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HomeMy WebLinkAboutDocumentation_Regular_Tab 11_11/10/2016 RESOLUTION 35-16 A RESOLUTION OF THE VII�LAGE COUNCIL OF THE VII.LAGE OF TEQUESTA, FLORIDA, MAKING FINDINGS OF FACT; DESIGNATING PROPERTY LOCATED AT 4534 AND 4546 COUNTY LINE ROAD, TEQUESTA, PALM BEACH COUNTY, TL 33469, AND IDENTIFIED BY PARCEL CONTROL NOS. 60-42-40-25-00-001-0030 AND 60-42-40-25-00- 000-1080, AS A GREEN REUSE AREA PURSUANT TO SECTION 376.80(2)(C), FLORIDA STATUTES, FOR THE PURPOSE ' OF REIiABILITATION, JOB CREATION, AND PROMOTING ECONOMIC REDEVELOPMENT; DIRECTING THE VILLAGE-CLERK TO NOTIFY THE FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION OF SAID DESIGNATION; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES. WHEREAS, pursuant to § 97- 277, Laws of Florida, codified at § 376.77 —§ 376.86, Florida Statutes, the State of Florida has provided for designation of a"brownfield area" by resolution at the request of the person who owns or controls one or more real estate parcels, to I � provide for their environmental remediation and redevelopment and promote economic development and revitalization generally; and WHEREAS, Key Estates Tequesta Senior Housing, LP ("Key Estates") owns two parcels located 4534 and 4546 County Line Road, Tequesta, Palm Beach County, Florida 33469, and identified by Parcel Control Nos. 60-42-40-25-00-001-0030 and 60-42-40-25-00- 000-1080 (the "Subject Property"), as depicted in E�ibit "A" and more particularly described in E�ibit "B," arid is developing it for residential use as an Adult Congregate Living Facility; and WHEREAS, Key Estates has requested that the Village Council of the Village of Tequesta, Florida (the "Village") designate the Subject Property as the Former Rood Landscape Green Reuse Area pursuant to § 376.80(2)(c), Florida Statutes, of Florida's Brownfields Redevelopment Act; and WHEREAS, the Village has reviewed the relevant criteria that apply in such designations, as specified in § 376.80(2)(c), Florida Statutes, and has determined that the Subject Properly qualifies for designation because the following requirements have been satisfied: l. Key Estates owns the Subject Property which is proposed for designation and has agreed to rehabilitate and redevelop it; and 2. Rehabilitation and redevelopment of the Subject Property will result in economic productivity in the area; and 3. Redevelopment of the Subject Property is consistent with the Village's Comprehensive Plan and is a special exception use under the Village's Code of Ordinances, and Key Estates received special exception use approval on August 11, 2016; and 4. Proper notice of the proposed rehabilita.tion of the Subject Property has been provided to neighbors and nearby residents, and Key Estates has provided those receiving notice the opportunity to provide comments and suggestions regarding the rehabilitation; and 5. Key Estates has provided reasonable assurance that it has sufficient financial resources to implement and complete a rehabilitation agreement and redevelopment plan; and WHEREAS, the Village desires to notify the Florida Deparhnent of Environmental Protection of its resolution designating the Former Rood Landscape Green Reuse Area a "brownfield area" to further its rehabilitation and redevelopment for purposes of § 376.77 —§ 376.86, Florida Statues; and WHEREAS, the applicable procedures set forth in § 376.80 and § 166.041, Florida Statutes, have been followed and proper notice has been provided in accordance with § 376.80(1) and § 166.041(3)(c)2, Florida Statutes; and WHEREAS, such designation shall not render the Village of Tequesta. liable for costs of site rehabilitation, including remediation, or source removal, as those terms are defined in §§ 376.79(19) and (20), Florida Statutes, or for any other costs, above and beyond those costs attributed to the adoption of this Resolution; and WHEREAS, based on the foregoing, the Village believes that adoption of this Resolution will promote and serve the public health, safety and welfare. NOW THEREFORE, BE IT RESOLVED BY THE VII.LAGE COUNCIL OF THE VII..LAGE OF TEQUESTA, FLORIDA, AS FOLLOWS: � SECTION 1. The recitals and findings set forth in the Preamble to this Resolution are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. SECTION 2. The Village Council finds that Key Estates has satisfied the criteria set forth in § 376.80(2)(c), Florida Statutes. SECTION 3. The Village Council designates the Subject Property depicted on Exhibit "A" and described on Exhibit "B" attached hereto and incorporated herein by reference as a"brownfield area" for purposes of § 376.77 —§ 376.86, Florida Statutes. SECTION 4. The Village Clerk, or her designee, is hereby directed to notify the Florida Deparhnent of Environmental Protection of the Village Council's resolution designating the Former Rood Landscape Green Reuse Area a"brownfield area" for purposes of § 376.77 —§ 376.86, Florida Statutes. SECTION 5. T'his Resolution shall become effective immediately upon passage. REQUEST FROM KEY ESTATES TEQUESTA SENIOR HOUSING, LP FOR DESIGNATION OF PROPERTY LOCATED AT 4534 AND 4546 COUNTY LINE ROAD, TEQUESTA; FL 33469, AS THE FORMER ROOD LANDSCAPE GREEN REUSE AREA, .. PURSUANT TO FLORIDA'S BROWNFIELDS REDEVELOPMENT ACT , 1. GENERAL DATA Development Name �Former Rood Landscape Green Reuse Area � Atres 8 acres _ Location 4534 and 4546 County Line Road Folio Numbers 60-42=40-25-00-001=0030 and 60-42-40-25-00-000-1080 Owner/Applicant Key Estates Tequesta Senior Housing, LP . , , 2. BACKGROUND � , Key Estates Tequesta Senior Housing, LF ("Key Estates"), the owner of the above referenced � property (the "Subject Property"); has submitted a request� to the village of Tequesta seeking designation .of the Subject�Rroperty as a Green Reuse Area, pursuant to § 376:80{2)(c) of Florida's Brownfields Redevelopment Act (the "Act"). The purpose of this re.quest is to qualify the Subject Property for incentives available through Florida's.Brownfields Redevelopment Program �(the "BRP") that will limit exposure. to environmental regulatory risk and manage. costs associated wifh contamination investigation and remediation. The Subject Property was #ormerly owned and operated by the Rood Landscape Company and, during its period of ownership, the Subject Property became contaminated with agrochemicals typically used in the industry. Key Estates intends. to redevelop.the Subject Property into an upscale market-rate senior housing community, consisting of � 96 units for age-qualified, private-pay inilependent and functionally deperident residents (th "Project"). Resort-style amenities will include a zero-entry "beach edge" pool to "facilitate accessibility, a"tiki-bar designated gardens, and recreation areas, including walking �paths, pe�golas, rest/meditation space, and fountains. It is well-documented that landscaping operations are associated with the handling and improper disposal of hazardous materials, including the application of chemical pesticides, herbicides, and fertilizers (collectively "agrochemicals") that are knov►in to result in localized soil and groundwater impacts. As a result of the Subject Property's historical use and the historical application of agrochemicals, there is arsenic contamination in the soil and groundwater. Soil and groundwater rrmonitoring and cleanup has been; and will continue to be, conducted at the Subject Property to address elevated arsenic concentrations under the close oversight of the Florida Department of Environmental PCotection ("FDEF"). The presence of contamination and ongoing cleanup has significantly complicated redevelopment efforts for Key Estates by imposing design and constr.uction changes on fhe Swbject Property that would not be_ required at_a clean site. In addition, the presence.of contamination increases Key Estates' exposure to environmental and regulatory liability with respect to redevelopment .of the Subject Property and makes it materially more expensive and time consuming to move fonnrard with {00016938.DOCX.1 } � the Project. For example, onsite soil contamination will require special handling and very specific regulatory approvals; as such, soil management during construction activities will be subject to a level of envir.onmental review and scrutiny that would not otherwise apply to a clean site. These � risks and .added :expenses complicate redevelopment of the Subject Property and have led Key Estates to seek designation of the parcels as a Green Reuse Area,. pursuant to the BRP, which would enable it to benefit from state=funded tax credits as a way to offset the additional costs of remediating and revitalizing the Subject Property. The BRP is a redevelopment tool that is administered by the FDEP. Remediation and reinvestment • in brownfield .properties facilitates job growth, utilizes existing infrastructure, increases local tax bases, removes development pressures on undeveloped open land as well as both improving and protecting the environment. The BRP creates jobs,� promotes voluntary cleanup, prevents the premature development of greenspace (farmland, open space and natural areas), reduces public cost for installing infrastructure in greenspaces, encourages the highest and best use of blighted properties, minimizes or eliminates the need for environmental enforcement or state-funded cleanup, and encourages� community revitalization. Brownfield redevelopment i.s of great importance in Florida where balancing strong economic and community growth with suburban sprawl i:s an ongoing challenge. , By statutory definition, brownfields encompass real property where expansio.n, redevelopment, or reuse of which has been or may be complicated by actual or .perceived environmental contamination. Since 1997, the BRP has made. available a wide array of financial, regulato.ry, and technical incentives to local governments, businesses, and communities to catalyze environmental cleanup and economic redevelopment of marginalized or otherwise underutilized properties, In addition to providing economic incentives to experienced developers Iike Key Estates, the BRP provides substantial benefits to the co,mmunity where the designated property is locatecl. In doing so, the BRP has encouraged confidence in neighborhood revitalization and investment of. private capital in land reuse and job creation in hundreds of communities throughout Florida. According to figures provided by the FDEP, as of September 2U16, 406 areas covering more than 266,000 acres have been designated as brownfields, generating over $2.7 billion in private capital investment, and contributing to the creation of more than 65,000 confirmed and projected direct and indirect jobs. Brown�eld areas have enjoyed a wide range of redevelopment uses,.including affordable housing, community health clinics, retail and commercial, renewable energy, transportation facilities, and conseroation and.recr.eation. Witti designation of the Green :Reuse Area, the Village of 7equesta would likely experience significant benefits including economic redevelopment and growth, job creation, environmental restoration, and more suitable growth patterns in the area. For a discussion of Brownfield case studies, please see the Florida Brownfields Redevelopment Annual Report, dated August 2016, which can be found here: htt�://www.dep.state.fl.us/waste/auick topics/publications/wc/brownfields/AnnualReport/2016/2 015-16 FDEP Annual.pdf. {00016938.DOCX.1 } Z Key Estates received a Special Exception Use approval by Village Council on August 11, 2016. As part of the current Site Plan Review application; Arcadis U.S., Inc., Key Estates' environmental.consultant, pcovided to the Village a report containing a summary of confirmatory-cleanup assessment results for historic arsenic impacts in soil and groundwater at the Subject.Property (August 31, 2016). In accordance with the BRP, and in order to facilitate redevelopment, reuse, and cleanup of the parcels, ,Key Estates is seeking to designate the Subject Prope.rty as the "Former Rood Landscape Green Reuse Area:" Required action includes two (2) public hearings and designation by resolution. If approved, Village of Tequesta Staff will notify the FDEP of the designation. 3. ANALYSIS Under the applicable statutory criteria, two public hearings are required to adopt a G,reen Reuse Area Designation Resolution (the "Resolution"), which the local government must approve if the following five statutory criteria are d.emonstrated by the applicant. (1) A�reement to Redevelop the Brownfield Site. As the ficst requirement for designafion, Florida Statutes § 376.80(2)(c)(1) provides that "[a] person who owns or controls a potential brovi►nfield site is requesting the designation and has agreed to rehabilitate and redevelop the brownfield site." � The .applicant, Key Estates satisfies this criterion,.-first, in that it owns the Subject Property by virtue �of a Specia! Warrdnty Deed, dated December 20, 2013, and recorded in Book 26521, Page . . . 1154 of the Public Records of Pa/m Beach County, Florida. The deed is available at Attachment C of Key Estdtes' undeclying designation request, submitted to the Village on October 18, 2016 (the . "Application"). Second, Key Estates intends to rehabilitate the Subject Property by er►tering into a Brownfeld .Site Rehabilitation Agreement ("BSRA"J with the FDEP pursuant to the requirements of Chaptecs 376 and 403, Florida Statutes, and Rule 62-780 of the Florida Administrative Code.. The BSRA sets strict timelines and formal and ongoing oversight by the FDEP. Finally, following the proposed designation by the Village, Key Estates wil! redevelop the Subject Property as summarized above. The Project is described in greater detail in the Investment 5ummary for the Project, available at Attachrrient A of the Application. For these reasons, Key Estates meets this first criterion. � (2) Economic Rroductivitv. As the second requirement� for designation, Florida Statutes § 376.80(2)(c)(2) provides that "the rehabilitation and �edevelopment of the proposed brownfield site will result in economic productivity of the area, along.with the creation of at least 5 new permanent jobs at the brownfield site that are full-time equivalent positions not associated with the implementation of the rehabilitation agreernent and are not associated with redevelopment project demolition or construction activities pursuant to the redevelopment of the proposed brownfield site .or area. However, the job creation requirement shall not apply to the rehabilitation and redevelopment of a brownfield site that will provide affordable housing as defined in s. 420.0004 or the creation or recreational areas, conseroation areas, or parks." {00016938.DOCX.1 } 3 Key Estates satis�es this criterion in that the Project will result in significant economic productivity of the area. The budget for rehabilitation and redevelopment is approximately $39 million, which will be spent in part on local labor, contractors, consultants construction materials, furnishings, infrastructure improvements, and impact fees. This work will support approximately 986 temporary construction jobs over the period of development. The construction workers will spend a percentage of their salaries with local merchants who, in turn, will reinvest locally in .their respective businesses, as well as the businesses of other local merchants. In addition, the Project will create 79 new permanent, full-time equivalent positions not associated with rhe implementation of the rehabilitation agreement and not associated with development project demolition or construction activities. Whot's more, the recognized litecature shows senior housing communities substantially contribute to the economic productivity of an area in the form of job creation; stimulation of the loca! economy by residents, and transformation of vacant land into economically productive communities. It is widely recognized fhdt Florida has a large and growing population of. seniors; looking forwbrd the Florida Assisfed Living Federation of America has estiinated #hat Florida's population will grow by almost 4.8 million between 2010 and 2030, and Floridians age 60 and oldec will account for 56.9% of this growth. The Village of Tequesta has the opportunity to benefit from this growth in a number of ways. First, according to the Aging & Disability Resource Centerof Broward County; Florida seniors have an estimated $135 billion annual spending power and, statewide; seniors account for 50% of oll new home construction. The resort-like dmenities included in the Rroject will serve to attract some of this spending . to the Village of Tequesto. Second, the Flocida Health Care Associotion estimates that the assisted living industry supports an estimated $20.2 billion of Florida's economy. The industry also contributes to nearly 259 jobs and supports $9.1 billion in labor income through employment� of caregivers and support staff, annually: These numbers mean that the Project is likely to result in additiono! jobs and added direct and indirect economic stimulation within the Tequesta community. Designation of the Subject Property dnd subsequent development of a senior housing community by Key Estates wil! prepare the Village of Tequesta for these rising numbers and ensure that the Village's I � economy is able to maximize its benefit from the influx of new residents, jobs, tax revenue, and �I other economic benefits associated with senior housing and long term care. For the reasons. discussed herein, Key.Estates meets this second criterion. (3) Consistencv with Local Comqrehensive Plan and-Permittable Use under Local Land Develoament Re�ulations. As the third requirement for designation, Florida Statutes § 376.80(2)(c)(3) provides that "[t]he redevelopment of the proposed brownfield site is consistent with the local comp�ehensive plan and is a permittable use under the applicable local land development regulations:' � Key Estates satis�es this criterion in thut the Subject Property is located in the Village of Tequesta's R— 2 Multiple Family Dwelling District, which permits multiple family dwellings ond {00016938.DOCX. 1 } 4 __ adult congregate living facilities, induding assisted living facilities. As such, the Project, as described above, is specifically permitted by code. See § 78=174 of the Village of Tequesta, Florida Code of Ordinances. .In addition, the Subject Property is located within the Medium Density Residential distr.ict of the Village of Tequesta's Comprehensive Plan, wihich allows for the development of 12 residential units per acre. See Table FLU-1, Future Land Use Districts, Density and Intensity Standards, Village of Tequesta Comprehensive Plan (July 7, 2014J. Furthermore, Key Estates received a Special Exception Use approval by Village Council.on August 11, 2016. The subject application reviewed the environmentol concerns, and consistency with the Village's Comprehensive Plan and Code of Ordinances. See attached approved Development Order#hat includes conditions of approvals. Accordingly, the redevelopment is consistent with the local plpn and a permittable use under the applicable local land development regulations: and Key Estates meets this third criterion. (4) Public Notice and Comment: Florida Statutes § 376.8U(2)(c)(4) stipulates that "[n]otice of the proposed rehabilitation of the brownfield area has been provided to neighbors and nearby residents of the proposed area to be designated, and the person proposing the area for designation has afforded to .those receiving notice the opportunity l for� comments and suggestions about rehabilitation. Notice pursuant to this subparagraph m.ust be posted in the affected area." . Additional notice requirements pertaining to applicants other than a governmental entity can be found at Florida Statutes § 376:80(2)(c)(4) and consist of publication in a newspaper of general circulation in the area, publication in ethnic newspapers or local community bulletins, and announceinent at a scheduled meeting of the local governing body before the actual hearing. Key Estates satisfies the fourth criterion by meeting dll applicoble notice and opportunity to comment requirements established by Florida Statutes by posting notice at the Subject Property and in several community publications. First, Key Estates published notice in the Legal Notices " section of the Palm Beach Post on October 18; 2016; #he weekday Palm Beach Post reaches an audience of approximately 323,600 readers and provides cove�age of Palm Beach County qnd the Treasure Coast. Additionally, Key Estates published notice in the Palm Beoch County Community Bulletin section of Craig's List on October 18, 2016. Both of . these notices were oimed to reach stakeholders and other interested members of the community and contained substantially the following narrative: Notice of Community Meeting and Public Hearings for Proposed Greea Reuse Area Designation Pursuant to Florida's Brownfields Redevelopment Act A cnmmunity meeting .rhall be condueted on October 2S, 2016, from 5.30 j�.m, to 7:00 j�.m. for the pur�io.re of a�'arding intere.rted partie.r the opportunity to pmvide comments an�l.rugge.ctions about the potential cleszgnation of property located at 4534 and 4546 County Iine Bnad, Tequesta, FL 33469, Folio No.r. 60-42-40 25-00-001-0030 and 60-42�0-25-00-000-9080, as a G�en {00016938.DOCX.1 } 5 ___. Beu.ce Area ursuant to Sec•tion 376.80 c Fl�rida Statutes: The communi meetin to be , p ���� �' � held at the Tequesta Kecreatian Center, located at 399 Seabrook Koad, Tequesta, FL 334G9, �vill al�o addn.rs future developme�zt ancl rehabilitation actzvrtre.r plannecl for the �ate by the de.rignatzon applicant, Ke, y Estates Teque,rta Senior Hou�zn� I.I'. Tivo j�ublic hearings, date.r to be announced, nrill be held at the Village of Tegue.rta Vfllage Hall, located at 345 Teque.rta Drive, Tequesta, FL 33469. Far mo� information regarding the community meeting and/or thepublic hearings, including dates for tliepublic hearing.r, or toprovicle commen�r and sugge.rtion,r �garding clefig�zation, development, or rehabilitation at any time before or after the community meetrng an�l/orpublic hearings, plea.re contactMichael B. Gol�lstein, mho can be r�ached by telephone at (305) 777-�682, U.S. Mail at The Goldrtein Envimnmental Larv Firm, P.A., 1 SE 3r�1 Avenue, Suite 2920, Miami, FL 33139, and/or. email at mgoldrtein@goldrteinenvla»> corrr. As detailed in the above notice, Key Estates also hosted a public meeting at tMe Tequesta Recreation Center, on October 25, 2016, to afford an opportunity for stakeholders and other members of the public to provide comments and suggestions regarding designation, development, and rehabilitation of the Subject Property. Finally, Key Estates provided the Village with pictures of the posting on the Subject Property as well as copies of the ads and the dates they ran; copies of these notices are enclosed as an exhibit to this report For the reasons discussed i►erein, Key Estates satisfies the fourth criterion. (5) Reasonable :Financial .Assurance. As the fifth requirement for designation, Florida Statutes § 376.80(2)(c)(5) provides that "[t]he person proposing the area for designation has provided reasonable assurances that he or she has sufficient financial resources to implement and complete the rehabilitation agreement and redevelopment plan." The total capita! budget of approximately $39 million for the Project will be funded through a combination of debt and equity. Copies of tbe Mortgage ond Security Agreement and the Convertible Promissory Note of Key Fstates Tequesta Senior Housing, LP are contained in the Application. In addition, Key Fstates and its staff are an experienced real estate investment and development group that have been involved in over $3 billion in real estate transactions, financing, development, and investments, globally. Key Estates is supported by a team of highly qualified real estate and investment professionals and has a strong track record of transforming properties into world-class senior housing communities throughout Florida. What'S more, Key Estates' development and operating partner and its staff, AgeWell Living, LLC, are a sophisticated, experienced, and credentialed senior housing community developer and operator with 75 yeors of specialized experience. This proven history of leveraging assets wit6r other capital sources, an impressive track record of success by Key Estates.and its partners, and staff of quali�ed professionals constitutes reasonable assurances that Key Estates has suff cient financial {00016938.DOCX. 1 } 6 resources to im lement and com lete the rehabilitation a reement and redevelo ment lan. P P 9 p P Accordingly, Key Estates satisfies this fifth criterion. 4. FISCAL IMPACT ANALYSIS Such designation shall not render the Village of Tequesta liable for costs of site rehabilitation, including remediation, or source removal, as those terms are defined in §§ 376.79(19) and (20), Florida Statutes, or for any other costs, above and beyond the costs attributed to the adoption of the Resolution. 5. FIN14L REMARKS As part of designation process, the subject application was presented to the Village Council on October 31, 2016 (announcement meeting). Then, Resolution 35-16 will have two .readings by Village Council on November 10, 2016 and December 8, 2016. Both readings will be advertised according to Florida Statutes; 7 days legal ad (first reading) and 5 days legal ads (second reading). Exhibits: A. Former Rood Landscape Green Reuse Area Designation Request B. Copies of Notice Provided at the Subject Property and in Local News Outlets C. Special Exception Use Approval Order from August 11, 2016 {00016938.DOCX.1 } 7 , Exhibit A {00011414.DOCX.1 } THE GOLDSTEIN ENVIRONMENTAL LAW FIRM, P.A. - Brou�nfields, Tran.racszon.r, Due Diligence, Development, Permittzn� Cleanups d� Comm�»liance One Southeast Third �venue, Suite 2120 ' Miami, Florida 33131 Teleph'one; (305) 777-1680 Facsimile: (305) 777-1681 �vww.goldsteinenvlaw.com � � � Michael R Goldstein, Esq. . ' Direct Dial: (305) 777-1682 Email: mgoldstein@goldsteinenvlaw.com October 18, 2016 � Via Email & FedEx Mr. Michael R. Couzzo, Jr., Village Manager Village of Tequesta_ 345 Tequesta Drive Tequesta, Florida 33469 � Re: Requesf for Designation of the Properties Located at 4534- and 4546 County Line Road, Tequesta, Florida 33469,: and Identified by Folio Numbers 60-42- 40-25-00=001-0030 and 60-42-40-25-00-000-1080 as a Green Reuse Area Putsuant to �-376.80(2)(c), Florida Statutes, of Florida's Brownfields Redevelopment Act Dear Mr. Couzzo: On behalf of Key Estates Tequesta Senior Housing LP ("Key Estates"), we axe pleased to submit this request for designation of the properties located at 4534 and 454G County Line Road, Tequesta, FL 33469, Folio Numbers 60,42-40-25-UO-001-0030 and 60-42-4U-25-OU-000-1080 (collectively, the "Subject Property'�, as a"Green Reuse Area" pursuant to Section. 376.80(2)(c), Florida Statutes, of Florida's Brownfields Redevelopment Act. Keq Estates proposes to redevelop tlie Subject Property as an upscale market rate senior housing communitq, consisting of . 96 units for age-qualified, private-pay independent and functionally dependent residents. Resort-style amenities will include a zexo-entry "beach edge" pool to facilitate accessibilitq, a"tiki-bar," designated gardens, and recreation areas, including walking paths, pergolas, rest/meditation space, and fountains. Propertq cards depicting the location of the Subject Property are enclosed at Exhibit A. � {p001G9G7.DOCX.1 } ___ I Mr. Michael R. Couzzo, Jr., Village IVlanager October 18, 2016 Page 2 Key Esta.tes is applying for the Green Reuse Area Designation due to the fact that there is actual contamination documented in the soil and groundwater at the Subject Property from its past use as the location for a landscaping company. This has requited, and will continue to requite, that Key Estates incur significarit time and expense for technical, engineering, and legal consultants in ordex to properly conduct environmental assessment and remediation and prepare the . site for redevelopment and xeuse: The designation has thus become a key part of this ambitious pxoject's ultimate via:bility by enabling Keys Esta,tes to access certain regulatory and economic incentives to mitigate and manage the risk and expense associated with the discovery of contamination and the necessary xegulatory response.. The project will also increase local tax revenues and attract major new capital investment in the Village of Tequesta. In considering a xequest for this type of designation, a local government must evaluate and apply the criteria set forth in � 376:80(2) Florida Statutes. As reflected in the Statement of Eligibility incorporated herein at Exhibit B, Key Estates meets such statutory criteria. Accordingly, based on the foregoing, we respectfully request .that staff recommend approval. Of course, as you evaluate the application and supporting materials, please feel free to contact us with any questions or should further information be requixed. Thank you. Very trulq yours, _ THE GOLDSTEIN ENVIROIVMENTAL LAW FIRM, P.A. � � Michael R. oldstein /�g Enclosures cc: Key Estates Tequesta Senior Housing, LP {00016967.DOCX. 1 } Exhibit A � {00011414.DOIX.1 } � ' !� L � \ � �� � � I �.�� � �,o�"' � � � � ; . Gar� R- Nrkol�ts,-CFA, �--° � Homes�ead'Exempti�n � �.� " PrO�p�r�y �ppra�iSe,r s� � � a } � � �� �� � . �:�,,Q�° . . �'`� �'< --f 4:�Faim-el�'ch Co n fy�-� � � ` � '� �� � `� '' '. - .,. --'- �a -� N rt� .��1 /`'.�,;�� .��:,:. a � , .�'I �. � , :.1:_ -o = � � �! ���` Locat�n Address 4534 COUNTY LINE RD M�ipalrty TEQUFSTA PazcelCo�rtrolNtm�ber 60-42-40-25-00-001-0030 Subdiv�i�n Offic'ralRecords Book 26521 Page1154 Sale Date DEC-2013 25-40-42, N 552.98 FT OF E 280 FT OF NW 1/4 K/A GOV LT Legal Description 1(LESS N 190 FT OF E 150 FT & N 140 FT OF W 65 FT OF E 215 FT) Ow�eis Ma�mg address KEY ESTATES TEQUESTA SR 12Q0 BRICKELL AVE FL 18TH HOUSING LP MIAMI FL 331313214 D � Piiee Bo �� Sale Type Owner DEC- 26521 / WARRANTY KEY ESTATFS T�QUESTA SR 2013 �1,100,000 1154 DEm HOUSIIVGLP MAY 25213 / CERT OF 2012 � 1,900 1389 TiTLE TD BANK NA . AUG $1400 000 17390 / WARRANTY ��� � 2004 ' ' 1934 DEm AUG 14062 / WARRANTY 2002 $360,704 0708 DEm ROOD LANDSCAPE INC D ^ 9 $1,150 � � QUIT CLAIM ROOD FAMIL,Y PARTNIIZSHIP y No Fxemption infom�ation Ava�able. Nu�nber of.Unrts *Total ScNare Feet 0 Acnes 2,6865 Use Code 0000 - VACANT Zo�g - Tax Year 2016 P 2015 2014 Improver��rt Vah� $0 $0 $0 Iand Val� $407,637 $363,962 $313,760 TotalMarket Value $407,637 $363,962 $313,760 P AllvaL�es are as ofJamiary lst eachyear Prelanmaty Tax Year 2016 P 2015 2014 Assessed Vah�e $379,650 $345,136 $313,760 F�cemptionA�wrt $0 $0 $0 Taxable Vah3e $379,650 $345,136 $313,760 Tax Year 2016 P 2015 2014 Ad Valorem $8,175 $7,579 $6,828 NonAd Va.l�rem $1,283 $1,221 $1,221 Total tax $9,458 $8,800 $8,049 4�°�"`��� -= �� GaryR�-�Nikolits �`' Home�.�stead;�Exemp n�� � P�'OQ,@ ��Q�"d�S��` s r F , , .... : � � � .- - _� , �= , �i ., �, �°����. . - __; ,� -� �-- F� Ir� } '�ct�a�ounry ` L r .� :: � _ :� �- ' � ii �� f � . ti "�� , i_- �`��i! /��! -`��.1 �?: t. i;;! ..�---�o��-�,�If��/� . LocatioII Address 4546 COIJNTY LINE RD Mwvc�alrty TEQiJFSTA ParcelCo�olN�ber 60-42-4025-00.Q00-1080 Subdivision O�cial Records Book 26521 Page1154 Sale I}ate DEC-2013 Legal Descriq�tion � 0-42, W 420 FI' OF NW 1/4 OF NE 1/4 (I,FSS S 779.63 Owneis Ma�gaddress KEY ESTATES 'IEQUESTA SR 1200 BRICKELL AVE FL 18TH HOUSING LP MIANII FL 33i313214 Date �ce Bo ��� Sale Type Owner DEC- 26521 / WARRANTY KEY ESTATES TEQUESTA SR _ 2013 $1,100,000 1154 DEm HOUSING LP �' $1,900 25213 / CERT OF � BANK NA 2012 1389 7ITLE AUG 17390 / W�►RRANTY 20 � $1,400,000 1934 DEED ��� � AUG 14062 / WARRANTY 2002 $360,704 0708 D� D9 $1,150,000 � � QUIT CLAIM ROOD FAMQ,Y PARTNERSH� No FxemptionInfflm�at�nAvai7ab�. N�nnber ofUnrts *Total Square Feet 0 Acres 5.3i32 Use Code 0000 - VACANT Zovrog - Tax Year 2016 P 2015 2014 I�noveme� Value $0 $0 $0 Land Vah�e $805,634 $719,316 $620,100 TotalMarketVah�e $805,634 $719,316 $620,100 P All values are as ofJanuary lst eachyear Prel�mary Tax Yeaz 2016 P 2015 2014 Assessed Vah�e $750,321 $682,11U $620,100 FxemptionAmoturt $0 $0 $0 . Taxable Vahie $750,321 $682,110 $620,100 Tax Yeaz 2016 P 2015 2014 Ad VaIorem $16,156 $14,978 $13,495 NonAd Valorem $1,422 $1,354 $1,354 Totaltax $17,578 $16,332 $14,849 Exhibit 6 ' {00008416.DOCX. 1 } Green Reuse Area Designation Eligibility Statement Former Rood Landscape Green Reuse Area Designation 4534 & 4546 County Line Road, Tequesta, Florida 33469 Folio Numbers 60-42-40-25-00-001-0030 & 60-42-40-25-00-000-1080 Key Estates Tequesta Senior Housing, LP ("Kep Estates") proposes to redevelop and rehabilitate two contiguous parcels of land located at 4534 and 4546 County Line Road, Tequesta., FL 33469 (the "Subject Property'�, as an upscale market-rate senior housing community, consisring of 96 units for age-qualified, private-pay independent and. functionally dependent residents. Resort-sryle amenities will include a zero-entry "beach edge" pool to facilifate accessibility, a"tiki-bar," designated gardens, and recreation azeas, including walking paths, pergolas, rest/meditation space, arid fountains (the "I'roject'�. As demonstrated herein, the Project meets all five of the applicable designation criteiia set forth at Section 376.80(2)(c), Florida Statutes.z In addition, the Subject Property meets the definition of a"brownfield site" pursuant to Section 376.79(3), Flouda Statutes. I. Subject Properry Satisfies the Statutory Criteria for Designation 1. Agreement to Redevelop the Brownfield Site. As the first requirement for designation, Florida Sta.tutes § 376.80(2)(c)(1). provides that "[a] person who owns or controls a potential brownfield site is requesting the designation and has agreed to rehabilitate and redevelop the brownfield site." Key E,rtates satisfies thzr criterio�a in that it o�am.r the Subj'ect Properly and ha.r ag�e�l ta redevelop and nhabilitate it. See Special Warranty Deed enclo.recl qt Attac,hmer:t C. Accorclin�, Key E,rtate.r meet� thir firsd criterion. 2. Economic Producdvity. As the second requirement for designation, Florida Statutes § 376.80(2)(c)(2) provides that "[t]he rehabilitation and redevelopment of the proposed brownfield site will result in economic productivity of the area, along with the creation of at least 5 new permanent jobs at the brownfield site that are full-time equivalent positions not associated with the implementation of the rehabilitation agreement or an agreement and that axe not associated with redevelopment project demolition or construction activities pursuant to the redevelopment of the proposed b=ownfield site or aiea. However, � the job creation requirement shall not apply to the rehabilitation and redevelopment of a brownfield site that will provide affordable housing as defined in s. 420.0004 or the creation of recreational areas, conservation areas, or parks." Key Estate,c sati.rfie,c thi.r crfterion in that the Project �vill �.rult in significant economic p�nn�luctivity of the a�a. The bu�lget for r�habilitation an�l redevelopme�zt zr appmximately ,�39 million, �vhich �vill be .cpent in part on local labor, contractor.r, consultants, con.rtruc�ion materials, furnishings, infrrutructu� impmvements, and imfiact fee,r. This �vork nrill .rs�port approximately 986 te�orary con.rtruction jobs over the period of rlevelopment. The constrirction a��orker.r lvill.cpend a percentage of their ,ralarie,r 1��ith local merchant.r ���ho, in turn, �vill �invest locally in their �,rpective bu.rine.rse.r, as �vell a.r the brr.rine,cse,r of other local merchants. In addition, the Pmject �vill create 79 ne1�� perinanent, frl11-time equivale�rtpo.ritioru not a.crociatecl n�ith the implementatzon of the �habilitation agreement and not as,rociated �vith development pmject �Je�nolition or const�izrctzon activiti�r. 3 For the reasons di,rcu,rred herein, Key Ertate.r meet� thzr second criteriorr. 1 ,�gg Investment Summary for the Project enclosed at Attachment A. = A copy of § 376.80, Flouda Statutes, can Ue found at Attachmemt B to this Eligibility Statement. 3 See Sources & Use Statement enclosed at Attachment D. {00016965.DOC. 1 } 3. Consistency with Local Comprehensive Plan and Permittable Use under Local Land Development Regulations. As the third requirement for designation, Florida Statutes § 376.80(2)(c)(3) provides that "[t]he redevelopment of the proposed brownfield site is consistent with the local comprehensiue plan and is a permittable use under the applicable local land development regulations." Ke, y E,rtate.r satzrfie.r thi.r criterion in that the Subject Pmpery i.r located in the Village of Teque.rta's K— 2 Multrple Family D�velling Di.rtrict, �vhich pernzits multiple family divellings and a�lult cong�gate living facilitie.r, including r�r.ri.cted living facilitie.r. As such, the Pmject as described above, is .rpecifically pe�mmitted by code. Sgg �' 78-174 of the Village of Teque.rta, Floricla Code of Ordinanees. In adilition, the SubJ'ect Projierty is located �vithin the Meclium Density Be�idential dirtrfct of the Village of Tequesta's Compr�hen.rive Plan, �vhich allon�.r for the development of 12 �,rzdentzal unit.r per ac�. See Table FLU Futzrre Land U.re Dzrtrict.r, Den�ity and Intensity Standards, Village of Tequesta Cor��henrive Plan �uly 7, 2014). Accordin�, the �development is con.ri.rtent r�rith the local plan and a permit�able u.re under the applicable local land deyelopment �gulatron.r an�l Key Estatea meets this thfrd crite�ron. 4. Public Notice and Comme.nt. Florida Statutes § 376.80(2)(c)(4) stipulates that "[n]otice of the proposed rehabilitation of the brownfield area has been provided to neighbors and nearby residents of the proposed area to be designated, and the person proposing the aiea for designation has afforded to those receiving notice the oppominity for comments and suggestions about rehabilitation. Notice pursuant to this subsection must be po5ted in the affected area." Additional notice requiLements pertaining to applicants other than a governmental entiry can be found at Florida Statutes § 376.80(1)(c)(4)(b) and consist of pulilication in a newspaper of general circulation in the azea, publication in ethnic newspapers or local community bulletins, and announcement at a scheduled meeting of the local governing body before the actual public hearing. Ke, y Eatates .ratzrfaes all aj�plicable notzce and opponuni�y to comment �qui�ments ertabl'uhe�l ly Floricla Statutes ,�37G.80(2)( and ,� 37G.80(1)( � fa��ys: (i) notice zr being j�oste�l at tbe Subject Pmpery; (iiJ notice r.'c beit�g publi,rhecl in the Palm Beach Post; (iii) notice is l�eingpublzrhed in the Palm Beach County community bulletin section of Craig'.r Lzrt; and (iv) a community meetzng �vill be hel�l at the Tequerta Becnation Center on October 25, 2016. All notice.c ��rill contain .rub.ctantrally the follol�ring narrative: Notice of Community Meeting and Public Heari.ngs for Proposed Green Reuse Area Designation Pursuant to Florida's Brownfields Redevelopment Act A community meetrng shall l�e conducted on October 25, 2016, fmm 5:30 p.m, to 7.�00 p.m. for the purpo.re of af�'or�lfng interr�.rted partie.c the opportunity to pmvicle comments and .n�ggestion.r about the potential designation of proj�erly located at 4534 anrl 4546 County Iine Iioacl, Tequesta, FL 33469, Folio No.r. 60-42-40-25-00-001-0030 and 60�2�0 25-00-000-1080, ar a Gnen Beuse A�a pur.ruant to Section 376:80(2)(c), Florida Statute,r. The community meetiri� to be held at the Tequesta 13ecr�ation Center, locate�l at 399 Seab�nok Knad, Teque.rtq FL 33469, »�ill al�o add�.rs fiitrm develoj�ment and rehabilitatron activitie.r planned for the �ite by the �lerignation applicant, Key Ertates Teq:re.cta Senior Hosuin� LP. Tivo public hearing.r, clate.r to be announce�l �vill be held at the Village of Tequesta Village Hall, located at 345 Teque,rta Drive, Teque.rta, FL 33469. For more information �garding the commzmzty meeting and/or the public hearings, including dates for the public hearrngs, or to j��vide conrments and ,ruugge.rtion.r ngasrling �lesignatron, �Jevelo�iment, or r�habilitatron at a�ry time befo� or after the community meeting and/or public hearings, pleare cbntactMichael K. Gol�l.rtein, rvho can be �ached Gy telephone at (305) 777-1682, US {00016965.DOC. 1 } 2 i Mail at The Golr�rtein Envi�nmental I�»> Firm, P.A., 1 SE 3rd Avenue, Suite 2120, 1Vliami, FL 33131, and/ or email at mgoldstein@golcl.rteinenvla»> com. Proof ofpublication orpo.rtzn� a.r appropriate, rvill be provicled to the Vzllage of Tequesta. 5. Reasonable Financial Assurance. As the fifth iequirement for designation, Florida Statutes § 376.80(2)(c)(5) provides that "[t]he person proposing the area for designation has p=ovided reasonable assurance that he o= she has sufficient fmancial resources to implement and complete the rehabilitation agreement and redevelopment plan." The total capital budget of appraximately ,$39 mzllzon for the Pn� ject �vill be funded th�ugh a combination of �lebt and equity. See Mortgage ancl Security Agreement at Attachment E. See Converlrble Promisrory Note of Ke,y Estates Tequesta Senior Hou,rin$ LP atAttachmeritF. In arlclitzan, Key E.rtates and its .rta$are an experienced r�al estate znve.rtment an�l �levelopmentgrnup that have been involvecl in over $3 billion in r�al e.rtate transactionr, frnancin$ development, and inve.rtments, globally. Key E.rtate,c i,r ,rs pportecl ly a team of highly qualified real �rtate and inveftment pmfe.r�ionals and har a st�ng track �corrJ of transforming pr�erCie.r into morlcl- class se�rior houring corrcmunitres throughout Florida �Y/hat°r more, Key E,rtate.r' development and operating parhier and its sta„�; Agei�ell Livin� LLC (`Agei�ell'), a� a sophi.rticate� ex�ierience�� and-creclentialed senior housing community cleveloper an�l operator �vith 75 year.r of .rpeciali�ed exj�erience. Thi,r p�nven hi.rtory of leveraging ar,ret,c �vith other caprtal .rource.r, an imp�.rsive track r�cord of succes.r ly Key Ertate,r and its partner.r, and .rta� of qualified p�nfes.�onals canrtitute,r �aranable a.r.rurances that Key E.rtates har ssr rrcient financial �sources to implement and complete the �habilitation ag�ement and redevelopmentplan. It therefore satisfres tbi,r fzfth criterion. . II. Subject Properry Meets the Definition of Brownfield Site Section 376.79(3), Florida Statutes, defines "b=ownfield site" to mean ". .. real property, the expansion, redevelopment, or reuse of which may be complicated by actual or perceived environmental contamination." The facts here evidence that the Subject Properry falls within the defuution of the term "brownfield site" in that it is the location of the former Rood Landscape Company and there is axsenic and petroleum contamination in the soil and groundwater as a result of this past use. Specifically, site assessment activities conducted at the Subject Properry have revealed petroleum contamination from two underground stoiage tanks formerly located at the Subject Property� and arsenic impacts from agrichemical use.s As a result of these historical uses, soil and groundwater remediation has been conducted at the Subject Property to address elevated arsenic concentrations in the viciniry of the former Equipment Vehicle Maintenance Area and the former Pesticide Storage Locker, where ongoing groundwater monieoring and remediation will be required under the close oversight of the Florida Deparmient of Erivironmental Protection. This has significandy complicated redevelopment efforts for Key Estates by imposing design and construction changes on the Subject Properry that would not be required at a clezn site.b In addition, the 4 T1ie Subject Property is currendy enrolled in the Florida Deparnnent of Environmental Protection's Early Detection Incentive Program due to the pzesence of pet�oleum constituent concentrations exceeding applicable Soil and Groundwater Gleanup Tatget Levels (FDEP Facility ID# 508623103). 5 See Correspondence to V'illage of Tequesta, August 31, 2016, t�ansmitting Results of Arsenic ia Soil and Groundwater Investigation conducted by Arcadis U.S., Inc., enclosed at Attachment G. � One sucli design change involves the way in which construction dewatering is conducted near or on a groundwater contaminant plume, wherein special measures aze implemented to ensure that contamination is not diawn towazds a clean azea. Onsite soil contamination will also require special handling and vecy specific regulamry approvals. Soil management during construction activities will be subject to a level of environmental review and scrutiny that would not {00016965.DOC. 1 } 3 presence of contamination increases Key Estates' exposure to environmental and regulatory liability with respect to the Project and makes it materially more expensive and time consuming to move forward with the Project. In sum, the presence of actual contamination at the Subject Property imposes a material level of regulatory, construction, health, and legal liability risk, and requi�es significant time and money for enviionmenta.l, engineering, and legal consultants to properly investigate and address. In addition, the presence of actual contamination has complicated redevelopment and reuse by making it materially more expensive .and time consuming to move forward with the Project by imposing design and construction changes on the Project that would not be required but for the presence of actual contamination. Based on all the foregoing, the Subject Properry clearly falls within the defuution of "brownfield site" as set forth in § 376.79(3), Florida Statutes. III. Conclusion Key Estates has demonstrated that the Subject Property meets the defiiufion of a"brownfield site" and that it satisfies the five statutory criteria for designation. Accordingly, designation of the Subject Properry as a Brownfield Area pursuant to § 376.80(2)(c), Florida Statutes, of Florida's Brownfields Redevelopment Act is appropriate. otheiwise apply 'to a clean site, in addition to considerable extra costs and scheduling delays. These risl�s and expenses complicate redevelopment of the Subject Property. {00016965DOC. 1 } 4 Attachment A � �,� . . �,� {00011878.DOCX. 1 } �I _ � `�'f 11 I��. KEY ESTATES � S��l I O I� H O U S�l G�IU�STM ��IT PA�M BEACH COU�I�' _. _ � � �, __ _ � Unprecedented n � � � - Demand Boom for � Y � � ' �_� � j Senior Housing �' �� - . � v=;; ................................................ : � �: ,�� Since 2015, every day 11,500 � �j � r' -� people in the USA alone `�' �� celebrate their 70th birthday, a � 1 . 4 ~•---� _� -t' �' ° _.. _:.�.� 4 ' � trend that will last for the next �' '` � ' _ ' .. ;.; 20 years, for a population = -��-- ;� ._ . -.�...�.� ":� ` '� cohort growing at approxi- , � � ~ ,. � .. � � v .� �.. . +rs.clff�,��,,4��sa��.�rx�- - ,, 1�"'"° mately 4 times faster than the �'�� � ` `�� ,,�, � .�. s�c�� - .- � . ��� : ��.. . other segments of the �`` -�-- - - _._ _ __� � I population. The 76m strong �``�"`"'�°`"' - ._ � ' baby boomer generation, out of ' i +��- _ - , the 330m US population, is T %�� I �� �:' - , starting to age creating an � � �,_ - • unprecedented demand surge 0 - �� �"' : r:�` ' _... - , for specialist service-enriched � — ��r =� !q-�� housing in the present limited ;, `' '�) ' ;` I i 1.5m unit $150bn capitalized °��'"` •�} � � �-� '��� �'` .s,o � , „„ . i senior care property market. In z . ,. ,�� .�_ �' , �,I� � ' 2013 9J% of 75+ population _ ,, , � , lived in private pay Senior '� �' _- Proposed Builr►r,� I Housing residences. ��� � "'"�� �✓' ' . �` "'— l . . ,'� Boomers: the wealthiest _ - ����� � �, - :�: ��` �� � �`" � �� � � . „z — - .—, �..�.�_� ar i e �.��,..�a. �i: L�In�t �� � - - I.nrc I 'I COIJ 0Y't. �„ ' � � ► 'r � � ' �iE� : „► . ,� '� �i ' `w�7 � � � ~ . ' With an estimated annual _ ��� ^ _ �,�i V � ._ _.. spending power of $2 trillion, � -� � ' and 50% ($17 trillion in 2015, `� '� �"':"' ''� �" ' ' ' � � - ,a ;,� ' � . $29 triilion by 2030) of all US � e' � =�Jt, p � � � - =� - �'-->' - -- � I household wealth, the baby , � -� J boomer cohort tends to seek ' ""°_°.'° �" .. and is able to afford ' '', maintenance-free living, easy Executive Summar , lifestyles, increased leisure , � ' !� time, new experiences, also I� Key Estates is developing the above Senior Housing Facility on an 8 , preferring multiple options, acre property it purchased specifically in Florida's upmarket Palm � customization and control. Beach County. The $38m project will consist of a 178,000 sqft. I, ' upscale Classical style community offering 124 Senior Housing � ' apartments for age-qualified, private-pay independent and ; I ' functionally dependent residents, split between Independent Living � 81 apts, Assisted Living, 25 apts, and 18 apts dedicated to bV�VW,KEY � KEY ESTATES � Senior Housing, The Alzheimer's/Memory Care along with separate community amenity spaces, dining and support areas offering a high level integrated MUSt HSVe ASSet � continuum of care faciliry. Competitive advantages will be created Class by offering exclusive and resort-sryle amenities such as large units, ........................................ . up to date smartly designed interiors, a zero entry "beach edge" ���� pool to facilitate accessibiliry, a"tiki bar", dedicated areas to I As a real estate asset class, planting one's own flowers and vegetables, and other activities senior housing has outperformed focused on enabling the enjoyment of Florida's clement climate. all other property types over the Every unit will overlook attractive manicured gardens with walking ; past 10 years, paths, pergolas, rest and meditation areas, fountains & lush tropical remaining largely uncorrelated to landscaping. Oper�ating P�rtner: A�e �ll Living Fqur� 1:4ww�lle�tl NCftE6 � T° "�"""" ° " ° �' ° �'� � •^�-� AgeWell has been selected to launch and manage our facility. m„ .� ..�.,. •� •^� AgeWell's management team has operated and managed over 100 '°" �� senior living communities for Hyatt, Marriott, Sunrise, Westport, ,�, � �� � ! Greystone, Life-Care and Bell Senior Living. Additionally, AgeWell successfully developed, managed and sold local competitor "The ' Inn at La Posada" located in Palm Beach Gardens, which has 200 ,' � .. .. _ F., .�, „,,„ '� Independent Living residences, 48 Assisted Living (including � Memory Care) and 40 Skilled Nursing units, giving them deep the broader market and with low insight, knowledge and track record in the local market. The faciliry ' volatiliry of pricing power: will also be branded a Masterpiece Living Community, a trademarked and recognized process for successful aging. i The founder of AgeWell is Mr Larry Landry, ex CIO of the John D. —"'°""'—°°'—'°'—""'—'"°'""" '� and Catherine T. MacArthur Foundation, the 10th largest private � � �, '� foundation in the USA. During his 10 years at the foundation he ^� designed and implemented a strategy to divest, donate and � ,– i develop over 100,000 acres owned by the foundation in and around ., Palm Beach Counry. � fr a� r r r� �/- �/- (' Commercial Real Es�ate Year-over-Year Asking Ren� Growlh �n�e.SGnl QnG �J Zl �7�1��� �. T'�,°5 After careful market research and primary market analysis Key Estates is now in the site plan approval stage. It has assembled the development, construction and management teams. It expects to break ground during Q2 2017 for a 14 months build-out phase, 2 year lease-up period, 1 year stabilization and investment exit in year 5, or possibly or longer term hold after refinancing. The total investment for the project is around $38m. Expected Gross IRR is around 23% on a loan to value of 75%. Senior Population Growth in the USA: � For further information lease contact: ' I {� Source: US Census Bureau � 5D .75+ PoPUletlon � Anrniel Gtwvth Rate (%1 5 � THOMAS FALJRE R�MANELLI I C E ❑ �p 4X i �I TFR@KEY I Z �0 99L I KEY ESTATES ' �7 J , 7 20❑ BRICKELL AVENUE ', � ZO 2X � 1 BTH FLOOR I, 10 14L � MIAMI FL 331 31 '� I TEL: 786-350 907 1 0 09G 2012 2016 2020 2U24 2028 2032 2036 21N0 WWW.KEY-ESTATES.C❑M .2 Attach ment B {oo0��$�8.00�. � } i 10/21/2015 Statutes & Constitution :Vew Statutes : Online Sunshine Select Year: 2015 • Go;-, The 2015 Florida Statutes Title XXVIII Chapter 376 View Entire NATURAL RESOURCES; CONSERVATION, pOLLUTANT DISCHARGE Chapter RECLAMATIOIV,.AND USE pREVENTION AND REMOVAL 376.80 Brownfield program administration process.- (1) The followin� general procedures.apply to brownfield designations: (a) The local government with-jurisdiction over a proposed brownfield area shall desi�nate such area pursuant to this section. (b) For a brownfield area desi�natiorr proposed by,:. 1. The jurisdictional local government, the designation criteria under paragraph (2)(a) apply, except if the local government proposes to designate as a brownfield area a specified redevelopment area as provided in para�raph (2)(b). 2. Any person, other than a governmental entity, includin�, but not .limited to, individuals, corporations, partnerships, limited liability companies, community-based organizations, or not-for-profit corpo�ations, the designation criteria under paragraph� (2)(c) apply. {c) Except as otherwise provided, the following provisions apply to all proposed brownfield area designations: II 4. Notification to department following adoption.—A local government with jurisdiction over the brownfield area must notify the department, and, if applicable, the local pollution control program under s. 403. 82, of its decision to designate a brownfield area for rehabilitation for the purposes of ss. 376•77- 376.86. The notification must include a resolution adopted by the local goverriment body. The local �overnment shall notify the department, and, if applicable, the local pollution control program under s. 403.182, of the designation within 30 days after adoption of the resolution. 2. Resolution adoption.—The brownfield area desi�nation must be.carried out by a resolution adopted by the jurisdictional local government, which includes a map adequate to clearly delineate exactly which � parcels are to be included in the brownfield area or alternatively a less-detailed map accompanied by a � detailed legal description of the brownfield area. For municipalities the governing body� shall adopt the resolution in accordance with the procedures outlined in s. 166.041, except that the procedures for the public i hearings on the proposed resolution must be in the form established in s. 166.041(3)(c)2. For counties, the governing body shall adopt the resotution in accordance with the procedures outlined in s. 125.66, except that the procedures for the publie hearings on the proposed resolution shall be in the form established in s. 125.66(4)(b). 3. Right to be removed from proposed brownfield area.—If a property owner within the area proposed for designation by the local �overnment requests in writing to have his or.her property removed from the proposed designation, the local �overnment shall grant the request. 4. Notice and public hearing requirements for designation of a proposed brownfield area outside a redevelopment area: or by a nongovernmental entity. Compliance with the following provisions is required before designation of a proposed brownfield area under para�raph (2)(a) or paragraph (2)(c): http://www.leg.state.fl.us/Statutesfindex.cfm?App mode=Display Statute&Search String=&URL=0300-0399/0376/Sections/0376.80.html 1/6 1021/2015 Shatutes & Constitution :View Statutes : Online Sinshir� a. At least one of the required public hearings shall be conducted as closely as is reasonably practicable to the area to be designated to provide an opportunity for public input on the size of the area, the objectives for rehabilitation, job opportunifies and economic developments anticipated, nei�hborhood residents' considerations, and other relevant local concerns. b. Notice of a public hearing must be made in a newspaper of general circulation in the area, must be made in ethnic newspapers or local community bulletins, must be posted in the affected area, and must be announced at a scheduled meeting of the local goveming body before the actual public hearing. (2)(a) Loca( government-proposed brownfie(d area designotion outside specified redevelopment areas. —If a local government proposes to designate a brownfield area that is outside a community redevelopment area, enterprise zone, empowerment zone, closed military base, or designated brownfield pilot project area, the local government shall provide_notice, adopt the resolution, and conduct public hearings pursuant to paragraph'(1)(c). At a public hearing. to designate the proposed brownfield area, the local �overnment must consider: ' 1. Whether the brownfield area warrants economic development and has a reasonable potential for such activities; . � 2. Whether the proposed .area to be desi�nated represents a reasonably focused approach and is not overly lar�e in �eographic coverage; � 3. Whether the area has tential to interest the rivate sector in artici atin in rehabilitation• and Po P P P � � 4. Whether the area contains sites or parts of sites suitable for limited recreational open space, culturaf, or historical preservation purposes. (b) Loca( government-proposed brownfield area desiqnation within specified redevelopment areas. —Paragraph (a) does not apply to a proposed brownfield area if the local government proposes to designate the brownfield area inside a community redevelopment area, enterprise zone, empowerment zone, closed military base, or designated brownfield pilot project area and the local govemment complies with paragraph (�)(�)� � - (c) Brownfield area designation proposed by persons other than a governmental entity.=For designation , of a brownfield area that is proposed by a person other. than the local govemment, the local government with jurisdiction over the proposed brownfield area shall provide notice and adopt a resolution to designate the brownfield area pursuant to paragraph (1)(c) if, at the public hearing to adopt the resolution, the person establishes all of the following: 1. A person who owns or controls a potential brownfield site is requesting the designation and has agreed to rehabilitate and redevelop the brownfield site. 2. The rehabilitation and redevelopment of the proposed brownfield site will result in economic productivity of the area, along with the creation of at least 5 new permanent jobs at the brownfield site that are full-time equivalent positions not associated with the implementation of the brownfietd site rehabilitation agreement and that are not associated with redevelopment project demolition or construction activities pursuant to the redevelopment of the proposed brownfield site or area. However, the job creation requirement does not apply to the rehabilitation and redevelopment of a brownfield site that will provide affordable housing as defined in s. 420.0004_or the creation of recreational areas, conservation areas, or parks. 3. The redevelopment of the proposed brownfield site is consistent with the local comprehensive plan and is a permittable use under the applicable local land development regulations. 4. Notice of the proposed rehabilitation of the brownfield area has been provided to neighbors and nearby residents of the pcoposed area to be designated pursuant to paragraph (1)(c), and the person proposing the area for desi�nation'has afforded to those receiving notice the opportunity for comments and sug�estions httpJNvww.leg.state.fl.us/Stahrtes�ndex.cim?App mode=Display_Statute&Search String=&URL=0300-0399103761Sections/0376.80.htrnl 2/6 __ r 10/21/2015 Siahrtes & Cor�titution :Vew Statutes : Online S�a�shine ' about rehabilitation. Notice pursuant to this subparagraph must be posted in the affected area. 5. The person proposin� the area for desi�nation has provided reasonable assurance that he or she has sufficient financial resources to implement and complete the rehabilitation a�reement and redevelopment of the brownfield site. (d) Negotiation of brownfield site rehabilitation agreement.—The designation of a brownfield area and the identification of a person responsible for brownfield site rehabilitation simply entitles the identified person to negotiate a brownfield site rehabilitation agreement with the department or approved local pollution control program. (3) When there is a person responsible for brownfield site rehabilitation, the local govemment must notify the department of the identity, of that person. If the agency or person who will be responsible for the coordination changes during the approval process specified in subsections (4), (5), and (6), the department or the affected approved local .pollution control program must notify the affected local government when the change occurs. . (4) Local governments or persons responsible for rehabilitation and redevelopment of brownfield areas must establish an advisory committee or use an existin� advisory committee that has formally expressed its intent to address redevelopment of the specific brownfield area for the purpose of improving public participation and receiving public comments on rehabilitation and redevelopment of the brownfield area, future land use, local employment opportunities, community safety, and environmental justice. Such advisory committee should include residents within or adjacent to the brownfield area, businesses operatin� within the brownfield area, and others-deemed appropriate. The person responsible for brownfield site rehabilitation must notify the advisory committee of the intent to rehabilitate and redevelop the site before executing the brownfield site r.ehabilitation agreement, and provide the committee with a copy of the draft p[an for site rehabilitation which addresses elements required by subsection (5). This includes disclosing potential reuse of tfie property as well as site rehabilitation activities, if any, to be performed. The advisory committee shall review any proposed redeyelopment a�reements prepared pursuant to para�raph (5)(i) and provide comments, if appropriate, to the board of the local government with jurisdiction over the brownfield area. The advisory committee must receive a copy of the executed brownfield site rehabilitation agreement. When the person responsible for brownfield site rehabilitation submits a site assessment report or the technical document containing the proposed course of action following site assessment to the department or the local pollution control program for review, the person responsible for brownfield site rehabilitation must hold a meeting or attend a regularly scheduled meeting to inform the advisory committee of the findin�s and recommendations in the site assessment report or the technical document containing the proposed course of action following site assessment. (5) The person responsible for brownfield site rehabilitation must enter into a brownfield site rehabilitation agreement with the department or an appro�ed local pollution control pro�ram if actual . contamination exists at the brownfield site. The brownfield site rehabilitation a�reement must include: (a) A brownfield site rehabilitation schedule, including milestones for completion of site rehabilitation tasks and submittal of technical reports and rehabilitation plans as agreed upon by the parties to the agreement. (b) A commitment to conduct site rehabilitation activities under the observation of professional engineers or geolo�ists who are registered in accordance with the requirements of chapter 471 or chapter 492, respectively. Submittals provided by the person responsible for brownfietd site rehabilitation must be signed and sealed by a professional engineer registered under chapter 471, or a professional geologist registered under chapter 492, certifying that the submittal and associated work comply with the law and rules of the department and those governing the profession. In addition, upon completion of the approved remedial httpJ/www.leg.state.fl.us/Statutesfindex.cfm?App mode=Display Statute&Search_String=&URL=0300=0399l03761Sections/0376.80.htrnl 3/6 1021@015 Shdtutes & Canstitution :View Statutes : Online S�shine action, the department shall require a professional engineer registered under chapter 471 or a professional geolo�ist registered under chapter 492 to certify that the corrective action was, to the best of his or her knowledge, completed in substantial conformance with the plans and specifications approved by the department. (c) A commitment fo conduct site rehabilitation in accordance with department quality assurance rules. (d) A commitment to conduct site rehabilitation consistent with state, federal, and local laws and consistent with the brownfield site contamination cleanup�criteria in s. 376.81, including any applicable requirements for risk-based corrective action. (e) Timeframes for the department's review of technical reports and plans submitted in accordance with the a�reement. The department shall make every effort to adhere to established agency �oals for reasonable timeframes for review of such documents. (f) A commitment to secure site access for the department or approved local pollution control program to all brownfield sites within the eligible brownfield area for activities associated with site rehabilitation. (g) Other provisions that the person responsible for brownfield site rehabilitation and the department agree upon, that are consistent with ss. 376.77-376.86, and that will improve or enhance the brownfield site rehabilitation process. (h) A commitment to consider appropriate pollution pre�ention measures and to implement those that the person responsible for brownfield site rehabilitation determines are reasonable and cost-effective, taking into account the ultimate use or uses of the brownfield site. Such measures may include improved inventory or production controls and procedures for preventing loss, spills, and leaks of hazardous waste and materials, and include goals for the reduction of releases of toxic materials. (i) Certification that the person responsible for brownfield site rehabilitation has consulted with the local government with jurisdiction over the brownfield area about the proposed redevelopment of the brownfield site, that the local govemment is in agreement with or approves the proposed redevelopment, and that the proposed redevelopment complies with applicable laws and requirements. for such redevelopment. Certification shall be accomplished by referencing or providing a legally recorded or officially approved land use or site plan, a development order or approval, a building permit, or a similar official document issued by the local government that reflects the local �overnment's approval of proposed redevelopment of the brownfield site; providing a copy of the local govemment resolution designatin� the brownfield area that , contains the proposed redevelopment of the brownfield site; or providing a letter from the local govemment that describes the proposed redevelopment of the brownfield site and expresses the local �overnment's a�reement with or�approval of the proposed redevelopment. (6) Any contractor performing site rehabilitation pro�ram tasks must demonstrate to the department that the contractor: (a) Meets all certification and license requirements imposed by law; and (b) Will conduct sample collection and analyses pursuant to department rules. (7) During the cleanup process, if the department or local program fails to complete review of a technical document within the timeframe specified in the brownfield site rehabilitation agreement, the person responsible for brownfield site rehabilitation may proceed to the next site rehabilitation task. However, the person responsible for brownfield site rehabilitation does so at its own risk and may be required by the department or local program to complete additional work on a previous task. Exceptions to this subsection include requests for "no further action," "monitorin� only proposals," and feasibility studies, which must be approved prior to implementation. (8) If the person responsible for brownfield site rehabilitation fails to comply with the brownfield site rehabilitation a�reement, the department shall allow 90 days for the person responsible for brownfield site httpJNvww.leg.state.fl.�IShaiutesfindex.cfm?APp mode=Display_Statute&Search String=&URL=0300-0399/0376/Sections/0376.80.htrnl M6 10/21/�15 - Stahrtes & Constitution :Vew Statutes : Online S�mshine, rehabilitation to return to compliance with the provision at issue or to ne�otiate a modification to the brownfield site rehabilitation agreement with the department for good cause shown. If an imminent hazard exists, the 90-day grace period shall not apply. If the project is not returned to compliance with the � brownfield site rehabilitation agreement and a modification cannot be negotiated, the immunity provisions of s. 376.82 are revoked. (9) The department is specifically authorized and encouraged to enter into delegation agreements with local pollution control programs approved under s. 403.182 to administer the brownfield program within their jurisdictions, thereby maximizing the inte�ration of this process with the other local development processes needed to facilitate redevelopment of a brownfield area. When determining whether a dele�ation pursuant to this subsection of all or part of the brownfield pro�ram to a local pollution control program is appropriate, � the department shall consider the followin�. The local pollution control pro�ram must: (a) Have and maintain the administrative organization, staff, and financial and other resources to effectively and efficiently implement and enforce the statutory requicements of the dele�ated brownfield program; and � . (b) Provide for the enforcement of requirements of the delegated brownfield pro�ram, and for notice and a right to challenge �overnmental action, by appropriate administrative and judicial process, which shall be specified in the dele�ation. The local pollution control pro�ram shall not be delegated authority fio take action on or to make decisions regarding any brownfield site on land owned by the local government. Any delegation agreement entered into pursuant to this subsection shall contain such terms and conditions necessary to ensure the effective and efficient administration and enforcement of the statutory requirements of the brownfield program as established by the act and the relevant rwles and other criteria of the department. (10) Local �overnments are encouraged to use the full ran�e of economic and tax incentives available to facilitate and promote the rehabilitation of brownfield areas, to help eliminate the public health and environmental hazards, and to promote the creation of jobs and economic development in these previously run-down, blighted, and underutilized areas. (11)(a) The Legislature finds and declares that: 1. Brownfield site rehabilitation and redevelopment can improve the overall health of a community and the quality of life for communities, including for individuals living in such communities. 2. The community health benefits of brownfield site rehabilitation and redevelopment should be better measured in order to achieve the le�islative intent as expressed in s. 376.78. 3. There is a need in this state to define and better measure the community health benefits of brownfield site rehabilitation and redevelopment. . 4. Funding sources should be established to support efforts by the and local �ovemments, in � collaboration with local health departments, community health providers, and nonprofit organizations, to evaluate the community health benefits of brownfield site rehabilitation and redevelopment. (b) Local governments may and are encouraged to evaluate the community health benefits and effects of brownfield site rehabilitation and redevelopment in connection with brownfield areas located within their jurisdictions. Factors that may be evaluated and monitored before and after brownfield site rehabilitation and redevelopment include, but are not limited to: 1. Health status, disease distribution, and quality of life measures regarding populations living in or around brownfield sites that have been rehabilitated and redeveloped. � 2. � Access to primary and other health care or health services for persons living in or around brownfield sites that have been rehabilitated and redeveloped. 3. Any new or increased access to open, green, park, or other recreational spaces that provide hi�JNuww.leg.state.fl.us/Statutesfindeac.cim?App mode=Display_Statute&Search String=&URL=0300-0399/0376ISections10376.80.htrnl 5/6 10/21/2075 ' Statutes & CoruUtution :Vew Statutes :.Online S�aishine recreational opportunities for individuals living in or around brownfield sites that have been rehabilitated and redeveloped. 4. Other factors.described in rules adopted by the Department of Environmental Protection or the Department of Health, as applicable. , (c) The Department of Heafth may and is encoura�ed to assist local govemments, in collaboration with local health departments, community health providers, and nonprofit organizations, in evaluating the community health benefits of brownfield site rehabilitation and redevelopment. . (12) A locat govemment that desi�nates a brownfield area pursuant to.this section is not required to use the term "brownfield area" within the name of the brownfield area designated by the local government. History.—s. 4; ch. 97-277; s. 3, ch: 98-75; s. 11, ch. 2000-317; s. 2, ch. 2004-40; s. 44, ch. 2005-2; s. 7, ch. 2006-291; s. 5, ch. 2008-239; s. 2, ch. 2014-114. Copyright O 1995-2015 The Florida Legislature • Privacv Statement • Contact Us httpJNuww:leg.state.fl.us/Statutesfindex.cfm?App_mode=Display_Statute&S�rch_String=&URL=0300-0399/0376ISectior�s/0376.S0.htrnl 6/6 Attach ment C {00011878.DOCX. 1 } „ �•���nr��u��m�tu��ilE����flltlutNUU�I11[� , C:.�hi 2Q13.`tQM5��1:�'7 CiF� Bji .?a�►?1 �G 1i5� � � RECC�RDEn 12/2�I2�33 if:�4:11 � palm Beach Ca�nty, Florida � A�1T 1; 3�f�. 000. fl� Uac �atamp ?. 7QtQ�. �Q� � Sharon R. Auck� CLEFtK 8 CO�1PTkOLLER PREPARED BY/RE7URN T0: Robin Fqs Y3�9 - 11�5; ( 3pqs) American Home Title of Tampa Bay,lnc. 6703 North Himes Avenue Tampa, Florida 33614 . FILE NO,: AMT120496 � ' � SPEC►A�L WARRA�NTY DEED - ' THIS SPECIAL WARRANTY DEED Made this 20th day of December, 20�13 by:_TD�Bank,:NA having its principat pl.ace of business.at 104.South Mairr Street Greenville, SC _29601 hereafter cailed the Grantor, to Key Estates Tequesta Senior Housing, LP, a Florida limited partnership, whose mailing address is: 1200 Brickell Ave., 18th Floor Miami, FI 33931, hereinafter-called the Grantee: Wherever usecJ herein the terms "grantor” _and"grantee" include all the parties in this instrument and the heirs, legai representatives and assigns of individuals, and the- successors and asigns of corporations. � � WITNESSETH: That the grar�tor for and irr consideration of 4he sum of $10.00 (TEN) � Dollars and other valuable considerations, receipt whereof is.Fiereby acknowledged, by these presents does g[ant, bargain, sell, alien, remise;. release, convey and confirm unto the " grantee, all that :certain.land situate in Palm Beach County,: �forida, viz See Attached Extiibit "A" for a more complete and accurate legal description. TOGETHER with all tenements, hereditaments, and appu�tenances thereto tielonging or i.n any wise appertaining. TO HAVE.AND TO HOLD,the same in fee simple forever. AND the grantor hereby covenants with said grantee that it is lawfully seized of said land in simple;�that it has good right and lawful authorityto sell and convey said land.;. that it hereby specially warrants the titfe fo said land and will defend the same against the lawful� claims of all persons claiming by, through or under the said gratitor. � IN WITNESS WHEREOF the grantor fi�s caused these p�esents be executed in its name and its corpo�ate seal to be hereunto afixed by its proper offices thereunto duly authorized, the day and year above first written. �; TD Bank, NA Nam o e�,�i ��c�2C�-' BY: _�` . vP ,��� , Margare t oug hman, V i Presi d t Lk.'�i�J� '��:.5.5�'-Y Name: ✓'•�C�YIC�'I" 1�`� STATE OF:. . r - COUNTY OF: . � The foregoing instrument was ackriowledged before me this 12/20/13 by Margaret Broughman, Vice President of TD Bank, NA, who is personafly known to me�,oFw#�e-kras p�ed�eed. _ _�—.------.__.,.. - _--as-ider�tt'�#'ie�atieFl: WITNESS my signature and official.seal. . P . � , � My Commission Expires: � ,7�„S '�}�- , � . NOTARY PUBLIC-State of: �,1 ���1t11�1��� — , ���� �P �YNN ���i ``����........��` �i `� =' PUe y 9�� = � �.. �s � Ur2 MY. p:2 � � ; Commission ; � � ; Expfres ; � � S'�. 08717/2015 ,•• Q „ �� i �. r' c � ��' I ','O �� l l l l laO� ```` � i�l � , , , ,. . File Number: AHT120496 EXHIBIT "A" - LEGAL DESCRIPTION Parcel 1: The East 280.00 feet of Government Lot 1 of Section 25, Township 40 South, Range 42 East, , Pafm Beach County, Florida, LESS the South 779.68 feet thereof; LESS the North 190.00 feet •• of the East 150.0.0 feet of said Government Lot 1; and LESS the West 65.00 feet of the East� 215.00 feet of the North 140.00 feet of said Government Lot 1; AND . Parcei 2: The West 420.00 feet of the Northwest 1/4 of the Northeast 9/4 of. Section 25, Township 40 South, Range 42 East, Palm Beach County, Florida, LESS the South 779.63 feet thereof. Folio #60-42-40-25-00-041-0030 �olio #60-42=40-25=00=000-1080 Attachment D {00011878.DOCX.1} KETSH: Sources and Uses of Funds � . siceacyu�sidon 5 _ � z,soo,000 SubtotelAequlsltlonCosb 5 _ 2,500,000 . , Hard Cosffi Base Construetlon S 25,508,769 PremiumAllouianees $ 450,000 HardCostCoMingeney $ 1,297,938 - Subtotal Hard Costg $ 27,256,708 �Mar¢st INITIAL CAPRALPJUION Retea Total 4i 7otel Design Costs S 791,500 InteHor Cost $ 2,405,818 E.9��tY �p�� S 11,837,763 so.ofs General DevelopmeM Costs $ 820,000 � Debt CapMal Pre-0pening MarheUng $ 460,000 Construetlon Loan aoon S 27.154,780 �o.ox Preopening OperaBons $ 530,OOD Meaanhre Loan o.00ft S Development end Other Fees $ 1,400,0� Subtotai De6t S 27A54,780 0 Flnancing Cosffi $ 341,548 Tofai ProJeet CaplFalimtlon S 38,792,543 roaax Reserve Costs and Other Operatlng Deflek Reserve $ 1,173,553 Deb! Serviw Fundin8 $ 481,999 ProJedCoMingeney $ 681,418: otalProJeetCosts $ 38,792,543 � 9'��� �����G� � � � � Attachment E {OOU11878.DOCX.1 } � �.rtv �v io�c�v�t i i OR BK 28359 PG 1442 � RECORDED 06/10/2016 12:11:51 � Paim Beach County, Florida ' ; AMT 1,100, 000.00 � MTG DOC 3,854.00 � INTANGIBLE 2,200.00 :�� �� �`,�i��' Sharon R. Bock _ = h� ��� CLERK & COMPTROLLER Pgs 1442-1456; (15Pgs) This instrument prepai•ed by: (RGCORD & RETURN TO) MICHAEL A. FURSHMAV, ESQ. SOLOMON �X: FURSI-lMAN, LLP 1200 BRICKELL AVENUE, PH 2O00 MIAMI, i'.LORInA 33131 FLORIDA NtORTGAGE � AND SCCURI.TY AGREEMENT THiS MORTGAGE is made effective as oY the third day of May, ZOl6, by and"between � (hereinafter re en•e to as the "Morteagee") and KEY ESTATES TEQUESTA SENiOR HOUSINC LP a 1=lorida limited partnership, whose riiailing address is 1200 Brickell Avenue, 18' T'loor, Miami. 1=lorida 33131, (hereinafter referred to as the "Mort�s�eor"), W ITNESSETH: F'or good and v.aluable consideration and to secure the payment of an indebteiiness iii d�e aggregatc sum oPONC M1LL10N ONE HUNDRED THOUSAND AND 00/l00 DOLLARS {$1;100,000.00) to be paid in accordance �vitli a promissory note effective as of the third day of May, 2016 made by NIortgagor and payable to Mortgagee (hereinafter reFerred to as the "Note") together with inte�est thereon and-any and all renewals, e;ctensions, consolidations or modifications of all ofthe foregoin�, Mortgagor do,es �rant, mortgage and convey unto Mortgagee, its successors and assigns,.in fee simple, all ofthose certain real propeities of �vhich Mortgagor is now seized and possessed and in actual possessian, situate at 4534 and 4546 County Line Road, Tequesta, Florida 33469, in the County of Palm Beach, State of F'lorida, as applicalile, which are more fully described in Exhibit A attached hereto and made a part hereof, together with the buildings and improven�ents thereon erected or to be erected (collectively hereinafter referred to as the "Premises"); TOGETHER �vith the following property and rinhts: (a) AI I right, title and interest of Mortaagor in and to all leases or subleases coverin� the Premises or a��y portion thereof now or hereaRer eaistin� or entered into, and all right, titic and interest of Mortgagor thereunder, including, without limitation, all c�sh or security deposits, advance rentals, and de�osits or payments of similar nature; (b) All right, title and interest of Mortgagor in and to aN optionsto nurchase or lesse the Premises or any portion thereof or interest therein, and any greater estate in thc Premises owned or hereafte;r acquired; (c) All interests, estate or other claims, both in law and in equiiy, which Mortga;or now has or may hereaRer acc�uire in the Premises; (d) All e�sements, rights-of-way and rights used in connection tlierewith or as a mea�is of access theretn and all tenements, hereditaments and appurtenances thereofand thereto, all right, titic and interest R7�e I of t 5 / �.r rv c� i oucuo4 i� BOOK 28359 PAGE 1443 2 OF 15 of Mortgagor in anfl to any streets and roads abutting said Premises to the center lines thereof and in and to any strips _ or gores of land thereiri, all water, sanitary and storm systems that are now or herea�er located on or adjacent to the Premises; � . � (e) All machinery, apparatus, equipment, fittings, fixtures and articles of personal property of � every kind and nature whatsoever, now owned or hereafter owned.by Mortgagor and_which is now or will . hereafter lie located .in or upon the Premises, or any part thereof, and used or usable in connection with the use and operation of buildings or for.use in any construction being conducted on the Premises, (hereinaftei called the "Building Equipment"), it being understood� .and agreed that all Building Equipment is part and parcel of the Premises and appropriated to the use thereof and, whether affixed or annexed to the Premises or not, shall for the purpose of this Mortgage be deemed conclusively to be real estate and mortgaged hereby; and Nlorfgagor agrees to .execute and deIiver, from time to tirne, such _ further instruments as may be reasonably requested by Moitgagee to confirm the lien of this Mortgage on -, any Building �Equipment; � . . (fl All,awazds and proceeds,to which Mortgagor is entitled by virtue of any taking of all or any part of the Premises by condemnation or exercise of`the right of �emirient domain or other taking, as fiereinafter more particularly set forth; and _ - _ � (g) All ,rents issues and profts of .the Premises and, all estate, right, title and inteiest of every nature whatsoever of Mortgagor in and to the same, as hereinafter more particularly set forth; ` The Premises and all of the property, rights, privileges and �franchises granted. herein by Mortgagor to Mortgagee are collecrively referred to as the "Mort$ased�Propertv." � TO HAVE AND TO HOLD all and singular .the Mortgaged .Property hereby conveyed, the tenements; hereditaments and appurtenances thereunto belonging or° in any way appertaining and the reversion and reversions, remainder and remainders, rents, issues and profits thereof.and.all estate, right, title, interest,• property; possession, claim and demand whatsoever as well in law, as in equity. of the Mortgagor in and to the same and every part and parcel thereof unto the said Mortgagee in fee simple. PROVIDED, HOWEVER,. that these presents are upon the condition that if Mortgagor shall pay or cause.to be paid to Ivlortgagee the principal and interest payable in respect.to the Note and all amounts and any�other promissory note secured by this Mortgage, at the times and in the manner stipulated fherein and herein; all without any deduction or credit for taxes or other similar charges paid by Mortgagor; and shall keep, perform and observe all and singular tlie covenants and promises in the NoEe, and any renewal, extension, consolidation or modification thereof, and in this Mortgage expressed to be kept, .performed and.observed by and on the part of Mortgagor, all without fraud or delay, then. this Mortgage and all properties, interest and rights granted; mortgaged and conveyed shall cease, terminate and be void but until same shall occur,. this Mortgage shall o.therwise remain in full force and effect. ARTICLE 1 COVENANTS AND AGREEMENTS OF MORTGAGOR To protect the security of this Ivlortgage, _ Mortgagor further aovenants, warrants and agrees with Mortgagee as follows: 1;01 Pavment of Secured Obligations. Mortgagor shall pay within ten (10} business days of when due the princ'ipal and interest on the indebtedness evidenced by the Note, charges, fees ,and. principal of, and interest on, any future advances secured by this Mortgage and shall otherwise comply with all the terms of the Note and this Mortgage. . . JJ Page 2 of 15 " �r rv cu i ou�uv� i i BOOK 28359 PAGE 1444 3 OF 15 1.02 Title Warranties and Reuresentations. Mortgagor hereby covenants with Mortgagee that: (a) Mortgagor is lawfully seized of the Premises in fee simple; (b) Mortgagor has full power and lawful right to convey the same in fee simple as aforesaid; (c) that it shall be lawful for Mortgagee at all times to peaceably and quietly. enter upon said Premises and every.part thereof; (d) that Mortgagor will make such_ further assurances, if necessary, to perfect the fee simple title to said Rremises in Mortgagee, as may . reasonably be required; (e) that the Mortgaged Property is free.of all liens:and encumbrances except taxes for the current year and liens, claims and encumbrances as shown on Ow�ner's policy of title insurance issued by Chicago Title Insurance Company as Policy No. 97390-2-0951830-2014.7230609=90893321, Items 2 through 7, inclusive (collectively, the "Permitted Exceptions"); and (fl Mortgagor does hereby fully wanant title to the Mortgaged Property and every part thereof and will defend same against the lawful claims of all persons whomsoever except for the Permitted Exceptions. � 1.03 Re4uired Insurance. 1Vlortgagor will, at Mortgagor's sole cost and expense, maintain or cause to be maintained during the term of this Mortgage with respecf to the Mortgaged Property, and each part thereof, the following insurance: General public liability insurance in which both the Mortgagor and Mortgagee are named as insured in an amount not less than TWO MILLION DOLLARS ($2 as to personal injury or . death, and ONE HUNDRED THOUSAND DOLLARS ($100,000.00) with respect to property damage, with such companies that meet .the criteria described':in paragraph (c) below. SucH policy shall also be endorsed to. cover the liability of ttie Mortgagot with respect to damages arising from any loss or damage sustained by any person while on the Property.. � 1.04 Deliverv of Policies, Pavment of Premiums. All policies of insurance shall have attached thereto a lender's loss payment endorsement for the benefit of Mortgagee in form reasonably satisfactory to Mortgagee. The original policies and renewals sHall be held by Mortgagee or if acceptable to ; � Mortgagee, a certificate�of insurance for each such policy setting forth coverage, limits of liability, name of carrier; polisy number, and expiration date. At least fifteen (15) days prior to expiration of each such policy, Mortgagor shall furnish Mortgagee with evidence reasonably satisfactory to Mortgagee, of payment of premium and reissuance of a policy continuing insurance in force as required by this Mortgage. All such policies shall contain a provision that such policies will not be cancelled or materially amended, which term shall include any reducNon in the scope or limits of coverage, without at least thirty (30) days prior written notice to Mortgagee. In the event Mortgagor fails to provide, maintain, keep in force or deliver and furnish to Mortgagee the policies of insurance or certificates thereof, as required by . this Section, Mortgagee may procure such insurance or, single interest insurance for such risks covering Mortgagee's interest. Repayment shall be govemed by the provisions of Section 4.03 of tl�is Mortgage, 1.05 Assignment of Policies Upon Foreclosure. In the event of foreclosure-of this Mortgage or other transfer of title or assignment of the Mortgaged Property in exringuishmenf, in whole or in part of the debt secured hereby, all right, title and interest of Mortgagor in and to all policies of insurance required by this Section shall inure to the benefit of and pass to the successor in interest to Mortgagor or the purchaser or grantee of the Mortgaged Property. 1:06 Indemnifcation; Waiver of Offset. (a) If Mortgagee is made a party defendant to any lirigarion (including without limitation, any litigation . brought by Mortgagor whether initially or by counterclaim) concerning this Mortgage or the Mortgaged Property or part thereof or interest therein, or occupancy thereof by Mortgagor, then Mortgagor shall indemnify, defend and hold Mortgagee harmless from all liability by reason of said lifigation, including reasonable attorneys' fees and expenses incuned by Mortgagee in any such litigation, whether or not such litigation is prosecuted to judgment; (b) All sums payable by Mortgagor hereunder shall be paid absolutely, unconditionally, without notice, demand, counterclaim, setoff, deduction or defense and absolutely and unconditionally without abatement, Pege 3 of 15 �� � � __ _ , �.r rv cu i oucuo4 i i BOOK 28359 PAGE 1445 4 OF 15 suspension, deferment, diminution or reduction. The obligations and liabilities of Mortgagor hereunder shall in no way be released or discharged (except as expressly provided herein) by reason of: (i) any damage to or destruction of or any condemnation or similar taking of the Mortgaged Property or any part tliereof; (ii) any restriction, prevention of or interference with any use of the IVlortgaged Property or any part thereof; (iii) any title defect, encumbrance or eviction from the Premises or the Improvements or any part thereof by title paramount or otherwise; (iv) any. bankruptcy, insolvency, reorganization composition, adjustment, dissolution, liquidarion or other like proceeding relating to Mortgagor, or any action taken with respect to this Mortgage by any trustee or receiver of Mortgagee, or by any court, in any �such proceeding. 1:07 Taxes, Utilities and Impos'itions. Mortgagor will pay, or�cause to be paid and discharged, ' on or before tlie last day on which ttiey may be paid without penalty or interest, all such duties, taxes, sewer rents, charges for water, or for setting oc repairmg meters, and all ; other utilities in the Improvements or on the Premises or any part.thereof and any assessments and payments which shall be imposed upon or become due and payable or become a lien upon the Premises.or any part thereof and sidewalks or streets in front thereof by. virtue of present or future �law of the United States or the State, � County or City wherein the Premises are located (all-of the foregoing being herein collectively called "Impositions..") In default of any such paymenf of any Imposition, Mortgagee .may pay the same. Repayment shall be govemed by the provisions of Section 4.03 of this Mortgage. Mortgagor will,exhibit to Iviortgagee the o;iginal receipts or other reasonably satisfaotory proof of the payment of all Impositions which may affect the Mortgaged Property or any part thereof or the lien of the Mortgage promptly follbwing the last date on which each such.Imposition is payable hereunder. 1.08 1Vlaintenance, Repairs, Alterarions. Mortgagor will keep the Mortgaged Property, or cause same to be . kept ,in good condition, repair and fully protected from the elements to the reasonable satisfaotion of Mortgagee and Mortgagor will not do o'r suffer to do.anything which will increase the risk of fire or other hazazd to, the Premises or any part thereof: Mortgagor will commit .or permit no. waste thereon and will do or permit no act by which the Mortgaged Property shall become less val.uable. Mortgagor will not remove, demolish or structurally alter any of the Improvements (except such alterallons as may be required by laws, ordinances or regulations) withaut prior written permission of Mortgagee; Mortgagor will complete promptly and in good and workmanlike manner any building or improvements which may be constructed on the Premises and promptly restore in like manner any Improvement which may be damaged or destroyed thereon and will pay when due all claims for labor perfonned and materials furnished therefor. Mortgagor will use and operate, and will require its lessees or licensees to use and operate the Mortgaged Property in�compliance with all applioable laws, ordinances, regulations, covenants, conditions and restrictions, and with all applicable requirements of any lease or sublease now or hereafter affecting the Premises or any part thereof. 1.09 Eminent Domain. (a) Should the Mortgaged Property or any part thereof or interest therein, be taken or damaged by reason of any public use or improvement or condemnation proceeding, ("CondemriaHon") or. should Mortgagor receive any notice or information regarding such Condemnation, Mortgagor shall give prompt written notice thereof to Mortgagee; (b) Mortgagee shall be entitled to all awazds, compensation, and other payment or relief granted in connection with such Condemnation and shall be entitled, at its option, to appear in its own name or the Mortgagor's name, in any action or proceeding relating thereto. All compensation, awards, � damages, rights of action and proceeds awarded to Mortgagor (the "Proceeds") are hereby assigned to Page 4 of 15 �� � �.rrv �u ioutuo4 i i BOOK 28359 PAGE 1446 5 OF 15 Mortgagee and Mortgagor agrees to execute such further assignments of the Proceeds as Mortgagee may require; (c) In the event any portion of the Mortgaged Property is so taken or damaged, Mortgagee shall have the option in its sole and absolute discretion to apply all such Proceeds, upon any indebtedness secured hereby, or apply all such Proceeds after such deductions to the. restoration of the Mortgaged Property upon such�conditions as Mortgagee may determine. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice; and � (d) Any amounts received by Mortgagee hereunder shall, if retained by Mortgagee, be applied in payment of any accrued interest and then_ in reduction of the then outstanding principal sum of the Note secured. hereby, notwithstanding that same may not then be due and payable. Any amount so applied to principal shall be applied.to the payment of installments of_principal on the Note in inverse order of their respective due dates. . 1.10, Liens. M.ortgagor will not permit any liens, encumbrances, mechanics', laborer's, statutory or other lien and chazges upon the Mortgaged Property, except the Permitted Exceptions, and shall. pay and promptly discharge, at Mortgagor's cost and expense, all such liens, encumbrances and charges upon the Mortgaged Property or any part thereof or interest therein. . Mortgagor shall have the right to contest in good faith the validity of any such lien, encumbrance br charge, provided Mortgagor shall first deposit acceptable security with a court of compeEent jurisdiction sufficient to elitninate the lien as a lien upori the Premises. If Mortgagor shall fail to: transfer the lien to a bond or otherwise discharge any such lien, encumbrance oi charge, then in addition to any other right or remedy of Mortgagee, Mortgagee may but is not obligated to discharge same either by paying the amount claimed to be due or by procuring the discharge of such lien by depositing in court a bond for the amount claimed or otherwise giving security for such.claim or in such manner as is or may be prescribed by law.. Repayment shall be governed by the , provisions of Section 4,U3 of this Mortgage: . 1.11 Hazardous Waste: Mortgagee acknowledges that the Mortgaged Property is environmentally impacted. Mortgagor hereby agrees to indemnify Iblortgagee and hold Mortgagee harmless from and against any and all claims, losses, damages, liabilities, fnes, penalties, charges, administraNve and judicial proceedings and orders, judgments, remedial action requirements, enforcement actions of any kind, and all costs and expenses incurred in connection therewith (including but not limited to reasonable attorneys' fees, paralegal charges and expenses), arising directly or indirectly, whole or in part, out of (i) the presence on or under the Mortgaged Property of any hazardous materials or releases or discharges of hazardous materials on, under or from the Mortgaged Property; and (ii) any activity carried on or undertaken on or off the Mortgaged Property, whether prior to or during the term of the Mortgage, and whether by Mortgagor or any predecessor in title or any employees agents, contractors or subcontractors of Mortgagor or any predecessor in title, or third persons at any time occupying or present on the Mortgaged Property in connection with the treatment, decontamination, handling, removal, storage, clean-up, transport or disposal of any hazardous materials at any time located or present on or under the Mortgaged Property. The foregoing indemnity shall further apply to any:residual contamination on or under the Mortgaged Properiy or affecting any natural resources, any contamination of any property � or naturaT resources arising in connection with the generation, use, handling, storage, "transport or disposal of any such hazardous materials, and irrespecrive of whether any such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances. The obligation of Mortgagor to indemnify and hold harmless under this Section 1.11 shall survive any foreclosure of this Mortgage or any transfer of the Mortgaged Property by deed in lieu of foreclosure. � 1.12 Transfer of Mortsaeed Provertv. It is understood and agreed by Mortgagor that as part of the inducement to Mortgagee to make the loan evidenced by the Note and secured by this Mortgage, Page 5 of l5 �� � �� �.r rv cu i ou�uv�+ i i BOOK 28359 PAGE 1447 6 OF 15 . \ . Mortgagee has relied upon tfie creditworthiness and reliability of Mortgagor. Mortgagor shall not.sell, corivey, transfer, lease (other than an approved tenant lease) or fiuther encumber any interest in or any part of the Mortgaged Property without the prior written consent of the� Mortgagee having been obtained. Any such sale, conveyance, transfer, pledge, lease (other than an approved tenant lease) or encumbrance made without the Mortgagee's prior written consent shall constitute an Event of Default hereunder. Any sale, conveyance or transfer of any interest in the Mortgagor to any other entity, individual, firm, _ partnership or corporation without the Mortgagee's prior written consent shall constitute a transfer pursuant to the provisions of this section and an Event of Default under this Mortgage. A coritract to deed or agreement for deed or assignment of beneficial interest in any trust shall constitute a transfer pursuant to the prov'isions of this Section 1.12 and an Event of Default under this 1Vlartgage. If any person or entity should obtain any interest in all or any part of the Ivloitgaged Property, pursuant to execution or enforcement of any lien, _ security interest or other right whether superior, e.qual or subordinate to fhis Mortgage or the lien hereof, such event shall be deemed to be a transfer. by Mortgagor and an Event of � Default under this Mortgage. 1.13 Other Mortga�e Liens. Mortgagor represents and warrants that it will perform and promptly ful.f ll aIl of the covenants contained in any superior or inferior mortgages on any and.all of the i Premises encumbered hereby. In the event Mortgagor shall fail to do so, Ivlortgagee may, in addition to I the rights otherwise granted IViortgagee hereunder, at its elecrion, perform or fulfill such covenants of any such superior or inferior mortgages without affecting its option to foreclose any of the rights hereunder, � and the cost thereof, together with interest from tHe date of payment at six percent (6%) from the date incurred until paid by Mortgagor, shall be secured hereby. The failure of Mortgagor to pay any superior or inferior mortgages when due, and in accordance with their terms, or the failure by Mortgagor to abide by the terms and conditions of any superior or inferior mortgages shall be deemed a breach of this Mortgage, and the Mortgagee, at its option, may immediately, or thereafter declare this Mortgage, and all indebtedness hereby secured, to be immediafely due and� payable. Mortgagor shall not apply for, accept, or cause to.be made, future advances under any superior;or inferior mortgages so long as this Mortgage to � Mortgagee, encumbering the properiy described herein remains in force. Mortgagor. acknowledges and agrees that, in the event it breaches this covenant, same shall be an event of default under this Mortgage, and in such event Mortgagee shall have the right to exercise any and all of its rights and remedies provided for herein. Nothing in this Section 1.13 shall be construed to waive the prohibition of further encumbering the Mortgaged Property without Mortgagee's prior consent. ARTICLE 2 INTENTIONALLY DELETED � ARTICLE 3 INTENTIONALLY DELETED ARTICLE 4 EVENT OF DEFAULT AND REMEDIES UPON DEFAULT 4.01 Event of Default. The term "Event of Default" wherever used in the Mortgage, shall mean any one or more of the following events: I '� (a) Failure by Mortgagor to pay within ten (10) business days of when due and after the expiration of any grace period, any installments of principal or interest under tlie Note, or any other future advance secured by this Mortgage, or to pay any other sums to be paid by Mortgagor hereunder. . �� Page 6 of I S � � �.rrv cu iou�uo4 i i BOOK 28359 PAGE 1448 7 OF 15 (b) Other than as provided in paragraph (a), above, failure by Moitgagor to duly keep, perform and observe any other covenant, condition or agreement in this Mortgage, or any othec instrument securing the Note or any other instrument or agreement collateral to the Note or executed in connection with the sums secured hereby, for a period of thirty (30) days after Mortgagee gives written notice specifying the breach, or the occurrence of an "Event of Default" as defined in such Note which has not been remediecl within any�cure period, if any, provided for therein. (c) If Mortgagor or any present or future endorser, guarantor. or surety of the Note shall file a voluntary petition in liank=uptcy or be adjudicated a bankivpt or insolvent, or file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, assignment for the benefit of creditor's, receivership, wage earner's plan, dissolution or similar. relief under any present or fiiture Federal BanlQUptcy Code or ariy other present or future applicable federal, state or other statute or law; or shall seek or consent to or acquiesce in the appointment of any rivstee, receiver or liquidator of Mortgagor or all or any part of the properties of Mortgagor or of any guarantor or endorser of the Note; or if within tliitty (30) days after commencement of any proceeding against Mortgagor or any guarantor oi endorser of the Note, seeking any reorganization, arrangement, composition, readjustment; lic�uidation, , dissolution, debtor relief or similar relief under any. present or future Federal Bankruptcy Code, oc of any other present or future federal; state or other statute or law, such proceeding. shall not have been _ dismissed, or: stayed on appeal or otherwise; or if, within the thirty (30) days after the appointment, � without consent or acquiescence of Mortgagor or of any endorser or guarantor of the Note, or any trustee, receiver, or liquidator of Mortgagor or any endorser or guarantor of the Note, or of all or any portion of the Mortgaged Property, such appointment shall not have been vacated or stayed on appeal or .otheiwise; or if within ten (10) days after the expiiarion of any such stay, such appoinEment shall not have been vacated. (d) Any default under any mortgage superior.or inferior to the Mortgage, or an event that but for the passage of time or giving of notice would constitute an event of default, even if such default is subsequently waived, except that in no manner should this provision be construed to allow such superior " or subordinate mortgage to encumber the Mortgaged Property. (e) If foreclosure proceedings should be instituted on any mortgage inferior or superior to the Mortgage, or if any foreclosure proceeding is instituted on any lien, of any kind which is not dismissed or transferred to a bond within twerity (20) days of the service of foreclosure proceedings on the Mortgagor. (fl Any breach of any warranty or material untruth -or any material representation of Iv�ortgagor contained in the Note, this Mortgage or any other instrument securing or evidencing the Note, or in .any � other instrument given with respect to the sums secured hereby. (g) If the Improvements on said Premises are not maintained in reasonably good repair. (h) The transfer, sale, or conveyance of the Mortgaged Property or any interest therein without prior written consent of Mortgagee in violation of the provisions of Section 1.12. Mortgagor acknowledges that all subsequent purchasers of the Mortgaged Property or the interest in Mortgagor must be approved by Mortgagee, and Mortgagee's consent may be conditioned upon a change in interest rate and/or loan term, as well as payment of an assumption fee. Mortgagee, however, shall be under no obligation to approve any transfer. (i) The further encumbering of the Mortgaged. �roperty without prior written consent of Mortgagee. Page7of15 __ _ . . �.r i� cu i outuo4 i r BOOK 28359 PAGE 1449 8 OF 15 - (j) If Mortgagor, pursuant to Florida Statutes 697.U4(1)(b), as.amended from time to time, shall file an instrnment of record :limiting the maximum amount which may be secured by this Mortgage, 4.02 Acceleration Unon Default, Remedv. In the event one or more "Events of Default" as . above provided shall occur;. Mortgagee shall have the fotlowing remedy: � - ` (a) Mortgagee shall give notice to Mortgagor prior to acceleration following �Mortgagor's " breach .of any: covenant or agreement in this Mortgage. :The notice shall` specify: (a) the default; (b) ttce action required to cure the default; (c). a date, not less than 90 days from the date of default or 30 days from the_date of the.notice is given to Mortgagor, wliichever is greater; by which the default must be cured; and (d)�that failure to cure the default on or before the date specified in the notice, may result in the acceleration � of the sums secured by this Mortgage, foreclosure by judicial proceeding and sale of the � Property. The notice shall further inform Mortgagor. of the right to reinstate after acceleration and the right to .assert in ,the foreclosure proceeding -the non-existence of a default or any other defense of - Mortgagor to acceleration and foreclosure: If the default is not cured on or before the date specified in the notice, Mortgagee at its option may require immediate payment in full of all sums secured by this Mortgage withouf further demand. and may foreclose this Mortgage proceeding. In the. event of a sale by foreclosure, Mortgagee shall not claim any� proceeds from the foreclosure sale that exceed the amount then past due (including, principle and any accrued inteie.st), and st�ch pro.ceeds shall be paid to Mortgagor: Mortgagee shall be entitled to collect reasonable in puTSUing the remedies provided irr this paragrapli. , . � (b)� � The obtaining of a judgment or decree.on the Note, wliefher in the State of Ftorida oi. elsewhere, shall 'not in. any way affe.ct the lien of this Mortgage upon..the Mortgaged Property covered hereby, and any. judgment or decree so obtained shall�be secured hereby to the same extent as said Note is . now secured. � 4.03 Reoavment of .Advances. In the event :of any expenditures of funds by Mortgagee to preserve the security of the� lien referenced in tliis Mortgage, such as provisions for payment of taxes or irisurance premiums or as otherwise .provided for herein, Mortgagor s.hall repay Ivlortgagee for such expenditures, together with interest on said sums at an interest rate of not greater tlian six percent (6%), within fifteen (15) days of notice to Mortgagor of such expenditures. These sums shall be secured by this Mortgage. The Moctgagee shall be the sole.judge of the legality, validity and priority of any lmposition, o6ligarion and insurance premium, of the necessity for paying such Imposition, obligation and insurance premium and �of the amount necessary to be paid in satisfaction thereof. 4.04 Exvenses. In the event, of a Default by IVlortgagor, Mortgagee shall pay all reasonable costs incurred by Mortgagee because of the failure of Mortgagor to promptly and fully perform and comply with the coaditions and covenants of this Mortgage and the Note secured hereby. All reasonable costs and expenses so incurred by Mortgagee shall become immediatety due and payable whether or not there be notice; demand, attempf to collect or suit pending, togethei.with interest thereon at.an interest rate of not greater than six percent (6%) from the date incurred until paid by Mortgagor. The amounts so paid or incurred by Mortgagee shall be secured by the lien of this Mortgage. 4.05 Coonerafion of the Parties. Notwithstanding anything to the contrary provided iri this . Mortgage,or in the Note, Mortgagee and Mortgagor ag=ee that upon a default by Mortgagee that continues beyond the Maturity Date (as such term is def ned in the Note) and pzior to the permitted sale of the Morfgaged Properry by foreclosure or otherwise as provided in .this Mortgage, Mortgagee will cooperate with Mortgagor in Mortgagor's efforts to sell the property within three (3) months following the Maturity Date of the Note (as such term is defined in the Note) and will use a broker that specializes in the sale of real property similaz to the Mortgaged Property to assist in the selling of the Mortgaged Properry. �� Page 8 of 15 " !1 i �.r rv �u i vucuo�+ i i BOOK 28359 PAGE 1450 9 OF 15 ARTICLE 5 MISCELLANEOUS PROVISIONS 5.01 INTENTIONALLY DELETED. 5.02 INTENTIONALLY DELETED 5.03 Ownershin bv a Limifed Parfnership: So long.as the Mortgaged Property shall be owned or held by a. limited partnership, such limited partnership shall at all times maintain its partnership existence and shall be fully authorized to do business in the State of Florida and shall maintain in the State of Florida a duly authorized registered agent for service of process. Failure.to comply with such obligations shall be a default under this Mortgage. 5.04 , Statements bv MortQa�or. Mortgagor, within five (5) business days after request in person or. ten (10) days after ieyuest by mail, will furnish to Mortgagee or any persori, corporation or firm designated by Mortgagee, a duly acknowledged written statement se#ting fortli the amount of the debt secured by this Mortgage and stating either that no offsets or defenses exist against such.debt, or, if such offsets or defenses are alleged to exist, full information with respect to such alleged offsets and/or defenses. 5.05 Survival of Warranties. All representations, warranties , and covenants of Mortgagor contained herein or incorporated by reference shall survive the close of escrow and funding of the loan evidenced by the Note and shall remain continuing obligations, warranties and representations of Mortgagor during any time when any portion of the obligations secured by this Mortgage rernain . oiitstanding. 5.06 Successors and Assi�ns. The provisions hereof shall be binding upon and shall inure to the benefit of Mortgagor, its successors and assigns (including without limitation su6sequent owners of the Premises) and shall be binding upon and shall inure to the benefit of Mortgagee; its successors and assigns and any future holder of the Note hereby secured, and any successors or assigns of any future holder of the Note. 5.07 Notices. A11 notices, demands and requests given by either party hereto to the other party shall be in writing. All notices, demands and requests by one party to the other shall be deemed to have been properly given as herein required if sent by (i) United States registered or certified mail, postage prepaid, or (ii) delivered in person, or (iii) sent by ovemight courier to the address indicated on page 1 hereof or at such other address as a party may from time to time designate by written notice to the other, any notice delivered to the address set forth in page 1 shall be deemed delivered if delivery thereof is rejected or refused at the address prov'ided. . 5.08 Modifications in Writin�. This Mortgage �may not be changed, terminated or modified orally or in any other manner than by an instrument in writing signed by the party against whom enforcement is sought. 5.09 Cautions. The captions or headings at the beginning of each Section hereof are for the convenience of the parties and are not a part of this Mortgage. 5.10 Abstract Pronertv of Mort�a�ee. The.abstract or abstracts of title covering the Mortgaged Property, if any, shall at all times, during the life of this Mortgage, remain in possession of the Mortgagee and in the event of the foreclosure of this Mortgage or other transfer of title to the Mortgaged Properry in 7�' Page 9 of 15 � -- �.rrv cu iou�uo�+ i i BOOK 28359 PAGE 1451 10 OF 15 extinguishment of the indebtedness secured hereby, all right, title and interest of Mortgagor in and to any such abstracts of title shall pass to the purchaser or grantee. 5.11 Maximum rate of interest. In no event shall all cliarges in the nature of interest chazged or taken on this Mortgage or the Note exceed the maximum allowed by law and in the_event such charges cause the interest to exceed said maximum allowed by law, such interest shaIl be recalculated, and such excess shall be credited to principal, it being the intent of the parties that under no circumstances shall the Mortgagor be required to pay �any charges in the nature of interest iri excess of the maximum rate allowed by law. 5.12 Further Assuiances. Mortgagor will execute and deliver promptly to Mortgagee on demand at any time or dmes hereafter, any and all further instruments ieasonably required by Moi�tgagee to carry-out the provisions of this Mo�tgage. Mortgagor will, without limitation upon the generality of the foregoing, at any and all times, execute, acknowledge, deliver, file and/or record, refile and/or re- record, all and every such further acts, deeds, powers of attomey, assignment of accounts, conveyances, � mortgages security instruments, documents and financing assurances in law, and will deposit with Mortgagee any certificates of title issuable with respect to any pcoperty and notation thereof the security interest hereunder, as Mortgagee shall reasonably require for the befter assuring, conveying, pledging, � transferring, mortgaging, assigning, and confirming unto Mortgagee all and singulaz the hereditaments and premises; estates and property hereby, or by subsequent or collateral instruments, conveyed, pledged, transferred or assigned, or intended to be, and for perfecting the security interest of Morfgagee in the Mortgaged Property and other items of security �and collateral now or hereafter held by Mortgagee pursuant to this Mortgage. 5.13 INTENTIONALLY DELETED. 5.14 Gosts (a) Mortgagee will pay all costs and expenses reasonably incurred by Mortgagor in the recording of this Mortgage and all ancillary documents executed in connection therewith, including without limitation, any recording and filing fees and premiums for any required mortgagee title insurance � policy and the cost of any required survey. Mortgagee shall also pay for the documentary stamp tax, intangible tax, as well as the attorney's fees for Mortgagee's counsel in connection with the preparation and recording of this Mortgage. (b) INTENTIONALLY DELETED. (c) In the event of a Default by Mortgagor, Mortgagee shall pay all reasonable costs incurred by Mortgagee because of the failure of Mortgagor to promptly and fully perforcin and comply with the conditions and covenants of this Mortgage and the Note secured thereBy. 5.15 Invalid Frovisions to Affect No Others. In case any one or more of the covenants, agreements, terms, or provisions contained in this Mortgage or in the Note shall be held or found invalid, illegal, or unenforceable in any respect, the validity of the remaining covenants, agreements, terms, or provisions contained herein and in the Note shall not be affected thereby and to such end. The covenants, agreements, terms and provisions of this Mortgage or the Note are agreed to be severable. If the scope or enforceabiliry of any covenant, agreement, term or provision of this Mortgage or the Note is found by a court of competent jurisdiction to be overbroad or otherwise unenforceable, the parfies agree that such court shall modify and enforce such covenant, agreement, term or provision to the extent such court determines to be reasonable under the circumstances existing at that time. �� Page 10 of I S I �.rrv �u ioucuo�+ i i � BOOK 28359 PAGE 1452 , 11 OF 15 5.16 Govemin� � Law and Construction of Clauses. This Mortgage shall be governed and construed by the Iaws of tl�e State of Florida without regard to the conflict of laws provisions thereof. 5.17 Handicanped Access. (a) Mortgagor agrees that the Premises shall at all times strictly comply to the extent applicable with the requirements of the American with Disabilities Act of 1990, the Fair Housing Amendments Act of 1988 (if applicable), all state and local laws and ordinances related to handicapped access and all rules, regulations, and orders issued pursuant thereto including, without limitation; the American with � Disabilities Act Accessibility Guidelines for Buildings and Facilities (cotlectively "Access Laws"). (b) Notwithstanding any provisions set forth herein or in any other document " regarding Mortgagee's approval of alterations of the Premises, Mortgagor shall not alter the Premises in any manner which would ,increase Mortgagor's responsibilities for compliance with the applicable Access Laws without the prior �written approval of Ivlortgagee, The foregoing shall apply to tenant improvements constructeii by Mortgagor or by any of its tenants. Mortgagee may condition any such approval upon receipt of a certi�cate of Access Law compliance from an architect, engineer or other person acceptable to Mortgagee. (c) Mortgagor agrees to give prompt noti,ce to Mortgagee of the receipt by Mortgagor of any complaints-related to violation of any Access Laws and of the . commencemerit of any proceedings or investigations which relate to compliance y+rith applicable Access Laws. 5.18 Time of Essence. Time is of the essence.of this Mortgage. 5.19 Commercial Purpose. The undersigned Mortgagor hereby represents and certifies that the extension of credit secured by this mortgage is exempt from any and all provisions of the Federal Consumer Credit Protection Act (Truth-in-Lending Act), Regulation "Z" of the Boatd.of Governors of the Federal Reserve System and regulations promulgated by the federal Consumer Finance Protection Bureau, because Mortgagor is an organization fully excluded therefrom or because the loan and credit represented by this Mortgage and the note secured hereby is only for business or commercial purposes of the Mortgagor, the Property securing this Mortgage is a commercial, not a residential property, and the proceeds of the loan are not being used for personal family or household purposes. 5.20 Waiver, No waiver of any covenarit herein or in the obligation secured hereby shall at any time heteafter be held to be a waiver of any of the other terms hereof or of the Note secured hereby, or future waiver of the same covenant. 5.21 Gender. Etc. The use of any gender shall include all other genders. The singular shall include the plural. 5.22 Mortea�e Riders. If any Rider is attached to this Mortgage and recorded together with this Mortgage and signed by Mortgagor, it shall be deemed to be incorporated herein and to be fully binding upon Mortgagor as though it were a part of the original Mortgage. 5.23 Waiver of Jurv Trial. MORTGAGEE AND MORTGAGOR HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WANE THE �IGHT EITHER MAY HAVE TO A TRIAL Page 11 of 15 �� � �.r rv �u i outuo4 i i BOOK 28359 PAGE 1453 12 OF 15 BY NRY IN RESPECT TO ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS MORTGAGE AND ANY AGREEMENT CONTEMPLATED TO BE EXECUTED IN GONJtJNCTION HEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTION OF EITHER PARTY. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE MORTGAGEE MAKING THE LOAN TO MORTGAGOR. [.4DDITIONAL TEXT AND SIGNATURES APPEAR ON THE FOLLOWING PAGE] �, �� Page 12 of I5 1 �.rrv cu ioucuo4 i i BOOK 28359 PAGE 1454 13 OF 15 , IN WITNESS WHEREOF, Mortgagor has hereunto set its hanii and, seal all done as of the day and year first hereinbefore written. . Signed, sealed.and delivered in the MORTGAGOR: presence of:. KEY ESTATES TEQUESTA SE1vIOR HOUSING, � LP, a Florida limited partnership By: KEY ESTATES US LLC, a Florida limited liability company, its general partner � Pri t Name; _��� :�,�((1�8� . . By: / . O rint N e: �.0 ci f . STATE OF FLORIDA } - } ss: COUNTY OF MIAMI-DADE } The, foregoing instrument was acknowledged before me this ��day of��i , 2016, by THOMAS FAURE as Manager of KEY ESTATES US LLC, a Florida li.mited liability company, the general partner of KEY ESTATES TEQUESTA SENIOR HOUSING, LP, a Floric�a limited partnership, on behalf of the partnership. is personally known to me or has produced ...�. �- - as identification. , . •,,:°.,�,,,;• �uci�oHaMOS,�. =*• �:_ � co�uwss�oN r� totiss N Y UBLIC �:' �: EXPIRES March 27, 20f8 n � ` �Af;sh�`' ��� mN r��ra�er,� u,�a�,�.,ae,� Print Name: �vC c /L � My Commission Expires: � �I Page 13 of 15 ' �.riv cu ioucuv4 i i BOOK 28359 PAGE 1456 15 OF 15 Exhibit A Lesal Description Parcel 1(4534 Countv Line Road, Tequesta, Florida): . The East 280.00 feet,of Government Lot 1 of Section 25, Township. 40 South, Range 42 East, Palm Beach County, Florida, LESS the South 779.68 feet thereof; LESS the North 190.00 feet of the East ] 50.00 feet of said Government Lot 1; and LESS the West 65.00 feet.of the East 215.00 feet of the North 140.00 feet of said Government Lot 1; AND Parcel2 (4546 Countv Line Road, Tequesta, Florida): � The West 420.00 feet ofthe Northwest 1/4 of the Northeast 1/4.of Section 25, Township 40�South, Range 42 East, Palm Beach County, Florida, LESS the South 779.63 feet thereof. Parcel 1 Folio #60-42-40-25-00-001-0030 Parcel2 Folio #60-42-40-25-00-000-1 �� Page 15 of 15 1 � Attachment F {OOU11878.DOCX.1 } i THIS CONVERTIBLE PROIVIISSORY NOTE AND THE SEtUWTIES ISSUABLE UPON - CONVERSION OF ; 1 THIS .CONVERTIBLE PRONIISSORY NOTE HAUE NOT ':BEEN, 'REGISTERED UNDER: THE; SECURITIES ACT .OF .1933, AS. AMENDED (7HE "ACT'7, OR UNDER THE. SECURI'fIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJEG7 TO RESTRICTIONS� ON TRANSFERABILITY AND RESALE' AND MAY NOT B�.TRANSFERRED OR RESOLD EXCEPT AS PERMITfED UNDER THE ACT AND THE; APPlICABLE . St'A7E - SECURTTIES LAWS PURSUANT TO REGISTRATION_ OR EXEMPTION- THEREFROM,, IN FACH •CASE .IN _ACCORDANCE WITH ALL APPLICABLE STATE SECURITIES. LAWS AND T.HE� SECURITIES LAWS �OF OTHER' JURISDICTIONS, AND IN .THE CASE OF A TRANSACTION EXEMPT FROM 'REGISTRATION; UNLESS THE PARTNERSHIP HAS .RECEIVEQ AN OPINION OF COUNSEL REASONABLY ,Si4TISFACTORY TO IT THAT SUCH TRANSACTION 'DOES� NOT REQUIRE. REGISTRATION IJNDER THE SECURITIES ACT:AND' SU.CH OTHER.APPLICABLE LAWS. CONVERTIBLE PftOMISSORY NOTE �OF ¢ ZEY ESTATES TEQIIESTA SENIOR HOUSIi�iG LP� - Made as-�of September 22, 2015: Y � fo� value received,. KEY ESTATES TEQUESTA SENIOR HOUSING LP, .a Florida limifed � . � partnership; :(collecfively; :the '"Partnership"), with : principal offices at 1200 Brickell Avenue, 18th Floor � Nliami, FL 337:3:1 hereby promises to pay to , (tlie "dYoldei"),, (the "'P�incipa! Amount'.) or such lesser�amount•as:shall then equal the outstanding principal amount hereunder; together with interest on the unpaid principal at a� simple rate equal to per annum, computed on the •basis � . , of tFie aetual..number of days elapsed and a y.ear of 365 days (the "'Rat�') from the clate .of this Convertible .Promisso,ry Note {the "iVote''; all .Convertible Promissory� Notes issued under the Purchase Agreement (as :defined below), collectively, .the• "Note.�') until the until the Note Ca�cellation Date. All accrued inferest her.eunder shall be payable in cash by ;the Partnership to the Holder upon repayment' of �tFie Notes; provided that if the Principal Amount of this Note is converted into � ` Conversio❑ Units; the accrued but unpaid interest will be converted into Conversion Units. � � � � AM 51A44012.7 �� � ! ��.. 1'he •entite unpaid Printipal Amount,, together with all accrued interest thereon, shall become. �_ due and payable upon the earlier to occur� of the� Maturity Date (as defined below) or �the •oceurrence. of�an .Event�o:f Defa�lt. Subjeet.:Eo�,the �Partnership's.�riglit to�deliver,Conversion Llnits in f'ieu, of making� cash'payments;� .any �unpaid in"terest �as of 't.he Conversion Date shafl become immed'iatety due and payabl`e, Any amounts owed tiereund.er �shalf be .sent by- wire �fr.ansfer in :accordance with� instructions included in such �nofice or �by �cfieck sent .by: rnail� .to the address of the registered liolde� of �this Note• in lawful .. � money of the .United 5tates;. Thi's-�lote: is one� of.a series of Convertible Promissory Notes i"ssued pursuant to that eer-tain U�C . ' ..ir �, , Note P hase: Agreement : (the� Purchase Agreemenf�� dated as of.. 2015 by .and � arnong the Partnership. and�.tFie Furchase�s (as defined ther'ein), as�the same ; may be �amencJed from time xo time: ' The: followin,g is a statement of'.the. ciglits of� Wolder and' ttie to whicfi tliis Nofe is subject and to� which Holder heteof, by the accepfance of tFiis Note 'agrees: . _ . i, Definitions. Unless.otherwise de�ned he�ein; the following definitions� shall apply for all pur.:poses of this: Note: 1.1 An. ":4�/iate'':of any Persan means .a Perso� that, directly or �indirectly, through.-one or �more intermediaries, controls, is controlled by or is under cominon contrbl with the first mentioned Person: A Rerson shail be deemed to control another Person if sueii first Person � possesses, directly or, indireetly, the. power to. direct, or cause the direction of, the: management and. policies of �the-. second Person, wliether througfi the� ownersfiip of �vo#ing securities, by contract or other.wise: � 1:2 "Ba/ancc�' means all unpaid ptincipal and' accrued but .unpa'td. interest on the � � Notes. � f 1.:3 ''Conversion �Datc�' means ttie closing date•of the Next �Financin,g. 1:4 "Conversion Unit�' means Units representing the Partnership's Class C � Inferests. � ! ANI � 1444012.7 � . : i�.: � i 1.5 °Majo�ity Inte"�esf' rneans. the holders of a� majoriry-in-interest� of the IVotes determined on the basis af�the princi.pal. amount of fheir tiien outstanding Notes. 1.6 "IVlaturity.Date" means'the ear.l'rer of or the. closing ; date of the Next Financing, 1.7 °Next Financin�' mean"s the Partner"ship's nexf equity "financing in� which it, issues Next� 'Einancih,g �Units and receives gross :proeeeds ;suffic'ient� to finance th:e ,fu.11 equity . component, expeeted 'to; be. approximately j, � not i;ncluding. conversion-of the Balance, required by the �Rartner.ship's .real estate lenderto. permit the d�awdown of �fhe� Frojeet's ''construction min'i-perm" :fnancing. 1.8 "Nezt. .Financing Unifs" 'mea:ns the Units� of Class C�Interesfs. of the P,artnership.issued at�the'Next Financing. � 1,9' "Nqte' �means'this. Convertible: Procriissory- Note. �' ,. . ,, - - � 1.10 Note� Cance//ation Date shall� mean the date on which this Note �is .eitfiec repaid or converted in �accordance with the .terms hereunder: � 1.11 "Nofe�' means collectively :the convertible� promissory notes of. the Partnership issued .pursuant to the PurcFiase Agreemenf: � , 1.:12 "Person" means an irndividual, a corporation, �an association, a, joi:nt venture, a partne�shiP, �a lim'ited Iiabiliry company, �an� estate, a trust, an unincorporated organization and any other entity. or+organization,..governmental` or otherwise., -1.13 "Pr.ojecf' means._the development of .an approximately 96 unit :assisted living !. . ,t and memory care facility �in Tequesta, Flo'rida. � �. Conversion. Nlandatory. In the event that the. IVext Financirig is. consummated prior to �;. the outstandi'ng Principal Amount and interest.aecrued•on thi5 Note shall automatically convert into Units. of�Class�C Interests at a per share cQnversion `price� equal to 100%� of the price per llnit paid by the� other purchasers in connection witli fhe Next � Financing. 'Upon such conversion of this Note,, the Holder .hereby agrees �to execute and deliver to the Partnership all applicabfe transaction documents .related to the Next Financing, incfuding a� � � AM 51444012.7 I i' '�/.i` .� �� i � � purchase agreernent and other ancillary, agreements having the same terms as those agreemenfs entered into by the �other: purcFiasers of the Next Einancing Units. A.brief summary�o"f the terms of the�_Class � C Inte�ests of �the Partnership is set .fortb on Exhibif A. a'ttached� hereto, �ivhich suriimary is qualified,in all respects with reference to�thle Limited Rartnership Agreement of�tHe°Partnership. :3� Co�►enants. For as long as th'rs: Note remains. outstancling, the. Rartnership shall .not (in any case, by merger,- consolidation, �operation of law. or otfierwise),_ and shall not - permit� any.Subsidiary to; withoutfirSt_having provided w[itten notice of.such=proposed action to-the. Holdec .and having �obtained fhe.affirmative vote-or writteri consent�of a Nlajority Interest;. _ . (a) autliorize or issue, or obligate itself to issue any indebtedness for borro.wecl inoney (other than in connection with the Pa�nership's existi�g credit arrangements with .its banksj, convertible cle6� or .otfier debt with :any equity partieipation, any �'securities eoniiertible� into or exercisab1e or eXChangeable, for any .equity securities,� or any otlier equity security otfier than in, connecfion wi,�h a Next Financing, to ariy person or� entity other.� than Che �Partnership,. except in � .connection with the Purchase Agreement; � . � _ . (6) amend, alter or repeal ,(whether .by merger,, consolidation, ..ope�ation of' law, or otherwise) any . provision �of, or add any prouision �to, the Partnership''s. Certif'icate of 'timited Partnershi�p o� �Limited �Rartnersfiip Agreemerit Cnclucling, without Iimitation,, inereasing the total number of units that the Partnership shall have the authority to issue) or fihe bylaws of the Partriership as in effect qn the iiate hereof; I' (d), effect the sale, transfer .o.� license of any assets of the :Partnership or any swtisidiary to any person,.or entity oth�er than. the :Partnersliip or a wholly-owned s�bsiciiary of the Fartnership, other than in the ordiiia .ry course pf business; (e) take any other action not.descri6ed above if such action could adversely alter. or change the pr.eferenees, �ights, Privileges or powers pr.ovided for hereunder, or (fl enter into any agreement ta �do any of the foregoing that is not expressly rnade conditional on obtaining the affirmatii►e vote�or written consent of the Hofder., �. Termination of Rights, All rights witH resped to this Note shall. tecminate upon a Note Cancellation Date, whether or noE this Note has been surrendered. Notwithstanding the � � � � AM 51444012.7 ' �Lt I _ i foregoing, the Holder agrees to surrender this Note to the Partnership for cancellation as so:on as is j possi6le�following convers;on of fhis Nofe: The Holder.shall. nof be en:titled to receive•the Conversion !� Uriits to be issued upbn conversion :of this Note �until .the original ,of ,this Note (or an. exeeuted. affidavit of I,oss;. damage or mutilation :and agreement to indemnify the. Rartnership therefrom, in forrrr reasona�l�+ requested by the. 'Partnership). .is surrendered (or delivered in the case of sucFi affidavit. an�d' agreement)- to the Partnersfiip� and .the agreernents• referenced. in this Section 4.� have been executed' and delivered to�tfie:Partnership, �., Defaults and.Remedies 5..1 E'vents• of Default: �Upon w�itten notice .to� the Partner•ship by a� �/lajo�ity Interest of its:-desi�e to.�tleem any of tFie foliowing� evenfs an Event of Refault, the following; .events stiall :be deemed °�Events�of'Default" hereunder: (a)' the; Rartnership fajls ta pay. any amounts due uniier this Note o;r any of .tfie.. Notes when .due ancJ payable, :and. any .such. amount shalf remain ut�paicl for a.period :of :thirty (3�0) clays after:tfie::due �date tli'ereof; or (b) a default in� the observance or perfo�mance� .of any covenant; . obligatio� or :agreement of the Partnership contained in this Note tliat continues uncured rnore ttian B thirty (30j days, after the��Partner.ship had actuaf knovi+ledge of the. event or�circumstance�giving �rise: to such default; or- . (c) the Partner5hip is �or becomes insolvent or i5 involved 'in any financial'. •dif�culty as evidenced by: (I) an assignment,. compositioh or similar deviee for the benefit. of cr.editors,,or Y 8 (II) general �failu�e to ,pay debts when due. that resuits in a � material action against the Partnership taken ,by a third party other tharr any Holder; ¢ + - or- ; t � (iii) an attachment or- receiversFiip of assets not dissolved, within forty-five (45) days, or � AM' S1444012:7' � Y° �'� � {IV), the .appointment of a custodian trustee or receiver for :a ; substantial portion of the Partnership's p�oper'ty; and such appointmenf is not teri�►�inated;or dismissed within sixty�(60) da.ys,,.or , (v) tlie filing �by ,the� �Partnershi,p. �or an.y guar.antor of a. petition under �any,. chapter •of tf�e. United States .Bankruptcy_Code. or_the institutiqn of any othe� proceeding under any law r..elating to. bankruptcy,. bankruptcy �reorganizati:on, �nsolvericy or relief of�tfie Pactnership,'or (vi)' the�-filing against� the, Partn_ership :or any guarantor of .an , involuntary, Petifion �.under any chapter of =the United .Sta�es :Bankruptcy Code or the ;institution of any other .proce'eding � under �any' law r,elating to; 6ankruptcy, ;bankeuptcy' reorgani?ation, insolvency .or relief �of the Rartne�ship where ;such petition oc proceeding is not dismissed within ninery (90) days from�the date on which it is'filed or instituted; or (d) the Fartnersliip : is di5sol�ed; or ,(e) the• Partnership �materially-breaches which breacli �remai'ns uncured for � at least for'ry-five: (45), days affer ceceipt of��notice frorn :a 'Majo�ity�Interest relating„;thereto any of .the provisions of this Note. or the other Notes. � 'S:2� Rights and Remedies on_Default, Upon the occurrence of an Event of Default, �a Majorify �Interest may eleCt �the following� rights: (a� �the hol'dees may �declare, the �Notes. to ;be immediately. due: and payable without presentment;- demand, protest or notice of any kind .all of which� are Fiereby- expressly waived; and i '� (b) the holders� sha(I have� the� right to set-off, without notice to -the � Partnecship, any�and all deposits or .ofher surns at any time. or times credited °or due from the 'Holder ; R to the FartnersFiip, whether �in a special account or other account,or represented 6y a certi�cate of ! } cleposit (whefhier or nof matu.redj; which deposit �nd� othe� sums :stiall �at all times• constitute � additional securify for the fVotes. � � 1 � p.nrt staaaol2.� � � , j �� � r i I : 5.3; Wai"ver: No course of dealing or �delay in accelerati:ng this Note: or in taking ,or failing to. take any other action with respect `to ;any� Event of� Default shall' :affect th�e Maj�rity� Inferest's rigtit to take sueli action at a later time. No .waiyer �as: to any one �Event of Default sfiall affect the Majority InteresYs: iights upon any other Event ofi Defaul� S', Remedies Cumulative. The Majority Interest _may eXercise any or all of tlieir rights and ,remedies upon an Eyent of .Default concurrently with or independentfy of .and withouf reg,ard to ,the�provisions o,f any other document which,secur.es any .obligation� of the Partnership. ,6._ Prepayment. All �unpaid principal and unpaid accrued interest .of this Note rriay, 'be �Prepaid without penalry, 'in whqle or in part.. Any. prepayment of this "Note will be credited � first against accrued interest tlien principal. Upon paymerit in full.of ttie- o..f alf prihcipal ancJ interest .tliis Note, shall' be:surrende�ed.to the �Partnership for:cancellation: _ 7: Transfer. ,,; �. y (a) The .Wotder agrees not:to: make any disposifion of this=:Note orany � � portion of the:Conversion Units exeepr '' ' .(i) fo an Affiliate. of the. Holder; � ' (ii) �,to the Holder's -spouse,. siblings, lineal deseendants� or ancestor5 by gift, will or infestate succession; or (iii) upon the prior written consent of the Partnership; rovided,�,howe�er, that, �in the case, of�(i), (i7 or (iii) the t�ansferee agrees in writ'ing, fo be subject to ttie terms hereof.and'the other agreements to which the original Holder is a.party, to the same exfent . as if lie or she wece: an .original Holder hereunder and' thereunder, and, provided further, that .any � transfer pursuant to,(i), (iij or (iii) shall. be void if the result of such: transfer. would be the loss, of the � � .. . � � .. - � exce tion from the Secuntres Act for the sale and issuance of the IVote. ` P . �, . � (b) The Holder acknowledges that he, sfie o� it is acquiring the Note �} i �solely for,the undersigned's own beneficial �account, f.or investment.pu�poses, and not with a view'to, } or for 'resale in connection with, any distribution of the Note. Th�e yndersigned .understands that the � Note has not been registered under the 5ecurities� Act of �1933, as amended (the "Securities Act'') or I` �� AM S 1�i�14012.7 � �� , i. i � the seeurities; "blu,e sky" or other similar laws of any, appficable juriscliction (eollectively referred �to as � the "State Secu�ities l:aws")` .by reason of specific exemptions under the, provisions thereof which depend in part upon the investment infent of the undersigned and of the otfier representations- made by tlie undersigned in this Note, the� Rurchase Agreement ,and. the�5ub"scription. Agreement,.The und.ersigr�,'ed :und`erstands that the Partnership is relying upon �th,e representafioris �and agreements contained in _this Subscription Agreement (and any supplemental information). for the purpose of determining whether this tra:nsaction meets. tfie �requirerrients for such�exe'mptions, ,(c) The undersigned understands: tliat the Nofe is, a"restrirted. security" under�applicable federal� securities laws and that Aet�and�the rules of.the� U,S. Securities and Exchange Commission (the `'.Commissiori") provide in substanee. that ttie undersigne.d may�_ '� d'ispose of :fhe Ngte..only pursuant to an° effecfiVe registration statement: under the Securiti'es -Act or' an .exemption �tlierefrom. , and� the undersigned understand5 that fhe ;Partnership has no obligation or intention to register any of the Nofes or to .take aetion so as to `permit. _sal.es pursuant to� ,the _ Securities� Act� (incfuding Rule 144 thereumder).. Ac¢ordingly, fhe �undersigned unclerstands that: under the Commission`s. rules, th�e. undersi,gned . may dispose of the, Note principally only in ",private placements'' which ar.e .exempt f�om registration� �under� the 5eeurities Aet, in whicli �event the . . - 'ttansferee will aequi're:. "resf�icEed securifies" subject� to the same limitations 'as .in the. hands :of the - . . undersigned. Conseq:uently, the undersigned understands thaf, the undersigned must bear fhe � . economic risks.of,the investment in the Note for an,indefinite.period of time.: (d) 'The yndersigned agrees: (A) that the �unde.rsigned will not sell, assign,, pledge, give, transfer or otherwise dispose. of the Note o� any ihtecest therein, or make any offer or attempt to c1q :any of the #oregQin,g, except pursuant to �a registratio,n of the Note: uncier the. Securities: Act and all applicable State� Securities I.aws,. or in a transaction wfiich is exempt from' tHe registration provisions of the Securities Act and all applicable State Securities Laws; (Bj that ttie. Note will bears a:legend making .reference to the, foregoing �estrictions; .and (C) �fhat. the Partnership and its: affiliates shall not Lie. required to .give effect to any purported transfer of such Note except upon . � compliance with the foregoing restrictions. (ej The undersigned acknowledges that neither the Partnership nor �any ' other person�offered to sell�the Note to it by roeans of any focm of'general soficitation or advertising, including but not- limited to: {A) any advertisernent, article, notice or other communication published �t AM 51444012.7 YI.. 1� in :any .newspaper, magazine o� si:mil.ar media or broadcast, over television or radio or (B) any seminar j or meeting whose attendees�were .invited, by any general solicitatioh, or.ge�eral advertising. � (fl Notwithstanding the foregoing, the undersigned acknowled,ges and agrees. that .no �purpo�ted transfer.:of this�,Note shall, be,. effecti�e without the, p�ior written. consent of fhe�Paitner.ship, and sfiall�be void ab ini'tio without sueh consent: j l 8. No Rights. .or Liabilities. as �Unitholder: This. �Note does� not by itself entifle -- � the. Holder• .to any voting ;rights or� other rights as a unithold;er of the: PartnersFiip: No provisions .of' _ tliis Nofe, and��no: enumeration herein �of th'e rights-or privileges of.the Holder,-sha11. cause the Hofder to� be a unittiolder of the Fartne"rshjp for any purpose. _ .9: Ackno,wledgment re: Comple#ion of, the Project. This� '.Notes: offecing is I — .. � expected to� result in Proceeds to the� �PartneFsii'ip of up to These. Pr.oceeds will. be used to ;pay experises of the, Farfnership �and to br.eak �ground on �th�e:. Projeet. However, corrtplefiion of`fhe Project. �will' r',eguire aiiditionaf fiuncling, which is. ; I ex ected to� come from the Next Financin in� an a re ate amount of u t a ba P 9 99 9 P . nd . nk J _ � fi'naneing of approximatelj�.. �, , 10. No.Impairment.. The PactnershiP �will not. V�tillfully avoid' or seek to. avoid the R observance .or. performanee of �any of� the terms: of th'is Note tiut will at all times in goocl faith. assist . in .the. carrying out of all such terms and. in the taking, ,of alf such action as may be nece5sary or approp�iate in order to; p�otect the r.ights ofi the Holclet .und'er .this Note against•wrongful impairment. 1 11: Waivers. The Partnecship and all endorsers of this Note here6y waive� notice, pr.ese."ntment, protest; nofice ,of dishonor and all other demands �in conneetion �v+with �the •deli�ery, � acceptance; �performance.and_enforcement of#his Note. - � 1$. Attorneys' Fees. In tfie event any party is r.equired .to engage fhe senrices :of I, � any attorneys 'for the purpose_ of enfgrcing this Note, or any proyision� thereof the prevailing party ti shall �be entitled to recover its reasonabie expenses and costs in� �enforcing this Note, includ'ing �� reasonable attorneys' fees. i �. f i I �, � AM S 1444012.7 l�l :� 13. Transfer. _Exeept as otherwise set forth in -Section 7 above, this Nqte and� any rigFits �hereunde� may� not �be-.assigned, conveyed or transferred, in whole or in �,part, by the Holder without the pr.ior written consent.of the PartnersF�ip _ . _ I �1�. Pari_,Passu. Notes. ,H.older aeknowledges. and ag�ees that the payment ofi all� or' aijy portiori' o.f the outstandin. g principal a:moUnt of this Note and 'all interest hereoo sh�all. �be pari passu in right of payment and in all other respects 'fo the other Notes issuecJ pursuant to .the Furcfiase Agreement or pursuantto�the�ferms of sueh Notes. _ 1�. Usu ;.. In the event� any interest �is paid on tfiis Note; which �is deemed: to be ' in excess of the then legal maximum rat�e, therj that portion of the� inter.esf payment representing an amount in exc.ess��of the. then legal. rriaximum rate' -sfiall 'be deemed a payment of principal and applied against the principal of.tliis �Note. V►/ith respect:�to .this Note, the Rartnersliip agrees to file any-and all required notices and make any.and all requiced disclosures as'may be required under.the applicable usu.ry laws .of all applicable;jurisdic#ions. 16, Governing. Law; Venue. 1'his•_Note shall .be governed by and construed under . . the laws of� tf�e �State of Florida, matle and to be �performed.�enfirelq �wifhin. the: �Sta'te of Florida; without giving eff.ect to conflicts� of laws .principles: The. parties agree� that any suit action or p�oceeding brought by either.party _unde��.or�in relation to this;Note,("Proceedings'��shall be�brought � in, and each ,party i�rrevocably� agrees and submits to .the, jurisdictiqn and venue �of, any �state or � federal courf loceted in �the city of Miami Florida, which: submission shall be exclusive unless� none of � sueh courts tias Iawfu) jurisdictio'n over such Proceedings.� 17:, Waiver .of Jury �Trial. THE PARTIES IRREVQCABLY WAIVE ANY AND AkL RIGNT TO TRTAL BY JURY..WITH RESPECT �TO ANY LEGAL EROCEEDING ARISING OUT O.F l'HE � TRANSACTION5 CONTEMPLATED BY THIS NOTE. t � 18. Headings., 7'he headings and. captions �usetl in th, is Note' are used only for � convenience and are hot tb be considered in� construin:g or interpreting tliis Note. All references in � this Note to sections and exhibits shall; unless otherwise ;provided, refer to sections. hereof and � exhibits attached hereto, all.�of wh�ich exhibits are incorporated herein by this reference. ( . . i 19. Notices. Unless othetwiise provided; ariy notice to be given under the terms of this Note shall be delivered in writin.g, either in person with; signed proof of receipt, by � nM s t�aao�a.� 1 � r�, :� ; 1 � commercially recoghized overnight couri.er servic� with signed proof of receipt; or by. United Stafes. . first-class certified .maif with ..r.etum reaeip� requested� and postage .p,repaid when acidressed �to the party.to be notified at the .adtlress. indicated for such party� in the purchase Agreemen.t or, in ,the ease of the Partnership, to the address on� the first�.page of..this Note, with a copy to: Locke Lord LLP 801 B'�iekell. Avenue, Suite �915, Miami, •FL �33131, Aftn: Mark-S, Scotf, P,L, ar af:'sdch, other addcess -as: any party or the :Partnership-may, designate by giving ten �(10) days'� advance� written notice to all other parties. Notice; shaff be deemed giyen, cJelivered .and received� on the �actual date of personal delivery .,or .the date of: :delivery ._established by cour.iec service �co.nfirmation or postal service �eturn receipt.. provided that if. the date_ of �tfiat delivery or receipt. as applicable is: not a business cJay or�such cornrriu.n.ication is.delive�etl o� received after the close of rrormal busines5 hours on.a business, day, - � - then the comrrmunicafion� shall be. deeined to have '6een given. on °the 'fi�st following day fhat �is a� .. . _ ,. . business day: ZO.. Aniendmenfs and Waivers. T'h'is Note may �be amended only with� the prior . _ , I writ'ten� con5ent qf�the 'Partn'ership. IiAa�ority�Interest Any arriendPnent effecfuated_pursuant•fo tkiis Section 18�shall be binding:on the Holder antl: all other hold'ers of `the Notes. �1. Severability: _ If one or mor.e provisions: .of �this Note. are held ;to be unenforceable. Under applicable law; such provision(s), ;sh�alf be excluded from "tfiis Note :and the ti balance of this Note shall be interpretetl as i.f. - such provi"sion(s) were. so excluded and shalf be enforceabfe.'in accord'ance-with its. terms. [Retriainder of� tHi"s ,page intentionally 1_eft blank� � � � . 5 I � � � ! P1M$�.444�}2:� �� , f ���: � S 1 i 1N. .WITNESS WHE�REOF; ..the Par.tnership has caused .th'is. Note to� be executed in its name as of the. date•f'rsfi� above written: � THE �PARTNERSMIP: K�Y ESTAT�S' T'EQUESTQ.SENTOR HOUSINC� LP 'By: Key Estafes US �LLC,:i'ts Genetal Pactner 'BY� - . V �� Name::T oma Faure Titie:'Managing. Rirector �Accepted as'of t{ie date first written. above: :HOL'-DER:= _ . �. I y .By: _ Name:- � Ttle: Direc#or� . � , � �t siaaaoia.� ' � -� i EXHIBIT :A. SUMMARY 0'F 7HE TERMS. OF THE�CLA55 .E'INTERESTS OF THE PARTNER�SHIP 'Class C Interest RarfijersFiip inte�est.ea�ning pro reta'Stiare� of the Rartnerstiip profi#s, subordinate in right to� _pro�ts and distritiutio.ns �to, - the. Preferred Priority'. Retuen and to.the return�.of eapital 't_o the Partners; on a pari passu basis ,witfi tfie Class A Inferes.ts and � Class. �B Interests; provided, howeve�; that. the :Class C Int'erests shall pay �a: °P"korrrote Fee"' to the . holders of`Class 6 Interests� in. an amou_nt; ec{ual t . .. , . � of amounts that would ��.be :otherwise� distributable .td�, tFie � . . . �fiolders of`Class� C. Interests�, after-the. Prefer�ed: Priority Return :and the. . . I '� i unreturned�. ca�iital �co�t�'ibuf�ons; ta all �classes of interests_ fiavQ lieen paid. .Class. C Interests will. ;be priced at 'fhe; eompany's valuati,on � :detecmined. at the time�of�the Next Financing, . .. _ . _.._. �i' i — �u. Preferred. .P.riority. Return mean"s a:priority. retum payable. 'to tHe , . Limited Parfners and' �the Partner from. any :and all sourees of :Partnersliip�income, iricluding capita'I gai�ns, equal. t� _pec,annuin ,(non-compouRded) cumulative return on unrefurned capital. The �referced Rr�iority� Retwrn not subject fo the Promote Fee: J Y 1 � 4 �� � b Alvf 51'494�1?.7 G � T . ;, . � Attachmen�t G � ; {00o��8�s.00�. � } � ��/�RCJ�DIS I ��� �'`�"� ���� Ms. Nilsa Zacarias, AICP ,ar�ais u:s., i��: Community Development Direction �soo caro�waYSo�ie�,ab Village of Tequesta s��� zoo 345 Tequesta Drive aoy�to►� seecn Tequesta, Florida 33469 Flor�aaa�azs TN 561 697 7000 Fax 561. 369 4731 www.arcadis.com SubJed: . Confirmatory-Cieanup Assessment Report for Historic Arsenic Impacts at Select E�IRONMENTAL . Surface Soil and Shallow.Groundwater Locations/Areas,.Key Estates (#ormer � Rood Landscape Company) Property; County Line Road, Tequesta, FL - Date: August 31, 2016 � Dear Ms. Zacarias: �� Per the.August 17, 2016 meet discussions, the August 18, 2016 Confirmatory- �illiam D. Vogelsong Cleanup Assessmerit Plan,�Village of Tequesta (VOT) representative (Nutting) . Plan reviewr comtnents dated P � O "�� August 22, 2016, enclosed is a letter.report of the 561-662-8223 � results of the cor�firmatory-cleanup sampling performed on August 24, 2016 at historic arsenic contaminated soiF and shallow groundwater locations on�the Ema1: subject property (Arcadis 1998-2004) as described in letter of explanation/figures william.vogetsong@ar+cadis.com (Arcadis July 14, 2016). A brief description of the Plan sampling, feld and laboratory analytical testing, and results follows. °�� WF900299.0001 COM�IRiMATORY-CLEANUP ASSESSMENT RESULTS F�R HIST0141C (ROOD L�4ND�CAPE COIVIPANI� �►RSENIC IMPACTS IN SOIL A�1D SHALLOW GR4UND�IVATER SurFace Soil Sample Results Four confirmatory-cleanup surface soil samples (CCSS-1 through CCSS-4) were collected irr the former Equipment-Vehicle Maintenance (EVM) area Iocated in the western portion of property as shown on enclosed Figure F2, to verify the adequacy of reported historic soil remedial efforts. Copies of soil boring iogs � � generated by a state-licensed professional geologist are presented in Appendix A. Soil samples collected from each of the four borings were delivered.to a NELAP-acxredited laboratory for confirmatory-cleanup analysis of arsenic by EPA Test Method 6020 a NELAP-accredited laboratory. Copies of the laboratory sample reports are presented in Appendix B. The arsenic concentrations repocted in the August 24, 2016 confirmatory-cleanup surface soil C:lUserslwvogelsonglAppDataU.xallNiuosoftlWlndowsUNetCe�elC�tent.0utlook1V34G7EK31CenflrmaMry qeanup Sofl and Shallow GrowdwaterAssesmeM Rpt 8,91- P8g8: 16.dotx � 1/3 Nilsa Zacarias August 31, 2016 sample resuits are presented on Figure F2, along with the historical soil assessment results. The arsenic concentrations in the four surface soil samples ranged between 0.50 and 1.3 milligrams per kilogram (mg/kg); below the Florida soil cleanup target level for residential property use of 2:1 mg/kg. Shallow Groundwater Sample Results � _ . Shallow (screened between 5-15 feet below grade) wells were installed for collection of groundwater . samples from the former Pesticide Storage Locker Area (PSL) area located in the central portion of the property and in the former Equipment-Vehicle Maintenance (EVM) area located in the western portion of property as'shown on enclosed Ftgure F2. Well-construction logs generated by a state-licensed professional geologist are presented in Appendix A. Per FDEP Standard Operating Procedures , groundwater samples were collected approximately 24 hours following completion of well constructioNdevelo ment: The wells were ur ed and sa P. p.g .,mpled and a representative groundwater sample from each well delivered to a NELAP-accredited laboratory for analysis of arsenic by EPA Test Method 200�.8. Copies.of the.sample laboratory reports are presented-in Appendix B. Water level, � turbidity and.field parameters of the shaliow groundwater also were measured/documented on Groundwate� Sampling Logs in Appendix A. . The August 24, 2016 confirmatory-cleanup g�oundwater sample results are illustrated on Figure F2, along with the historical groundwater sample results. The sample results indicate that arsenic in the shallow gcoundwater in the PSL area was reported (total arsenic was reported at 0.66i microgram per liter (ug/L) in Well CCPSL-1, below the Florida arsenic groundwater cleanup target leve! {GCTL) of 10 ug/L.. The sample result from the EVM area (total arsenic was reported at.35 ug/L in Well CCEVM-1) indicates that arsenic in the shallow groundwater exceeds the Florida arsenic GCTL. CONCLUSlOiV Based on tf�e. letter of explanatian of historic (1998- 20Q4) soil and shallow groundwater assessment results (July 2016}, the results of�the August 2016 confirmatory-cleanup soil and shallowgroundwater assessment results described herein, and current FlQrida cleanup target levels for arsenic in soil and groundwater in Chapter 62-777 FAC, the #ollowing can be concluded: • Confirmatory�leanup soil sample results from the former EVM area in four mutually (Key Estates and Village of Tequesta representatives) identified locations, confirmed that the historical arsenic impacts in soils were adequately addressed (eliminated fhe direct exposure risk). • Confirmatory-cleanup shallow groundwater sample result from the former PSL area in a mutually. identified location (Well CCPSL-1) confirmed that the historical remedial efforts adequately addressed arsenic contamination in shallow groundwater. • Confirmatory-cleanup shallow groundwater sample result from the former EVM area in mutually identifietl Iacation (Well CCEVM-1), confirmed that the historical remedial efForts did not adequately address`arsenic above Florida GCTL in shallow groundwater. arcadis.com C: Cleanup Sofl and ShellowGroundweterASSesment Rpt 8�1- Pege: 16.doac 2/3 Nilsa Zacarias August 31, 2016 . .��.cca��,����,�i�� Based on the sample results reported t�rein, Florida deanup targetJevels for arsenic in soil and groundwater in Chapter 62-777 and r(sk based comective adion.cleanup criterfa in Chapter 62-780, .FAC, the following is rec�mmended: . � Proceed with�unrestricted. use of site sotls. . • Perfarm supplemental shallow groundwater sampling/ar�lysis in the area of 1A/ell CCEVM-1 to detee�viine 4he futi lateral extenf of ar�enic above �Ioaida GCTL in shellow groundarater. • Upon comple�r�q delineation of the full laferal/vertk�! extent of ar�en� above Florida GCTL in groundwater, consiclereithec 1) filing a restric�ve covenarrt on the porlion of property contatntng groundavater fhat exceeds Florida arsenic GCTL to r�est�ic� use of the�shaUow groundwater in anly this portion and depth on the properiy or 2} devetop a remedial action plari for reduc(ng 1he a►�ni� in groundwater to below #he Florida GCTL. ; �S�'=A�'�IV��'Nl�°' �:F_�RE��IlE��: . 1, Wi�iam D:. Vogelsong, P.G. No. 525: cart�y that 1 cuirer�iy hold an adive license in tlie State of Florlda and - am competerrt through .educati�on. or experier�ce to provide.the environmerrtal servic�s t�.scxibed in th� � Report prepared for the subJect property: � I further certify.tha� in my professiona) judgment, tt�is Report . meets �e requirements of Rule 62-780 FAC and vvas prepared unde' my responsible charge. Mor�v�. � lcertify tNat A�cadis U.S. .Ina, holds an active certificate of authorization No. GB�4 to provide tF�is _ � �a�� . • � Y �� N � r � .. � . � Willi�i �i Va9��9. C�► * • .PPi11C '' � � . • - ' - � .ry������ _ . State � �25 I� . ��a Date: ��eo�000°` ��x Table 1 _ . F�ure F2 Summar�zing Historic Arsenic in So�7 and 5hallow Groundwater Assessmetrt Results.and August 2016 Confirmator�Cleanup Ar�enic in Soil and St�ll�v /Grounduu�ter Saenple_ �sull� Appendix A- Well Construction Logs, Groundwater Sampling Logs, Borir�q Lo� and � Appendbc B- Labor�tcuy Sample Analytical Reports arcadis.com ���Y �� (�11WF90oPe9.00o � ����Y p�+A $a0 [nd Sl�tlnw Groundwaterlis�am�t i�t 8-31 1B.doa .�.,� Table 1, Summary of Historical Soil and Shallow Groundwater Sample Results and August 2016 Confirmatory-Cleanup Soil and Shallow Groundwater Sample Results (former RLC PSL and EVM Areas) Key Estates Senior Living, Tequesta FL BORNG BORNG BORNG BORNG WELL WELL WELL WELL Soil Boring/Well Soii Arsenic CTL for CCSS-1 CCSS-2 CCSS-3 CCSS-4 EVM-1 CCEVM-1 PSL-1 CCPSL-1 Residential Groundwater (unrestricted) Use Arsenic CTL 8/24/16 8/24/16 8/24/16 8/24/16 1998 8/24/16 1998 8/24/16 Arsenic 2.1 mglkg 1.2 1.2 1.3 0.50i Total Arsenic 10 ug/L 80 35 47 0.66i Footnotes: CTLs from Chapter 82-777 FAC Groundwater sample concentrations are reported in mlcrognama per Iiter (ug/L) Soil sample results are reportad in mfliograms per kibgram (mglKg) Weils CCEVM-1 8 CCPSL-1 are reported in ug/L Bdded Concentration exceeds Fbrida Groundwater CTL Borings CCSS-1 through CCSS-4 were cdlected in EVM area C: 1&30.16 (003}.xlsx Page 1 of 1 � - i,���� , .,.� � _ �, ..,. _ - p i . , , c - m � e .� , ��� �_� �, � ' � � gc „•,...� �,� < r. � r --�-- . _ � ' ,._ . 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I � �� � : i � ,�, ..�'� �r� �s ��� �� �Q� ���, I . _ . � . .. .�. �oa�, � ^ +��� �. : � . . � . . . � ;� � ����� � � � �� � . . � � '�a� 4uo�s `S�� mo Pa�9 �� � . � � , '� � � . ; � � � . i � � Q°d���i�9 � � . � � ,� � .. i ��5� � � � �� � , . . �. � (��)�t+o = u��'` au�� .� . � R - �ns t : �t�o. . � � . �" - a.:. - .� .. �1 ��id�Datoq� ' ' � :( ��� 1 �c�ro��.l#�PI ' � � � . ?��� .�,,i. i�9! ,,� ��a' � ;,,3 ��($hm��l �i►� F!€�(I3� wA�!Q ' ' �l(I . �d `� CfLd ,� . , .�affi�� � ���ost�g . '��� I� IaP�.� VA0 �mo3 � AiEQ It�M . ��) ��LW gfa�mH ��ts�� . . � � � . ��) �Q�I�H ���T�a�a[aR� �( �) ��PLt�� I ��4����� � ���� . , f � �B.�i�� :���`,���� �f������ . r�a. � � � � �u p� . .`��' � �ea � """"_'_' _,, "� �' �' � �< p¢a � . � � �� �� � o ��.�. � � � �� . Y �►� e�$ „� �. �Q��� ' �i�I� I � ��!o�,s����aa � �'���� . � ��� - �l�k'taa� �i�itC+�41/��� I �. 3u [ a�ed . . . . ��� ��.��� - ��s �ws �[o�oa� �H • � ao��� �!�a - �a t�m�!�3o }�a �et�ra '� . i Flasidn Depaatmmt ofF�p�1 p�c�ioa . DIv�eI� af Waste Man�t- But�eau ofPa�ole�am SOoiege Syre�ms ���� ��� �a�g�'8ell N�ab�: PeamitIdumbct: � P�ge 1 of P�'�"`"°m FDEP Peality Ideatificatian IduAnbaG a �'a � . �� Ba�ofa 3t�iDsta: .�>>'y � B�+et�la StarE1�� ���" ' b AM � .�bd : �`���. Bad �ate: ��.`�.� �lP,�, Bttd Zima: 6 t�c� �- AIIB PM �iidi�i;C n4►gctor, • . ` � Qrenlogisi' Naan�; � BnviPO�s] T'erd�ai�sm's l�?ama: Q�e..� :a - - . �"�.� ��„� - � °�'y _ ��� P �: �te nt� t�a��: B ; � �� t�s): �� �s)� �a�� n�w (�a � Ma�oa w� �v fmta� � , o�a (1ie� m�et�and a� �y: flom�moiatme�k rvata�,��.�: 3 FID �_ Pro ofDn'IIC�ti4As[d►eckmethfld(e�j: �° Dnem � �i�ad �" � �`° �� � pthc (descNbe �!'oiherormublpJ¢it�ns� p�; �1e C�p4etion{dhedi cme): .. o� W� � Graut � Bemta�te � Esr�C6!! ;" Otd�(d�) ' � . . . �. ��� � � � a� � �dseatl�' � �� , �' � � � � � � � . ��. � � . � � � � � � � ^. (fmMade p� dte 6�l ea�'S, � � o? d . � g � � � � � ��� � odd�or a� � ��A � � �`�. `� �. j � �� ��� �� � � � ���� - 2 3 4 5 6 7 S 0 10 at iz S�o�1�e � C�ade� �m F'� �iat� �='�d �. €5 � 9pHt Spaom; 63' = Shelb9'�G DP=Dha;t P�h; 8C � 5aafo Cm� ID� m�t Cu� +nv+nwRq�t''Od�&: �e� .�s� � �e ' - -��. ��� Q��� Jupiler Emrbonmentel t:aboratorles. Inc. 0 19D S. OW Dfode Hghway ::' . ��c-<. Ir� Jupi�r,FL39458 . �;d Phat� (581�7b-0090 Fa�c (581)57b�118 viM1erw.jupt6atleba.eam d�@rtservtoes�Juq�rl8b�.00m August 29, 2016 vu�n� voe� a�a� l500 Gataway Bhrd. SulDe 200 Boynbon Bead4 FL 33426 . RE: LOO# 1647� Project ID: - Key Es�a WF900Z�.0004 COC� 1647888 Dear Wililam Vbg�lsong: Endo�ed aP+e 6�e �aiyNral rosulfs for sampte(s) teoehred bY fhe��bo�sboryr an WedneadaY� Au9ust 24. 2018. R�sufts reporEed hm�n confonm 0o the mast ameM NELNC amnderds. where eppGcable� urdess �d by' 6� Uie body.of it� r+eporL The ei�doasd Cl�n'of Cusmdy fs e canponer�t otthis p�epe and �Id be retained with 1F� � and tiworParated theretn. R�db for all saBd matrPoes aie �eporbed In dry wetgM unless otherwlse rq�ed..Resulfs tcr ell Gquid n�atriCes are.tepor6ed as iecshred 'at the laboretory �eUess otfietwlse noted: Re�ults rela6e on�► fo fhe samples.r�eceived. Shoutd maufHdenE samae be . p►ovtded m tl�e �bry to rt�t the me�od end NELAC Matrix Dup6cate and Metr6c Splke �qutrements. �en ihe dsts.w� be armyrmd; eval�d and rePor6ed usFng aA o�er avai�ble qu�llpr oonb+W measures, semp(es are dlspased of af6er 90 rtays of therr reoe�t by the laboramry unless eo�ndea atotape ts requeaDed "m wrfdnp.'R�e IabarO�aY mai�(ns �e rigM b cha�pe sborage feas for erchived samptes. Ttds report wt1 be amhlved for 6 y�s aRet xihfch time it w016e de�roYed wltl�tiWher no9ae, unkss Pria' arrarrgemer�s have been mede, , Cerlafn �a�rs� are e, uboortlraeted to wdslde MELAC a�tifled laboraboriea. Please see ihe Pno�ec� Summery sed(an of this report for NELAC oe�f6catlan rwmbers of labonaborfes used. A� of QualHiers � aval{able upan ►eq�esL If you f�aave am+ m�►c� aoncen�ng thts report, p►ease tse� rree to conma me. �np�aly, , . �' * MeBasa II+�ls for l�acta BaUda►In V.P. of Ope�adona Repod ID:1647868 P�qe 1 of 14 FDON� E86� CERTIFICATE OF ANALYSIS TNs �eport eha� not ��in �I�`ebo� eforfes. d�c.. wftlnuttlte xrtiifem m�eerK ofJ �, �' - �.�:,� � � � � � � � Juplter Frnnromner�la� taborafoqee, lnc. 150 3. Old D&le H�hvray E.a�:+ucmr�.. .:. t :L , - �, Juplter,FL98A68 �:�_ Phone: (S81J676pD30 Fa�c (681�`l64i78 SU�MARY OF HRS � Workorder:164Z868 ' ProJect ID: Key Es�s WF900Z�:4D01 Lab Sample tD CBent Semp[e ID . p�h/ . Analyte Qual PQL MDL Unfts Method 1647868001 CCSS-7 . Percent SoGde (DM�9M) 84.T . 0.1 X SM 254�G Arsenic 1.2 0.53 Q087 mgfify EPA6020 1847888002 CCSS-2 Peroent Sollds (DrywelgM} 94.7 0:1 °,6 SM 2540G Arsenlc 72 . Q53 QO87 mpACg EPA6020 1847�68008 CC33�3 Percent SoGde (�ry►Neight) 97.1 R'! % SM 2640G Arsenic . 1.3 0.52 . 0.084 m�ii(g EPA 8020 . 7847868004 CCSS.4 Percent Sotlds (�MNeiOhtj 96.8 0.1 qb SM 254� Arsenic 0:50! 0.52 0.085 mgA(g EPA6020 7647868005 CCEVM-1 - � ArseNc 35 20 0.65 ugR. . EPA200.6 (To1en � 164T8N006 CCPSL-1 �� 0.66i 20 0.85 ' ugll- EPA200.8 (Poled) RepoR lD:1647866 P�e 2 of 14 1608281131 FDOt� E86546 - CERTIFICATE OF AN�RLYSIS TNs repwtsnae�rotee �,oauoed, mcoept inh,�, wfNfowViemitlen �eraofJuPf�t6rvYoirnenffiI LsEOlatoties, tt�. - 1 a •, ; '�;..�. a -�. � � �' � � � JuAfter Ervtmnme�l Laborarodes, Inc. 7� S. Old Dbtle Highway � 'i�:;r:�i;�`�; ! I =. : .. . .. I,.. Jupttar.F133456 {_, Phana (561)576-0D30 F�t: (681�'"iJ5-4NB Ss�PLE ANALYYE COUMT Workmdee 16478�8 Project ID: Key F.slates UVF9QQ288.0001 Analy�es L:ab ID Sampl� iD ��d �� 9647868001 OCSS-1 Epq �p � SM 2540G � 9647868002 CCSS2 EPA8020 . � gM 2540G 1 16478B8003 CCSS-3 EPA 6620 1 SM 2540� � 1847888004 CCSS-4 EPA8020 � SM 25400 � 184788BQD5 CCE11M-1 EPA20D.8 (t'ofel) � 1647868008 CCPSL-1 EPAZOQ.B (Total) 1 Repod ID:1647866 P� 3 of 14 18Q8291131 FDOK# E�86546 CERYIFiCATE OF AHAL.YSIS TNs report shetl not 6e �opmduoed. except tn fu6, M�thaut the rrrilten consertt of,A�@er EnvYo�vnerGal LeDaetories„ Inc.. 1 , � Y' �'� � a - : r , i ` � JWfOar Errvironmenfel Laboratntles. Utc. M� A�, �r r � 1bOS.O1dD6de HIg11w9Y !-: :��tiinll7F�� �v .ntl:. ., �.r i . i: . . r�Wqf'�� ' �,_ PFqne: (681}575-Q030 Fe� (661�5754116 .5���� .SV��� workorder:1f,47868 ProjeCt ID: Key F.stiates;WF90�299.0001 Lab tD Sampie ID AAatrioc Dabe ColleCbed Qate Rac�iv�s1 . 164788800t CCSS-1 SoiYSoGd ' �24/201810:30 _ 8/24I201813:45 1647888002 CC33�2 . SotU3vttd 8l24l201810:40 8/24/201813:49 1�4a8�8� CCSS�3 5oiU3o9td 8/�4f2098 90:50 8l24P201813:45 ������ � SofUSolid 8l24/201811:Q0 8f241201813:45 18478880Q5 CCE1/M-1 Aqueous L1lqtdd 8/24I201612�5 8/24ft0161S:45 1847868pp6 CCPSL•1 � Aqueoua Liquid 8/24I201619:35 8i24/201613:45 ReportlD:16478B8 1808291131 Page 4 of 14 FDOH� E8654B CERTIFICATE OF �iNALYSlS +erthout tne w�i9��i, d��n �. exae t bo v rslorles, tnc.. , .. .� e� L , s 4} � � 4+ �■�� C Jupl6sr Eml�omnental LaborataAes� Irtc. � 1 W S. Old Dbde Ntghway �- ;,.: > � JupPoer, FL 33458 .i i.r::;l�r _ I. �i: �':: . _ . ` Phorre: (681�75�0090 Fax: (581Xi75d11B ar��rnc�� Resu�Ts Worko�der. 7647888 Project ID: Key IEstates WFgpp2gg.Qp01 Leb ID: 1847868b01 - Date Reoehred: B124/Z01813:45 Nlatrbt: SaiUSpt� Sampie ID: CCSS-1. Date Collected: 812qJ2p1810:30 Parameters Resutta Units PQL MDL OF Prepan�i By finalyzsd �y Qual Wet Chemisiry �+sjs r�• z�w� pe�cent sor�rs �ayw�,t) Ansry�c� a��,aa: s�n 2sao� PeroentSollds(Dryw�igh� 94,7 gb p,t 1 8l25/201817:19 BFM /�nalysls Desc: EPA 6020 A1�tals SCIW by ICP/MS (Sj At�ar�tipn Method: EPA 30608 AriatYN�llVle�►Od: EPA8020 � Arsenlc 12 mg/Kg 0.53 O.Q87 2 8/25I20t810:48 Z5 8/25/201815:22 ZS Report ID:1647668 Page 5 of 14 1608291131 FDOH# E863�46 C@RYIFtCA'PE OF ANALYSIS nra �eporemmd nane revnoauoea, ex�a u, run, wtr�outmewrdeencortseMarJ,�EnvaormieMat Laboratosies� lnc.. . _. �� S$�Fr ' $ .;. - .� u � � �� r .��,������,�. �so s . Old �de HiglnvaY ,� .:, ,,i,�' • .., 1. ,.... �I: ._. _ � JuPIDe�FL33458 '�_ ' Phcna: (681�7G�0030 Fex: (561�7b-411B ANALY79C/�L RESULTS Workotder:1647868 ' � ProJed ID: Key Estates WF90G299.0001 Lab ID: 16478680Q2 Date Reoairr�d: 824201613:45 Maba: SolUSot'�d Sample ID: CCSS-2 Date Go�ecbed: 8/24/201610:40 Paramefers . Residb UnNs PQL {W9L DF Preperied � Dg Arr�h�d �y Qual Wet ChQmtstry Ar�i�s Desc: 2540G F'etceM Soqds (Drywelghtj Analq�at �VAdhpd: 5M 2540(3 Percent Sollda (Dryuvelghtl 94.T % 0.1 1 8JZ6/201617:19 BFM Analysi8 Q�sc: EPR 8020 Metais 3CAN:by ICP/fNS (Sl . pnepereCon A�fhad: EPA 3050B AnatyliCel Method: EPA 6020 . Arsenic 1.2 mglf�g 0.63 0.087 2 8J2�l2016�10A9 Z5 �1Z5/201616:27 ZS Repat ID:1 @47888 - Paye B ot 14 1608291131 FDOHfR E86S48 . CE�7'I�ICAT'E OF ANAlYSIS Thm �rt dtmi not be rep�oaueea. �ooe tn� wid�outthe wtklen cot�ntoFJupiter Cmv{to . u �� `��.� . �1 : � � �.� te r .��,�����.,�. ,w s. ow o� H�n�y ci� _=� .� , � �.Fl-384ba i p}qne; (5g1)b76 Fes.(Fi6lj576�4178 I�M�Y4ICAL RESULTS workord�:184i'868 ' Project 10: Key Estates WF900289.0001 Lab ID: 1647�03 Date Reueived:. 8/24I201613:45 MaMx: SoiUSoGd Sample ID; CCSS� Date (;otlected: 8@41201610:60 P��� ReauNe Unfts P�C �MDl. DF�Prepared gy qe�alyzed By Qual Wit Chemtstry . �ys�s nes�: 2sao� �oer►i so� (arywe�tn� �ry� M�,d: sn� 2�oc3 Peroenc souas �orn�ei9ht) e�.� �. a� � arz�r2o�s �r.�s eFlw �� �sc: EPA 60�20 A�is SCRI� by IGP/MS (S) p�p� �. � 3�p An8�1 MeEhod: EPA6020 �nk 1.3 rrmglKg 0.52_ 0.084 2 81251209610:49 ZS 8/25/2016 lS:S1 ZS - � � Fteport ID:1847898 Pege 7 of 14 1608281981 FDOIi� E8S54$ CERTIFICAT� Q�F ANALYSIS wtuwut a� vv �e� an ° oon�sent o�f d pRe��� N l+abor�a�borte�. I�. ,: _� �,;�44�,':, � y ,_.. Jupibr EnvL�uronerdel le6oistories.l�. !,�^ 6 so � R,A ��'� � L 160 S Oid D'octiB Hlghwey . cii�:ti„�ic�tt �..: .,:.. ,... �.r:.. , .. Jupi�FL33�58 �,� Phone: (661)576�Oai0 ' Fa�c {661�75�4118 ANALYTICAL I�ESULTS Workorder.16478BB . � ProJect ID: Key Estatea WF800288.0001 : � Leb ID: 1647868004 Date Reoelv�d: 82U201613:45 Il�trioc. $olUSolld �mple ID: CCSS-4 Date Coqec6ed: 8124/204B 11:00 Psrameters Resulis Units PQL RA�L DF l�rep�red . By ,AnaVyzed By Quaj Wet Cheml�try Analysts Desc: 254p0 Peroenf Sotids (Dryaieight� r4naiy�cal Method: SM 2540G PeroentSolWs(Dryixel8ht) 96.8.;% 0.1 1 8�226l201617:19 BFM a�ay�s �c:. �►so2o n�m� sc�w �y �cPn�as cs) ��o� rae�: �n �e . Malyeeal Meihod: EPA 8020 �� 0.501 Png/Kg 0.52 0.085 2 8/25/2,01610:49 ZS '81251201815:35 ZS Report �D:1647886 P�e 8 oF 14 160829 1131 FDOH# E86546 CE�i'IFICAT'E OF AR�ALYSIS TFUs �eywt eh.n not oe rep�oau�►, except tn r,d, wltlmut tt�e ��sent of Jupker Environmentel L�baappdes, ln� �+�_«�<�, r _ ;:J. � �l.1 � � � � � ' ��r �meMa! laborarorles; Ine. 760 S. Ok1 D'aie H�hwaY L��. ,,, �: IF!:.:.� �rc,�i�-� L-�. JuP'd9GFL334b8 ��=� Phone: (b61)Sl5�OQ?0 FmC (�1�/W718 AN�SI.VTPCAL RESULTS workoNer: iB47888 Pro�ct ID: Key Estates WF9�288.0001 Lsb ID: 1647868005 �te Received: 81aq/Z01613:45 Matrbc: Aqueous LPquld Ssmpte ID: CCEVM.1 D�be Co�et�ed: 8/24/201612:25 Parameters Resulle ikiib PAL AADL DF Prepamed By AnaAr� By Qual . Anah�sie Dssc, EPA200.8 Me�b (Illn Preparatlon AAetl�od: EPA20o2 mod. �gt�! Motltod: EPA�0.8 (ib�l) �n� 35.u9IL 2.d 0.65 • 4 8R41201818:47 ZS 8/25/201612:54 ZS . � _ . , I � . . . ReAort ID: l847868 1608291131 � Page 8 of 14 FDOFi�R E86546 CERTIFICATE OF ANALYSlS wm�,c �� a,n��r��n� r� fi ' r '�no�s. x�.. �� ,P '� : � __ . _ ,..�. J � �a i�� r �E�����.��. ,60 S. ��d D�e Nip�Y . .. �t�n��-,�. .�t;-;r � ._ . - JUPf�t�FL33458 �, PhOria: (b81)576�0030 F�fc (561}57fr4118 AM/s►LY�ICAL RE�UL7'S workorder. 1647868 Project ID: Key Estates WF900299.W01 Lab ID: 1647�680� date Reoeived: 8242016 f3:45 Matrix: Aqueous L�uld Sample ID: CCPSL•1 Date CoUecEed: 824/2018 93:35 Psrameters Resulis Untb PQL MDL DF Pnep�red By llnalyied By t]ual MafyBts F?ese: EPAZ00.8 Metsls (YII) PrePB�bn Method: EPAZa0.2 mod: �p) Melttod: EPA200.8 (Tofslj Arsenlc O.�i ug/L 2.0 � 0.65� 4 8/24P201816:47 Z3 8/1.51201812:58 2S ReportlD:1847888 1808291131 Page 10 of 14 FDOH# Ei6546 CEPt7YFiCATE OF ANAL1fSIS v�o� w�ii���t ot� ,�� � �iabo �re'toties, �nc.. : �CYI�;� :S b � JupiterEmhonr�l Leboremdes, h�c, u � � ���r ,�s.����,, � ::,:.�.� ��,�-- : ; � ., .. , .. . �:. ,._ .�,��,� � Phone:(681)575-0000 Fa�c (�1�TEr4118 ANALY7iCl�L RESULYS QUAUFIERS Worlronder:1647888 ' ProjeCt ID: K�y Estate.s WF9Dd299.0001 P/1RAME7'ER 4UALIFIERB � PiLOJECT COMMENTS 1847898 A�rEed vah�e of U Itttlicates That 1he cwnpound wag analy2ed for titit not de�txed ahove the MDL. A vafue �49�d with an 9" Ylag t�dlcates that Q�e repor�d value Is beMreen tlie laboratory meQrod de�ec6on IYnit and U�e P�t1w19imnti�Uon ILnit . Report ID:1647868 1608291131 Psge 11 of 14 . FDQH� E865�6 CERTI�IC/�TE OF ANALYSiS 7Ms ►eport sf�8 not be rsiproduced. e�tcep� in tud, wNhoutihe wr6�n cor�toiJupRerEmiotvnenta(lebor�tes� Inc.. -����. . �� . ' Emtronme�rtal ��r Labo�oties.lr�. Ju �t r � � 160 S. QW Dlde Hight�ay F�:�ri�_in;i'�- .,.� l::hq+.:t,�;t� • ii� ��LFL33458 �°•- PhonB: (661�15�0030 Fmc (b87�7fr4118 �l��,L9iY COidTROL DAi�a WorkoNer.1847688 • ProJect ID: KeY Estates WF80Q299.0001 t1C Babch: AtDOl�7873 Analysls Melhod: . EPA200.8 (Totelj QC Batdt Method: EPA2002 mod. A�odamd Leb Sampl� 1647853DD1 1847868001 16478A8005 1647868008 METHOD BLANK: 103939 ' Blank R�porBng P��� Urr�s Result Umtt Qual(8ers Arsen�c �A- . U O.iB � LABORATORY CONTROL SAMPLE � LCSD: 103340 103341. - S�7ce LCS LCSD LCS 4CSD 9b Itec � Pa►ameter. UnNs Cona Result Rssult 96 Rec °� Rec t�mit RPD RPD Q�liflers ArseNc . uglL• 50 46 47 92.3 93 85-115 2.95 20 ReportlD:1647868 16Q8'191137 Page 12 of 14 FDOH� E865�45 CER7iFICAYE OF A�iAI.YSi3 Thia repott ehall not he reA�odu�ed. mmep� In full, w�itotdlhB wrfHen conseltt OfJuPfter EmrLortm�Aafta6oratoriea, InC.. ����1 ''+ i,,y^yY • ,.� k������ J�ter Emrtronmenlsl Laboratales, Inc. :� 160 S. OJd Dbcle Htghwgy t::�PL'i �s :?�:�.:� �. i'i: JV�t� Fl.�. � Pleonx (681}576-pp80 Fe�c (6B7]576�4118 QUALET'i' CONi'ROL DATA Woricordec 1647886 ProJect ID: Key Estetes WF900289.0001 QC Betch: NDOlrJBTI MatysEa Method: _ EPA 8020 QC Bstdt Metliod: EPA 30508 AssoGabed Leb Semples: 16478880p1 1647888p02 1647868003 1847888�04 1647870001 1847870002 ME�HOD BWVK: 103371 Blank RepoAfnp. Perameter UnRs Res�k Lima QuaUfiers ArseNc mpA(9 . . U 0.041 � LABORATORY CONTROL SAAAPLE 8 ICSD: 109372 1 p3373 . P �� Spike LCS LCSD LCS LCSD 95 Rec � UNts Conc. Result Rsauit %Ree 'b Rec Limft RPD RPD "Qua6flers . Arsenlc r�ACg 10 10 10 104 104 80-120 0. pp MATRIX SPIf� SAMPLE: 109376 Ortglnel: 1647874014 �� SP(Ote MS � AAS 96 Rec . i'arameter Ur�ts Result . Cone. Res�dt °k Rec Limib QualiBers Arse�ic mgll� 0.68 20 - 20 98.3 75-725 SAAl1PLE DUPUCATE: 109374 �ip(nel; 1647874014 OdB� DUP � Parame6ar lJir� Resadt � R�ea."t RR�D RP� Givai�ers �� m� 0.� 0.83 11.1 2p ReportlD:1647888 �84828 N31 P�e 13 of 14 FDOI� E86848 CER'8'iFiCATE OF AWAI.YSIS n�s report ahan not t�a,eproaueed. exoe in tun, wbhoitBie wAtten conaerrt of Juplter En� Ir�. - `. ` J �: .. � C, : ._. 1 ,� � � � � � � JuPiterEiMrorm�erlfel Leboaatoties �� 160 S. Oid D6de H�hway � . .;���;�e-������'1. ,. :;r,.. �r�i Jup� � FL93468 �" ' Phcr�: (581j,?G-0090 Fe�c (687�i7$.q118 4�dA1.1'PY COtJTROL DATA CROSS R@�ERENC@ T�1BLE Workorder.1647868 � Projea iD: Ksy Esfetes UVF900289.00a1 Lab !D Sample ID. QG BatcFt Il�sihod QC Batch q� ��cal �ydcalAAethod Beteh 1647868001 CCSS-1 SM 2b40G WGR/Z897 Re�rt ID:1847888 1�6291791 Page 14 oF 14 FDOHi� E86546 CE9�TIFiCAY� OF ANALYSlS w�hou! � �r�f�t� a�F � � �Pt In fup, .h�er EnvProtunerttsl Laboratories, fr�„ �• �., ��.: �.. , 6 J ll �8���' �)up�s�abs.00m � 150 S. (�d D�ti� �9tgh+�y�� Jup9f�r, FL 334a8 �.� Log #�,�a�g (561 j 5�8mfla30 � (;�88} 287'-3� 8 � clienfservic�s@Jupiteriebs.com � � �' ____________ Companytltteme �� g a���a`��.� � � �„ � : ' ��� �1��L�c+�a7 . �td�Et �? a7 �tesS �� r.,,"sPw. , � .�$ � T6trie �I . e , D P1Qte' � �pae{s�gtect t� ��+ ' �E� o � Sl�iS �C�. �p °`"" ���9DYlttC�Onr�tory °•a... � F3�j31Id��tiDd`�tU'�t�t.L �� . � � � � � �e� un,: � o �� ��, . �• �,►t � ' � ____, ��p�dit@d , � �- �i� ��� �S '��ra�� �e�B �° l � � m �c�n�`'���nat�r$ � r �p� ' � �l�e,�,�.�1 � � . �'� p� ��Ufflm�, � � � �^ "` 1���+".s`ao�w �y g y '� d� . 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'��_ �IMD� �+1�+�. �`�-,�'�� � 'a . . �s�+�-: �-1 � o ai� � �, � .�i �,+�r�a r� ;�., ; • �' _ � , �;� � A �!� �"�`'� �. 7 �r � r�., � � i� � �� , �.� F = � ',�*'� � �. � Nq � � F� T�t�a '�� ''' � t-ti _ �4 *�, � �s � � �t .� � `� � '�'� � - _r _ . � � �+ � � � �+, � �, Ic��w �,�R y ��;�ta, �S� �, � . r �r,� � �r,a�e,,. � r� � � . �r� � ra�+� �1 �+r� 5�r� .�+ ' � `. - - . — �� '4� � ►�a�*1 �t �l'� f�.rei�. �, �. �'� - . �` � _ � - .�,_. .,, ;; '� ' ` �3�REli+1 4F�i5+ r•s�o�: �r�qr� � �t �[�+r�.,�p� � r�t�r . � ., _ , _ . , � �+�[ �_ #�fr�i� �lir� 4]�' b'� � �. �+' �.p�v�fd a—�, . - s�91�sflt'll�i '�7 � � �a ��. �_�' ' . � `� � �'T�I i�'Ill� '� �9d �lll�Yf' � �` �!'� , `• t:�r � �'�+`� �!�±! � M� �. � s�i+ �� 'pQ . T�d �+jr ��! [3�59 r F�•t8!!: �.�►. id� Ai T� �� �� ��ir IF:arti i�'� � �[ �d �. � �''1�`�'.� �ir�rp c: . '�,�5. I��Cur��Y _^:'�I.n �I.� �Pf�tiF]-�Pi°��"R]�+�s_'m��i�iT'.yy�cr. Y �_ f' {00017050.DOCX. 1 } The Pa1m Seaclz Post 0 Palm Beach Daily News I � eabar . GOLDSTEIN ENVIRONMENTAL LAW FIRM PROOF . OF PUBLICATION STATE OF FLORI � A D CO.UNTY OF PALM BEACH Before the undersigned authority Notice of Community Meeting and personally appeared Rosemary Hindmarch, who ori � Public Hearings for Proposed Green . Reuse Area Designation Pursuant to oath says that she is Call Center Legal Advertising Florida's Brownfieids Representative of The Palm Beach Post, a da+ly and Redeveloprnent Act Sunday newspaper, published at West Palm Beach A community meeting stiall be con- in Palm Beach County, Florida; thafthe attached ducted on October 25, 2015, from 5:30 p.m. to 7:00 p.m. forthe purpose of af- copy of advertising for a Notice was published in said fording interested parties the oppor- newspaper on First date of Publication 10/18/2016 tunity to provide comments and sug- and last date of Publication 10/18/2016 Affiant further gestions about the potentiai designa- says that the said The Post is a newspaper published tion of property located at 4534 and at West�Palm Beach, in said Palm Beach Coun ; 4546 County Line Road,.Tequesta, FL . tY 33469, Folio Nos. 60-42-40-25-00-001- , Florida, and that the said newspaper has herefofore 0030 and 60-42-40-25=00-000-1080, as been continuously published_in said Palm Beach �a Green Reuse�Area pursuant to Sec County, Florida, daily and Sunday and has been tion 376,80(2)(c), Florida Statutes. The entered as second class mail matter at the ost o#fice community m.eeting, to be held at tfie P Tequesta Recreation Center, located in West Palm Beach, in said Palm Beach Cout�ty, _ at 399 Seabrook Road, Tequesta, FL Florida, for a period of one year next preceding the 33469, will also address future devel- first publication of the attached copy of advertisement; opment and rehabilitation activities and affiant further says that she/he has neither paid planned forthe site b.ythe designation appf icant, Key Estates Tequesta Senior nor promised any person, firm or corporafion any Housing, LP. discount rebate, commission or refund for #he purpose of securing this advertisement for. publication in the Two public hearings, dates to be an- said newspaper. Also published in Martin and St. nounced, will be held at the Village of Lucie Counties. TEQUESTA PROPERTY Ad ID: Tequesta Vif lage Hall, located at 345 Tequesta Drive, Tequesta, FL 33469. 1293394 Ad Cost:15824 For more information regarding the community meeting and/or the public hearings, including dates for the pub- lic hearings, or to provide.comments . and suggestions regarding designa- tion, development or rehabilitation at any time before or after the com- munity meeting and/or public hear- ings, please contact Michael R. Gold- � stein, who can be reached by tele- phone at (305) 777-1682, U.S. Mail at The Goldstein Environmental Law Firm, P.A., 1 SE 3rd Avenue, Suite 2120, Miami, FL 33131, and/or email at mgoldstein(a�goldsteinen�law.com. , PUB: The Palm Beach Post 10-18T2016 #662156 - :,; .,.: .�`�"•'`�;:. ��GCiYA IAAZZA _; - 's;� '" MY COMMlSSION # FF985806 - , - ���'a � '� EXPIRES Apri! 25, 2020 .i Sig _ - - - �'° ,; � •�,3�,�_ - �5�.� - Sworn ,fo . nd subscribed b.: ,.ore 1 Q/24/2016. . W�ho is personally known to me. 10/18I2016 Notice of Community Meeting for Propased Green Reuse Area CL south florida > palm beach co > community > general community Post2d 2016-10-18 9:29am ................................................ Notice of Community Meeting for Proposed Green Reuse Area (Tequesta, FL) Notice of Community Meeting and Public Hearings for Proposed Green Reuse Area Designation Pursuant to Florida's Brownfields Redevelopment Act A community meeting shall be conducted on October 25, 2016, from 5:30 p.m. to 7:00 p.m. for the purpose of affording interested parties the opportunity to provide comments and suggestions about the potential designation of property located at 4534 and 4546 County Line Road, Tequesta, FL 33469, Folio Nos. 60-42-40-25-00-001- 0030 and 60-42-40-25=00-000-1080, as a Green Reuse Area pursuant to Section 376.80(2)(c), Fiorida Statutes. The community meeting, to be held at the Tequesta Recreation Center, located at 399 Seabrook Road, Tequesta, FL 33469, will also address future development and rehaliilitation activities planned for the site by the designation applicant, Key Estates Tequesta Senior Housing, LP. Two public hearings, dates to be announced, will be held at the Village of Tequesta Village Hall, located at,345 Tequesta Drive, Tequesta, FL 33469. For more informat'ion regarding the commuiuty meeting and/or the public hearings, including dates for the public hearings, or to pr.ovide comments and suggestions regarding designation, development, or rehabilitation at any time before or after the community meeting and/or public hearings, please contact Michael R, Goldstein, who can be reached by telephone at (305) 777-1682, U.S. Mail at The Goldstein Environmental Law Firm, P.A., 1 SE 3rd Avenue, Suite 2120, Miami, FL 33131, and/or email at mgoldstein@goldsteinenvlaw.com. ¢ '.. ye ��.� ! f .a � - � � a � n ;ns a� ' � s f;'r ' r I � � � i �� � �� � "i` �%°n^ ' �� �r i m ��x s J� +?�z " �� � `"�` � �" � �� .� � � } � . t' r . �� � - � � y �' `C � I .,.,r� , r � � '�'` �D� % r� � .� �. .�� �q ;:� � �' ,� �� ,� _ � � a+�. Y'� .� � �� �y . `��_ 1F 'z ,. �,, `. 1 "� �'�' '�� .� - � '� �� � r/�.��' }. :. � � �.��.L 'b` t y, � �� : . � 'i� y, -.�� .-� � ,s�`+, �`lc ae 7�, '��� Y1 � '.�: '� t ���.� ��,� �, �� +,, i , c ---• �- � � �� � � �� , , /�_._ t —,� i � �4 0 � &t?r'" s � � � � i � `�.� = +\ .� , � t �, � • �;`' { 'C � �' '�r` �' �� r ' �' 1 . /"I � � � ������ � ' � �5�� !f ,,:.� � F S � � � � I � . �, t , �. f��,,t� �,�� :,--,1,•,'� I L', ( �. �, � �'�'t i �� ;, � �� � � ,�� � U . �� . l � { � s `1� t •� - � �' '� i Ij � t ^ I �� ,�' _ � �.+,�.�`'�'��,'� t �, t`y � � I `1 �, ` _ ': �9� w . ,, � � ,� �� !t- _� ;_� � , r : �, ; �,��� � .�,,:__ � 4 � _ _ _ �_�� �f �'-_ � :��'.? _--� � i �� �ti:''� OO craigslist - Map data O OpenStreetMap contact name: Lindsay Walton call: u (305) 777-1686 reply by email: � Iwalton@goldsteinenvlaw.com http://m iam i.craigslistorg/pbc%om/5834203394.htrnl# 1/2 10/18/2016 Notice of Community Meeting for Propased Green Reuse Area webmail links:. gmail yahoo mail , hotmail, outlook, live mail aol mail copy and paste into your email: - � Iwalton@goldsteinenvlaw.com � � � ,— , ,. ,�� - - - - - , _� _ _ ,_. _ . . i �- v = - - � - . - -- � - - � m -- - � ��' ;�u _ �.� _- - _ - -_- - ' - �'� �■ •. do NOT contact me with unsoliated services or offers � O 2016 craigslist help safety privacy feedback cl jobs terms about mobile http:/lmiami.craigslistorg/pbc%om/5834203394.htrnl# 2/2 Exhibit C ORDER OF THE VILLAGE COUNCIL VII,LAGE OF TEQUESTA REQUES-T—TOR-SP-ECIA-L- EXCEP—TI.ON FILED: Villa e of Tequesta ' CASE NO.: SEU-02-16 Date: ��a � IN RE: Gentile, Glas, Holloway, O'Mahoney & Associates, Applicant; T�me' �" � Key Estates Tequesta Senior Housing, LP, Owner PROPERTY LOCATION: 4534=4546 County Line Road, Tequesta, FL 33469 LEGAL,DESCRIPTION: 25-40-42, N 552.98 FT OF E 280 FT OF NW 1/4 K/A GOV LT 1(LESS N 190 FT OF E 150 FT 8c N 140 FT OF W 65 FT OF E 215 FT); and 25-40-42, W 420 FT OF NW 1/4 OF NE 1/4 (LESS S 779.63 FT) PARCEL CONTROL NUMBERS: 60-42-40-25-00-001-OU30 and 60-42-40-25-00-U00-1080 SPECIAL EXCEPTIONS REQUESTEDc Planned Residential Development and Adult Congregate Living Facility ORDER APPROVING APPLICATION This cause came on to be heard upon the above application and the Tequesta Village Council having considered the evidence presented by the applicant and other interested persons at a hearing called and properly noticed, and the Tequesta Village Council, being otherwise.duly advised, THEREUPON, THE TEQUESTA VILLAGE COUNCIL FINDS AS FOLLOWS: 1. The subject property is located in the R-2 Zoning District, in the Village of Tequesta. 2. , The applicant has submitted all documents reyuired by the Village's Code of Ordinances for special exception review. 3. The application and all supporting documentation and presentation materials as reviewed by the Village Council at its August 1 l, 2016 meeting, and as kept on file by the Village, are made a part hereof and are heceby incorporated by reference. 4. According to Section 78-174 of the Village Code of Ordinances, planned residential developments and adult congregate living facilities are permitted as special exceptions in the R-2 Zoning District upon approval by the Village Council. 5. The applicant has applied for a special exception to develop and operate an adult congregate living facility as a planned residential development at the above referenced location. 6. Under the provisions of the Village Code of Ordinances, the Village Council has the right, power and aud�ority to act upon the request herein made. Page 1 � , IT IS THEREUPON CONSIDERED, ORDERED AND ADNDGED B.Y THE VILLAGE_ COUNCIL OF THE VILLAGE OF TEQUESTA, FLORIDA, AS FOLLOWS: 'i'he_application_for_Special_Exception,=Case-No:-SEU=02=1.6-with_r.eference-to_the_aboue_descr.ibed property within the Village of Tequesta, Palm Beach County, Florida, to,permit the following: development and operation .of an .adult congregate living facility as a planned residential development,_ in accordarice with the special excepfion application atfaclied hereto as Exhibit "A" is.hereby APPROVED since the Village Council hereby finds that the applicanCs hav.e met the standards set 'forth in Secti..ons ?8-3b3. and 78=3.64 'of the Tequesta Zoning Code for special, exception, approval. The following conditions of approval, to which the Applicant has agreed,.shall apply to this approval: . 1: The Applicarit shall _provide the Village with: historioal dooutnentation regarding the arsenic . and petroleum contamination. assessments that l�ave been done in the past; and 2. The Ap.plicant shall provide the Village with historical documentation regarding the arsenic �and petroleucri contaminafion soil remed'ial-excavations and groundwater. treatment activities . that have been done in _the.past; and _ 3. The Applicant shall irnplemenf confrols into t}ie approved site plan and provide documentation evidericing regular, consistent controls, and evidencing ongoing cleanup activities 'that are reducing or eliminafing the exposure risks to human health and to the environment; said documentation and cleanup activity shall be . based on then current �environmental best practices. Said documentation shall� be provided to the; Viilage on arr . annual: basis, until the exposure risks ;to human healtli and to the .environment hav,e been eliminated. . * The,term applicant(s) as used herein shall include all successors and assigns. * The applicant's. special exception approv,al shall expire in twelve (12) months unless a building permit has been obtained, preliminary site plan or plat approvai has. occurred, or other significant � action to satisfythe requirements of this approval have occucred in accordance with Sec. Z8-367. DONE AND ORDERED THIS �II` DAY OF AUGUST, 2016. ,. _ , - MAYOR A � GAI B ` NNAN,. -. . , ��'"� F T""''" � VILLAGE - F TEQUESTA � ��' ' ` � I ���//,J���� s���pO��''G��s ��R.i�/`!W�':� � 4 LORI McWILLIAMS, IVIMC " ��� SEAL �N�� VILLAGE CLERK ; � INCORPORATED � _ , ti - :��,�;/, �� �� ,� Q, � � � ° "��"' „ �� � F � � � �� �� ""� �•�