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R2022-58 Conservation Easement for MacArthur State ParkRESOLUTION NO. 2022-58 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, APPROVING THE ASSIGNMENT AND ASSUMPTION OF A CONSERVATION EASEMENT FOR MACARTHUR STATE PARK AND AUTHORIZING THE MAYOR TO EXECUTE THE ASSIGNMENT AND ASSUMPTION ON BEHALF OF THE VILLAGE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, in 1980, Palm Beach County granted a Conservation Easement over the MacArthur Park property to The John D. MacArthur Park Conservation Corporation, Inc. pursuant to Section 704.06, Florida Statutes; and WHEREAS, because MacArthur is no longer a major landowner in Palm Beach County and there is no continued need for the Conservation Corporation, the Corporation has requested that the Village accept the assignment and assumption of the Conservation Easement; and WHEREAS, the Village Council determines that the adoption of this Resolution is in the best interests of the public health, safety and welfare. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, as follows: Section 1. The foregoing recitals are ratified and incorporated herein. Section 2. The Village Council hereby approves the Assignment and Assumption of Conservation Easement from The John D. MacArthur Park Conservation Corporation, Inc. to the Village, a copy of which is attached hereto and incorporated herein, and authorizes the Mayor to execute the Assignment and Assumption on behalf of the Village. Section 3. This Resolution shall be effective immediately upon adoption. PASS DOPTED THIS 28TH DAY OF JULY, 2022. OR MA Y R ATTEST" VILLAGE CLERK 022f�rp�;113,1 2 ten. C:i..f n}=�F.'.:i�;}i!_,irilllt_P`.,• Prepared by: David N. Morrison Attorney at Law Quarles & Brady LLP 1395 Panther Lane, Suite 300 Naples, FL 34109 ASSIGNMENT.' AND ASSUMPTION OF CONSERVATION EASEMENT THIS ASSIGNMENT AND ASSUMPTION OF CONSERVATION EASEMENT ("Assignment") is made this Y r day of i� u& " T , 2022 (the "Effective Date"), by and among THE JOHN D. MACARTHUR PARK CONSERVATION CORPORATION, INC., a Florida not-for-profit corporation ("Assignor"), and THE VILLAGE OF NORTH PALM BEACH, a municipal corporation organized and existing under the laws of the State of Florida ("Assignee"). WITNESSETH: WHEREAS, Assignor and PALM BEACH COUNTY, FLORIDA, have entered into that certain Conservation Easement dated December 19, 1980 and recorded on February 2, 1981 in Official Records Book 3456, commencing at Page 1455, of the Public Records of Palm Beach County, Florida ("Conservation Easement"); and WHEREAS, Assignor, as grantee under the Conservation Easement, desires to assign all of its obligations, rights, title and interest in and to the Conservation Easement to Assignee and Assignee wishes to accept said assignment. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. Except as specifically defined in this Assignment, all capitalized terms used herein shall have the meanings ascribed to them in the Conservation Easement. 2. Assignor transfers, assigns and sets over to Assignee all of obligations, rights, title and interest of Assignor in and to the Conservation Easement as of the Effective Date. 3. Assignee accepts the assignment made in Paragraph 2 above, assumes the Conservation Easement, and agrees to observe and perform all of the covenants, agreements and obligations to be observed or performed by the grantee under the Conservation Easement from and after the Effective Date. 4. Assignee agrees to indemnify, defend, and hold harmless Assignor from and against all claims, actions, Iosses, damage, costs, and expenses (including, without limitation, reasonable attorneys' fees and costs including costs and fees associated with any appeals) arising out of QBN7391824 l . l Assignee's failure to comply with any of the terms, covenants, conditions, and obligations of the grantee under the Easement Agreement, on or after the Effective Date. Nothing set forth herein shall operate as a waiver of Assignee's sovereign immunity protections or the limits of liability set forth in Section 768.28, Florida Statutes, nor shall it create a cause of action in favor of any third party. 5. This Assignment shall be governed by and construed in accordance with the laws of the State of Florida. 6. This Assignment shall be binding upon and inure to the benefit of the parties and their respective heirs, legal representatives and permitted successors and permitted assigns. This Assignment may be executed in counterparts, each of which, when combined, shall constitute an original. [SIGNATURES ON FOLLOWING PAGES] QM73M241.1 IN WITNESS WHEREOF, Assignor has executed this Assignment as of the day and year below. ASSIGNOR: The John D. MacArthur Park Conservation Corporation, Inc., a Florida not-for-profit corporation Name: &f& A>v C 1 lJ Title: 1) 1 12 tX TV jLf ,7—Y21f6 _S 1/9 Ly�' Date: ir/ 11 1Z-" Z Z STATE OF ]2()f'\c COUNTY OF QD M The foregoing instrument was acknowledged before me by means of physical presence or by ] online n tarization, on this day of ij K-� 2022, by fel{ f[, �1�- Yf Cihur� , as rA� `o le John D. MacArthur Park onservation Corporation, a Florida not-for-profit corporation, who [ ] is personally known or who [ ] has produced rj . ( ] L, as identification. [Notary Seal] Nka MARIAM RHYNE ,,�� pia Notary Public, State of Florida x Commissian# HH 291392 My Comm. expires June 14, 2026 Q[3173918241.1 Printed Name: My Commission Expires: 66 q l zbu IN WITNESS WHEREOF, Assignee has executed this Assignment as of the day and year below. ASSIGNEE: The Village of North Palm Beach, a municipal corporation organized and existing under the Iaws of the State of Florida By: Deborah Searc Ma or Date: STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing 'instrument was acknowledged before me by means of [L] physical presence or by [ ] online notarization, on this day of .� 2 8 , 2022, by Deborah Searcy,,,ps Mayor of the Village of North Palm Beach, a political subdivision of the State of Florida, who [ ✓ ] is personally known or who [ ] has produced as identification. [Notary Seal] NWry blic Printed Name: J jeJa ► C' J� r } 1�RY 1 Jessica J. Green NOTARY PUBLIC 0 �-5- STATE OF FLORIDA w Comm# GG951576 f is Expires 3/7/2024 QM73918241.1 My Commission Expires: S h l -lo zt