INDIANTOWN \u2013 The members of the Village Council here gave their verbal consensus Nov. 20 to renegotiate a $3 million purchase and sale contract for the 5.1-acre property at 15225 S.W. Warfield Blvd. that a previous Council in 2022 had slated for a new Village Hall until voters that August replaced two of its members who\u2019d supported that idea.<\/p>\n
Village Manager Taryn Kryzda briefly introduced the item that evening before handing it off to Village Attorney Wade Vose.<\/p>\n
\u201cOn Tuesday, I received an envelope that had been dropped off, and inside that was the contract that is attached to this agenda item,\u201d she said. \u201cEssentially, they\u2019re offering to purchase our five-acre piece and it has some options in there as well. The reason I put it on the agenda is because it says this transaction would be completed by Dec. 12 or not be valid, and your next meeting is Dec. 11. I\u2019m not expecting you to take specific action other than providing Mr. Vose with some direction.\u201d<\/p>\n
Vose then explained the need for staff to rewrite the contract on a different form because options had been added to the $3 million land-purchase agreement on an improper form for doing so.<\/p>\n
\u201cOne of the most important pieces for understanding this whole thing is the buyer agrees to replace this initial standard-form contract with a more formal contract within seven days of formal acceptance,\u201d he said. \u201cI think the appropriate way to move forward with regard to this would be for myself and your broker Kevin Powers as well to work with the prospective buyer. In addition, they are looking to procure a one-year option for $75,000, [which] means they want to effectively lock up this property for a whole year while they engage in their evaluations. Built in this contract is a 90-day due diligence period.\u201d<\/p>\n
Vose proceeded to describe the contract request for an additional one-year $75,000 option, which he characterized as a \u201cbroader second-phase due-diligence that they\u2019re willing to pay for.\u201d<\/p>\n
\u201cThe prospective buyer intends to build a healthcare campus [and] provide a conceptual site plan by Dec. 5,\u201d he continued. \u201cOur suggestion about getting a more formal contract together would be to ask them to stick with that timeline on Dec. 5 because I think that would be helpful for you all if they\u2019d already committed to putting together a conceptual site plan. In the opportunity I\u2019ve had to look at the principals behind this entity, my initial read is that these folks are real, to put it in the vernacular.\u201d<\/p>\n
Councilwoman Karen Onsager \u2013 who\u2019s also a real estate broker \u2013 was the first to provide comments.<\/p>\n
\u201cI read over this contract, and just like you said, it needs to be put on the proper form,\u201d she said. \u201cThey\u2019re paying for the option, but I think holding it another year out, we should consider some kick-out clause. I like the idea of selling it, but I\u2019m a little apprehensive about holding it for $150,000 for two years. That would be my only concern. It would be a discussion item, not a deal-killer.\u201d<\/p>\n
Vose immediately asked Onsager to clarify the terminology for her colleagues who wouldn\u2019t necessarily understand the real-estate jargon.<\/p>\n
\u201cIn an option contract, they\u2019re buying the time,\u201d the latter said. \u201cIt\u2019s not typical to see the 90-day due diligence: It\u2019s typical that they hold due-diligence for the entire year. I understand what they\u2019re doing \u2013 they don\u2019t want to commit until they know the property\u2019s going to work for them. I don\u2019t really have a big hold-up on that. The closing date would need to be corrected if they\u2019re asking for the second option.\u201d<\/p>\n
Board Member Onsager then addressed the aforementioned kick-out clause.<\/p>\n
\u201cThat gives them an X amount of time if someone else comes forward and says I will put a contract on it,\u201d she explained. \u201cThen that kick-out clause says you\u2019ve got 90 days to make up your mind whether you want to actually purchase it, or we\u2019re going to sell it to the other person. I feel like they need to come up with a little bit more option money if they hold it up for that second year. I\u2019ve written a lot of option contracts, and this is something typically we see.\u201d<\/p>\n
Board Member Phyllis Waters-Brown subsequently lobbed several questions at the Village Attorney.<\/p>\n
\u201cSo they give $75,000, they do the 90-day due diligence and they decide at that point they wish not to continue,\u201d she said. \u201cWhere does that leave us?\u201d<\/p>\n
\u201cDuring the first 90-day period, the $75,000 would be like a refundable deposit,\u201d Vose replied. \u201cThat, by the way, is very typical in a commercial real estate purchase contract.\u201d<\/p>\n
\u201cAnd after the 90 days, they say yes, I want to continue \u2013 what happens then?\u201d Councilwoman Waters-Brown prodded.<\/p>\n
\u201cThat $75,000 would become the Village\u2019s at that point,\u201d Vose answered. \u201cWe get to put it to use, and it remains under the option for the rest of the year.\u201d<\/p>\n
When the councilwoman subsequently mentioned the fact there were no water and sewer services on the parcel, Kryzda chimed back in, emphasizing that the property might not even get those services until a new water plant goes online in a couple more years.<\/p>\n
\u201cWe\u2019re having some conversations about doing some things differently with our existing wells,\u201d she said. \u201cUntil we get the site plan and know what they\u2019re planning in there, it\u2019s hard to say if it would have it or not.\u201d<\/p>\n
After concerns expressed by Board Member Waters Brown over the Village permanently losing property taxes on the land due to the developer\u2019s requested non-profit status, Vose provided clarification.<\/p>\n
\u201cNon-profits that do stuff like that don\u2019t pay taxes because they\u2019re doing other community benefits,\u201d he said. \u201cThat\u2019s the rationale behind the tax policy there. The one thing I would offer to you there is, regardless of the tax consequences, in the end it\u2019s just one parcel.\u201d<\/p>\n
After Councilwoman Onsager reiterated her desire for the kick-out clause, Mayor Carmine Dipaolo went to bat for the development group\u2019s option requests due to the current lack of utilities.<\/p>\n
\u201cWhat we\u2019re dealing with is the reality that whoever purchases it is going to have to wait up to two years to utilize that property,\u201d he said. \u201cI don\u2019t know too many people that are going to spend that kind of money and just let it sit there. You\u2019re talking $75,000 and $75,000 if you go for a second year. There\u2019s $150,000 plus the $3 million, so that\u2019s $3.15 and a deal I would take. We\u2019re not voting on anything here; we\u2019re just giving direction to Powers [and[the client to hack out a contract. These guys are real: I don\u2019t think they\u2019d be here just to play a game.\u201d<\/p>\n
The Board ultimately gave its verbal consensus to Vose to proceed. The only member of the public to speak, Community activist Linda Nycum, reiterated the concerns expressed by Onsager and Waters Brown as well as emphasizing the newness of the limited liability corporation formed for the purchase.<\/p>\n
\u201cThe buyer building tomorrow\u2019s infrastructure was formed on Nov. 13, according to their articles of incorporation,\u201d she said. \u201cThat\u2019s not a lot of time to establish any history of good business practices, let alone financial stability. I expect our elected officials to do more due-diligence before committing to this. It\u2019s time to do a lot of homework on this before putting our name to the bottom line.\u201d<\/p>\n
The Village Council will conduct a formal hearing on the contract Dec. 11.<\/p>\n","protected":false},"excerpt":{"rendered":"INDIANTOWN \u2013 The members of the Village Council here gave their verbal consensus Nov. 20 to renegotiate a…\n","protected":false},"author":2,"featured_media":70042,"comment_status":"","ping_status":"","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[12],"tags":[326,171,173,172],"class_list":{"0":"post-70041","1":"post","2":"type-post","3":"status-publish","4":"format-standard","5":"has-post-thumbnail","7":"category-port-st-lucie","8":"tag-martin","9":"tag-port-st-lucie","10":"tag-port-st-lucie-headlines","11":"tag-port-st-lucie-news"},"_links":{"self":[{"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/posts\/70041","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/comments?post=70041"}],"version-history":[{"count":0,"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/posts\/70041\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/media\/70042"}],"wp:attachment":[{"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/media?parent=70041"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/categories?post=70041"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.newsbeep.com\/us-fl\/wp-json\/wp\/v2\/tags?post=70041"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}