BEELINE COMMUNITY DEVELOPMENT
DISTRICT
PALM BEACH COUNTY REGULAR BOARD MEETING
FEBRUARY 18, 2019 10:30 A.M.
Special District Services, Inc. The Oaks Center
2501A Burns Road Palm Beach Gardens, FL 33410
www.beelinecdd.org 561.630.4922 Telephone 877.SDS.4922 Toll Free 561.630.4923 Facsimile
AGENDA BEELINE COMMUNITY DEVELOPMENT DISTRICT
The Oaks Center 2501 Burns Road, Suite A
Palm Beach Gardens, Florida 33410 REGULAR BOARD MEETING
February 18, 2020 10:30 a.m.
A. Call to Order
B. Proof of Publication…………………………………………………………………………………….Page 1
C. Establish Quorum
D. Additions or Deletions to Agenda
E. Comments from the Public for Items Not on the Agenda
F. Approval of Minutes
1. January 21, 2020 Regular Board Meeting........................................................................................Page 3
G. Old Business
1. Update on Fire and Water Systems
H. New Business
1. Consider Conveyance:
a. Discussion Regarding Modified Sections of the Utility Waiver Agreement…………………..Page 6
b. Consider Approval of the Fourth Amendment to Utility Transfer Waiver Agreement and Partial Assignment of Future Ownership Rights…………………………………………..Page 12
c. Consider Approval of Assignment and Assumption of Ground Lease………………………...Page 26
d. Consider Approval of Quit Claim Deed from the District to UTC…………………………….Page 31
e. Consider Approval of Quit Claim Deed from the District to Carrier Corporation…………….Page 35
I. Administrative Matters
1. Capital Budget Tracking……………………………………………………………………………Page 39
2. Monthly Status Report – Operations………………………………………………………………..Page 40
3. Monthly Status Report – Engineer………………………………………………………………….Page 41
J. Board Members Comment
K. Adjourn
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BEELINE COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING
JANUARY 21, 2020 A. CALL TO ORDER District Manager Todd Wodraska called the January 21, 2020 Regular Board Meeting of the Beeline Community Development District to order at 10:34 a.m. in the Conference Room of The Oaks Center, 2501 Burns Road, Suite A, Palm Beach Gardens, Florida 33410. B. PROOF OF PUBLICATION Mr. Pimentel presented proof of publication that notice of the Regular Board Meeting was published in The Palm Beach Post on October 4, 2019, as legally required. C. ESTABLISH QUORUM A quorum was established: Chair John Sillan Present Vice-Chair William Howden Present Supervisor Joseph Pruszynski Present Supervisor Robert Simm Present Supervisor Jack Harris, Jr. Present Also in attendance were: District Manager Todd Wodraska Special District Services District General Counsel Dennis Lyles Billing, Cochran, Lyles, Mauro &
Ramsey, P.A District Engineer Karen Brandon –via phone AECOM D. ADDITIONS OR DELETIONS TO THE AGENDA None. E. COMMENTS FROM THE PUBLIC FOR ITEMS NOT ON THE AGENDA There were no comments from the public for items not on the agenda. F. APPROVAL OF MINUTES
1. November 19, 2019, Regular Board Meeting
A motion was made by Mr. Pruszynski, seconded by Mr. Howden, and unanimously passed to approve the minutes of the November 19, 2019, Regular Board Meeting, as presented.
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G. OLD BUSINESS
1. Update on Fire and Water Systems Ms. Brandon reported that the contractor, Johnson Davis, still needs to provide the final “as-built” drawings that will need to be reviewed by the BCDD Engineer and then submitted to Palm Beach County for final approval. She expected those drawings any day. There was also a complaint from the one of the property owners about construction debris not being cleaned up that has been promised to be addressed by January 25th. H. NEW BUSINESS
1. Consider Approval of Pay Application No. 7 to Johnson Davis for Fire Protection -Phase 2
Ms. Brandon recommended approval of the pay application for $14,263.20 for wet taps and installation of concrete. A motion was made by Mr. Harris, seconded by Mr. Simm, and unanimously passed to approve the Pay Application No. 7 to Johnson Davis for Fire Protection -Phase 2, as recommended. I. ADMINISTRATIVE MATTERS
1. Capital Budget Tracking
Mr. Wodraska referred to the Capital Outlay Report contained in the Board Members notebooks noting that there remains $29,951.60 in the construction account but noting that there is still approximately $110,000 remaining on the contract.
2. Monthly Status Report – Operations
The Monthly Operations Report was contained in the Board Members notebooks.
3. Monthly Status Report – Engineer
The Monthly Engineering Report was contained in the Board Members notebooks. J. BOARD MEMBER COMMENTS It was noted the next meeting is scheduled for February 17, 2020 at 10:30 a.m.
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K. ADJOURN A motion was made by Mr. Pruszynski, seconded by Mr. Simm and carried unanimously to adjourn the meeting at 11:04 a.m. ____________________________ _________________________________ Secretary/Assistant Secretary Chair/Vice-Chair
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Section 3.A
A. The CDD agrees to transfer and convey, and (i) P&W agrees to accept, the
Utility Parcel, less and excepting the Ground Lease Parcel (“P&W Parcel”), and (ii) Carrier
agrees to accept, the Ground Lease Parcel.
The P&W Parcel shall be transferred and conveyed to P&W on the date designated
by P&W in a written notice from P&W to the CDD (the “P&W Closing Date”) which date
shall not be earlier than ten (10) days nor more than sixty (60) after the date such written
notice is given, provided that the P&W Closing Date shall not, in any event, be earlier
than the later of (i) the actual date of closing of the transaction under the County
Agreement and (ii) the date that the CDD shall have completed the decommissioning,
closure and post-closure of the Utility Facilities located on the Utility Parcel, including,
without limitation, the DIW System, all as required under this Agreement, and given
written notice thereof to P&W and (iii) the effective date of the governmental approvals
for the subdivision of the Utility Parcel into the P&W Parcel and the Ground Lease Parcel.
P&W agrees that the P&W Closing Date shall be no later than the latest of (i) March 31,
2008 or (ii) the date of closing of the transaction under the County Agreement or (iii) the
date that the CDD shall have completed the decommissioning, closure and post-closure
of the Utility Facilities located on the Utility Parcel, including, without limitation, the DIW
System, all as required under this Agreement, and given written notice thereof to P&W or
(iii) the effective date of the governmental approvals for the subdivision of the Utility Parcel
into the P&W Parcel and the Ground Lease Parcel (the “Outside P&W Closing Date”). If
the P&W Closing Date does not occur by the Outside P&W Closing Date, then either the
CDD (provided the CDD shall have completed the decommissioning, closure and post-
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closure of the Utility Facilities located on the Utility Parcel, including, without limitation,
the DIW System, all as required under this Agreement, and given written notice thereof
to P&W) or P&W may terminate the obligations hereunder with respect to the conveyance
and acceptance of the P&W Parcel by written notice to the other which notice, if from the
CDD, shall specify a termination date no earlier than the later of sixty (60) days after (i)
the closing of the transaction under the County Agreement or (ii) the giving of the notice.
P&W shall have the right to designate a P&W Closing Date and complete the P&W closing
as provided herein even after the CDD gives a termination notice, provided P&W so
designates the P&W Closing Date prior to the termination date designated in the CDD
termination notice. The P&W Parcel shall be conveyed by quit claim deed in the usual
form. The title to the P&W Parcel at the time of the conveyance shall be good and
marketable title subject to no encumbrances other than those that existed at the time of
conveyance of the Utility Parcel from P&W to the CDD, those created or reserved in the
deed of conveyance from P&W to the CDD, and the additional easements granted to the
County in connection with the County Agreement that are identified in Exhibit A to the
County Agreement (“County Easement”). For the purpose of giving notice of the
existence of this Agreement, the deed of conveyance of the P&W Parcel shall contain a
recital that it is being executed and delivered pursuant to this Agreement, as amended.
At the P&W Parcel Closing, the CDD shall deliver the deed of conveyance to the P&W
Parcel and, except as related to the County Easement, exclusive possession of the P&W
Parcel together with such other documentation as P&W may reasonably request,
including, as appropriate, but not limited to, required Florida Department of Revenue
forms with respect to the deed of conveyance, non-foreign certificate, if required by
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FIRPTA, instruments as may be required by the title insurer from whom P&W will obtain
a title insurance policy insuring its interest in the P&W Parcel and, whether or not P&W
will obtain title insurance, evidence of the non-existence of unrecorded mechanics’ and/or
materialmen’s liens for labor and/or materials supplied to the P&W Parcel at the request
of, or for the account of the CDD. At the P&W Parcel Closing, P&W shall deliver such
documentation as the CDD may reasonably request in connection with the conveyance
of the P&W Parcel.
The Ground Lease Parcel shall be transferred and conveyed to Carrier on the date
designated by Carrier in a written notice from Carrier to the CDD (the “Carrier Closing
Date”) which date shall not be earlier than ten (10) days nor more than sixty (60) after the
date such written notice is given, provided that the Carrier Closing Date shall not, in any
event, be earlier than the later of (i) the actual date of closing of the transaction under the
County Agreement and (ii) the date that the CDD shall have completed the
decommissioning, closure and post-closure of the Utility Facilities located on the Utility
Parcel, including, without limitation, the DIW System, all as required under this
Agreement, and given written notice thereof to P&W and (iii) the effective date of the
governmental approvals for the subdivision of the Utility Parcel into the P&W Parcel and
the Ground Lease Parcel. Carrier agrees that the Carrier Closing Date shall be no later
than the latest of (i) March 31, 2008 or (ii) the date of closing of the transaction under the
County Agreement or (iii) the date that the CDD shall have completed the
decommissioning, closure and post-closure of the Utility Facilities located on the Utility
Parcel, including, without limitation, the DIW System, all as required under this
Agreement, and given written notice thereof to P&W or (iii) the effective date of the
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governmental approvals for the subdivision of the Utility Parcel into the P&W Parcel and
the Ground Lease Parcel (the “Outside Carrier Closing Date”). If the Carrier Closing Date
does not occur by the Outside Carrier Closing Date, then either the CDD (provided the
CDD shall have completed the decommissioning, closure and post-closure of the Utility
Facilities located on the Utility Parcel, including, without limitation, the DIW System, all as
required under this Agreement, and given written notice thereof to P&W) or Carrier may
terminate the obligations hereunder with respect to the conveyance and acceptance of
the Ground Lease Parcel by written notice to the other which notice, if from the CDD, shall
specify a termination date no earlier than the later of sixty (60) days after (i) the closing
of the transaction under the County Agreement or (ii) the giving of the notice. Carrier
shall have the right to designate a Carrier Closing Date and complete the Carrier Closing
as provided herein even after the CDD gives a termination notice, provided Carrier so
designates the Carrier Closing Date prior to the termination date designated in the CDD
termination notice. The Ground Lease Parcel shall be conveyed by quit claim deed in the
usual form. The title to the Ground Lease Parcel at the time of the conveyance shall be
good and marketable title subject to no encumbrances other than those that existed at
the time of conveyance of the Utility Parcel from P&W to the CDD, those created or
reserved in the deed of conveyance from P&W to the CDD, those created or reserved in
the deed of conveyance from the CDD to P&W, and the County Easement. For the
purpose of giving notice of the existence of this Agreement, the deed of conveyance of
the Ground Lease Parcel shall contain a recital that it is being executed and delivered
pursuant to this Agreement, as amended. At the Carrier Parcel Closing, the CDD shall
deliver the deed of conveyance to the Ground Lease Parcel and, except as related to the
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County Easement, exclusive possession of the Ground Lease Parcel together with such
other documentation as Carrier may reasonably request, including, as appropriate, but
not limited to, required Florida Department of Revenue forms with respect to the deed of
conveyance, non-foreign certificate, if required by FIRPTA, instruments as may be
required by the title insurer from whom Carrier will obtain a title insurance policy insuring
its interest in the Ground Lease Parcel and, whether or not Carrier will obtain title
insurance, evidence of the non-existence of unrecorded mechanics’ and/or materialmen’s
liens for labor and/or materials supplied to the Ground Lease Parcel at the request of, or
for the account of the CDD. At the Carrier Parcel Closing, Carrier shall deliver such
documentation as the CDD may reasonably request in connection with the conveyance
of the Ground Lease Parcel
Section 4.A
A. Closings of the waivers and releases and transfer and assignments
contemplated in paragraph 2 hereof (the "Paragraph 2 Closing") and of the P&W Parcel
(the “P&W Parcel Closing”) and the Ground Lease Parcel conveyances (the “Ground
Lease Parcel Closing") shall be held at the office of counsel to the CDD, Greenberg
Traurig, P.A., 777 South Flagler Drive, Suite 300 East, West Palm Beach, Florida, or such
other location as agreed to by the parties.”
Section 4.G
G. The P&W Parcel Closing shall take place on the date provided in Paragraph
3A. P&W shall pay the following expenses related to the P&W Parcel Closing: cost of
recording the Quit Claim Deed for the conveyance of the P&W Parcel and any other
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documents required by P&W; documentary stamps, if required; title insurance; surveys,
if obtained.
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20364780-v6
FOURTH AMENDMENT TO UTILITY TRANSFER WAIVER AGREEMENT AND
PARTIAL ASSIGNMENT OF FUTURE OWNERSHIP RIGHTS
THIS FOURTH AMENDMENT TO UTILITY TRANSFER WAIVER AGREEMENT
AND PARTIAL ASSIGNMENT OF FUTURE OWNERSHIP RIGHTS (this “Amendment”)
is made and entered into this _____ day of ________, 2020 (the “Effective Date”) by and
among the Beeline Community Development District (“CDD”), United Technologies
Corporation (“UTC”), operating through its Pratt & Whitney Division (“P&W”), and
Carrier Corporation (“Carrier”).
WITNESSETH
WHEREAS, the CDD and P&W are parties to a Utility Transfer Waiver Agreement
dated December 3, 2007, as amended by First Amendment to Utility Transfer Waiver
Agreement dated October 15, 2008, Second Amendment to Utility Transfer Waiver
Agreement dated March 17, 2010, and Third Amendment to Utility Transfer Waiver
Agreement dated August 17, 2010 (collectively, the “Agreement”).
WHEREAS, the Agreement provides, inter alia, for the reconveyance to P&W of
the Utility Parcel (as defined in the Agreement) upon the satisfaction of certain conditions,
and P&W acknowledges that such conditions have been satisfied.
WHEREAS, in anticipation of receiving the reconveyance of the Utility Parcel prior
to the actual transfer of title of the Utility Parcel to Assignor, P&W entered into that certain
Ground Lease, dated as of August 17, 2010, by and between the CDD, as landlord, and
P&W, as tenant, for an approximately 7.314-acre unimproved portion of the Utility Parcel
(the “Ground Lease Parcel”), as more particularly described in Exhibit A to this
Amendment attached hereto and made a part hereof.
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WHEREAS, Carrier is a subsidiary of UTC, and is the owner and operator of a
building on the Ground Lease Parcel.
WHEREAS, in anticipation of the spin-off of Carrier from UTC, prior to such spin-
off Carrier desires to acquire the Ground Lease Parcel in fee (the “GLP Transfer”).
WHEREAS, in connection with the GLP Transfer, P&W wishes to assign to Carrier,
and Carrier wishes to assume, all of P&W’s rights under the Agreement with respect to
acquiring the fee interest in the Ground Lease Parcel only.
WHEREAS, P&W and Carrier have requested that the Ground Lease Parcel be
formally subdivided from the Utility Parcel to allow for the conveyance of the Ground
Lease Parcel from CDD to Carrier (the “Subdivision”).
WHEREAS, the CDD is willing to accommodate the request of P&W and Carrier
to assign its rights to the reconveyance of the Ground Lease Parcel (“Assignment”) and
to obtain the Subdivision on the terms and conditions herein set forth.
WHEREAS, the CDD, P&W, and Carrier wish to amend the terms of the Utility
Transfer Agreement to provide for such Assignment and Subdivision, all as provided in
this Fourth Amendment to Utility Transfer Waiver Agreement.
NOW THEREFORE, in consideration of the premises and covenants contained
herein and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties hereto covenant and agree to the following terms and
conditions:
1. Paragraph 3.A of the Agreement is hereby deleted in its entirety and
replaced with the following:
“A. The CDD agrees to transfer and convey, and (i) P&W agrees to
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accept, the Utility Parcel, less and excepting the Ground Lease Parcel (“P&W
Parcel”), and (ii) Carrier agrees to accept, the Ground Lease Parcel.
The P&W Parcel shall be transferred and conveyed to P&W, and the
Ground Lease Parcel shall be transferred and conveyed to Carrier, on the date
designated by P&W and Carrier in a joint written notice to the CDD (the “Closing
Date”) which date shall not be earlier than ten (10) days nor more than sixty (60)
after the date such written notice is given, provided that the Closing Date shall not,
in any event, be earlier than the effective date of the governmental approvals for
the subdivision of the Utility Parcel into the P&W Parcel and the Ground Lease
Parcel. The P&W Parcel and the Ground Lease Parcel shall both be conveyed by
separate quit claim deeds in the usual form. The title at the time of the conveyance
shall be good and marketable title subject to no encumbrances other than those
that are identified in Exhibit A to the Fourth Amendment to this Agreement. At the
Closing, the CDD shall deliver the deeds of conveyance together with such other
documentation as P&W and Carrier may reasonably request, including, as
appropriate, but not limited to, required Florida Department of Revenue forms with
respect to the deed of conveyance, non-foreign certificate, if required by FIRPTA,
instruments as may be required by the title insurer if P&W and/or Carrier request
to obtain a title insurance policy or policies insuring their interests and, whether or
not either P&W or Carrier will obtain title insurance, evidence of the non-existence
of unrecorded mechanics’ and/or materialmen’s liens for labor and/or materials
supplied to the P&W Parcel or the Ground Lease Parcel at the request of, or for
the account of the CDD. At the Closing, P&W and Carrier shall deliver such
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documentation as the CDD may reasonably request in connection with the
conveyance of the P&W Parcel and the Groun Lease Parcel.”
2. Paragraph Section 4.A of the Agreement is hereby deleted in its entirety
and replaced with the following:
“A. Closings of the waivers and releases and transfer and
assignments contemplated in paragraph 2 hereof (the "Paragraph 2 Closing")
and of the P&W Parcel and the Ground Lease Parcel conveyances shall be
held at the office of counsel to the CDD, Greenberg Traurig, P.A., 777 South
Flagler Drive, Suite 300 East, West Palm Beach, Florida, or by mail away
closing as agreed to by the parties.”
3. Paragraph Section 4.G of the Agreement is hereby deleted in its entirety
and replaced with the following:
“G. The Closing shall take place on the date provided in Paragraph 3A.
P&W shall pay the following Closing expenses related to the P&W Parcel: cost of
recording the Quit Claim Deed for the conveyance of the P&W Parcel and any
other documents required by P&W; documentary stamps, if required; title search;
title insurance; surveys, if obtained. Carrier shall pay the following expenses
related to the Ground Lease Parcel: cost of recording the Quit Claim Deed for the
conveyance of the Ground Lease Parcel and any other documents required by
Carrier; documentary stamps, if required; title search, title insurance; surveys, if
obtained.”
4. The Agreement is modified by adding a new Paragraph 4.J as follows:
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“The CDD, P&W, and Carrier acknowledge that the Closing is contingent upon
P&W and Carrier securing all necessary approvals from all applicable federal, state
and local regulatory agencies and commissions for the subdivision of the Utility
Parcel (the “Subdivision”) and the creation of the P&W Parcel and the Ground
Lease Parcel as separate parcels. The CDD authorizes P&W and Carrier to initiate
and pursue the Subdivision, and the CDD shall cooperate with P&W and Carrier
and execute such documents as the other may reasonably request to complete
the Subdivision required to create the P&W Parcel and the Ground Lease Parcel,
provided that P&W and Carrier shall bear all expenses related to the Subdivision.”
5. Except as modified by this Fourth Amendment, the terms, conditions and
obligations of the Agreement are hereby ratified and confirmed, and remain in full force
and effect in accordance with their respective terms. The parties acknowledge, agree
and confirm that the Agreement is not in default and that no party is deemed to be in
default or having presently been in default. In the event of any conflicts or inconsistencies
between the provisions of the Agreement and the provisions of this Amendment, the
provisions of this Amendment shall control.
6. This Amendment may be executed in any number of counterparts, each of
which shall be deemed to be an original, but all of which together shall constitute one and
the same instrument, and the delivery via email transmission of an executed counterpart
shall constitute delivery of the executed counterpart.
[Signatures follow on next page.]
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IN WITNESS WHEREOF, the parties have caused this Fourth Amendment to be
executed and effective as of the day and year first written above.
ATTEST: , Secretary
BEELINE COMMUNITY DEVELOPMENT DISTRICT By: , Chairman
[Next Page is Signature Page for United Technologies Corporation, Pratt & Whitney Division]
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Signature page for United Technologies Corporation, Pratt & Whitney Division
UNITED TECHNOLOGIES CORPORATION, operating through its Pratt & Whitney Division By: Its , Pratt & Whitney Duly Authorized
[Next Page is Signature Page for
Carrier Corporation]
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Signature page for Carrier Corporation
CARRIER CORPORATION By: Its Duly Authorized
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Exhibit A
[Description of Ground Lease Parcel]
A PORTION OF PARCEL 2, INNOVATION SUBDIVISION ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 98, PAGES 50 THROUGH 53 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID PARCEL 2; THENCE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING SIX (6) COUSES, NORTH 89°39'32" EAST, A DISTANCE OF 987.70 FEET; THENCE SOUTH 44°42'26" EAST, A DISTANCE OF 143.21 FEET; THENCE SOUTH 00°57'54" WEST, A DISTANCE OF 417.32 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE EASTERLY, HAVING A RADIUS OF 240.00 FEET; THENCE SOUTHERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46°01'44", A DISTANCE OF 192.81 FEET TO A POINT OF TANGENCY; THENCE SOUTH 45°03'50" EAST, A DISTANCE OF 495.72 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 320.00 FEET; THENCE SOUTHEASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 29°13'51", A DISTANCE OF 163.26 FEET TO THE POINT OF BEGINNING OF HEREIN DESCRIBED PARCEL OF LAND; THENCE CONTINUE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING TWO (2) COURSES AND EASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 16°03'16", A DISTANCE OF 89.66 FEET TO A POINT OF TANGENCY; THENCE NORTH 89°39'03" EAST, A DISTANCE OF 578.80 FEET; THENCE SOUTH 00°00'00" EAST, A DISTANCE OF 717.86 FEET TO A POINT ON THE NORTH LINE OF A DRAINAGE EASEMENT AS SHOWN ON SAID PLAT; THENCE ALONG THE NORTH LINE OF SAID DRAINAGE EASEMENT THROUGH THE FOLLOWING FOUR (4) COURSES, NORTH 89°56'23" WEST, A DISTANCE OF 29.12 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHERLY, HAVING A RADIUS OF 180.00 FEET; THENCE WESTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 44°52'33", A DISTANCE OF 140.98 FEET TO A POINT OF TANGENCY; THENCE NORTH 45°03'50" WEST, A DISTANCE OF 720.85 FEET; THENCE NORTH 00°20'57" WEST, A DISTANCE OF 164.52 FEET TO THE POINT OF BEGINNING. CONTAINING 7.314 ACRES, MORE OR LESS. SUBJECT TO EASEMENTS, RESTRICTIONS AND RIGHTS-OF-WAY OF RECORD
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20370205-v4
Assignment and Assumption of Ground Lease
This ASSIGNMENT AND ASSUMPTION OF GROUND LEASE (this “Assignment”), dated as of _______, 2020 (the “Effective Date”), is entered into by and between UNITED TECHNOLOGIES CORPORATION, acting through its PRATT & WHITNEY DIVISION, a Delaware corporation, with an address at 400 East Main Street, East Hartford, Connecticut 06108 (“Assignor”), and CARRIER CORPORATION, a Delaware corporation with an address of 13995 Pasteur Blvd, Palm Beach Gardens, FL 33418 (“Assignee”), and consented to by the BEELINE COMMUNITY DEVELOPMENT DISTRICT, a legal entity created under Chapter 190, Florida Statutes, with an address c/o Special District Services, Inc., The Oaks Center, Florida community development district, with an address at 2501 Burns Road, Suite A, Palm Beach Gardens, Florida 33410 (“CDD”).
WHEREAS, the CDD and Assignor are parties to a Water and Wastewater Utility System Acquisition Agreement entered into July 18, 2003 (the “Initial Agreement”).
WHEREAS, pursuant to the Initial Agreement, inter alia, Assignor transferred certain real
property to the CDD, as more particularly described in Exhibit A attached to the Initial Agreement (the “Utility Parcel”), and certain personal property located on the Utility Parcel, as more particularly described in the Initial Agreement (the “Utility Facilities”).
WHEREAS, the CDD and Assignor are parties to a Utility Transfer Waiver Agreement
dated December 3, 2007, as amended by First Amendment to Utility Transfer Waiver Agreement dated October 15, 2008, Second Amendment to Utility Transfer Waiver Agreement dated March 17, 2010, and Third Amendment to Utility Transfer Waiver Agreement dated August 17, 2010 (collectively, the “Agreement”).
WHEREAS, the Agreement provides, inter alia, for the CDD to reconvey the Utility Parcel
and the Utility Facilities to Assignor upon the satisfaction of certain conditions. WHEREAS, in anticipation of receiving the reconveyance of the Utility Parcel and the
Utility Facilities prior to the actual transfer of title of the Utility Parcel to Assignor, Assignor entered into that certain Ground Lease, dated as of August 17, 2010, by and between the CDD, as landlord, and Assignor, as tenant, for a portion of the Utility Parcel (the “Ground Lease Parcel”), as more particularly described in Exhibit A attached hereto and made a part hereof (the “Ground Lease”).
WHEREAS, Assignor wishes to assign, and Assignee wishes to assume, the Ground Lease,
subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, the parties hereto do hereby agree as follows as of the Effective Date:
1. Assignment. Assignor hereby assigns and transfers all of its right, title, interest,
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Assignment and Assumption of Ground Lease Page 2
benefits and privileges as tenant in, to and under the Ground Lease to Assignee, subject to the rent, terms, covenants and conditions of the Ground Lease.
2. Assumption. Assignee hereby assumes performance of all of the terms, covenants,
conditions and obligations of the tenant under the Ground Lease arising or accruing from and after the Effective Date.
3. Security Deposit. Assignor hereby represents and warrants that no security deposit
is being held by the CDD under the Ground Lease. No security deposit is being assigned and conveyed over to Assignee in connection with this Assignment.
4. Indemnifications. Assignor shall indemnify, defend and hold Assignee harmless
from and against any and all loss, cost, liability, obligation, damage, cause of action, claim, demand, judgment, and expense (including reasonable attorneys’ fees) that Assignee suffers or incurs to the extent arising from or relating to Assignor’s breach of this Assignment or breach of the Ground Lease (to the extent it relates to any of Assignor’s obligations arising prior to the Effective Date) or from any act taken (or failure to act) arising out of or in connection with this Agreement or the Ground Lease (to the extent it relates to any of Assignor’s obligations arising prior to the Effective Date). Assignee shall indemnify, defend and hold Assignor harmless from and against any and all loss, cost, liability, obligation, damage, cause of action, claim, demand, judgment, and expense (including reasonable attorneys’ fees) that Assignor suffers or incurs to the extent arising from or relating to Assignee’s breach of this Assignment or breach of the Ground Lease (to the extent it relates to any of Assignee’s obligations arising from and after the Effective Date) or from any act taken (or failure to act) arising out of or in connection with this Assignment or the Ground Lease (to the extent it relates to any of Assignee’s obligations arising from and after the Effective Date).
5. Condition of Demised Premises. As of the Effective Date, Assignor hereby agrees to surrender possession of the Ground Lease Parcel to Assignee in its current “as is” condition. Assignee hereby agrees to accept the Ground Lease Parcel in such “as is” condition as it exists as of the Effective Date, without relying on any representations by Assignor (express or implied) as to the condition of the Ground Lease Parcel. Assignee hereby agrees, on the expiration date of the Ground Lease (or sooner termination or later extension thereof), to properly surrender possession of the Ground Lease Parcel to Landlord in accordance with the terms and conditions of the Ground Lease.
6. Binding Effect. This Assignment shall inure to the benefit of, and be binding upon,
each of the parties hereto and their respective successors and assigns. 7. Miscellaneous.
(A) This Assignment shall be binding upon and inure to the benefit of Assignee and Assignor and their respective successors and assigns, and shall be governed by the laws of the State of Florida.
(B) This Assignment may not be modified, altered or amended, or its terms waived, except by an instrument in writing signed by the parties hereto.
Page 22
Assignment and Assumption of Ground Lease Page 3
(C) None of the provisions of this Assignment are intended to be, nor shall they be construed to be, for the benefit of any party not a party to this Assignment.
(D) Assignor and Assignee each represent to the other that it has the right, power and authority to execute and deliver this Assignment and to perform its obligations hereunder, and this Assignment has been duly authorized, executed and delivered by it and is a valid and binding obligation of it enforceable against it in accordance with the terms hereof.
(E) Assignor and Assignee each represent to the other that neither party has had any dealings, negotiations or consultations with any broker, representative, employee, agent or other intermediary in connection with this Assignment. Assignor and Assignee shall indemnify, defend and hold each other harmless from and against any liability arising as a result of its breach of the foregoing representation.
(F) This Assignment may be executed in any number of counterparts, each of which shall be deemed to be an original, and all such counterparts shall constitute one agreement.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Page 23
Assignment and Assumption of Ground Lease Page S-1
IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment on the day and year first above written.
ASSIGNOR:
UNITED TECHNOLOGIES CORPORATION, acting through its Pratt & Whitney Division, a Delaware corporation
By: ___________________________ Name:_________________________
Title:__________________________ ASSIGNEE:
CARRIER CORPORATION, a Delaware corporation
By: ___________________________ Name:_________________________ Title:__________________________
Page 24
Assignment and Assumption of Ground Lease Page S-2
CONSENT
Beeline Community Development District, landlord under the Ground Lease, hereby consents to this Assignment and Assumption of Ground Lease, and, in consideration of the assumption of liability under the Ground Lease by the Assignee, does hereby release and relieve Assignor from and against any and all claims, obligations and liabilities of every kind and nature whatsoever hereafter arising or accruing out of or in connection with the Ground Lease and relating to matters occurring following the Effective Date.
BEELINE COMMUNITY DEVELOPMENT DISTRICT, a legal entity created under Chapter 190, Florida Statutes
By: ___________________________ Name:_________________________ Title:__________________________
Page 25
Assignment and Assumption of Ground Lease Page A-1
Exhibit A
Legal Description of Ground Lease Parcel
A PORTION OF PARCEL 2, INNOVATION SUBDIVISION ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 98, PAGES 50 THROUGH 53 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE NORTHWEST CORNER OF SAID PARCEL 2; THENCE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING SIX (6) COUSES, NORTH 89°39'32" EAST, A DISTANCE OF 987.70 FEET; THENCE SOUTH 44°42'26" EAST, A DISTANCE OF 143.21 FEET; THENCE SOUTH 00°57'54" WEST, A DISTANCE OF 417.32 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE EASTERLY, HAVING A RADIUS OF 240.00 FEET; THENCE SOUTHERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46°01'44", A DISTANCE OF 192.81 FEET TO A POINT OF TANGENCY; THENCE SOUTH 45°03'50" EAST, A DISTANCE OF 495.72 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 320.00 FEET; THENCE SOUTHEASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 29°13'51", A DISTANCE OF 163.26 FEET TO THE POINT OF BEGINNING OF HEREIN DESCRIBED PARCEL OF LAND; THENCE CONTINUE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING TWO (2) COURSES AND EASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 16°03'16", A DISTANCE OF 89.66 FEET TO A POINT OF TANGENCY; THENCE NORTH 89°39'03" EAST, A DISTANCE OF 578.80 FEET; THENCE SOUTH 00°00'00" EAST, A DISTANCE OF 717.86 FEET TO A POINT ON THE NORTH LINE OF A DRAINAGE EASEMENT AS SHOWN ON SAID PLAT; THENCE ALONG THE NORTH LINE OF SAID DRAINAGE EASEMENT THROUGH THE FOLLOWING FOUR (4) COURSES, NORTH 89°56'23" WEST, A DISTANCE OF 29.12 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHERLY, HAVING A RADIUS OF 180.00 FEET; THENCE WESTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 44°52'33", A DISTANCE OF 140.98 FEET TO A POINT OF TANGENCY; THENCE NORTH 45°03'50" WEST, A DISTANCE OF 720.85 FEET; THENCE NORTH 00°20'57" WEST, A DISTANCE OF 164.52 FEET TO THE POINT OF BEGINNING.
CONTAINING 7.314 ACRES, MORE OR LESS. SUBJECT TO EASEMENTS, RESTRICTIONS AND RIGHTS-OF-WAY OF RECORD
Page 26
Page 1
Record and return to: Property Control Number: _______________________
QUITCLAIM DEED
This QUITCLAIM DEED is made as of the ___ day of _____, 2020, from BEELINE COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government organized and existing under the laws of the State of Florida, whose address is c/o Special District Services, Inc., 11000 Prosperity Farms Road, Suite 104, Palm Beach Gardens, Florida 33410 (“Grantor”), to UNITED TECHNOLOGIES CORPORATION, operating through its PRATT & WHITNEY DIVISION, a Delaware corporation having an office at 400 Main Street, East Hartford, Connecticut 06108 (“Grantee”).
WHEREAS, the Grantor and Grantee are parties to a Water and Wastewater Utility System Acquisition Agreement entered into July 18, 2003 (the “Initial Agreement”).
WHEREAS, pursuant to the Initial Agreement, inter alia, by Quitclaim Deed dated June 27, 2003 and recorded on July 21, 2003 in Book 15559, Page 791 of the Official Records of Palm Beach County (the “Beeline Deed”), P&W transferred certain real property to Grantor, as more particularly described therein (the “Utility Parcel”), and certain personal property located on the Utility Parcel, as more particularly described in the Initial Agreement (the “Utility Facilities”).
WHEREAS, Grantor and Grantee are parties to a Utility Transfer Waiver Agreement dated December 3, 2007 (“Original Agreement”), as amended by First Amendment to Utility Transfer Waiver Agreement dated October 15, 2008, Second Amendment to Utility Transfer Waiver Agreement dated March 17, 2010, and Third Amendment to Utility Transfer Waiver Agreement dated August 17, 2010, and Fourth Amendment to Utility Transfer Waiver Agreement dated _______________ (collectively, with the Original Agreement, the “Agreement”).
WHEREAS, the Original Agreement provides, inter alia, for Grantor to reconvey the Utility Parcel to Grantee upon the satisfaction of certain conditions.
Page 27
Page 2
WHEREAS, in anticipation of receiving the reconveyance of the Utility Parcel prior to the actual transfer of title of the Utility Parcel to Grantee, Grantee entered into that certain Ground Lease (the “Ground Lease”), dated as of August 17, 2010, by and between the Grantor, as landlord, and Grantee, as tenant, for an approximately 7.314-acre portion of the Utility Parcel known as the Ground Lease Parcel which has been operated by Carrier Corporation (“Carrier”).
WHEREAS, in anticipation of the spin-off of Carrier from United Technologies Corporation, Grantee, as assignor, and Carrier, as assignee, entered into that certain Assignment and Assumption of Ground Lease dated _________________.
WHEREAS, in anticipation of the spin-off of Carrier from United Technologies Corporation, Grantee assigned to Carrier, and Carrier assumed from Grantee, all of Grantee’s rights under the Agreement with respect to acquiring the fee interest in the Ground Lease Parcel and Grantee retained the rights under the Agreement with respect to acquiring the fee interest in the Utility Parcel less the Ground Lease Parcel (the “Property”), as more particularly described in Exhibit A attached hereto and made a part hereof.
WHEREAS, Grantor and Grantee agree that each has satisfied the conditions precedent to the reconveyance of the Property from Grantor to Grantee set forth in the Agreement.
WITNESS
That GRANTOR, for the consideration of TEN AND 00/100 DOLLARS ($10.00) and other good and valuable considerations received to its full satisfaction from GRANTEE, does hereby remise, release and quitclaim unto Grantee, its successors and assigns forever, the Property, together with any and all buildings and other improvements now situated thereon and the appurtenances thereto, all as more particularly described in Exhibit A.
TO HAVE AND TO HOLD the Property, together with all rights, easements, privileges and appurtenance thereunto belonging, unto Grantee and Grantee’s successors and assigns forever, to its and their own proper use.
MEANING AND INTENDING to convey the property conveyed by the Beeline Deed, less that certain approximately 7.314-acre unimproved portion described in Exhibit A.
[Next Page is Signature Page]
Page 28
Page S-1
In Witness Whereof, Grantor has caused this deed to be executed as of this ____ day of _____________, 2020.
Signed, sealed and delivered in the presence of: Name:________________________ Name:________________________
Beeline Community Development District, a local unit of special purpose government By:______________________________ Name:____________________________ Title:_____________________________
STATE OF FLORIDA
COUNTY OF PALM BEACH
This instrument was acknowledged before me this _____ day of _______, 2020, by
_____________, as ____________ of Beeline Community Development District, who is personally known to me OR who produced ________________ as identification and who did ________ take an oath.
Notary Public State of Florida (Print, Type or Stamp Commissioned Name)
Personally Known OR Produced Identification
Type of Identification Produced _____________________________
Page 29
Page A-1
Exhibit A
ALL THAT PIECE OR PARCEL OF LAND SHOWN AS PARCEL 2 ON THE PLAT OF INNOVATION SUBDIVISION, SECTIONS 13 AND 14, TOWNSHIP 41 SOUTH, RANGE 40 EAST, PALM BEACH COUNTY, FLORIDA WHICH PLAT IS RECORDED IN PLAT BOOK NO. 98 ON PAGE 50 OF PALM BEACH COUNTY. EXCEPTING AND EXCLUDING: A PORTION OF PARCEL 2, INNOVATION SUBDIVISION ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 98, PAGES 50 THROUGH 53 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID PARCEL 2; THENCE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING SIX (6) COUSES, NORTH 89°39'32" EAST, A DISTANCE OF 987.70 FEET; THENCE SOUTH 44°42'26" EAST, A DISTANCE OF 143.21 FEET; THENCE SOUTH 00°57'54" WEST, A DISTANCE OF 417.32 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE EASTERLY, HAVING A RADIUS OF 240.00 FEET; THENCE SOUTHERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46°01'44", A DISTANCE OF 192.81 FEET TO A POINT OF TANGENCY; THENCE SOUTH 45°03'50" EAST, A DISTANCE OF 495.72 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 320.00 FEET; THENCE SOUTHEASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 29°13'51", A DISTANCE OF 163.26 FEET TO THE POINT OF BEGINNING OF HEREIN DESCRIBED PARCEL OF LAND; THENCE CONTINUE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING TWO (2) COURSES AND EASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 16°03'16", A DISTANCE OF 89.66 FEET TO A POINT OF TANGENCY; THENCE NORTH 89°39'03" EAST, A DISTANCE OF 578.80 FEET; THENCE SOUTH 00°00'00" EAST, A DISTANCE OF 717.86 FEET TO A POINT ON THE NORTH LINE OF A DRAINAGE EASEMENT AS SHOWN ON SAID PLAT; THENCE ALONG THE NORTH LINE OF SAID DRAINAGE EASEMENT THROUGH THE FOLLOWING FOUR (4) COURSES, NORTH 89°56'23" WEST, A DISTANCE OF 29.12 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHERLY, HAVING A RADIUS OF 180.00 FEET; THENCE WESTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 44°52'33", A DISTANCE OF 140.98 FEET TO A POINT OF TANGENCY; THENCE NORTH 45°03'50" WEST, A DISTANCE OF 720.85 FEET; THENCE NORTH 00°20'57" WEST, A DISTANCE OF 164.52 FEET TO THE POINT OF BEGINNING. CONTAINING 7.314 ACRES, MORE OR LESS.
Page 30
Page 1 of 1
Record and return to: Property Control Number: _______________________
QUITCLAIM DEED
This QUITCLAIM DEED is made as of the ___ day of _____, 2020, from BEELINE COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government organized and existing under the laws of the State of Florida, whose address is c/o Special District Services, Inc., 11000 Prosperity Farms Road, Suite 104, Palm Beach Gardens, Florida 33410 (“Grantor”), to CARRIER CORPORATION, a Delaware corporation with an address of 13995 Pasteur Blvd, Palm Beach Gardens, FL 33418 (“Carrier” or “Grantee”).
WHEREAS, the Grantor and United Technologies Corporation, operating through its Pratt & Whitney Division, a Delaware corporation having an office at 400 Main Street, East Hartford, Connecticut 06108 (“P&W”), are parties to a Water and Wastewater Utility System Acquisition Agreement entered into July 18, 2003 (the “Initial Agreement”).
WHEREAS, pursuant to the Initial Agreement, inter alia, by Quitclaim Deed dated June 27, 2003 and recorded on July 21, 2003 in Book 15559, Page 791 of the Official Records of Palm Beach County (the “Beeline Deed”), P&W transferred certain real property to Grantor, as more particularly described therein (the “Utility Parcel”), and certain personal property located on the Utility Parcel, as more particularly described in the Initial Agreement (the “Utility Facilities”).
WHEREAS, Grantor and P&W are parties to a Utility Transfer Waiver Agreement dated December 3, 2007 (“Original Agreement”), as amended by First Amendment to Utility Transfer Waiver Agreement dated October 15, 2008, Second Amendment to Utility Transfer Waiver Agreement dated March 17, 2010, and Third Amendment to Utility Transfer Waiver Agreement dated August 17, 2010, and Fourth Amendment to Utility Transfer Waiver Agreement dated __________________ (collectively, with the Original Agreement, the “Agreement”).
WHEREAS, the Original Agreement provides, inter alia, for Grantor to reconvey the Utility Parcel to P&W upon the satisfaction of certain conditions.
Page 31
Page 2 of 2
WHEREAS, in anticipation of receiving the reconveyance of the Utility Parcel prior to the actual transfer of title of the Utility Parcel to P&W, Grantor entered into that certain Ground Lease dated as of August 17, 2010, by and between the Grantor, as landlord, and Grantee, as tenant, for an approximately 7.314-acre unimproved portion of the Utility Parcel and referred to herein as the Carrier Parcel.
WHEREAS, the Grantee is the owner and operator of the building on the Carrier Parcel.
WHEREAS, in anticipation of the spin-off of Carrier from United Technologies Corporation, P&W, as assignor, and Carrier, as assignee, entered into that certain Assignment and Assumption of Ground Lease dated _________________.
WHEREAS, in anticipation of the spin-off of Carrier from United Technologies Corporation, P&W assigned to Carrier, and Carrier assumed from P&W, all of P&W’s rights under the Agreement with respect to acquiring the fee interest in the Carrier Parcel and P&W retained the rights under the Agreement with respect to acquiring the fee interest in the Utility Parcel less the Carrier Parcel.
WHEREAS, Grantor and Grantee agree that each has satisfied the conditions precedent to the reconveyance of the Carrier Parcel from Grantor to Grantee set forth in the Agreement.
WITNESS
That GRANTOR, for the consideration of TEN AND 00/100 DOLLARS ($10.00) and other good and valuable considerations received to its full satisfaction from GRANTEE, the receipt and sufficiency of which are hereby acknowledged, does hereby remise, release and QUITCLAIM unto Grantee, its successors and assigns forever, the Carrier Parcel, together with any and all buildings and other improvements now situated thereon and the appurtenances thereto, all as more particularly described in Exhibit A.
TO HAVE AND TO HOLD the Carrier Parcel unto Grantee and Grantee’s successors and assigns forever, to its and their own proper use.
MEANING AND INTENDING to convey an approximately 7.314-acre unimproved portion of the property conveyed by the Beeline Deed.
[Next Page is Signature Page]
Page 32
Page S-1
In Witness Whereof, Grantor has caused this deed to be executed as of this ____ day of ________, 2020.
Signed, sealed and delivered in the presence of: Name:________________________ Name:________________________
Beeline Community Development District, a local unit of special purpose government By:______________________________ Name:____________________________ Title:_____________________________
STATE OF FLORIDA
COUNTY OF PALM BEACH
This instrument was acknowledged before me this _____ day of _______, 2020,
by _____________, as ____________ of Beeline Community Development District, who is personally known to me OR who produced ________________ as identification and who did ________ take an oath.
Notary Public State of Florida (Print, Type or Stamp Commissioned Name)
Personally Known OR Produced Identification
Type of Identification Produced _____________________________
Page 33
Exhibit A – Page 1 of 1
Exhibit A
Carrier Parcel Legal Description
A PORTION OF PARCEL 2, INNOVATION SUBDIVISION ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 98, PAGES 50 THROUGH 53 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHWEST CORNER OF SAID PARCEL 2; THENCE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING SIX (6) COUSES, NORTH 89°39'32" EAST, A DISTANCE OF 987.70 FEET; THENCE SOUTH 44°42'26" EAST, A DISTANCE OF 143.21 FEET; THENCE SOUTH 00°57'54" WEST, A DISTANCE OF 417.32 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE EASTERLY, HAVING A RADIUS OF 240.00 FEET; THENCE SOUTHERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 46°01'44", A DISTANCE OF 192.81 FEET TO A POINT OF TANGENCY; THENCE SOUTH 45°03'50" EAST, A DISTANCE OF 495.72 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 320.00 FEET; THENCE SOUTHEASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 29°13'51", A DISTANCE OF 163.26 FEET TO THE POINT OF BEGINNING OF HEREIN DESCRIBED PARCEL OF LAND; THENCE CONTINUE ALONG THE NORTH LINE OF SAID PARCEL 2 THROUGH THE FOLLOWING TWO (2) COURSES AND EASTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 16°03'16", A DISTANCE OF 89.66 FEET TO A POINT OF TANGENCY; THENCE NORTH 89°39'03" EAST, A DISTANCE OF 578.80 FEET; THENCE SOUTH 00°00'00" EAST, A DISTANCE OF 717.86 FEET TO A POINT ON THE NORTH LINE OF A DRAINAGE EASEMENT AS SHOWN ON SAID PLAT; THENCE ALONG THE NORTH LINE OF SAID DRAINAGE EASEMENT THROUGH THE FOLLOWING FOUR (4) COURSES, NORTH 89°56'23" WEST, A DISTANCE OF 29.12 FEET TO THE POINT OF CURVATURE OF A CURVE, CONCAVE NORTHERLY, HAVING A RADIUS OF 180.00 FEET; THENCE WESTERLY, ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 44°52'33", A DISTANCE OF 140.98 FEET TO A POINT OF TANGENCY; THENCE NORTH 45°03'50" WEST, A DISTANCE OF 720.85 FEET; THENCE NORTH 00°20'57" WEST, A DISTANCE OF 164.52 FEET TO THE POINT OF BEGINNING. CONTAINING 7.314 ACRES, MORE OR LESS.
Page 34
Beeline Community Development District Capital Outlay Report
As Of 1/31/2020
Infrastructure Estimated 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond 2008 Bond Total
Component Cost
FY 07-08 Req # 1-S to
6-S
FY 08-09 Req # 7-S to
17-S
FY 09-10 Req # 18-S to
28-S
FY 10-11 Req # 29-S to
38-S
FY 11-12 Req # 39-S to
42-S
FY 12-13 Req # 43-S to
49-S
FY 13-14 Req # 50-S to
54-S
FY 13-14 Req # 55-S to
62-S
FY 15-16 Req # 63-S to
66-S
FY 16-17 Req # 67-S to
71-S
FY 17-18 Req # 72-S to
75-S
FY 18-19 Req # 76-S to
84-S FY 19-20
Req # 85-SFY 19-20
Req # 86-SFY 19-20
Req # 87-S Paid
Total PBC Water & Wastewater Utilities 5,527,291.00$ -$ 5,512,753.74$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 5,512,753.74$
Water Main Replacement 425,000.00$ 425,000.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 425,000.00$
Fire Protection System Improvements 445,883.00$ -$ -$ -$ -$ -$ -$ -$ 39,342.40$ 370,449.77$ -$ 9,800.00$ 283,858.67$ 78,159.52$ -$ 14,263.20$ 795,873.56$
Electrical Improvements To C.S. #1 155,000.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$
Electric Submersible Pumps/Installation 285,000.00$ -$ -$ -$ -$ 126,095.00$ 225,682.97$ 66,817.23$ 17,171.45$ -$ -$ -$ -$ -$ -$ -$ 435,766.65$
Abandonment Of Deep Injection Well 350,000.00$ -$ -$ 3,244.00$ 224,026.44$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 227,270.44$
Abandonment Of Production Wells 42,000.00$ 28,800.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 28,800.00$
Demolition Of Water & Wastewater Treatment Plants 450,000.00$ -$ 7,400.00$ 197,421.96$ 220,599.17$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 425,421.13$
Professional Services & Permitting 430,577.00$ 58,983.18$ 68,983.67$ 114,069.71$ 37,615.50$ 52,006.35$ 36,261.20$ 79,394.98$ 81,756.83$ 30,583.90$ 61,836.96$ 20,556.37$ 48,918.39$ 9,573.09$ 7,604.91$ -$ 708,145.04$
Sub Total 8,110,751.00$ 512,783.18$ 5,589,137.41$ 314,735.67$ 482,241.11$ 178,101.35$ 261,944.17$ 146,212.21$ 138,270.68$ 401,033.67$ 61,836.96$ 30,356.37$ 332,777.06$ 87,732.61$ 7,604.91$ 14,263.20$ 8,559,030.56$
10% Contingency -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$
Additional Infrastructure Improvements -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$
Gravity Sewer Manhole Improvements 116,000.00$ 86,311.03$ 58,890.59$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 145,201.62$
8 inch Water Line Replacement 300,000.00$ 296,430.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 296,430.00$
Fire Protection Pump Station Access Road Paving 83,000.00$ 87,263.26$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 87,263.26$
Professional Services and Permitting 121,260.00$ 45,410.75$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 45,410.75$
PBC Reimbursement of Engineering Fees (50% of PBC) (26,936.55)$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$
Sub Total 593,323.45$ 132,674.01$ 382,741.03$ 58,890.59$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 574,305.63$
Contingency 59,332.35$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$
Grand Total 8,763,406.80$ 645,457.19$ 5,971,878.44$ 373,626.26$ 482,241.11$ 178,101.35$ 261,944.17$ 146,212.21$ 138,270.68$ 401,033.67$ 61,836.96$ 30,356.37$ 332,777.06$ 87,732.61$ 7,604.91$ 14,263.20$ 9,133,336.19$
Total Bond Proceeds
Interest Earned
Develper Contribution $60,000.00
Refund of Construction Bond $27,000.00
Amount Paid
Total Remaining
$8,925,050.00
$136,974.59
($9,133,336.19)
$15,688.40
Page 35
BISHOP ENVIRONMENTAL SPECIALISTS, INC. 3 St. Giles Road, Palm Beach Gardens, FL 33418
(561) 310-4529 March 1, 2019
Peter Pimentel Beeline Community Development District 2501A Burns Road Palm Beach Gardens, Florida 33410 Re: Monthly Status Report
Dear Mr. Pimentel:
Bishop Environmental Specialists, Inc. (“BES”) is pleased to offer the following BCDD fire booster/storm water facilities progress report. Storm Water Pump Station (Scope D) BES personnel have monitored as described in approved Scope D and continue recording canal levels on both the intake and discharge side of the pump station as well as pump/gate operation and elapsed time readings. BES has performed weekly functional and load testing for gates, pumps and the emergency generator and is monitoring system telemetry for operational status changes. Monthly pump run time data for the storm water pumps was reported to BCDD and to Pratt Whitney personnel. Aquatic weed accumulation on the pump intake screen has been minimal for many months. Fire Protection Pump Station (Scope E) BES personnel have monitored as described in approved Scope E, noting observations in the operations log book. Monthly testing of the backup fire booster pump continues. BES continued housekeeping of the building interior. The system functioned as designed during the past month. If you require additional information, please do not hesitate to call. Sincerely, BISHOP ENVIRONMENTAL SPECIALISTS, INC. Rim Bishop, President
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