R18-183 1 RESOLUTION NO. R18-183
2
3 A RESOLUTION OF THE CITY OF BOYNTON BEACH,
4 FLORIDA, APPROVING AND AUTHORIZING THE MAYOR TO
5 SIGN AN ASSET PURCHASE AGREEMENT BETWEEN THE
6 CITY OF BOYNTON BEACH AND TROPICAL BREEZE
7 ESTATES FOR THE ACQUISITION OF THE TROPICAL BREEZE
8 WATER AND WASTEWATER SYSTEM; APPROVING THE
9 ASSOCIATED COSTS; AND PROVIDING AN EFFECTIVE DATE
10
11 WHEREAS, Tropical Breeze Mobile Home Estates (Tropical Breeze) has been in
12 discussion with the Boynton Beach Utilities Department regarding the possibility of the
13 Utilities Department assuming responsibility for the provision of potable water and the
14 management of their water distribution and wastewater collection systems; and
15 WHEREAS, the City Commission, upon recommendation of staff, deems it to be
16 in the best interests of the citizens and residents of the City of Boynton Beach to approve
17 and authorize the Mayor to sign an Asset Purchase Agreement with Tropical Breeze Estates
18 for the acquisition of the Tropical Breeze water and wastewater system.
19 NOW,THEREFORE,BE IT RESOLVED BY THE CITY COMMISSION OF
20 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
21 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
22 being true and correct and are hereby made a specific part of this Resolution upon adoption
23 hereof.
24 Section 2. The City Commission of the City'of Boynton Beach, Florida hereby
25 approves and authorizes the Mayor to sign an Asset Purchase Agreement with Tropical
26 Breeze Estates for the acquisition of the Tropical Breeze water and wastewater system, a
27 copy of which is attached hereto as Exhibit "A".
28
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29 Section 3. That this Resolution shall become effective immediately.
30 PASSED AND ADOPTED this /J 4"A day of ,)cce.4z bar , 2018.
31 CITY OF BOYNTON BEACH, FLORIDA
32
33 YES NO
34
35 Mayor— Steven B. Grant
36
37 Vice Mayor—Christina L. Romelus
38
39 Commissioner—Mack McCray
40
41 Commissioner—Justin Katz
42
43 Commissioner—Aimee Kelley
44
45 VOTE --<%
46 ATTEST:
47
48
Tie
50 Judith A. Pyle, CMC
51 City Clerk
52
53
54 (Corporate Seal)
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\'63
ASSET PURCHASE AGREEMENT BETWEEN
TROPICAL BREEZE ESTATES, INC. AND
THE CITY OF BOYNTON BEACH
This Asset Purchase Agreement (the "Agreement") is entered into on this 7 '-
day of , 201'7 by and between the City of Boynton Beach, a Florida
municipal corporatio , (hereinafter referred to as "Purchaser") and Tropical Breeze
Estates, Inc., a Florida not for profit corporation (hereinafter referred to as "Seller").
WITNESSETH:
WHEREAS, the Seller is the owner of a utility system consisting of the water
distribution system and wastewater collection system in Palm Beach County, Florida,
(collectively the "Facilities"), which serves the residential community more fully described
on Exhibit "A", which is attached hereto and incorporated herein by reference (hereinafter
referred to as the "Property"); and
WHEREAS, Seller is currently operating the Facilities upon the common areas of
the Property (the "Common Area") and upon the individual lots within the Property (the
"Lots"); and
WHEREAS, the Purchaser is engaged in providing water service to the various
communities in the area in which the Property is located (the "Service Area"), and it is
interconnected with Seller's Facilities;
WHEREAS, Purchaser desires to acquire, and Seller desires to sell the Facilities,
subject to the terms and conditions of this Agreement, as such Facilities may be modified
prior to Closing with the consent of the City of Boynton Beach.
NOW, THEREFORE, in consideration of the mutual covenants as hereinafter set
forth, the parties hereto agree as follows:
1. The recitations set forth above are hereby incorporated herein by reference.
2. In consideration of the payment of $10.00, and other good and valuable
consideration, to be paid by the Purchaser to the Seller, the Purchaser agrees to purchase
from the Seller the Facilities as described in Exhibit "B", which is attached hereto, and
incorporated herein by reference. Exhibit "B" is a detailed map of the Facilities of Seller
to be acquired by Purchaser, pursuant to this Agreement. The exhibit delineates the
installation location and description of the Facilities to be acquired by Purchaser. The
{00254884.1 306-99052471
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purchase of the Facilities shall be "as is", and the Purchaser agrees that any repair,
replacement or reconstruction of the Facilities, after Closing, that is made by Purchaser,
at its sole discretion, shall be made without any additional assessment to the Seller's
customers, except as provided herein. After Closing, the Purchaser must maintain, repair
and replace the Facilities such that they are in good and working condition at all times.
The Purchaser will not be responsible for impairment of services due to acts of God,
strikes, boycotts, blackouts, fires, other casualties or other circumstances beyond the
control of the Purchaser, provided, however, Purchaser must promptly repair or
reconstruct the Facilities, as needed. The foregoing will survive Closing.
3. The Facilities to be acquired by Purchaser from Seller include all water
distribution system and wastewater collection assets and equipment owned by the Seller
within the Property, excluding the Seller's existing water plant.
4. The purchase includes the engineering plans and specifications for the
Facilities along with all other records related to the Facilities.
5. The purchase of the Facilities expressly excludes customer deposits and
accounts receivables, if any.
6. Attached hereto as Exhibit "C" is a list, signed by the Seller, which briefly
describes, as of the date of this Agreement, the following:
6.1 All pending or threatened actions at law, suits in equity or
administrative proceedings relating to the Facilities;
6.2 All contracts or obligations of any nature between Seller and any
other party relating to the Facilities, including all developer
agreements relating to the Facilities ; and,
6.3 All real estate, easements and rights and/or privileges associated
with the Facilities to be transferred hereunder.
7. Purchaser is exempt from the Florida Public Service Commission regulation
(hereinafter referred to as the "Commission").
8. In order to induce Purchaser to enter into this Agreement and close on the
purchase of the Facilities, the Seller makes the following representations:
8.1 Seller is a Florida not for profit corporation duly incorporated, validly
existing and in good standing under the laws of the State of Florida
{00254884.1 306-9905247}
2
authorizing it to construct, operate and maintain a water distribution
system.
8.2 The Facilities are constructed within the Property. Seller will provide
the Purchaser with an easement over, upon and through the
Common Areas for the purpose of accessing the Facilities located
within or upon the Common Area.
8.3 Seller is, and at the Closing (the "Closing" as hereinafter defined) will
be, the owner of the Facilities with good and marketable title, free
and clear of all liens and encumbrances.
8.4 Seller will cooperate fully with the Purchaser in any and all
applications or petitions to public authorities deemed necessary or
desirable by Purchaser in connection with the purchase of the
Facilities from Seller as contemplated herein.
8.5 Except as indicated in Exhibit"C", which is attached hereto, there are
no pending or threatened actions at law or suits in equity relating to
the Facilities, or any pending or threatened proceedings before any
governmental agency relating to the Facilities; there are no contracts
or obligations of any nature between Seller and any other party
relating to the Facilities or service or promised service; neither Seller
nor any entity or individual affiliated with Seller has executed any
agreement with purchasers of lots within the Service Area, or any
other parties, where under such purchases or other parties have
acquired any interest in the Facilities used or to be used in rendering
service to them.
8.6 The Facilities are capable of rendering utility service in the ordinary
course of business in compliance with all federal, state and local
rules and regulations including but not limited to all rules and
regulations related to environmental protection and drinking water.
8.7 Prior to the Closing, the consummation of the transactions
contemplated herein will have been duly authorized by all necessary
action, corporate or otherwise, on behalf of Seller.
8.8 Seller has filed all tax returns which are required to be filed, and each
return which has been filed is true and correct, and Seller has paid
all taxes shown as payable on such returns when and as required by
applicable law associated with the Facilities.
8.9 No representation or warranty by Seller in this agreement, or any
statement or certificate furnished or to be furnished to Purchaser
pursuant hereto or in connection with the transactions contemplated
herein, contains or will contain any untrue statement of a material
I
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4
fact or omits or will omit to state a material fact necessary to make
the statements contained herein or therein not misleading.
9. The Closing shall take place within ninety (90) days of the date of the
execution of this Agreement by the Purchaser. At the Closing, the Purchaser shall pay
the Seller Ten and 00/100 Dollars ($10.00), (the "Purchase Price") and upon receipt of
payment, the Seller will, upon due performance by Purchaser of its obligations under the
Agreement, deliver to Purchaser, the following:
9.1 Such good and sufficient bills of sale with covenants of warranty, and
sufficient instruments of sale, in form and substance reasonably
satisfactory to Purchaser's counsel, as shall be required to vest in
Purchaser marketable title to all of the Facilities, free and clear of
liens and encumbrances of every nature that would render title to the
Facilities unmarketable, provided, however, Purchaser
acknowledges that the Facilities will remain subject to the Seller's
recorded governing documents and restrictions;
9.2 All of the files, documents, papers, agreements, books of account,
engineering drawings, and records possessed by Seller pertaining to
the Facilities ;
9.3 A release and termination of the Agreement dated May 12, 1980
entered into between the City of Boynton Beach and Northern Pines
Mobile Homes, Inc., a copy of which has been provided to Seller, to
the extent that Seller may release and terminate such agreement.
9.4 All orders, permits, license or certificates issued or granted to Seller
by any governmental authority in connection with any authorization
related to the construction, operation or maintenance of its Facilities
or the conduct of its water and sewer utility business; and
9.5 Opinions of Counsels, dated as of the Closing, that upon the delivery
to Purchaser of the Bill of Sale and the approval of respective
legislative parties under Section 180.301 , Florida Statutes, that
Purchaser will then have title to the Facilities, free and clear of all
liens and encumbrances in connection with the acquisition,
construction, installation, and financing of the Facilities, provided,
however, Purchaser acknowledges that the Facilities will remain
subject to the Seller's recorded governing documents and
restrictions.
9.6 Any necessary temporary or permanent easements over, upon or
through the Common Area, which are required in order to permit
Purchaser to perform repairs or system improvements.
{00254884.1 306-9905247}
4
9.7 "Water Service Agreements" to be provided by Seller shall be
executed by each Lot owner. The "Water Service Agreements" shall
consist of the following: Agreement for Water Service Outside the
City Limits and Covenant for Annexation, Irrevocable Power of
Attorney, Summary Agreement for Water Service Outside the City
Limits and Covenant for Annexation and the City of Boynton Beach
Utilities Service Application (Residential). The cost of recording any
Summary Agreement for Water Service Outside the City Limits and
Covenant for Annexation executed before or within 120 days after
Closing shall be paid by the Purchaser. If a Lot owner fails or
declines to execute any such Water Service Agreement, that Lot
shall not receive any utility service from Purchaser. Any Summary
Agreement for Water Service Outside the City Limits and Covenant
for Annexation executed more than 90 days after Closing shall be
recorded at the Lot owner's expense. This subparagraph shall
survive Closing.
9.8 Any and all costs and fees associated with the Closing, unless
otherwise specified, shall be the Purchaser's responsibility.
10. Purchaser does not assume any liabilities of Seller wholly arising prior to
Closing.
11. The Seller and Purchaser acknowledge that each Lot within the Property of
the Tropical Breeze Estates community is individually owned. Therefore, in order for the
Purchaser to successfully operate the Facilities after Closing, it is necessary for the Seller
to impose an assessment which represents a facility connection fee to benefit each Lot
within Tropical Breeze Estates. The connection fee to be imposed against each of the
323 Lots, which includes three Lots owned by the Seller, which Lots are part of the
Common Area, shall be an amount equal to Two Hundred Seventy Five and 00/100
Dollars ($275.00) per Lot. Therefore, the total connection fee to be paid by Seller to
Purchaser is an amount equal to Eighty Eight Thousand Eight Hundred Twenty Five and
00/100 Dollars ($88,825.00). The connection fee shall be payable by Seller to Purchaser
in four (4) quarterly payments of Twenty Two Thousand Two Hundred Six and 25/100
Dollars ($22,206.25) commencing ninety (90) days after Closing, and each ninety (90)
days thereafter. This paragraph shall survive closing.
12. The Purchaser shall install an additional valve on the customer side of the
water meter at each Lot, at no cost to the Seller or the Lot owner or residents of the Lot.
(00254884.1 306-9905247)
5
13. Following the establishment of water service for each lot, any delinquencies
in any customer account shall be addressed through the City of Boynton Beach's utility
department process.
14. The Purchaser agrees and acknowledges that annexation is not a required
stipulation for the purchase, provided, however, in the event the Purchaser determines to
annex Lots in accordance with the above described Water Service Agreements, the
Common Area of the Property shall also be required to be contemporaneously annexed.
15. The Purchaser agrees and acknowledges that the Seller and the residents
of Lots shall receive a rate no less favorable than the rate offered by the Purchaser to any
other customer it serves outside of the boundaries of the City of Boynton Beach. This
paragraph shall survive Closing.
16. The Seller, the Lot owners and the residents of Lots may call Purchaser's
Customer Service centers for all utilities service issues.
17. The Purchaser agrees to assume all responsibilities and cost for connection
of the Facilities purchased from Seller to Purchaser's utilities services. The work shall be
performed by the Purchaser in a good, proper and workmanlike manner in accordance
with all Federal, State and local codes. Notwithstanding anything to the contrary herein
this Agreement, any damage to the Common Area or the Lots, or any homes or other
improvements located thereon, including, without limitation, grass or other landscape, as
a result of the work shall be promptly repaired and restored to its original condition, or as
near to its original condition as reasonably practicable, by the Purchaser.
18. The Purchaser agrees to assume all responsibilities and costs associated
with the disconnection of Seller's distribution system from the Seller's water plant. The
Purchaser is not responsible for any costs associated with the closing of the Seller's water
plant or associated water wells.
19. At the Closing and from time to time thereafter, Seller shall execute and
deliver such further instruments of sale, conveyance, transfer and assignment, and take
such other action (without expending funds or bringing suit) as Purchaser may reasonably
request, in order more effectively to sell, convey, transfer and assign to Purchaser any of
the Seller's Facilities, to confirm the title of Purchaser thereto, and to assist Purchaser in
exercising rights with respect thereto.
20. If either party defaults in the performance of any of its obligations or
requirements under this Agreement, and the defaulting party fails to remedy such default
(00254884.1 306-9905247}
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within fourteen (14) days after written notice by the other Party of such default(s) (the
"Default Notice"), except for a failure to close in accordance with the terms of this
Agreement which shall constitute an immediate default for which no Default Notice is
required, the non-defaulting Party shall have, as its sole remedy for such default, the
option to pursue an action in court or otherwise against the defaulting party for specific
performance of this Agreement and obtain such orders or decrees as appropriate to
achieve specific performance of the defaulting parties' obligations under this Agreement.
In the event either Party is required to enforce this Agreement by court proceedings or
otherwise, the prevailing party shall be entitled to collect from the non-prevailing party its
reasonable attorneys' fees, paraprofessional fees and costs incurred pretrial, at trial, and
at all levels of proceedings, including appeals.
21 . Within fifteen (15) days following the execution of this Agreement,
Purchaser will file applications for transfer with the appropriate regulatory agencies
requesting the transfer of the Public Utility permits or sequential water use permit. Seller
agrees to cooperate fully with Purchaser in Purchaser's application for such transfers and
approvals.
22. Upon purchase of the Facilities from Seller, and Seller's compliance with
the terms and conditions of this Agreement, Purchaser agrees to supply the Lots and
Common Area of the Property, Tropical Breeze Estates, with continuous (subject to
unavoidable outages) adequate and customary utility service, and to operate,
continuously maintain and promptly repair Facilities acquired herein. The Seller and the
residents of Lots shall receive a rate no less favorable than the rate offered by the City of
Boynton Beach to any other customer it serves outside of the boundaries of the City of
Boynton Beach. This warranty shall survive the Closing of this Agreement.
23. The failure of either party hereto to enforce any of the provisions of this
Agreement or the waiver thereof in any instance by either party shall not be construed as
a general waiver or relinquishment on its part of any such provisions, but the same shall,
nevertheless, be and remain in full force and effect.
24. Any notice of delivery required to be made hereunder may be made by
mailing a copy thereof addressed to the appropriate party as follows:
If to Purchaser: Mr. Colin Groff, Assistant City Manager
City of Boynton Beach
124 E. Woolbright Road
Boynton Beach, Florida 33435
{00254884.1 306-9905247)
7
With Copy To: Lori Laverriere, City Manager
P.O. Box 310
Boynton Beach, FL 33425
With Copy To: James A. Cherof, City Attorney
P.O. Box 310
Boynton Beach, FL 33425
If to Seller: Tropical Breeze Estates, Inc.
c/o Board of Directors
4280 Mockingbird Drive
Boynton Beach, FL 33436
With Copy To: Kaye Bender Rembaum L.P.
Attn: Peter C. Mollengarden, Esquire
9121 N. Military Trail, Suite 200
Palm Beach Gardens, FL 33410
Delivery, when made by registered or certified mail, shall be deemed complete
upon mailing.
25. The Attachments to this Agreement are a part hereof and are hereby
incorporated in full by reference.
26. This Agreement shall be governed by the laws of the State of Florida. Venue
for any litigation filed to enforce the terms and conditions of this Agreement shall be filed
in the appropriate state or federal court located in Palm Beach County, Florida, to the
exclusion of all other venues.
27. The representations and warranties of the Seller contained herein shall
survive, and continue in effect, after the Closing for a period of one year from the date of
Closing.
28. Seller agrees to indemnify Purchaser, its successors and assigns, and hold
it harmless against any loss, damage, liability, expense or cost accruing or resulting from
any misrepresentation or breach of any representation, warranty or agreement on the part
of the Seller under this Agreement or from any misrepresentation in or material omission
from any certificate or other document furnished or to be furnished to Purchaser by Seller.
This provision shall survive Closing.
I
(00254884 1 306-9905247}
8
29. To the extent permitted by law, and subject to the limitations contained in
Section 768.28, Florida Statutes, Purchaser agrees to indemnify Seller, its successors
and assigns, and hold it harmless against any loss, damage, liability, expense or cost,
accruing or resulting from any work associated with the connection of the Facilities to
Purchaser's utility system, any maintenance, repair, replacement or reconstruction of the
Facilities and any misrepresentation or breach of any representation, warranty or
agreement made or to be performed by Purchaser under this Agreement or from any
misrepresentation in or material omission from any certificate or other documents
furnished or to be furnished to Seller by Purchaser. This provision shall survive Closing.
30. This Agreement shall be binding upon and inure to the benefit of the parties
hereto and their respective successors and assigns.
31. Modification. This Agreement may not be changed, altered, modified,
amended or terminated except by written agreement signed by both the Seller and
Purchaser.
32. Binding Agreement. This Agreement shall be binding upon and inure to the
benefit of the Parties hereto, their heirs, assigns and successors in interest. This
Agreement is solely for the benefit of the Parties to this Agreement and no right or cause
of action shall accrue upon, to or for the benefit of any third party not a party to this
Agreement. Nothing in this Agreement expressed or implied is intended or shall be
construed to confer upon any person or corporation other than the Parties to this
Agreement any right, remedy or claim under or by reason of this Agreement or any
provisions or conditions of this Agreement, and all of the provisions, representations,
covenants and conditions contained in this Agreement shall inure to the sole benefit of
and shall be binding upon the Parties to this Agreement and their respective
representatives, successors and assigns. Notwithstanding anything to the contrary set
forth in this Agreement, any provision of this Agreement regarding fees to be paid by the
Lot owners to Purchaser shall be for the benefit of the Lot owners and shall be enforceable
by the Lot owners.
33. Severability. In the event that any paragraph, section, term, provision or
portion of this Agreement is determined to be illegal, unenforceable, or otherwise invalid,
such paragraph, section, term, provision or portion of this Agreement shall be given its
nearest legal meaning or be stricken from and construed for all purposes not to constitute
a part of this Agreement, and the remaining portion of this Agreement shall remain in full
force and effect and shall, for all purposes, constitute the entire agreement.
I
{00254884.1306-9905247}
9
34. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be an original, and a complete set of which taken
together shall constitute one and the same agreement. The parties agree and intend that
a signature by facsimile machine or electronic transmission (i.e. e-mail) shall bind the
party so signing with the same effect as though the signature was an original.
35. Entire Agreement. This Agreement constitutes the complete understanding
and entire agreement of the Seller and Purchaser with respect to the matters addressed
in this Agreement and there are no other agreements, representations, or warranties
other than as set forth in this Agreement. No agreement or representation, unless set
forth in this Agreement, shall bind any of the Parties to this Agreement.
36. Waiver of Breach. The failure of the Seller or Purchaser to enforce any
provisions of this Agreement shall not be construed to be a waiver of such or any other
provision, nor in any way to affect the validity of all or any part of this Agreement, or the
right of such party thereafter to enforce each and every such provision. No waiver of any
breach of this Agreement shall be held to constitute a waiver of any other or subsequent
breach.
37. Time and Time Periods. Time is of the essence in the performance of each
of the obligations contained in this Agreement. Unless otherwise specifically provided in
this Agreement, time periods shall be determined on calendar days, including Saturdays,
Sundays and legal holidays. Wherever any time limit or date provided in this Agreement
falls on a Saturday, Sunday or legal holiday under the laws of the State of Florida, then
that date is automatically extended to the next day that is not a Saturday or Sunday or
legal holiday. For purposes of this Agreement, the term "Business Day" means any
weekday that is not a legal holiday under the laws of the State of Florida.
38. Headings. The headings, captions and section numbers appearing in this
Agreement are inserted only as a matter of convenience and do not define, limit, construe
or describe the scope or intent of such paragraphs of this Agreement or in any way affect
this Agreement.
39. Construction of Agreement. The Purchaser and Seller acknowledge that
they have had the benefit of independent counsel with regard to this Agreement and that
this Agreement has been prepared as a result of the joint efforts of all Parties and their
respective counsel. Accordingly, all Parties agree that the provisions of this Agreement
shall not be construed or interpreted for or against any Party based upon authorship.
(00254884.1 306-9905247}
10
40. Execution of Documents. Each Party covenants and agrees that it will at
any time and from time to time do such acts and execute, acknowledge and deliver, or
cause to be executed, acknowledged and delivered, such documents reasonably
requested by the other Party necessary to carry out fully and effectuate the transaction
contemplated by this Agreement and to convey good and insurable title for all
conveyances subject to this Agreement.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the
day and year above first written.
ATTEST: CITY OF BOYNTON BEACH, a municipal
corporation of the State of rida
54 d (7,4 By: Yi.---
Jud. Pyle, City Cler Steven B. Grant, ayor
1GF .80
<'.....lNCO''•ty7,6,4c*,,
4 ♦a0 ,
eO.' Appreyed as to F•rm)
f#, �f••• ♦1. j.
� •
ifLagighail f
James A. Cherof, FrAttorney
STATE OF FLORIDA )
)ss
COUNTY OF PALM BEACH )
_ The foregoing instrument was acknowledged before me this 1day of
`.o�c 3 y , 2017, by Steven B. Grant, as Mayor of the City of Boynton Beach, who
are personaMly known to me
My Commission expires: ��7Lz��..
Notary Publi , State of Fior'da
44w ;: TAMMY L STANZIONE Tammy L. Stanzione
- ' MY COMMISSION#FF213683
EXPIRES March 25.2019 Printed Name of Notary Public
4077 398.0'53 Floridallo:aryService.cow
(00254884.1 306-9905247)
11
TROPICAL BREEZE ESTATES, INC., a
Florida not for profit corporation
By: C:( • elet
Print Name: Joh ni A epZ I LCA
Title: Res i Oe►11-
ATTEST:
By: JOfld z
Print Name: SAN41 lqV 1 S
Title: Seca.eT tf (CORPORATE SEAL)
STATE OF FLORIDA )
COUNTY OF )
The foregoing instrument w s ar cnowledged before me this 731 '-' day of
,Deo ernher , 20 1 k , by 6 n i,�' ��iatEKI as Pres,de n t and
n nett,Q. 1T,;, of Tropical Breeze Estates, Inc., a Florida not-for-profit corporation,
who is rsonally known to me has produced a as identification,
on behalf oropical Breeze Estates, Inc., and has executed the foregoing instrument on
behalf of Tropical Breeze Estates, Inc.. -
My commission Expires: MT;Z ap \?1,,K,._ L
Notary Public, State of Florida
.Y''cK« Doe_l�'et
VICKIEOUELLETTE Printed Name of Nota Public
e ��-0 MY COMMISSION#FF974185 ry
EXPIRES:MAR 22,2020
�OF,0. 'Bonded through 1st State Insurance
{00254 884.1 306-9905247)
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EXHIBIT "B"
List of Assets to Be Transferred to City of Boynton Beach
Asset Purchase Agreement between Tropical Breeze Estates, Inc.
The complete utility system being purchased by the City of Boynton Beach from Tropical Breeze Estates,
Inc. is only the underground system of water distribution, consisting only of pipes and lines, including
main lines, lateral lines, service lines, manholes and underground valves and controls, to which the City
to Boynton Beach will initially connect the City's water system.The City of Boynton Beach intends to install
water meters at each home site and to eventually upgrade and or replace the distribution system at the
City's discretion.
The water distribution system begins at the connection point of each mobile home lot and continues
below ground connecting to the City of Boynton Beach's potable water supply. Other community facilities
(clubhouse, mail center, game courts, etc.) also will have water meters installed and connected to the
water and wastewater distribution system
The existing water treatment facility is specifically excluded from this Asset Purchase Agreement, and all
of the real estate upon which the facility is currently situated, and all equipment (buildings, pumps,
electrical controls, water meters, storage and hydropneumatic tanks, variable flow devises, chlorinating
filters, softeners, and related devices)are specifically excluded from this Asset Purchase Agreement.
4
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