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402-William Alcott-Learning UnlTHOMAS A. ¢~OUD, ESQUIRE GRAY, HARF..o & ROBINSON, P.A. P.O. BOX 3068 OR LANDO, FLORIDA 32802-3068 THIS INSTRUMENT PREPARED BY AND SHOULD BE RETURNED TO: Thomas A. Cloud, Esq. GRAY HARRIS & ROBINSON, P.A. 201 East Pine Street, Suite 1200 Post Office Box 3068 Orlando, FL 32802-3068 (407) 843-8880 Intangible ' t,:~ry-mxv ~,~rk Semi County By: Ix Pd. ole For Recording Purposes Only EASEMENT AGREEMENT T~I~S EASEMENT AGREEMENT ("Agreement"), is made and entered into this (./~ .: day of IV\/M~/ 1998, by and between WILLIAM M. ALCOTT POUNEH M. ALCOTT ~'~- and LEARNING UNLIM TED, an Ohio corporation not-for-profit ("DEVELOPER"), and ClTYr-,o ,,OF SANFORD, FLORIDA, a political subdivision of the State of Florida (the "CITY"). c::> RECITALS 1. The DEVELOPER proposes to construct a private school with grades K through 12 ("Project") in the City of Lake Mary, Florida ("Lake Mary"), on lands described ' in Exhibit "A" attached to and incorporated in this Agreement. "~ 2. The DEVELOPER is seeking land use approvals from Lake Mary which will require the construction or improvement of access to the Project as a condition precedent__ thereto. ~ 3. To fulfill part of this precondition, the short-term solution is proposed to be the~ utilization and improvement of an existing north-south road running north from Country Club~ Boulevard to Paola Road sometimes called Rantoul Lane ("Rantoul Lane"). ~ 4. To fulfill the other part of this precondition, the long-term solution is proposed~ to be the construction of a new two-lane, twenty-four foot wide private road running from~ the northern boundary of the lands described in Exhibit "A" to the north and west to a terminus into Dorchester Road, thereby ultimately connecting to County Road 46-A Paola Road ("New Road"). 5. Because the New Road will require a period of time to complete, the DEVELOPER needs to utilize Rantoul Lane. 6. A significant portion of Rantoul Lane lies upon the Mayfair Golf Course owned and lying within the incorporated boundaries of the CITY. 7. , . Therefore, the DEVELOPER needs to obtain and the CITY is willing to gr~i~t a non-exclusive easement and right to improve, operate, and maintain that portion of existing Rantoul Lake lying within the City's property. 8. The CITY's property is subject to a Lease in favor of Seminole Club, In~.-, dated March 11, 1981, attached to and incorporated in this Agreement as Exhibit "C." 9. The DEVELOPER and the CITY previously entered into an agreement, dated April 14, 1998, and recorded in Official Records Book 3406 at page 1240 of the Public Records of Seminole County, Florida. DEVELOPER and CITY are now entering into this Easement Agreement in substitution and replacement of the April 14, 1998 easement agreement. 10. The parties hereto hereby acknowledge and warrant to each other that they each have authority to enter into this Agreement and that this Agreement is binding and enforceable on each and all of the parties hereto. ACCORDINGLY, in consideration of the Recitals, and other good and valuable r'~onsideration the receipt and sufficiency of which are acknowledged by the parties as follows: SECTION 1. RECITALS. The above Recitals are true and correct, and form a matedal part of this Agreement. SECTION 2. GRANT OF EASEMENT. The CITY hereby grants an easement to the DEVELOPER over that portion of Rantoul Lane North from Country Club Boulevard to Paola Road as approximately depicted on Exhibit "B" attached to and incorporated in this Agreement that lies within the property owned by the CITY as described in Exhibit "C" attached to and incorporated in this Agreement for purposes of improving, operating, and maintaining a public road until that date when Lake Mary accepts the New Road and vacates that portion of Rantoul Lane lying within the incorporated boundaries of Lake Mary. DEVELOPER agrees that there shall be no road construction east of the traveled way and no disturbance of vegetation east of the traveled way. SECTION 3. INDEMNITY. The DEVELOPER acknowledges that the CITY is not currently operating and has not designed or planned for the use of Rantoul Lane as a public road. The DEVELOPER, therefore, agrees to indemnify and hold the CITY, its elected officials, boards, commissions, officers, agents and employees harmless from and against 2 any liability for damages or claims for personal injury, including death, as well as claims for property damage which may arise out of any third party use of Improved Rantoul Lane. DEVELOPER shall be required to carry both Commercial General and Automobile Liability and Property Damage Insurance, acceptable to CITY in amounts adequate and commensurate with the liability involved, but in no event less than $1,000,000.00 combined single limit per occurrence for bodily injury and property damage under the General Liability.,) coverage and $300,000.00 per person, $1,000,000.00 per occurrence for automebil~--- liability and $300,000.00 per occurrence for automobile property damage. ~_he.....~..~,°"~ DEVELOPER shall list the CITY as additional named insureds on said policies. :z: n.d, ,rights set forth in ~ SECTION 4. BINDING COVENANT. The covenant a is ~,~ Agreement shall run with title to the lands described in Exhibit A' and the benefits ~nd~,~ burdens hereof shall bind and inure to the benefit of all successors in interest to the par~s~:~ ,.-~.~ hereto, o~ "'''~ SECTION 5. VACATION OF RANTOUL LANE. When the Dorchester Road Extension is constructed as contemplated by Section 4 of the Developer's Agreement between the City of Lake Mary and the Developer, then the CITY acknowledges that the vacation of Rantoul Lane would appear to be in the public interest. At that time, the CITY agrees to schedule the necessary public headngs for the purpose of the vacation of whatever public right-of-way exists in Rantoul Lane within the property described in Exhibit "C" hereof. SECTION 6. GOVERNING LAW; VENUF. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. The venue for purposes of litigation shall be the Eighteenth Judicial Circuit in Seminole County, Florida. SECTION 7. RECORDING. An odginat of this Agreement shall be recorded in the Official Records (land records) of Seminole County, Florida, at the expense of the DEVELOPER. SECTION 8. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties as to the matter set forth herein and supersede all previous understandings, discussions and agreements to the contrary as to the matters set forth herein whether oral, expressed or implied. SECTION 9. AMENDMENTS. No variations, modifications, amendments or changes shall be binding upon the parties unless set forth in an agreement executed by both parties of equal dignity herewith. SECTION 10. SEVERABILITY. If any prevision of this Agreement, on its application to any person, entity or cimumstances is specifically held to be invalid or unenforceable by a court of competent jurisdiction, the remainder of this Agreement and the application of the provisions hereof to other persons, entities or cimumstances shall not be affected thereby and, to that end, this Agreement shall continue to be enforced to the greatest extent possible consistent with law and the public interest. 3 IN WITNESS WHEREOF, this Agreement was made and entered into upon the date and year first above written. "DEVELOPER" WITNESSES: WILLIAM M. ALCOTT, in his individual capacity STATE OF FLOARIDA ) COUNTY OF ~ ) This foregoing ~nstrument was acknowled e ' ~ ~ .,,a ' ' g d before me this ~ day of ~, 1998, by WILLIAM M. ALCOTT, who di_,d not take an oath and ~ who is p~s~)n~lly known by me or ~,,.who produced his Drivers Licenses as identification. Notary/~ublic-~tate of Florida . __ Pdnt Name: ~.~;r~r,j~.,{I (...- '~-'f'~)~.-.~ Affix Commission Stamp and Notary Seal 'here: My Commission Expires: 0 ' JACQUI L. 'TRASK Notary Pubic, State of Fiodda My Comm. Exp. Aug. 24, 1998 4 WITNESSES: POUNEH M. ALCOTT, in her individual STATE OF FLORIDA ) COUNTY OF ~ ) capacity is lf;;;g. O~l~g instrument was acknowledged before me this ~0~-day of , , y POUNEH M. ALCOTT, who ali_d, not take an oath an~ who is known by me or ~W_ho produced her Drivers Licenses as identification. My Commission Expires: o ary~ublic-~ta~te of Florida Pdnt Name: ,_JQ~'J~IA~ ~-- Affix Commission Stamp and Notary Seal here: ~. · Nota.,y Public, State oi' Fbdda · .:- My Comm. F-xp. Aug. 24, 1998 5 WITNESSES: LEARNING UNLIMITED, an Ohio corporation not-for-profit By: Pri ~., I~rfi'n't Name: (~rl',t-/-.~.,~.¢ 7"/~. ~'/* [CORPO~TE S~L] STATE OF FLORIDA ) COUN~ OF SEMINOLE ) ,//,,/ This foregoing instrument was acknowledged before~me this /~/'- day of ,-/~/p.~ , 1998 by F~¢d....4-. ~I~H , /4'~ f'h~,',~- oF-~ARN~NG UNLIMITED, an Ohio corporation not-for-profit, who did not take an oath and who is personally known by me. My Commission Expires: Notary Public-State, of Florida Print Name: ~.Jc/.r-. ~/~'/1-¢_ '~'~, ~'/{,'~/-~ Affix Commission Stamp and Notary Seal here: 6 ATTEST: ~fi~ei 15,.'Dougherty, O~rk (./ For the use and reliance of the City of Sanford only. Approved as to form and legal sufficiency. William L. Colbert, City Attorney CITY OF SANFORD, FLORIDA tjJ STATE OFFLORIDA ) COUNTY OFSEMINOLE ) This foregoing instrument was acknowledged before me this [~+{~ day of , 1998, by LARRY A. DALE, Mayor, and JANET R. DOUGHERTY, City Clerk, who did not take an oath and who are personally known by me. My Commission Expires: JL~ 15~ ZOO I Notary Public-State of Florida Print Name: '~)[&n~ ~...re~'~ Affix Commission Stamp and Notary Seal'here: DIANE CREWS ~o, ~ '~, COMM~,O. w cc ~s670 ~ES JUN 15,~1 ~' A~ ~ co.. ,.c. 7 EXHIBIT "A" LEGAL DESCRIPTION CONTRACT DATED: September 29, 1997 SELLER: BML Investments/PRN Investments/Feinstein BUYER: Learning Unlimited, their nominee or assigns More specifically all of that property of Seller, described as follows: COMMENCE at the S.E. corner of the N.W. 1/4 of Section 4, Township 20 South, Range 30 East, Seminole County, Flodda, thence run N 00008'22.. West along the east line of the said N.VV. 1/4 for a distance of 313.00 feet; thence run North 88058'52" West, for a distance of 1120.15 feet to (a point 50 feet south of the S.E. comer of Parcel 6, which would be within a southerly extension of the east line of Parcel 6) the POINT OF BEGINNING, thence continue North 88058'52" West, for a distance of approximately 310 feet, to the 45 foot elevation above sea-level, which is the 100-Year flood-plain contour line (this contour line, running through the Land, to be determined by a Florida Licensed and Registered Surveyor, as per Exhibit "C"); thence run south along said contour line, to a line which is the south line of parcel 5A (running parallel to the North 88058'52" West line), thence run North 88°58'52'' East along said south line of Parcel 5A, an approximate distance of 1,526- feet, to a point 85-feet west of the East line of the S.W. 1/4 of the N.W. 1/4 of Section 4, Township 20 South, Range 30 East; thence run North 00008'22.' a distance of 450 feet, thence run North 88°58'52" West, a distance of 1035.15-feet, thence run North 00002'40'' "rWest, a distance of 263.00 feet to the Point of Beginning. Said parcel is depicted in an attachment to Exhibit "A" herein. Seller shall also convey at Closing to Buyer, a non-exclusive secondary drainage easement onto the westedy portion of Sellers' retained property (i.e., west of the 45-foot elevation flood contour line) within Parcel 5A. This secondary drainage shall function as a "pop-off" from Buyer's planned on-site retention. Seller shall also convey at Closing, a non-exclusive roadway easement for vehicular and pedestrian ingress and egress onto the 60-foot stdp of Property, between Buyer's east line, and the west line of the Rantoul Lane (i.e., that R.O.W. line that is 25-feet west of the east line of the S.W. 1/4 of the N.W. 1/4 of Section 4, Township 20 South, Range 30 East). EXHIBIT "B"