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BEELINE COMMUNITY DEVELOPMENT DISTRICT PALM BEACH COUNTY REGULAR BOARD MEETING MARCH 17, 2020 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
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BEELINE COMMUNITY DEVELOPMENT

DISTRICT

PALM BEACH COUNTY REGULAR BOARD MEETING

MARCH 17, 2020 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

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AGENDA BEELINE COMMUNITY DEVELOPMENT DISTRICT

The Oaks Center 2501 Burns Road, Suite A

Palm Beach Gardens, Florida 33410 REGULAR BOARD MEETING

March 17, 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. February 18, 2020 Regular Board Meeting.......................................................................................Page 3

G. Old Business

1. Update on Fire and Water Systems

H. New Business

1. Consider Conveyance:

a. Consider Approval of the Fourth Amendment to Utility Transfer Waiver Agreement and Partial Assignment of Future Ownership Rights……………………………………………Page 6

b. Consider Approval of Assignment and Assumption of Ground Lease………………………….Page 20

c. Consider Approval of Quit Claim Deed from the District to UTC……………………………...Page 26

d. Consider Approval of Quit Claim Deed from the District to UTC Fire & Security Corporation……………………………………………………………………………………...Page 30

I. Administrative Matters

1. Capital Budget Tracking……………………………………………………………………………Page 34

2. Monthly Status Report – Operations………………………………………………………………..Page 35

3. Monthly Status Report – Engineer………………………………………………………………….Page 37

J. Board Members Comment

K. Adjourn

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BEELINE COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING

FEBRUARY 18, 2020 A. CALL TO ORDER District Manager Todd Wodraska called the February, 2020 Regular Board Meeting of the Beeline Community Development District to order at 10:31 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

Gerry Knight (phone) Billing, Cochran, Lyles, Mauro & Ramsey, P.A

District Engineer Karen Brandon AECOM Special Counsel Phil Gildan Greenburg Traurig Landowner Rep Dave Gorman (phone) UTC/Pratt Whitney Landowner Rep George Watson (phone) UTC/Pratt Whitney 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. January 21, 2020, Regular Board Meeting

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A motion was made by Mr. Sillan, seconded by Mr. Harris, and unanimously passed to approve the minutes of the January 21, 2020, Regular Board Meeting, as presented. G. OLD BUSINESS

1. Update on Fire and Water Systems Ms. Brandon reported that the contractor, Johnson Davis, provided the final “as-built” drawings recently but her office sent them back with several revisions. She expressed frustration with the contractor’s lack of follow up and attention to finalizing the project. H. NEW BUSINESS

1. Consider Conveyance:

i. Discussion Regarding Modified Sections of the Utility Waiver Agreement

Mr. Gildan explained that UTC/Pratt Whitney representatives are requesting that the property that was transferred to the CDD, where the water treatment facility was, be conveyed back to UTC and their subsidiary Carrier Corp. He further explained that the capital project is near completion which was one of the conditions that needed to be met to move forward with the conveyance. Mr. Lyles reviewed the history of the property and noted that this conveyance back was always part of the ultimate plan. He noted that UTC/Pratt Whitney have a corporate relationship with Carrier Corp. and he was comfortable recommending approval of the conveyance documents. Mr. Knight noted that all of the costs related to the conveyance are being paid by the private landowners and not by the CDD.

ii. Consider Approval of the Fourth Amendment to Utility Transfer Waiver Agreement and Partial Assignment of Future Ownership Rights

A motion was made by Mr. Harris, seconded by Mr. Sillan, and unanimously passed to approve the Fourth Amendment to Utility Transfer Waiver Agreement and Partial Assignment of Future Ownership Rights, in substantial form and subject to final review and approval from CDD staff.

iii. Consider Approval of Assignment and Assumption of Ground Lease

A motion was made by Mr. Harris, seconded by Mr. Simm, and unanimously passed to approve the Assignment and Assumption of Ground Lease, in substantial form and subject to final review and approval from CDD staff.

iv. Consider Approval of Quit Claim Deed from the District to UTC

A motion was made by Mr. Sillan, seconded by Mr. Harris, and unanimously passed to approve the Quit Claim Deed from the District to UTC, in substantial form and subject to final review and approval from CDD staff.

v. Consider Approval of Quit Claim Deed from the District to Carrier Corporation

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A motion was made by Mr. Harris, seconded by Mr. Simm, and unanimously passed to approve the Quit Claim Deed from the District to Carrier Corporation, in substantial form and subject to final review and approval from CDD staff. 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 $15,688.40 in the construction account but noting that there is still $109,956.57 remaining on the contract plus approximately $5,000 in soft costs to complete the Fire Protection Phase 2 project.

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 March 17, 2020 at 10:30 a.m. K. ADJOURN A motion was made by Mr. Pruszynski, seconded by Mr. Simm and carried unanimously to adjourn the meeting at 11:12 a.m. ____________________________ _________________________________ Secretary/Assistant Secretary Chair/Vice-Chair

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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

UTC Fire & Security Corporation (“F&S”).

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 and the CDD acknowledge 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, F&S 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 F&S from UTC, prior to such spin-off

F&S 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 F&S,

and F&S 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 F&S 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 F&S (the “Subdivision”).

WHEREAS, the CDD is willing to accommodate the request of P&W and F&S 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 F&S 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) F&S 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 F&S, on the date

designated by P&W and F&S 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 B 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 F&S 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 F&S request to

obtain a title insurance policy or policies insuring their interests and, whether or not

either P&W or F&S 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 F&S 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 Ground 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. F&S 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

F&S; 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 F&S acknowledge that the Closing is contingent upon P&W

and F&S 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 F&S to initiate and

pursue the Subdivision, and the CDD shall cooperate with P&W and F&S 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 F&S 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 UTC Fire & Security Corporation]

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Signature page for UTC Fire & Security Corporation

UTC FIRE & SECURITY 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) COURSES, 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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Exhibit B

Title Exceptions

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20370205-v4 ACTIVE 48751981v5

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 UTC FIRE & SECURITY 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, 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,

benefits and privileges as tenant in, to and under the Ground Lease to Assignee, subject to the rent,

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Assignment and Assumption of Ground Lease Page 2 ACTIVE 48751981v5

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.

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Assignment and Assumption of Ground Lease Page 3 ACTIVE 48751981v5

(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]

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Assignment and Assumption of Ground Lease Page S-1 ACTIVE 48751981v5

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:

UTC FIRE & SECURITY CORPORATION, a Delaware corporation

By: ___________________________ Name:_________________________ Title:__________________________

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Assignment and Assumption of Ground Lease Page S-2 ACTIVE 48751981v5

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:__________________________

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Assignment and Assumption of Ground Lease Page A-1 ACTIVE 48751981v5

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) COURSES, 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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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., with an address c/o Special District Services, Inc., The Oaks Center, 2501 Burns Road, Suite A, 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, together with UTC Fire & Security Corporation (“F&S”), are parties to the 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.

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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 F&S.

WHEREAS, in anticipation of the spin-off of F&S from United Technologies Corporation, Grantee, as assignor, and F&S, as assignee, entered into that certain Assignment and Assumption of Ground Lease dated _________________.

WHEREAS, in anticipation of the spin-off of F&S from United Technologies Corporation, Grantee assigned to F&S, and F&S 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]

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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

The foregoing instrument was acknowledged before me by means of physical presence or online notarization, this ____ day of _________________, 2020, by __________________________ the _______________________of the Beeline Community Development District, ,a local unit of special purpose government organized and existing under the laws of the State of Florida, on behalf of the corporation. He/she is personally known to me or has produced ______________________ (type of identification) as identification.

[Notary Seal] (Signature of person taking acknowledgment) (Name typed, printed or stamped) (Serial number, if any)

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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) COURSES, 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.

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Page 1 of 1 ACTIVE 48752097v4

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., with an address c/o Special District Services, Inc., The Oaks Center, 2501 Burns Road, Suite A, Palm Beach Gardens, Florida 33410 (“Grantor”), to UTC FIRE & SECURITY CORPORATION, a Delaware corporation with an address of 13995 Pasteur Blvd, Palm Beach Gardens, FL 33418 (“F&S” 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, together with F&S, are parties to the 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.

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Page 2 of 2 ACTIVE 48752097v4

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 portion of the Utility Parcel and referred to herein as the F&S Parcel.

WHEREAS, the Grantee is the owner and operator of the building on the F&S Parcel.

WHEREAS, in anticipation of the spin-off of F&S from United Technologies Corporation, P&W, as assignor, and F&S, as assignee, entered into that certain Assignment and Assumption of Ground Lease dated _________________.

WHEREAS, in anticipation of the spin-off of F&S from United Technologies Corporation, P&W assigned to F&S, and F&S assumed from P&W, all of P&W’s rights under the Agreement with respect to acquiring the fee interest in the F&S Parcel and P&W retained the rights under the Agreement with respect to acquiring the fee interest in the Utility Parcel less the F&S Parcel.

WHEREAS, Grantor and Grantee agree that each has satisfied the conditions precedent to the reconveyance of the F&S 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 F&S 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 F&S 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 portion of the property conveyed by the Beeline Deed.

[Next Page is Signature Page]

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Page S-1 ACTIVE 48752097v4

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

The foregoing instrument was acknowledged before me by means of physical presence or online notarization, this ____ day of _________________, 2020, by __________________________ the _______________________of the Beeline Community Development District, ,a local unit of special purpose government organized and existing under the laws of the State of Florida, on behalf of the corporation. He/she is personally known to me or has produced ______________________ (type of identification) as identification.

[Notary Seal] (Signature of person taking acknowledgment) (Name typed, printed or stamped) (Serial number, if any)

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Exhibit A – Page 1 of 1 ACTIVE 48752097v4

Exhibit A

F&S 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) COURSES, 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.

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Beeline Community Development District Capital Outlay Report

As Of 2/29/2020

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

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