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R20-093 1 RESOLUTION R20-093 2 3 A RESOLUTION OF THE CITY OF BOYNTON 4 BEACH, FLORIDA, APPROVING AND 5 AUTHORIZING THE MAYOR TO SIGN 6 DOCUMENTS RELEASING AND CREATING 7 PROJECT EASEMENTS; AND PROVIDING AN 8 EFFECTIVE DATE. 9 10 WHEREAS, in order to advance the Town Square project and facilitate the 11 project's completion,existing temporary access and parking easements will be released and 12 new easements created; and 13 WHEREAS, the recordable documents require the Mayor's signature and the City 14 Commission's authorization. 15 NOW,THEREFORE,BE IT RESOLVED BY THE CITY COMMISSION OF THE 16 CITY OF BOYNTON BEACH,FLORIDA,THAT: 17 Section 1. The foregoing "Whereas"clauses are hereby ratified and confirmed as 18 being true and correct and are hereby made a specific part of this Resolution upon adoption 19 hereof. 20 Section 2. The City Commission of the City of Boynton Beach, Florida does 21 hereby approve and authorize the Mayor to sign the documents releasing and creating project 22 easements which shall be in a form subject to final approval by the City Attorney 23 Section 3. Copies of the final documents approved by the City Attorney are attached 24 hereto as Composite Exhibit"A". 25 Section 4. This Resolution will become effective immediately upon passage. 26 S:\CA\RESO\Town Square Easements-Reso.Docx 27 PASSED AND ADOPTED this day of�epte�ienptcmbc r, b e.r' �-} 2020 28 CITY OF BOYNTON BEACH, FLORIDA 29 YES NO 30 31 Mayor—Steven B. Grant ✓ 32 33 Vice-Mayor—Ty Penserga ✓ 34 35 Commissioner—Justin Katz 36 37 Commissioner—Woodrow L. Hay 38 39 Commissioner—Christina L. Romelus 40 41 VOTE 42 ATTEST: 43 44 45 C tal Gibson, MMC 46 City Clerk 47 48 49 (Corporate Seal) 50 a: ' e ... In S:\CA\RESO\Town Square Easements-Reso.Docx This instrument prepared by: Stephen J.Grave de Peralta,Esquire PG Law 5030 Champion Blvd., Suite G11-281 Boca Raton,Florida 33496 561.325.6510 TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS South Parcel) THIS TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (this "Agreement") made this a5 day of 'flpsJ, 2020, by and between JKM BTS South, LLC, a Florida limited liability company ("GRANTOR"),the City of Boynton Beach(the"CITY"),a Florida municipal corporation,CFP BOYNTON BEACH TOWN SQUARE, LLC, a Florida limited liability company ("CFP"), and the CITY's and CFP's agents, servants, employees, or contractors; WITNESSETH: WHEREAS, GRANTOR is the owner of that certain parcel of real property located within the City of Boynton Beach, with a legal description as attached in Exhibit "A"(hereinafter referred to as the "Property"); and WHEREAS, GRANTOR executed a Temporary Construction and Parking Easement Agreement ("Easement") in order to permit CFP and the CITY, at their sole cost and expense, to complete the necessary grading and utility work on the Property, to complete site preparation of the Property, and for the use of the Property as public parking, which Easement was recorded in Official Records Book 30300, Page 1270 of the Public Records of Palm Beach County, Florida; and WHEREAS,GRANTOR,CFP, and the CITY have all agreed to terminate the Easement. NOW, THEREFORE, in consideration of the mutual promises contained herein and Ten and no/100 ($10.00) Dollars and other good and valuable considerations, the receipt, sufficiency, and adequacy of which is hereby acknowledged,the parties hereto agree as follows: 1. The aforesaid recitals are true and correct and are incorporated herein. 2. Each of GRANTOR, CFP, and the CITY does hereby release and abandon any right, title or interest that it may have in the Easement rights set forth in the Easement, and declares the Easement (and any rights granted thereunder or pursuant thereto)terminated. (Signatures appear on the following pages) TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS South Parcel) Signed and sealed the day and year first above written. GRANTOR JKM BTS South, LLC, a Florida limited liability company By: JKM BTS Capital, LLC, a Florida limited liability company, its Manager By: Adam P. Freedman, Manager STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of ®physical presence or ❑ online notarization this (W day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, the Manager of JKM BTS South, LLC, a Florida limited liability company,on behalf of the companies. He is personally known to me or has produced as identification. ANGELA R.PICKETT• ''__ �,, tt • ;; MY COMMISSION k GG 310593 C,� ` EXPIRES:April 17,2023 '''FOF,fS;?!: Bonded nxu Notary Public Underwriters ARY PUBLIC CITY OF BOYNTON BEACH BY: 3' g71.— AYOR STEVEN B. GRANT ATTEST: Z/241- CR CR TAL GIBSON, CITY CLERK Approved as to Form: 4441;411,414,„.t.,. Jim Cherof, City Attorney TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS South Parcel) CFP BOYNTON BEACH TOWN SQUARE, LLC By: Gf%/6, Steve Collins, Manager STATE OF 'J j��IU COUNTY OF HE/444E41W Aletern9AL �/ The foregoing instrument was ack� vele eN before me by means of LAS physical presence or ❑ online notarization this 03cci day of August, 20h, by Steve Collins, as Manager of CFP Boynton Beach Town Square, LLC, a Florida limited liability company, on behalf of the company. He is personally known to me or has produced MND - Li aeht c as identification. Michelle Leigh Smith act �. _ l F A NOTARY PUBLIC )1. (',/1 6 �"Yb REG.#7625737 OTARY PUBLIC COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES November 30,2024 TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS South Parcel) EXHIBIT"A" Parcel 7,BOYNTON BEACH TOWN SQUARE,according to the Plat thereof,recorded in Plat Book 127,Pages 1- 5,of the Public Records of Palm Beach County, Florida. TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS South Parcel) This instrument prepared by: Stephen J.Grave de Peralta,Esquire PG Law 5030 Champion Blvd., Suite G11-281 Boca Raton,Florida 33496 TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS North Parcel) THIS TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (this "Agreement") made this o3 day of '(\oJ, 2020, by and between JKM BTS North, LLC, a Florida limited liability company("GRANTOR"),the City of Boynton Beach(the"CITY"), a Florida municipal corporation,CFP BOYNTON BEACH TOWN SQUARE,LLC, a Florida limited liability company ("CFP"), and the CITY's and CFP's agents, servants, employees, or contractors; WITNESSETH: WHEREAS, GRANTOR is the owner of that certain parcel of real property located within the City of Boynton Beach, with a legal description as attached in Exhibit "A"(hereinafter referred to as the "Property"); and WHEREAS, GRANTOR executed a Temporary Construction and Parking Easement Agreement ("Easement") in order to permit CFP and the CITY, at their sole cost and expense, to complete the necessary grading and utility work on the Property, to complete site preparation of the Property, and for the use of the Property as public parking, which Easement was recorded in Official Records Book 30300, Page 1252 of the Public Records of Palm Beach County, Florida; and WHEREAS,GRANTOR, CFP,and the CITY have all agreed to terminate the Easement. NOW, THEREFORE, in consideration of the mutual promises contained herein and Ten and no/100 ($10.00) Dollars and other good and valuable considerations, the receipt, sufficiency, and adequacy of which is hereby acknowledged,the parties hereto agree as follows: 1. The aforesaid recitals are true and correct and are incorporated herein. 2. Each of GRANTOR, CFP, and the CITY does hereby release and abandon any right, title or interest that it may have in the Easement rights set forth in the Easement, and declares the Easement (and any rights granted thereunder or pursuant thereto) terminated. (Signatures appear on the following pages) TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS North Parcel) Signed and sealed the day and year first above written. GRANTOR JKM BTS North, LLC, a Florida limited liability company By: JKM BTS Capital, LLC, a Florida limited liability company, its Manager By: Adam P. Freedman, Manager STATE OF FLORIDA . COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of Et-Physical presence or El online notarization this Igo day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, the Manager of JKM BTS North, LLC, a Florida limited liability company, on behalf of the companies. He is personally known to me or has produced as identification. ice'P ANGELA R.PICKETT MY COMMISSION#GG 310593 ,.%C:a; EXPIRES:April 17,2023 ' C5ts,<t_SLC. '�F°F c F`"°P` Bonded Thru Notary Public Underwriters NOTARY PUBLIC CITY OF BOYNTON BEACH By: rA , C.V.----- MAYOR STEVEN B. GRANT ATTEST: L GIBS CLERK TAK id Approved as to Form: / 'j 4�/�f/ es,f / , V lli►n.aAiriF Jim Cherof, City Attorney TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS North Parcel) CFP BOYNTON BEACH TOWN SQUARE, LLC By: )d-7/1de Steve Collins, Manager Mws STATE OF 1b4P+1*ES'OrA V etjt.iG- COUNTY OF F p-I I-e. MCA The foregoing instrument was acknowedged before me by means of i sical presence or E online notarization this a321 day of�:51020, by Steve Collins, as Manager of CFP Boynton Beach Town Square, LLC, a Florida limited liability company, on behalf of the company. He is personally known to me or has produced MO DyNter-U ceekSt as identification. Michelle Leigh Smith n '^ NOTARY PUBLIC Al A= (-6 , I 4011411 REG.#7625737 NOTARY PUBLIC COMMONWEALTH OF VIRGINIA MY COMMISSION EXPIRES November 30,2024 TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS North Parcel) EXHIBIT"A" Parcel 2,BOYNTON BEACH TOWN SQUARE,according to the Plat thereof,recorded in Plat Book 127,Pages 1- 5,of the Public Records of Palm Beach County,Florida. TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS North Parcel) This instrument prepared by: Stephen J.Grave de Peralta,Esquire PG Law 5030 Champion Blvd., Suite G11-281 Boca Raton,Florida 33496 TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS Central Parcel) THIS TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (this "Agreement") made this 2,3 day of 'C\oJ, 2020, by and between JKM BTS Central, LLC, a Florida limited liability company ("GRANTOR"), the City of Boynton Beach (the "CITY"), a Florida municipal corporation, CFP BOYNTON BEACH TOWN SQUARE, LLC, a Florida limited liability company("CFP"), and the CITY's and CFP's agents, servants, employees,or contractors; WITNESSETH: WHEREAS, GRANTOR is the owner of that certain parcel of real property located within the City of Boynton Beach, with a legal description as attached in Exhibit "A"(hereinafter referred to as the "Property");and WHEREAS, GRANTOR executed a Temporary Construction and Parking Easement Agreement ("Easement") in order to permit CFP and the CITY, at their sole cost and expense, to complete the necessary grading and utility work on the Property, to complete site preparation of the Property, and for the use of the Property as public parking, which Easement was recorded in Official Records Book 30300, Page 1261 of the Public Records of Palm Beach County,Florida;and WHEREAS,GRANTOR, CFP, and the CITY have all agreed to terminate the Easement. NOW, THEREFORE, in consideration of the mutual promises contained herein and Ten and no/100 ($10.00) Dollars and other good and valuable considerations, the receipt, sufficiency, and adequacy of which is hereby acknowledged,the parties hereto agree as follows: 1. The aforesaid recitals are true and correct and are incorporated herein. 2. Each of GRANTOR, CFP, and the CITY does hereby release and abandon any right, title or interest that it may have in the Easement rights set forth in the Easement, and declares the Easement (and any rights granted thereunder or pursuant thereto)terminated. (Signatures appear on the following pages) TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS Central Parcel) Signed and sealed the day and year first above written. GRANTOR JKM BTS Central, LLC, a Florida limited liability company By: JKM BTS Capital, LLC, a Florida limited liability company, its Manager By: /11.4` Adam P. Freedman, Manager STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of '.4 physical presence or El online notarization this 1 WA day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, the Manager of JKM BTS Central, LLC, a Florida limited liability company,on behalf of the companies. He is personally known to me or has produced as identification. tri ANGELA R•PICKETT MY COMMISSION 8GG310593 Ct"EXPIRES:Apri117,2023 Bonn,,,,Notary Public Unde^m'ters NOTARY PUBLIC CITY OF :OYNTON . ACH • By: AYOR STEVEN B. GRANT ATTEST: ./)jidorL-- C STAL GIBSON, MMC CITY CLERK Approvedas to Form: �i /11/ 5,`,,,, Cid Jim Cherof, City Attorney TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS Central Parcel) CFP BOYNTON BEACH TOWN SQUARE,LLC By: 6g- Steve Collins, Manager STATE OF A 4 IN)iC� COUNTY OF HE3� ,Mtifirridvu— The foregoing instrument was acknowledged before me by means of �ysical presence or El online notarization this p93e7I day or rugostr2020, by Steve Collins, as Manager of CFP Boynton Beach Town Square, LLC, a Florida limited liability company, on behalf of the company. He is personally known to me or has produced MN Drwcr- Ucecncc as identification. Michelle Leigh Smith NOTARY PUBLIC ! '^n ' 1 REG.#7625737 e C r,,1 COMMONWEALTH OF VIRGINIA NOTARY PUBLIC MY COMMISSION EXPIRES November 30,2024 TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS Central Parcel) EXHIBIT"A" Parcel 3,BOYNTON BEACH TOWN SQUARE,according to the Plat thereof,recorded in Plat Book 127, Pages 1- 5,of the Public Records of Palm Beach County,Florida. TERMINATION OF TEMPORARY CONSTRUCTION AND PARKING EASEMENT AGREEMENT (BTS Central Parcel) PREPARED BY AND RETURN TO: Stephen J.Grave de Peralta, Esq. PG Law 5030 Champion Blvd. Suite G11-281 Boca Raton,Florida 33496 561.325.6510 Parcel ID TEMPORARY PARKING EASEMENT AGREEMENT THIS TEMPORARY PARKING EASEMENT AGREEMENT (this "Easement") is made and executed as of X\OJ 'S O, 2020, by and between JKM BTS Central, LLC, a Florida limited liability company, having an address at 2300 Glades Road, Suite 202E, Boca Raton, Florida 33431 ("Grantor") and JKM BTS Capital, LLC, a Florida limited liability company, having an address at 2300 Glades Road, Suite 202E, Boca Raton, Florida 33431 ("Developer"), and The City of Boynton Beach, Florida, a political subdivision of the State of Florida, 100 East Ocean Avenue, Boynton Beach, FL 33435 ("City"). WITNESSETH: WHEREAS, Grantor and Developer are affiliates and direct or beneficial parties to a March 19, 2018, Development Agreement with the City, and Grantor is the owner of certain property located in Boynton Beach, Palm Beach County, Florida described on Exhibit "A" attached hereto and made a part hereof(the"Grantor Property"); and WHEREAS, the Grantor Property, pursuant to the Development Agreement, will be improved by Developer with a residential and/or mixed-use project, together with a parking structure (the "Project"), and will be occupied by tenants to reside or conduct business therein; and WHEREAS, the temporary parking spaces provided by this Agreement and a like Easement Agreement with JKM BTS North, LLC, a Florida limited liability company, are intended to satisfy the temporary parking which Developer may hereafter be required to provide to the City with respect to the parking structure (the "South Garage") to be constructed upon certain property located in Boynton Beach, Palm Beach County, Florida described on Exhibit "B" attached hereto and made a part hereof (the "South Parcel") pursuant to the Developer's Agreement, without releasing or modifying any of Developer's other contingent obligations to provide temporary parking as referenced therein; and (00385093.1306-9905263} 1 WHEREAS, Grantor and Developer desire to establish, create and grant for the benefit of, and as a burden upon, the Grantor Property, a temporary exclusive easement for use by City over and across the portion of the Grantor Property as described in Exhibit "C" attached hereto and made a part hereof (the "Easement Property") for the purposes and upon the terms and conditions as set forth herein, for the benefit of City; the Easement Property, together with an easement across adjacent property owned by another affiliate of Grantor and Developer (the "Adjacent Property") or any alternative parking arranged at another location (any such location or locations, collectively, "Alternative Property") by Grantor with the consent of City (which consent shall not be unreasonably withheld), is intended to provide at least 300 parking spaces for use by the City as set forth in this Easement; and NOW, THEREFORE, in consideration of the mutual covenants and agreements heretofore made, and in satisfaction of the requirement to provide temporary parking under the Development Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties hereto, Grantor and City hereby agree as follows: 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated into this Easement by reference in their entirety. 2. Parking Easement. a. Parking Easement. Grantor and Developer hereby establish, create and grant to the City a temporary, exclusive easement for parking on the parking areas constructed and existing from time to time within the Easement Property (the "Parking Easement"). Grantor establishes, creates and grants the Parking Easement for City to use, without payment of any fee or charge, the Easement Property for the intended purposes as set forth in this Easement. For the avoidance of doubt, the Parking Easement only includes the Easement Property and does not include any right to use or enter upon any portion of the Grantor Property outside of the Easement Property. b. Right to Modify, Remove or Relocate Parking Easements. Grantor and Developer shall have the right, at any time and from time to time, upon 90 days prior written notice to City, to modify, remove and relocate all or any portion of the Parking Easement described herein to another location, with the consent of the City (which consent shall not be unreasonably withheld), within the Grantor Property (or to an Alternative Property owned by Grantor or Developer or to an Alternative Property procured by Grantor or Developer), provided in all events that the City is provided the use of at least 300 spaces when taking into account spaces provided by or procured by Grantor, Developer, or their affiliates at the Grantor Property,the Adjacent Property, and any Alternative Property. c. Termination. The Parking Easement shall be terminated, upon at least ten (10) business days prior written notice, at such time as Developer or its affiliate has completed construction and obtained a certificate of occupancy of the South Garage or at such time as Grantor shall have provided (either itself, through one {00385093.1306-9905263{ 2 of its affiliates, or through a third party) alternative parking arrangements consented to by the City (which consent shall not be unreasonably withheld) until such time as the South Garage can be completed. Following termination of the Parking Easement and conditioned on the availability of alternative parking subject to terms and conditions reasonably comparable to those set forth in this Easement, City shall cease using the Easement Property for parking, and the City will enter into an agreement terminating this Easement and all rights hereunder. d. No Assignment or Transfer. The Parking Easement may not be assigned or transferred by City. Any attempted assignment or transfer of the Parking Easement or any rights granted herein shall be null and void and shall be deemed a violation of the Parking Easement. 3. Prohibited Use. The intended use of the Easement Property is for parking of typical passenger vehicles by City employees, their invitees, and the general public in connection with business with the City or attending civic events; for the avoidance of doubt, the City shall not use or park any heavy equipment, buses, recreational vehicles, or other oversized vehicles within the Easement Property. The City will use its best efforts to prohibit or limit any use not consistent with the intended use. The City will not use the Easement Property to stage any civic or social events. City shall be prohibited from using the Easement Property in violation of any law or for any purpose other than use of the Parking Easement. The City will establish and enforce reasonable restrictions assure that minors are permitted on the easement property only when accompanied by an adult and that animals are prohibited on the easement property except when on leash or other physical halter. The City will mark or sign the walkways from the parking lots to City facilities to enhance safety and minimize foot-traffic movement onto adjacent Grantor or Developer properties. Subject to applicable governmental requirements and approvals, and with the consent of City (which consent shall not be unreasonably withheld), Grantor and/or Developer may post signs on the Grantor Property and/or the Easement Property setting forth the rules and restrictions for the use of the Easement Property consistent with the terms of this Easement, and the prohibition of use of portions of the Grantor Property other than the Easement Property. 4. Use by Grantor. Grantor or Developer may continue to use the Easement Property and all other portions of the Grantor Property for any lawful purposes that do not unreasonably interfere with the easement rights granted herein, including the right to improve the easement areas, which improvements may include parking, paving, sidewalks, lighting, landscaping, green spaces, recreational areas, drive aisles for motor- vehicles, and construction of the Project. City shall not interfere in any manner with Grantor's or Developer's operations and activities upon the Easement Property. 5. Maintenance. a. Definition of Maintenance Obligations. The term "Maintenance Obligations" means any and all obligations to maintain, safeguard, upkeep, operate, repair, replace and remove the parking areas so that the Easement Property and the (00385093.1306-9905263) 3 Grantor Property remain reasonably safe for the parking of vehicles and the access to such vehicles by their operators. b. City Duties. The City will keep the parking area free of debris. The City is responsible for the repair of any damage caused by the storage or operation of City heavy equipment, buses, recreational vehicles, or other oversized vehicles on the Easement Property. c. No City Duty. The City has no duty to remove or pay for removal of the temporary parking improvements when the temporary use ends. d. Performance. Subject to Sections 5(a) and (b), Grantor and Developer shall be responsible to perform all Maintenance Obligations as reasonably necessary and reasonably required hereby on or at the Easement Property. e. Standard of Care. To the extent required to be performed by each of the parties hereto as set forth in this Easement, all Maintenance Obligations shall be performed in a good and workmanlike manner, and in compliance in all respects with all applicable laws, rules, regulations and ordinances of all governmental authorities having jurisdiction over the Grantor Property or the Easement Property. 6. No Duties of Grantor or Developer. Neither Grantor nor Developer shall have any duty to City whatsoever with respect to the Parking Easement or the Easement Property, including no duty to provide to City any services whatsoever, except infrastructure maintenance as required by, and subject to those limitations set forth in, Section 5. Furthermore, neither Grantor nor Developer shall have any duty to City or any of City's employees, agents, contractors, guests, or invitees to provide security or to monitor the Grantor Property or the Easement Property in order to protect against injury to any person or to safeguard or protect any vehicles or personal property of any such parties. Neither Grantor nor Developer shall have any liability whatsoever for any injury to any person or for any lost, stolen, or damaged property to City or any of City's employees, agents, contractors, guests, or invitees. City and City's employees, agents, contractors, guests, and invitees assume all risk of injury to any person and loss (including, but not limited to theft) and damage to any of their respective vehicles or other personal property, and City, on its own behalf and on behalf of City's employees, agents, contractors, guests, or invitees, agrees to hold Grantor and Developer harmless from and against any and all damages in connection with the Parking Easement including, but not limited to, consequential damages, arising with respect to the matters set forth in this Easement. Neither Grantor nor Developer shall have any obligation to assist (or to cause their employees or agents to assist) City in collecting and/or removing any vehicles or personal property of City or other Party from the Easement Property after the Parking Easement has been terminated. Any vehicles or personal property left on the Easement Property after termination of the Parking Easement shall be deemed to have been abandoned, and Grantor or Developer may remove any such vehicles or personal property from the Easement Property without any obligation to account to City or any other party with respect thereto. (00385093.1 306-9905263} 4 7. Indemnification. City agrees to indemnify and hold harmless Grantor, Developer, and their respective members, managers, lenders (including any lender with a mortgage upon the Grantor Property), attorneys, employees, and agents (the "Indemnified Parties") from and against any damage, cost, or liability to the Indemnified Parties or the Indemnified Parties' property (including the Grantor Property) caused by the use of the Parking Easement granted herein or the exercise of any rights granted in connection with the Parking Easement, unless such damage, cost or expense was caused by a failure of Grantor or Developer to maintain the infrastructure as required by Section 5 or the negligence or willful misconduct of the Indemnified Party. Nothing in this paragraph shall be interpreted as a waiver of City's sovereign immunity or the limitations of liability set forth in Sec. 768.28, Florida Statutes. 8. Default. a. Default. If City shall be in default under any of the obligations applicable to it as set forth in this Easement for 72 hours after receipt of written notice of default(or such lesser time in the event of an emergency) given by Grantor or Developer, or if such default shall be of such a nature that the same cannot practicably be cured within such 72 hour period and City shall not within such period commence the curing of such default and thereafter with due diligence complete the curing of such default, then Grantor and/or Developer may take appropriate steps to cure such default. City shall, following the demand (which shall be accompanied by appropriate supporting documentation), reimburse the Grantor and/or Developer for the City's share of the costs and expenses reasonably paid or incurred by Grantor and/or Developer in the exercise of such rights. b. Standard of Care for Self-Help. Any acts which the Grantor or Developer shall perform or cause to be performed in exercise of its self-help and cure rights under this Section 8 shall be performed with the same standards of care, diligence and workmanship as if such acts were being performed or caused to be performed by City pursuant to its obligations or duties hereunder. 9. Estoppel Certificate. City shall, without charge, at any time, and from time to time, within ten (10) days after request therefor, certify by written instrument duly executed, acknowledged and delivered to or for the benefit of any existing or prospective tenant, buyer, or mortgagee of the Grantor Property (or any portion thereof), specify: a. That this Easement is unmodified and in full force and effect (or if there has been a modification, that the Easement is in full force and effect as modified and stating the modification); b. Whether or not there are any existing defaults under this Easement and if so, specifying such defaults; and c. Such other pertinent information as the requesting party may reasonably request. {00385093.1 306-99052631 5 10. Insurance. City, at its sole expense, shall maintain a reasonable program of self- insurance or shall otherwise obtain insurance coverages, as described in Exhibit "D", with admitted insurers authorized to do business in the State of Florida and which are rated "A-/VIII" or equivalent in Best's Key Rating Guide, or any successor thereto (or if there is none, a rating organization having a national reputation); upon Grantor's or Developer's request, City shall provide to Grantor and Developer a copy of each such policy or a certificate of insurance. Furthermore, any policy of insurance maintained by City in connection with the Easement Property shall provide that written notice shall be given to all insured parties, additional insured parties, and holders of certificates of insurance at least thirty (30) days prior to suspension, cancellation, termination, modification, non-renewal or lapse or material change of coverage. Subject to applicable law, in no event shall the limits of any insurance policies (or the City's election to self- insure as to any risks in connection with the Easement Property) limit the liability of City under this Easement. 11. Miscellaneous. a. The intended and primary use of the Easement Property is for City employee, City invitees, and general public parking, and such use will have priority over other uses unless a like number and quality of alternative parking is provided at a location reasonably agreed to by the City in accordance with the terms of this Easement. The exercise of the rights and privileges granted hereby shall be exercised in a manner which does not unreasonably interfere with or disrupt the normal use, business or occupation of the Project or any improvements located or to be located on the Grantor Property or the Easement Property. b. All provisions of this Easement and the easement rights hereunder shall run with the land and shall be binding upon Grantor and its successors and assigns. The Grantor Property shall hereafter be held, sold, conveyed, operated and leased subject to the easements, restrictions, covenants and conditions contained in this Easement. c. All notices, demands, requests or other communications required hereunder shall be in writing and sent by recognized express courier (such as FedEx or United Parcel Service) or via United States registered, certified mail, postage prepaid, return receipt requested, addressed to each party hereto, as the case may be, at the address first hereinabove provided or such other address as any party may from time to time designate in writing to the other. d. This Easement shall be governed by and construed in accordance with the laws of the State of Florida. Venue of any litigation or administrative proceeding shall be exclusively in Palm Beach County, Florida. The prevailing party in any litigation arising from the terms of this Easement shall be entitled to recover its reasonable attorneys' fees, both at trial and on appeal, as well as court costs, from the non- prevailing party. (00385093.1306-9905263} 6 e. The captions used in this Easement are solely for the convenience of reference and shall not in any way limit or amplify the terms and provisions hereof. f. This Easement may be executed in counterparts, each of which will be deemed an original as against any party whose signature appears hereon, and all of which shall constitute one and the same agreement. g. This Easement may not be terminated, modified or amended except as provided herein or as otherwise agreed to in a written document executed by the parties hereto or their respective successors in interest. h. Any invalidity of any of the terms and conditions or provision of this Easement by judgment, court order or otherwise shall not affect any of the other terms, conditions or provisions of this Easement. i. A like Easement Agreement will be executed contemporaneously with this Agreement by the parties to address additional temporary parking on JKM BTS North,LLC property. j. City shall not be liable or responsible to Grantor beyond the monetary limits specified in Ch. 768.28, Fla. Stat., regardless of whether said liability be based in tort, contract, indemnity or otherwise; and in no event shall City be liable to Grantor for punitive or exemplary damages or for lost profits or consequential damages. [SIGNATURES AND ACKNOWLEDGEMENTS APPEAR ON THE FOLLOWING PAGES] 100385093 I 306-9905263) 7 IN WITNESS WHEREOF, the parties hereto have executed this Easement as of the day and year first written above. Grantor: Signed, sealed and delivered in the presence JKM BTS Central, LLC, a Florida limited of: liability company c, Witness#1 III) By: JKM BTS Capital, LLC, a Florida Printed Name: b6' L. iftittbai0 limited liability company, its Manager *k. - 11\iQ yc\ /14�-- Witnes #2 By: Printed Name: 1 v y V,\lQ►\ Adam P. Freedman, Manager STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of physical presence or ❑ online notarization, this' '1 day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, as Manager of JKM BTS Central, LLC, a Florida limited liability company, on behalf of such company, who (els personally known to me or(p produced as identification. C-j54_.ct RVIR:ctrvutA- NOTARY PUB�IC tate of Florida uc 't-( t);an QA-1— Print Name My Commission expires: ( l"t f 26 z3 Serial No.: cc -3(o'S4tS (SEAL) g,.•,:, ANGELA R.PI CKr GG 310593 LIRES: . ` MYCOMMISSION#April 17,2023 '' Fl.10' INdTMru Notary pt e {00385093 1 306-9905263) 8 Developer: Signed, sealed and delivered in the presence of: JKM BTS Capital, LLC, a Florida limited Witness#1 liability company Printed Name: V I ')t) L, Fv‘e Ute( ° By: � , F Y " (/ AVM Adam P. Freedman, Manager Witness�k2 ?f Printed Name: 1 V\.( V.AutvtA STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of(61,physical presence or ❑ online notarization, this day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, on behalf of such company, who 4 )-is personally known to me or U produced as identification. OLcL(9 Ci.e\s_A ( NO ARY PUB Cr�tate of Florida CSS(-LS -1' CSS Print Name My Commission expires: �( 11 I ZO .3 Serial No.: QC:..3 t 0 S'q;3 (SEAL) Y P••• ANGELA R.PICKETT MY COMMISSION#GG 310593 EXPIRES: 17, Bonded Thru NotaryApril Publ{c Undsr2023wrtters {00385093.1306-9905263) C) Signed, sealed and delivered in the presence of: CITY OF BOYNTON BEACH, FLORIDA, a political subdivision of the Llk tILLktlt_l &A State of Florida ,�;*"',y ' Witness#1 _Tr ,,t\ -9-'- Printed Name: O 'h'e rl n r le ri ��' I 4' `' t.Oa Y� Steven B. Grant, M y 1: ,43 ry0 Witness#2 pe,',;.-.4,,, u `A i 4 Printed Name: SHAYLA ELLIS - 7^4' Y Attest: ,� 'fir, '' ',;';*.. .... .e. 4k 'y,,'t,�''',,,. .1:!,' ,,. APPROVED TO FORM: itg r vCl /,� r�/ / N e:CRYSTAT. GTRSON, MMC ,5c-sl.. CITY ATTORNEY Title: City Clerk STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of Vphysical presence or ❑ online notarization, this 10 day of 'C ' 2020, by Steven B. Grant, as Mayor of the City of Boynton Beach, Florida, a political subdivision of the State of Florida, who ( s personally known to me or C) produced as identification. / [Notary Seal] _i•,'AA.— 001...._,AAI ., Notary Public Tammy . tanzione O..• •.(' TAMMY L STAN2lONE Printed Name: 2 n * , , Commission#GG 306158 My commission expires:3— — 3 0, Cr Expires March 25,2023 ylcoF fL°P Borded Thru Budget Notary Services _,,,,; 10 EXHIBIT "A" LEGAL DESCRIPTION OF GRANTOR PROPERTY Parcel 3, Boynton Beach Town Square, according to the plat thereof as recorded in Plat Book 127, Page 1, Public Records of Palm Beach County, Florida. {00385093.1306-9905263} 11 EXHIBIT "B" LEGAL DESCRIPTION OF SOUTH PARCEL Parcel 7, Boynton Beach Town Square, according to the plat thereof as recorded in Plat Book 127, Page 1, Public Records of Palm Beach County, Florida. 100385093.1306-9905263 12 EXHIBIT "C" LEGAL DESCRIPTION OF EASEMENT PROPERTY A parcel of land being a portion of Parcel 3, BOYNTON BEACH TOWN SQUARE, according to the Plat thereof as recorded in Plat Book 127, Page 1 of the Public Records of Palm Beach County, Florida. Being more particularly described as follows: Commencing at the Northwest corner of said Parcel 3; Thence North 89°39'57" East (as a basis of bearings), a distance of 42.87 feet to the POINT OF BEGINNING; Thence continue North 89° 39' 57" East, a distance of 71.32 feet; Thence North 00° 20' 03" West, a distance of 9.86 feet; Thence North 89° 39' 57" East, a distance of 56.71 feet; The previous four courses and distance being coincident with the Northerly limits of said Parcel 3; Thence South 00°20' 03" East, a distance of 239.04 feet; Thence South 89° 40' 29" West, a distance of 128.04 feet to a point lying 42.87 feet East of and parallel with(as measured at right angles)the West line of said Parcel 3; Thence North 00° 20' 03" West along said parallel line, a distance of 229.16 feet to the POINT OF BEGINNING. Said lands situate, lying and being Section 28, Township 45 South, Range 43 East, City of Boynton Beach, Palm Beach County, Florida. Containing 29902 square feet more or less. (00385093.1 306-99052631 13 EXHIBIT "D" Insurance Coverage Automobile Liability Bodily injury and property damage liability covering all owned, non-owned and hired automobiles for limits of not less than $500,000 bodily injury each person, each accident and $500,000 property damage, or$500,000 combined single limit each occurrence/aggregate. Commercial General Liability Bodily injury and property damage liability as shall protect the City or Grantor from claims of bodily injury or property damage which arise from the use of the Easement. The amounts of such insurance shall be $2,000,000 per person, $2,000,000 per occurrence, and a general aggregate limit of$5,000,000.00. This insurance shall include coverage for products/completed operation, personal injury liability and contractual liability assumed under the indemnity provision of this Easement. Workers' Compensation Insurance Meeting the statutory requirements of Florida and Employer Liability of$1,000,000 per accident limit, $1,000,000 disease per policy limit, $1,000,000 disease each employee limit, providing coverage for employees and owners. Professional Liability Insurance In an amount of not less than $2,000,000 each claim and $2,000,000 aggregate. {00385093.1 306-9905263{ 14 CONSENT TO EASEMENT BI 58 LLC, a Florida limited liability company ("Mortgagee"), is the holder of that certain Mortgage and Assignment of Leases and Rents, recorded in Official Records Book 31110, Page 1715 of the Public Records of Palm Beach County, Florida (the "Mortgage"), upon the Property described therein. Mortgagee hereby consents to the granting of the covenants, restrictions and easements set forth in the foregoing Easement as described in the foregoing instrument. IN WITNESS WHEREOF, Mortgagee has executed this Consent to Easement this 1S* day of ' .:_. , 2020. befBI 58 LLC, a Florida limited liability company Signed, sealed and delivered By: Name: /k jam.X tfor4 Its: 111 u -za r WZotcP--6 s Print Name Witn ss Witt/105 Print Name STATE OF FLORIDA COUNTY OF IJ 1am bade The foregoing instrument was ackno le•.ed before me by means of [r physical presence or I=1online notarization, this I •.s' day of _' ,• 20 by AI(% 1-161(11 , as Manager of BI 58 LLC, a Florida limited liability company, on behalf of such company, who gis personally known to me or(j produced as identification. 74' MEGAN MCKENTY �1 ID! ' Notary Public-Scace o!Florida / n /le `� Commhsian C GG 984108 C i ° , ' .,or�;; My COMM.Expires May 4,2024 &nom through National Notary Assn. ► Public My Commission expires: 5/44/202y {00385092.1306-9905263) 1 5 PREPARED BY AND RETURN TO: Stephen J.Grave de Peralta, Esq. PG Law 5030 Champion Blvd. Suite G11-281 Boca Raton, Florida 33496 561.325.6510 Parcel II) TEMPORARY PARKING EASEMENT AGREEMENT THIS TEMPORARY PARKING EASEMENT AGREEMENT (this "Easement") is made and executed as of 'nOV \()2020, by and between JKM BTS North, LLC, a Florida limited liability company, having an address at 2300 Glades Road, Suite 202E, Boca Raton, Florida 33431 ("Grantor") and JKM BTS Capital, LLC, a Florida limited liability company, having an address at 2300 Glades Road, Suite 202E, Boca Raton, Florida 33431 ("Developer"), and The City of Boynton Beach, Florida, a political subdivision of the State of Florida, 100 East Ocean Avenue, Boynton Beach, FL 33435 ("City"). WITNESSETH: WHEREAS, Grantor and Developer are affiliates and direct or beneficial parties to a March 19, 2018, Development Agreement with the City, and Grantor is the owner of certain property located in Boynton Beach, Palm Beach County, Florida described on Exhibit "A" attached hereto and made a part hereof(the"Grantor Property"); and WHEREAS, the Grantor Property, pursuant to the Development Agreement, will be improved by Developer with a residential and/or mixed-use project, together with a parking structure (the "Project"), and will be occupied by tenants to reside or conduct business therein; and WHEREAS, the temporary parking spaces provided by this Agreement and a like Easement Agreement with JKM BTS Central, LLC, a Florida limited liability company, are intended to satisfy the temporary parking which Developer may hereafter be required to provide to the City with respect to the parking structure (the "South Garage") to be constructed upon certain property located in Boynton Beach, Palm Beach County, Florida described on Exhibit "B" attached hereto and made a part hereof (the "South Parcel") pursuant to the Developer's Agreement, without releasing or modifying any of Developer's other contingent obligations to provide temporary parking as referenced therein; and • t 00385092.1306-99052631 I WHEREAS, Grantor and Developer desire to establish, create and grant for the benefit of, and as a burden upon, the Grantor Property, a temporary exclusive easement for use by City over and across the portion of the Grantor Property as described in Exhibit "C" attached hereto and made a part hereof (the "Easement Property") for the purposes and upon the terms and conditions as set forth herein, for the benefit of City; the Easement Property, together with an easement across adjacent property owned by another affiliate of Grantor and Developer (the "Adjacent Property") or any alternative parking arranged at another location (any such location or locations, collectively, "Alternative Property") by Grantor with the consent of City (which consent shall not be unreasonably withheld), is intended to provide at least 300 parking spaces for use by the City as set forth in this Easement; and NOW, THEREFORE, in consideration of the mutual covenants and agreements heretofore made, and in satisfaction of the requirement to provide temporary parking under the Development Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties hereto, Grantor and City hereby agree as follows: 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated into this Easement by reference in their entirety. 2. Parking Easement. a. Parking Easement. Grantor and Developer hereby establish, create and grant to the City a temporary, exclusive easement for parking on the parking areas constructed and existing from time to time within the Easement Property (the "Parking Easement"). Grantor establishes, creates and grants the Parking Easement for City to use, without payment of any fee or charge, the Easement Property for the intended purposes as set forth in this Easement. For the avoidance of doubt, the Parking Easement only includes the Easement Property and does not include any right to use or enter upon any portion of the Grantor Property outside of the Easement Property. b. Right to Modify, Remove or Relocate Parking Easements. Grantor and Developer shall have the right, at any time and from time to time, upon 90 days prior written notice to City, to modify, remove and relocate all or any portion of the Parking Easement described herein to another location, with the consent of the City (which consent shall not be unreasonably withheld), within the Grantor Property (or to an Alternative Property owned by Grantor or Developer or to an Alternative Property procured by Grantor or Developer), provided in all events that the City is provided the use of at least 300 spaces when taking into account spaces provided by or procured by Grantor, Developer, or their affiliates at the Grantor Property,the Adjacent Property, and any Alternative Property. c. Termination. The Parking Easement shall be terminated, upon at least ten (10) business days prior written notice, at such time as Developer or its affiliate has completed construction and obtained a certificate of occupancy of the South Garage or at such time as Grantor shall have provided (either itself, through one (00385092.1306-9905263) 2 of its affiliates, or through a third party) alternative parking arrangements consented to by the City (which consent shall not be unreasonably withheld) until such time as the South Garage can be completed. Following termination of the Parking Easement and conditioned on the availability of alternative parking subject to terms and conditions reasonably comparable to those set forth in this Easement, City shall cease using the Easement Property for parking, and the City will enter into an agreement terminating this Easement and all rights hereunder. d. No Assignment or Transfer. The Parking Easement may not be assigned or transferred by City. Any attempted assignment or transfer of the Parking Easement or any rights granted herein shall be null and void and shall be deemed a violation of the Parking Easement. 3. Prohibited Use. The intended use of the Easement Property is for parking of typical passenger vehicles by City employees, their invitees, and the general public in connection with business with the City or attending civic events; for the avoidance of doubt, the City shall not use or park any heavy equipment, buses, recreational vehicles, or other oversized vehicles within the Easement Property. The City will use its best efforts to prohibit or limit any use not consistent with the intended use. The City will not use the Easement Property to stage any civic or social events. City shall be prohibited from using the Easement Property in violation of any law or for any purpose other than use of the Parking Easement. The City will establish and enforce reasonable restrictions assure that minors are permitted on the easement property only when accompanied by an adult and that animals are prohibited on the easement property except when on leash or other physical halter. The City will mark or sign the walkways from the parking lots to City facilities to enhance safety and minimize foot-traffic movement onto adjacent Grantor or Developer properties. Subject to applicable governmental requirements and approvals, and with the consent of City (which consent shall not be unreasonably withheld), Grantor and/or Developer may post signs on the Grantor Property and/or the Easement Property setting forth the rules and restrictions for the use of the Easement Property consistent with the terms of this Easement, and the prohibition of use of portions of the Grantor Property other than the Easement Property. 4. Use by Grantor. Grantor or Developer may continue to use the Easement Property and all other portions of the Grantor Property for any lawful purposes that do not unreasonably interfere with the easement rights granted herein, including the right to improve the easement areas, which improvements may include parking, paving, sidewalks, lighting, landscaping, green spaces, recreational areas, drive aisles for motor- vehicles, and construction of the Project. City shall not interfere in any manner with Grantor's or Developer's operations and activities upon the Easement Property. 5. Maintenance. a. Definition of Maintenance Obligations. The term "Maintenance Obligations" means any and all obligations to maintain, safeguard, upkeep, operate, repair, replace and remove the parking areas so that the Easement Property and the {00385092.1306-9905263) 3 Grantor Property remain reasonably safe for the parking of vehicles and the access to such vehicles by their operators. b. City Duties. The City will keep the parking area free of debris. The City is responsible for the repair of any damage caused by the storage or operation of City heavy equipment, buses, recreational vehicles, or other oversized vehicles on the Easement Property. c. No City Duty. The City has no duty to remove or pay for removal of the temporary parking improvements when the temporary use ends. d. Performance. Subject to Sections 5(a) and (b), Grantor and Developer shall be responsible to perform all Maintenance Obligations as reasonably necessary and reasonably required hereby on or at the Easement Property. e. Standard of Care. To the extent required to be performed by each of the parties hereto as set forth in this Easement, all Maintenance Obligations shall be performed in a good and workmanlike manner, and in compliance in all respects with all applicable laws, rules, regulations and ordinances of all governmental authorities having jurisdiction over the Grantor Property or the Easement Property. 6. No Duties of Grantor or Developer. Neither Grantor nor Developer shall have any duty to City whatsoever with respect to the Parking Easement or the Easement Property, including no duty to provide to City any services whatsoever, except infrastructure maintenance as required by, and subject to those limitations set forth in, Section 5. Furthermore, neither Grantor nor Developer shall have any duty to City or any of City's employees, agents, contractors, guests, or invitees to provide security or to monitor the Grantor Property or the Easement Property in order to protect against injury to any person or to safeguard or protect any vehicles or personal property of any such parties. Neither Grantor nor Developer shall have any liability whatsoever for any injury to any person or for any lost, stolen, or damaged property to City or any of City's employees, agents, contractors, guests, or invitees. City and City's employees, agents, contractors, guests, and invitees assume all risk of injury to any person and loss (including, but not limited to theft) and damage to any of their respective vehicles or other personal property, and City, on its own behalf and on behalf of City's employees, agents, contractors, guests, or invitees, agrees to hold Grantor and Developer harmless from and against any and all damages in connection with the Parking Easement including, but not limited to, consequential damages, arising with respect to the matters set forth in this Easement. Neither Grantor nor Developer shall have any obligation to assist (or to cause their employees or agents to assist) City in collecting and/or removing any vehicles or personal property of City or other Party from the Easement Property after the Parking Easement has been terminated. Any vehicles or personal property left on the Easement Property after termination of the Parking Easement shall be deemed to have been abandoned, and Grantor or Developer may remove any such vehicles or personal property from the Easement Property without any obligation to account to City or any other party with respect thereto. {00385092.1306-9905263) 4 7. Indemnification. City agrees to indemnify and hold harmless Grantor, Developer, and their respective members, managers, lenders (including any lender with a mortgage upon the Grantor Property), attorneys, employees, and agents (the "Indemnified Parties") from and against any damage, cost, or liability to the Indemnified Parties or the Indemnified Parties' property (including the Grantor Property) caused by the use of the Parking Easement granted herein or the exercise of any rights granted in connection with the Parking Easement, unless such damage, cost or expense was caused by a failure of Grantor or Developer to maintain the infrastructure as required by Section 5 or the negligence or willful misconduct of the Indemnified Party. Nothing in this paragraph shall be interpreted as a waiver of City's sovereign immunity or the limitations of liability set forth in Sec. 768.28, Florida Statutes. 8. Default. a. Default. If City shall be in default under any of the obligations applicable to it as set forth in this Easement for 72 hours after receipt of written notice of default (or such lesser time in the event of an emergency) given by Grantor or Developer, or if such default shall be of such a nature that the same cannot practicably be cured within such 72 hour period and City shall not within such period commence the curing of such default and thereafter with due diligence complete the curing of such default, then Grantor and/or Developer may take appropriate steps to cure such default. City shall, following the demand (which shall be accompanied by appropriate supporting documentation), reimburse the Grantor and/or Developer for the City's share of the costs and expenses reasonably paid or incurred by Grantor and/or Developer in the exercise of such rights. b. Standard of Care for Self-Help. Any acts which the Grantor or Developer shall perform or cause to be performed in exercise of its self-help and cure rights under this Section 8 shall be performed with the same standards of care, diligence and workmanship as if such acts were being performed or caused to be performed by City pursuant to its obligations or duties hereunder. 9. Estoppel Certificate. City shall, without charge, at any time, and from time to time, within ten (10) days after request therefor, certify by written instrument duly executed, acknowledged and delivered to or for the benefit of any existing or prospective tenant, buyer, or mortgagee of the Grantor Property (or any portion thereof), specify: a. That this Easement is unmodified and in full force and effect (or if there has been a modification, that the Easement is in full force and effect as modified and stating the modification); b. Whether or not there are any existing defaults under this Easement and if so, specifying such defaults; and c. Such other pertinent information as the requesting party may reasonably request. (00385092.1306-9905263( 5 10. Insurance. City, at its sole expense, shall maintain a reasonable program of self- insurance or shall otherwise obtain insurance coverages, as described in Exhibit "D", with admitted insurers authorized to do business in the State of Florida and which are rated "A-/VIII" or equivalent in Best's Key Rating Guide, or any successor thereto (or if there is none, a rating organization having a national reputation); upon Grantor's or Developer's request, City shall provide to Grantor and Developer a copy of each such policy or a certificate of insurance. Furthermore, any policy of insurance maintained by City in connection with the Easement Property shall provide that written notice shall be given to all insured parties, additional insured parties, and holders of certificates of insurance at least thirty (30) days prior to suspension, cancellation, termination, modification, non-renewal or lapse or material change of coverage. Subject to applicable law, in no event shall the limits of any insurance policies (or the City's election to self- insure as to any risks in connection with the Easement Property) limit the liability of City under this Easement. 11. Miscellaneous. a. The intended and primary use of the Easement Property is for City employee, City invitees, and general public parking, and such use will have priority over other uses unless a like number and quality of alternative parking is provided at a location reasonably agreed to by the City in accordance with the terms of this Easement. The exercise of the rights and privileges granted hereby shall be exercised in a manner which does not unreasonably interfere with or disrupt the normal use, business or occupation of the Project or any improvements located or to be located on the Grantor Property or the Easement Property. b. All provisions of this Easement and the easement rights hereunder shall run with the land and shall be binding upon Grantor and its successors and assigns. The Grantor Property shall hereafter be held, sold, conveyed, operated and leased subject to the easements, restrictions, covenants and conditions contained in this Easement. c. All notices, demands, requests or other communications required hereunder shall be in writing and sent by recognized express courier (such as FedEx or United Parcel Service) or via United States registered, certified mail, postage prepaid, return receipt requested, addressed to each party hereto, as the case may be, at the address first hereinabove provided or such other address as any party may from time to time designate in writing to the other. d. This Easement shall be governed by and construed in accordance with the laws of the State of Florida. Venue of any litigation or administrative proceeding shall be exclusively in Palm Beach County, Florida. The prevailing party in any litigation arising from the terms of this Easement shall be entitled to recover its reasonable attorneys' fees, both at trial and on appeal, as well as court costs, from the non- prevailing party. {00385092.1306-99052631 6 e. The captions used in this Easement are solely for the convenience of reference and shall not in any way limit or amplify the terms and provisions hereof. f. This Easement may be executed in counterparts, each of which will be deemed an original as against any party whose signature appears hereon, and all of which shall constitute one and the same agreement. g. This Easement may not be terminated, modified or amended except as provided herein or as otherwise agreed to in a written document executed by the parties hereto or their respective successors in interest. h. Any invalidity of any of the terms and conditions or provision of this Easement by judgment, court order or otherwise shall not affect any of the other terms, conditions or provisions of this Easement. i. A like Easement Agreement will be executed contemporaneously with this Agreement by the parties to address additional temporary parking on JKM BTS Central,LLC property. j. City shall not be liable or responsible to Grantor beyond the monetary limits specified in Ch. 768.28, Fla. Stat., regardless of whether said liability be based in tort, contract, indemnity or otherwise; and in no event shall City be liable to Grantor for punitive or exemplary damages or for lost profits or consequential damages. [SIGNATURES AND ACKNOWLEDGEMENTS APPEAR ON THE FOLLOWING PAGES] (00385092.1 306-9905263} 7 IN WITNESS WHEREOF, the parties hereto have executed this Easement as of the day and year first written above. Grantor: Signed, sealed and delivered in the presence JKM BTS North, LLC, a Florida limited of: liability company Witness 1 By: JKM BTS Capital, LLC, a Florida Printed Name: ' S I , , _ i, �` limited liability company, its Manager Witness#AZ By: Printed Name:y\,`' ' t�p,'(ti� Adam P. Freedman, Manager STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of E physical presence or ❑ online notarization, this" "'i day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, as Manager of JKM BTS North, LLC, a Florida limited liability company, on behalf of such company, who ( f is personally known to me or(J produced as identification. •TARY PUBLIC, State of Florida tie lG, l� Cn e*- Print Name My Commission expires: 4 111 l 2.O2 3 Serial No.: C 3I CESS (SEAL) ��du ANGELA R.PICKETT -''•, , MY COMMISSION#GG 310593 •.: 17,2023 • '° E�X�PI^R,Notary App' de Ihru C)P' In Ne rmiters {00385092.1 306-9905263t 8 Developer: Signed, sealed and delivered in the presence of: (woe JKM BTS Capital, LLC, a Florida limited Witness . 1 liability company Printed Name: , a /A 1 - (� By: n ' R- X/ es Parr. Adam P. Freedman, Manager Witn2 Printed Name: \Iv\y OitiQV\ STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of Erphysical presence or 0 online notarization, this 1 0441 day of August, 2020, by Adam P. Freedman, as Manager of JKM BTS Capital, LLC, a Florida limited liability company, on behalf of such company, who &Is personally known to me or U produced as identification. CLLR NOTARY PUBLIC, State of Florida �4 q 'C nfL--- t— Print Name My Commission expires: 1-4 i 1--t( Za a Serial No.: C;CC 3 1 a sG 3 (SEAL) •t e;'n, ANGELA R.masa.,` MY COMMISSION#GG 31059-31 _: EXPIRES:April 17,2023 '� iff != '?oNotary Public lhdermiters 100385092.1 306-9905263} 9 Signed, sealed and delivered in the presence of: CITY OF BOYNTON BEACH, FLORIDA, a political subdivision of the Oalitt4 L-k a/..L l State of Florida Witness #1 Printed Name: of-Merl n e l' he.r51 ,A A Cif 4* to Steven B. Grant, Mayor '�' ' '', Printed Name: SHAYLA ELLIS `Iw a ~ Attest: ryN ,k r • •yi • F. APPROVED `• ��AS TO FORM: CJ •' -, ••""'fY` yvw N e:CRYSTAL GIBSON, MM( .' ' r ors- CITY ATTORNEY Title: City Clerk "{' STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me by means of LV physical presence or ❑ online notarization, this \d day of 'C1p\j , 2020, by Steven B. Grant, as Mayor of the City of Boynton Beach, Florida, a political subdivision of the State of Florida, who (ls personally known to me or C) produced as identification. [Notary Seal] - All ia. . � s' • _At Notary Public Tam L. Stanzione Printed Name: � .P�B�c TAMMY L STANZIONE Mycommission expires: -..�J =o a t f Commission#GG 306158 Expires March 25,2023 s" -off Bonded TNv Budget Wag Swvices (00385092.1 306-99052631 10 EXHIBIT "A" LEGAL DESCRIPTION OF GRANTOR PROPERTY Parcel 2, Boynton Beach Town Square, according to the plat thereof as recorded in Plat Book 127, Page 1, Public Records of Palm Beach County, Florida. {00385092.1 306-99052631 11 EXHIBIT "13" LEGAL DESCRIPTION OF SOUTH PARCEL Parcel 7, Boynton Beach Town Square, according to the plat thereof as recorded in Plat Book 127, Page 1, Public Records of Palm Beach County, Florida. (00385092 1 306-9905263( 12 EXHIBIT "C" LEGAL DESCRIPTION OF EASEMENT PROPERTY A parcel of landing being a portion of Parcel 2, BOYNTON BEACH TOWN SQUARE, according to the Plat thereof as recorded in Plat Book 127, Page 1 of the Public Records of Palm Beach County, Florida. Being more particularly described as follows: Commencing at the Southwest corner of said Parcel 2; Thence North 00°20'03" West (as a basis of bearings) along the Westernmost West line of said Parcel 2, a distance of 30.30' to the POINT OF BEGINNING; Thence continue North 00° 20' 03" West along said Westernmost West line, a distance of 24.00 feet; Thence North 89° 40' 29" East, a distance of 29.40 feet to a point lying 5.00 feet East of and parallel with(as measured at right angles)the Easternmost West line of said Parcel 2; Thence North 00° 19' 56" West along said parallel line, a distance of 262.00 feet; Thence North 89°40' 29" East, a distance of 247.13 feet; Thence North 00° 19' 31" West, a distance of 16.47 feet to a point being on the North line of said Parcel 2; Thence North 89° 16'40" East along said North line, a distance of 33.45 feet; Thence South 00° 19' 31" East, a distance of 21.70 feet to the point of curvature of a circular curve to the right; Thence Southerly and Westerly along the arc of said curve having a radius of 40.00 feet, a central angle of 67°19'05, for a distance of 47.00 feet; Thence South 00° 19' 56" East, a distance of 220.09 feet; Thence North 89° 40' 29" East, a distance of 161.08 feet to a point being on the East line of said Parcel 2; Thence South 01°22' 45" East along said East line, a distance of 24.00 feet; Thence South 89°40' 29" West, a distance of 15.11 feet; Thence South 00°20' 03" East, a distance of 20.37 feet; Thence South 89° 39' 57" West a distance of 56.71 feet; Thence South 00°20' 03" East, a distance of 9.86 feet; Thence South 89° 39' 57" West, a distance of 71.32 feet; Note: The proceeding three courses and distance coinciding with the Southern limits of said Parcel 2; Thence North 00° 20' 03" West, a distance of 30.25 feet; Thence South 89°40' 29" West, a distance of 303.76 feet to the POINT OF BEGINNING. Said lands situate, lying and being Section 28, Township 45 South, Range 43 East, City of Boynton Beach, Palm Beach County, Florida. Containing 1.89 acres more or less. (00385092.1306-9905263( 13 EXHIBIT "D" Insurance Coverage Automobile Liability Bodily injury and property damage liability covering all owned, non-owned and hired automobiles for limits of not less than $500,000 bodily injury each person, each accident and $500,000 property damage, or$500,000 combined single limit each occurrence/aggregate. Commercial General Liability Bodily injury and property damage liability as shall protect the City or Grantor from claims of bodily injury or property damage which arise from the use of the Easement. The amounts of such insurance shall be $2,000,000 per person, $2,000,000 per occurrence, and a general aggregate limit of$5,000,000.00. This insurance shall include coverage for products/completed operation, personal injury liability and contractual liability assumed under the indemnity provision of this Easement. Workers' Compensation Insurance Meeting the statutory requirements of Florida and Employer Liability of$1,000,000 per accident limit, $1,000,000 disease per policy limit, $1,000,000 disease each employee limit,providing coverage for employees and owners. Professional Liability Insurance In an amount of not less than $2,000,000 each claim and $2,000,000 aggregate. (00385092.1 306-99052631 14 CONSENT TO EASEMENT BI 58 LLC, a Florida limited liability company ("Mortgagee"), is the holder of that certain Mortgage and Assignment of Leases and Rents, recorded in Official Records Book 31110, Page 1715 of the Public Records of Palm Beach County, Florida (the "Mortgage"), upon the Property described therein. Mortgagee hereby consents to the granting of the covenants, restrictions and easements set forth in the foregoing Easement as described in the foregoing instrument. IN WITNESS WHEREOF, Mortgagee has executed this Consent to Easement this �S day of gm 202r0. BI 58 LLC, a Florida limited liability company Signed, sealed and delivered By: 67/ Name: A PX n Its: /1144 n u, r' Witn ss Print Name Witness -i'60 WiL144411.5 Print Name STATE OF FLORIDA COUNTY OF / The foregoing instrument was acknowle s_e• yore me by means of 1!?(physical presence or ❑ online notarization, this 01 day of .vi. . , ' 020 by J11)( {-ern , as MOer of BI 58 LLC, a Florida limited liability company, on behalf of such company, who ( s personally known to me or(J produced as identification. ImaldidiMEGAN MCX MTV 4 '' Notary Public-State of Florida �, Commission t GG 98441 O8 / r4c V My Cantu.Expires May 1,2024 ` 9orce :nrcuy+%ancral!rotary assn. I N ; Public My Commission expires: 5 )- 2024 (00385093.1 306-9905263) 15 GOREN CHEROF Rachel L.Leach DOODY & EZROL P.A. RLeach@GorenCherof.com ATTORNEYS AT LAW October 21, 2020 VIA HAND DELIVERY Ms. Lynn Swanson Boynton Beach City Attorney's Office 100 E. Ocean Ave. Boynton Beach, FL 33435 Re: Boynton Beach Town Square—Temporary Easements and Termination of Easements Dear Lynn: In connection with the above matter, Jim asked that I forward the following enclosed documents to your attention: 1. Temporary Parking Easement Agreement—North Parcel; 2. Temporary Parking Easement Agreement—Central Parcel; 3. Termination of Temporary Construction and Parking Easement—BTS North Parcel; 4. Termination of Temporary Construction and Parking Easement—BTS Central Parcel; 5. Termination of Temporary Construction and Parking Easement—BTS South Parcel. These are on the agenda for the November 3rd commission meeting and Jim would like you to hold these for the Mayor's signature. Please call me with any questions. Thanks. Sincerely, achel L. Leach Real Estate Paralegal Encls. (00408055.1306-99052631 3099 E.Commercial Blvd,Suite 200,Fort Lauderdale,Fl 33308 T 954-771-4500:561-276-9400 F 954-771-4923 www.GorenCherof.com The City of Boynton Beach City Clerk's Office PO Box 310 A- Boynton Beach, FL 33425 Office: (561) 742-6060 1 "IV fie" fax: (561) 742-6090 r0 N e-mail: cityclerk@bbfl.us www.boynton-beach.org November 12, 2020 Steve Collins President Community Facility Partners 601 Carlson Parkway, Suite 1050 Minnetonka, MN 55305 Re: Resolution 20-093 Boynton Beach Town Square-Termination of Temporary Construction and Parking Easement Agreement Dear Mr. Collins: Attached for your review are three original agreements and a copy of the Resolution mentioned above. Once the agreements have been signed, please return the originals to the City Clerk's Office for Central File. Sincerely, ours vriE (,I Tammy Stanzione Specialized Assistant Attachments S:\CC\WP\AFTER COMMISSION\Other Transmittal Letters After Commission\2020\R20-093 Boynton Beach Town Square-Temporary Easements and Termination of Easements.doc America's Gateway to the Gulfstream