beacon lakes community - nebula.wsimg.com

Beacon Lakes Community

Development District

June 6, 2017

Agenda Package

Beacon Lakes Community Development District Severn Trent Services, Management Services Division

210 N. University Drive • Suite 702 • Coral Springs, Florida 33071 Telephone: (954) 603-0033 • Fax: (954) 345-1292

May 30, 2017

Board of Supervisors

Beacon Lakes Community Development District

Dear Board Members:

The regular business meeting of the Board of Supervisors of the Beacon Lakes Community

Development District will be held Tuesday, June 6, 2017 at 9:00 a.m. at 12400 NW 22nd Street,

Miami, Florida. Following is the advance agenda for the meeting:

1. Roll Call

2. Approval of Agenda

3. New Business

4. Manager’s Report

A. Approval of the Minutes of the May 2, 2017 Meeting

B. Discussion on Proposed Fiscal Year 2018 Budget

C. Financial Statements

5. Action Item

A. Proposal for Additional Mitigation Services

6. Engineer’s Report

7. Attorney’s Report

A. Discussion and Possible Action on the License Agreement with Vulcan Industries

8. Public Comments

9. Supervisor Requests

10. Adjournment

All supporting documentation is enclosed or will be distributed at the meeting. The balance of

the agenda is routine in nature. If you have any questions, please give me a call.

Sincerely,

Kenneth Cassel/jb

District Manager

Fourth Order of Business

Unapproved 1

MINUTES OF MEETING

BEACON LAKES

COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the Beacon Lakes Community

Development District was held on Tuesday, May 2, 2017 at 9:08 a.m. at 12400 N.W. 22nd Street,

Miami, Florida.

Present and constituting a quorum were:

Scott Gregory Chairman

Karley Megrew Vice Chairperson

Leslie Menendez Assistant Secretary

Denver Glazier Assistant Secretary

Barbara Mantecon Assistant Secretary

Also present were:

Kenneth Cassel District Manager

Michael Pawelczyk District Counsel

Juan Alvarez District Engineer

Travis Harvey Prologis

Margarita Cambas Riggs Prologis

FIRST ORDER OF BUSINESS Roll Call

Mr. Cassel called the meeting to order and called the roll. A quorum was established.

SECOND ORDER OF BUSINESS Approval of the Agenda

There being no comments,

On MOTION by Ms. Menendez seconded by Mr. Glazier

with all in favor the agenda was approved.

THIRD ORDER OF BUSINESS New Business

There being no new business, the next item followed.

FOURTH ORDER OF BUSINESS Manager’s Report

A. Approval of the Minutes of the March 7, 2017 Meeting

May 2, 2017 Beacon Lakes C.D.D.

Unapproved 2

Mr. Cassel stated each Board member received a copy of the minutes of the March 7, 2017

meeting and requested any additions, corrections or changes.

There not being any,

On MOTION by Mr. Glazier seconded by Ms. Menendez

with all in favor the minutes of the March 7, 2017 meeting

were approved.

B. Distribution of the Proposed Fiscal Year 2018 Budget

o The proposed Fiscal Year 2018 budget was reviewed.

o Mr. Harvey noted we will be doing infrastructure improvements throughout 2017 and

most of 2018. Towards the end of this year, November through February is when we

will begin to fund any O&M budgets.

o The County is very picky about slopes being very flat to make it easy for them to

maintain. Since the CDD maintains these areas, the County does not care as much.

o Mr. Alvarez noted this maintenance agreement has been in place from the very beginning.

He felt it is time to revisit this again to make certain we have the maintenance agreement

for the right-of-way with the proper maps and covenants.

o Mr. Pawelczyk commented when you speak with the County, can we do an amended and

restated covenant to maintain rights-of-way with a legal description with the park as

expanded, and the whole CDD as expanded that lists all those areas and would replace

any existing covenant.

o Mr. Harvey stated the reason we are expanding the CDD is to have the added benefit of

the Master Storm Water System being maintained and the common areas looking

uniform. He wants this to be a top priority.

o We need to research all maintenance agreements.

Let the record reflect Mr. Gregory and Ms. Mantecon joined the meeting.

o Some narrative changes need to be made on the budget.

o Mr. Cassel reviewed the budgeting process, noting the proposed budget will need to be

approved today.


Unapproved 3

On MOTION by Mr. Gregory seconded by Ms. Mantecon

with all in favor the proposed budget for Fiscal Year 2018

was approved.

C. Consideration of Resolution 2017-04 Approving the Budget and Setting the

Public Hearing

o Mr. Pawelczyk explained under what circumstances Ms. Megrew would be authorized to

approve and execute certain agreements.

On MOTION by Mr. Gregory seconded by Ms. Mantecon

with all in favor Resolution 2017-04 approving the proposed

budget for Fiscal Year 2018 and setting a public hearing for

July 11, 2017 at 9:00 a.m. at 12400 N.W. 22nd Street,

Miami, Florida was adopted.

D. Financial Statements

o The financial statements through March 31, 2017 were presented.

On MOTION by Mr. Glazier seconded by Ms. Mantecon

with all in favor the financial statements through March

2017 were accepted.

FIFTH ORDER OF BUSINESS Engineer’s Report

o Mr. Alvarez stated last week we did an estimate of how much additional funds we will

need to complete improvements.

o He noted this entire park was built in 12 phases originally. All of which have been

completed except for three. He described the three phases left.

o He estimates to complete Phase I, which includes 122nd Avenue, will cost about $4.3

million including land acquisition. It will probably bid in the third quarter of this year.

o Mr. Harvey is working to finalize a licensing agreement with Florida Rock; safety

requirements, permitting and right-of-way dedication.

o Turnberry is locked up. Next is getting through the County and environmental permitting

with the Army Corps of Engineers and the District.

SIXTH ORDER OF BUSINESS Attorney’s Report

A. Easement Agreement – Topgolf

B. Easement Agreement – Mercantil Bank

o Mr. Pawelczyk noted there are two Storm Water Drainage and Flowage Easements.


Unapproved 4

o One is where Topgolf is granting an easement to the CDD.

o The other is in virtually the same form where Mercantil CommerceBank is granting a

storm water drainage easement to the District.

o Mr. Pawelczyk noted they are close to being in final form, but would like the Board to

approve these in substantially final form so that once the exhibits are finalized; we will

have them executed.

On MOTION by Mr. Gregory seconded by Mr. Glazier with

all in favor authorization to execute and accept the Storm

Water Drainage and Flowage Easements with Topgolf and

Mercantil Commercebank was approved.

o Mr. Pawelczyk reminded the Supervisors they will be receiving their Form 1, which is

due the beginning of July and should be filed with the Supervisor of Elections in the

County in which you reside.

SEVENTH ORDER OF BUSINESS Public Comments

There not being any, the next item followed.

EIGHTH ORDER OF BUSINESS Supervisor Requests

There not being any, the next item followed.

NINTH ORDER OF BUSINESS Adjournment

There being no further business,

On MOTION by Ms. Mantecon seconded by Ms. Menendez

with all in favor the meeting was adjourned.

Kenneth Cassel Scott Gregory

Secretary Chairperson

BEACON LAKESCommunity Development District

Annual Operating and Debt Service Budget

Fiscal Year 2018

Prepared by:

Version 2 -Modified Tentative Budget:

(Version 1 Printed on 5/23/17 )

BEACON LAKES

Community Development District

Page #

OPERATING BUDGET

General Fund

Summary of Revenues, Expenditures and Changes in Fund Balances …………………………….. 1-2

Budget Narrative …………………………………………………………………………………………… 3-6

Exhibit A - Allocation of Fund Balances ………………………………………………………………… 7

DEBT SERVICE BUDGETS

Series 2003

Summary of Revenues, Expenditures and Changes in Fund Balances …………………………….. 8

Series 2007

Summary of Revenues, Expenditures and Changes in Fund Balances …………………………….. 9

Amortization Schedule …………………………………………………………………………………… 10-11

Budget Narrative ……………………………………………………………………………………………….. 12

SUPPORTING BUDGET SCHEDULE

Comparison of Assessments Rates …………………………………………………………………………. 13

Table of Contents


Fiscal Year 2018

Fiscal Year 2018

Beacon Lakes


Operating Budget

BEACON LAKES

Community Development District General Fund

ADOPTED ACTUAL PROJECTED TOTAL ANNUAL

ACTUAL ACTUAL BUDGET THRU APR PROJECTED BUDGET

ACCOUNT DESCRIPTION FY 2015 FY 2016 FY 2017 APR-17 SEPT-2017 FY 2017 FY 2018

Interest - Investments 1,548$ $3,315 1,500$ 2,021$ 2,021$ 4,042$ 1,500$

Interest - Tax Collector 56 41 - 57 - 57 -

Special Assmnts- Tax Collector 702,002 702,002 702,002 685,045 16,957 702,002 702,002

Special Assmnts- Discounts (27,506) (27,148) (28,080) (21,591) (6,489) (28,080) (28,080)

Settlements - 1,275 - - - - -

Other Miscellaneous Revenues - 4,234 - - - - -

TOTAL REVENUES 676,100 683,719 675,422 665,532 12,489 678,021 675,422

EXPENDITURES

Administrative

ProfServ-Arbitrage Rebate 600 - 600 - 600 600 600

ProfServ-Dissemination Agent 1,500 1,500 1,000 - 1,000 1,000 1,000

ProfServ-Engineering 7,924 10,285 23,000 6,299 16,701 23,000 23,000

ProfServ-Legal Services 15,061 32,596 27,484 14,672 12,812 27,484 27,484

ProfServ-Mgmt Consulting Serv 51,056 51,567 53,114 30,983 30,983 61,966 54,707

ProfServ-Special Assessment 8,011 8,091 8,334 8,334 - 8,334 8,584

Auditing Services 5,000 5,000 5,000 5,000 - 5,000 5,200

Postage and Freight 435 496 500 284 216 500 500

Insurance - Property 11,259 11,941 13,732 12,031 - 12,031 13,836

Printing and Binding 1,085 1,547 1,800 591 591 1,182 1,800

Legal Advertising 399 543 500 - - - 500

Misc-Bank Charges - - - - - - -

Misc-Property Taxes 1,288 1,264 1,361 7,638 - 7,638 1,361

Misc-Assessmnt Collection Cost 6,745 6,755 7,020 5,745 - 5,745 7,020

Misc-Contingency 50 - 250 50 200 250 250

Misc-Web Hosting 1,081 875 1,000 583 500 1,083 1,000

Office Supplies 198 193 325 350 - 350 325

Annual District Filing Fee 175 175 175 175 - 175 175

Total Administrative 111,867 132,828 145,195 92,735 63,603 156,338 147,342

Field

ProfServ-Field Management 48,000 48,000 48,000 28,000 24,000 52,000 48,000

Contracts-Janitorial Services 51,660 51,660 51,660 30,237 25,830 56,067 51,660

Contracts-Other Services - 1,701 1,701 1,765 - 1,765 1,765

Contracts-Wetland Mitigation 23,893 23,893 23,893 13,938 11,947 25,885 23,893

Contracts-Landscape 178,452 178,452 178,452 104,097 89,226 193,323 178,452

Contracts-Canal Maint/Cleaning 39,255 42,354 39,255 23,728 15,527 39,255 39,255

Electricity - General 7,993 5,417 7,500 3,483 3,483 6,966 7,500

R&M-General 10,244 14,361 48,000 7,339 7,339 14,678 48,000

R&M-Canals 16,079 10,970 16,000 8,393 7,607 16,000 16,000

R&M-Fertilizer - 10,000 - 10,000 10,000 10,000

R&M-Grounds 28,946 21,118 30,000 975 29,025 30,000 30,000

R&M-Irrigation 38,858 37,929 26,000 22,851 22,851 45,702 26,000

R&M-Mulch 24,200 26,928 25,000 3,750 21,250 25,000 25,000

R&M-Trees and Trimming 8,360 32,550 30,000 3,450 26,550 30,000 30,000

R&M-Mitigation 19,410 12,750 17,500 4,500 13,000 17,500 17,500

Total Field 495,350 508,083 552,961 256,506 307,635 564,141 553,025

Summary of Revenues, Expenditures and Changes in Fund Balances

Fiscal Year 2018 Modified Tentative Budget

REVENUES

Annual Operating and Debt Service BudgetFiscal Year 2018 1

BEACON LAKES







TOTAL EXPENDITURES 607,217 640,911 698,156 349,241 371,238 720,479 700,367

Excess (deficiency) of revenues

Over (under) expenditures 68,883 42,808 (22,734) 316,291 (358,749) (42,458) (24,945)

OTHER FINANCING SOURCES (USES)

Contribution to (Use of) Fund Balance - - (22,734) - - - (24,945)

TOTAL OTHER SOURCES (USES) - - (22,734) - - - (24,945)

Net change in fund balance 68,883 42,808 (22,734) 316,291 (358,749) (42,458) (24,945)

FUND BALANCE, BEGINNING 634,649 703,532 746,340 746,340 - 746,340 703,882

FUND BALANCE, ENDING 703,532$ 746,340$ 723,606$ 1,062,631$ (358,749)$ 703,882$ 678,937$


BEACON LAKESCommunity Development District General Fund

Budget NarrativeFiscal Year 2018

Annual Operating and Debt Service BudgetFiscal Year 2018

REVENUES

Interest-Investments

The District earns interest on the monthly average collected balance for their operating, money market andcertificates of deposit accounts.

Special Assessments-Tax Collector

The District will levy a Non-Ad Valorem assessment on all the assessable property within the District in order to pay forthe operating expenditures during the Fiscal Year.

Special Assessments-DiscountsPer Section 197.162, Florida Statutes, discounts are allowed for early payment of assessments. The budgeted amountfor the fiscal year is calculated at 4% of the anticipated Non-Ad Valorem assessments.

EXPENDITURES

Administrative

Professional Services-Arbitrage RebateThe District has a proposal with a company who specializes to calculate the District's Arbitrage Rebate Liability on theSeries of Benefit Special Assessment Bonds. The budgeted amount for the fiscal year is based on standard fees chargedfor this service.

Professional Services-Dissemination AgentThe District is required by the Securities and Exchange Commission to comply with Rule 15c2-12(b)-(5), which relates toadditional reporting requirements for unrelated bond issues. The budgeted amount for the fiscal year is based onstandard fees charged for this service.

Professional Services-Engineering

The District's engineer provides general engineering services to the District, i.e. attendance and preparation for monthlyboard meetings when requested, review of invoices, and other specifically requested assignments.

Professional Services-Legal Services

The District’s Attorney, Billing, Cochran, Heath provides general legal services to the District, i.e., attendance andpreparation for monthly Board meetings, review of contracts, review of agreements and resolutions, and other research asdirected or requested by the Board of Supervisors and the District Manager.

Professional Services-Management Consulting Services

The District receives Management, Accounting and Administrative services as part of a Management Agreement withSevern Trent Environmental Services, Inc. Also included are costs for Information Technology charges to process all ofthe District’s financial activities, i.e. accounts payable, financial statements, budgets, etc., on a main frame computerowned by Severn Trent in accordance with the management contract and the charge for rentals. The budgeted amountfor the fiscal year is based on the contracted fees outlined in Exhibit "A" of the Management Agreement, with a moderateproposed increase.

Professional Services-Special Assessment

Administrative costs to put the District’s assessments on the Tax Roll.

Auditing Services

The District is required to conduct an annual audit of its financial records by an Independent Certified Public AccountingFirm. The budgeted amount for the fiscal year is based on contracted fees from an existing engagement letter.

3




EXPENDITURES

Administrative (continued)

Postage and Freight

Actual postage and/or freight used for District mailings including agenda packages, vendor checks and othercorrespondence.

Insurance-Property

The District's Property Insurance policy is with Public Risk Insurance Agency. They specialize in providing insurancecoverage to governmental agencies. The budgeted amount allows for a projected increase (15%) in the premium paid forFY 2015.

Printing and Binding

Copies used in the preparation of agenda packages, required mailings, and other special projects.

Legal Advertising

The District is required to advertise various notices for monthly Board meetings and other public hearings in a newspaperof general circulation.

Miscellaneous-Property Taxes

This represents billing from Miami-Dade Tax Collector on eleven portfolios.

Miscellaneous-Assessment Collection Costs

The District reimburses the Miami-Dade County Tax Collector for her or his necessary administrative costs. Per theFlorida Statutes, administrative costs shall include, but not be limited to, those costs associated with personnel, forms,supplies, data processing, computer equipment, postage, and programming. The District also compensates the TaxCollector for the actual cost of collection or 1% on the amount of special assessments collected and remitted, whichever isgreater. The budget for collection costs was based on a maximum of 1% of the anticipated assessment collections.

Miscellaneous-Contingency

This represents any additional expenditure that may not have been provided for in the budget.

Miscellaneous-Web Hosting

Per Florida Statute, the District is required to have and maintain a website.

Office Supplies

Supplies used in the preparation and binding of agenda packages, required mailings, and other special projects.

Annual District Filing Fee

The District is required to pay an annual fee of $175 to the Department of Economic Opportunity.

4




EXPENDITURES

Field

Professional Services-Field ManagementThe District will be managed by Prologis for the operation of the Property and its contractors @ $4,000 per month.

Contracts-Janitorial ServicesThe District will contract with Facility Pro-Sweep, Inc. for power sweeping services, day porter services. Total of $4,305per month.

Contracts-Other ServicesThe District will contract with CSX Transportation, Inc. for crossing signal maintenance. Class III Located at SXL 48.51.NW 137th Avenue, Hialeah, Florida. Contract No. DOT631054X01.

Contracts-Wetland MitigationThe District will contract with Greensleeves, Inc. for maintenance @ $1,991.12 per month.

Contracts-LandscapeThe District will contract with GreenScape, Inc. for landscape maintenance; common area roads on west side of 129th

Ave; common area roads Phase I; and common area roads Phase II. Total of $14,871 per month.

Contracts-Canal Maintenance/CleaningThe District will contract with Superior Landscaping, Inc for the canal maintenance for a monthly service of $4,101.83 permonth. District is also reimbursed every quarter by Pan American West POA 20.25% of quarterly expenditures. Thereimbursement is applied back to this expenditure.

Electricity-GeneralThe District will incur electrical usage of entrance, crossings, lift stations and pumps.

R&M-GeneralAll general repairs and maintenance that the District should incur during the fiscal year. National Signal Leasing $255 permonth; Payroll/Staff, maintenance person allocation; other R&M.

R&M-CanalsOther non-contractual canal maintenance expenditures. Superior Landscaping, Inc., Hydrological Associates; CRB.District is also reimbursed every quarter by Pan American West POA 20.25% of quarterly expenditures. Thereimbursement is applied back to this expenditure.

R&M-FertilizerGreenscape Landscape Maintenance, Inc. will provide fertilizing services.

R&M-GroundsThe District will incur landscape replacement/enhancements, debris removal, guardrails, roads, drainage landscaping,irrigation and any additional work needed. The vendor is Greenscape Landscape Maintenance, Inc.

R&M-IrrigationGreenscape Landscape Maintenance, Inc. will provide irrigation services.

R&M-MulchThe District has an agreement with Greenscape Landscape Maintenance, Inc. to provide mulch for the District property.

R&M-Trees and TrimmingThe District has an agreement with Greenscape Landscape Maintenance, Inc. to provide and trim trees for main roads.

5




EXPENDITURES

Field (continued)

R&M-MitigationThe District will incur other non-contractual mitigation expenditures. Environmental and permitting consultant.

6

BEACON LAKES


AVAILABLE FUNDS

Amount

Beginning Fund Balance - Fiscal Year 2018 703,882$

Net Change in Fund Balance - Fiscal Year 2018 (24,945)

Reserves - Fiscal Year 2018 Additions -

Total Funds Available (Estimated) - 9/30/2018 678,937

Assigned Fund Balance

Operating Reserve - First Quarter Operating Capital 175,092(1)

Reserves - Irrigation System 72,277

Subtotal 247,369

Total Allocation of Available Funds 247,369

Total Unassigned (undesignated) Cash 431,568$

Notes

(1) Represents approximately 3 months of operating expenditures

ALLOCATION OF AVAILABLE FUNDS

Exhibit "A"

Allocation of Fund Balances


Fiscal Year 2018 7

Beacon Lakes


Debt Service BudgetsFiscal Year 2018

BEACON LAKES

Community Development District Series 2003 Debt Service Fund




Interest - Investments -$ -$ -$ -$ -$ -$ -$


Special Assmnts- Discounts (8,524) (8,413) (8,702) (6,691) (2,011) (8,702) (8,702)

Other Miscellaneous Revenues - - - - - - -

TOTAL REVENUES 209,032 209,143 208,854 205,610 3,244 208,854 208,854

EXPENDITURES

Administrative

ProfServ-Trustee Fees - - - - - - -

Misc-Assessmnt Collection Cost 2,093 2,094 2,176 1,780 396 2,176 2,176

Total Administrative 2,093 2,094 2,176 1,780 396 2,176 2,176

Debt Service

Principal Debt Retirement - - - - - - -

Debt Retirement - Other 204,503 213,930 204,503 - 204,503 204,503 204,503

Principal Prepayments - - - - - - -

Interest Expense - - - - - - -

Total Debt Service 204,503 213,930 204,503 - 204,503 204,503 204,503



Over (under) expenditures 2,436 (6,881) 2,175 203,830 (201,655) 2,175 2,176


Contribution to (Use of) Fund Balance - - 2,175 - - - 2,176

TOTAL OTHER SOURCES (USES) - - 2,175 - - - 2,176

Net change in fund balance 2,436 (6,881) 2,175 203,830 (201,655) 2,175 2,176

FUND BALANCE, BEGINNING 4,445 6,881 - - - - 2,175

FUND BALANCE, ENDING 6,881$ -$ 2,175$ 203,830$ (201,655)$ 2,175$ 4,351$

Summary of Revenues, Expenditures and Changes in Fund BalancesFiscal Year 2018 Modified Tentative Budget

REVENUES


BEACON LAKES

Community Development District Series 2007 Debt Service Fund




Interest - Investments 6$ 15$ -$ 23$ -$ 23$ -$


Special Assmnts- Prepayment - - - - - -

Special Assmnts- Discounts (3,790) (3,740) (3,869) (3,005) - (3,005) (3,869)

Other Miscellaneous Revenues - - - - - - -

TOTAL REVENUES 92,934 92,993 92,849 92,376 1,360 93,736 92,849

EXPENDITURES

Administrative

ProfServ-Trustee Fees 8,046 8,742 7,749 5,099 2,650 7,749 7,749

Misc-Assessmnt Collection Cost 929 931 967 800 167 967 967

Total Administrative 8,975 9,673 8,716 5,899 2,817 8,716 8,716

Debt Service

Debt Retirement Series A - - - - - - -

Debt Retirement Series B 5,000 5,000 5,000 - 5,000 5,000 $5,000

Debt Retirement - Other - 77,892 77,892 - 77,892 77,892 77,892

Prepayments Series A - - - - - - -

Prepayments Series B - - - - - - -

Interest Expense Series A - - - - - - -

Interest Expense Series B 9,300 8,990 8,680 4,340 4,340 8,680 $8,370

Total Debt Service 14,300 91,882 91,572 4,340 87,232 91,572 91,262



Over (under) expenditures 69,659 (8,562) (7,439) 82,137 (88,689) (6,552) (7,129)


Interfund Transfer - In - 26 - (13) - (13) -

Operating Transfers-Out (1,767) - - - - - -Contribution to (Use of) Fund

Balance - - (7,439) - - - (7,129)

TOTAL OTHER SOURCES (USES) (1,767) 26 (7,439) (13) - (13) (7,129)

Net change in fund balance 67,892 (8,536) (7,439) 82,124 (88,689) (6,565) (7,129)

FUND BALANCE, BEGINNING (45,131) 22,761 14,225 14,225 - 14,225 7,660

FUND BALANCE, ENDING 22,761$ 14,225$ 6,786$ 96,349$ (88,689)$ 7,660$ 531$



REVENUES


9

BEACON LAKES


AMORTIZATION SCHEDULE

SERIES 2007 B SPECIAL ASSESSMENT BONDS

DEBT SERVICE SCHEDULE

DATE BALANCE RATE PRINCIPAL INTEREST TOTAL

11/1/2017 $135,000 6.200% $4,185

5/1/2018 $135,000 6.200% $5,000 $4,185 $13,370

11/1/2018 $130,000 6.200% $4,030

5/1/2019 $130,000 6.200% $5,000 $4,030 $13,060

11/1/2019 $125,000 6.200% $3,875

5/1/2020 $125,000 6.200% $5,000 $3,875 $12,750

11/1/2020 $120,000 6.200% $3,720

5/1/2021 $120,000 6.200% $5,000 $3,720 $12,440

11/1/2021 $115,000 6.200% $3,565

5/1/2022 $115,000 6.200% $5,000 $3,565 $12,130

11/1/2022 $110,000 6.200% $3,410

5/1/2023 $110,000 6.200% $5,000 $3,410 $11,820

11/1/2023 $105,000 6.200% $3,255

5/1/2024 $105,000 6.200% $5,000 $3,255 $11,510

11/1/2024 $100,000 6.200% $3,100

5/1/2025 $100,000 6.200% $5,000 $3,100 $11,200

11/1/2025 $95,000 6.200% $2,945

5/1/2026 $95,000 6.200% $5,000 $2,945 $10,890

11/1/2026 $90,000 6.200% $2,790

5/1/2027 $90,000 6.200% $5,000 $2,790 $10,580

11/1/2027 $85,000 6.200% $2,635

5/1/2028 $85,000 6.200% $5,000 $2,635 $10,270

11/1/2028 $80,000 6.200% $2,480

5/1/2029 $80,000 6.200% $5,000 $2,480 $9,960

11/1/2029 $75,000 6.200% $2,325

5/1/2030 $75,000 6.200% $5,000 $2,325 $9,650

11/1/2030 $70,000 6.200% $2,170

5/1/2031 $70,000 6.200% $5,000 $2,170 $9,340

11/1/2031 $65,000 6.200% $2,015

5/1/2032 $65,000 6.200% $5,000 $2,015 $9,030

11/1/2032 $60,000 6.200% $1,860

5/1/2033 $60,000 6.200% $10,000 $1,860 $13,720

11/1/2033 $50,000 6.200% $1,550

5/1/2034 $50,000 6.200% $10,000 $1,550 $13,100

11/1/2034 $40,000 6.200% $1,240

5/1/2035 $40,000 6.200% $10,000 $1,240 $12,480

11/1/2035 $30,000 6.200% $930


Fiscal Year 2018

10

BEACON LAKES


AMORTIZATION SCHEDULE

SERIES 2007 B SPECIAL ASSESSMENT BONDS

DEBT SERVICE SCHEDULE

DATE BALANCE RATE PRINCIPAL INTEREST TOTAL

5/1/2036 $30,000 6.200% $10,000 $930 $11,860

11/1/2036 $20,000 6.200% $620

5/1/2037 $20,000 6.200% $10,000 $620 $11,240

11/1/2037 $10,000 6.200% $310

5/1/2038 $10,000 6.200% $10,000 $310 $10,620

$135,000 $106,020 $241,020


Fiscal Year 2018

11

BEACON LAKESCommunity Development District Debt Service Fund



REVENUES

Special Assessments-Tax Collector

The District will levy a Non-Ad Valorem assessment on all the assessable property within the District in order to pay forthe debt service expenditures during the Fiscal Year.

Special Assessments-DiscountsPer Section 197.162, Florida Statutes, discounts are allowed for early payment of assessments. The budgeted amountfor the fiscal year is calculated at 4% of the anticipated Non-Ad Valorem assessments.

EXPENDITURES

Administrative

Professional Services-TrusteeThe District issued the Series 2007 Special Assessment Bonds that is deposited with a Trustee to handle all trusteematters. The annual trustee fees are based on standard fees charged plus any out-of-pocket expenditures.

Miscellaneous-Assessment Collection Cost

The District reimburses the Miami-Dade County Tax Collector for her or his necessary administrative costs. Per theFlorida Statutes, administrative costs shall include, but not be limited to, those costs associated with personnel, forms,supplies, data processing, computer equipment, postage, and programming. The District also compensates the TaxCollector for the actual cost of collection or 1% on the amount of special assessments collected and remitted, whichever isgreater. The budget for collection costs was based on a maximum of 1% of the anticipated assessment collections.

Debt Retirement Series BThe District pays an annual principal amount on 5/1 of each fiscal year.

Debt Retirement-OtherAs a result of excess special assessments prepayments by landowners, the District owes landowners in assessmentsrelated to the Series 2003A Special Assessment bond and in assessments related to the Series 2007 SpecialAssessment bond. Payments to landowners to end in FY 2024 for Series 2003A Special Assessment bond and FY 2030for Series 2007 Special Assessment bond.

Interest Expense Series BThe District pays semi-annual interest amounts on 5/1 and 11/1 of each fiscal year.

12

Supporting Budget ScheduleFiscal Year 2018

Beacon Lakes


BEACON LAKES


Units

FY 2018 FY 2017 Percent FY 2018 FY 2017 Percent FY 2018 FY 2017 Percent FY 2018 FY 2017 Percent Acres

Change Change Change Change

$2,137.15 $2,137.15 0.0% $13,622.82 $13,622.82 0% $6,056.24 $6,056.24 0% $21,816.20 $21,816.21 0% 328.476

Comparison of Assessment Rates

Fiscal Year 2018 vs. Fiscal Year 2017

General Fund 001 (Maintenance) Debt Service 2003 Debt Service 2007 Total Assessments per Unit


Fiscal Year 201813

MEMORANDUM

TO: Board of Supervisors

FROM: Janet Ramirez, District Accountant

CC: Ken Cassel, District Manager

DATE: May 22, 2017

SUBJECT: April 2017 Financial Report

Please find enclosed the April 2017 financials for Beacon Lakes CDD. To assist with your review,

below is some top level information on each of the District’s major funds. Should you have any other

questions or require additional information, please do not hesitate to contact me at

[email protected].

Finance Report

Assets

• Other Assets Current $15,000.00 Escrow deposit paid to Turnberry Doral Development forpurchase of land.

General Fund

• Assessment revenues are 98% Collected.

• Total expenditures through April were approximately 50% of the annual budget with thefollowing notes for the fiscal year:

o Insurance-Property Paid in full Public Risk Insurance Agency.

o Misc-Property Taxes- Rate increased to 36% includes 2011 delinquent amount of $5,307.

o Annual District Filing Fee– Paid in full for the fiscal year.

o Contratcs-Other Services-Annual Crossing fee $1,765.

o Contracts-Canal Maint/Cleaning-QT portion due from Pan America West.

o R&M-General-Gate repairs $2,777, Monthly crossing services at $255 per month.

o R&M-Irrigation- Irrigation Repairs by Prologis.

o R&M-Mitigation-2016 DERM Inspections.

Beacon Lakes

Prepared by


Financial Report

April 30, 2017

April 30, 2017

Beacon Lakes


Financial Statements

(Unaudited)


Balance SheetApril 30, 2017

Governmental Funds

ACCOUNT DESCRIPTION

GENERAL

FUND

SERIES 2003

DEBT SERVICE

FUND

SERIES 2007

DEBT SERVICE

FUND

SERIES 2007

CAPITAL

PROJECTS

FUND TOTAL

ASSETS

Cash - Checking Account 318,898$ -$ -$ -$ 318,898$

Accounts Receivable 8,692 - - - 8,692

Due From Other Funds - 203,830 3,756 - 207,586

Investments:

Money Market Account 976,801 - - - 976,801

Acquisition Fund - - - 8,506,090 8,506,090

Prepayment Account B - - 399 - 399

Reserve Fund B - - 10,691 - 10,691

Revenue Fund - - 81,503 - 81,503

Other Assets-Current 15,000 - - - 15,000

TOTAL ASSETS 1,319,391$ 203,830$ 96,349$ 8,506,090$ 10,125,660$

LIABILITIES

Accounts Payable 42,075$ -$ -$ -$ 42,075$

Deferred Revenue 3,099 - - - 3,099

Due To Other Funds 207,586 - - - 207,586

TOTAL LIABILITIES 252,760 - - - 252,760

FUND BALANCES

Nonspendable:

Deposits 15,000 - - - 15,000

Restricted for:

Debt Service - 203,830 96,349 - 300,179

Capital Projects - - - 8,506,090 8,506,090

Assigned to:

Operating Reserves 181,877 - - - 181,877

Reserves- Irrigation System 72,277 - - - 72,277

Unassigned: 797,477 - - - 797,477

TOTAL FUND BALANCES 1,066,631$ 203,830$ 96,349$ 8,506,090$ 9,872,900$

TOTAL LIABILITIES & FUND BALANCES 1,319,391$ 203,830$ 96,349$ 8,506,090$ 10,125,660$

Report Date: 5/22/2017 1


ANNUAL YTD ACTUAL

ADOPTED YEAR TO DATE YEAR TO DATE VARIANCE ($) AS A % OF

ACCOUNT DESCRIPTION BUDGET BUDGET ACTUAL FAV(UNFAV) ADOPTED BUD

REVENUES

Interest - Investments 1,500$ 875$ 2,021$ 1,146$ 134.73%

Interest - Tax Collector - - 57 57 0.00%

Special Assmnts- Tax Collector 702,002 702,002 685,045 (16,957) 97.58%

Special Assmnts- Discounts (28,080) (28,080) (21,591) 6,489 76.89%

TOTAL REVENUES 675,422 674,797 665,532 (9,265) 98.54%

EXPENDITURES

Administration

ProfServ-Arbitrage Rebate 600 600 - 600 0.00%

ProfServ-Dissemination Agent 1,000 - - - 0.00%

ProfServ-Engineering 23,000 13,415 6,299 7,116 27.39%

ProfServ-Legal Services 27,484 16,030 14,672 1,358 53.38%

ProfServ-Mgmt Consulting Serv 53,114 30,982 30,983 (1) 58.33%

ProfServ-Special Assessment 8,334 8,334 8,334 - 100.00%

Auditing Services 5,000 5,000 5,000 - 100.00%

Postage and Freight 500 287 284 3 56.80%

Insurance - Property 13,732 13,732 12,031 1,701 87.61%

Printing and Binding 1,800 1,050 591 459 32.83%

Legal Advertising 500 - - - 0.00%

Misc-Property Taxes 1,361 1,361 7,638 (6,277) 561.20%

Misc-Assessmnt Collection Cost 7,020 7,020 5,745 1,275 81.84%

Misc-Contingency 250 125 50 75 20.00%

Misc-Web Hosting 1,000 581 583 (2) 58.30%

Office Supplies 325 189 350 (161) 107.69%

Annual District Filing Fee 175 175 175 - 100.00%

Total Administration 145,195 98,881 92,735 6,146 63.87%

Field

ProfServ-Field Management 48,000 28,000 28,000 - 58.33%

Contracts-Janitorial Services 51,660 30,135 30,237 (102) 58.53%

Contracts-Other Services 1,701 1,701 1,765 (64) 103.76%

Contracts-Wetland Mitigation 23,893 13,937 13,938 (1) 58.34%

Contracts-Landscape 178,452 104,097 104,097 - 58.33%

Contracts-Canal Maint/Cleaning 39,255 22,897 23,728 (831) 60.45%

Electricity - General 7,500 4,375 3,483 892 46.44%

R&M-General 48,000 28,000 7,339 20,661 15.29%

R&M-Canals 16,000 9,331 8,393 938 52.46%

R&M-Fertilizer 10,000 6,667 - 6,667 0.00%

Statement of Revenues, Expenditures and Changes in Fund Balances

For the Period Ending April 30, 2017



ANNUAL YTD ACTUAL





R&M-Grounds 30,000 17,500 975 16,525 3.25%

R&M-Irrigation 26,000 15,165 22,851 (7,686) 87.89%

R&M-Mulch 25,000 12,500 3,750 8,750 15.00%

R&M-Trees and Trimming 30,000 17,500 3,450 14,050 11.50%

R&M-Mitigation 17,500 10,206 4,500 5,706 25.71%

Total Field 552,961 322,011 256,506 65,505 46.39%

TOTAL EXPENDITURES 698,156 420,892 349,241 71,651 50.02%


Over (under) expenditures (22,734) 253,905 316,291 62,386 0.00%


Contribution to (Use of) Fund Balance (22,734) - - - 0.00%

TOTAL FINANCING SOURCES (USES) (22,734) - - - 0.00%

Net change in fund balance (22,734)$ 253,905$ 316,291$ 62,386$ 0.00%

FUND BALANCE, BEGINNING (OCT 1, 2016) 746,340 746,340 746,340

FUND BALANCE, ENDING 723,606$ 1,000,245$ 1,062,631$


BEACON LAKESCommunity Development District Series 2003 Debt Service Fund

ANNUAL YTD ACTUAL



REVENUES

Interest - Investments -$ -$ -$ -$ 0.00%


Special Assmnts- Discounts (8,702) (8,702) (6,691) 2,011 76.89%

TOTAL REVENUES 208,854 208,854 205,610 (3,244) 98.45%

EXPENDITURES

Administration

Misc-Assessmnt Collection Cost 2,176 2,176 1,780 396 81.80%

Total Administration 2,176 2,176 1,780 396 81.80%

Debt Service

Debt Retirement - Other 204,503 - - - 0.00%

Total Debt Service 204,503 - - - 0.00%

TOTAL EXPENDITURES 206,679 2,176 1,780 396 0.86%


Over (under) expenditures 2,175 206,678 203,830 (2,848) 0.00%


Contribution to (Use of) Fund Balance 2,175 - - - 0.00%

TOTAL FINANCING SOURCES (USES) 2,175 - - - 0.00%

Net change in fund balance 2,175$ 206,678$ 203,830$ (2,848)$ 0.00%

FUND BALANCE, BEGINNING (OCT 1, 2016) - - -

FUND BALANCE, ENDING 2,175$ 206,678$ 203,830$




BEACON LAKESCommunity Development District Series 2007 Debt Service Fund

ANNUAL YTD ACTUAL



REVENUES

Interest - Investments -$ -$ 23$ 23$ 0.00%


Special Assmnts- Discounts (3,869) (3,869) (3,005) 864 77.67%

TOTAL REVENUES 92,849 92,849 92,376 (473) 99.49%

EXPENDITURES

Administration

ProfServ-Trustee Fees 7,749 4,520 5,099 (579) 65.80%

Misc-Assessmnt Collection Cost 967 967 800 167 82.73%

Total Administration 8,716 5,487 5,899 (412) 67.68%

Debt Service

Debt Retirement Series B 5,000 - - - 0.00%

Debt Retirement - Other 77,892 - - - 0.00%

Interest Expense Series B 8,680 4,340 4,340 - 50.00%

Total Debt Service 91,572 4,340 4,340 - 4.74%

TOTAL EXPENDITURES 100,288 9,827 10,239 (412) 10.21%


Over (under) expenditures (7,439) 83,022 82,137 (885) 0.00%


Operating Transfers-Out - - (13) (13) 0.00%

Contribution to (Use of) Fund Balance (7,439) - - - 0.00%

TOTAL FINANCING SOURCES (USES) (7,439) - (13) (13) 0.17%

Net change in fund balance (7,439)$ 83,022$ 82,124$ (898)$ 0.00%

FUND BALANCE, BEGINNING (OCT 1, 2016) 14,225 14,225 14,225

FUND BALANCE, ENDING 6,786$ 97,247$ 96,349$




BEACON LAKESCommunity Development District Series 2007 Capital Projects Fund

ANNUAL YTD ACTUAL



REVENUES

Interest - Investments -$ -$ 6,078$ 6,078$ 0.00%

TOTAL REVENUES - - 6,078 6,078 0.00%

EXPENDITURES

Construction In Progress

Construction in Progress B - - 65,488 (65,488) 0.00%

Total Construction In Progress - - 65,488 (65,488) 0.00%

TOTAL EXPENDITURES - - 65,488 (65,488) 0.00%


Over (under) expenditures - - (59,410) (59,410) 0.00%


Interfund Transfer - In - - 13 13 0.00%

TOTAL FINANCING SOURCES (USES) - - 13 13 0.00%

Net change in fund balance -$ -$ (59,397)$ (59,397)$ 0.00%

FUND BALANCE, BEGINNING (OCT 1, 2016) - - 8,565,487

FUND BALANCE, ENDING -$ -$ 8,506,090$




April 30, 2017

Beacon Lakes


Supporting Schedules


Discount / Gross General 2003 DS 2007 DS

Date Net Amount (Penalties) Collection Amount Net Amount Fund Fund Fund

Received Received Amount Costs Received Assessments Assessments Assessments Assessments

Assessments Levied 1,017,277$ 702,002$ 217,556$ 97,718$

Allocation % 100% 69.01% 21.39% 9.61%

11/17/16 47,566$ 1,849$ 481$ 49,896$ 32,824$ 34,432$ 10,671$ 4,793$

11/25/16 514,107 14,331 3,726 532,164 354,775 367,236 113,809 51,119

12/08/16 340,492 14,187 3,587 358,266 234,967 247,232 76,619 34,415

12/19/16 11,831 425 128 12,384 8,164 8,546 2,648 1,190

01/11/17 1,811 57 19 1,887 1,250 1,301.95 403.49 181.23

02/07/17 14,106 369 150 14,624 9,734 10,092 3,128 1,405

03/08/17 6,842 70 69 6,981 4,722 4,818 1,493 671

04/11/17 16,337 - 165 16,502 11,274 11,388 3,529 1,585

TOTAL 953,092$ 31,287$ 8,325$ 992,704$ 657,710$ 685,045$ 212,301$ 95,358$

% COLLECTED 98% 98% 98% 98%

TOTAL OUTSTANDING 24,573$ 16,957$ 5,255$ 2,360$

Non-Ad Valorem Special Assessments

(Miami-Dade County - Monthly Collection Distributions)

For the Fiscal Year Ending September 30, 2017

ALLOCATION

0

200000

400000

600000

800000

1000000

1200000

FY 2016

FY 2017

$1,016,278 $1,017,277$1,016,278 $992,704

100%

98%

Assessments as of April

Assessment levied

Assessments collected

Percentage collected



ACCOUNT NAME BANK NAME YIELD BALANCE

OPERATING FUND

Operating - Super Checking Non-Profit Account CenterState Bank 0.00% 318,898

Subtotal 318,898

Public Funds Money Market Account Stonegate Bank 0.25% 521,917

Public Funds Money Market Account BankUnited 0.45% 454,885

Subtotal 976,801

DEBT SERVICE AND CAPITAL PROJECT FUNDS

Series 2007B Acquisition & Construction Acct U.S. Bank 0.05% 8,506,090

Series 2007B Prepayment Account U.S. Bank 0.05% 399

Series 2007B Reserve Account U.S. Bank 0.05% 10,691

Series 2007 Revenue Acct U.S. Bank 0.05% 81,503

Subtotal 8,598,683 (1)

Total 9,894,382$

NOTE 1 - U.S. BANK OPEN ENDED MONTHLY COMMERCIAL PAPER MANUAL SWEEP.

Cash & Investment Report

April 30, 2017


PostingDate

DocumentType

DocumentNo. Description Amount

ClearedAmount Difference

Outstanding Checks

8/25/2016 Payment 2248 DEA SOUTH FL LLC 4,170.07 0.00 4,170.07

8/25/2016 Payment 2249 DEA SOUTH FL LLC 48,010.93 0.00 48,010.93

11/6/2016 Payment DD1016 Payment of Invoice 004125 89.73 0.00 89.73







4/19/2017 Payment 2383 GREENSLEEVES, INC 1,991.12 0.00 1,991.12

4/25/2017 Payment 2384 GREENBERG TRAURIG 131.20 0.00 131.20

4/25/2017 Payment 2385 MIAMI-DADE COUNTY SUPERVISOR 50.00 0.00 50.00

4/25/2017 Payment 2386 SEVERN TRENT ENVIRONMENTAL 4,522.34 0.00 4,522.34

Total Outstanding Checks...................................................................................................................... 59,549.35 59,549.35

G/L Balance 318,897.86

Bank Account No.

Statement No. 2017-04

Statement Date 4/30/2017

Statement Balance 378,039.56G/L Balance (LCY) 318,897.86

Difference 0.00

Ending G/L Balance 318,897.86

Subtotal 318,897.86

Outstanding Deposits 407.65

Negative Adjustments 0.00

Positive Adjustments 0.00

Subtotal 378,447.21

Outstanding Checks 59,549.35

Ending Balance 318,897.86

Differences 0.00

CenterState Bank - GF

Bank Reconciliation

Beacon Lakes CDD

9


1. Recap of Capital Project Fund Activity Through September 30, 2017

Opening Balance in Construction Account 8/20/2007 22,835,770$

Source of Funds: Interest Earned 813,743Transfer from Series 2003 Redemption Fund 08/20/07 142,159Developer construction reimbursement to CDD 10/10/2008 53,369Mitigation Credit fr Codina Development 8/27/2009 233,750Transfer to Series 2007A (FPL Broker Commission) 8/27/2013 (142,159)CSX material credit 9/4/2014 731Transfer from 2003 Construction Account 1,355,213Transfer from 2007 A Reserve Account 134,514Transfer from 2007 B Reserve Account 53,739

Disbursements: To Vendors 16,784,933Cost of Issuance 188,904

Adjusted Balance in Construction Account @ April 30, 2017 8,506,090$

Series 2007 Special Assessment Bonds


Pymt

Type

Check /

ACH No.Date

Payee

TypePayee Invoice No. Payment Description Invoice / GL Description G/L Account #

Amount

Paid

CENTERSTATE BANK - GF - (ACCT# XXXXX5106)

Check 2375 04/03/17 Vendor SEVERN TRENT ENVIRONMENTAL 18438 MANAGEMENT FEES FOR 3/17 Office Supplies 001-551002-51301 $71.45

Check 2375 04/03/17 Vendor SEVERN TRENT ENVIRONMENTAL 18438-1 MANAGEMENT FEES FOR 3/17 ProfServ-Mgmt Consulting Serv 001-531027-51201 $4,426.17

Check 2375 04/03/17 Vendor SEVERN TRENT ENVIRONMENTAL 18438-1 MANAGEMENT FEES FOR 3/17 Postage and Freight 001-541006-51301 $8.28

Check 2375 04/03/17 Vendor SEVERN TRENT ENVIRONMENTAL 18438-1 MANAGEMENT FEES FOR 3/17 Printing and Binding 001-547001-51301 $122.70

Check 2375 04/03/17 Vendor SEVERN TRENT ENVIRONMENTAL 18438-1 MANAGEMENT FEES FOR 3/17 Office Supplies 001-551002-51301 $44.00

Check 2375 04/03/17 Vendor SEVERN TRENT ENVIRONMENTAL 18438-1 MANAGEMENT FEES FOR 3/17 Misc-Web Hosting 001-549915-51301 $83.33

Check 2376 04/06/17 Vendor FLORIDA POWER AND LIGHT- ACH 05229-032717 04825-05229 2/23-3/27/17 Electricity - General 001-543006-53901 $237.42

Check 2377 04/06/17 Vendor GREENSCAPE LANDSCAPE MAINT CORP 14590 3/17 LANDSCAPE MAINT Contracts-Landscape 001-534050-53901 $14,871.00

Check 2377 04/06/17 Vendor GREENSCAPE LANDSCAPE MAINT CORP 14644 IRRIGATION COMMON AREAS R&M-Irrigation 001-546041-53901 $696.06


Check 2377 04/06/17 Vendor GREENSCAPE LANDSCAPE MAINT CORP 14686 IRRIGATION COMMON AREAS MAIN L R&M-Irrigation 001-546041-53901 $692.53



Check 2377 04/06/17 Vendor GREENSCAPE LANDSCAPE MAINT CORP 14749 IRRIGATION COMMON AREAS MAIN R&M-Irrigation 001-546041-53901 $683.93


Check 2378 04/06/17 Vendor NATIONAL SIGNAL LEASING CORP 8524 2/17 TESTING OF CROSSING R&M-General 001-546001-53901 $255.00

Check 2379 04/06/17 Vendor PROLOGIS LAKES-030117 3/17 MANAGEMENT FEES ProfServ-Field Management 001-531016-53901 $4,000.00

Check 2380 04/06/17 Vendor SUPERIOR LANDSCAPING 48656 3/17 LANDSCAPE MAINT Contracts-Canal Maint/Cleaning 001-534115-53901 $4,101.83

Check 2381 04/06/17 Vendor USA SWEEPING INC 20207 2 DAYTIME PORTERS 3/17 Contracts-Janitorial Services 001-534026-53901 $4,305.00

Check 2382 04/07/17 Vendor KLEINFELDER 001136951 BILLING 12/19 THRU 1/15/17 R&M-Mitigation 001-546100-53901 $1,500.00

Check 2383 04/19/17 Vendor GREENSLEEVES, INC 15344 4/17 MAINT FOR PLANTS Contracts-Wetland Mitigation 001-534049-53901 $1,991.12

Check 2384 04/25/17 Vendor GREENBERG TRAURIG 4465784 LEGAL SERVICE THRU 3/31/17 ProfServ-Legal Services 001-531023-51401 $131.20

Check 2385 04/25/17 Vendor MIAMI-DADE COUNTY SUPERVISOR 053116 registered voters Misc-Contingency 001-549900-51301 $50.00

Check 2386 04/25/17 Vendor SEVERN TRENT ENVIRONMENTAL 19270 MANAGEMENT FEES FOR 4/17 ProfServ-Mgmt Consulting Serv 001-531027-51201 $4,426.17

Check 2386 04/25/17 Vendor SEVERN TRENT ENVIRONMENTAL 19270 MANAGEMENT FEES FOR 4/17 Postage and Freight 001-541006-51301 $8.74

Check 2386 04/25/17 Vendor SEVERN TRENT ENVIRONMENTAL 19270 MANAGEMENT FEES FOR 4/17 Printing and Binding 001-547001-51301 $4.10

Check 2386 04/25/17 Vendor SEVERN TRENT ENVIRONMENTAL 19270 MANAGEMENT FEES FOR 4/17 Misc-Web Hosting 001-549915-51301 $83.33

ACH DD1038 04/07/17 Vendor FLORIDA POWER AND LIGHT- ACH 46545-032717 04897-46545 2/23-3/27/17 Electricity - General 001-543006-53901 $395.04

ACH DD1039 04/07/17 Vendor FLORIDA POWER AND LIGHT- ACH 06312-032717-ACH 90864-06312 2/23-3/27/17 Electricity - General 001-543006-53901 $16.86

ACH DD1040 04/07/17 Vendor FLORIDA POWER AND LIGHT- ACH 41012-032717-ACH 13125-41012 2/23 THRU 3/27/17 Electricity - General 001-543006-53901 $49.96



Account Total $44,630.01

Total Amount Paid $44,630.01

Fund Amount

General Fund - 001 44,630.01

Total 44,630.01

Total Amount Paid - Breakdown by Fund

(Sorted by Check / ACH No.)

Payment Register by Bank Account

For the Period from 4/1/17 to 4/30/17

BEACON LAKES COMMUNITY DEVELOPMENT DISTRICT

11

Fifth Order of Business

TAM17P57762 Page 1 of 5 May 19, 2017 © 2017 Kleinfelder

1907 N US Highway 301, Suite 100, Tampa, FL 33619 p | 813.887.3900 f | 813.887.3922

May 19, 2017 Via E-mail: [email protected] Beacon Lakes Community Development District Attention: District Engineer Juan R. Alvarez, PE Alvarez Engineers, Inc. 10305 NW 41 St., Suite 103 Doral, Florida 33178 SUBJECT: Additional Mitigation Services Beacon Lakes Mitigation Areas Miami-Dade County, Florida Dear Mr. Alvarez: Kleinfelder is pleased to provide this proposal to assist the District Engineer for the Beacon Lakes Community Development District (Client) with additional mitigation monitoring and reporting services for the referenced project. Project Understanding Since 2009, Kleinfelder has performed the Beacon Lakes mitigation monitoring and reporting requirements approved under the following permits:

1. U.S. Army Corps of Engineers (Corps) Individual Permit SAJ-2002-4205. 2. South Florida Water Management District (SFWMD) Environmental Resource Permit #13-

01964-P. 3. Miami-Dade County Department of Environmental Resources Management (DERM) Class

IV Permit FW 01-021. The current release status for the Beacon Lakes mitigation areas (Attachment 1: Release Map) is as follows:

Mitigation Area ID Acreage Status Mitigation Area #1 (multiple components)

Tree Island A 9.73 Released 2015 Tree Island B 1.26 Released 2015 Littoral Area A 7.16 Released 2015 Littoral Area B 0.14 Released 2015

Littoral Area C (Chara Pond) 1.55 Released 2015 Littoral Area D 0.18 Released 2015

Mitigation Area #2 10.42 Released 2015 Mitigation Area #3 14.41 5th Annual Completed in 2016

Environmental Corridor 2.23 Released 2015

Wetland Creation Area 1.13 5th Annual Completed in 2016

Total 48.21


As detailed above, the majority of the mitigation areas were successfully released from monitoring and reporting requirements in 2015. Kleinfelder planned to request releases for the remaining mitigation areas, Mitigation Area #3 and Wetland Creation Area, in April 2017 as both had completed the minimum five years of monitoring required by the permits. Typically, the agencies require an onsite inspection and formal written request prior to release issuance; however, the SFWMD issued a full release for the remaining areas on February 16, 2017 after performing their own routine inspection (Attachment 2: SFWMD Release). In January 2017, Kleinfelder was notified by the Client that construction activities would occur east of Mitigation Area #3 with the eastern fence of the mitigation area being removed temporarily and a portion of the mitigation area being disturbed due to the placement of a spreader swale. Kleinfelder has limited knowledge of the permitting implications of this additional construction; however, the Client and representatives of Ludovici & Orange Consulting Engineers, the engineer of record for the construction east of Mitigation Area #3, have informed Kleinfelder that future permitting efforts with the Corps, DERM, and SFWMD will rectify the acreage loss to Mitigation Area #3. In lieu of the ongoing construction, Kleinfelder has been informed that a potential release of the remaining mitigation areas, Mitigation Area #3 and Wetland Creation Area, will not be possible during 2017 and will be dependent on future permitting efforts.

1. In the absence of the expected release, Kleinfelder will continue the quarterly nuisance vegetation inspections mandated by the DERM permit.

2. In the absence of the expected release, Kleinfelder will perform the 2017 6th Annual Monitoring and Reporting for the remaining mitigation areas in October 2017.

3. Kleinfelder will continue to provide the Client with an Annual Services proposal to continue the above tasks until the Client informs us that the necessary permitting is in place to allow for a request release.

Kleinfelder notes that the above plan could potentially be affected by unannounced inspections of Mitigation Area #3 by representatives from the Corps, SFWMD, or DERM. In the event that Kleinfelder is contacted by either of the three agencies, we will notify the Client immediately to discuss options before further response or discussion with the agencies is conducted. The following scope of services is provided with the assumption that no agency inspections will occur, and thus is subject to change in the event of further agency action and/or additional permitting activity unknown to Kleinfelder at this time. Scope of Services TASK I: DERM QUARTERLY INSPECTIONS Pursuant to the DERM Class IV permit, quarterly qualitative vegetation monitoring inspections to identify nuisance/exotic vegetation encroachment are required. This task includes three quarterly inspections during 2017, beginning with Quarter 2 (April to June). As a portion of these inspections, Kleinfelder will continue to coordinate with the Maintenance Contractor under contract by the Client, Greensleeves, Inc., to ensure that the mitigation areas are maintained in a condition to enable release (<5% coverage by nuisance vegetation).


TASK II: 2017 ANNUAL MONITORING AND REPORTING This task includes the 2017 annual monitoring events and reports required to be completed by DERM and the Corps for the remaining Beacon Lakes mitigation areas, Mitigation Area #3 and Wetland Creation Area. As the SFWMD has already released these areas, no 2017 report is required but Kleinfelder will collect the necessary data as a precaution in the case that SFWMD retroactively requests it. Fees Kleinfelder proposes to complete the scope of services discussed herein on a lump sum fee basis as summarized below: Task Description Estimated Fee

1 DERM Quarterly Inspections $4,500.00 2 2017 Annual Monitoring and Reporting $3,000.00

Total Estimated Fees $7,500.00 Confidentiality Kleinfelder will hold confidential business or technical information obtained or generated during the performance of our scope of services. We will not disclose such information without the written authorization of Client, except to the extent required for: performance of services proposed herein; compliance with professional standards of conduct for the preservation of public health, safety, and welfare; compliance with court order or government directive; and protection of Kleinfelder against claims arising from performance of the services proposed herein. Limitations Our work will be performed in a manner consistent with that level of care and skill ordinarily exercised by other members of Kleinfelder’s profession practicing in the same locality, under similar conditions and at the date the services are provided. Our conclusions, opinions and recommendations will be based on a limited number of observations and data. It is possible that conditions could vary between or beyond the data evaluated. Kleinfelder makes no guarantee or warranty, express or implied, regarding the services, communication (oral or written), report, opinion, or instrument of service provided. This proposal is valid for a period of 45 days from the date of issuance. It was prepared specifically for the Client and its designated representatives and may not be provided to others without Kleinfelder’s express permission. Authorization/Closing This proposal is an agreement for our services as defined herein. If the proposed scope of services and estimated fee meet your needs, it is anticipated that we will be authorized to begin work upon receipt of a signed copy of the attached Authorization to Proceed.


If there is a need for any modification of the scope of services contemplated herein, please contact us. Changes may require revision of the proposed fee, which will be communicated to you upon assessment of the requested changes. If additional work is determined to be necessary, it will be provided as authorized through additional work orders. We thank you again for the opportunity to submit this proposal and look forward to working on this project with you. Sincerely, KLEINFELDER

Adam Peterson Ed Murawski Project Manager Client Account Manager cc: File


AUTHORIZATION TO PROCEED ADDITIONAL MITIGATION SERVICES

BEACON LAKES PROPOSAL FOR ENVIRONMENTAL SERVICES

(PROPOSAL #TAM17P57762) May 19, 2017

COMPANY:_______________________________________________________ AUTHORIZED BY (PRINT NAME AND TITLE):___________________________ SIGNATURE: _____________________________________________________ BILLING ADDRESS: _______________________________________________ ________________________________________________________________ PHONE:____________________________ FAX: ______________________________ DATE: _____________________________ KLEINFELDER SOUTHEAST, INC. AUTHORIZED BY (PRINT NAME AND TITLE): ____________________________ SIGNATURE: ______________________________________________________ DATE: _____________________________

ATTACHMENT 1: RELEASE MAP

N.W. 25th Street

N.W. 17th Street

N.W. 12th Street

N.W

. 127

th A

venu

e

N.W

. 129

th A

venu

e

N.W

. 131

st A

venu

e

N.W

. 137

th A

venu

e

N.W

. 132

nd P

lace

Mitigation Area #3(14.41 Ac.±)

Mitigation Area #2(10.42 Ac.±)

Environmental Corridor(2.23 Ac.±)

Tree Island A(9.73 Ac.±)

Tree Island B(1.26 Ac.±)

Littoral Area B(0.14 Ac.±)

Littoral Area A(7.16 Ac.±)

Existing Lake(33.48 Ac.±)

Littoral Area D(0.18 Ac.±)

Littoral Area CChara Pond(1.55 Ac.±)

Wetland Creation Area(1.13 Ac.±)

SR 836SR 836

WETLAND MITIGATION AREARELEASE MAP

BEACON LAKESMIAMI-DADE COUNTY, FLORIDA

DEPARTMENT OF REGULATORY ANDECONOMIC RESOURCES

-

00116418.000A

8/19/2015

NL

ACP

15-0819--BeaconLakesDeptRegEco-PropRelease.mxd

The information included on this graphic representation has been compiled from avariety of sources and is subject to change without notice. Kleinfelder makes norepresentations or warranties, express or implied, as to accuracy, completeness,timeliness, or rights to the use of such information. This document is not intendedfor use as a land survey product nor is it designed or intended as a constructiondesign document. The use or misuse of the information contained on this graphicrepresentation is at the sole risk of the party using or misusing the information.

Section 35, Township 53 South, Range 39 East

LegendMitigation Area BoundariesMitigation Areas Proposed For 2015 Release

Source: 2015 RGB 1.0-foot Orthophotos obtained from the FDOT, Surveying and Mapping Office, Image Services in the form of MrSid format.

£1 inch = 600 feet

600 0 600300

Feet

PROJECT NO.

DRAWN:

DRAWN BY:

CHECKED BY:

FILE NAME:www.kleinfelder.com

FIGURE

Doc

umen

t Pat

h: \\

mou

ntdo

ra\M

OU

NTD

OR

A-D

ATA\

GIS

CA

D\0

0_20

13-O

lder

Pro

ject

s\11

6418

_LP

G36

26-2

B B

eaco

n La

kes

CD

D-M

itiga

tion

Ass

ista

nce_

Annu

al M

onito

ring\

Map

s_D

ept o

f Reg

ulat

ory

and

Eco

nom

ic R

esou

rces

\15-

0819

--Bea

conL

akes

Dep

tReg

Eco

-Pro

pRel

ease

.mxd

ATTACHMENT 2: SFWMD RELEASE

Delivered via email

DISTRICT HEADQUARTERS: 3301 Gun Club Road, West Palm Beach, Florida 33406 ● (561) 686-8800 ● (800) 432-2045 LOWER WEST COAST SERVICE CENTER: 2301 McGregor Boulevard, Fort Myers, FL 33901 ● (239) 338-2929 ● (800) 248-1201 OKEECHOBEE SERVICE CENTER: 3800 N.W. 16th Blvd, Suite A, Okeechobee, FL 34972 ● (863) 462-5260 ● (800) 250-4200 ORLANDO SERVICE CENTER: 1707 Orlando Central Parkway, Suite 200, Orlando FL 32809 ● (407) 858-6100 ● (800) 250-4250

February 16, 2017

Mr. Adam Peterson Kleinfelder 3919 Riga Blvd Tampa, FL 33619

Subject: Beacon Lakes Phase 1 (25th Street) Notice of Compliance Submittal Permit No. 13-01964-P, Application No. 030326-9 Miami-Dade County, S36/T53S/R39E

Dear Mr. Peterson:

This is to acknowledge the District’s receipt of your January 9, 2017, 5th annual monitoring report(Final) covering Mitigation Area #3 and 7th report for the Wetland Creation area, required byspecial conditions in Environmental Resource Permit (ERP) Number 13-01964-P.

A recent onsite inspection of the wetland areas and upland buffers, reveal they are in excellent condition and vegetative coverage is very good. The monitoring report provides a good description of the current conditions of the wetland and buffer areas.

Since this is the Final monitoring report and the wetland areas are in compliance with mitigation requirements of the permit, no additional monitoring is required at this time. However, maintenance and management of the wetland preserve areas are perpetual and are to be continued on a frequent and regular basis by the operating entity. Regular inspections will be conducted in the future to document the wetland mitigation areas are being properly maintained and managed. Monitoring may be re-instituted if future inspections reveal that maintenance and management is not being conducted. The District appreciates your efforts to maintain compliance with the environmental conditions of the permit.

Should you have any questions or require additional assistance, please contact me at (561) 682-6950, or via e-mail at [email protected], in the West Palm Beach Office.

Sincerely,

J. Jay Marshall, Senior Environmental Analyst Environmental Resource Bureau West Palm Beach Office South Florida Water Management District

Enclosures: Location Map

2-16-2017

2 6

N W 1 2 T H S TS R - 8 3 6 - T O L L

FLO

RID

A'S

TPK

E2 9

2 7

NW 1

2 7T H

AV E

NW 1

3 7T H

AV E

2 5A

- 27

2 7S R - 8 3 6 - T O L L

FLO

RID

A'S

TPK

E

Florida Department of Revenue, Miami Dade Information TechnologyDepartment

¯REGULATION DIVISION

South Florida Water Management District

MIAMI-DADE COUNTY, FLExhibit No: 1Exhibit Created On: 2015-10-19

Application Number: 030326-9

Permit No: 13-01964-P

Project Name: BEACON LAKES

Created by

Application

0 0.60.3

Miles

Seventh Order of Business

LICENSE AGREEMENT

THIS LICENSE AGREEMENT (this “Agreement”) is made and entered into effective as of

the ___ day of _________________, 2017 (the “Effective Date”), by and between FLORIDA

ROCK INDUSTRIES, INC., a Florida corporation (“Licensor”), and BEACON LAKES

COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government

established pursuant to Chapter 190, Florida Statutes (“Licensee”).

W I T N E S S E T H:

WHEREAS, Licensor is the owner of certain real property located in Miami-Dade County,

Florida, as more particularly described in Exhibit A attached hereto and incorporated herein by this

reference (the “Property”);

WHEREAS, Licensee desires to license from Licensor, a portion of the Property, as more

particularly described on Exhibit B attached hereto and incorporated herein by reference (the

“Premises”), subject to the terms and conditions set forth herein; and

WHEREAS, Licensor agrees to license to Licensee the Premises, subject to the terms and

conditions set forth herein.

NOW, THEREFORE, for and in consideration of the premises, the covenants and the

agreements hereinafter set forth, the receipt and sufficiency of which are hereby acknowledged, the

parties hereto hereby agree as follows:

1. Premises; Access. Licensor hereby licenses unto Licensee, and Licensee hereby

licenses from Licensor, on a non-exclusive basis, the Premises for the conduct of the Permitted Use

(as such term is defined in Section 4 hereof). Ingress and egress to and from the Premises shall be on

routes selected by Licensor.

2. Term. The term of this Agreement shall commence on the Effective Date and shall

terminate upon Completion of the Road improvements defined herein (the “Initial Term”).

Completion is defined as the stage after final inspection where the Road improvements are fit for

their intended use. The Initial Term may, in the sole and complete discretion of each of the parties

hereto, be extended by mutual agreement of such parties, on such terms and conditions as such

parties shall mutually agree upon (each, a “Renewal Term”). The Initial Term and each Renewal

Term, if applicable, are collectively referred to as the “Term”.

3. Rent. [Intentionally Deleted]

4. Use of Premises; Purchase of Crushed Stone.

(a) The Premises shall be used by Licensee solely for the (1) construction, inspection,

installation, maintenance, use and repair by Licensee and Licensee’s contractors, subcontractors,

Formatted: Left

Deleted: February

Deleted: [PROLOGIS]

Deleted: [________________________]

Deleted: property located

Deleted: c

Deleted: twelve (12) months thereafter

Deleted: , unless earlier terminated as provided herein

Commented [A1]: Definition of Completion

Commented [A2]: Added

suppliers, agents, employees and other representatives (collectively with Licensee, the “Licensee

Parties”), at Licensee’s sole cost and expense, of (i) a certain road right-of-way commonly known as

NW 122nd Avenue, from NW 25th Street to NW 41st Street, and all signs, signals, guardrails, and

other improvements incidental thereto, for dedication to Miami-Dade County, Florida (collectively,

the “Road”), as required by and in accordance with that certain Development of Regional Impact and

other development approvals applicable thereto and required to be obtained by Licensee

(collectively, the “Development Approvals”), and (2) demolition and removal of that certain

building, and the contents thereof (the “Building”), any poles, trees, fencing, abandoned well, power

box, or concrete pilings located on the Premises, subject to all covenants, restrictions, easements,

encumbrances and all other matters of record, and for no other purpose (collectively, the “Permitted

Use”). Licensee hereby agrees to conduct the Permitted Use on the Premises, on the terms and

conditions of this Agreement. Neither the Premises nor any portion thereof shall be used for any

illegal purpose, nor used in any manner which (i) interferes with the operations of Licensor or any of

Licensor’s lessees, licensees or invitees on the Property or any portion thereof, (ii) creates a nuisance

or trespass upon the Premises, the Property or the property of any other person, (iii) is negligent,

reckless, wanton, improper or unsafe, (iv) may cause or permit the transfer or forfeiture of Licensor’s

interest therein, (v) may vitiate or affect by way of increase in rate any insurance which Licensor or

any of its affiliates maintain with respect to the Property or any portion thereof or any of their

respective operations thereon, or (vi) may violate any certificate of occupancy or zoning affecting the

Premises or any portion thereof.

(b) To the extent permitted by law, and specifically the procurement laws governing the

Licensee, Licensee shall or shall cause each of the Licensee Parties to purchase from Licensor, all of

its requirements for crushed stone to be used in connection with the conduct of the Permitted Use on

the Premises. For purposes of this provision, the price of such crushed stone shall be not exceed

Licensor’s then-current and published market price, FOB Licensor’s Miami Quarry located on the

Property (the “Licensor Quarry’).

(c) For the avoidance of doubt, and without limitation of any terms and conditions of this

Agreement, Licensee shall be solely responsible, at its sole cost and expense, for the construction,

installation, maintenance, use and repair of the Road, and for the Road Dedication, and, except to the

extent expressly set forth in this Agreement, Licensor shall have no responsibility, obligation or

liability with respect thereto. Any costs incurred by Licensor in connection with the Road Dedication,

including, but not limited to, engineering, consultant, and attorneys’ fees and disbursements, shall be

reimbursed by Licensee to Licensor within thirty (30) days following Licensee’s receipt of written

demand therefor, together with reasonably detailed supporting documentation, from Licensor.

5. Road Dedication. In order for Licensee to obtain the required roadway Permits, as

later defined, for the Permitted Use, Licensor agrees to execute all necessary instruments to dedicate

to Miami-Dade County the portion (“Right-of-Way Property”) of the Property upon which a

portion of the Road will be located described in Exhibit C attached hereto and by this reference

made a part hereof. At the time of execution of this Agreement by the parties, Licensor shall

execute and deliver a completed right-of-way dedication form, providing for the conveyance of the

Road Improvements and the Right-of-Way Property to Miami-Dade County, which form shall be

delivered and held in escrow by an agent, approved by both parties hereto, and which form shall be

Commented [A3]: Is area where equipment may be staged for access to culverts (not on Vulcan’s

land) part of License Premises?

Deleted: (ii) the Fence (as defined in Section 4(b) below), and (iii)

the Gated Intersections (as defined in Section 4(b) below),

Formatted: Font color: Black

Formatted: Font: Times New Roman, Font color: Black




Commented [A4]: Added incidental structures -- need exhibit


Commented [A5]: Does not preclude contractor to move equipment as long as it is not an

illegal intrusion or operationally disruptive

Deleted: Licensee shall, at its sole cost and expense, construct or

cause to be constructed (i) a 6-foot-high, galvanized, chain-link fence

along each side of the Road on the Premises, as more particularly

described in Exhibit C attached hereto and incorporated herein by

this reference (the “Fence”); and (ii) three (3) intersections onto the

Road, with concrete aprons and road sections, and five (5) double,

rolling gates, for use by Licensor, the Licensor Parties, and any and

all licensees, lessees, invitees or other designees of Licensor, as more

particularly described in Exhibit C attached hereto and incorporated

herein by this reference (the “Gated Intersections”). The plans and

specifications for the Fence and the Gated Intersections shall be

submitted by Licensee to Licensor for approval, in accordance with

Section 9(b) hereof. Upon acceptance of the dedication of the Road

to Miami-Dade County, Florida, as required by and in accordance

with the Development Approvals (the “Road Dedication”), ownership

of the Fence and the Gated Intersections, respectively, shall hereby

immediately, automatically, unconditionally and fully vest in and ...

Deleted: ,

Deleted: and

Deleted: ,

Deleted: T

Deleted: , plus any additional charge which Licensor determines to ...

Formatted: Not Expanded by / Condensed by

Deleted: d

Deleted: ¶ ...

Deleted: p

Formatted: Underline

Deleted: “E”

Deleted: Upon completion of the Road and acceptance and ...

Formatted: Font: Times New Roman





Deleted: ,


released upon Completion of the Road improvements as provided herein.

6. Permits; Compliance with Laws.

(a) Licensee shall be responsible, at its sole cost and expense, for obtaining and

maintaining all permits and approvals, including, but not limited to, the Development Approvals,

necessary or required (“Permits”) for the conduct of the Permitted Use on the Premises (whether for

air emissions, discharge for storm water runoff or otherwise), whether or not Licensor may be in

possession of such Permits, all in compliance with all current and future requirements and

regulations, and for continuing compliance with all local, state and federal regulatory and

governmental requirements relating to the Premises and Licensee’s conduct of the Permitted Use

thereon. Licensee shall promptly commence its application for all Permits not presently in effect or

assigned and shall diligently pursue obtaining such Permits using its commercially reasonable

efforts.

(b) Licensee shall, and Licensee shall cause each of the Licensee Parties to, at all times

during the Term, and at Licensee’s sole cost and expense, promptly comply with all present and

future legal requirements, laws, ordinances, orders, rules, regulations, permit conditions and

requirements of all federal, state and local governments, courts, departments, commissions, agencies,

authorities, boards and offices, or any other body exercising functions similar to any of those of the

foregoing, which may be applicable to the Property, the Premises or the conduct of the Permitted Use

thereon, including, but not limited to, all Permits and all Environmental Laws (as such term is

defined in Section 12), and perform or cause to be performed any mitigation required thereunder

(collectively, the “Laws”). In the event that Licensee receives a notice of violation, warning or similar

citation from any of the foregoing authorities (each, a “Notice of Non-Compliance”), Licensee shall

give Licensor notice in writing of its receipt of such Notice of Non-Compliance, along with a copy

thereof, within five (5) business days after Licensee’s receipt thereof, and Licensee shall remedy any

and all conditions described in such Notice of Non-Compliance within the time period specified therein

if the Notice of Non-Compliance was caused by the actions or omissions of Licensee or any of the

Licensee Parties.

(c) Licensor agrees to fully cooperate in Licensee’s efforts to secure approval of all

development permits required in conjunction with the completion of the Road improvements. All

development permit-related costs and expenses shall be the sole responsibility of Licensee. Full

cooperation shall mean joining and signing all permits and consents. Licensor may not unreasonably

withhold its approval of any said permits and consents.

7. Compliance with Licensor’s Rules and Policies. Licensee shall, and Licensee shall

cause each of the Licensee Parties to, at all times during the Term, and at Licensee’s sole cost and

expense, promptly comply with all rules and policies of Licensor applicable to the Property, the

Premises or the conduct of the Permitted Use thereon, including such rules and/or policies

concerning safety and health, environmental protection, traffic control, signage, security, hours of

operation, housekeeping and appearance, control of ingress and egress to the Property and the

Premises and emergency response. Licensee represents and warrants that all applicable Licensee

Parties and their respective employees, agents and other representatives who will be granted access to

the Premises shall receive training provided onsite by Licensor as is required by the Mine Safety and

Health Administration, Occupational Safety and Health Administration or their respective successors

Deleted: ¶

Deleted: (

Deleted: )

Formatted: Indent: First line: 0.5"

Deleted: 1

Deleted: ¶

Commented [A6]: Added Road improvements

Deleted: , Fence, and Gated Intersections

Deleted: The Fence shall be installed on Licensor’s property, as

more particularly described in Exhibit C.


Deleted: 6.

Deleted: the

Deleted: have

Deleted: d

Deleted: such

and by all applicable state agencies, including, but not limited to, comprehensive miner training and

task training. Licensee covenants that all such Licensee Parties and their respective employees, agents

and other representatives will receive any and all required hazard training. Licensee further covenants

to maintain its own safety and health program for the Licensee Parties sufficient to prevent injury to

such persons resulting from their respective use of and operations on the Premises.

8. Access by Licensor. Licensor may, at any time during the Term, enter upon the

Premises or any portion thereof in order to (i) enforce Licensor’s rights and remedies under this

Agreement, and (ii) ascertain the extent of Licensee’s compliance with the terms and conditions of

this Agreement.

9. Condition of Premises.

(a) LICENSOR HEREBY EXCLUDES ALL WARRANTIES OF

MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND

ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH REGARD TO

THE PREMISES OR ANY PORTION THEREOF OR ANY OF THE ROUTES OF

INGRESS AND EGRESS THERETO AND THEREFROM. LICENSEE AGREES

THAT IT TAKES POSSESSION OF THE PREMISES “AS IS, WHERE IS”, AND

HEREBY ACKNOWLEDGES THAT NO REPRESENTATIONS OR

WARRANTIES OF ANY KIND, WHETHER VERBAL OR OTHERWISE, HAVE

BEEN MADE BY LICENSOR OR ANY OF LICENSOR’S AGENTS,

EMPLOYEES OR REPRESENTATIVES CONCERNING THE PREMISES OR

ANY PORTION THEREOF OR ANY OF THE ROUTES OF INGRESS AND

EGRESS THERETO AND THEREFROM. Licensee hereby further acknowledges that

it has inspected the Premises and finds the Premises to be in a state of good working order,

condition, appearance and repair and fit for Licensee’s intended use.

(b) Licensor shall fill or cause to be filled to its final elevation, as required by the Army

Corps of Engineers permit, South Florida Water Management District, and Miami-Dade

County DERM, that portion of the excavated lake that encroaches upon the right-of-way

of the Premises, as described in Exhibit D.

10. Maintenance and Repair; Improvements; Standard of Operation.

(a) During the Term, Licensee shall be solely liable and responsible for any and all

maintenance, repairs, restorations, improvements or replacements of any kind or nature whatsoever

to or of the Premises, or any portion thereof, and any improvements constructed from time to time

thereon by or on behalf of Licensee, and shall keep the same in good working order, condition,

appearance and repair at all times during the Term. Any such maintenance, repairs, restorations,

improvements or replacements to or of the Premises or any portion thereof shall be performed at

Licensee’s sole cost and expense and to Licensor’s satisfaction. During the Term, Licensor shall not

be liable or responsible for any maintenance, repairs, restorations, improvements or replacements, or for

providing any watchmen or other security services, of any kind or nature whatsoever with respect to the

Deleted: 7.

Deleted: 8.

Formatted: Numbered + Level: 1 + Numbering Style: a, b,c, … + Start at: 1 + Alignment: Left + Aligned at: 0.5" +Indent at: 0.75"

Formatted: Indent: Left: 0.75"

Formatted: Font: Not Bold

Formatted: Numbered + Level: 1 + Numbering Style: a, b,c, … + Start at: 1 + Alignment: Left + Aligned at: 0.5" +Indent at: 0.75"



Formatted: Font: Bold

Deleted: ”F

Deleted: “

Commented [A7]: Added filling to final elevation requirement

Deleted: 9.

Premises or any of the routes of ingress and egress thereto and therefrom.

(b) Notwithstanding any other provision of this Agreement, Licensee shall not construct or

permit the construction of any improvements, alterations or additions (other than the Road and

appurtenant right-of-way improvements) on or to the Premises or any portion thereof without the

prior written consent of Licensor, which consent may not be unreasonably withheld or conditioned by

Licensor. Any improvements, alterations or additions erected by or on behalf of Licensee shall be

constructed and completed in compliance with all requirements of applicable Laws and in a good and

workmanlike manner.

(c) Licensee shall use, operate on, possess, maintain and repair the Premises in a good,

safe and workmanlike manner in conformance with customary industry practices and standards, and,

if applicable, in accordance with the recommendations of the manufacturer thereof.

(d) Licensee shall at all times conduct the Permitted Use in a manner that is consistent

with standards of care, diligence, continuity and competence customarily applicable thereto, using

methods generally recognized and accepted in the industry.

(e) Licensee shall at all times during the Term of this Agreement, maintain in good

working order and appearance all structures, machinery and equipment used in the conduct of the

Permitted Use.

(f) Licensee shall not cause or permit any property owned by Licensor on the Premises

(other than the items listed in Section 4(a)) to be removed, in whole or in part, from or relocated

within the Premises, without the prior written consent of Licensor, which consent may not be

unreasonably withheld or conditioned by Licensor.

11. Utilities.

(a) With the assistance of Licensor, Licensee shall be responsible at its sole cost and

expense for arranging for and obtaining any utilities reasonably required to be used in connection

with Licensee’s conduct of the Permitted Use on the Premises, including but not limited to

electricity, water, gas, sewer, cable and telephone service.

(b) Licensee shall submit to Licensor for Licensor’s prior approval the proposed location

of any utility services which will cross over, through, under or around the Property to the Premises

and Licensor shall have the right to reasonably require Licensee to relocate any proposed utility in

the event the location of such utility or service interferes or may in the future interfere with

Licensor’s current or proposed operations on or adjacent to the Property.

(c) Licensee shall arrange where appropriate for separate meters to be installed and for

Licensee to contract directly with and make payment directly to the appropriate provider for any and

all utility services received. If Licensor should incur any expense for any utilities herein described,

Licensee will reimburse Licensor not later than ten (10) days following Licensee’s receipt of

Licensor’s invoice for such expenses.

Deleted: , the Fence and the Gated Intersections

Deleted: in

Deleted: ’s sole discretion

Deleted: Before commencing the construction of the Fence or the

Gated Intersections or any construction requiring the prior written

consent of Licensor, or contracting with any third party to construct

the Fence or the Gated Intersections or any construction requiring the

prior written consent of Licensor, as applicable, Licensee shall submit

to Licensor for approval, a copy of the plans and specifications for

such construction work, which approval may not be unreasonably

withheld or conditioned inby Licensor’s sole discretion. Such plans

and specifications shall comply with all applicable Laws.

Deleted: by Licensor

Deleted: Building

Deleted: in


Deleted: 0

12. Regulated Substances; Other Environmental Matters.

(a) Licensee shall not, and Licensee shall ensure that each of the Licensee Parties shall

not, release, dump or dispose of any Hazardous Substances (as defined below), pollutants or

contaminants on, under, in or about the Premises or any portion thereof, which terms shall mean any

substance which is toxic, ignitable, reactive, or corrosive or which is regulated by any of the

Environmental Laws. For purposes hereof, the term “Environmental Laws” means any and all Laws

governing safety and health and the protection of the environment, including, without limitation, the

Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601 et seq.,

as amended (“CERCLA”), the Resource Conservation and Recovery Act, as amended 42 U.S.C.

6901 et seq., the Clean Water Act, 33 U.S.C. 1251 et seq., the Clean Air Act, 42 U.S.C. 7401 et seq.,

the Toxic Substance Control Act, 15 U.S.C. 2601 et seq., and the Safe Drinking Water Act, 42

U.S.C. 300f through 300j. “Hazardous Substances” include any and all materials or substances which

are defined as “hazardous waste”, “hazardous material”, or a “hazardous substance” pursuant to

applicable Environmental Laws. “Hazardous Substances” also include asbestos, polychlorinated

biphenyls (“PCBs”) and petroleum products, as defined in CERCLA.

(b) Temporary storage, handling, transportation and disposal of Hazardous Substances

used in the conduct of the Permitted Use on the Premises shall be permitted only if done in strict

compliance with any and all Environmental Laws and any and all Permits issued pursuant to any and

all such Environmental Laws. At the termination of this Agreement, Licensee shall, at its sole cost

and expense, remove any temporarily stored Hazardous Substances from the Premises. Without

limitation of the foregoing, Licensee shall conduct the Permitted Use on the Premises in strict

compliance with any and all applicable Environmental Laws governing dust emissions.

(c) In the event of any spill, discharge, release or escape of any Hazardous Substance on,

under, in or about the Premises or any portion thereof which was directly or indirectly caused by or

attributable in any manner to any act or omission of Licensee or any of the Licensee Parties, Licensee

shall, at its sole cost and expense, promptly cleanup and remove said Hazardous Substance in

accordance with any and all applicable Environmental Laws, including, but not limited to, Chapter

62-770 Florida Administrative Code (“FAC”) (Petroleum Contamination Site Cleanup Criteria),

Chapter 62-777 FAC (Contaminant Cleanup Target Levels), and Chapter 62-780 FAC

(Contaminated Site Cleanup Criteria), to Licensor’s satisfaction. In the event of Licensee’s failure to

comply in full with this provision, Licensor may, at its sole option, perform any or all of Licensee’s

obligations as aforesaid and all costs and expenses incurred by Licensor in exercise of this right may,

at Licensor’s sole option, be deemed to be additional rent payable by Licensee to Licensor on

demand. These obligations shall survive the termination of this Agreement.

(d) Licensee shall not cause or permit any mitigation property owned or controlled by

Licensor on the Property to be impacted in any way by the Permitted Use.

(e) Licensee shall separately route all of its stormwater run-off to one or more discharge

points on the Property, which points Licensee shall be responsible for permitting separately from

Deleted: 1.

Commented [A9]: Mitigation work?

Licensor's operations on the Property. Licensee shall not cause or permit any of its stormwater run-off

to enter into or otherwise impact any of Licensor’s lake pits located on the Property.

13.2. Taxes. Licensee shall not be responsible for the payment of any of the following

(collectively, the “Impositions”):

(a) All real property ad valorem taxes or payments in lieu thereof due with respect to the

Premises (as determined by any reasonable proration method selected by Licensor), by

reimbursement to Licensor upon demand;

(b) All taxes imposed on or with respect to personal property and intangibles located in or used

in connection with the Premises;

(c) All assessments for public improvements or benefits which are assessed during the Term

against the Premises; and

(d) All other rents, rates and charges, excises, levies, license fees, permit fees, inspection fees

and other authorization fees and other charges, in each case whether general or special, ordinary or

extraordinary, foreseen or unforeseen, of every character (including interest and penalties thereon),

which at any time during or in respect of the Term may be assessed, levied, confirmed or imposed on

or in respect of or be a lien upon the Premises or any part thereof, or any estate, right or interest

therein, or any occupancy, use or possession of or activity conducted on the Premises or any part

thereof.

Licensor shall be responsible for the timely payment of ad valorem property taxes on the Property.

Notwithstanding, the Impositions may be paid by a third party pursuant to a separate agreement

regarding the Premises, or a portion thereof.

13. End of Term. Upon termination of this Agreement, Licensee shall have a period of

sixty (60) days following said termination within which to (i) vacate any portion of the Premises not

dedicated or which are the subject of a dedication to Miami-Dade County or another local

governmental entity and take such reasonable actions as are necessary or appropriate to sell, remove or

otherwise dispose of any and all of Licensee’s equipment, improvements and other property located on

such portion of the Premises, provided that it shall have complied with all of its obligations and

satisfied all liabilities and indebtedness owing to Licensor hereunder, and (ii) restore the portion of the

Premises not so dedicated to, and yield to Licensor said portion of the Premises in, the same condition

and state of repair as existed as of the Effective Date, normal wear and tear excepted (the “End of Term

Obligations”). Any property of Licensee which does not contain any Hazardous Substance and which

remains on the non-dedicated portion of the Premises after the expiration of such 60-day period shall, at

Licensor’s sole option, conclusively be deemed to have been abandoned by Licensee and shall

automatically become the property of Licensor, provided that Licensee shall promptly reimburse

Licensor for any and all costs incurred by Licensor in removing, storing, selling, destroying or

otherwise disposing of such property.

14. Liens. Licensee shall promptly pay for all labor performed and/or all materials used in

Formatted: Indent: First line: 0"

Deleted: (e) Subject to Licensee’s obligation to reimburse

Licensor for ad valorem taxes in subsection (a) hereinabove,

connection with the conduct of the Permitted Use, and further shall, to the extent permitted by Florida

law, indemnify and save Licensor and its affiliates and their respective officers, directors, partners,

members, shareholders, employees and agents (collectively with Licensor, the “Licensor Parties”)

harmless from any and all claims of any and every nature whatsoever which might be asserted against

any of the Licensor Parties, the Property, the Premises, or any portion thereof, by reason of Licensee’s

failure to pay any indebtedness of any nature incurred by Licensee in connection with the conduct of the

Permitted Use. Licensee shall not suffer any liens, claims, security interests and other encumbrances

of any nature whatsoever (collectively, “Liens”) to be filed against the Premisesor any portion

thereof, by reason of any work, labor, services, materials or any other item performed for or

furnished to Licensee, and shall hold the Licensor Parties harmless from and against the same. If any

such Lien is filed or reported, or notice of any Lien is given, Licensee shall promptly discharge the

same at its sole expense. If Licensee shall fail to remove or discharge any aforesaid Liens within

thirty (30) days after notice or knowledge of the filing of same, then in addition to all other rights of

Licensor hereunder or by law upon a default by Licensee, Licensor may, at its option, procure the

removal or discharge of same. Any amount paid by Licensor for such purpose, including all

attorneys’ fees and other expenses therefor, together with interest thereon at the highest interest rate

permitted under applicable law, shall be deemed to be additional rent payable by Licensee to

Licensor on demand.

15. Events of Default; Remedies; Termination.

(a) The occurrence of any of the following shall constitute an event of default by

Licensee under this Agreement (each, an “Event of Default”):

i. Licensee’s failure to pay any amount due under this Agreement when due, and

such failure is not cured within five (5) days after written notice of default from Licensor to

Licensee;

ii. Licensee’s failure to maintain insurance pursuant to Section 16, and such

failure is not cured within five (5) days after written notice of default from Licensor to

Licensee;

iii. Licensee’s failure to remedy any and all conditions described in a Notice of

Non-Compliance within the time period specified therein;

iv. Licensee’s breach of any other term or provision of this Agreement, and such

breach is not cured within thirty (30) days after written notice of default from Licensor to

Licensee;

v. Licensee becomes insolvent, files a petition for protection under the U.S.

Bankruptcy Code (or similar law) or a petition is filed against Licensee under such laws and

is not dismissed within sixty (60) days after the date of such filing, makes a transfer in fraud

of creditors or makes an assignment for the benefit of creditors, or admits in writing its

inability to pay its debts when due; or

Deleted: the Fence, the Gated Intersections,

Deleted: , the Fence, the Gated Intersections,

Deleted: or to anyone holding the Premises, or any portion thereof,

through or under Licensee

vi. Licensee ceases to conduct the Permitted Use on the Premises once

construction has begun for three (3) consecutive months, or abandons or vacates all or any

portion of the Premises.

(b) In addition to all other rights and remedies available to Licensor by law or equity,

Licensor may, at any time after the occurrence of any Event of Default, give notice to Licensee of its

intention to terminate this Agreement, in which case this Agreement shall terminate and Licensor

may reenter upon the Premises and have possession thereof.

(c) Upon termination of this Agreement under this Section, all rights and privileges of

Licensee, and all duties and obligations of Licensor hereunder shall terminate, except, in each case,

for the provisions of this Agreement which, by their express terms, survive termination. Immediately

upon such termination of this Agreement, and without further notice to any other party, Licensor

shall have the right to assert, perfect, establish and confirm all rights reverting to Licensor by reason

of such termination by any means permitted by law, including (subject to Licensee’s rights under

Section 13 of this Agreement) the right to take possession of the Premises and any and all alterations

and improvements which may be constructed upon or to the Premises, with or without process of

law, and to remove all personal property from the Premises and all persons occupying the same and

to use all necessary lawful force therefor and in all respects to take the actual, full and exclusive

possession of the Premises and every part thereof as Licensor’s original estate, thereby wholly

terminating any right, title, interest or claim of or through Licensee as to the Premises or the

improvements or alterations to the improvements and all personal property located on the Premises,

all without incurring any liability to Licensee or to any person occupying or using the Premises for

any damage caused or sustained by reason of such entry or such removal except for damage resulting

from the negligent acts or omissions or willful misconduct of Licensor in effecting such removal.

In addition, Licensor may exercise any and all other remedies afforded to Licensor in law or

equity, including electing to sue Licensee hereunder without terminating this Agreement. Licensee

shall be liable for rent accruing up to the end of the Term specified in this Agreement or any

extensions thereof notwithstanding the reentry of Licensor on the Premises before the normal

expiration of the Term.

(E) Any holding over by Licensee after the expiration or other termination of this

Agreement without the express written consent of the Licensor and beyond any time period permitted

under this Agreement, shall be construed to be a tenancy at sufferance and shall otherwise be on the

terms and conditions herein specified, as applicable. IF THE PREMISES ARE NOT

SURRENDERED AT THE EXPIRATION OF THE TERM OR SOONER TERMINATION OF

THIS AGREEMENT, LICENSEE SHALL, TO THE EXTENT PERMITTED BY FLORIDA LAW,

INDEMNIFY, DEFEND AND HOLD THE LICENSOR PARTIES HARMLESS FROM AND

AGAINST ANY AND ALL LOSS OR LIABILITY RESULTING FROM DELAY BY LICENSEE

IN SO SURRENDERING THE PREMISES, INCLUDING, WITHOUT LIMITATION, ANY LOSS

OR LIABILITY RESULTING FROM ANY CLAIM AGAINST LICENSOR MADE BY ANY

SUCCEEDING LICENSEE FOUNDED ON OR RESULTING FROM SUCH DELAY TOGETHER

WITH REASONABLE ATTORNEYS’ FEES AND EXPENSES. No holding over by Licensee after

the expiration of the Term shall be construed to extend the Term.

Deleted: and all

Deleted: gross negligence

Deleted: , and LICENSEE AGREES TO INDEMNIFY AND

HOLD HARMLESS THE LICENSOR PARTIES FOR ANY

LIABILITIES, COSTS, EXPENSES AND ANY OTHER

FINANCIAL OBLIGATION (INCLUDING REASONABLE

ATTORNEYS’ FEES) IN CONNECTION WITH LICENSOR

EXERCISING ANY OF ITS RIGHTS HEREUNDER, INCLUDING,

WITHOUT LIMITATION, ANY LIABILITY, COST, EXPENSE

OR OBLIGATION ARISING OUT OF LICENSOR'S ORDINARY

NEGLIGENCE BUT EXPRESSLY EXCLUDING ANY

LIABILITY, COST, EXPENSE OR OBLIGATION ARISING OUT

OF LICENSOR’S GROSS NEGLIGENCE OR WILLFUL

MISCONDUCT

Deleted: ¶(d) Subject to the provisions of this Agreement, Licensor may elect,

without terminating this Agreement, to terminate Licensee’s right to

possession of the Premises and change the locks, if applicable,

without judicial process, and in compliance with applicable law, and

expel and remove Licensee and the Licensee Parties and their

respective property. Licensee shall continue to be liable for any and

all rent under this Agreement as then in effect, and such obligations

shall accrue as additional damages payable to Licensor. The re-entry

or taking of possession of the Premises by Licensor shall not be

construed as an election by Licensor to terminate this Agreement

unless a written notice of termination is given to Licensee.¶

¶

(e)

Deleted: f

16. Insurance.

(a) Without in any way limiting the liability of Licensee under this Agreement, Licensee

shall, at its sole cost and expense, purchase and maintain during the Term the following insurance

with insurers reasonably satisfactory to Licensor which are financially stable and rated A- or better in

Best’s Insurance Reports:

(i) Public Liability Insurance in an amount of not less than $1,000,000 each

occurrence and aggregate for bodily injury and/or property damage. The policy shall include

broad form property damage coverage; and

(ii) All Risk Property Insurance covering all of the Licensee’s property located on

the Premises, on a full replacement cost basis. Such coverage shall be endorsed to name Licensor and its affiliates as loss payees on this policy as their interests appear.

(b) Licensee shall ensure that all Licensed Parties, including contractors and consultants

engaged by Licensee to perform the Permitted Use upon the Premises, purchase and maintain during

the Term the following insurance with insurers reasonably satisfactory to Licensee which are

financially stable and rated A- or better in Best’s Insurance Reports:

(i) Worker’s Compensation Insurance, which insurance coverage shall comply with

all applicable worker’s compensation statutes and shall be endorsed to provide a waiver of

subrogation against Licensee and Licensor and their respective affiliates;

(ii) Employers Liability Insurance in the amount of $1,000,000 per occurrence. Such insurance coverage shall be endorsed to provide a waiver of subrogation against Licensee and Licensor and their respective affiliates;

(iii) Comprehensive General Liability Insurance in an amount of not less than

$1,000,000 each occurrence and aggregate for bodily injury and/or property damage. The

policy shall include broad form property damage coverage. In addition, such insurance

coverage shall be endorsed to specifically provide coverage of all liability assumed under this

Agreement (contractual liability) and to name Licensee and Licensor and their respective

affiliates as additional insureds with regard to this policy. This requirement may be met

through a combination of primary and excess insurance policies;

(iv) Comprehensive Automobile Public Liability Insurance covering all owned, non-owned and hired vehicles with combined single limits of not less than $1,000,000. Such coverage shall be endorsed to provide a waiver of subrogation in favor of Licensee and Licensor and their respective affiliates; and

(b) Licensee’s insurance shall be primary, to the extent applicable, for any claims or suits

that arise under this Agreement. Licensee agrees to require its insurance carriers to provide

endorsements waiving all rights of subrogation against Licensor and its affiliates on all policies

required to be maintained by Licensee under this Agreement. The original of all insurance policies

shall be made available in Licensee’s office for review by Licensor upon reasonable request.

Deleted: ¶¶


Deleted: against

Deleted: its

Deleted: its

Deleted: 5

Deleted: its

Deleted: 2

Deleted: its

Deleted: (v) All Risk Property Insurance covering all of the

Licensee’s property located on the Premises, on a full replacement

cost basis. Such coverage shall be endorsed to name Licensor and its

affiliates as loss payees on this policy as their interests appear. ¶

Certificates of insurance evidencing the coverages required herein shall be provided to Licensor on

or prior to the Effective Date and thereafter upon Licensor’s request. All policies shall be endorsed,

and such certificates shall provide that the insurer will give Licensor not less than thirty (30) days’

advance notice of any material change in or cancellation of coverage.

(c) Notwithstanding the indemnification and insurance provided by Licensee herein,

Licensee understands and hereby acknowledges and agrees that no contractor or subcontractor of

Licensee shall have access to the Premises or any portion thereof unless and until Licensor shall have

given its permission and the contractor or subcontractor shall have executed and delivered to Licensee

and Licensor an Insurance, Indemnification and Release Agreement (Form I) in the form attached

hereto as Exhibit D (a “Form I”). Licensee covenants to require each such contractor or

subcontractor to execute and deliver a Form I to Licensor prior to accessing the Premises or any

portion thereof.

17. Indemnification. To the maximum extent permitted by applicable Laws, except to

the extent of any acts, omissions, or negligence on the part of the Licensor Parties, Licensee shall

indemnify, defend and hold the Licensor Parties harmless from and against any and all liabilities,

losses, demands, suits, obligations, fines, damages, fees (including mitigation fees), penalties,

claims, costs, charges and expenses, of any kind or nature, including, without limitation, attorneys’

fees, court costs and disbursements, which may be imposed upon or incurred by or asserted against

any of the Licensor Parties by reason of any of the following occurring during or after (but

attributable to a period of time falling within) the Term: (i) any failure by Licensee to perform or

comply with any covenant, agreement, term or condition contained in this Agreement; (ii) any breach

by Licensee of any representation or warranty contained in this Agreement; (iii) the conduct of the

Permitted Use by Licensee or any of the Licensee Parties; (iv) the use, occupancy or possession of the

Premises or any portion thereof by Licensee or any of the Licensee Parties; or (v) any act or omission

of Licensee or any of the Licensee Parties. The indemnification obligations of Licensee arising under

this section shall survive the termination of this Agreement. Licensee shall further ensure that each

contract with third party contractors or consultants for work associated with the Permitted Use include

provisions requiring said contractor or consultant to indemnify the Licensor Parties, as well as the

Licensee, for the acts, omissions, and negligence of said contractor or consultant.

18. Limitation of Liability. The use of the Premises shall be at the sole risk of Licensee,

and none of the Licensor Parties shall have any liability whatsoever for any personal injury or

property damage or expense incurred by Licensee or any of the Licensee Parties in connection with

its use of same, except to the extent such liability results from the Licensor Parties’ gross negligence.

Without limiting the generality of the foregoing, Licensee hereby acknowledges and agrees that,

except in the case of the gross negligence of the Licensor Parties, none of the Licensor Parties will be

liable or responsible for, and Licensee shall bear the sole risk of, any loss or damage to any property

or person occasioned by theft, destruction, vandalism, fire, act of God, public enemy, injunction, riot,

strike, insurrection, war, court order, requisition or order of governmental body or authority or for

any other damage to the property of Licensee or any other person in connection with or arising out of

the conduct of the Permitted Use by Licensee or any of the Licensee Parties, the use, occupancy or

possession of the Premises or any portion thereof by Licensee or any of the Licensee Parties, or the

operations of any Licensor Parties on property adjacent to or in the vicinity of the Premises,

Deleted: gross negligence

Deleted:

including, but not limited to, any damages caused by environmental or other conditions inherent in

Licensor’s operations on the Property, and any and all such claims are hereby waived by Licensee.

Licensee understands and hereby acknowledges that blasting is a normal part of the quarrying

operations which Licensor conducts on the Property. Licensee shall on a continuing basis inform the

Licensee Parties of the fact of such blasting and shall coordinate Licensee's activities so as to

minimize or eliminate any danger from said blasting to the Licensee Parties. Licensee, for itself, its

successors and assigns, hereby releases each of the Licensor Parties from all liability of any kind or

nature to Licensee or its successors and assigns on account of any loss, damage or expense incurred

or suffered by Licensee or its successors and assigns on account of such blasting.

19. Damage or Destruction; Repair; Effect on License.

(a) In the event of damage to or destruction to any improvements on or to the Premises,

Licensee shall effect, at its sole cost and expense, the repair and reconstruction of the structure or

improvement so damaged or destroyed to substantially the condition such structure or

improvement was in prior to said damage or destruction with such alterations thereto as Licensee

shall reasonably determine prudent or valuable under the circumstances, including any changes

required to comply with applicable law, with the then prevailing construction practices or conditions

applicable to the Premises. Licensor and Licensee agree that the funds derived from insurance

acquired pursuant to the terms of this Agreement shall be made available to effect the repairs or

reconstruction required by this Section 19(a). Licensee shall diligently commence and reasonably

promptly carry out such repair, replacement, reconstruction or rebuilding, to full completion as soon

as reasonably possible, except to the extent of delays due to strikes, lockouts, shortages of power,

governmental restrictions, fire, flood, casualty, riot, act of God or other causes beyond the control of

Licensee after the exercise of due diligence, including diligence in contracting, and the exercise of

rights under contracts, with contractors and suppliers associated with such reconstruction or

rebuilding.

(d) The damage or destruction of Licensee's improvements, any part hereof, or any

fixtures or equipment of Licensee contained therein, as the result of any casualty or other cause will

not terminate this Agreement, will not entitle Licensee to surrender the Premises or to any abatement

or reduction of the rent payable hereunder or otherwise affect the agreements, covenants, conditions

or provisions of this Agreement.

20. Condemnation. If the whole or any portion of the Premises shall be taken for any

public or quasi-public use by right of eminent domain, with or without litigation, or transferred by

agreement or purchase in connection with such public or quasi-public use resulting in an inability of

Licensee to construct the Road improvements, this Agreement, at the option of Licensor, shall

terminate as of the date title shall vest in the condemnor. Upon any such taking, with or without a

termination of this Agreement, all compensation awarded shall belong and be paid to Licensor, and

Licensee shall have no claim thereto, and Licensee hereby irrevocably assigns, transfers, releases and

sets over to Licensor any right to compensation for damages to which Licensee may become entitled

during the Term by reason of such condemnation or taking. Licensee expressly waives any claim

against the condemning authority for diminution in the value of the Premises or any portion thereof.

In the event that upon such taking there shall be no termination of this Agreement by Licensor, this

Deleted: ,

Commented [A10]: This limits termination due to condemnation to instances where the Road

improvements cannot be made.

Agreement shall continue for the balance of the Term as to the portion of the Premises remaining and

in accordance with the terms hereof. Termination of this Agreement by Licensor under the

provisions of this section shall be effected by the delivery of a thirty (30) day notice by Licensor to

Licensee and shall be effective as of the date of the taking.

21. Assignment and Sublicensing. Licensee shall not sublicense, sublease or otherwise

convey any interest in the Premises or any portion thereof, or assign, in whole or in part, this Agreement or any right or obligation hereunder to parties other than affiliated subsidiaries, in each case without the prior written consent of Licensor, which consent may not be reasonably withheld or conditioned by Licensor. Any attempted sublicensing, subleasing, assignment or other conveyance in violation of this section shall be void.

22. Notice. Any notice of communication herein or by law required or permitted to be

given shall be deemed sufficiently given upon the earlier of the date the notice is delivered to the

address of the party notified or one (1) day after the day notice is mailed in the United States mail, by

certified or registered mail, postage prepaid, or sent via a reputable overnight courier service with

confirmation receipt, and addressed to the party to whom the notice is given as follows:

Licensor’s address:

Florida Rock Industries, Inc.

10151 Deerwood Park Boulevard

Deerwood South, Building 100, Suite 120

Jacksonville, Florida 32256

Attention: ______________________

with a copy to:

Vulcan Materials Company

1200 Urban Center Drive

Birmingham, Alabama 35242

Attention: General Counsel

Licensee’s address:

Severn Trent Services

210 North University Drive, Suite 702

Coral Springs, Florida 33071

Attention: Ken Cassel, District Manager

With a copy to:

Billing, Cochran, Lyles, Mauro & Ramsey, P.A.

515 East Las Olas Boulevard, 6th Floor

Fort Lauderdale, Florida 33301

Attention: Dennis E. Lyles, Esq.

Deleted: in


Deleted: [insert]


Deleted: [insert]


Formatted: Superscript

or at such other address as shall be designated in written notice by a party hereto to the other party

hereto.

23. Licensor/Licensee Relationship. It is covenanted and agreed that this Agreement shall

create the relationship of licensor and licensee only between Licensor and Licensee. This Agreement is

not intended to create a partnership or joint venture between Licensor and Licensee, or to create a

principal-and-agent relationship between them. Licensor, except as provided herein, shall not have

any control over the business, methods, hours of operation or processes of Licensee, nor direct its

employees in the performance of their duties to Licensee. Licensee shall be solely responsible for

Employer’s Liability insurance coverage of its employees and compliance under any applicable

Worker’s Compensation laws, statutes, regulations and rules.

24. No Right to Encumber. Licensee shall not, without Licensor's prior written consent,

encumber its interest in this Agreement and the license estate hereby created with any mortgages,

deed to secure debt, deed of trust or other lien instruments to secure any borrowings or obligations of

Licensee. Notwithstanding the foregoing, if Licensor consents to Licensee’s encumbrance of this

Agreement or the license estate hereby created, no lien of Licensee upon its interest in this

Agreement and the license estate hereby created shall encumber or affect in any way the interest of

Licensor hereunder or in and to the Premises.

25. Waiver. No provision of this Agreement may be waived unless in writing and signed

by the party against whom such waiver is sought to be enforced. The waiver at any time by Licensor

of one or more breaches of this Agreement by Licensee shall not be considered or deemed a waiver

of any subsequent breach by Licensee, and it is covenanted and agreed that any such waiver or

waivers on the part of Licensor shall not relieve Licensee from thereafter carrying out this Agreement

in strict conformity with all of the terms and conditions hereof; nor shall any custom or practice

which may grow up between the parties in the course of administering this Agreement be construed

to waive or lessen the rights of Licensor to insist upon the provisions hereof.

26. Easements Appurtenant. Nothing herein contained shall be construed to confer upon

Licensee any easement to light and air or otherwise from, on or above any other property of Licensor.

27. Non-Exclusivity; Retained Rights. Licensee understands and hereby acknowledges

and agrees that the license herein granted by Licensor to Licensee is non-exclusive, and nothing

contained herein shall in any way or manner whatsoever prohibit, impede, restrain, impair or deny

Licensor the right to fully utilize and enjoy the Premises so long as Licensor does not impede the

Permitted Use. Licensor hereby reserves all rights in and to the Premises to the extent not

inconsistent with this Agreement, including the continued right to the use and enjoyment of any and

all easements, rights-of-way and other appurtenances belonging or appertaining to the Premises

which are necessary or convenient to Licensor’s operations on the Property.

28. Governing Law. This Agreement shall be governed by, and construed in accordance

with, the laws of the State of Florida, notwithstanding the residence or principal place of business of

either party hereto, the place where this Agreement may be executed by either party hereto or the

provisions of any jurisdiction’s conflict-of-laws principles.

29. Binding Effect; Third-Party Rights. Subject to the terms of this Agreement, this

Agreement shall inure to the benefit of, and shall be binding upon, the parties hereto and their

respective successors and permitted assigns. Nothing expressed or referred to in this Agreement

shall be construed to give any person or entity other than the parties hereto any legal or equitable

right, remedy or claim under or with respect to this Agreement or any provision of this Agreement.

30. Modification; Entire Agreement. This Agreement cannot be modified except in a

writing that has been signed by both parties. This Agreement represents the complete understanding

between the parties hereto, and supersedes all prior negotiations, representations or agreements,

whether written or oral, as to the matters described herein.

31. Representations and Warranties. Licensee represents and warrants to Licensor that this

Agreement has been duly authorized, executed and delivered by Licensee and constitutes a legal,

valid and binding obligation of Licensee, enforceable against Licensee in accordance with its terms,

and that Licensee is authorized to perform its obligations under this Agreement. Licensor represents

and warrants to Licensee that this Agreement has been duly authorized, executed and delivered by

Licensor and constitutes a legal, valid and binding obligation of Licensor, enforceable against

Licensor in accordance with its terms.

32. Counterparts; Execution. This Agreement may be executed in one or more

counterparts, each of which shall be deemed an original, but all of which together shall constitute one

and the same instrument. Any executed facsimile, electronic copy, photocopy or similar image of

this Agreement shall have the same force and effect as an executed original.

33. Severability. Whenever possible, each term and provision of this Agreement shall be

interpreted in a manner to be effective and valid, but if any term or provision of this Agreement is

held to be prohibited or invalid by any court of competent jurisdiction, then such term or provision

shall be ineffective only to the extent of such prohibition or invalidity, without invalidating or

affecting in any manner whatsoever the remainder of such term or provision or the remaining terms

or provisions of this Agreement.

34. Interpretation. The parties hereto acknowledge that this Agreement was initially

prepared by Licensor, and that each party has read and had the opportunity to negotiate the language

used in this Agreement. The parties hereto agree that, because each party had the opportunity to

negotiate this Agreement, no rule of construction shall apply to this Agreement that construes

ambiguous language in favor of or against any party by reason of that party’s role in drafting this

Agreement.

35. Construction. The headings of sections in this Agreement are provided for

convenience only and shall not affect the construction or interpretation of such sections. All

references herein to "Section" or "Sections" refer to the corresponding section or sections of this

Agreement. All words used in this Agreement shall be construed to be of such gender or number as

the circumstances require. Unless otherwise expressly provided, the word "including" does not limit

the preceding words or terms. The terms "herein", "hereof", "hereto" or "hereunder" or similar terms

shall be deemed to refer to this Agreement as a whole and not to a particular section hereof.

36. Costs of Enforcement. Each party hereby agrees to pay any and all expenses and costs

reasonably incurred by the other party to enforce the terms of this Agreement, including arbitration

costs, reasonable attorneys’ fees and expenses and court costs, whether or not suit be brought,

whether incurred for collection, before or at trial, on appeal, during insolvency or bankruptcy

proceedings, during post-judgment collection proceedings, or otherwise.

37. Force Majeure. A party to this Agreement may be excused from any performance

required herein if such performance is rendered impossible or unfeasible due to any catastrophe or

other major event beyond its reasonable control, including, without limitation, war, riot, and

insurrection; laws, proclamations, edicts, ordinances, or regulations; strikes, lockouts, or other

serious labor disputes; and floods, fires, explosions, or other natural disasters. When such events

have abated, the non-performing party's obligations herein shall resume.However, events of Force

Majeure shall not extend any period of time for written exercise of any rights by either party.

38. Time is of the Essence. The parties hereto hereby acknowledge and agree that time is

strictly of the essence with respect to each and every term, condition, obligation and provision of this

Agreement.

39. Sovereign Immunity. Nothing herein shall be interpreted or construed as a waiver of

the protections, limitations of liability, and immunities afforded the Licensee pursuant to Section

768.28, Florida Statutes and the doctrine of sovereign immunity.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Formatted: Indent: First line: 0", Don't hyphenate, Tabstops: -1", Left + -0.5", Left + 0", Left + 0.5", Left + 1",Left + 1.5", Left + 2", Left + 2.5", Left + 3", Left + 3.5",Left + 4", Left + 4.5", Left + 5", Left + 5.5", Left + 6",Left + 6.5", Left + 7", Left + 7.5", Left

Deleted: Neither party will be liable for delay, reduction or

suspension of performance of this Agreement resulting from acts of

God, floods, fires, war, civil disturbances, terrorism and other causes,

foreseen or unforeseeable (“Force Majeure”).

Formatted: Underline

IN WITNESS WHEREOF, the parties hereto have executed this instrument as of the

Effective Date.

LICENSOR:

WITNESSES

FLORIDA ROCK INDUSTRIES, INC.

By:

Print Name:

By:

Name:

Title:

By:

Print Name:

Date: _______ of __________________, 2017

LICENSEE:

WITNESSES

BEACON LAKES COMMUNITY

DEVELOPMENT DISTRICT

By:

Print Name:

By:

Name: ______________________________

Title: Chairman/Vice-Chairman

By:

Print Name:

Board of Supervisors

Attest:

____________________________

Secretary/Assistant Secretary

Date: _______ of _______________, 2017

Deleted: [PROLOGIS]

Formatted: Font: (Default) Times New Roman

Formatted: Font: (Default) Times New Roman

EXHIBIT A

See attached depiction of the Property.

EXHIBIT B

See attached depiction of the Premises.

EXHIBIT C

Right-of-Way PropertyEXHIBIT D

See attached form of Form I.

Deleted: See attached depiction of the Fence and the Gated

Intersections.

Deleted: ¶¶

¶

¶

Page Break

beacon lakes community - nebula.wsimg.com

Documents