THE CITY'S WEBSITE AT
*HTTPS://WWW.SANFORDFL.GOV/DEPARTMENTS/FINANCE/FORMS-DOCUMENTS CHECK NO. 211348
***10,000.00
GAYLORD MERLIN LUDOVICI & DIAZ, P.L 13421
-lip e
�1FO$ jj WELLS FARGO 63.2 CHECK NO. 211348
o;�srj 4�o City of Sanford 630
3 Accounts Payable
E'v Sanford, FL 32771
21 °1>;
ala s.isa �.
13421 04/16/2025 $*****10,000.00
PAY THE TEN THOUSAND AND 00/100 DOLLARS
SUM OF
GAYLORD MERLIN LUDOVICI & DIAZ, P.L MAYOR
TO THE 5001 W CYPRESS ST
ORDER TAMPA FL 33609 1'_ OF
FINANCE DIRECTOR
II' 2 L L34130 t: L 2 L000 2481: 20000 &447083 LIQ'
*ACH NOW AVAILABLE! FORMS ARE AVAILABLE ON THE CITY'S WEBSITE AT
*RTrTPS://WWW.SANFORDFL.GOV/DEPARTMENTS/FINANCE/FORMS-DOCUMENTS
CHECK NO. 211378
RACETRAC, INC.
9999999
**100,000.00
—r ..�. t..^r �y —
�-t1FORn _ WELLS FARGO 63-2 CHECK NO 211378
City of Sanford fi30
Accounts Payable
Sanford, FL 32771
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v�Y.1i.VA�.��iNh'd�JilviY//R•....t y. U>i 4.A..'�}...
9999999 04/16/2025 $****100,000.00
PAY THE ONE HUNDRED THOUSAND AND 00/100 DOLLARS
SUM OF
RACETRAC, INC.
TO THE C/O
ORDER GAYLORD MERLIN LUDOVICI & DIAZ, P.L
OF 5001 W CYPRESS ST
TAMPA FL 33609
11' 2 L 1 3 7811' 1: L 2 L000 24131: 20000 14 4 708 3 LII'
MAYOR
FINANCE DIRECTOR
PUBLIC WORKS & UTILITIES
TRANSMITTAL MEMORANDUM
TO: City Clerk's Office
RE: Request for Services
The item(s) noted below is/are attached and forwarded to your office for the following action(s):
❑ Development Order
❑ Final Plat (original mylars)
❑ Letter of Credit
❑ Maintenance Bond
❑ Ordinance
❑ Performance Bond
❑ Resolution
❑ U+? 11 hA (7(.Se Me A -t
u
Once completed, please:
❑ Return original
❑ Return copy
❑
Mayor's signature
❑
Recording
❑
Rendering
Q
Safe keeping (Vault)
Special Instructions:
Y1 as
Please advise if you have any questions regarding the above.
Thank you!
WesQ leG�te �pLI �
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FrdQn ate