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R-2018-13R CLER' CITY OF CLERMONT ��,�,� ��ws RESOLUTION NO. 2018-13R ChocA RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CLERMONT, LAKE COUNTY, FLORIDA, APPROVING THE AGREEMENT REGARDING EASEMENTS, IMPROVEMENTS, MAINTENANCE AND COST SHARING BETWEEN CLERMONT COMMERCE PARK, LLC AND THE CITY OF CLERMONT AND PROVIDING FOR AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Clermont, Lake County, Florida, that: SECTION 1. The City Council does hereby approve the acceptance of the Agreement regarding Easements, Improvements, Maintenance and Cost Sharing for the Future Public Works Property between Clermont Commerce Park, LLC and the City of Clermont, subject to the conditions contained in the agreement as incorporated and attached hereto. SECTION 2. This Resolution shall take effect immediately upon its adoption. 1 6 CLER• I CITY OF CLERMONT C,wpRESOLUTION NO. 2018-13R DONE AND RESOLVED by the City Council of the City of Clermont, Lake County, Florida this 8th day of May, 2018. CITY OF CLERMONT ,ry . Gail L. Ash, Mayor ATTEST Zs" Tracy Ackroyd Howe, City Clerk Approved as to form and t : Dame F. Mantzans, i y • 'orney Prepared by and Return to: JOHN KINGMAN KEATING,ESQUIRE KEATING&SCHLITT,P.A. TELEPHONE:407.425.2907 FACSIMILE:407.425.6345 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:ikk(a.keatlaw.com RECORDING INFORMATION ABOVE THIS LINE AGREEMENT REGARDING EASEMENTS, IMPROVEMENTS,MAINTENANCE AND COST SHARING THIS AGREEMENT REGARDING EASEMENTS,IMPROVEMENTS,MAINTENANCE AND COST SHARING (the "Agreement") is made and entered into this day of May, 2018, by Clermont Commerce Park, LLC, a Florida limited liability company ("CCP, LLC"), with a mailing address of 250 East Colonial Drive, Suite 300, Orlando,Florida 32801 and the CITY OF CLERMONT, a Florida municipal corporation ("Clermont"), whose address is 685 West Montrose Street, Clermont, Florida. WITNESSETH: WHEREAS, CCP, LLC's predecessor in title was the fee simple owner of that certain parcel of real property located in Lake County,Florida,more particularly described as the"Property"on the attached Exhibit"A"(the"Property"),which Property,together with the Clermont Parcel and Retained Parcels(both as hereinafter defined)which comprise it,are depicted on the attached Exhibit"A-1";and WHEREAS,CCP,LLC has conveyed a portion of the Property to Clermont,which portion is more particularly described as the"Clermont Parcel"on the attached Exhibit"B"(the"Clermont Parcel"),and CCP,LLC has retained ownership of the remainder portions of the Property which remainder portions are more particularly described as "West Parcel,""Easement Parcel," and"Drainage Parcel"on the attached Exhibit"C"(West Parcel,Easement Parcel,and Drainage Parcel being collectively referred to herein as the "Retained Parcels");and WHEREAS, simultaneous with the conveyance of the Clermont Parcel to Clermont, CCP, LLC and Clermont desire to declare,reserve, grant, and convey certain rights, interests,duties and obligations, including, without limitation, access, utilities, drainage and fence easements, improvements (on-site and off-site), maintenance and cost sharing agreements which will benefit and burden various portions of the Property,all on terms and conditions as set forth herein. NOW THEREFORE,in consideration of the mutual covenants,promises and benefits contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,CCP,LLC and Clermont agree as follows: 1. Easement for Transmission and Retention of Stormwater and Surface Water.CCP,LLC hereby declares, reserves, grants and conveys for the benefit of the Clermont Parcel a perpetual, non-exclusive easement, right, license and privilege for: (a) the transmission and conveyance through designated -1- underground conduits and pipes within the Incoming Transmission Easement Area(as hereinafter defined) of stormwater and surface water which originates from the Clermont Parcel and is deposited into the Pond Easement Area (as hereinafter defined) (the"Incoming Transmission Easement"); and (b) the deposition and retention within the Pond Easement Area of such stormwater and surface water which traverses the Incoming Transmission Easement Area and originates from the Clermont Parcel (the"Pond Easement"). The underground and above ground pipes, lines, conduit, and other facilities associated with the surface water drainage system referenced above shall be collectively referred to as the"Drainage Facilities."The Incoming Transmission Easement shall be contained within the Incoming Transmission Easement Area and the Pond Easement shall be contained within the Pond Easement Area,both as described and depicted on the attached composite Exhibit"D."The Incoming Transmission Easement Area may not be described and depicted on Exhibit "D" at the time of execution of this Agreement and in such event the parties shall cooperate to determine the specific location, dimensions, and legal descriptions of the Incoming Transmission Easement Area consistent with and as dictated by the planned development on the Clermont Parcel and Retained Parcels, the recommendation of their engineers and such engineers' plans and specifications, and the requirements of all permits and approvals issued by applicable governmental authorities. The Incoming Transmission Easement Area and Pond Easement Area may hereinafter collectively be referred to as the"Drainage Easement Areas." It is understood that the planned development on the Retained Parcels may include modifications to the concept plan attached to the PUD Ordinance(as hereinafter defined) to develop portions of the Easement Parcel and the location of portions of the Pond Easement Area within the Easement Parcel. All stormwater and surface water which originates from the Retained Parcels shall also be transmitted to and retained in the Pond Easement Area.As a result,the Pond Easement Area shall be sufficient to serve the stormwater and surface water drainage and retention requirements of the Clermont Parcel and Retained Parcels as fully developed or otherwise, provided the impervious surface of the Clermont Parcel and Retained Parcels shall not exceed eighty percent(80.00%). 2. Easements for Sanitary Sewer. CCP,LLC hereby declares,reserves,grants and conveys for the benefit of the Clermont Parcel and Retained Parcels a perpetual,non-exclusive easement,right,license and privilege for the installation,construction,operation,use,inspection,maintenance,repair and replacement, from time to time, within the CCP Sanitary Sewer Easement Area (as hereinafter defined) of such underground and above ground utilities pipes,lines,wires,conduit,and other facilities(the"CCP Sanitary Sewer Facilities")as may be necessary to provide sanitary sewer to the Clermont Parcel and the Retained Parcels,as fully developed or otherwise(but which shall not include or allow any such facilities which do not provide direct service solely to the Clermont Parcel)(the"CCP Sanitary Sewer Easement"). The CCP Sanitary Sewer Easement shall be contained within the CCP Sanitary Sewer Easement Area as described and depicted on the attached composite Exhibit"E."Provided,the foregoing shall not cause or result in the alteration of the layout, location, construction and use of any planned improvements for the Retained Parcels. If CCP, LLC reasonably determines that the location of the CCP Sanitary Sewer Easement Area or CCP Sanitary Sewer Facilities does adversely impact its planned improvements or otherwise desires to relocate them within the Retained Parcels, they may be relocated elsewhere within the Retained Parcels, including along the east boundary of the Hancock Road right-of-way.The costs of any such relocation shall be borne solely by CCP,LLC if occurring after the CCP Sanitary Sewer Facilities have been permitted and construction has started within the CCP Sanitary Sewer Easement Area and shall be shared between the parties as contemplated by Section 9 if occurring prior to such permitting and commencement of construction. It is the intention of CCP, LLC and Clermont that the CCP Sanitary Sewer Facilities originating north of the Retained Parcels shall, if they are not located within the CCP Sanitary Sewer Easement Area,either run along the western boundary of the Easement Parcel or along the east boundary of the Hancock Road right-of-way. Clermont hereby declares,reserves,grants and conveys for the benefit of the Retained Parcels and the Clermont Parcel a perpetual, non-exclusive easement, right, license and privilege for the installation, construction,operation,use,inspection,maintenance,repair and replacement,from time to time,within the -2- Clermont Sanitary Sewer Easement Area (as hereinafter defined) of such underground and above ground utilities pipes, lines, wires, conduit, lift stations and other facilities (the "Clermont Sanitary Sewer Facilities")as may be necessary to provide sanitary sewer to the Clermont Parcel and the Retained Parcels, as fully developed or otherwise (but which shall not include or allow any such facilities which do not provide direct service solely to the Clermont Parcel) (the "Clermont Sanitary Sewer Easement"). The Clermont Sanitary Sewer Easement shall be contained within the Clermont Sanitary Sewer Easement Area as described and depicted on the attached composite Exhibit "F." It is the intention of CCP, LLC and Clermont that the private lift station which shall service only the Clermont Parcel and Retained Parcels as fully developed is to be located at the northeast corner of the Clermont Parcel within the Clermont Sanitary Sewer Easement Area. 3. Easement for Potable Water. Clermont hereby declares,reserves,grants and conveys for the benefit of the Retained Parcels a perpetual,non-exclusive easement,right,license and privilege for the installation,construction,operation,use, inspection,maintenance, repair and replacement, from time to time, within the Potable Water Easement Area, more particularly described on the attached composite Exhibit "G" ("Potable Water Easement Area") [same as Access Road Easement Area], of such underground and above ground utilities pipes, lines, conduit, and other facilities (the "Potable Water Facilities") as may be necessary to provide Potable Water to the Retained Parcels, as fully developed or otherwise (the"Potable Water Easement"). Provided, the foregoing shall not cause or result in the alteration of the layout,location, construction and use of any planned improvements for the Retained Parcels. Clermont shall be obligated to extend the potable water lines from the west side of the Hancock Road into the area of the intersection of the Access Road Easement Area and the east side of the Hancock Road right-of-way and provide a connection to the southwest area of the West Parcel immediately adjacent and north of the Access Road Easement Area for CCP, LLC to tap into the Potable Water Facilities to serve the development on the Retained Parcels.All costs and expenses associated therewith shall be invoiced and paid in accordance with the procedure of Section 9 and 10 herein below.The location of such connection shall be consistent with and as dictated by the planned development on the West Parcel, the recommendation of the parties' engineers. 4. Access Road Easement. CCP,LLC and Clermont hereby declare,reserve,grant and convey for the benefit of the Clermont Parcel and the Retained Parcels a mutual perpetual, non-exclusive easement, right, license and privilege for passage and use,both pedestrian, vehicular and otherwise, in,under, over, across,upon and through the Access Road Easement Area, as more particularly described on the attached composite Exhibit "H" (the"Access Road Easement Area"), and including the installation, construction, operation,use,inspection,maintenance,repair and replacement,from time to time,within the Access Road Easement Area and within the Hancock Road right-of-way, of such paving, curbing, storm water, driveways, aprons, berms, sidewalks, traffic signals, deceleration lanes, Hancock Road right-of-way improvements,traffic control facilities,and other related improvements(the"Access Road Facilities")as may be necessary to provide improved road and driveway access to the Clermont Parcel and Retained Parcels as fully developed or otherwise(the"Access Road Easement"). Provided, the foregoing shall not cause or result in the alteration of the layout, location,construction and use of any planned improvements for the Retained Parcels. 5. Fence Easement.Along portions of the common boundary line between the Retained Parcels and the Clermont Parcel as shown on the attached Exhibit"r(the"Common Boundary Line")the parties agree to permit,construct,maintain,repair and replace(as needed)a chain link fence(or such other type of fence or wall mutually agreed between the parties)with such covering as is required by the PUD Ordinance(the "Fence") along the Common Boundary Line, with the intention that the centerline of the Fence(i.e., the -3- center line of the vertical portion of the Fence) shall be approximately coterminous with the Common Boundary Line. CCP, LLC and Clermont hereby declare,reserve, grant and convey for the benefit of the Clermont Parcel and the Retained Parcels a mutual perpetual, non-exclusive easement, right, license and privilege to construct, maintain, repair and replace (as needed) the Fence along the Common Boundary Line and within an area two (2) feet (or more as reasonably required) on either side of the Common Boundary Line, as more particularly described on the attached Exhibit"I" (the"Fence Easement Area"). Clermont shall be responsible for the initial construction and placement of the Fence and all costs and expenses associated therewith shall be invoiced and paid in accordance with the procedure of Section 9 and 10 hereinbelow. Notwithstanding the foregoing, along the Common Boundary Line adjacent to the Easement Parcel the Fence shall be located off of the Common Boundary and fully within the Clermont Parcel to comply with the improvements restrictions imposed by Duke Energy (or its successors) within the Easement Parcel. 6.Relocation of Certain Easement Areas. In the event any of the Easement Areas are relocated or modified as allowed by and in accordance with the terms and conditions hereof,including the determination of the specific location of the Incoming Transmission Easement Area after the execution of this Agreement, thereafter the parties shall execute and record an amendment to this Agreement confirming the specific location, dimensions, and legal descriptions of the relocated or modified Easement Area and shall record an amendment to this Agreement confirming the foregoing, including the substitution of any required exhibits. If agreed to by both parties, any Easement Area may be more specifically defined to reflect the actual location of any Facilities within such Easement Area. 7.Term of Easements. The easements granted and imposed by this Agreement shall be perpetual, becoming effective on the date hereof and remaining in full force and effect forever;unless terminated or modified by written agreement, properly executed and recorded, between the parties hereto, or their respective successors or assigns. The easement rights created by this Agreement shall be binding upon all parties or persons claiming under them and shall run with the Property for the aforesaid term.The Incoming Transmission Easement Area, Pond Easement Area, CCP Sanitary Sewer Easement Area, Clermont Sanitary Sewer Easement Area, Potable Water Easement Area, Access Road Easement Area, Fence Easement Area shall be collectively referred to herein as the"Easement Areas." 8.Reservation of Rights. CCP,LLC and Clermont each hereby reserve unto themselves,and their successors and assigns,all right,title,interest and privilege associated with the fee simple ownership of the Easement Areas described in Section 1,2,3,4,and 5 subject only to the continued exercise and use of the easement rights granted in Sections 1, 2, 3, 4, and 5 of this Agreement. CCP, LLC's and Clermont's reservations shall include,without limitation,the right to: (a)convey, grant,assign or transfer fee simple, easement or other rights,titles or interests in the Easement Areas, including the dedication of portions of the Easement Areas to the public;(b)to mortgage,pledge or otherwise encumber the Easement Areas;(c) to subdivide and plat the Easement Areas or portions thereof; (d) improve, develop, construct, alter, renovate,or repair the Easement Areas,including the placement of roadways,streets,sidewalks,curbs,and other improvements within the Easement Areas. 9. Construction and Maintenance of Easement Areas and Facilities; Facilities Costs. Unless otherwise agreed to by the parties in writing,Clermont shall be responsible for carrying out the engineering, permitting, approval, development, construction, improvement, operation, maintenance, repair, and renovation of the Drainage Facilities, CCP Sanitary Sewer Facilities, Clermont Sanitary Sewer Facilities, Potable Water Facilities, Access Road Facilities, Hancock Road Facilities (as hereinafter defined), and Fence along the Common Boundary Line(the Drainage Facilities,CCP Sanitary Sewer Facilities,Clermont Sanitary Sewer Facilities,Potable Water Facilities, Access Road Facilities, Hancock Road Facilities, and Fence along the Common Boundary Line may hereinafter collectively be referred to as the"Facilities"). It is the intention of the parties that the permitting and construction of the Facilities shall be promptly initiated -4- and completed so that their completion is contemporaneous with the earlier to occur of the anticipated development and occupancy of the improvements on the Clermont Parcel or Retained Parcels. Notwithstanding whether CCP, LLC or Clermont is responsible for the development, construction, improvement,operation,maintenance,repair,renovation,approval and permitting of Facilities,and except as provided hereinbelow related to the North Access Hancock Road Facilities(as hereinafter defined)and Drainage Facilities within the Incoming Transmission Easement Area,CCP,LLC and Clermont,and their successor and assigns, agree to pay all costs, expenses, and fees associated with their development, construction, improvement, operation, maintenance, repair, renovation, approval and permitting of such Facilities(collectively the"Facilities Costs")as provided herein. CCP,LLC shall be responsible for forty- three percent (43.00%) of the Facilities Costs (the "CCP, LLC Cost Percentage") and Clermont shall be responsible for fifty-seven percent(57.00%)of the Facilities Costs(the"Clermont Cost Percentage").The party performing or incurring the costs for the operation, maintenance, repair or renovation of Facilities shall invoice the non-performing or incurring party for its proportionate share of the costs. Invoices shall be provided no more frequently than once every thirty days and shall be paid within thirty(30)days of the date of the invoice. Failure to timely make any required payment shall subject the non-paying party to the interest charges and default provisions set forth in Section 10 below. Notwithstanding the foregoing, payment for development of the facilities and for major repair or renovation thereof shall be in accordance with Section 10 below. Notwithstanding the foregoing or anything else contained herein to the contrary, the cost and expense of construction, maintenance, repair and renovation of all Hancock Road Facilities directly related to or arising from the northern access road on the Retained Parcels and which are within the area of the Hancock Road right-of-way which is one hundred forty- five (145) feet north of and south of the centerline of such northern access road point (the"North Access Hancock Road Facilities") shall be paid solely by CCP, LLC. Similarly, notwithstanding the foregoing, the cost and expense of construction of the Drainage Facilities within the Incoming Transmission Easement Area shall be paid solely by Clermont. It is expressly understood by the parties that the cost-sharing provisions as set forth herein, shall not be applicable to or include any impact fees, connection fees or assessments that may be applicable to the improvements to be completed on the respective parcels. As a result, each party agrees to bear the full cost and expense of such fees as may be attributable to the development of its respective parcel. In the event any adjacent parcels are required to reimburse or pay a portion of the costs of the extension of the Facilities along Hancock Road,the parties shall prorate that reimbursement between themselves based on the CCP, LLC Cost Percentage and Clermont Cost Percentage. 10. Payment of Facilities Costs: Default. The parties agree to the following provisions related to the payment of Facilities Costs: (a)Facilities Cost Determination. Unless otherwise agreed to by the parties in writing, following Clermont's reasonable determination of the amount of the Facilities Costs (or any specified portion or phase of such Facilities Costs) which must be incurred Clermont shall issue a Notice (the "Cost Notice") to CCP, LLC informing it of Clermont's determination and requesting CCP, LLC contribute an amount equal to the specified Facilities Cost multiplied by the CCP,LLC Facilities Cost Percentage. Within thirty(30) days of such Cost Notice, Clermont and CCP, LLC shall each deliver their respective proportionate shares of the specified Facilities Costs to Clermont to be placed in a bank account for payment of the specified Facilities Costs. In the event that either Clermont or CCP, LLC fails to timely make a required payment, such party will be deemed to be in default and subject to the provisions of Section 10(b)hereof. Any such amount owed and unpaid shall begin to accrue interest from and after the end of the thirty(30)day period,at an interest rate equal to four percent (4.00%)per annum in excess of the prime rate, as published in the Wall Street Journal. Notwithstanding the foregoing,CCP, LLC shall be -5- allowed to defer payment of its portion of the Facilities Cost until the actual commencement of construction of the specified Facilities and the receipt of written notification from Clermont specifying the date upon which Clermont intends to commence construction of such specified Facilities. (b)Default.If either party fails to pay any amount which is required to be paid pursuant to this Agreement on or before the date when such amount is due and payable, such party shall be deemed to be in default hereunder(the"Defaulting Party").Thereafter,the other party not in default(the"Non-Defaulting Party")shall have the following options: (i)The Non-Defaulting Party may make a loan on behalf of the Defaulting Party in the amount of the Defaulting Party's Facilities Costs Percentage which is due and unpaid. Such loan shall be payable with interest equal to four percent(4.00%)per annum in excess of the prime rate,as published in the Wall Street Journal,upon the expiration of sixty(60)days from the date of the making of such loan.If such loan is not paid in full with interest by the Defaulting Party when due the Non-Defaulting Party shall have the option to pursue all available legal remedies against the Defaulting Party, including, without limitation, a cause of action for the collection and payment of the Defaulting Party's Facilities Cost Percentage amount or loan,together with interest accruing thereon, and shall also be entitled to collect all attorneys' fees and costs incurred in connection with the Non- Defaulting Party's efforts to collect any amounts owed to it by the Defaulting Party hereunder. (ii)The Non-Defaulting Party may determine not to make a loan, but instead immediately pursue a cause of action for the collection and payment of the Defaulting Party's Facilities Cost Percentage amount, together with interest accruing thereon,and shall also be entitled to collect all attorneys' fees and costs incurred in connection with the Non- Defaulting Party's efforts to collect any amounts owed to it by the Defaulting Party hereunder. 11. Approval and Construction of Off-Site Improvements.Subject to CCP,LLC's obligation to pay for the North Access Hancock Road Facilities as set forth in Section 9 hereinabove and elsewhere in this Agreement, Clermont shall be responsible for designing, planning, engineering,permitting and obtaining all approvals,construction and completion of the following improvements(the"Off-Site Improvements"): (a)Hancock Road(and connected roadways)right-of-way improvements required by Lake County, Florida, ("Lake County"), the Florida Department of Transportation and other governmental agencies in connection with the planned development of the Property, including, without limitation, required turn lanes, deceleration and acceleration lanes, widening,drainage,sidewalks,and traffic signalization for both the shared southern access road and the north access road located at the northwest corner of the West Parcel (the "Hancock Road Facilities"). (b)Sanitary sewer and potable water and improvements, extensions and construction required in connection with the planned development of the Property, including, without limitation,pipes,conduit,berms,and lift stations(the"Sewer and Water Improvements"), which shall commence from the point of connection for such lines and facilities at the nearest point to the Property and be of sufficient size and capacity to accommodate the -6- anticipated sanitary sewer and potable water necessary to serve the planned development on the Property. (c)Electrical service required in connection with construction of the Facilities. The foregoing Off-Site Improvements shall be completed contemporaneous with the earlier to occur of the anticipated development and occupancy of the improvements on the Clermont Parcel or Retained Parcels. The construction of the Off-Site Improvements shall be completed in a manner to allow access to Hancock Road and connection to the Sewer and Water Improvements from the boundary lines or interior of both the Retained Parcels and the Clermont Parcel.The costs for the development,design,construction,operation, maintenance and repair of the Off-site Improvements shall be apportioned between the parties as set forth in Section 9 above, except for the North Access Hancock Road Facilities, which shall be paid solely by CCP, LLC. Clermont shall provide to CCP, LLC's a Cost Notice for the Off-site Improvements and Clermont and CCP,LLC shall contribute the costs to be held by Clermont as provided in Section 9 above. Furthermore, Clermont shall be responsible for planning, engineering, permitting and obtaining all approvals,construction and completion of all mass-grading of the site for both the Retained Parcels and the Clermont Parcel(the"Mass Grading")required for the planned development of both the Retained Parcels and the Clermont Parcel. The costs for the Mass Grading shall be apportioned between the parties as set forth in Section 9 above.Clermont shall provide to CCP,LLC a Cost Notice for the Off-site Improvements and Clermont and CCP, LLC shall contribute the costs to be held by Clermont as provided in Section 10 above. 12. Approvals by Parties.The owner of the Retained Parcels and Clermont Parcel shall be provided with true, correct and complete copies of all: (a) engineering plans and specifications, (b) construction drawings or plans, and (c) applications for or requests, correspondence or communications specifically pertaining to any governmental approvals in connection with the Retained Parcels, Clermont Parcel, Drainage Facilities, Sanitary Sewer Facilities, Access Road Facilities, and any other utilities or development on the Property prior to the submission or delivery thereof to any governmental authority.No such documents shall be submitted to any governmental authority or any improvement or construction commenced related thereto unless and until they have been approved by the non-submitting owner,which approval the non-submitting owner shall not unreasonably withhold,condition or delay.Within twenty(20) days after receipt of any submittal of a proposed application or request to a governmental authority as described herein, the non-submitting owner shall provide to the submitting owner written notice stating whether the non-submitting owner has approved or disapproved the submittal of such application or request to the appropriate governmental authority. If such submittal is disapproved the notice shall also contain a statement of the non-submitting engineer's reasons for such disapproval and any questions, concerns, comments and objections thereto and suggested changes proposed by the non-submitting owner in order to render such proposed application or request acceptable to the non-submitting owner. If the non-submitting owner fails to respond, in writing,to any such submission of a proposed application or request within the aforesaid twenty(20)day period,or to any resubmission thereof necessitated by the non-submitting owner's disapproval of a previous submission,within five(5)business days after receipt of any such resubmission, then the submitting owner may give to the non-submitting owner written notice of such failure to respond, specifically stating that unless the non-submitting owner responds within five(5)business days of receipt of such notice, approval of the submission such proposed application or request to the appropriate governmental authority shall be deemed granted.If the non-submitting owner fails to respond to such notice within such five(5)business day period,the non-submitting owner shall be deemed to have approved the proposed application or request last submitted, and the submitting owner shall be entitled to submit the same to the appropriate governmental authority.Neither the owner of the Retained Parcels nor the Clermont Parcel shall have any right to approve the specific site plans or building plans pertaining to the development of any portions of the Retained Parcels or Clermont Parcel;provided,Clermont shall have all governmental -7- rights, subject to the that certain PUD Ordinance Number 2017-39 dated March 13, 2018 relating to approval of development and construction on the Retained Parcels,as amended(the"PUD Ordinance"). 13. Further Assurances. CCP, LLC and Clermont, and their respective successors in title and assigns,agree to reasonably cooperate with each other and all other parties and all governmental authorities having jurisdiction over the Retained Parcels and Clermont Parcel in order to fmalize the location and design of the Facilities and provide such additional documentation and take such actions as may be necessary to evidence and carry out the requirements,spirit and intent of this Agreement.Both parties agree to diligently and in good faith comply with the deadlines herein and to expedite the preparation,finalization and submission of all plans, specifications, applications, permits and approvals required to facilitate the development, improvement, construction, and occupancy on both the Retained Parcels and the Clermont Parcel and to not unduly delay either parties'construction schedules. In furtherance of the foregoing,CCP, LLC and Clermont,and their respective successors in title and assigns,covenant and agree that they will at any time and from time to time do such acts and execute,acknowledge and deliver,or cause to be executed, acknowledged and delivered, such applications and documents reasonably requested by the parties necessary to evidence and carry out the requirements, spirit and intent of this Agreement. The easement rights granted herein are intended to serve any and all possible or potential future land uses of the Retained Parcels and Clermont Parcel. In furtherance of the easements granted and created herein there shall not be constructed or placed within the Easement Area any permanent barriers, walls, fences, improvements, structures, equipment, trees, undergrowth, motor vehicles, personal property, or other items that conflict with or would preclude, prohibit or hinder in any fashion the reasonable exercise of the easement rights contemplated hereinabove.The owners of the Retained Parcels and the Clermont Parcel agree to cooperate with each other in obtaining the necessary permits and approvals from the appropriate governmental authorities or other entities in order to construct the Facilities and develop, improve and use the Property. Clermont shall reasonably cooperate with and assist CCP,LLC in its efforts to petition the City Council of the City of Clermont to vacate and abandon the road right-of-way adjacent to the north boundary line of the Retained Parcels and established by the Plat of Lake Highlands Company, as recorded in Plat Book 3, Page(s)24,in the Public Records of Lake County,Florida. 14. Prohibitions. Notwithstanding anything contained herein to the contrary, any owner of the Retained Parcels or the Clermont Parcel shall be prohibited from taking any action or failing to take any action in the exercise of any rights or interests or the performance of any obligations hereunder if such action or failure to take action would result in: (a)Any owner of the Retained Parcels or the Clermont Parcel being in violation of any governmental approvals, including, without limitation, any such approvals, permits or authorizations issued by the State of Florida,the Department of Environmental Protection, the St.Johns River Water Management District,the Florida Department of Transportation, Lake County, any municipality, or any commission, agency, board, department, or instrumentality of same,related to either the Retained Parcels or the Clermont Parcel. (b)Any alteration in the drainage,transmission,retention,or detention of surface water on the Retained Parcels or Clermont Parcel or the stormwater and surface water drainage facilities. (c)Any damage, destruction, or improper use, maintenance, operation, repair, or replacement of any Facilities. stormwater and surface water drainage facilities, CCP Sanitary Sewer Facilities,Clermont Sanitary Sewer Facilities,or Access Road Facilities. 15. Defaults.The occurrence of one or more of the following events shall constitute a default under this Agreement: -8- (a)the failure or omission of any party to pay when due any monetary amounts it is obligated to pay pursuant to the terms hereof; provided, such failure shall continue for thirty(30)days following the date when such payment was due;or (b)the failure of either party to keep,observe or perform any term,condition or obligation of this Agreement required hereunder to be kept, observed or performed by such party (other than a monetary default specified in Section 15(a) above); provided, such failure shall continue for thirty(30)days following the date when such performance was due. 16. Remedies: Right to Perform. Each owner of the Retained Parcels and the Clermont Parcel understands and agrees that they have a significant economic interest in ensuring expeditious, good faith compliance with this Agreement and any actions or omissions by any party hereto does not detrimentally affect the Retained Parcels and the Clermont Parcel and their improvement, development, improvement, occupancy,use and possession.Therefore,if any party hereto abandons or fails to expeditiously,diligently and in good faith fully perform its obligations hereunder,or fails to obtain a building or construction permit, certificate of completion or other required governmental approvals for the Facilities, or any other construction, improvement, development, relocation, reconstruction, re-grading, re-dimensioning, replacement, or maintenance obligations required hereunder for a period in excess of thirty (30) days following delivery of written notice describing any such failure; or (ii) if any party otherwise fails to perform its obligations hereunder, then in any of the foregoing events(such party being referred to as the "Defaulting Party"), if the Defaulting Party has not remedied such default within thirty (30) days after delivery of notice,the non-Defaulting Party shall have the option(in addition to and not in lieu of its other rights and remedies hereunder or under the Agreement),to enter the Retained Parcels or the Clermont Parcel (as applicable)and complete such construction or other obligations,and take any other measures necessary to remedy such default. The Defaulting Party shall promptly, upon demand by the non-Defaulting Party reimburse the non-Defaulting Party for all costs and expenses incurred by the non-Defaulting Party in remedying such default,plus an additional twenty percent(20.00%)administrative fee paid directly to the non-Defaulting Party.Any amounts owed by hereunder or otherwise under this Agreement shall also accrue interest at four percent (4.00%)per annum in excess of the prime rate, as published in the Wall Street Journal until paid.Furthermore,the Defaulting Party hereby grants to the non-Defaulting Party the right to file and foreclose a claim of lien against all or any portion of the Retained Parcels or the Clermont Parcel (as applicable)for all of the foregoing monetary amounts owed to the non-Defaulting Party. 17. Indemnification. CCP,LLC and Clermont each agree to indemnify the other against and hold the other harmless from and against any and all claims,damages,liability,demands,causes of action,losses, costs and expenses,including reasonable attorneys' fees at the trial and appellate levels,resulting from or occasioned from their use of their respective easement rights or such use by their tenants,licensees,invitees, employees or guests. The right to such indemnification shall not be enforceable if such claim, damage, liability,demand,cause of action, loss or costs and expenses arise from the negligent acts or omissions of the party seeking indemnification. Nothing herein shall act as or be construed as a waiver of any sovereign immunity that Clermont may enjoy as a matter of law. 18.No Public Benefit. Except as related to and part of Clermont's intended use of the Clermont Parcel as a public purpose facility, nothing contained in this Agreement shall be deemed to be a gift or dedication of any portion of either the Retained Parcels or Clermont Parcel to the general public or for any public use or purpose whatsoever, it being the intention of the parties hereto that this Agreement is for the exclusive benefit of the owners of the Retained Parcels and Clermont Parcel,and their successors,assigns, mortgagees, tenants, customers and invitees, and that nothing in this Agreement express or implied, shall confer upon any person, other than such owners, and their successors, assigns, mortgagees, tenants, -9- customers and invitees any rights or remedies under or by reason of this Agreement. The parties hereto shall take no action or fail to take any action which would violate the foregoing provision. 19. Notices.All notices provided for in this Agreement shall be in writing and sent or delivered to the mailing or email addresses or facsimile numbers set forth below or at such other addresses or facsimile numbers as the parties shall designate to each other in writing: CCP,LLC Name: Clermont Commerce Park,LLC,a Florida limited liability company; Attn.:John Kingman Keating,Esq. Address: 250 East Colonial Drive, Suite 300,Orlando,Florida 32801 Phone Number/Facsimile Number/Email:407-425-2907/407-425-6345/ jkk@keatlaw.com Clermont Name: City of Clermont;Attn.: City Manager Address:Post Office Box 120219,Clermont,Florida 34712 Phone Number/Facsimile Number/Email: 352-241-7358/352-394-4087/ DGray@clermontfl.org with a copy to: Name: De Beaubien, Simmons, Knight, Mantzaris & Neal, LLP; Attn.: Daniel F. Mantzaris,Esq. Address: 332 North Magnolia Avenue,Orlando,Florida 32801 Phone Number/Facsimile Number/Email: 407-422 2454/407-992-3541 dfm14@dbksmn.com Any notice or demand so given,delivered or made by United States mail shall be deemed to have been given: (a) in the case of hand delivery, when delivered to the address set forth above, (b) in the case of mailing,on the third(3'a)business day after said document has been deposited in the United States Mails, postage prepaid,and sent by certified or registered mail and addressed to the other party at the address set forth above,and(c)in any case(including email or facsimile delivery)upon the actual receipt by the other party.Delivery to either party's legal counsel shall be deemed sufficient delivery.CCP,LLC and Clermont may from time to time notify the other or changes with respect to where and to whom notices should be sent by sending notification of such changes pursuant to this Section. 20.Time of the Essence.Time,and timely performance,is of the essence of this Agreement and of the covenants,obligations,and provisions hereunder.Any time period that shall end on a Saturday,Sunday, legal holiday,or bank holiday shall extend to 5:00 p.m.Eastern Standard(or Daylight,as applicable)Time of the next full business day. 21. Violations. Enforcement and Attorneys' Fees. The rights and obligations granted or created hereby shall be enforceable by CCP, LLC or Clermont, or their respective successor or assigns, by injunction or by specific performance,or the parties hereto may seek monetary damages, if appropriate. If any legal action or other proceeding or action is brought for the enforcement of this Agreement,or because of an alleged dispute, breach, default, or misrepresentation in connection with any provision of this Agreement, the successful or prevailing party or parties shall be entitled to recover reasonable attorneys' fees, court costs,and all other expenses, even if not taxable court costs (including, without limitation, all -10- such fees, costs and expenses incident to arbitration, appellate, bankruptcy, and post judgment proceedings), incurred in that action or proceeding or any appeal, in addition to any other relief to which the party or parties may be entitled.Attorneys'fees include paralegal fees,expert witness fees,investigative fees,administrative costs, and all other charges billed by the attorney to the prevailing party. All disputes or disagreements arising under this Agreement shall be subject to mediation as a condition precedent to the institution of legal or equitable proceedings by either party. Mediation shall proceed in advance of legal or equitable proceedings, which shall be stayed pending mediation for a period of forty-five (45) days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. Mediation may be initiated by either party within ten (10) days after either party sends written notice ("Mediation Notice")of a demand to mediate.The Mediation Notice shall contain a description of the subject matter of the mediation,the dispute with respect thereto,the amount involved,if any,and the remedy or determination sought.The parties shall agree on an AAA mediator to act as the mediator.If they are unable to agree within ten (10) days of the Mediation Notice, then they shall request that AAA provide a list of three available mediators. Each party shall have the right to strike one of such names.The remaining mediator(or if there are two,the one selected by AAA)will serve as the mediator.The parties shall share the mediator's fee and any filing fees equally.The mediation shall be held in the city where the Premises are located,unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. 22. Successors and Assigns. The rights, titles, interests, privileges, reservations, obligations and duties herein provided shall inure to the benefit and burden of the Retained Parcels and Clermont Parcel and their respective owners, and each of their respective successors, assigns, grantees, transferees, including,without limitation,their respective mortgagees,tenants, licensees, invitees,customers,patients, employees and guests. In the event either the Retained Parcels or the Clermont Parcel shall be further subdivided or any portions thereof shall have different owners, then all of such subsequent owners, successors,assigns,grantees,or transferees, shall have joint and several liability for the obligations,duties and liabilities set forth herein and in this Agreement. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK -SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -11- i IN WITNESS WHEREOF, this Agreement Regarding Easements, Improvements, Maintenance and Cost Sharing to be executed as of the date first written above. WITNESSES: CLERMONT COMMERCE PARK,LLC CLERMONT COMMERCE PARK,LLC,a Florida limited liability company WITNESS SIGNATURE WITNESS NAME PRINTED By: John Kingman Keating WITNESS SIGNATURE As its Manager WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below,John Kingman Keating as Manager of Clermont Commerce Center, LLC,a Florida limited liability company,personally appeared before me and executed or acknowledged his previous execution of this instrument.I HEREBY FURTHER CERTIFY,that John Kingman Keating,is the same person either executing or acknowledging execution of the foregoing instrument because: o I personally know him/her/them OR o I have satisfactory evidence of same based upon a o Florida driver's license or o Other identification: . WITNESS my hand and official seal in the State and County aforesaid this day of May,2018. Notary Public Signature (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) WITNESSES: CLERMONT CITY OF CLERMONT,a Florida municipal . corporation WITNESS SIGNATU*4 W ESS NAM PRRJTED By: Gail Ash W ESS SIGNAT dor As its Mayor 'FRfp1D SvA Rte. WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,Gail Ash as Mayor of the City of Clermont,a Florida municipal corporation,personally appeared before me and executed or acknowledged his previous execution of this instrument.I HEREBY FURTHER CERTIFY,that Gail Ash,is the same person either executing or acknowledging execution of the foregoing instrument because:o'1'personally know him/her/them OR o I have satisfactory evidence of same based upon a o Florida driver's license or Other identification: .WITNESS my hand and official seal in the State and County aforesaid this e' 'day of May,2018. ary Public Signature (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) Carlie Zinker Pue CARLIE ZINKER Commission MGG 128898 Expires July 27,2021 'fFOF FLOP Bonded TMu Budget Notary Si*.s EXHIBIT"A"-LEGAL DESCRIPTION OF THE PROPERTY THAT PART OF THE WEST 1,660 FEET OF THE NORTHWEST ONE-QUARTER('/+)OF SECTION 34,TOWNSHIP 22 SOUTH,RANGE 26 EAST,LESS THE SOUTH 1,575 FEET OF THE NORTH ONE- HALF('/s)OF THE WEST 1,660 FEET OF SAID NORTHWEST ONE-QUARTER(1/4)AND LESS THE ROAD RIGHT-OF-WAY OF LAKE HANCOCK ROAD ON THE WEST, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34 FOR A POINT OF REFERENCE; THENCE, RUN NORTH 90°00'00" EAST, ALONG THE NORTH LINE OF SAID NORTHWEST ONE-QUARTER ('/), A DISTANCE OF 25.00 FEET TO A POINT LYING ON THE EASTERLY RIGHT-OF-WAY LINE OF LAKE HANCOCK ROAD (COUNTY ROAD 3-1255) AS DESCRIBED IN OFFICIAL RECORDS BOOK 474,PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA, SAID POINT BEING THE POINT OF BEGINNING; THENCE, DEPARTING SAID RIGHT-OF-WAY LINE, RUN NORTH 90°00'00" EAST, ALONG SAID NORTH LINE, A DISTANCE OF 1,635.24 FEET TO THE EAST LINE OF THE AFORESAID WEST 1,660.00 FEET; THENCE,DEPARTING SAID NORTH LINE,RUN SOUTH 00°57'45"EAST,PARALLEL WITH AND 1,660.00 FEET EAST OF,PERPENDICULAR MEASURE,THE WEST LINE OF SAID NORTHWEST ONE-QUARTER(%),A DISTANCE OF 949.22 FEET TO THE NORTH LINE OF AFORESAID SOUTH 1,575.00 FEET;THENCE RUN SOUTH 89°43'18"WEST,ALONG SAID NORTH LINE,A DISTANCE OF 1,635.12 FEET TO THE AFORESAID EAST RIGHT-OF WAY LINE, THENCE RUN NORTH 00°57'47" WEST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 957.16 FEET TO THE POINT OF BEGINNING. EXHIBIT"A-1" -DEPICTION OF THE PROPERTY [INSERT SKETCH OF DESCRIPTION OF THE 4 PARCELS FROM ALLEN&COMPANY] EXHIBIT"B"-LEGAL DESCRIPTION OF THE CLERMONT PARCEL CLERMONT PARCEL(PARCEL"D"): A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD(COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; T HENCE RUN SOUTH 00057'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00"EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET;THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925,PAGE 230 OF AFORESAID PUBLIC RECORDS;THENCE RUN SOUTH 50°14'58"EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 00°5T45"EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 89°43'18" WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. [CONTAINING 620,770.01 SQUARE FEET(14.25 ACRES),MORE OR LESS.] EXHIBIT"C"-LEGAL DESCRIPTION OF RETAINED PARCELS WEST PARCEL(PARCEL"A"): A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34,TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD(COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA, SAID POINT BEING THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE,RUN NORTH 90°00'00"EAST ALONG SAID NORTH LINE A DISTANCE OF 579.99 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINE, RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 611.57 FEET;THENCE DEPARTING SAID WESTERLY LINE, RUN SOUTH 90°00'00" WEST FOR A DISTANCE OF 512.82 FEET; THENCE RUN SOUTH 00°00'00"EAST FOR A DISTANCE OF 285.00 FEET;THENCE RUN SOUTH 90°00'00" WEST FOR A DISTANCE OF 526.00 FEET TO THE AFORESAID EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING. [CONTAINING 468,061.42 SQUARE FEET(10.75 ACRES),MORE OR LESS.] EASEMENT PARCEL(PARCEL"B"): A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34,TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD(COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY,FLORIDA;THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE,RUN NORTH 90000'00" EAST ALONG SAID NORTH LINE A DISTANCE OF 579.99 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS, SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE NORTH 90°00'00" EAST ALONG SAID NORTH LINE FOR A DISTANCE OF 312.77 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320,PAGE 610 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINE RUN SOUTH 50°14'58" EAST ALONG SAID EASTERLY LINE FOR A DISTANCE OF 979.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 263.86 FEET TO THE AFORESAID WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT;THENCE DEPARTING SAID EAST LINE RUN NORTH 50°14'58"WEST ALONG SAID WESTERLY LINE A DISTANCE OF 1391.99 FEET TO THE POINT OF BEGINNING. [CONTAINING 237,139.56 SQUARE FEET(5.44 ACRES),MORE OR LESS.] DRAINAGE PARCEL(PARCEL"C"): A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34,TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD(COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY,FLORIDA;THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE,RUN NORTH 90°00'00" EAST ALONG SAID NORTH LINE A DISTANCE OF 892.76 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF SAID PUBLIC RECORDS, SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE NORTH 90°00'00" EAST ALONG SAID NORTH LINE FOR A DISTANCE OF 742.48 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 626.37 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF AFORESAID PUBLIC RECORDS; THENCE RUN NORTH 50°14'58" WEST ALONG SAID EASTERLY LINE A DISTANCE OF 979.41 FEET TO THE POINT OF BEGINNING. CONTAINING 232,501.86 SQUARE FEET(5.34 ACRES),MORE OR LESS. COMPOSITE EXHIBIT"D"-LEGAL DESCRIPTION AND DEPICTION OF THE INCOMING TRANSMISSION EASEMENT AREA AND POND EASEMENT AREA COMPOSITE EXHIBIT"E"-LEGAL DESCRIPTION AND DEPICTION OF THE CCP SANITARY SEWER EASEMENT AREA COMPOSITE EXHIBIT"F"-LEGAL DESCRIPTION AND DEPICTION OF THE CLERMONT SANITARY SEWER EASEMENT AREA COMPOSITE EXHIBIT"G"-LEGAL DESCRIPTION AND DEPICTION OF THE POTABLE WATER EASEMENT AREA COMPOSITE EXHIBIT"H"-LEGAL DESCRIPTION AND DEPICTION OF THE ACCESS ROAD EASEMENT AREA EXHIBIT"P'-LEGAL DESCRIPTION AND DEPICTION OF THE FENCE EASEMENT AREA /SKETCH OF DESCRIPTION SHEET 1 OF 2 LEGAL DESCRIPTION ( Sanitary Sewer Easement — Alternative Route). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 25.00 feet to a point on the Easterly right—of—way line of Hancock Road (County Road 3-1255) according to Official Records Book 474, Page 999 of the Public Records of Lake County, Florida and the POINT OF BEGINNING; thence departing said Easterly right—of—way line continue North 90'00'00" East along said North line of the Northwest 1/4 of said Section 34 for a distance of 579.99 feet to a point on the Westerly line of a 30.00 foot wide utility easement according to Official Records Book 925, Page 230 of said Public Records; thence run South 50'14'58" East along said Westerly line for a distance of 120.16 feet; thence departing said Westerly line run South 00'00'00" East for a distance of 314.23 feet; thence run South 90'00'00" West for a distance of 15.00 feet; thence run North 00'00'00" East for a distance of 307.20 feet; thence run North 50'14'58" West for a distance of 107.70 feet; thence run South 90'00'00" West for a distance of 574.31 feet to a point on aforesaid Easterly right—of—way line of Hancock Road (County Road 3-1255); thence run North 00'57'47" West for a distance of 15.00 feet to the POINT OF BEGINNING. Contains 15,027 square feet, 0.34 acres more or less. / ♦��♦ SURVEYOR'S NOTES: Ski THIS IS NOT A SURVEY. THE DEUNEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦♦;•# ,�,;♦♦ THIS LEGAL DESCRIPTION AND SKETCH WERE PREPARED WITHOUT THE BENEFIT OF TITLE. THIS SKETCH IS NOT VAUD WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA LICENSED *ALLEN SURVEYOR AND MAPPER. BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. 24302 JLR FOR THE UCENSED BUSINESS # 6723 BY: COMPANY JOB NO. CALCULATED BY: DATE: 5-7-2016 DRAWN BY PJR SCALE: 1" 150 FEET CHECKED BY: JLR 16 East Pant Street N/A JAMES L RICKMAN P.S.M. # 5633 / %ter Garden.Reid° 34W t(407)654 5355 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 SANITARY SEWER EASEMENT — ALTERNATIVE ROUTE X N.I POINT OF N N X COMMENCEMENT N N NW CORNER OF \ ,r- SECTION 34-22-26 NORTH LINE OF \ \ \ POINT OF NORTHWEST 1/4 \ \ \ BEGINNING SECTION 34-22-26 S N90'00'00"E 579.99' N S90'00'00"W 574.31' 47 \ N x i 0 3°- 3?qA'+Cq - \ 2 XGiiu. c s�F ot W LINE OF NW 1/4 b 04 \e9.\ SECTION 34-22-26 4i WAREHOUSE PARCEL ►� �' N�rA� I W w N°'i' �. TI N- s p O N A\ a _ EASTERLY RIGHT-OF-WAY UNE N PER O.R. 474, PG. 999 O Q ��`lO N.n 0 0 J/f ` m z u) WLY LINE OF \ M a 30' UTILITY EASEMENT In PER OR. 925, PG. 230 \ Q rn O i L2 Ce LINE TABLE I Z M LINE LENGTH BEARING • L1 120.18' S50'14'58"E I U a L2 15.00' S90'00'00"W 10, L3 107.70' N50'14'58"W Q 6 L4 15.00' N00'57'47"W CLEREMONT PARCEL O a Ce a a U6 0U iati Q 0 0 vi to ... THIS IS NOT A SURVEY: OO DENOTES CHANGE IN DIRECTION skil R W DENOTES RIGHT-OF-WAY ♦�, ,�♦ tE DENOTES CENTERUNE ♦.♦• ,, ,, P.C. DENOTES POINT OF P.T. DENOTES POINT OF TANGENCY P.R.C. DENOTES POINT OF REVERSE CURVATURE 41" L L E N� P.C.C. DENOTES POINT OF COMPOUND CURVATURE COMPANY JOB NO. 24302 / CALCULATED BY: JLR DATE: 5-7-2018 DRAWN BY• PJR SCALE: 1' = 150 FEET CHECKED BY: JLR 16 Eastnant Street N/A Wer Gwdal,Wide 34787*(407)654 535b r4ELD BY /SKETCH OF DESCRIPTION SHEET 1 OF 2 LEGAL DESCRIPTION ( Sanitary Sewer Easement ). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 25.00 feet to a point on the Easterly right—of—way line of Hancock Road (County Road 3-1255) according to Official Records Book 474, Page 999 of the Public Records of Lake County, Florida and the POINT OF BEGINNING; thence departing said Easterly right—of—way line continue North 90'00'00" East along said North line of the Northwest 1/4 of said Section 34 for a distance of 40.01 feet; thence departing said North line run South 00'57'47" East for a distance of 682.16 feet; thence run South 90'00'00" West for a distance of 15.00 feet; thence run North 00'57'47" West for a distance of 667.16 feet; thence run South 90'00'00" West for a distance of 25.00 feet to a point on aforesaid Easterly right—of—way line of Hancock Road (County Road 3-1255): thence run North 00'57'47" West along said Easterly right—of—way line for a distance of 15.00 feet to the POINT OF BEGINNING. Contains 10,608 square feet, 0.24 acres more or less. SURVEYOR'S NOTES: sk2 .♦w♦♦ THIS IS NOT A SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦♦;�, ,s, THIS LEGAL DESCRIPTION AND SKETCH WERE PREPARED WITHOUT THE BENEFIT OF TITLE. THIS SKETCH IS NOT VAUD WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA UCENSED SURVEYOR AND MAPPER. BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 A L L E Ns SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. 24302 JLR FOR THE UCENSED BUSINESS # 6723 BY: COMPANY JOB NO. CALCULATED BY: ^0$J•'.?7C'i `:" CC DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. # 5633 / Elf Gs*Nat 34787$1407 1r4 5355 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 SANITARY SEWER EASEMENT NOT PLATTED NORTH LINE OF POINT OF...... _ POINT OF NORTHWEST 1/4 COMMENCEMENT BEGINNING SECTION 34-22-26 NW CORNER OF I L1N90'00'00"E (. SECTION 34-22-26 i. l W o L3 bo ON O o 0 v EASTERLY RIGHT-OF-WAY LINE I LINE TABLE PER O.R. 474, PG. 999 LINE LENGTH BEARING W LINE OF NW 1/4 � c0 Ll 40.01' N90"00'00"E SECTION 34-22-26 o r cV L2 15.00' S90'00'00"W i (0 CO ^ ° UO (13L3 25.00' S90'00'00"W N I a I L4 15.00' N00'57'47"W m PROPOSED 1 r0 m RIGHT-OF-WAY LINE o < O0 r- O i 3 w CC T e n F— a D No o WAREHOUSE PARCEL 1OaiZ Fri 1 " °' et la O n Ce st' / . U 0 S o � I U W \ Q \1 L2 a o CLEREMONT PARCEL 0 33 \ cc cc / ♦♦.♦♦ THIS IS NOT A SURVEY: ® DENOTES CHANGE IN DIRECTION sk2 R W DENOTES RIGHT-OF-WAY RLINE .♦,, , DENOTES,, P.C. DENOTES POINT OF CURVATURE P.T. DENOTES POINT OF TANGENCY ,� 11 P.R.C. DENOTES POINT OF REVERSE CURVATURE 11'ALLEN P.C.C. DENOTES POINT OF COMPOUND CURVATURE COMPANY JOB NO. 24302 CALCULATED BY: JLR F'o'eiSCr .'.e7 .:'ioL' ,::: DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A linter Garden,Flaido 347814(407 654 S3S5 FIELD BY: / /SKETCH OF DESCRIPTION SHEET 1 OF 2 LEGAL DESCRIPTION (Access Road Easement). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 25.00 feet to a point on the Easterly right—of—way line of Hancock Road (County Road 3-1255) according to Official Records Book 474, Page 999 of the Public Records of Lake County, Florida; thence run South 00'57'47" East along said Easterly right—of—way line for a distance of 648.37 feet; thence departing said Easterly right—of—way line run North 89'02'13" East for a distance of 25.00 feet to the POINT OF BEGINNING, being a point on a non tangent curve concave Northeasterly and having a radius of 50.00 feet, a chord bearing of South 78'10'05" East and a chord length of 20.50 feet; thence run Southeasterly along the arc of said curve through a central angle of 23'39'50" for and arc distance of 20.65 feet to a point of tangency; thence run North 90'00'00" East for a distance of 77.09 feet; thence run South 84'43'34" East for a distance of 163.19 feet; thence run North 90'00'00" East for a distance of 179.91 feet;thence run South 00'00'00" East for a distance of 30.00 feet; thence run North 90'00'00" West for a distance of 234.31 feet; thence run South 84'43'34" West for a distance of 65.28 feet; thence run North 90'00'00" West for a distance of 106.50 feet; to a point of curvature of a curve concave Southeasterly and having a radius of 50.00 feet, a chord bearing of South 69'37'33" West and a chord length of 34.81 feet; thence run Southwesterly along the arc of said curve through a central angle of 40'44'54" for and arc distance of 35.56 feet to a point on a non tangent line; thence run North 00'57'47" West for a distance of 67.33 to the POINT OF BEGINNING. Contains 17,028 square feet, 0.39 acres more or less. / ..�♦♦ SURVEYOR'S NOTES: sk3 THIS IS NOT A SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦.;,# s,;.♦ THIS LEGAL DESCRIPTION AND SKETCH WERE PREPARED WITHOUT THE BENEFIT OF TITLE. THIS SKETCH IS NOT VALID WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA LICENSED ♦�, ,,♦ SURVEYOR AND MAPPER. BEARINGSSHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. & 24302JLR FOR THE LICENSED BUSINESS # 6723 BY: CO M PA N Y JOB NO. CALCULATED BY:_ L100Ce'i DATE: 5-7-2016 DRAWN BY: PJR SCALE: 1' = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. N 5633 / Winter Garde",Florida 34787'(407)654 5355 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 ACCESS ROAD EASEMENT 1 33 c, c, NOT PLATTED NORTH LINE OF POINT OF N9OOo'OO E NORTHWEON ST COMMENCEMENT 25.00 NW CORNER OF�� N90'00'00"E SECTION 34-22-26 i>\ 1 EASTERLY RIGHT-OF-WAY LINE I PRRIGHT-OF-WAY ED-WAY LINE PER O.R. 474, PG. 999 LINE TABLE II I LINE LENGTH BEARING L1 25.00' N89'02'13"E I L2 77.09' N90'00'00"E , W LINE OF NW 1/4 1--- L3 163.19' S84'43'34"E SECTION 34-22-26 1 L4 179.91' N90'00'00"E o L5 30.00' _ S00'00'00"E L6 234.31' N90'00'00"W II LU I aL7 65.28' S84'43'34"W N 06I I L8 106.50' N90'00'00"W I L9 67.33' N00'57'47"W r' 'ail I I o 0.l W Q o ' ^ WAREHOUSE PARCEL IU O I— a Ionil I a;l o-a POINT OF BEGINNING a / U I o Lt Cl L2 L3 L4 W • \ Q \ CZ. L8 L7 L8 0 o Lri CLEREMONT PARCEL 3 3 I CURVE TABLE CURVE RADIUS LENGTH CHORD BEARING DELTA Cl 50.00' 20.65' 20.50' S78'10'05"E 23'39'50" C2 50.00' 35.56' 34.81' S69'37'33"W 40'44'54" / ♦♦�♦. ! THIS IS NOT A SURVEY: 0 DENOTES CHANGE IN DIRECTION sk3 R W DENOTES RIGHT-OF-WAY �♦♦,, ,,•� DENOTES CENTERLINE P.C. DENOTES POINT OF CURVATURE P.T. DENOTES POINT OF TANGENCY .,I \I,♦ P.R.C. DENOTES POINT OF REVERSE CURVATURE ALLEN P.C.C. DENOTES POINT OF COMPOUND CURVATURE COMPANY JOB NO. 24302 CALCULATED BY: JLR ix.e.oG&Llcppeii DATE: _ 5-7-2018 DRAWN BY: PJR SCALE: 1" = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A writer kden Florida 34787 8(407)6545355 FIELD BY: / 'SKETCH OF DESCRIPTION SHEET 1 OF 2 LEGAL DESCRIPTION (Drainage Easement). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 1224.66 feet to the POINT OF BEGINNING; thence continuing along said North line run North 90'00'00" East for a distance of 435.58 feet to a point on the East line of the West 1660 feet of said Northwest 1/4 of Section 34; thence run South 00'57'45" East along said East line for a distance of 626.37 feet to a point on the Easterly line of a 170 foot wide utility easement according to Official Records Book 320, Page 610 of the Public Records of Lake County, Florida; thence run North 50'14'58" West along said Easterly line for a distance of 580.23 feet; thence departing said Easterly line run North 00'00'00" West for a distance of 255.26 feet to the POINT OF BEGINNING. Contains 193,332 square feet, 4.44 acres more or less. / ♦♦�♦♦ SURVEYOR'S NOTES: sk4 THIS IS NOT A SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦♦••,, ,,•�♦ DESCRIPTIONTHIS LEGAL VALID AND SKETCH THIS SKETCH IS NOTWITHOUT THEYTHE SIGNATURE AND ORIIGINAERE PREPARED WITHOUT RAISED FlE LT OF A FLORIDA LICENSED SURVEYOR AND MAPPER. BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. & 24302 JLR FOR THE LICENSED BUSINESS M 6723 BY: COM PA N Y JOB NO. CALCULATED BY: DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1 — 150 FEET CHECKED BY: JLR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. / 5633 / s1Q cQdtll,Fbid0 34187 (401)654 5355 FIELD BY: - - - SKETCH OF DESCRIPTION SHEET 2 OF 2 DRAINAGE EASEMENT NOT PLATTED S POINT OF POINT OF COMMENCEMENT NORTHWEST 1/4 BEGINNING il NW CORNER OF SECTION 34-22-26 SECTION 34-22-26 N90'00'00"E 435.58' N90'00'00"E 1224.66' 10 N I U) LA N I I- EASTERLY RIGHT-OF-WAY UNE EASTUNE OF WEST 1660' PER O.R. 474, PG. 999 3 OF NORTHWEST 1/4 -I-- I N O SECTION 34-22-26 rn O mi L W UNE OF NW 1/4 N I CO SECTION 34-22-26 \ o Z 0 In I a I EASEMENT PER70.RU 320, PG. 610 N I cd \ W Ln re) • ti \ s0 -. R P O o O T .o'�o• Sc?!y 1n a 3�F I Z I ?O Aotir O a I N s'o f X s8o CI 12 Q a Ce n a \ N O I / YF � I NOT PLATTED C> a N I \ _ rt S 0 N 6 N I I N \ / .♦♦♦. THIS IS NOT A SURVEY: OO DENOTES CHANGE IN DIRECTION sk4 \ R W DENOTES RIGHT-OF-WAY ♦IAS♦ DENOTES CENTERLINE ♦•,,, CURVATUREP.C. DENOTES POINT OF ,,♦•♦. P.R.C. DENOTES POINT P.T. DENOTES POINT O TANGENCY REVERSE CURVATURE IALLEN P.C.C. DENOTES POINT OF COMPOUND CURVATURE C O M PA N Y JOB NO. 24302 CALCULATED BY: JLR 2:0'i.,,rC JJr'.e;C: '.':;:Ceti DATE: 5-7-2018 DRAWN BY:_ PJR SCALE: 1" = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A Wet GQden,Flai63 34787'(407)654 5355 FIELD BY: / SKETCH OF DESCRIPTION SHEET 1 OF 2 LEGAL DESCRIPTION (City Sewer Easement). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 604.99 feet to a point on the Westerly line of a 30 foot wide utility easement according to Official Records Book 925, Page 230 of the Public Records of Lake County, Florida; thence run South 50'14'58" East along said Westerly line for a distance of 611.57 feet to the POINT OF BEGINNING; thence departing said Westerly line run South 00'00'00" East for a distance of 30.00 feet; thence run South 90'00'00" West for a distance of 20.00 feet; thence run North 00'00'00" West for a distance of 15.00 feet; thence run South 90'00'00" West for a distance of 372.81 feet; thence run North 00'00'00" East for a distance of 15.00 feet; thence run North 90'00'00" East for a distance of 392.81 feet to the POINT OF BEGINNING. Contains 193,332 square feet, 4.44 acres more or less. / .♦�♦. SURVEYOR'S NOTES: sk5 THIS IS NOT A SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. AL, ,,; THIS LEGAL♦ THIS SKETCH DISCNOT TIVALID N NE PREPAREDRE WITHOUT THD SKETCH ESIGNATUREORIGINALAND RAISED FTITLE.IT OF SEAL OF AFLORIDA LICENSED ♦•, ,•• OR AND MAPPER. BEARINGSSHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. & 24302 JLR FOR THE LICENSED BUSINESS # 6723 BY: CO M PA N Y JOB NO. CALCULATED BY: PC c: DATE: 5-7-2018 DRAWN BY: PJR&LiC p. SCALE: 1" = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. # 5633 / Writer Garden,Florida 34787*(407)654 5355 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 CITY SEWER EASEMENT N (0...POINT OF N. N COMMENCEMENT N NW CORNER OF \ N SECTION 34-22-26 NORTH LINE OF \ N NORTHWEST 1/4 N N. /SECTION 34-22-26 \\.):::::\ \ �._ N90'00'00"E 604.99' \ X °R /r- N l N WLY LINE OF 6s66!\&NN ?�e-Is4.,, 30' UTILITY EASEMENT R (i 6�4'T \ PER OR. 925, PG. 230 SB' �a �/ I W LINE OF NW 1/4 F\F9y\ SECTION 34-22-26 \FST\ A N &A I n WAREHOUSE PARCEL 6,�s\SA\Fc �T Lr) a PER ORR. 474, PG. 999AY LINE N"/ON/1/0 V oSn IMa NN 0 43 i N90'00'00"E 392.81' < m rJ= CC O m S90'00'00"W 372.81' _1re) L2 :=>- o J I— a I z M 0 a cn CLEREMONT PARCEL o °' a o fY Iv Y ;U O O c, J 0 a LINE TABLE QLINE LENGTH BEARING o L1 30.00' S00'00'00"E 0 Lei L2 20.00' S90'00'00"W L3 15.00' N00'00'00"W L4 15.00' N00'00'00"E / ♦♦..♦ THIS IS NOT A SURVEY: o DENOTES CHANGE IN DIRECTION sk5 R W DENOTES RIGHT-OF-WAY ,gr,I \I♦♦. DENOTES CENTERLINE P.C. DENOTES POINT OF CURVATURE P.T. DENOTES POINT OF TANGENCY �, I ,,, P.R.C. DENOTES POINT OF REVERSE CURVATURE ALLEN P.C.C. DENOTES POINT OF COMPOUND CURVATURE COMPANY JOB NO. 24302 CALCULATED BY: JLR PrpleSSiorclJJ'.?.o'i E.L1ccp?'S DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" = 150 FEET CHECKED BY: JLR 16 East Plant Street N/A Minter Gade,Fla* 34187'(407)654 5355 FIELD BY: / /SKETCH OF DESCRIPTION SHEET 1 OF 2 LEGAL DESCRIPTION (Fence Easement). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 604.99 feet to a point on the Westerly line of a 30.00 foot wide utility easement according to Official Records Book 925, Page 230 of the Public Records of Lake County, Florida; thence run South 50'14'58" East along said Westerly line for a distance of 611.15 feet to the POINT OF BEGINNING; thence continuing along said Westerly line run South 50'14'58" East for a distance of 783.54 feet; thence departing said Westerly line run South 00'57'45" East for a distance of 5.28 feet to a point on a line 4.00 west of and parallel to said Westerly line; thence run North 50'14'58" West along said parallel line for a distance of 785.54 feet; thence departing said parallel line run South 90'00'00" West for a distance of 506.97 feet; thence run South 00'00'00" East for a distance of 285.00 feet; thence run South 90'00'00" West for a distance of 63.89 feet; thence run North 00'00'00" East for a distance of 4.00 feet; thence run North 90'00'00" East for a distance of 59.89 feet; thence run North 00'00'00" West for a distance of 285.00 feet; thence run North 90'00'00" East for a distance of 512.42 feet to the POINT OF BEGINNING. Contains 6,565 square feet, 0.15 acres more or less. / ♦♦�♦. SURVEYOR'S NOTES: sk6 THIS IS NOT A SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦♦,�, THIS DESCRIPTION TAND WERE THE BENEFIT TITLE. THIS SKETCH IS NOT VALID THESIGNATURE AND RIIGINALRAIISEDSEAL OF A FLORIDA LICENSED SURVE♦,, ,�♦ OR AND MAPPER. BEARINYGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. 24302 JLR FOR THE LICENSED BUSINESS # 6723 BY: COMPANY JOB NO. CALCULATED BY: Po'eii:r7 .e.VS p L1CGCer DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" = 200 FEET CHECKED BY: JLR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. # 5633 / *ler Gaden,Maida 34787*(407)654 5355 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 FENCE EASEMENT POINT OF COMMENCEMENT NW CORNER OF N 1 SECTION 34-22-26N NORTH LINE OF N /4 N \\ N I4\ SOC ON 34-RTHWEST22 26 1 \ �`\\ \ N N90.00'00"E 604.99' r•� \ \ \ i N 'ssSDy,\3D\ AF4'G sg\G\ Qi?-4.,,,,,, `I F' \`�F\ ,Tt, FS +� O -9 W LINE OF NW 1/4 y �Ssn N ,0Q64e SECTION 34-22-26 yE 6 '1'T WLY LINE OF \4'T\ iO 5:.i. 30' UTILITY EASEMENT N' N N PER OR. 925, PG. 230 Dip N r•� s \ in a EASTERLY RIGHT-OF-WAY LINE <S5 9as N PER O.R. 474, PG. 999 \'At N g ,NC? N +`�I' WAREHOUSE PARCE \ N N oa N90'00'00"E 512.42' \ ,p \ + �+fm ek o b S90'00'00"W 506.97' No. N I � co N \ p ai N \ss\ I4 t Q 0' ID 0 CLEREMONT PARCEL �`SO ,S\\ \ \ loo 0 o S�. E` \ \ cr Li o fL J 0 0 N ✓ U g L4 N \ o z "j L2 LINE PARALLEL HATH AND 4.00' �e _ Q WEST OF WLY LINE OF ,> 3 _ 30' UTILITY EASEMENT BS Siit, 8 PER OR. 925, PG. 230 45 _ LINE TABLE LINE LENGTH BEARING L1 L1 5.28' S00'57'45"E L2 63.89' S90'00'00"W L3 4.00' NO0'00'00"E _ L4 59.89' N90'00'00"E 1 / ♦♦�.. THIS IS NOT A SURVEY: o DENOTES CHANGE IN DIRECTION sk6 `l R DENOTES RIGHT-OF-WAY �♦♦,# i,♦.. DENOTES CENTERLINE P.C. DENOTES POINT OF CURVATURE P.T. DENOTES POINT OF TANGENCY •�, `,�♦ P.R.C. DENOTES POINT OF REVERSE CURVATURE A L L E N — P.C.C. DENOTES POINT OF COMPOUND CURVATURE a COMPANY JOB NO. 24302 _ CALCULATED BY: JLR 5-7-2018 PJR FroeSSofe45t'._._':3f,'],_C-i DATE_— DRAWN BY: SCALE: 1" = 200 FEET CHECKED BY: JLR 16 East Plant Street N/A Wnter Garde,Fla* 34787*(401)654 5355 FRED BY: / r\ 4 ! i i\f ATTORNEYS AT LAW 250 East Colonial Drive.Suite 300 Orlando.Flonda 32801 Phone 407-425-2907 Facsimile 407-425-6345 www.keatlaw.com REAL ESTATE CLOSING STATEMENT CLOSING DATE: - May 22, 2018- SELLER: JOHN KINGMAN KEATING,INDIVIDUALLY AND AS TRUSTEE OF THE HANCOCK ROAD LAND TRUST, as to an undivided fifty percent(50.00%)interest,TONY H.ROPER,a married man,as to an undivided seventeen and one-half percent (17.50%) interest, and TONY H. ROPER, INDIVIDUALLY AND AS SUCCESSOR TRUSTEE UNDER THE ELIZABETH TROTTER ROPER DECLARATION OF TRUST DATED JANUARY 24,2005,as to an undivided seventeen and one-half percent (17.50%) interest, and BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP,a Florida limited partnership,as to an undivided fifteen percent(15.00%)interest BUYER:CITY OF CLERMONT,a municipal corporation existing under the laws of the State of Florida STREET ADDRESS: 12838 Hancock Road,Clermont,Florida 34711 LEGAL DESCRIPTION: See Exhibit"A" attached hereto and by this reference made a part hereof. ADJUSTMENTS TO SELLING/PURCHASE PRICE DUE SELLER CREDIT BUYER SELLING/PURCHASE PRICE"Oh2 1,678,080.00 CONTRACT ESCROW DEPOSIT 15,000.00 2018 AD VALOREM AND NON-AD VALOREM REAL PROPERTY TAXES 67.68 (Prorated: 141 days at$0.48/day)NOTE ACCESS ROAD CREDIT NO2 2 1,534.30 TOTALS: AMOUNT DUE SELLER 1,678,080.00 CREDIT DUE BUYER 16,601.98 BALANCE DUE SELLER 1,661,478.02 SELLER'S TRANSACTION COSTS AMOUNT BUYER'S TRANSACTION COSTS AMOUNT RECORDING COSTS RECORDING COSTS Recording Special Warranty Deed(5 48.50 Documentary Stamp Taxes on Special 11,746.70 pages) Deed Recording Partnership Affidavit(5 48.50 Recording Agreement Regarding 164.50 pages) Easements, Improvements, Maintenance and Cost Sharing(38 Pages- 'k) Recording Trust Affidavit(8 pages) 74.00 GENERAL COSTS Recording Special Warranty Deed(to 57.70 Survey and Sketches of Description 6,612.00 CCP, LLC-6 pages) (Allen&Company, Inc. -57.00%) Recording Agreement Regarding 164.50 Easements,Improvements, Maintenance and Cost Sharing(38 Pages- 'h) GENERAL COSTS Survey and Sketches of Description 4,988.00 (Allen&Company,Inc. -43.00%) Title Search(reimbursement to Keating 225.00 &Schlitt,P.A.) Owner's Title Insurance Premium 7,075.00 (Old Republic National Title Insurance Company/Keating&Schlitt,P.A.) Legal Fees(Keating&Schlitt, P.A.) 12,650.00 TOTAL SELLER'S COSTS 25,331.20 TOTAL BUYER'S COSTS 18,523.20 SELLER'S SUMMARY AMOUNT BUYER'S SUMMARY AMOUNT Escrow Deposit 15,000.00 Balance Due Seller 1,661,478.02 Balance Due Seller 1,661,478.02 Total Seller's Costs 25,331.20 Total Buyer's Costs 18,523.20 NET CASH TO SELLER 1,651,146.82 NET CASH FROM BUYER 1,680,001.22 [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- SIGNATURES ON FOLLOWING PAGE] The undersigned acknowledge receipt of a true copy of this Real Estate Closing Statement,that they have read it,certify it as correct and authorize and direct Keating&Schlitt,P.A.to disburse the above-stated funds in accordance therewith and to allow Keating&Schlitt,P.A. to retain,as compensation for costs and services advanced on our behalf,miscellaneous funds in excess of actual costs,if any. All parties hereto hereby acknowledge,confirm and agree with the terms and conditions set forth in the Closing Statement Notes attached hereto. SELLER BUYER JOHN KINGMAN KEATING,INDIVIDUALLY CITY OF CLERMONT, a municipal AND AS TRUSTEE OF THE HANCOCK corporation existing under the laws of the State ROAD LAND TRUS of Florida /e John Kingman K:• 1,Individually and as Trustee By: �/\ of the Hancock Road Land Trust -•• �� Dari en Gray As its Mayetu City ' anager TONY H. ROPER, A MARRIED MAN Tony H. Roper TONY H. ROPER, INDIVIDUALLY, and TONY H.ROPER,AS SUCCESSOR TRUSTEE UNDER THE ELIZABETH TROTTER ROPER DECLARATION OF TRU DATED JANUARY 24, 2005 4V **42 ' Tony H. Roper, aii,,ually an as Successor Trustee under W lizabeth Trotter Roper Declaration of Trust dated January 24, 2005 BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership By: Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010 As its General Partner The undersigned acknowledge receipt of a true copy of this Real Estate Closing Statement,that they have read it,certify it as correct and authorize and direct Keating&Schlitt,P.A.to disburse the above-stated funds in accordance therewith and to allow Keating&Schlitt,P.A. to retain,as compensation for costs and services advanced on our behalf,miscellaneous funds in excess of actual costs,if any. All parties hereto hereby acknowledge,confirm and agree with the terms and conditions set forth in the Closing Statement Notes attached hereto. SELLER BUYER JOHN KINGMAN KEATING,INDIVIDUALLY CITY OF CLERMONT, a municipal AND AS TRUSTEE OF THE HANCOCK corporation existing under the laws of the State ROAD LAND TRUS of Florida John Ki•: an Ke. n , ndividually and as Trustee By: 00 y of the Hancock Road Land Trust DA As its City Manager TONY H. ROPER, A MARRIED MAN Tony H. Roper TONY H. ROPER, INDIVIDUALLY, and TONY H.ROPER,AS SUCCESSOR TRUSTEE UNDER THE ELIZABETH TROTTER ROPER DECLARATION OF TRUST DATED JANUARY 24, 2005 Tony H. Roper, Individually and as Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005 BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership By: Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010 As its General Partner EXHIBIT "A" - LEGAL DESCRIPTION A PARCEL OF LAND LYING IN THE NORTHWEST '/a OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST '/a A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST '/a OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 89°43'18"WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. REAL ESTATE CLOSING STATEMENT NOTES The following items and notes are attached to and constitute a part of the Real Estate Closing Statement ("Closing Statement")and the Seller and Buyer,by their execution of the Closing Statement,hereby acknowledge the review and approval of the following Notes. Note 1. Taxes. 2018 Lake County, Florida real property ad valorem and non-ad valorem tax information and tax amounts for the subject property are as follows: Lot Tax Parcel ID# Taxable Value Millage Gross Tax Discount Other Other Total Rate Tax 3422260002-000-00101 12,555.00 14.5200 182.30 175.01 TOTALS 12,555.00 182.30 175.01 The 2017 ad valorem and non-ad valorem real property taxes have been paid for the above identified tax parcels. The 2018 real property taxes have been estimated based the prior year's real property taxes and assuming the real property taxes in the current year will be paid in time to obtain the full four percent(4.00%)early payment discount. Note 2. Purchase Price. In accordance with the Section 3 of the Contract for Sale and Purchase, as amended(the "Contract"), the purchase price has been calculated as follows: (a)Main Parcel: 14.25 acres x$100,000 = $1,425,000.00. (b)Master Drainage Area: 4.44 acres x 57% x$100,000 = $253,080.00. (c)Credit for Access Road Acreage Differential:The total Access Road acreage is 17,028.04 square feet with the portion on the Property being 10,374.30 square feet, which is 668.34 feet in excess of 57% of the total Access Road. The Seller and Buyer agree that the Buyer will get a credit of$1,534.30 against the Purchase Price. Note 3. Re-Proration. With regard to the proration or collection of real and personal property, property owners association, community development district, and all other taxes, assessments, dues, impact fees, reservation and other charges and other items which are associated with the subject property and which are collected,prorated or itemized on the closing statement signed by the parties(or omitted from the closing statement)(collectively the"Closing Charges"),such Closing Charges for the current calendar(or fiscal)year have been estimated or calculated by using the real estate taxes due for the previous calendar year, or by estimating both the value as of January 151 of the current year and the tax millage for the current calendar year, or by otherwise estimating or calculating such Closing Charges based on such information as has been received by the closing agent and to the best ability of the closing agent and its employees. At times, an estimate is used because the actual real estate tax bill for the current calendar year is not yet available as of the closing date. The real estate taxes as evidenced by the proration debit and credit on the closing statement are only an estimate and the actual real estate taxes for the current year could be more (or possibly less)than such estimate.Moreover,the Closing Charges shown on the closing statement may be different from the actual amounts required or, as a result of mistake, either incorrectly calculated on or omitted from the closing statement. As a result, either the Buyer or the Seller may have to pay additional funds once the actual real estate taxes for the current year become known,or the actual amount of such Closing Charges become known,or mistakes with regard thereto are discovered.Therefore, the parties agree that when the actual real property tax bill is available, or any inaccuracies or mistakes are discovered with respect to the Closing Charges, the parties will re-prorate and correct any such inaccuracies or mistakes with respect to the Closing Charges and any adjustment will,within ten(10)days of a party's receipt of written notice thereof,be paid or delivered from such party to the other party (or the appropriate third party) as is applicable and required to correct such inaccuracy or mistake. If any legal action or other proceeding or action is brought for the enforcement of this Agreement, the successful or prevailing party shall be entitled to recover reasonable attorneys' fees and costs. Note 4. Method of Execution and Acceptance:Counterparts. All parties hereto may demonstrate their execution and acceptance of this Closing Statement by transmitting to the other parties(or their legal counsel)by email or facsimile machine a copy of this Closing Statement on which the transmitting party's signature appears. Such an email or facsimile, once received by the other parties(or their legal counsel), shall bind the transmitting party to the same extent as would delivery of this Closing Statement or a counterpart hereof containing that party's actual signature.This Closing Statement may be executed in as many counterparts as may be required,and it shall not be necessary that the signature of each party appear on each counterpart. It shall be sufficient that the signature of each party appear on at least one counterpart in order for this Closing Statement to bind all parties. All counterparts shall collectively constitute a single contract and agreement and each counterpart shall be and be taken to be an original. • Prepared by and Return to: JOEY KINGMAN KEATING,ESQUIRE KEATING&SCHLITT, P.A. TELEPHONE:407.425.2907♦FACSIMILE:407.843.8964 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:ikk@keatlaw.com PARCEL IDENTIFICATION NUMBER(S):34-22.26-000200000101 RECORDING INFORMATION ABOVE THIS LINE SPECIAL WARRANTY DEED THIS SPECIAL WARRANTY DEED is made and executed this 22id day of May,2018 by John Kingman Keating, Individually and as Trustee of the Hancock Road Land Trust, with full power and authority either to protect, conserve and to sell, or to lease, or to encumber, or otherwise to manage and dispose of the real property described herein as contemplated by Section 689.073(1),Florida Statutes, as to an undivided fifty percent (50.00%) interest ("Keating"), with a mailing address of 250 East Colonial Drive, Suite 300, Orlando, Florida 32801, Tony H. Roper, a married man, as to an undivided seventeen and one-half percent(17.50%)interest,and Tony H. Roper,Individually and as Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005, as to an undivided seventeen and one-half percent (17.50%) interest, both with a mailing address of Post Office Box 561055, Orlando, Florida 32856 (collectively "Roper"), and Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, as to an undivided fifteen percent (15.00%) interest ("Roper Partnership"), with a mailing address of 146 West Plant Street, Suite 250, Winter Garden, Florida 34787 (Keating, Roper Partnership and Roper collectively the "Grantor"), to the City of CIermont, a municipal corporation existing under the laws of the State of Florida (the "Grantee"), with a mailing address of 685 West Montrose Street, Clermont, Florida 34711. WITNESSETH: That the Grantor for and in consideration of the sum of$10.00 and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, releases,conveys and confirms unto the Grantee,all that certain property situate in Lake County, Florida, viz: See Exhibit "A" attached hereto and by this reference made a part hereof. THE GRANTOR WARRANTS THAT THE ABOVE-DESCRIBED PROPERTY CONVEYED HEREBY IS NOT HOMESTEAD PROPERTY AS DEFINED BY THE CONSTITUTION AND LAWS OF THE STATE OF FLORIDA. TOGETHER with all the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD, the same in fee simple forever. FURTHER,the Grantor hereby covenants with said Grantee that the Grantor is lawfully seized of said real property in fee simple; that the Grantor has good right and lawful authority to sell and convey said real property; that the Grantor hereby fully warrants the title to said real property and will defend the same against -1- the lawful claims of the Grantee above named and Grantee's heirs,successors,and assigns,against every person lawfully claiming the property, or any part thereof, by, through or under the Grantor, but not otherwise; and that said real property is free from all encumbrances; except, taxes and assessments accruing subsequent to December 31, 2017 and all subsequent years, and all conditions, restrictions, reservations, limitations, easements of record,if any, zoning and other governmental regulations and other matters of record,provided, however, this reference shall not serve to reimpose same. IN WITNESS WHEREOF,the said Grantor has executed this Special Warranty Deed on the day and year first above written. WITNESSES: / GRANTOR JOHN KINGMAN KEATING, INDIVIDUALLY AND AS TRUSTEE OF THE HANCOCK ROAD ' LAND TRUST WITNESS SIGN-URE - ,lndra Greer - WITNESS N•�RINTED _ i 1L• 0.-.*t CCIPL, 111. WITN..SSIG ARE John Kingman ., Individually and as Trustee Lon-Ann Colon of the Hancock Gr., Land Trust WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,John Kingman Keating, Individually and as Trustee of the Hancock Road Land Trust, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, at John Kingman Keating is/are the same person(s)either executing or acknowledging execution of the foregoing instru .; ause: II I personally know him/her/them OR ❑ I have satisfactory evidence of same based upon a ❑ Florida driver' iceris pr■ • er identification: .WITNESS my hand and official seal i' the S e a'• 'ounty aforesaid this 2i day of May,2018. 0,I I .,,Z„AY SANDRA GREER Notary' blic Si tore >' • Commission#GG 123703 (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) „, ;`A1'. Or Expires September 8,2021 'eF f, 4 Bonded ilio Budget Notary Services [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL GRANTOR SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -2- [SIGNATURE PAGE TO SPECIAL WARRANTY DEED) WITNESSES: GRANTOR TONY H. ROPER, A MARRIED MAN _9 P, WITVESS SIGNATURE SVSG WITNESS NAME PRINTED - 4r 45, tk-) XL" WITNESS SIGNA 'RE Xf Tony H. Rope Amy Windmiller WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Tony H. Roper executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Tony H. Roper is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because:''I personally know him/her/them OR El I have satisfactory evidence of same based upon a 0 Florida driver's lice se or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this \it'tlay of May,2018. " Notary Public State of Florida ?4 Amy Windmiller Notary Signature . is My Commissionom 12/25/2GG 153068 (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) ��n' [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL GRANTOR SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -3- • [SIGNATURE PAGE TO SPECIAL WARRANTY DEED] •WITNESSES: GRANTOR TONY H. ROPER, INDIVIDUALLY AND AS SUCCESSOR TRUSTEE UNDER THE _5.)L ELIZABETH TROTTER ROPER DECLARATION OF TRUST DATED JANUARY WITNESS SIGNATURE. 24, 2005 WITNEg;CA TEebiffer arnt� U3 ArMATX1S-k- , WITNESS SIGNATURE Tony H. Roper, n.• "• ally an a uccessor Amy Windmiller Trustee under the •• •--th Trotter Roper Declaration WITNESS NAME PRINTED of Trust dated January 24, 2005 STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,Tony H.Roper,Individually and as Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Tony H. Roper is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because: personally know him/her/them OR ❑ I have satisfactory evidence of same based upon a 0 Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this lf'day of May,2018. aryimuL)AmciAnd � Notary Pubfic State of Florida AiL- Amy Windmiller < My Commission GG 153068 Notary Pubic Signature ^�P Expires 12/25/2021 (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL GRANTORS SIGNATURE AND NOTARY CERTIFICATION ON FOLLOWING PAGE] -4- [SIGNATURE PAGE TO SPECIAL WARRANTY DEED] WITNESSES: GRANTOR BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership WITNESS SIGNATURE (2-4\\)c' WITNESS NASIErfe1ffer By . WITH SS SIGNA 'READANd Am Windmiller ,harles F. Roper, as Successor Trustee of the Y First Amended and Restated Bert E. Roper WITNESS NAME PRINTED Trust Agreement dated November 11, 2010 As its General Partner STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below, Charles F. Roper,as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Charles F. Roper is/are the same person )either executing or acknowledging execution of the foregoinginstrument because: CII personally know him/her/them OR I have satisfactory evidence of same based upon a Florida driver's license or Cl Other identification: . WITNESS my hand and official seal in the State and County aforesaid this c)i st day of May,2018. OAAnanbAk. Notary divot*, Notary Public State of Florida (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) : Amy Windmiller yi` My Commission GG 153068 '10i,e— Expires 12/25/2021 -5- EXHIBIT "A" - LEGAL DESCRIPTION A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 89°43'18"WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. Prepared by and Return to: JOHN KINGMAN KEATING,ESQUIRE KEATING&SCHLITT, P.A. TELEPHONE:407.425.2907♦FACSIMILE:407.425.6345 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:ikkOkeatiaw.com RECORDING INFORMATION ABOVE THIS LINE ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS AND OBLIGATIONS THIS ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS AND OBLIGATIONS ("Assignment") is made and entered into as of this 22" day of May, 2018 (the "Transfer Date") by John Kingman Keating, Individually and as Trustee of the Hancock Road Land Trust, with full power and authority either to protect, conserve and to sell, or to lease, or to encumber, or otherwise to manage and dispose of the real property described herein as contemplated by Section 689.073(1), Florida Statutes, as to an undivided fifty percent (50.00%) interest ("Keating"), with a mailing address of 250 East Colonial Drive, Suite 300, Orlando, Florida 32801, Tony H. Roper, a married man, as to an undivided seventeen and one-half percent(17.50%)interest,and Tony H.Roper,Individually and as Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005, as to an undivided seventeen and one-half percent (17.50%) interest, both with a mailing address of Post Office Box 561055, Orlando, Florida 32856 (collectively "Roper"), and Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, as to an undivided fifteen percent (15.00%)interest ("Roper Partnership"), with a mailing address of 146 West Plant Street, Suite 250, Winter Garden, Florida 34787 (Keating, Roper Partnership and Roper collectively the "Assignor"), to the City of Clermont, a municipal corporation existing under the laws of the State of Florida (the "Assignee"), with a mailing address of 685 West Montrose Street, Clermont, Florida 34711. WITNESSETH: WHEREAS,pursuant to that certain Contract for Sale and Purchase dated the 1S`day of August,2017, as amended(the"Contract")previously executed by Assignor and Assignee,Assignee is purchasing that certain parcel of real property located in Lake County, Florida which is more particularly described on the attached Exhibit "A"(the "Property"); and WHEREAS, Assignor desires to assign and transfer all of its rights, interests, duties and obligations in and to the Property Rights(as defined below), to the extent, and only to the extent applicable to or imposed upon the Property, to Assignee as of the Transfer Date, and Assignee desires to accept the assignment of Assignor's rights, interests, duties and obligations, covering the Property Rights and assume the obligations related thereto. -1- NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration,the receipt and sufficiency of which is hereby mutually acknowledged,the parties hereto do hereby agrees as follows: 1. Assignment and Assumption. As of the Transfer Date, and without any recourse, warranty or representation whatsoever,the Assignor hereby assigns, transfers and delivers to the Assignee all of its rights, titles, claims, interests, duties and obligations, if any, in, to and under all guarantees, warranties, permits, licenses,plans,authorizations and approvals relating to the Property(the"Property Rights"),to the extent, and only to the extent, applicable to or imposed upon the Property. Assignee hereby covenants with Assignor that from and after the Transfer Date, it shall assume and perform all duties and obligations and pay all amounts required in connection with the Property Rights. 2. Further Assurances. Assignor and Assignee, for themselves and their successors and assigns, covenant and agree that they will, at any time and from time to time after the date hereof, upon the written request of the other party,cooperate with each other and complete,execute and deliver such further documents or instruments of conveyance, transfer, notice, consent, or otherwise and take such other action as may reasonably be required or advisable to evidence, or give effect to, the rights, interests, duties and obligations assigned, transferred, and assumed pursuant to this Assignment and to effectively assign, transfer and vest in the Assignee, or the Assignee's designee, full and complete title and ownership in the Property Rights. 3. Method of Execution and Acceptance; Counterparts, All parties hereto may demonstrate their execution and acceptance of this Assignment by transmitting to the other parties(or their legal counsel)by email or facsimile machine a copy of this Assignment on which the transmitting party's signature appears. Such an email or facsimile, once received by the other parties(or their legal counsel), shall bind the transmitting party to the same extent as would delivery of this Assignment or a counterpart hereof containing that party's actual signature. This Assignment may be executed in as many counterparts as may be required, and it shall not be necessary that the signature of each party appear on each counterpart. It shall be sufficient that the signature of each party appear on at least one counterpart in order for this Assignment to bind all parties. All counterparts shall collectively constitute and be deemed a single contract and agreement and one instrument and each counterpart shall be and be taken to be an original. 4. Successors and Assigns. The rights, titles, interests, duties and obligations herein provided shall inure to the benefit and burden each of the party's successors, assigns, grantees, and transferees. 5. Governing Law. This Agreement shall be governed by, and interpreted and enforced in accordance with, the laws of the State of Florida. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -2- [SIGNATURE PAGE TO ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS] IN WITNESS WHEREOF, the parties hereto have caused this Assignment and Assumption of Property Rights and Obligations to be executed as of the date first set forth above. WITNESSES: ASSIGNOR / JOHN KINGMAN KEATING, INDIVIDUALLY AND AS TRUSTEE OF THE HANCOCK ROAD `,r LAND TRUST WITNESS SIGNATURE Sandra Greer W NESSA4 PRINTED I NESScorlwAnn Colon John Kingman Keating, ividually and as Trustee of the Hancock Road Land Trust WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,John Kingman Keating,Individually and as Trustee of the Hancock Road Land Trust,and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY,that John Ki !man Keating is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because:' I rsonally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's lick e or NI Other •entification: .WITNESS my hand and official seal in th:`tate%"d Co,, aforesaid this 22-day of May,2018. A4o1r0.Y �� SANDRAGREER Notary •�c Signatu� a Commission#GG 123703 (PLACE NOTAR NAME&SEAL IMMEDIATELY BELOW) Oe Expires September 8,2021 r 9rF pF c%.31- Bonded TNu Budget Notary Senses [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] [SIGNATURE PAGE TO ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS] WITNESSES: ASSIGNOR TONY H. ROPER, A MARRIED MAN NikON,AA WITNESS SIGNATURE Susan Pfeiff WITNESS NAME PRINTED tpaurcirrvS- WITNESS SIGMA E Tony H. Roper Amy Windmiller WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Tony H. Roper executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Tony H. Roper is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because: g I personally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this 11A#1day of May, 2018. �\ "of Notary Public State of Florida lJ `ham Amy Windmiller My Commission GG 153088 Notary Public Si nature q ..dc Expires 12/25/2021 (PLACE NOTARY NAME A SEAL IMMEDIATELY BELOW) r. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] [SIGNATURE PAGE TO ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS] WITNESSES: ASSIGNOR TONY H. ROPER, INDIVIDUALLY ANI) AS Ah SUCCESSOR TRUSTEE UNDER THE ELIZABETH TROTTER ROPER � v1 DECLARATION OF TRUST DATED JANUARY WITNESS SIGNATURE e'l.'s 24, 2005 WITNESS NAME an P direr � 7 .. • n. . . . l4* Alt. °. ' AL �� A WITNESS SIGNA 'RE Tony H. Roper, Indi •ivally antras Successor Amy Windmiller Trustee under the Elizabeth Trotter Roper Declaration WITNESS NAME PRINTED of Trust dated January 24, 2005 STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,Tony H.Roper,Individually and as Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Tony H. Roper is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because:'I personally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's license or ❑ Other identification: .WITNESS my hand and official seal in the State and County aforesaid this 11day of May, 2018. � .V`Y Notary Public State of Florida 1 ' ( , Amy Windmiller Will . . ♦ _ ♦lel Ali . . t+� My Commission GG 153068 Notary Public Si:nature ''i„gid• Expires 12/25/2021 (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL SIGNATURE AND NOTARY CERTIFICATION ON FOLLOWING PAGE] [SIGNATURE PAGE TO ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS] WITNESSES: ASSIGNOR BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership £ SIGNATU` WITNESS NAMESIMP Pfe •er ( � By: WITNESS SIGNAT R — Charles F. Roper, as Successor Trustee of the Amy Windmiller First Amended and Restated Bert E. Roper WITNESS NAME PRINTED Trust Agreement dated November 11, 2010 As its General Partner STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below,Charles F. Roper,as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11,2010, as General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Charles F. Roper is/are the same persons)either executing or acknowledging execution of the forego_itT. instrument because: ❑ I personally know him/her/them OR I have satisfactory evidence of same based upon a Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this ay* day of May,2018. eist, Notary Public State of Florida 1 . , Amy Windmiller [J�J My Commission GG 153068 Nota ignature -4.0i.o. Expires 12/25/2021 (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL SIGNATURE AND NOTARY CERTIFICATION ON FOLLOWING PAGE] [SIGNATURE PAGE TO ASSIGNMENT AND ASSUMPTION OF PROPERTY RIGHTS] WITNESSES: ASSIGNEE CITY OF CLERMONT, a Florida municipal corporation WITNESS SIGNATURE WITNESS NAME PRINTED By: Darren Gray WITNESS SIGNATURE As its City Manager WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Darren Gray as City Manager of the City of Clermont, a Florida municipal corporation executed or acknowledged his/her/their previous execution of this instrument . I HEREBY FURTHER CERTIFY,that Darren Gray is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because: 0 I personally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this day of May,2018. Notary Public Signature (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) • , EXHIBIT "A" - LEGAL DESCRIPTION A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 89°43'18"WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47"WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. Prepared by and Return to: JOHN KINGMAN KEATING,ESQUIRE KEATING &SCHLITT, P.A. TELEPHONE:407.425.2907♦FACStMtLE:407.843.8964 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:jkkakeatlaw.com PARCEL IDENTIFICATION NUMBER(S):34-22-26-000200001100.34-22-26-000200001200 &34-22-26-000200001300 RECORDING INFORMATION ABOVE THIS LINE SPECIAL WARRANTY DEED THIS SPECIAL WARRANTY DEED is made and executed this 22nd day of May,2018 by John Kingman Keating, Individually and as Trustee of the Hancock Road Land Trust, with full power and authority either to protect, conserve and to sell, or to lease, or to encumber, or otherwise to manage and dispose of the real property described herein as contemplated by Section 689.073(1), Florida Statutes, as to an undivided fifty percent (50.00%) interest ("Keating"), with a mailing address of 250 East Colonial Drive,Suite 300,Orlando,Florida 32801,Lake Roberts Landing,LLC,a Florida limited liability company, as to an undivided thirty-five percent (35.00%)interest, with a mailing address of 250 East Colonial Drive, Suite 300, Orlando, Florida 32801 ("LRL"), and Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership,a Florida limited partnership,as to an undivided fifteen percent(15.00%) interest ("Roper Partnership"), with a mailing address of 146 West Plant Street, Suite 250, Winter Garden, Florida 34787 (Keating, LRL, and Roper Partnership collectively the "Grantor"), to Clermont Commerce Park,LLC,a Florida limited liability company(the"Grantee"),with a mailing address of 250 East Colonial Drive, Suite 300, Orlando, Florida 32801. WITNESSETH: That the Grantor for and in consideration of the sum of$10.00 and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, releases, conveys and confirms unto the Grantee, all that certain property situate in Lake County, Florida, viz: See Exhibit "A" attached hereto and by this reference made a part hereof. THE GRANTOR WARRANTS THAT THE ABOVE-DESCRIBED PROPERTY CONVEYED HEREBY IS NOT HOMESTEAD PROPERTY AS DEFINED BY THE CONSTITUTION AND LAWS OF THE STATE OF FLORIDA. THIS SPECIAL WARRANTY DEED IS EXEMPT FROM DOCUMENTARY STAMP TAX PURSUANT TO SECTION 201.02(1),FLORIDA STATUTES,AND RULE 12B-4.060,F.A.C., AS THIS IS A TRANSFER OF THE ABOVE-DESCRIBED REAL PROPERTY TO AN ENTITY WHOLLY OWNED BY THE GRANTOR WITH NO EXCHANGE OF VALUE OR CONSIDERATION AND WITH NO CHANGE IN THE BENEFICIALOWNERSHIP OF THE ABOVE-DESCRIBED REAL PROPERTY. -1- TOGETHER with all the tenements,hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD, the same in fee simple forever. FURTHER, the Grantor hereby covenants with said Grantee that the Grantor is lawfully seized of said real property in fee simple; that the Grantor has good right and lawful authority to sell and convey said real property; that the Grantor hereby fully warrants the title to said real property and will defend the same against the lawful claims of the Grantee above named and Grantee's heirs,successors,and assigns,against every person lawfully claiming the property, or any part thereof, by, through or under the Grantor, but not otherwise; and that said real property is free from all encumbrances; except, taxes and assessments accruing subsequent to December 31, 2017 and all subsequent years, and all conditions, restrictions, reservations, limitations, easements of record, if any, zoning and other governmental regulations and other matters of record,provided, however, this reference shall not serve to reimpose same. IN WITNESS WHEREOF, the said Grantor has executed this Special Warranty Deed on the day and year first above written. WITNESSES: / GRANTOR JOHN KINGMAN KEATING, INDIVIDUALLY 4 AND AS TRUSTEE OF THE HANCOCK ROAD LAND TRUST WITNESS SIG RE Sandra ,r-ff ITNE . RIMED IA n j)/ NESSSIGNATUREJohn Kingman Kip., Individually and as Trustee • WITNES 3�N�d r Colon of the Hancock R.•• and Trust STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below,John Kingman Keating,Individually and as Trustee of the Hancock Road Land Trust,and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY,that J. ; ingman Keating is/are the same person(s)either executing or acknowledging execution of the foregoing instru -,t •1.use: personally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's kens-,r 0 '4 er identification: .WITNESS my hand and official seal ii,1,, S . a : 'ounty aforesaid this ZZ-Ilay of May,2018. illi arra+Puo€,c SANDRA GREER A : Commission#GG 123703 No b ic tr re rySig, t4, Expires September 8,2921 (PLACE N1 ARY NAME. SEAL IMMEDIATELY BELOW) Nry, �c Bonded Rau Budget Notary Seances OF F� [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL GRANTOR SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -2- [SIGNATURE PAGE TO SPECIAL WARRANTY DEED] WITNESSES: / •/ GRANTOR LAKE ROBERTS LANDING, a Florida limited liability company AMe WITNESS SI TURE - I dra Greer itati ITN.• . EPRI D ,L .—e -1 — By: John Kingman : ITNESS SIGNAT II'EAs its Manager Lori-Arta Colon. WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below,John Kingman Keating, in his capacity as Manager of Lake Roberts Landing, LLC, a Florida limited liability company, executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY,that Jo Kingman Keating is/are the same person(s)either executing or acknowledging execution of the fore'oing instrument because: I personally know him/her/them OR 0 I have satisfactory evidence of sa' e eased upon a 0 Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this 2 day of Mai018�� tirRYPue4 SANDRA GREER Alli. i✓ �_ ° Commission#GG 123703 Nota "T"Sig Trre N a1'' c Expires September 8,2021 (PLACE.NOTARYNAME&SEAL IMMEDIATELY BELOW) Jl'' a% one nwU Budgets Notal ServiCbs OF F� [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL GRANTOR SIGNATURE AND NOTARY CERTIFICATION ON FOLLOWING PAGE] -3- [SIGNATURE PAGE TO SPECIAL WARRANTY DEED] WITNESSES: GRANTOR BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership WITNESS SIGNATURE Pusan Pfe' _-- WITNESS NAME PRINTED By: .....-7WITNESS SIGNAT �� .....-7Charles F. Roper, as Successor Trustee of the Amy Windmiller First Amended and Restated Bert E. Roper WITNESS NAME PRINTED Trust Agreement dated November 11, 2010 As its General Partner STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below, Charles F. Roper,as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11,2010, as General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Charles F. Roper is/are the same person s)either executing or acknowledging execution of the foregoin instrument because: CII personally know him/her/them OR I have satisfactory evidence of same based upon a Florida driver's license or ElOther identification: .WITNESS my hand and official seal in the State and County aforesaid this c9Ot day of May, 2018. UDv► Notary Public State of Florida Notary Public 'gnature (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) , Amy Windmiller My Commission GG 153068 -/or Adb Expires 12/25/2021 -4- i EXHIBIT "A" - LEGAL DESCRIPTION PARCEL "A": A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY,FLORIDA,SAID POINT BEING THE POINT OF BEGINNING;THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE, RUN NORTH 90°00'00" EAST ALONG SAID NORTH LINE A DISTANCE OF 579.99 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINE,RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 611.57 FEET; THENCE DEPARTING SAID WESTERLY LINE, RUN SOUTH 90°00'00"WEST FOR A DISTANCE OF 512.82 FEET;THENCE RUN SOUTH 00°00'00"EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN SOUTH 90°00'00" WEST FOR A DISTANCE OF 526.00 FEET TO THE AFORESAID EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD;THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING. PARCEL "B": A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA;THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE, RUN NORTH 90°00'00"EAST ALONG SAID NORTH LINE A DISTANCE OF 579.99 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925,PAGE 230 OF AFORESAID PUBLIC RECORDS, SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE NORTH 90°00'00"EAST ALONG SAID NORTH LINE FOR A DISTANCE OF 312.77 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINE RUN SOUTH 50°14'58" EAST ALONG SAID EASTERLY LINE FOR A DISTANCE OF 979.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 00°57'45"EAST ALONG SAID EAST LINE FOR A DISTANCE OF 263.86 FEET TO THE AFORESAID WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT; THENCE DEPARTING SAID EAST LINE RUN NORTH 50°14'58" WEST ALONG SAID WESTERLY LINE A DISTANCE OF 1391.99 FEET TO THE POINT OF BEGINNING. . f • PARCEL "C": A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA;THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE,RUN NORTH 90°00'00"EAST ALONG SAID NORTH LINE A DISTANCE OF 892.76 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320,PAGE 610 OF SAID PUBLIC RECORDS,SAID POINT BEING THE POINT OF BEGINNING;THENCE CONTINUE NORTH 90°00'00" EAST ALONG SAID NORTH LINE FOR A DISTANCE OF 742.48 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45"EAST ALONG SAID EAST LINE FOR A DISTANCE OF 626.37 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF AFORESAID PUBLIC RECORDS; THENCE RUN NORTH 50°14'58" WEST ALONG SAID EASTERLY LINE A DISTANCE OF 979.41 FEET TO THE POINT OF BEGINNING. • CITY OF CLER1l!ONT RESOLUTION NO.2018-13R A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CLERMONT, LAKE COUNTY, FLORIDA, APPROVING THE AGREEMENT REGARDING EASEMENTS, IMPROVEMENTS, MAINTENANCE AND COST SHARING BETWEEN CLERMONT COMMERCE PARK, LLC AND THE CITY OF CLERMONT AND PROVIDING FOR AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Clermont, Lake County, Florida,that: SECTION 1. The City Council does hereby approve the acceptance of the Agreement regarding Easements, Improvements, Maintenance and Cost Sharing for the Future Public Works Property between Clermont Commerce Park, LLC and the City of Clermont, subject to the conditions contained in the agreement as incorporated and attached hereto. SECTION 2. This Resolution shall take effect immediately upon its adoption. 1 CITY OF CLERMONT .A RESOLUTION NO.2018-13R DONE AND RESOLVED by the City Council of the City of Clermont, Lake County, Florida this 8th day of May,2018. CITY OF CLERMONT 464%/40egt'd Gail L.Ash, Mayor ATTEST. / ..4/ Tracy Ackroyd Howe, City Clerk Approved as to form and _• ' . *AL 411410-... Dame F.Mantzans, orney Prepared by and Return to: JOHN KINGMAN KEATING,ESQUIRE KEATING&SCHLITT, P.A. TELEPHONE:407.425.2907•FACSIMILE:407.425.6345 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:jkk@keatlaw.com RECORDING INFORMATION ABOVE THIS LINE AGREEMENT REGARDING EASEMENTS, IMPROVEMENTS,MAINTENANCE AND COST SHARING THIS AGREEMENT REGARDING EASEMENTS, IMPROVEMENTS, MAINTENANCE AND COST SHARING (the "Agreement") is made and entered into this 22nd day of May, 2018, by Clermont Commerce Park, LLC, a Florida limited liability company ("CCP, LLC"), with a mailing address of 250 East Colonial Drive, Suite 300, Orlando, Florida 32801 and the CITY OF CLERMONT, a Florida municipal corporation ("Clermont"), whose address is 685 West Montrose Street, Clermont, Florida. WITNESSETH: WHEREAS, CCP, LLC's predecessor in title was the fee simple owner of that certain parcel of real property located in Lake County, Florida, more particularly described as the "Property" on the attached Exhibit "A" (the "Property"), which Property, together with the Clermont Parcel and Retained Parcels(both as hereinafter defined)which comprise it, are depicted on the attached Exhibit"A-1"; and WHEREAS, CCP, LLC has conveyed a portion of the Property to Clermont, which portion is more particularly described as the "Clermont Parcel" on the attached Exhibit "B" (the "Clermont Parcel"), and CCP, LLC has retained ownership of the remainder portions of the Property which remainder portions are more particularly described as "West Parcel," "Easement Parcel," and "Drainage Parcel" on the attached Exhibit "C" (West Parcel, Easement Parcel, and Drainage Parcel being collectively referred to herein as the"Retained Parcels"); and WHEREAS, simultaneous with the conveyance of the Clermont Parcel to Clermont, CCP, LLC and Clermont desire to declare, reserve,grant, and convey certain rights, interests, duties and obligations, including, without limitation, access, utilities, drainage and fence easements, improvements (on-site and off-site), maintenance and cost sharing agreements which will benefit and burden various portions of the Property,all on terms and conditions as set forth herein. NOW THEREFORE, in consideration of the mutual covenants, promises and benefits contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,CCP, LLC and Clermont agree as follows: -1- 1. Easement for Transmission and Retention of Stormwater and Surface Water. CCP,LLC hereby declares, reserves, grants and conveys for the benefit of the Clermont Parcel a perpetual, non-exclusive easement, right, license and privilege for: (a) the transmission and conveyance through designated underground conduits and pipes within the Incoming Transmission Easement Area (as hereinafter defined)of stormwater and surface water which originates from the Clermont Parcel and is deposited into the Pond Easement Area (as hereinafter defined) (the "Incoming Transmission Easement"); and (b) the deposition and retention within the Pond Easement Area of such stormwater and surface water which traverses the Incoming Transmission Easement Area and originates from the Clermont Parcel (the "Pond Easement"). The underground and above ground pipes, lines, conduit, and other facilities associated with the surface water drainage system referenced above shall be collectively referred to as the "Drainage Facilities." The Incoming Transmission Easement shall be contained within the Incoming Transmission Easement Area and the Pond Easement shall be contained within the Pond Easement Area, both as described and depicted on the attached composite Exhibit "D." The Incoming Transmission Easement Area may not be described and depicted on Exhibit"D"at the time of execution of this Agreement and in such event the parties shall cooperate to determine the specific location, dimensions, and legal descriptions of the Incoming Transmission Easement Area consistent with and as dictated by the planned development on the Clermont Parcel and Retained Parcels, the recommendation of their engineers and such engineers' plans and specifications, and the requirements of all permits and approvals issued by applicable governmental authorities. The Incoming Transmission Easement Area and Pond Easement Area may hereinafter collectively be referred to as the"Drainage Easement Areas." It is understood that the planned development on the Retained Parcels may include modifications to the concept plan attached to the PUD Ordinance(as hereinafter defined)to develop portions of the Easement Parcel and the location of portions of the Pond Easement Area within the Easement Parcel. All stormwater and surface water which originates from the Retained Parcels shall also be transmitted to and retained in the Pond Easement Area. As a result, the Pond Easement Area shall be sufficient to serve the stormwater and surface water drainage and retention requirements of the Clermont Parcel and Retained Parcels as fully developed or otherwise, provided the impervious surface of the Clermont Parcel and Retained Parcels shall not exceed eighty percent(80.00%). 2. Easements for Sanitary Sewer. CCP,LLC hereby declares, reserves,grants and conveys for the benefit of the Clermont Parcel and Retained Parcels a perpetual, non-exclusive easement, right, license and privilege for the installation, construction, operation, use, inspection, maintenance, repair and replacement,from time to time, within the CCP Sanitary Sewer Easement Area(as hereinafter defined)of such underground and above ground utilities pipes, lines, wires, conduit, and other facilities (the "CCP Sanitary Sewer Facilities") as may be necessary to provide sanitary sewer to the Clermont Parcel and the Retained Parcels, as fully developed or otherwise(but which shall not include or allow any such facilities which do not provide direct service solely to the Clermont Parcel)(the"CCP Sanitary Sewer Easement"). The CCP Sanitary Sewer Easement shall be contained within the CCP Sanitary Sewer Easement Area as described and depicted on the attached composite Exhibit"E."Provided,the foregoing shall not cause or result in the alteration of the layout, location, construction and use of any planned improvements for the Retained Parcels. If CCP, LLC reasonably determines that the location of the CCP Sanitary Sewer Easement Area or CCP Sanitary Sewer Facilities does adversely impact its planned improvements or otherwise desires to relocate them within the Retained Parcels, they may be relocated elsewhere within the Retained Parcels, including along the east boundary of the Hancock Road right-of-way. The costs of any such relocation shall be borne solely by CCP, LLC if occurring after the CCP Sanitary Sewer Facilities have been permitted and construction has started within the CCP Sanitary Sewer Easement Area and shall be shared between the parties as contemplated by Section 9 if occurring prior to such permitting and commencement of construction. It is the intention of CCP, LLC and Clermont that the CCP Sanitary Sewer Facilities originating north of the Retained Parcels shall, if they are not located within the CCP Sanitary Sewer Easement Area, either run along the western boundary of the Easement Parcel or along the east boundary of the Hancock Road right-of-way. -2- Clermont hereby declares, reserves, grants and conveys for the benefit of the Retained Parcels and the Clermont Parcel a perpetual, non-exclusive easement, right, license and privilege for the installation, construction, operation, use, inspection, maintenance, repair and replacement, from time to time, within the Clermont Sanitary Sewer Easement Area (as hereinafter defined) of such underground and above ground utilities pipes, lines, wires, conduit, lift stations and other facilities (the "Clermont Sanitary Sewer Facilities")as may be necessary to provide sanitary sewer to the Clermont Parcel and the Retained Parcels, as fully developed or otherwise(but which shall not include or allow any such facilities which do not provide direct service solely to the Clermont Parcel) (the "Clermont Sanitary Sewer Easement"). The Clermont Sanitary Sewer Easement shall be contained within the Clermont Sanitary Sewer Easement Area as described and depicted on the attached composite Exhibit"F." It is the intention of CCP, LLC and Clermont that the private lift station which shall service only the Clermont Parcel and Retained Parcels as fully developed is to be located at the northeast corner of the Clermont Parcel within the Clermont Sanitary Sewer Easement Area. 3. Easement for Potable Water. Clermont hereby declares, reserves, grants and conveys for the benefit of the Retained Parcels a perpetual, non-exclusive easement, right, license and privilege for the installation, construction, operation, use, inspection, maintenance, repair and replacement, from time to time, within the Potable Water Easement Area, more particularly described on the attached composite Exhibit "G" ("Potable Water Easement Area"), of such underground and above ground utilities pipes, lines, conduit, and other facilities (the "Potable Water Facilities") as may be necessary to provide Potable Water to the Retained Parcels, as fully developed or otherwise (the "Potable Water Easement"). Provided, the foregoing shall not cause or result in the alteration of the layout, location, construction and use of any planned improvements for the Retained Parcels. Clermont shall be obligated to extend the potable water lines from the west side of the Hancock Road into the area of the intersection of the Access Road Easement Area and the east side of the Hancock Road right-of-way and provide a connection to the southwest area of the West Parcel immediately adjacent and north of the Access Road Easement Area for CCP, LLC to tap into the Potable Water Facilities to serve the development on the Retained Parcels. All costs and expenses associated therewith shall be invoiced and paid in accordance with the procedure of Section 9 and 10 herein below.The location of such connection shall be consistent with and as dictated by the planned development on the West Parcel, the recommendation of the parties' engineers. 4. Access Road Easement. CCP,LLC and Clermont hereby declare,reserve, grant and convey for the benefit of the Clermont Parcel and the Retained Parcels a mutual perpetual, non-exclusive easement, right, license and privilege for passage and use, both pedestrian, vehicular and otherwise, in, under, over, across, upon and through the Access Road Easement Area, as more particularly described on the attached composite Exhibit "H" (the "Access Road Easement Area"), and including the installation, construction, operation, use, inspection, maintenance, repair and replacement, from time to time, within the Access Road Easement Area and within the Hancock Road right-of-way, of such paving, curbing, storm water, driveways, aprons, berms, sidewalks, traffic signals, deceleration lanes, Hancock Road right-of-way improvements, traffic control facilities, and other related improvements(the"Access Road Facilities") as may be necessary to provide improved road and driveway access to the Clermont Parcel and Retained Parcels as fully developed or otherwise (the "Access Road Easement"). Provided, the foregoing shall not cause or result in the alteration of the layout, location,construction and use of any planned improvements for the Retained Parcels. 5. Fence Easement. Along portions of the common boundary line between the Retained Parcels -3- and the Clermont Parcel as shown on the attached Exhibit"I"(the"Common Boundary Line")the parties agree to permit, construct, maintain, repair and replace (as needed) a chain link fence (or such other type of fence or wall mutually agreed between the parties) with such covering as is required by the PUD Ordinance (the "Fence") along the Common Boundary Line, with the intention that the centerline of the Fence (i.e., the center line of the vertical portion of the Fence) shall be approximately coterminous with the Common Boundary Line. CCP, LLC and Clermont hereby declare, reserve, grant and convey for the benefit of the Clermont Parcel and the Retained Parcels a mutual perpetual, non-exclusive easement, right, license and privilege to construct, maintain, repair and replace (as needed) the Fence along the Common Boundary Line and within an area two(2) feet(or more as reasonably required)on either side of the Common Boundary Line, as more particularly described on the attached Exhibit "I" (the "Fence Easement Area"). Clermont shall be responsible for the initial construction and placement of the Fence and all costs and expenses associated therewith shall be invoiced and paid in accordance with the procedure of Section 9 and 10 hereinbelow. Notwithstanding the foregoing, along the Common Boundary Line adjacent to the Easement Parcel the Fence shall be located off of the Common Boundary and fully within the Clermont Parcel to comply with the improvements restrictions imposed by Duke Energy(or its successors)within the Easement Parcel. 6. Relocation of Certain Easement Areas. In the event any of the Easement Areas are relocated or modified as allowed by and in accordance with the terms and conditions hereof, including the determination of the specific location of the Incoming Transmission Easement Area after the execution of this Agreement, thereafter the parties shall execute and record an amendment to this Agreement confirming the specific location, dimensions, and legal descriptions of the relocated or modified Easement Area and shall record an amendment to this Agreement confirming the foregoing, including the substitution of any required exhibits. If agreed to by both parties, any Easement Area may be more specifically defined to reflect the actual location of any Facilities within such Easement Area. 7. Term of Easements. The easements granted and imposed by this Agreement shall be perpetual, becoming effective on the date hereof and remaining in full force and effect forever; unless terminated or modified by written agreement, properly executed and recorded, between the parties hereto, or their respective successors or assigns. The easement rights created by this Agreement shall be binding upon all parties or persons claiming under them and shall run with the Property for the aforesaid term. The Incoming Transmission Easement Area, Pond Easement Area, CCP Sanitary Sewer Easement Area, Clermont Sanitary Sewer Easement Area, Potable Water Easement Area, Access Road Easement Area, Fence Easement Area shall be collectively referred to herein as the"Easement Areas." 8. Reservation of Rights. CCP, LLC and Clermont each hereby reserve unto themselves,and their successors and assigns, all right, title, interest and privilege associated with the fee simple ownership of the Easement Areas described in Section 1, 2, 3, 4, and 5 subject only to the continued exercise and use of the easement rights granted in Sections 1, 2, 3, 4, and 5 of this Agreement. CCP, LLC's and Clermont's reservations shall include, without limitation, the right to: (a) convey, grant, assign or transfer fee simple, easement or other rights, titles or interests in the Easement Areas, including the dedication of portions of the Easement Areas to the public; (b)to mortgage, pledge or otherwise encumber the Easement Areas;(c) to subdivide and plat the Easement Areas or portions thereof; (d) improve, develop, construct, alter, renovate, or repair the Easement Areas, including the placement of roadways, streets, sidewalks, curbs, and other improvements within the Easement Areas. 9. Construction and Maintenance of Easement Areas and Facilities; Facilities Costs. Unless otherwise agreed to by the parties in writing, Clermont shall be responsible for carrying out the engineering, permitting, approval, development, construction, improvement, operation, maintenance, repair, and renovation of the Drainage Facilities, CCP Sanitary Sewer Facilities, Clermont Sanitary Sewer Facilities, Potable Water Facilities, Access Road Facilities, Hancock Road Facilities (as hereinafter -4- defined), and Fence along the Common Boundary Line (the Drainage Facilities, CCP Sanitary Sewer Facilities, Clermont Sanitary Sewer Facilities, Potable Water Facilities, Access Road Facilities, Hancock Road Facilities, and Fence along the Common Boundary Line may hereinafter collectively be referred to as the "Facilities"). It is the intention of the parties that the permitting and construction of the Facilities shall be promptly initiated and completed so that their completion is contemporaneous with the earlier to occur of the anticipated development and occupancy of the improvements on the Clermont Parcel or Retained Parcels. Notwithstanding whether CCP, LLC or Clermont is responsible for the development, construction, improvement, operation, maintenance, repair, renovation, approval and permitting of Facilities, and except as provided hereinbelow related to the North Access Hancock Road Facilities (as hereinafter defined)and Drainage Facilities within the Incoming Transmission Easement Area,CCP,LLC and Clermont, and their successor and assigns, agree to pay all costs, expenses, and fees associated with their development, construction, improvement, operation, maintenance, repair, renovation, approval and permitting of such Facilities (collectively the "Facilities Costs") as provided herein. CCP, LLC shall be responsible for forty-three percent (43.00%) of the Facilities Costs (the "CCP, LLC Cost Percentage") and Clermont shall be responsible for fifty-seven percent(57.00%)of the Facilities Costs(the "Clermont Cost Percentage"). The party performing or incurring the costs for the operation, maintenance, repair or renovation of Facilities shall invoice the non-performing or incurring party for its proportionate share of the costs. Invoices shall be provided no more frequently than once every thirty days and shall be paid within thirty (30) days of the date of the invoice. Failure to timely make any required payment shall subject the non-paying party to the interest charges and default provisions set forth in Section 10 below. Notwithstanding the foregoing, payment for development of the facilities and for major repair or renovation thereof shall be in accordance with Section 10 below. Notwithstanding the foregoing or anything else contained herein to the contrary, the cost and expense of construction, maintenance, repair and renovation of all Hancock Road Facilities directly related to or arising from the northern access road on the Retained Parcels and which are within the area of the Hancock Road right-of-way which is one hundred forty- five (145)feet north of and south of the centerline of such northern access road point(the "North Access Hancock Road Facilities") shall be paid solely by CCP, LLC. Similarly, notwithstanding the foregoing, the cost and expense of construction of the Drainage Facilities within the Incoming Transmission Easement Area shall be paid solely by Clermont. It is expressly understood by the parties that the cost-sharing provisions as set forth herein, shall not be applicable to or include any impact fees, connection fees or assessments that may be applicable to the improvements to be completed on the respective parcels. As a result, each party agrees to bear the full cost and expense of such fees as may be attributable to the development of its respective parcel. In the event any adjacent parcels are required to reimburse or pay a portion of the costs of the extension of the Facilities along Hancock Road, the parties shall prorate that reimbursement between themselves based on the CCP, LLC Cost Percentage and Clermont Cost Percentage. 10. Payment of Facilities Costs; Default. The parties agree to the following provisions related to the payment of Facilities Costs: (a)Facilities Cost Determination. Unless otherwise agreed to by the parties in writing, following Clermont's reasonable determination of the amount of the Facilities Costs (or any specified portion or phase of such Facilities Costs) which must be incurred Clermont shall issue a Notice (the "Cost Notice") to CCP, LLC informing it of Clermont's determination and requesting CCP, LLC contribute an amount equal to the specified Facilities Cost multiplied by the CCP, LLC Facilities Cost Percentage. Within thirty(30) days of such Cost Notice, Clermont and CCP, LLC shall each deliver their respective proportionate shares of the specified Facilities Costs to Clermont to be placed in a bank account for payment of the specified Facilities Costs. In the event that either Clermont or CCP, LLC fails to timely make a required payment, such party will be deemed to be in -5- default and subject to the provisions of Section 10(b)hereof. Any such amount owed and unpaid shall begin to accrue interest from and after the end of the thirty (30) day period, at an interest rate equal to four percent(4.00%)per annum in excess of the prime rate, as published in the Wall Street Journal. Notwithstanding the foregoing, CCP,LLC shall be allowed to defer payment of its portion of the Facilities Cost until the actual commencement of construction of the specified Facilities and the receipt of written notification from Clermont specifying the date upon which Clermont intends to commence construction of such specified Facilities. (b)Default. If either party fails to pay any amount which is required to be paid pursuant to this Agreement on or before the date when such amount is due and payable, such party shall be deemed to be in default hereunder(the"Defaulting Party").Thereafter, the other party not in default(the"Non-Defaulting Party")shall have the following options: (i)The Non-Defaulting Party may make a loan on behalf of the Defaulting Party in the amount of the Defaulting Party's Facilities Costs Percentage which is due and unpaid. Such loan shall be payable with interest equal to four percent (4.00%)per annum in excess of the prime rate, as published in the Wall Street Journal, upon the expiration of sixty (60) days from the date of the making of such loan. If such loan is not paid in full with interest by the Defaulting Party when due the Non- Defaulting Party shall have the option to pursue all available legal remedies against the Defaulting Party, including, without limitation, a cause of action for the collection and payment of the Defaulting Party's Facilities Cost Percentage amount or loan,together with interest accruing thereon, and shall also be entitled to collect all attorneys' fees and costs incurred in connection with the Non-Defaulting Party's efforts to collect any amounts owed to it by the Defaulting Party hereunder. (ii)The Non-Defaulting Party may determine not to make a loan, but instead immediately pursue a cause of action for the collection and payment of the Defaulting Party's Facilities Cost Percentage amount, together with interest accruing thereon, and shall also be entitled to collect all attorneys' fees and costs incurred in connection with the Non- Defaulting Party's efforts to collect any amounts owed to it by the Defaulting Party hereunder. 11. Approval and Construction of Off-Site Improvements. Subject to CCP, LLC's obligation to pay for the North Access Hancock Road Facilities as set forth in Section 9 hereinabove and elsewhere in this Agreement, Clermont shall be responsible for designing, planning, engineering, permitting and obtaining all approvals, construction and completion of the following improvements (the "Off-Site Improvements"): (a)Hancock Road (and connected roadways) right-of-way improvements required by Lake County, Florida, ("Lake County"), the Florida Department of Transportation and other governmental agencies in connection with the planned development of the Property, including, without limitation, required turn lanes, deceleration and acceleration lanes, widening, drainage, sidewalks, and traffic signalization for both the shared southern access road and the north access road located at the northwest corner of the West Parcel (the"Hancock Road Facilities"). -6- (b)Sanitary sewer and potable water and improvements, extensions and construction required in connection with the planned development of the Property, including, without limitation, pipes, conduit, berms, and lift stations (the "Sewer and Water Improvements"), which shall commence from the point of connection for such lines and facilities at the nearest point to the Property and be of sufficient size and capacity to accommodate the anticipated sanitary sewer and potable water necessary to serve the planned development on the Property. (c)Electrical service required in connection with construction of the Facilities. The foregoing Off-Site Improvements shall be completed contemporaneous with the earlier to occur of the anticipated development and occupancy of the improvements on the Clermont Parcel or Retained Parcels.The construction of the Off-Site Improvements shall be completed in a manner to allow access to Hancock Road and connection to the Sewer and Water Improvements from the boundary lines or interior of both the Retained Parcels and the Clermont Parcel. The costs for the development, design, construction, operation, maintenance and repair of the Off-site Improvements shall be apportioned between the parties as set forth in Section 9 above, except for the North Access Hancock Road Facilities, which shall be paid solely by CCP, LLC. Clermont shall provide to CCP, LLC's a Cost Notice for the Off-site Improvements and Clermont and CCP, LLC shall contribute the costs to be held by Clermont as provided in Section 9 above. Furthermore, Clermont shall be responsible for planning, engineering, permitting and obtaining all approvals, construction and completion of all mass-grading of the site for both the Retained Parcels and the Clermont Parcel (the "Mass Grading") required for the planned development of both the Retained Parcels and the Clermont Parcel. The costs for the Mass Grading shall be apportioned between the parties as set forth in Section 9 above. Clermont shall provide to CCP,LLC a Cost Notice for the Off-site Improvements and Clermont and CCP, LLC shall contribute the costs to be held by Clermont as provided in Section 10 above. 12. Approvals by Parties. The owner of the Retained Parcels and Clermont Parcel shall be provided with true, correct and complete copies of all: (a) engineering plans and specifications, (b) construction drawings or plans, and (c) applications for or requests, correspondence or communications specifically pertaining to any governmental approvals in connection with the Retained Parcels, Clermont Parcel, Drainage Facilities, Sanitary Sewer Facilities, Access Road Facilities, and any other utilities or development on the Property prior to the submission or delivery thereof to any governmental authority. No such documents shall be submitted to any governmental authority or any improvement or construction commenced related thereto unless and until they have been approved by the non-submitting owner,which approval the non-submitting owner shall not unreasonably withhold, condition or delay. Within twenty (20) days after receipt of any submittal of a proposed application or request to a governmental authority as described herein,the non-submitting owner shall provide to the submitting owner written notice stating whether the non-submitting owner has approved or disapproved the submittal of such application or request to the appropriate governmental authority. If such submittal is disapproved the notice shall also contain a statement of the non-submitting engineer's reasons for such disapproval and any questions, concerns,comments and objections thereto and suggested changes proposed by the non-submitting owner in order to render such proposed application or request acceptable to the non-submitting owner. If the non-submitting owner fails to respond, in writing, to any such submission of a proposed application or request within the aforesaid twenty (20) day period, or to any resubmission thereof necessitated by the non-submitting owner's disapproval of a previous submission, within five (5) business days after receipt of any such resubmission,then the submitting owner may give to the non-submitting owner written notice of such failure to respond, specifically stating that unless the non-submitting owner responds within five (5) business days of receipt of such notice, approval of the submission such proposed application or request to the appropriate governmental authority shall be deemed granted. If the non-submitting owner fails to respond to such notice within such five(5)business day period,the non-submitting owner shall be -7- deemed to have approved the proposed application or request last submitted, and the submitting owner shall be entitled to submit the same to the appropriate governmental authority. Neither the owner of the Retained Parcels nor the Clermont Parcel shall have any right to approve the specific site plans or building plans pertaining to the development of any portions of the Retained Parcels or Clermont Parcel; provided,Clermont shall have all governmental rights,subject to the that certain PUD Ordinance Number 2017-39 dated March 13, 2018 relating to approval of development and construction on the Retained Parcels,as amended(the"PUD Ordinance"). 13. Further Assurances. CCP, LLC and Clermont, and their respective successors in title and assigns, agree to reasonably cooperate with each other and all other parties and all governmental authorities having jurisdiction over the Retained Parcels and Clermont Parcel in order to finalize the location and design of the Facilities and provide such additional documentation and take such actions as may be necessary to evidence and carry out the requirements, spirit and intent of this Agreement. Both parties agree to diligently and in good faith comply with the deadlines herein and to expedite the preparation, finalization and submission of all plans, specifications, applications, permits and approvals required to facilitate the development, improvement, construction, and occupancy on both the Retained Parcels and the Clermont Parcel and to not unduly delay either parties' construction schedules. In furtherance of the foregoing, CCP, LLC and Clermont, and their respective successors in title and assigns, covenant and agree that they will at any time and from time to time do such acts and execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such applications and documents reasonably requested by the parties necessary to evidence and carry out the requirements, spirit and intent of this Agreement. The easement rights granted herein are intended to serve any and all possible or potential future land uses of the Retained Parcels and Clermont Parcel. In furtherance of the easements granted and created herein there shall not be constructed or placed within the Easement Area any permanent barriers, walls, fences, improvements, structures, equipment, trees, undergrowth, motor vehicles, personal property, or other items that conflict with or would preclude, prohibit or hinder in any fashion the reasonable exercise of the easement rights contemplated hereinabove. The owners of the Retained Parcels and the Clermont Parcel agree to cooperate with each other in obtaining the necessary permits and approvals from the appropriate governmental authorities or other entities in order to construct the Facilities and develop, improve and use the Property. Clermont shall reasonably cooperate with and assist CCP, LLC in its efforts to petition the City Council of the City of Clermont to vacate and abandon the road right-of-way adjacent to the north boundary line of the Retained Parcels and established by the Plat of Lake Highlands Company, as recorded in Nat Book 3, Page(s) 24, in the Public Records of Lake County,Florida. 14. Prohibitions. Notwithstanding anything contained herein to the contrary, any owner of the Retained Parcels or the Clermont Parcel shall be prohibited from taking any action or failing to take any action in the exercise of any rights or interests or the performance of any obligations hereunder if such action or failure to take action would result in: (a)Any owner of the Retained Parcels or the Clermont Parcel being in violation of any governmental approvals, including, without limitation, any such approvals, permits or authorizations issued by the State of Florida, the Department of Environmental Protection, the St. Johns River Water Management District , the Florida Department of Transportation, Lake County, any municipality, or any commission, agency, board, department, or instrumentality of same, related to either the Retained Parcels or the Clermont Parcel. (b)Any alteration in the drainage, transmission, retention, or detention of surface water on the Retained Parcels or Clermont Parcel or the stormwater and surface water drainage facilities. -8- (c)Any damage, destruction, or improper use, maintenance, operation, repair, or replacement of any Facilities. stormwater and surface water drainage facilities, CCP Sanitary Sewer Facilities,Clermont Sanitary Sewer Facilities,or Access Road Facilities. 15. Defaults. The occurrence of one or more of the following events shall constitute a default under this Agreement: (a)the failure or omission of any party to pay when due any monetary amounts it is obligated to pay pursuant to the terms hereof; provided, such failure shall continue for thirty(30)days following the date when such payment was due;or (b)the failure of either party to keep, observe or perform any term, condition or obligation of this Agreement required hereunder to be kept, observed or performed by such party (other than a monetary default specified in Section 15(a) above); provided, such failure shall continue for thirty(30)days following the date when such performance was due. 16. Remedies: Right to Perform. Each owner of the Retained Parcels and the Clermont Parcel understands and agrees that they have a significant economic interest in ensuring expeditious, good faith compliance with this Agreement and any actions or omissions by any party hereto does not detrimentally affect the Retained Parcels and the Clermont Parcel and their improvement, development, improvement, occupancy, use and possession. Therefore, if any party hereto abandons or fails to expeditiously, diligently and in good faith fully perform its obligations hereunder, or fails to obtain a building or construction permit, certificate of completion or other required governmental approvals for the Facilities, or any other construction, improvement, development, relocation, reconstruction, re-grading, re- dimensioning, replacement, or maintenance obligations required hereunder for a period in excess of thirty (30) days following delivery of written notice describing any such failure; or (ii) if any party otherwise fails to perform its obligations hereunder,then in any of the foregoing events(such party being referred to as the "Defaulting Party"), if the Defaulting Party has not remedied such default within thirty (30) days after delivery of notice,the non-Defaulting Party shall have the option(in addition to and not in lieu of its other rights and remedies hereunder or under the Agreement), to enter the Retained Parcels or the Clermont Parcel (as applicable) and complete such construction or other obligations, and take any other measures necessary to remedy such default. The Defaulting Party shall promptly, upon demand by the non-Defaulting Party reimburse the non-Defaulting Party for all costs and expenses incurred by the non- Defaulting Party in remedying such default, plus an additional twenty percent(20.00%)administrative fee paid directly to the non-Defaulting Party. Any amounts owed by hereunder or otherwise under this Agreement shall also accrue interest at four percent (4.00%)per annum in excess of the prime rate, as published in the Wall Street Journal until paid. Furthermore, the Defaulting Party hereby grants to the non-Defaulting Party the right to file and foreclose a claim of lien against all or any portion of the Retained Parcels or the Clermont Parcel (as applicable) for all of the foregoing monetary amounts owed to the non-Defaulting Party. 17. Indemnification. CCP, LLC and Clermont each agree to indemnify the other against and hold the other harmless from and against any and all claims, damages, liability, demands, causes of action, losses, costs and expenses, including reasonable attorneys' fees at the trial and appellate levels, resulting from or occasioned from their use of their respective easement rights or such use by their tenants, licensees, invitees,employees or guests.The right to such indemnification shall not be enforceable if such claim,damage, liability, demand, cause of action, loss or costs and expenses arise from the negligent acts or omissions of the party seeking indemnification. Nothing herein shall act as or be construed as a waiver of any sovereign immunity that Clermont may enjoy as a matter of law. -9- 18. No Public Benefit. Except as related to and part of Clermont's intended use of the Clermont Parcel as a public purpose facility, nothing contained in this Agreement shall be deemed to be a gift or dedication of any portion of either the Retained Parcels or Clermont Parcel to the general public or for any public use or purpose whatsoever, it being the intention of the parties hereto that this Agreement is for the exclusive benefit of the owners of the Retained Parcels and Clermont Parcel, and their successors, assigns, mortgagees, tenants, customers and invitees, and that nothing in this Agreement express or implied, shall confer upon any person, other than such owners, and their successors, assigns, mortgagees, tenants, customers and invitees any rights or remedies under or by reason of this Agreement. The parties hereto shall take no action or fail to take any action which would violate the foregoing provision. 19. Notices. All notices provided for in this Agreement shall be in writing and sent or delivered to the mailing or email addresses or facsimile numbers set forth below or at such other addresses or facsimile numbers as the parties shall designate to each other in writing: CCP, LLC Name: Clermont Commerce Park, LLC, a Florida limited liability company; Attn.: John Kingman Keating, Esq. Address: 250 East Colonial Drive, Suite 300, Orlando,Florida 32801 Phone Number / Facsimile Number/ Email: 407-425-2907 / 407-425-6345 /jkk@keatlaw.com Clermont Name: City of Clermont; Attn.: City Manager Address: Post Office Box 120219, Clermont, Florida 34712 Phone Number/ Facsimile Number/ Email: 352-241-7358 / 352-394-4087 /DGray@clermontfl.org with a copy to: Name: De Beaubien, Simmons, Knight, Mantzaris & Neal, LLP; Attn.: Daniel F. Mantzaris, Esq. Address: 332 North Magnolia Avenue, Orlando, Florida 32801 Phone Number/Facsimile Number/Email: 407-422 2454/407-992-3541 / dfm14@dbksmn.com Any notice or demand so given, delivered or made by United States mail shall be deemed to have been given: (a) in the case of hand delivery, when delivered to the address set forth above, (b) in the case of mailing, on the third (3`d) business day after said document has been deposited in the United States Mails, postage prepaid, and sent by certified or registered mail and addressed to the other party at the address set forth above, and (c) in any case(including email or facsimile delivery) upon the actual receipt by the other party. Delivery to either party's legal counsel shall be deemed sufficient delivery. CCP, LLC and Clermont may from time to time notify the other or changes with respect to where and to whom notices should be sent by sending notification of such changes pursuant to this Section. 20. Time of the Essence. Time, and timely performance, is of the essence of this Agreement and of the covenants, obligations, and provisions hereunder. Any time period that shall end on a Saturday, Sunday, legal holiday, or bank holiday shall extend to 5:00 p.m. Eastern Standard (or Daylight, as applicable)Time of the next full business day. -10- 21. Violations. Enforcement and Attorneys' Fees. The rights and obligations granted or created hereby shall be enforceable by CCP, LLC or Clermont, or their respective successor or assigns, by injunction or by specific performance,or the parties hereto may seek monetary damages, if appropriate.If any legal action or other proceeding or action is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default, or misrepresentation in connection with any provision of this Agreement, the successful or prevailing party or parties shall be entitled to recover reasonable attorneys' fees, court costs, and all other expenses, even if not taxable court costs (including, without limitation, all such fees, costs and expenses incident to arbitration, appellate, bankruptcy, and post- judgment proceedings), incurred in that action or proceeding or any appeal, in addition to any other relief to which the party or parties may be entitled. Attorneys' fees include paralegal fees, expert witness fees, investigative fees,administrative costs,and all other charges billed by the attorney to the prevailing party. All disputes or disagreements arising under this Agreement shall be subject to mediation as a condition precedent to the institution of legal or equitable proceedings by either party. Mediation shall proceed in advance of legal or equitable proceedings, which shall be stayed pending mediation for a period of forty- five (45) days from the date of filing, unless stayed for a longer period by agreement of the parties or court order.Mediation may be initiated by either party within ten(10)days after either party sends written notice("Mediation Notice") of a demand to mediate. The Mediation Notice shall contain a description of the subject matter of the mediation, the dispute with respect thereto, the amount involved, if any, and the remedy or determination sought. The parties shall agree on an AAA mediator to act as the mediator. If they are unable to agree within ten (10) days of the Mediation Notice, then they shall request that AAA provide a list of three available mediators.Each party shall have the right to strike one of such names.The remaining mediator(or if there are two, the one selected by AAA)will serve as the mediator. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the city where the Premises are located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. 22. Successors and Assigns. The rights, titles, interests, privileges, reservations, obligations and duties herein provided shall inure to the benefit and burden of the Retained Parcels and Clermont Parcel and their respective owners, and each of their respective successors, assigns, grantees, transferees, including,without limitation,their respective mortgagees,tenants, licensees, invitees,customers,patients, employees and guests. In the event either the Retained Parcels or the Clermont Parcel shall be further subdivided or any portions thereof shall have different owners, then all of such subsequent owners, successors, assigns, grantees, or transferees, shall have joint and several liability for the obligations, duties and liabilities set forth herein and in this Agreement. 'BALANCE OF PAGE INTENTIONALLY LEFT BLANK -SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -11- IN WITNESS WHEREOF, this Agreement Regarding Easements, Improvements, Maintenance and Cost Sharing to be executed . • of the date first written above. WITNESSES: illAr CLERMONT COMMERCE PARK, LLC CLERMONT COMMERCE PARK,LLC,a Florida limited liability company WITNESS SIGNATU•: - T Idra Greer WITNESS AM .' • •i By: �_ iir /,c. - Cji . John King fip g WITNES. NAT 'RE As its Manager Lori-Ann Colon WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, John Kingman Keating as Manager of Clermont Commerce Center, LLC, a Florida limited liability company, personally appeared before me and executed or acknowledged his previous execution of this instrument. I HEREBY FURTHER CERTIFY, that John Kingman Keating, is the same person either executing or acknowledging e -cution of the foregoing instrument because:'$I personally know him/her/them OR ❑ I have satisfactory evidenc• of same based upon a o Florida driverV license or ❑ Other identification: / . WITNESS my hand and official seal in the State and County aforesaid this day of lf,20, # d �, Notary 'ublir ignature_ Ot1YP°se SANDRAGREER (PLACE NO RY 'AME 4 SEAL IMMEDIATELY BELONG g :^••, O Commission#GG 123703 * 4'' o= Expires September 8,2021 9lP OF F1.e Bonded Thru Budges Notary SerYICes WITNESSES: CLERMONT CITY OF CLERMONT,a Florida municipal corporation WITNESS SIGNATURE WITNESS NAME PRINTED By: Gail Ash WITNESS SIGNATURE As its Mayor WITNESS NAME PRINTED STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Gail Ash as Mayor of the City of Clermont, a Florida municipal corporation, personally appeared before me and executed or acknowledged his previous execution of this instrument.I HEREBY FURTHER CERTIFY,that Gail Ash,is the same person either executing or acknowledging execution of the foregoing instrument because:o I personally know him/her/them OR o I have satisfactory evidence of same based upon a o Florida driver's license or o Other identification: .WITNESS my hand and official seal in the State and County aforesaid this day of May,2018. Notary Public Signature (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) WITNESSES: CLERMONT CITY OF CLERMONT,a Florida municipal I. corporation 1 WITNESS SIGNATt; r W ESS NA. PRINTED By: ;.,41Cedi‘L''' Gail Ash wS7---/ NA y. As its Mayor "FR�Gc. SvA g.-e---e. WITNESS NAME PRINTED STATE OF FLORIDA COUN'T'Y OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,Gail Ash as Mayor of the City of Clermont,a Florida municipal corporation,personally appeared before me and executed or acknowledged his previous execution of this instrument. I HEREBY FURTHER CERTIFY,that Gail Ash,is the same person either executing or acknowledging execution of the foregoing instrument because:t/personally know him/her/them OR o I have satisfactory evidence of same based upon a Florida driver's license or a Other identification: WITNESS my hand and official seal in the State and County aforesaid this 6:**0 day of May,2018. Cary Signature (PLACE NOTARY NAME @ SEAL IMMEDIATELY BELOW) Cattle Zinker qtr r CAIIIIE ZINK/A * i 4Commission 0 GG 120W9d g, .4ir Expires July 27,2021 -14 or Fe. WMad Ttxu MA*Nmky Unitas EXHIBIT"A"-LEGAL DESCRIPTION OF THE PROPERTY THAT PART OF THE WEST 1,660 FEET OF THE NORTHWEST ONE-QUARTER('A)OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LESS THE SOUTH 1,575 FEET OF THE NORTH ONE-HALF (%2) OF THE WEST 1,660 FEET OF SAID NORTHWEST ONE-QUARTER ('A) AND LESS THE ROAD RIGHT-OF-WAY OF LAKE HANCOCK ROAD ON THE WEST, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34 FOR A POINT OF REFERENCE; THENCE, RUN NORTH 90°00'00" EAST, ALONG THE NORTH LINE OF SAID NORTHWEST ONE-QUARTER (%), A DISTANCE OF 25.00 FEET TO A POINT LYING ON THE EASTERLY RIGHT-OF-WAY LINE OF LAKE HANCOCK ROAD (COUNTY ROAD 3-1255) AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA, SAID POINT BEING THE POINT OF BEGINNING; THENCE, DEPARTING SAID RIGHT-OF-WAY LINE, RUN NORTH 90°00'00" EAST, ALONG SAID NORTH LINE, A DISTANCE OF 1,635.24 FEET TO THE EAST LINE OF THE AFORESAID WEST 1,660.00 FEET; THENCE, DEPARTING SAID NORTH LINE, RUN SOUTH 00°57'45" EAST, PARALLEL WITH AND 1,660.00 FEET EAST OF, PERPENDICULAR MEASURE, THE WEST LINE OF SAID NORTHWEST ONE-QUARTER (%), A DISTANCE OF 949.22 FEET TO THE NORTH LINE OF AFORESAID SOUTH 1,575.00 FEET; THENCE RUN SOUTH 89°43'18" WEST, ALONG SAID NORTH LINE, A DISTANCE OF 1,635.12 FEET TO THE AFORESAID EAST RIGHT-OF WAY LINE, THENCE RUN NORTH 00°57'47" WEST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 957.16 FEET TO THE POINT OF BEGINNING. 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[CONTAINING 620,770.01 SQUARE FEET(14.25 ACRES),MORE OR LESS.] EXHIBIT"C"-LEGAL DESCRIPTION OF RETAINED PARCELS WEST PARCEL(PARCEL"A"): A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34,TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST I/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3- 1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA, SAID POINT BEING THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE, RUN NORTH 90°00'00" EAST ALONG SAID NORTH LINE A DISTANCE OF 579.99 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINE, RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 611.57 FEET; THENCE DEPARTING SAID WESTERLY LINE, RUN SOUTH 90°00'00" WEST FOR A DISTANCE OF 512.82 FEET; THENCE RUN SOUTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN SOUTH 90°00'00" WEST FOR A DISTANCE OF 526.00 FEET TO THE AFORESAID EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING. [CONTAINING 468,061.42 SQUARE FEET(10.75 ACRES),MORE OR LESS.] EASEMENT PARCEL(PARCEL"B"): A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3- 1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE, RUN NORTH 90°00'00" EAST ALONG SAID NORTH LINE A DISTANCE OF 579.99 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS, SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE NORTH 90°00'00" EAST ALONG SAID NORTH LINE FOR A DISTANCE OF 312.77 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINE RUN SOUTH 50°14'58" EAST ALONG SAID EASTERLY LINE FOR A DISTANCE OF 979.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 263.86 FEET TO THE AFORESAID WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT; THENCE DEPARTING SAID EAST LINE RUN NORTH 50°14'58" WEST ALONG SAID WESTERLY LINE A DISTANCE OF 1391.99 FEET TO THE POINT OF BEGINNING. [CONTAINING 237,139.56 SQUARE FEET(5.44 ACRES),MORE OR LESS.] DRAINAGE PARCEL(PARCEL"C"1: A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34,TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3- 1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE, RUN NORTH 90°00'00" EAST ALONG SAID NORTH LINE A DISTANCE OF 892.76 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF SAID PUBLIC RECORDS, SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE NORTH 90°00'00" EAST ALONG SAID NORTH LINE FOR A DISTANCE OF 742.48 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 114 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 626.37 FEET TO THE EASTERLY LINE OF A 170 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 320, PAGE 610 OF AFORESAID PUBLIC RECORDS; THENCE RUN NORTH 50°14'58" WEST ALONG SAID EASTERLY LINE A DISTANCE OF 979.41 FEET TO THE POINT OF BEGINNING. CONTAINING 232,501.86 SQUARE FEET(5.34 ACRES),MORE OR LESS. COMPOSITE EXHIBIT"D"- LEGAL DESCRIPTION AND DEPICTION OF THE INCOMING TRANSMISSION EASEMENT AREA AND POND EASEMENT AREA SKETCH OF DESCRIPTION SHEET 1 OF 2 EXHIBIT D LEGAL DESCRIPTION (Drainage Easement). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 1224.66 feet to the POINT OF BEGINNING; thence continuing along said North line run North 90'00'00" East for a distance of 435.57 feet to a point on the East line of the West 1660 feet of said Northwest 1/4 of Section 34; thence run South 00'57'47" East along said East line for a distance of 626.37 feet to a point on the Easterly line of a 170 foot wide utility easement according to Official Records Book 320, Page 610 of the Public Records of Lake County, Florida; thence run North 5014'58" West along said Easterly line for a distance of 580.22 feet; thence departing said Easterly line run North 00'00'00" West for a distance of 255.26 feet to the POINT OF BEGINNING. Contains 193,332 square feet, 4.44 acres more or less. I SURVEYOR'S NOTES: Sk4 ;A♦.♦ Rev 5-9-18 THIS 15NOT A SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦♦♦,� �,;♦. THIS LEGAL DESCRIPTION AND SKETCH WERE PREPARED WITHOUT THE BENEFIT OF TITLE. er THIS SKETCH IS NOT VALID WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA LICENSED ♦�, ,# SURVEYOR AND MAPPER. BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 A L L E IV SECTION 34-22-26 BEING N90130'00'E FOR ANGULAR DESIGNATION ONLY. 24302 JLR FOR THE LICENSED BUSINESS # 5723 BY: COMPANY JOB NO. CALCULATED BY: v DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" = 150 FEET _ CHECKED BY: MR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. 1 5633 `Wei Grim,Flaido 34787'(407)654 5355 HELD BY: / SKETCH OF DESCRIPTION 1 EXHIBIT "D" SHEET 2 OF 2 DRA4NAGE EASEMENT POINT OF PONT/20,00 OF NORTH LINE OF BEGINNING COMMENCEI ,T NORTHWEST 1/4 NW CORNER LAKE IIQ MrD3 cao4wY SECTION 34-22-26 SECTION 34 « 7,Ap6 24 N90'00'00"E 435.57' o N90'00'OO"E 1224.66' I LO I I EASTERLY RIGHT-OF-WAY LINE EAST LINE OF WEST 1660' PER O.R. 474, PG. 999 lOsIND OF NORTHWEST 1/4 \ SECTION 34-22-26 • \ coW UNE OF NW 1/4 \ N ISECTION 34-22-26 co 0 E'lY LINE OF 170 UTILITYIa IEASEMENT PER O.R. 320, PG. 610 CNI 05 r7 a N. �, 2-0 o ysrS N ;n aO 7 aF o• e oL b Cr °° ` � A OGS iia N ,T?oFgs I ? I N A�F6FOT\__ 0 o 0. I N Se m o a I �? Q l \ o °' v Y N T C.) LI Za N Na N � ul co o� a N. T I T N • i) ��♦ sk4 SIN„ THIS IS NOT A SURVEY: Rev s-s ,s A QQ DENOTES CHANGE IN DIRECTION R/W DENOTES RIGHT-OF-WAY dNW ♦♦♦•� ,N•♦. P.B. DENOTES PLAT BOOK O.R, DENOTES OFFICIAL RECORDS BOOK ,� �,♦ PG. DENOTES PAGE ALLEN COMPANY JOB NO. 24302 CALCULATED BY: JLR . ,._':e'O'S> .,CGe' DATE: 5-7-2018 - DRAWN BY: PJR MR SCALE: 1" = 150 FEET - CHECKED BY: 16 East Plant Street N/A / Mkt 6ader,SW& 347V'(4131}654 5355 0 FIELD BY: COMPOSITE EXHIBIT"E"-LEGAL DESCRIPTION AND DEPICTION OF THE CCP SANITARY SEWER EASEMENT AREA /SKETCH OF DESCRIPTION I EXHIBIT "E" SHEET 1 OF 2 LEGAL DESCRIPTION ( Sanitary Sewer Easement — Alternative Route). A strip of land 15.00' in width comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 25.00 feet to a point on the Easterly right—of—way line of Hancock Road (County Road 3-1255) according to Official Records Book 474, Page 999 of the Public Records of Lake County, Florida and the POINT OF BEGINNING; thence departing said Easterly right—of—way line continue North 90'00'00" East along said North line of the Northwest 1/4 of Section 34 for a distance of 579.99 feet to a point on the Westerly line of a 30.00 foot wide utility easement according to Official Records Book 925, Page 230 of said Public Records; thence run South 50'14'58" East along said Westerly line for a distance of 120.16 feet; thence departing said Westerly line run South 00'00'00" East for a distance of 314.23 feet; thence run South 90'00'00" West for a distance of 15.00 feet; thence run North 00'00'00" East for a distance of 307.20 feet; thence run North 5014'58" West for a distance of 107.70 feet; thence run South 90'00'00" West for a distance of 574.31 feet to a point on aforesaid Easterly right—of--way line of Hancock Road (County Road 3-1255); thence run North 00'57'47" West for a distance of 15.00 feet to the POINT OF BEGINNING. Contains 15,027 square feet, 0.34 acres more or less. / SURVEYOR'S NOTES: Rev 5-9-18 THIS NOT A SURVEY. Y. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦�;�, ,,;�♦ DESCRIPTIONTHIS LEGAL AND PREPARED iBENEFIT THIS SKETCH IS NOT UDWITHOUT THESIGNATURE AND ORIGINALRAID SEAL OF A FLORIDA UCENSED SURVEYOR AND MAPPER. ♦�, BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH UNE OF NORTHWEST 1/4 ALLEN" SECTION 34-22-26 BEING N90.00'00'E FOR ANGULAR DESIGNATION ONLY. FOR THE UCENSFE BUSINESS 672.3 BY: COMPANY JOB NO 24302 CALCULATED BY = .... : . DATF• 5-7-2018 DRAWN BY. PJR SCALE* 1' = 150 FEET CHECKED BY, MR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. # 5633/ Nilo Cuda,Flaido 34187'(107)654 5355 FIELD BY- /SKETCH OF DESCRIPTION EXHIBIT „E„ SHEET 2 OF 2 SANITARY SEWER EASEMENT - ALTERNATIVE ROUTE N cc a N I \ \ \ POINT OF N N COMMENCEMENT X \ NI ( i NW CORNER OF I N SECTION 34-22-26 NORTH UNE OFN I POINT OF NORTHWEST 1/a \ X BEGINNING �SECnoN 3a-22—zs \ N90'00'00"E / i 579.99' N cr S90'00'00"W 574.31' e. ��N>>_ Zi gi 4, N w g J 15.00— AG N p \ 2p,;1`P1/44'N v�\F9SF� 6;49-N, l M I- W UNE OF NW 1/4 WAREHOUSE PARCEL o SECTION 34-22-26 p i,� Nii .,\ I0 15.00' NCI"X9 ; �, W Ua EASTERLY RIGHT-OF-WAY LINE 3o O ' C N PER O.R. 474, PG. 999O O 2�p\ 17 n 00 W LY UNE OF N N M a Z � 30' UTIUTY EASEMENT Q 41 PER OR. 925. PG. 230 Q a, r-- O T L2 cr w >- a LINE TABLE I Z h UNE LENGTH BEARING IO L1 120.16' S5014'58"E U °- L2 15.00' S90'00'00"W CLEREMONT PARCEL 1 o L3 107.70' N5014'58"W L4 15.00' N00'57'47"W O a :In U o O o: U a Z —\ Q 3 2 c, g Si / .♦�♦♦ THIS IS NOT A SURVEY: 9 DENOTES CHANGE IN DIRECTION Rev 5-9 518 R/W DENOTES RIGHT-OF-WAY ♦♦♦,# i,♦♦ Q DENOTES CENTERUNE P.B. DENOTES PLAT BOOK ♦ ♦ O.R. DENOTES OFFICIAL RECORDS 800K �,� �,♦ PG. DENOTES PAGE ALLEN a COMPANY JOB NO. 24302 CALCULATED BY• JLR 'C'e:: CI SL"..:'C':3'.1CCCE': DATE: 5-7-2018 DRAWN 8Y• PJR ' SCALE. 1" = 150 FEET CHECKED BY: MR 16 East Plant Street N/A Nada Galen,%it 34781 (4O1)6545355 FIELD BY. / COMPOSITE EXHIBIT"F"-LEGAL DESCRIPTION AND DEPICTION OF THE CLERMONT SANITARY SEWER EASEMENT AREA SKETCH OF DESCRIPTION EXHIBIT "F" SHEET 1 OF 2 LEGAL DESCRIPTION (City Sewer Easement). A strip of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90°00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 604.99 feet to a point on the Westerly line of a 30.00 foot wide utility easement according to Official Records Book 925, Page 230 of the Public Records of Lake County, Florida; thence run South 50'14'58" East along said Westerly line for a distance of 611.57 feet to the POINT OF BEGINNING; thence departing said Westerly line run South 00'00'00" East for a distance of 30.00 feet; thence run South 90°00'00" West for a distance of 20.00 feet; thence run North 00'00'00" West for a distance of 15.00 feet; thence run South 90°00'00" West for a distance of 372.81 feet; thence run North 00'00'00" East for a distance of 15.00 feet; thence run North 90'00'00" East for a distance of 392.81 feet to the POINT OF BEGINNING. Contains 6,192 square feet, 0.14 acres more or less. SURVEYOR'S NOTES: ak5 `♦w�♦ 11-11S fS NOTA SURVEY. Rev 5-9-18 THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. ♦,�, ,,•.♦. THIS LEGAL DESCRIPTION AND SKETCH WERE PREPARED WITHOUT THE BENEFIT OF TITLE. THIS SKETCH IS NOT VALID WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AND MAPPER. ♦�, ,�� BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH UNE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. COMPANY JOB NO. 24302 CALCULATED BY: JLR FOR THE LICENSED BUSINESS # 6723 BY: DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1 = 150 FEET CHECKED BY: MR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. # 5633/ Irma Gad n,fief& 34787'(407)554 5A55 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 EXHIBIT F CITY SEWER EASEMENT N N POINT OF N COMMENCEMENT N NW CORNER OF N SECTION 34-22-26 NORTH UNE OF N N \ /NORTHWEST 1/4 \ \ SECTION 34-22-26 N N90'00'00'E 604.99 , N N,/ A> N W UNE OF NW 1/4 \ N. FR Op�Lj} ) SECTION 34-22-26 J `}? F WLY UNE OFY SAN o CFyF \ c 30' UTILITY EASEMENT 2', lijy 6�YT� \ I, PER OR. 925, PG. 230 ��\Fq\ Nla \F�r cd I 67 a _ EASTERLY RIGHT—OF—WAY UNEWAREHOUSE PARCEL \�s�- p 0 is VI I PER O.R. 474, PG. 999 C?�O /y/A O� LOT \ \Yc cr co N N fes- ° N90'00'O0"E I 392.81' M D a J S90'00'00"W] 372.81' ro L2 5 `/ 0' 15.00 -J rn 0 °' < 0 o a CC n OICSi CLEREMONT PARCEL U W Z a Q -1AC 2 a Id 40 LINE TABLE LINE LENGTH BEARING L1 30.00' S00'00'00"E L2 20.00' S90'00'00"W L3 15.00' NO0'00'00"W L4 1 15.00' N 00'00'00"E ♦A♦ THIS IS NOT A SURVEY: O DENOTES CHANGE IN DIRECTION Rev 5-9 S18 R/W DENOTES RIGHT-OF-WAY P.B. DENOTES PLAT, * ,,•♦• O.R. DENOTES OFFlCIALO RECORDS BOOK •I, �. PG. DENOTES PAGE ALLEN COMPANY JOB NO 24302 CALCULATED BY JI-R 'D`e:Sio1C S_..e.o'f 3'.10^0_; DATE: 5-7-2018 DRAWN BYPJR SCALE: 1 = 150 FEET CHECKED BY: MR 16 East Plant Street N/A / miter Garden,Bodo 34187$(4w)65/5355 FIELD BY: COMPOSITE EXHIBIT"G"-LEGAL DESCRIPTION AND DEPICTION OF THE POTABLE WATER EASEMENT AREA /SKETCH OF DESCRIPTION I EXHIBIT "G1! SHEET 1 OF 2 LEGAL DESCRIPTION (Access Road Easement). [(Potable Water Easement) A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 25.00 feet to a point on the Easterly right—of—way line of Hancock Road (County Road 3-1255) according to Official Records Book 474, Page 999 of the Public Records of Lake County, Florida; thence run South 00'57'47" East along said Easterly right—of—way line for a distance of 648.37 feet; thence departing said Easterly right—of—way line run North 89'02'13" East for a distance of 25.00 feet to the POINT OF BEGINNING, being a point on a non tangent curve concave Northeasterly and having a radius of 50.00 feet, a chord bearing of South 78'10'05" East and a chord length of 20.50 feet; thence run Southeasterly along the arc of said curve through a central angle of 23'39'50" for and arc distance of 20.65 feet to a point of tangency, thence run North 90'00'00" East for a distance of 77.09 feet; thence run South 84'43'34" East for a distance of 163.19 feet; thence run North 90'00'00" East for a distance of 179.91 feet;thence run South 00'00'00" East for a distance of 30.00 feet; thence run North 90'00'00" West for a distance of 234.31 feet; thence run South 84'43'34" West for a distance of 65.28 feet; thence run North 90'00'00" West for a distance of 106.50 feet; to a point of curvature of a curve concave Southeasterly and having a radius of 50.00 feet, a chord bearing of South 69'37'33" West and a chord length of 34.81 feet; thence run Southwesterly along the arc of said curve through a central angle of 40'44'54" for and arc distance of 35.56 feet to a point on a non tangent line; thence run North 00'57'47" West for a distance of 67.33 to the POINT OF BEGINNING. Contains 17,028 square feet, 0.39 acres more or less. ♦��` SURVEYOR'S NOTES: ski THIS IS NOT A SURVEY. Rev 5-9-18 # ♦ THE DEUNEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. �♦, + THIS LEGAL DESCRIPTION AND SKETCH,,♦� THIS IS NMOT VAUD WITHOUT THE SIGNATURE AND ORIGINARE PREPARED WITHOUT LiRAIE SEDFlSEOEFIT OF TITLE.FLORIDA UCENSED SUR# � BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. / COMPANY J08 NO. 24302 CALCULATED BY JLR FOR THE LICENSED BUSINESS 6723 BY: _ - •_ DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" = 150 FEET CHECKED BY: MR 16 East Plant Street FIELD BY: N/A JAMES L RICKMAN P.S.M. # 5633 kW hada;Raider 347&] (40D)&54. e5 SKETCH OF DESCRIPTION I EXHIBIT "G" SHEET 2 OF 2 ACCESS ROAD EASEMENTI (Potable Water Easement) 1 33 x ce NORTH UNE OF POINT OF NORTHWEST 1/4 N90'00'00"E SECTION 34-22-26 COMMENCEMENT (25.00 NW CORNER OF N90'00'00"E SECTION 34-22-26 `../ I EASTERLY RIGHT—OF—WAY 474, PROPOSED LINE I RIGHT—OF—WAY LINE PER O.R. 4744, PG. '999 LINE TABLE I I LINE LENGTH BEARING L1 25.00' N89'02'13"E L2 77.09' N90'00'00"E W LINE OF NW 1/4 M L3 163.19' 584'43'34"E SECTION 34-22-26 co L4 179.91' N90'00'00"E o (0 L5 30.00' S00'00'00"E I G. o L6 234.31' N90'00'00"W L7 65.28' S84'43'34"W N °.I L8 106.50' N90'00'00"W I I L9 67.33' N00'57'47"W I`3 'aln p .kI u, WAREHOUSE PARCEL I F— a Iz " I o a' Io; o I- Q ICPOINT OF 0 cc BEGINNING Si Y 4 2 C1 L2 e I � U o 11 •4 L3 14 �w t 0 a 0) QG. 1J——j \ • 2 �, ,� L8 L7 L6 111 -C o CLEREMONT PARCEL vi co 3 3 I I CURVE TABLE CURVE RADIUS LENGTH CHORD BEARING DELTA Cl 50.00' 20.65' 20.50' S7810'05"E 23'39'50" C2 50.00' 35.56' 34.81' S69'37'33"W 40'44'54" / ♦�♦ THIS IS NOT A SURVEY: o DENOTES CHANGE IN DIRECTION Rev 5-9518 ♦♦; i,, P.B. DENOTES PLAT 8001 RLW DENOTES CENTERUNEDENOTES WAY ♦ O.R. DENOTES OFFICIAL RECORDS BOOK P.C. DENOTES POINT OF CURVATURE ,I �"., PG. DENOTES PAGE P.T. DENOTES POINT OF TANGENCY it L L E NN.T. DENOTES NON TANGENT COMPANY JOB NO. 24302 CALCULATED BY: JLR "Olei'A",� U o-.;-;I s c:s DATE: 5-7-2018 DRAWN BY: PJR = SCALE: 1' = 150 FEET CHECKED BY: MR 16 East Plant Street N/A *la Gadd flail 34187 4(407) r4&I55 FIELD BY: / COMPOSITE EXHIBIT"H"-LEGAL DESCRIPTION AND DEPICTION OF THE ACCESS ROAD EASEMENT AREA 'SKETCH OF DESCRIPTION I EXHIBIT „H" SHEET 1 OF 2 LEGAL DESCRIPTION (Access Road Easement). A parcel of land comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 25.00 feet to a point on the Easterly right—of—way line of Hancock Road (County Road 3-1255) according to Official Records Book 474, Page 999 of the Public Records of Lake County, Florida; thence run South 00'57'47" East along said Easterly right—of—way line for a distance of 648.37 feet; thence departing said Easterly right—of—way line run North 89'02'13" East for a distance of 25.00 feet to the POINT OF BEGINNING, being a point on a non tangent curve concave Northeasterly and having a radius of 50.00 feet, a chord bearing of South 7810'05" East and a chord length of 20.50 feet; thence run Southeasterly along the arc of said curve through a central angle of 23'39'50" for and arc distance of 20.65 feet to a point of tangency, thence run North 90'00'00" East for a distance of 77.09 feet; thence run South 84'43'34" East for a distance of 163.19 feet; thence run North 90'00'00" East for a distance of 179.91 feet;thence run South 00'00'00" East for a distance of 30.00 feet; thence run North 90'00'00" West for a distance of 234.31 feet; thence run South 84'43'34" West for a distance of 65.28 feet; thence run North 90'00'00" West for a distance of 106.50 feet; to a point of curvature of a curve concave Southeasterly and having a radius of 50.00 feet, a chord bearing of South 69'37'33" West and a chord length of 34.81 feet; thence run Southwesterly along the arc of said curve through a central angle of 40'44'54" for and arc distance of 35.56 feet to a point on a non tangent line; thence run North 00'57'47" West for a distance of 67.33 to the POINT OF BEGINNING. Contains 17,028 square feet, 0.39 acres more or less. / SURVEYOR'S NOTES: sk3 THIS IS NOT A SURVEY. Rev 5-9-18 • QUEST. , ADESCRIPTION,s• THIS LEGALTION ELANDS SHOWN R iE CUENTS E ANDE SKETCH WEPREPARED WITHOUEON ARE AS PER T THE BENEF1TOF TITLE. THIS SKETCH IS NOT VALID WITHOUT THE SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA UCENSED ♦�,, SURVEYOR,,,• AND MAPPER. BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 ALLEN SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. COMPANY JOB NO 24302 CALCULATED BY: JLR FOR THE LICENSED BUSINESS 1 6723 BY: _. DATE: 5-7-2018 DRAWN BY: PJR SCALP1" = 150 FEET CHECKED BY:_ MR 16 East Plant Street N/A JAMES L. RICKMAN P.S.M. 1 5633 / big Gat*Flaide 34787 (407)654 5365 FIELD BY: ' SKETCH OF DESCRIPTIONEXHIBIT "H" SHEET 2 OF 2 ACCESS ROAD EASEMENT 3 3 a NORTH LINE OF POINT OF NORTHWEST 1/4 N90'00'00"E SECTION 34-22-26 COMMENCEMENT [25.00 NW CORNER OF \ N90100'00"E SECTION 34-22-26 `11 EASTERLY RIGHT-OF-WAY LINEPROPOSED PER O.R. 474, PG. 999 I RIGHT-OF-WAY LINE LINE TABLE I I I LINE LENGTH BEARING L1 25.00' N89'02'13"E I L2 77.09' N90'00'00"E W LINE OF NW 1/4 r-- L3 163.19' 584'43'34"E SECTION 34-22-26 -I co L4 179.91' N90'00'00"E 0 `° L5 30.00' S00'00'00"E a L6 234.31' N90'00'00"W I�; L7 65.28' S84'43'34"W N a os 1 I L8 106.50' N90'00'00"W I I L9 67.33' N00'57'47"W a re) n.o 0 .I w < o. a CC WAREHOUSE PARCEL I H F.)a I D I U n1 I co co ocn aPOINT OF . 1\ 0 w -t BEGINNING e Ik 61,6 Iz CLQ. L2 L3 14 o 4 - �. =-. --T J-.- Z n �1 . 1 \ Q 3, CZ L8 �� L6 o CLEREMONT PARCEL 3 3 I I CURVE TABLE CURVE RADIUS LENGTH CHORD BEARING DELTA Cl 50.00' 20.65' 20.50' S7810'05"E 23'39'50" C2 50.00' 35.56' 34.81' S69'37'33"W 40'44'54" / THIS IS NOT A SURVEY: ® Revs 9sis DENOTES CHANGE IN DIRECTION ♦;� �,♦♦ P.B. DENOTES PLAT BOOK RLE W DENOTES DENOTES CENIEROUNEWAY ♦ ♦ O.R. DENOTES OFFICIAL RECORDS BOOK P.C. DENOTES POINT OF CURVATURE ,gr �,. PG. DENOTES PAGE P.T. DENOTES POINT OF TANGENCY 4/ L L N.E N N.T. DENOTES NON TANGENT COMPANY JOB NO. 24302 CALCULATED BY: JLR 0crO^:I7U'.E.^'S x'.ONCeS DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" 150 FEET CHECKED BY: MR 16 East Plant Street N/A wet GQda4 Florida 34787'(407)8545355 FIELD BY: / EXHIBIT"P"-LEGAL DESCRIPTION AND DEPICTION OF THE FENCE EASEMENT AREA /SKETCH OF DESCRIPTION EXHIBIT "I" SHEET 1 OF 2 LEGAL DESCRIPTION (Fence Easement). A strip of land 4.00 feet in width comprising a portion of Section 34, Township 22 South, Range 26 East, Lake County, Florida. Being more particularly described as follows: COMMENCE at the Northwest corner of aforesaid Section 34; thence run North 90'00'00" East along the North line of the Northwest 1/4 of said Section 34 for a distance of 604.99 feet to a point on the Westerly line of a 30.00 foot wide utility easement according to Official Records Book 925, Page 230 of the Public Records of Lake County, Florida; thence run South 5014'58" East along said Westerly line for a distance of 611.15 feet to the POINT OF BEGINNING; thence continuing along said Westerly line run South 5014'58" East for a distance of 783.54 feet; thence departing said Westerly line run South 00'57'45" East for a distance of 5.28 feet to a point on a line 4.00 west of and parallel to said Westerly line; thence run North 5014'58" West along said parallel line for a distance of 785.54 feet; thence departing said parallel line run South 90'00'00" West for a distance of 506.97 feet; thence run South 00'00'00" East for a distance of 285.00 feet; thence run South 90'00'00" West for a distance of 63.89 feet; thence run North 00'00'00" East for a distance of 4.00 feet; thence run North 90'00'00" East for a distance of 59.89 feet; thence run North 00'00'00" West for a distance of 285.00 feet; thence run North 90'00'00" East for a distance of 512.42 feet to the POINT OF BEGINNING. Contains 6,565 square feet, 0.15 acres more or less. SURVEYOR'S NOTES: sk6 Rev 5-9-18 ♦♦`w;♦♦ THIS IS NOT SURVEY. THE DELINEATION OF THE LANDS SHOWN HEREON ARE AS PER THE CLIENTS REQUEST. �♦,,, ,,,♦� AND T OF TITLE. THIS SKETCH HNI MNOOTTPVVAAUDWI OUT THE EIRE PREPARED T THE Fl SIGNATURE AND ORIGINAL RAISED SEAL OF A FLORIDA UCENSED SUR♦ , BEARINGS SHOWN HEREON ARE ASSUMED AND BASED ON THE NORTH LINE OF NORTHWEST 1/4 *ALLEN* SECTION 34-22-26 BEING N90'00'00"E FOR ANGULAR DESIGNATION ONLY. g COMPANY JOB NO. CALCULATED BY 24302 JU2 FOR THE LICENSED BUSINESS # 6723 BY: .•. _ DATE. 5-7-2018 DRAWN Br PJR SCALE: 1" = 200 FEET CHECKED BY: MR 16 East Plant Street N/A JAMES L RICKMAN P.S.M. / 5633 / !kik,Car*Node 34787.(407)654 5355 FIELD BY: SKETCH OF DESCRIPTION SHEET 2 OF 2 EXHIBIT FENCE EASEMENT I I Ce OF CWMMENCEMENT \ (__ POINT NW CORNER OF N SECTION 34-22-26 N NORTH LINE OF IN. N. NORTHWEST 1/4 1 N \ N SECTION 34-22-26 AI\ 'N.__ N90'00'00"E 604.99' \ \ S.� N \ •0y\j0N p. gSeFGnP O&„,-,4.7}- \ N \(/,.)..N `2Fq , �7 W LINE OF NW 1/4 y NF\ 'OGF4„. �\ SECTION 34-22-26 W'LY LINE OF N4/7•NS�0 4,N_________,..--"N \ 30' UTILITY EASEMENT NA'4\ N ^7 PER OR. 925, PG. 230 O,Q\ \ in a1 EASTERLY RIGHT-OF-WAY LINE " ' 9?S N N PER O.R. 474, PG. 999 \',o\ N \C\ M N 0 WAREHOUSE PARCEl \3S\ 04 N90'00'00"E i 512.42' \ > •-•-.. .c, a c.o m o 'b S90'00'00"W } 506.97' N N 6'F''1'T N I >�'I 4.00' J S�',y��o�• v z N co •Sp C I . 3 W tisoyyQs , A B o 0 o CLEREMONT PARCEL S8, F \ 0 a 0 00 \ CC 0 N /J o N. L4 II U w J z a L2 UNE PARALLEL 1MTH AND 4.00' / �db.\ _ WEST OF WLY LINE OF S 8 30' UTIUTY EASEMENT VSs , g PER OR. 925, PG. 230 A N y 4.00' LINE TABLE L1 LINE LENGTH BEARING L1 5.28' S00'57'45"E L2 63.89' S90'00'00"W L3 4.00' N00'00'00"E L4 59.89' N90'00'00"E ISs THIS IS NOT A SURVEY: Rev 5-9-18 R/W DENOTES RIGHT-OF-WAY .♦;•�, ,%, P.B. DENOTES PLAT BOOK O.R, DENOTES OFFICIAL RECORDS BOOK ♦,I ,,� PG. DENOTES PAGE ALLEN a COMPANY JOB NO. 24302 CALCULATED BY: JLR ='C'e55O CI;. ii '%iCC:ze•i DATE: 5-7-2018 DRAWN BY: PJR SCALE: 1" 200 FEET CHECKED BY: MR 16 East Plant Street N/A YrIq Wert FIcri 7 34757 t r 40])1r 5355 FIELD BY: w CLOSING AFFIDAVIT BEFORE ME, the undersigned authority, duly authorized to take acknowledgments and administer oaths,personally appeared John Kingman Keating, Tony H. Roper and Charles F.Roper(collectively the "Affiants"), who depose and say under penalties of perjury that: 1.Personal Knowledge.Affiants have personal knowledge of the matters stated in this Closing Affidavit (the "Affidavit"), all of which are true and correct as of the 22`a day of May, 2018. 2. Official Capacity. (a)John Kingman Keating is the Trustee of the Hancock Road Land Trust("Keating"); and (b)Tony H. Roper is the Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005 ("Roper"); and (c) Charles F. Roper is the Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11,2010,as the General Partner of the Bert E.Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership (the "Partnership") (Keating, Roper, both individually and as Trustees, and the Partnership are hereinafter collectively referred to as the "Seller). 3. Property. Seller is the owner of certain real property (the "Property") described as: See Exhibit "A" attached hereto and by this reference made a part hereof. 4. No Lien. There have been no improvements, alterations or repairs to the Property during the last ninety (90) days, for which the cost thereof remains unpaid. 5. Possession. Seller is in full, exclusive, open, peaceful and undisputed possession of the Property, and there are no tenants, guests, licensees or other parties in or on any part of the Property. 6. Personal Property. The personal property contained in the improvements on the Property or on the premises, if any, is being sold free and clear of all liens, encumbrances, claims and demands whatsoever. 7. Gap. There are no matters pending against Seller that would give rise to a lien which would attach to the Property between the Effective Date of Old Republic National Title Insurance Company (the "Title Insurer")Title Insurance Commitment under File Number 476934(the"Title Commitment")and the recording of the interest to be insured on the Owner's/Loan Policy to be issued pursuant to the Title Commitment. Except as expressly stated in the Title Commitment, Seller has not and will not execute any instruments that would adversely affect the interest to be insured and Seller has not taken any action preceding the Effective Date of the Commitment which would result in any lien attaching to the Property prior to the date of the recording of the instrument to be insured. 8. Survey. The survey of the Property dated October 18,2017 and prepared by Allen&Company(the "Survey")constitutes an accurate depiction of the Property and reveals all improvements and structures located thereon. Seller has been in continuous and exclusive possession of the Property since the date of the Survey(the "Survey Date") and no structures or improvements, including, but not limited to buildings, roads or fences, have been constructed on the Property since the Survey Date,nor have there been any alterations to the existing structures and improvements since the Survey Date which would make the Survey inaccurate. To the best of Affiant's knowledge, since the Survey Date, no structures or improvements, including, but not limited to, buildings, roads or fences have been placed, erected or constructed on adjoining lands which might encroach onto the Property. Affiant has no knowledge of any claim made by anyone to the ownership or use of the Property whether with or without permission of Seller, nor has there arisen any dispute over the legal right of access to and from the Property or to the location of any boundary or to any claim that any structures or improvements actually exist within an easement or upon adjoining land, or that any structure or improvement owned by an adjoining land owner actually exists within the Property. 9. Unrecorded Easements. There are no unrecorded easements, claims of easements or rights of way affecting all or any portion of the Property. 10. Partnership's Existence and Authority. The Partnership is active and in good standing, no proceeding is pending for its dissolution or termination and Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, is its duly appointed and serving General Partner with authority to bind the Partnership. Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, gives this Affidavit on individual knowledge and on behalf of the Partnership. 11. Restrictive Covenants. There are no violations of any restrictive covenants and all payments for maintenance,special assessments,if any and other charges as required or authorized by the recorded documents encumbering the Property are current. 12. Pending Actions. There are no violations of municipal or county ordinances affecting the Property and there are no actions or proceedings now pending in any state or federal court to which the Seller is a party, including, but not limited to, proceedings in bankruptcy, receivership or insolvency. Seller has received no notice of any public hearing regarding assessment for improvements or changes in applicable zoning laws concerning the Property now pending. 13. Encumbrances. There are no judgments,mortgages,encumbrances or liens of any nature affecting the Property other than those shown on the Title Commitment. 14. Tax Re-Proration. Seller agrees that in the event the current real estate property taxes vary in amount from the figures used in making the tax proration used in closing the transfer and conveyance of the Property, a new proration and a correct and proper proration will be made upon demand. 15. Title Insurance. This Affidavit is given for the purpose of clearing any possible question or objection to the title to the Property and,for the purpose of inducing Keating&Schlitt,P.A.(the"Title Agent") and Title Insurer to issue title insurance on the Property, with the knowledge that the Title Agent and Title Insurer are relying upon the statements set forth herein. Affiants, individually and on behalf of Seller, hereby hold Title Agent and Title Insurer harmless and fully indemnifies same(including but not limited to attorneys' fees, whether suit be brought or not, and at trial and all appellate levels, and court costs and other litigation expenses) with respect to the matters set forth herein. -2- 16. Nature of Oath. Affiants further state that they are familiar with the nature of an oath and with the penalties as provided by the laws of the United States and the State of Florida for falsely swearing to statements made in an instrument of this nature. Affiants further certify that they have read, or have heard read, the full facts of this Affidavit and understand its context. Under penalties of perjury, we declare that we have read the foregoing Affidavit and that the facts stated in it are true. AFFIANT John Kingman Keat , Ir vidually and as Trustee of the Hancock Road Land Trust STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below,John Kingman Keating executed or acknowledged his/her/their previous execution of this instrument.I HEREBY FURTHER CERTIFY,that John Kingman Keating is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because:XI personally know him/her/them OR 0 I have satisfacto/evide'i- of same based upon a 0 Florida driver's license or 0 Other identification: WITNESS my hand and official seal in the State and County aforesaid this �ay of M 2018../ Nota ' lic SignattP (PLACE NOT Y NAME&SEAL IMMEDIATELY BELOW) los v°uee SANDRA GREER * * Commission#GG 123703 0, T- ,g Expires September 8,2021 ��`0 F F\.Q1Bonded Thai Budget Notary Services [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL AFFIANT SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGES] -3- [SIGNATURE PAGE TO CLOSING AFFIDAVIT] AFFIANT Tony H. Roper, ndi idually as Successor Trustee under : Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005 STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Tony H. Roper executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Tony H. Roper is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because:gI personally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this 174&day of May,2018. Notary Public Signature •u., Notary Public State of Florida (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) ?� <II Amy Windmiller y 8` My Commission GG 153068 ojo`,d► Expires 12125/2021 [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- ADDITIONAL AFFIANT SIGNATURE AND NOTARY CERTIFICATION ON FOLLOWING PAGE] -4- [SIGNATURE PAGE TO CLOSING AFFIDAVIT] AFFIANT 5.`arles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Charles F. Roper executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Charles F. Roper is/are the same person(s)either executing or acknowledging execution of the foregoin instrument because: ❑ I personally know him/her/them OR I have satisfactory evidence of same based upon a Florida driver's license or 0 Other identification: .WITNESS my and and official seal in the State and County aforesaid this caltt day of May, 2018. C'`h H r"`r 4%, Notary Public State of Flonda Notary Public ignature f Amy Windmiller (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) • • f My Commission GG 153068 �p nye Expires 12/2512021 -5- EXHIBIT "A" -PROPERTY LEGAL DESCRIPTION A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 89°43'18"WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. Prepared by and Return to: JOHN KINGMAN KEATING,ESQUIRE KEATING&SCHLITT, P.A. TELEPHONE:407.425.2907♦FACSIMILE:407.425.6345 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:ikkCnkeatlaw.com RECORDING INFORMATION ABOVE THIS LINE PARTNERSHIP CERTIFICATE OF APPROVAL AND AUTHORITY Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as the General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership,a Florida limited partnership(the"Partnership"),with a principal office address of 146 West Plant Street, Suite 250, Winter Garden, Florida 34787, does hereby represent, warrant and certify to City of Clermont, a municipal corporation existing under the laws of the State of Florida (the"Buyer"), Old Republic National Title Insurance Company(the "Title Company"),and Keating&Schlitt, P.A. (the "Closing Agent") as follows: 1. Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, is as of the date hereof the General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership. 2. Attached hereto and made a part hereof as Exhibit"A" is a true and correct copy of the Partnership Agreement of The Bert E. Roper and Barbara C. Roper Family Limited Partnership dated December 26, 1996, as amended (the "Partnership Agreement"). 3. The Partnership Agreement is in full force and effect and has not been modified or amended in any manner. 4. The Partnership is organized and validly existing under and by virtue of the laws of the State of Florida,is properly and validly authorized to do business in Florida and has not been dissolved.The Partnership has never filed a petition for bankruptcy and is not now, nor has ever been, subject to the jurisdiction of any bankruptcy court or proceedings as a debtor,either voluntarily or involuntarily.The Partnership has all requisite powers to carry on its business as now conducted and as proposed to be conducted or carried on. 5. The Partnership is the part-owner of the following described real property situate, lying and being in Lake County, Florida (the "Property") to-wit: See Exhibit "B" attached hereto and by this reference made a part hereof. -1- 6. Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as the General Partner of the Partnership, and on behalf of the Partnership, has heretofore accepted that certain Contract for Sale and Purchase dated August 1, 2017, as amended (the "Contract"), between the Partnership, John Kingman Keating, as Trustee of the Hancock Road Land Trust, Tony H. Roper and the Buyer. Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11,2010, as the General Partner of the Partnership, at the time of the execution of said Contract, had full power and authority to execute said Contract on behalf of the Partnership. Further Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as the General Partner of the Partnership, has full power and authority to make, execute and deliver on behalf of the Partnership any and all deeds, bills of sale, conveyances,transfers,assignments,closing statements,affidavits,certifications,promissory notes,mortgages, security agreements, guarantees, contracts, agreements, instruments and other documents necessary or appropriate (collectively the "Transaction Documents") to close and consummate the sale, conveyance and acquisition contemplated by the Contract and the fulfillment of all rights and obligations thereunder, all in accordance with the terms and conditions of the Contract. 7.The execution and delivery of the Transaction Documents by Charles F.Roper,as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as the General Partner of the Partnership does not, and the performance and observance of the terms of the Transaction Documents will not, violate any provision of existing law or regulation or any of the provisions of the Partnership Agreement. Furthermore, the transaction contemplated by the Contract, as evidenced by the Transaction Documents,is in accordance with and complies with the provisions the Partnership Agreement.The execution and delivery of the Transaction Documents do not, and the performance and observance of the Transaction Documents' terms will not, conflict with or result in any breach of the terms of any contract, indenture or agreement to which the Partnership is a party or by which it is bound. 8. There is no litigation or proceedings presently pending or threatened against or affecting the Partnership or the Property before any court or any administrative agency, authority or bureau. This Certificate is made as an inducement to and as a substantial part of the consideration for the transaction evidenced by the Transaction Documents and this Certificate is made with the full knowledge that the Buyer, Title Company and Closing Agent are relying upon the truth of the statements made herein to consummate the transaction evidenced by the Transaction Documents. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGE] -2- [SIGNATURE PAGE TO PARTNERSHIP CERTIFICATE OF APPROVAL AND AUTHORITY] DATED this A f day of May, 2018. WITNESSES: GRANTOR BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership WIT. S�\ TQ�`f��1�Y,,1URE Susan Pfe' e -- WITNESS NAME PRINTED By: WITNESS SIGNAT RE Charles F. Roper, as Successor Trustee of the Amy Windmillet First Amended and Restated Bert E. Roper WITNESS NAME PRINTED Trust Agreement dated November 11, 2010 • As its General Partner STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,Charles F. Roper,as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11,2010, as General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Charles F. Roper is/are the same person( )either executing or acknowledging execution of the foregoin instrument because: 0 I personally know him/her/them OR I have satisfactory evidence of same based upon a Florida driver's license or 0 Other identification: .WITNESS my and and official seal in the State and County aforesaid this (91`'r day of May, 2018. . J _OralUVB Notary Publicignature �v%' Notary Public State of Florida (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) Amy Windmiller My Commission GG 153068 a n' Expires 12/25/2021 - 3 - 4 • EXHIBIT "A" - PARTNERSHIP AGREEMENT Omitted for recording purposes. -4 - J . M EXHIBIT "B" -LEGAL DESCRIPTION A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 89°43'18"WEST ALONG SAID NORTH LINE FORA DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47"WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. - 5 - Prepared by and Return to: JOHN KLNGhMAN KEATING,ESQUIRE KEATING&SCHLITT, P.A. TELEPHONE:407.425.2907•FACSIMILE:407.425.6345 250 EAST COLONIAL DRIVE,SUITE 300 ORLANDO,FLORIDA 32801 E MAIL:ikk@keatlaw.com RECORDING INFORMATION ABOVE THIS LINE CERTIFICATION OF TRUST PURSUANT TO SECTION 736.1017, FLORIDA STATUTES FOR THE ELIZABETH TROTTER ROPER DECLARATION OF TRUST DATED JANUARY 24, 2005 Before me,the undersigned authority,personally appeared Tony H. Roper,who being by me first duly sworn, on oath deposes and says that: 1. Affiant is the current Successor Trustee of the Elizabeth Trotter Roper Declaration of Trust (the "Trust"). Further,that the Trust exists,has not been revoked, modified or amended in any manner that would cause the representations contained in this Certification to be incorrect and the settlor(creator)of the Trust was Elizabeth Trotter Roper. 2. Affiant resides at 3044 Salisbury Cove, Oviedo, Florida 32765,and the Property(as defined below) is not Affiant's, nor any member of Affiant's immediate family's homestead, nor contiguous thereto. 3. Affiant certifies that this Certification of Trust pertains to the trust property more particularly described on Exhibit "A" attached hereto (the "Property"). 4. Affiant is the Successor Trustee of the Trust and has full power under the Trust via a general power of sale to sell, convey and to mortgage or encumber real and personal property of the Trust, without any requirement for consent or direction by any beneficiary. 5. The Trust was revocable. Elizabeth Trotter Roper had the power to revoke the Trust prior to her death. 6. Affiant is the Successor Trustee of the Trust and either has authority to signor otherwise authenticate in order to exercise powers of the Trustee. 7. Title to the Property is currently shown in the last deed of record as: "Elizabeth Trotter Roper, Trustee Under the Elizabeth Trotter Roper Declaration of Trust Dated January 24, 2005". 8. Attached to this Certification as Composite Exhibit"B" are excerpts of the Trust designating Affiant as Successor Trustee of the Trust and conferring the powers to act in the sale of the Property. -1- 9. This Certification is made for the purpose of inducing Old Republic National Title Insurance Company to insure title to the Property. Affiant further states that Affiant is familiar with the nature of an oath, and with the penalties as provided by the laws of the State of Florida for falsely swearing to statements made in an instrument of this nature. AFFIANT ♦ Tony H. Roper, Ai tvidually as Successor Trustee under •'%W Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005 STATE OF FLORIDA COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid, that at the execution of this instrument on the date set forth below, Tony H. Roper executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Tony H. Roper is/are the same person(s)either executing or acknowledging execution of the foregoing instrument because:XI personally know him/her/them OR 0 I have satisfactory evidence of same based upon a 0 Florida driver's license or 0 Other identification: .WITNESS my hand and official seal in the State and County aforesaid this 1.'riay of May,2018. �.1Je. Notary Public State of Florida Notary Public Stg tore , Amy Windmiller (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) My Commission GG 153068 Expires 12/25/2021 rvor -2- EXHIBIT "A" -LEGAL DESCRIPTION A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; THENCE RUN NORTH 90°00'00"EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255), AS DESCRIBED IN OFFICIAL RECORDS BOOK 474, PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°57'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE OF THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34;THENCE RUN SOUTH 89°43'18"WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47"WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 281.00 FEET TO THE POINT OF BEGINNING. COMPOSITE EXHIBIT "B" -TRUST AGREEMENT EXCERPTS See attached Mt to U.S. TAX WITHHOLDING CERTIFICATION Section 1445 of the Internal Revenue Code provides that in the case of any disposition of a United States real property interest by a foreign person, the transferee of such interest must deduct and withhold a tax equal to ten percent (10.00%) of the amount realized on such disposition. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that deduction and withholding of tax is not required upon the disposition of a U.S. real property interest by Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, the undersigned hereby certifies the following on behalf of the foregoing entity: 1.Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership,a Florida limited partnership is not a foreign corporation, foreign partnership, foreign trust, or a foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations). 2. Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership,a Florida limited partnership is not a disregarded entity as defined in Section 1.1445-2(b)(2)(iii); 3. The U.S. employer identification number of Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership is 59-3420295. 4. The office address of Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership is 146 W. Plant Street, Suite 250, Winter Garden, Florida 34787. Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership understands that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement made herein could be punished by fine, imprisonment, or both. Under penalties of perjury we declare that we have examined this certification and to the best of our knowledge and belief it is true, correct and complete and we further declare that we have authority to sign this document on behalf of Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK- SIGNATURES AND NOTARY CERTIFICATIONS ON FOLLOWING PAGE] f 0 [SIGNATURE PAGE TO U.S.TAX WITHHOLDING CEId'IFICATION] BERT E. ROPER AND BARBARA C. ROPER FAMILY LIMITED LIABILITY LIMITED PARTNERSHIP, a Florida limited partnership By: /� Charles F. Roper, as Successor Trustee of the First Amended and Restated Bert E. Roper 11 Trust Agreement dated November 11, 2010 As its General Partner STATE OF FLORIDA 11 COUNTY OF ORANGE I HEREBY CERTIFY, as an officer duly authorized to take acknowledgments and oaths in the State and County aforesaid,that at the execution of this instrument on the date set forth below,Charles F. Roper,as Successor Trustee of the First Amended and Restated Bert E. Roper Trust Agreement dated November 11, 2010, as General Partner of the Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership, a Florida limited partnership, and executed or acknowledged his/her/their previous execution of this instrument. I HEREBY FURTHER CERTIFY, that Charles F. Roper is/are the same person(s)either executing or acknowledging execution of the foregoinginstrument because: 0 I personally know him/her/them OR 15,I have satisfactory evidence of same based upon a Florida driver's license or 0 Other identification: .WITNESS m and and official seal in the State and County aforesaid this rq.\St day of May,2018. UDANck if k9,91/C `tom Notary Public State of Florida Notary Public ignature _At Amy Windmiller (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) v My Commission GG 153068 ox 4cf►' Expires 12/25/2021 1 U.S. TAX WITHHOLDING CERTIFICATION Section 1445 of the Internal Revenue Code provides that in the case of any disposition of a United States real property interest by a foreign person,the transferee of such interest must deduct and withhold a tax equal to ten percent(10.00%)of the amount realized on such disposition. To inform the transferee that deduction and withholding of tax is not required upon the disposition of a U.S. real property interest I,Tony H. Roper, both as an Individual and as Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005, hereby certifies the following: 1. I am not a non-resident alien for purposes of U.S. income taxation. 2. My U.S. taxpayer identification number (Social Security Number) is 265-27-8816. 3. My home address is 3044 Salisbury Cove, Oviedo, Florida 32765. I understand that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement made herein could be punished by fine, imprisonment, or both. Under penalties of perjury I declare that I have examined this certification and to the best of my knowledge and belief it is true, correct and complete. 4. Tony H. Roper, ndi idually a as Successor Trustee STATE OF FLORIDA COUNTY OF ORANGE SWORN TO, AFFIRMED,AND SUBSCRIBED before me this N-4'*Aday of May, 2018, by Tony H. Roper, who is: personally known to me OR 0 who has produced a 0 Florida driver's license or 0 Other identification: • arYlkd I i Notary Public ignature ie., Notary Public State of Florida 11 (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) Amy mmissi ller 8` My Commission GG 153068 ja•a� Expires 1 2/2 512 0 21 U.S. TAX WITHHOLDING CERTIFICATION Section 1445 of the Internal Revenue Code provides that in the case of any disposition of a United States real property interest by a foreign person, the transferee of such interest must deduct and withhold a tax equal to ten percent(10.00%) of the amount realized on such disposition. To inform the transferee that deduction and withholding of tax is not required upon the disposition of a U.S. real property interest I, John Kingman Keating, both as an Individual and as Trustee of the Hancock Road Land Trust, hereby certifies the following: 1. I am not a non-resident alien for purposes of U.S. income taxation. 2. My U.S. taxpayer identification number(Social Security Number) is 26 V 0 1-aro . 3. My home address is 2550 Lake Shore Drive, Orlando, Florida 32803. I understand that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement made herein could be punished by fine, imprisonment, or both. Under penalties of perjury I declare that I have examined this certific ion and to the best of my knowledge and belief it is true, correct and complete. John Kingman Ke . , ndividually and as Trustee STATE OF FLORIDA COUNTY OF ORANGE SWORN TO, • " I' 1 : P SUBSCRIBED before me this day of May,2018,by John Kingman Keating, who is: personally own- , O' El who has produced a 0 Florida driver's license or 0 Other identification: Mr Notary Public S gnature r (PLACE NOTARY NAME&SEAL IMMEDIATELY BELOW) i°`Or• �yori, SANDRA GREER ,46* Commission#GG 123703 ,7 Expires September 8,2021 eo F�pP Bonded T niBudgetNotarySento :III OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY AMERICAN LAND TITLE ASSOCIATION COMMITMENT Schedule A Transaction Identification Data for reference only: Commitment Number: Revision Number: Issuing Office File Number: Issuing Office: 476934 A2 None KE00546(HANCOCK ROAD) 1462201 Property Address: Loan ID Number: ALTA Universal ID: Issuing Agent: OR 3915-2121, 12838 Hancock Road None Keating& Schlitt,P.A. Clermont, FL 34711 / 1 / 1. Commitment Date: Mly 7,2018 at ftuu-PM/6 « vK.ee,�.. 1h�W� sk 2. Policy to be Issued: Proposed Policy Amount: OWNER'S: ALTA Owner's Policy(06/17/06).(With Florida Modifications) $1,678,080.00 esed-lnsured:The City of Clermont,a municipal corporation existing under the laws of the State of Florida MORTGAGEE: Proposed Insured: MORTGAGEE: Proposed Insured: • 3. The estate or interest in the Land described or referred to in this Commitment is FEE SIMPLE(Identify estate covered,i.e., fee, leasehold,etc.) 4. Title to the estate or interest in the Land is at the Commitment Date vested in: Bert E. Roper and Barbara C. Roper Family Limited Liability Partnership, a Florida limited partnership; John Kingman Keating, as Trustee of the Hancock Road Land Trust; Tony H. Roper; Tony H. Roper,Successor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24,2005; 5. The Land is described as follows: See Exhibit A Old Republic Nations Title Insurance Company 400 Second Avenue South,Mi po Minnesota 55401,(61 )371-1111 1 .-/ AUTHO ED SIGNATORY Keating&Schlitz, P.A. 1462201 This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commitment Conditions;Schedule A:Schedule 13.Part I-Requirements;and Schedule B.Part II-Exceptions. FORM CF6R SCI-1.A(8/1/16XWith Florida Modifications) Page I of 7 Commitment Number.476934 OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY AMERICAN LAND TITLE ASSOCIATION COMMITMENT Schedule B-I Issuing Office File Number:KE00546(HANCOCK ROAD) Requirements All of the following Requirements must be met: - . ••• -• • •• • • • •.i • - •. _ -• • • .1 " • .i • •.t"• • • •• i 1. 1 - 0..t.. - • •• i will obtain art interest in the Land or who will make a loan on the Land. The Company may then make additi••.1 Requirements or Exceptions. 2. Pay the agreed amount for the estate or interest to be insured. 3. Pay the premiums, fees,and charges for the Policy to the Company. 4. Documents satisfactory to the Company that convey the Title or create the Mortgage to be insu i,or both,must be properly authorized,executed,delivered,and recorded in the Public Records. A. Warranty Deed from Bert E. Roper and Barbara C. Roper Family Limit• iability Partnership, a Florida limited partnership to the proposed insured purchaser(s). B. Warranty Deed from John Kingman Keating,individually,joined • spouse, if married,or nonhomestead language, as Trustee of the Hancock Road Land Trust,to the proposed pu aser(s). C. Warranty Deed from Tony H. Roper, individually, and .• uccessor Trustee under the Elizabeth Trotter Roper Declaration of Trust dated January 24, 2005, joined spouse, if married, or nonhomestead language, to the proposed purchaser(s). 5. A search commencing with the effective date of this ••mmitment must be performed at or shortly prior to the closing of this transaction. If this search reveals a title defect o ether objectionable matters, an endorsement will be issued requiring that this defect or objection be cleared on or befor= losing. 6. If any general partner(s)is a legal or c• mercial entity,require a good standing certificate from the date of purchase through to the present time. 7. Satisfactory evidence must '.• furnished establishing that Bert E. Roper and Barbara C. Roper Family Limited Liability Limited Partnership is • mited partnership in good standing under the laws of Florida from date of purchase through the present. 8. Satisfactory e •ence, in the form of an affidavit, must be furnished to establish that the general partner who executed Warranty P'ed on behalf of Bert E. Roper& Barbara C. Roper Family Limited Partnership is not a debtor in a bankruptcy procee• ng. 9. •n affidavit from one or more general partners should be recorded stating: (1)that the general partner executing the deed or mortgage is authorized under the partnership agreement or has obtained the consent of all the general partners to convey or mortgage the limited partnership's or LLLP's real property; (2) that the limited partnership has not been dissolved; and (3) 4 I. • •••• '• •.•••.a •. I • • . . -"-• - t .. . .. . . .• - .. • .• '• . This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commitment Conditions;Schedule A;Schedule B,Part I—Requirements;and Schedule B,Part II—Exceptions. FORM CF6R SCH.B-I(8/1/16)(With Florida Modifications) Page 2 of 7 Commitment Number:476934 OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY AMERICAN LAND TITLE ASSOCIATION COMMITMENT Schedule B-I Issuing Office File Number:KE00546(HANCOCK ROAD) not been recorded. 11. Satisfactory evidence must be furnished establishing that the sale of the subject property does not constitute • ale, lease, exchange or other disposition of all or substantially all of the assets of Bert E. Roper& Barbara C. Roper •: ily Limited Partnership, a Florida limited partnership's property other than in the usual and regular course of the limit,i partnership's or LLLP's activities. If it does, then the transaction must be approved by all of the general partners and least a majority of limited partners as provided in Sec. 620.1406(1)(i), F.S., and Sec, 620.1406(5), F.S. If other an a Florida limited partnership or LLLP,satisfactory evidence also must be provided showing compliance with the 1. •s of the state or country of origin. 12. Review of the complete trust agreement of the Elizabeth Trotter Roper Declaration of rust dated January 24, 2005 and all amendments thereto to determine that the proposed transaction is authorized •er the terms of the trust. Said trust agreement, and amendments, shall be attached to an affidavit confirming that i • a full and complete copy of the trust and amendments, and recorded or kept in Title Agent's file. Further requiremen may be necessary upon review of the trust. If the full trust agreement and amendments,if any,are recorded as an exhi.• to an affidavit from the trustee or attorney for the trust,the affidavit shall confirm that such trust agreement is currentl n full force and effect. If the full trust agreement and amendments, if any,are not recorded,then record affidavit from • tee or attorney for the trust stating at least the following: (1)name of the trustee(s)or successor trustee(s)(2)legal descr • ion of the trust property(3)an affirmative statement that the trustee(s) or successor trustee(s) has the full power and •uthority to do the required act, (4) that nothing in the trust documents prohibits or restricts the trustee(s) or succes•sr trustee(s) from doing the required act, and (5) that the trust has been in full force and effect during the period of ow - hip of the real property to be insured.As to(1)above,attach excerpts of the pertinent pages from the trust documents s•.wing the appointment and identity of the trustee(s)or successor trustee(s) as exhibits; and if the successor trustee(s) ac :, that the successor trustee(s) is appointed due to circumstances described in attached excerpts of the trust and further e .enced by the supporting documents attached as exhibits.As to(3)above,attach the pertinent pages of the trust describ••: such authority as exhibits. 13. INTENTIONALLY DELETED 14. The Company has no liabi • under this commitment for the issuance of a mortgagee policy until an endorsement is issued stating the name of Op proposed insured mortgagee. The Company reserves the right to make additional requirements, including but not li • ed to,review of additional documentation regarding the proposed insured purchaser. 15. ADDED: FO t FORMATIONAL PURPOSES ONLY,if the Title Agent has a direct or indirect interest in the transaction, written au •orization to issue a commitment/policy should be obtained from The Fund's Legal Department (800-432-9594, ext. 75! ) in accordance with the Agreement for Appointment of Policy Issuing Agent for Old Republic National Title Ins • ce Company. 1• ADDED: Recording of affidavit from the attorney for the trust or other knowledgeable person linking the trust named as This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commitment Conditions;Schedule A;Schedule B,Part I—Requirements;and Schedule B,Part II—Exceptions. FORM CF6R SCH.B-I(8/I/16)(With Florida Modifications) Page 3 of 7 Commitment Number:476934 OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY AMERICAN LAND TITLE ASSOCIATION COMMITMENT Schedule B-I Issuing Office File Number:KE00546(HANCOCK ROAD) . .- ;: •.. - • • . .r •I •, ' • •. • 1 - r Sees or successor Se' s in " ••°.".••• •. -ecorded in O.R.Book 5029,Page 1786,Public Records of Lake County,Florida. -/ 17. ADDED: Proof of death must be recorded and th- : .:4 •ement must be examined for compliance regarding proper 'esignation or determination of.1 : • •,w ichever is applicable. Affidavit or Certificate of Trust must be placed of record /3, 0ttachin_ . •• : • gnation or incapacity and supporting documents evidencing appointment of successor trustee(s), as to 'r.r-. • • .. .. . . ... .. .. .. ... . ."1. - This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commitment Conditions;Schedule A;Schedule B,Part I—Requirements;and Schedule B,Part 11—Exceptions. FORM CF6R SCH.B-I(8/1/16XWith Florida Modifications) Page 4 of 7 Commitment Number:476934 1 OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY AMERICAN LAND TITLE ASSOCIATION COMMITMENT Schedule B-II Issuing Office File Number:KE00546(HANCOCK ROAD) Exceptions THIS COMMITMENT DOES NOT REPUBLISH ANY COVENANT, CONDITION, RESTRICTION, OR LIMITATION CONTAINED IN ANY DOCUMENT REFERRED TO IN THIS COMMITMENT TO THE EXTENT THAT THE SPECIFIC COVENANT, CONDITION, RESTRICTION, OR LIMITATION VIOLATES STATE OR FEDERAL LAW BASED ON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, GENDER IDENTITY,HANDICAP,FAMILIAL STATUS,OR NATIONAL ORIGIN. The Policy will not insure against loss or damage resulting from the terms and provisions of any lease or easement identified in Schedule A, and will include the following Exceptions unless cleared to the satisfaction of the Company: ' ::•:: :-.' : :::.-'•": :.•.. ••-'::. t •1 ....;••••'.....1.• • ... :•::•:,: ••• ',a',' ••.'•: • . '-*.•-"!... •••••••• -.•• :.. :. 4 2. a.General or special taxes and assessments required to be paid in the year and subsequent sequentyears. ` • • I,. • '• , • I I-. .. .•. - - . . .. . . • •. ♦. , /I _ II • _•I, - •1 1 / 1 • I . :I I I •I 1 P4, 0 1 I /AI • •I I I / 14. 4. Any lien provided by County Ordinance or by Chapter 159,F.S.,in favor of any city,town,village or port authority, for unpaid service charges for services by any water systems, sewer systems or gas systems serving the land described herein;and any lien for waste fees in favor of any county or municipality. 5. All matters contained on the Plat of Lake Highlands Company, as recorded in Plat Book 3, Page(s) 24, Public Records of Lake County,Florida. 6. Easement in favor of Florida Power Corporation contained in instrument recorded November 3, 1970, under O.R. Book 417,Page 5 and rerecorded in O.R.Book 925,Page 230,Public Records of Lake County,Florida. 7. Distribution Easement in favor of Florida Power Corporation contained in instrument recorded March 6, 1995,under O.R.Book 1349,Page 1062,Public Records of Lake County,Florida. This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commiunent Conditions;Schedule A;Schedule B,Part I—Requirements;and Schedule B,Part II—Exceptions. FORM CF6R SCH.B-11(8/l/16)(With Florida Modifications) Page 5 of 7 Commitment Number:476934 OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY AMERICAN LAND TITLE ASSOCIATION COMMITMENT Schedule B-11 Issuing Office File Number:KE00546(HANCOCK ROAD) 8. Easement in favor of Florida Power Corporation recorded in O.R. Book 320 Page 610, Public Records of Lake County,Florida. 9. Utilities Easement Declaration recorded in O.R.Book 3743,Page 1483,Public Records of Lake County,Florida. 10. Closing Agreement recorded in O.R.Book 3743,Page 1501,Public Records of Lake County,Florida. 11. City of Clermont,Ordinance No.2017-37 recorded in O.R. Book 5084,Page 2140,Public Records of Lake County, Florida. 12. Ordinance#2009-10 recorded in O.R.Book 3767,Page 408,Public Records of Lake County,Florida. • `1 -. . .0 .- t .- 1.11 • • •t t ., . I. .ung n' 1 - • 1- .... c•.tion3 (TO the 000t tlry. - 14. Rights of the iessr>es.rrn4Pr iinre.carrierzjierres 15. Those following items as shown on that certain Boundary and Topographic Survey prepared by Allen & Company dated October 18,2017 under Job Number 24302: \ (a)The four(4)foot wire fence at the southeast corner of the Property. (b)The overhead utility lines,telephone risers,guy wires, and related improvements along the western boundary of the Property. This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commitment Conditions;Schedule A;Schedule B,Part I—Requirements;and Schedule B,Part 11—Exceptions. FORM CF6R SCH.B-Il(8/1/16)(With Florida Modifications) Page 6 of 7 Commitment Number:476934 OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT Exhibit A Commitment Number: Issuing Office File Number: 476934 KE00546(HANCOCK ROAD) PARCEL"D": A PARCEL OF LAND LYING IN THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 22 SOUTH, RANGE 26 EAST, LAKE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID SECTION 34; 'THENCE RUN NORTH 90°00'00" EAST ALONG THE NORTH LINE OF SAID NORTHWEST 1/4 A DISTANCE OF 25.00 FEET TO THE EASTERLY RIGHT OF WAY LINE OF HANCOCK ROAD (COUNTY ROAD 3-1255). AS DESCRIBED IN OFFICIAL RECORDS BOOK 474. PAGE 999 OF THE PUBLIC RECORDS OF LAKE COUNTY, FLORIDA; THENCE RUN SOUTH 00°57'47" EAST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 676.16 FEET TO THE POINT OF BEGINNING; THENCE DEPARTING SAID EASTERLY RIGHT OF WAY LINE RUN NORTH 90°00'00" EAST FOR A DISTANCE OF 526.00 FEET; THENCE RUN NORTH 00°00'00" EAST FOR A DISTANCE OF 285.00 FEET; THENCE RUN NOR'TH 90°00'00" EAST FOR A DISTANCE Of 512.82 FEET TO THE WESTERLY LINE OF A 30 FOOT UTILITY EASEMENT AS RECORDED IN OFFICIAL RECORDS BOOK 925, PAGE 230 OF AFORESAID PUBLIC RECORDS; THENCE RUN SOUTH 50°14'58" EAST ALONG SAID WESTERLY LINE FOR A DISTANCE OF 780.41 FEET TO THE EAST LINE OF THE WEST 1660 FEET OF THE AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 00°S7'45" EAST ALONG SAID EAST LINE FOR A DISTANCE OF 58.99 FEET TO THE NORTH LINE Of' THE SOUTH 1575 FEET OF THE WEST 1660 FEET OF AFORESAID NORTHWEST 1/4 OF SECTION 34; THENCE RUN SOUTH 89°43'18" WEST ALONG SAID NORTH LINE FOR A DISTANCE OF 1635.12 FEET TO AFORESAID EASTERLY RIGHT OF WAY LINE; THENCE RUN NORTH 00°57'47" WEST ALONG SAID EASTERLY RIGHT OF WAY LINE FOR A DISTANCE Of 281.00 FEET TO THE POINT OF BEGINNING. This page is only a part of a 2016 ALTA Commitment for Title Insurance. This Commitment is not valid without the Notice;the Commitment to Issue Policy;the Commitment Conditions;Schedule A;Schedule B,Part I—Requirements;and Schedule B,Part II—Exceptions. FORM CF6R EXHIBIT A(8/I/I6XWith Florida Modifications) Page 7 of 7 Commitment Number:476934