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FIRST AMENDMENT TO LEASE AGREEMENT• a FIRST AMENDMENT TO LEASE AGREEMENT THIS First Amendment to that certain Lease Agreement dated May 9, 2000, recorded of public record on November 7, 2000, in O. R. Book 11114, page 1645, Publi Records of Pinellas County, Florida ("Lease") is hereby made and entered into on ,6!1EU .2I , 2008, by and between the CITY OF CLEARWATER, a Municipal Corporation of the State of Florida, whose address is Attn: Parks and Recreation Director, P.O. Box 4748, Clearwater, FL 33758-4748, herein after referred to as the "City" or "Lessor" and CLEARWATER COUNTRY CLUB MANAGEMENT, INC., a Florida Non Profit Corporation, herein after referred to as the "Club" or "CCC" or "Lessee", whose address is 525 Betty Lane North, Clearwater, FL 33755 (individually referred to herein as "Party" or collectively as the "Parties"). WHEREAS, the City commissioned a study by the National Golf Foundation which resulted in the Parties entering into the Lease Agreement for a certain City-owned golf course property (the "Golf Course") as more particularly described in Exhibit "A" (attached hereto and incorporated herein); and WHEREAS, the Club owns property adjacent to the Golf Course upon which the Golf Course clubhouse is located along with certain parking facilities and appurtenances (the "Clubhouse" or "Clubhouse. Property") as more particularly described in "Exhibit "B" (attached hereto and incorporated herein); and WHEREAS, the Club now desires to sell the Clubhouse Property to the City; and WHEREAS, the City finds that it is in the best interest of the citizens of the City to assemble the Golf Course and Clubhouse parcels through a purchase of the Clubhouse parcel, which shall subsequently be included in the property to be leased back to the Club under this Lease Agreement. NOW, THEREFORE, in consideration of the foregoing and the mutual covenants contained hereinafter, the parties hereby agree as follows: 1. Recitals. The foregoing recitals are true and correct and are incorporated in and form a part of this Agreement. 2. Section 1, Grant of Lease, Term Description and Option to Renew, is hereby amended as follows: The description of the Leased Premises (Exhibit "D") shall be amended to include the Clubhouse Property, a 5.7 acre parcel having been purchased by the City from the Club of even date herewith, more or less simultaneous hereto, as more particularly described in Exhibit "B" attached hereto and incorporated hereby by reference. Personal Property and Line of Credit: All personal property owned by Club as inventoried in Exhibit "C" appended hereto, and by this reference made an integral part 19 _ 003-00 hereof, together with all future replacements or substitutions thereof, shall remain the property of the Club and shall not convey to City. City shall, however, have a security interest in such personal property in the form of a Uniform Commercial Code (UCC-1) Financing Statement behind Liberty Bank which shall have a priority security interest in such property to secure a line of credit in a maximum amount of $80,000, given in favor of Lessee by Liberty Bank. Lessee hereby agrees to satisfy, in full, said line of credit and obtain a release upon the secured Personal Property by Liberty Bank on or before October 1, 2009. Failure to satisfy the line of credit and obtain a release of Liberty Bank's UCC-1 Financing Statement shall be a material breach of this Lease resulting in the City's right to terminate this Lease and seek any and all remedies available to it. Lessee shall cooperate and execute all documents necessary to fulfill the obligations set forth herein. 3. Section 5, AVAILABILITY OF GOLF TO THE PUBLIC, is hereby amended as follows: AVAILABILITY OF GOLF TO THE PUBLIC The Club, in its operation of the course shall, at all times, subject to reasonable rules and regulations common to other similar facilities in the area, make such course available to the public who are not members of the Club upon payment of reasonable green fees. The Club will, at all times, conduct its operation in such a manner as will be conducive to greens fee play and will undertake any and all reasonable acts to insure that the public is aware that such course is available for greens fee play and will make reasonable efforts to see that the prevailing atmosphere at the Club will be such that greens fee players will feel welcome to use the facility. The provisions of this paragraph shall be a material part of this lease. 4. Section 8, Use and Care of Premises is hereby amended as follows: The last sentence of paragraph 8 shall read as follows: Club and City Parks and Recreation Director shall meet annually to discuss a capital improvement program to be implemented by the Gk+b City at its discretion. 5. Section 14, BANKRUPTCY OR DEFAULT, CITY HAS OPTION TO TERMINATE, is hereby amended as follows: Should the Club hereinafter be adjudged bankrupt or become insolvent or in any other way be financially unable to keep the covenants of this Lease, the City may at its option, terminate the Lease, as though for breach of any other covenant. Gity may alee 6. Section 16, RENTAL, is hereby deleted in its entirety and replaced with the following: 2 The Club shall pay to the City as base rental for the premises $200,000 annually, plus applicable sales tax. The said rental payments shall be paid in advance to the City quarterly, beginning October 1, 2009. The disposition of remaining funds will be a Directors of the Club, except that all funds must be course and facilities or to establish suitable reserves improvements as provided for hereunder. Under nc made and distributed in any fashion or manner to Les public. : the discretion of the Board of used for the improvement of the for the maintenance and capital circumstances shall a profit be see, members, associates, or the 7. Section 17, CITY'S OPTION TO PURCHASE CLUB PROPERTY, is hereby deleted in its entirety and replaced with the following: It is the intention of the Parties that the City shall purchase the real property and improvements described in Exhibit "B" pursuant to that certain Purchase and Sale Agreement ("Purchase Agreement") of even date herewith between the Parties. This Lease Amendment and the Purchase Agreement are expressly contingent, each upon the other, becoming effective. The Club will lease the land and facility back from the City along with the Golf Course. 8. Section 18, OPERATION AND MEMBERSHIP REQUIREMENTS is hereby amended as follows: The Club agrees to operate the Clubhouse and related facilities located on the properties described in Exhibit "B" as a semi-private facility subject to the right of Clearwater residents to use the food, beverage, and rest room facilities in the same manner as members, and greens fee players to use the food, beverage, and rest room facilities during the day such players are using the course as further outlined hereinafter. The Club covenants that membership in the Club, either social or golfing, will be made available to the public. The Club, however, in accepting applications for membership and admitting a member will be subject to the following guidelines and restrictions: A. For golfing and social membership, priority on a waiting list shall be given to residents of the City who are applicants. If no City resident is on the waiting list for an available membership, the said membership may be offered to the general public. B. Membership shall be without discrimination based on race, religion, sex, age or national origin. C. The Club's By-Laws will conform with these membership requirements and such By-Laws shall be continued during the term of this Lease. D. A violation of these covenants by the Club shall constitute a substantial default under the terms of this Lease. 3 9. Section 19, INSURANCE, INDEMNIFICATION AND HOLD HARMLESS is hereby amended as follows: The Club agrees to indemnify and hold the City and its employees harmless from and against any and all claims, demands, and causes of action or lawsuits of whatever kind or character arising directly or indirectly from this agreement or the performance hereof. This indemnity clause includes, but is not limited to, claims, demands, causes of action or lawsuits for damages or injuries to goods, wares, merchandise and property and for any bodily or personal injury or loss of life in, upon or about the property. The Club shall obtain at its own expense, and maintain during the term of this agreement, the insurance coverages set forth below: F All Ri k e G e shall be RO MGM Fe GeYeFa StF!GtiVe th an th at a-. eFm s eYeFag g GF0420 d GP 2 i 10 if siRkhele s te b l ble e iAGIuded if t he , an ava . a , . Glub shall b A t b e deem f ! ed Th aRG ianGe With this paFagFaph-. e ameuRt Of GeYeFa e shall be the full meun . o Rsu e F g f l h b ildi tFUG O tUFes OF the maximum of fleed in suFaMe GO vera e ue O GUG va u F S ngs g () a. RepaiF and Replaraement (1) Personal Property - The City shall not insure or self-insure loss to personal property of Club. Club understands that it is solely responsible for such losses regardless of cause. 4 (3) (2) Comprehensive General Liability - Coverage shall be afforded on a form no more restrictive that the latest edition of the Comprehensive General Liability policy filed by the Insurance Services Office and shall include: a. Minimum limits of $1,000,000.00 per occurrence combined single limits for bodily injury liability, personal injury, and property damage liability. b. Premises and Operation. c. Independent Contractors. d. Products or Completed Operations. d e. Personal Injury Coverage with employees and contractual exclusions removed. f. Liquor Law Liability, if applicable. g_ Golf carts or other golfing appurtenances, not owned by the Club but brought onto the property by others. (4) fa) Business Auto Policy - Coverage shall be afforded on a form no more than restrictive than the latest edition of the Business Auto Policy filed by the Insurance Services Office and shall include: a. Minimum limits of $1,000,000.00 per occurrence, combined single limits for bodily injury liability and property damage liability. b. Coverage on all vehicles (owned, hired, and non-owned). {53 (4) Workers Compensation - Coverage shall apply for all employees for statutory limits in compliance with the applicable State and Federal laws. In addition, the policy shall include employer's liability with a limit of $500,000.00 for each accident. If the self-insured status of the Club is approved by the State of Florida, the City agrees to recognize and accept such status upon proof of such approval. Other Requirements. (1) The City shall be named as an additional insured on all insurance policies required under this agreement. (2) Copies of insurance certificates for all insurance required by the agreement, and copies of all insurance policies covering insurance required by this agreement, shall be furnished to the City Clerk of the City prior to the use of the property. 5 (3) Not less than sixty (60) days notice of cancellation or restricted modifications of any insurance policy providing the coverage required by this agreement shall be required on all insurance policies. The City shall obtain at its own expense, and maintain during the term of this agreement, the insurance coverages set forth below: (1) Property Insurance - The City shall insure or self-insure the propert y exposure to its building as it deems fit. 10. Section 21, CLUB TO SUPPLY AUDIT BY C.P.A. is hereby amended as follows: The Club agrees for d8teFFAinatien Of the Gash Fental to be paid heFeundef purposes of auditing and assurance of proper stewardship that it shall at least annually, in each year from the term of this lease, at its own cost, furnish to the City a complete audit of its operations, prepared by a Certified Public Accountant, together with such interim accounts as may from time to time be requested. Such annual statement shall be furnished within thirty (30) days after the end of the Club's fiscal year. The Club shall further submit to the Parks & Recreation Director an annual report of course operation. 11. Section 24, WRITTEN CONSENT OF CITY NECESSARY FOR ANY CHANGES, is hereby amended as follows: Club must get City approval whiGh shall not be unr-easenably withheld to remove, demolish, remodel or replace any building or other structure on the leased land er-land owned by the Club. 12. Section 25, DEFAULT BY CLUB ON ANY MORTGAGE CITY MAY CONSTRUE IT AS A DEFAULT IN LEASE, is hereby deleted in its entirety and replaced with the following: The Club shall not enter into any loan or agreement obligating any portion of the Facilities thereby creating additional debt or encumbrance on the Leased Property or the Facilities. Other than as specifically provided for herein, the Club shall not further encumber the Personal Property as inventoried in Exhibit "C", (as may be replaced or substituted in the future). 13. Section 27, CLUB'S RIGHT TO CURE ANY ALLEGED DEFAULT WITHIN 30 DAYS OF WRITTEN NOTICE, is hereby amended as follows: A default in the performance of a promise, covenant, or obligation shall constitute a breach of this lease; provided, however, that such default shall not constitute such breach as to terminate this lease until and after the Club fails to cure or to take reasonable measure to cure such default within thirty (30) days after written notice of 6 default has been served upon the Club. The Gity GOvenants that in the event this lea give WFitten n0tiGe te SUGh Fneftagee 9F FneFtgagees ef said default aRd Shall affGFd SUGh FneFtgagee eF Fnertgagees the same PeFied of time within whiGh suGh default Fnay be GUFed without teffninatiOR of this lease; heWeVeF, R9 SUGh ROtiGe shall be ReGessa.qo its right to deGIaFe a default and t8ffninafien of the lea 14. Section 28, UPON DEFAULT LEASE IS TERMINATED AND CITY MAY PURCHASE ASSETS, is hereby amended as follows: If any default is not cured after notice, as above provided, eith8F by the Glub or then and in such event this lease shall be terminated and the Club will become a tenant at will and the City will be entitled to purchase such assets necessary for the operation of the golf course at fair market value subject to that certain security interest in favor of Liberty Bank provided by CCC as security for a line of credit existing at the inception of this Amendment. 15. Section 33, PROCURING SUPPLIES, is hereby added to read: The City shall procure for and supply to the Club all golf course and other facility areas maintenance materials, including, but not limited to, fertilizer, insecticides, pesticides, and sod, and other supplies necessary for the Club to discharge its maintenance obligations hereunder, which shall be used to maintain the subject property only. The Club will reimburse the City for its out of pocket costs of these supplies. 16. Section 34, CAPITAL IMPROVEMENT PROJECT, is hereby added to read: The City shall establish an annual Capital Improvement Project fund, in the amount of $50,000, and shall conduct capital repairs, refurbishment, restoration and replacement as determined by the City in its sole discretion, with the City providing the final determination as to such repairs, and within the restrictions of any applicable approved City budget, to keep the facility at a level that is acceptable for other similar City facilities and buildings. The Club shall continue to maintain its existing CIP fund (in addition to the City's CIP fund as described above), of at least $50,000, which shall be administered by the Club, in its discretion for capital improvements at the golf facility. 17. Section 35, RADON GAS NOTICE, is hereby added to read: In accordance with provisions of Section 404.056(5), Florida Statutes (1989), as amended, Lessee is hereby informed as follows: RADON GAS: Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons 7 who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your County public health unit. 18. Section 36, ASSIGNABILITY OF LEASE, is hereby added to read: This lease may not be assigned in part or whole to any other entity, any such attempted assignment shall render this Lease null and void in its entirety. All other terms and conditions of the Lease shall remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this Amendment the day and year first above written. Countersigned: CITY OF CLEARWATER, FLORIDA B.c-?ci?w.. Y: Fr V. Hibbard William B. Horne, II Mayor City Manager Approved as o form: iL?L Laura Lipowski Assistant City Attorney CLEARWATER COUNTRY CLUB MANAGEMENT NC. r By: w1,QzVf-/ Printed N efa 09Fey President Attest: ft? Cynthia E. Goudeau City Clerk By: Printed Name: 1 cr ac.. s iq 12 Secretary 8 1:X111111'1 A The ilorLhe;r:;l' 1/4 of titre 5outheaaL 1./4 of 'Section 10, Tuwnship 29 Soirth, Range 15 Gust, leas Lite West 5 feet, less the North 15 feet, less the paveme+.ut anti curb of N:il>le Street and. Ilillcre::L• Drive lying wiL•hi.n Lite South 30 feet of Lite Karst 3(l feet ;urd leas Lite Seaboard System Railroad right:-of'-way. Together with Lite Sotttteear,t 1/4 of the SoutheesL 1/4 of svid Sectloic 10, less Lhe South 1.209 feet nr.o.l. of Lite East 30 feet, lens Lite pavement and curb of. 11111cre:;L Drive lylnt; wlthln Lite North 120 feet of the least 30 feet, Lars Lite South 33 feet, and less Lite 1Jc3L 17 feel 't'ogether with Lite NorLhwesL 1/4 of tare SonLh%ic:;L 1/4 of Section .1.1, Township 29 South, ltnnge 15 host, less Lite Last 1234 feet - m.o.l. of•Lhe :youth 30 feet, less Lite pavement nod curb of Maple Street l.ying wiLlrln Lhe 14c:cL 90 feet of the South 30 feet, less Lite Gast 50 fact, lct;n the ?IorLh 15 feet, and less Lite Seaboard System Railroad right-o[-way. Less and except llillerest Addition Subdivision as recorded in Plat hook 14, p,, ,e /,g, of tiro i'ublic Records of Pinellas County, Florida- I.ce;s and except the following, described tract: commence at the Northeast corner of I.oL 11 of said Ilillcrest Addition; thence run Went along the North .line of noid 11111crest Addition 20 feet to tire point of beginning; thence cont.iricle West, aloof-, strict North line 100 feet; thence run North, along a line por.rl.lel to the East line of said Ilillcrest Addition, 250.5 feet; thence run ItoVLhe;r:;Lcrly, 1.54.92 feet, to a point on a line 360 feet North of and parallel to Lite North line of said Ilillcrest Addition; thence run Gast, along na.ld Line 69 feet, to Lite West righL-of-way line of Highland Avenue; thence run South, along Said We:;L rlghL-of-way line, 360 feet to Lite point of beginning. Less viid except' Lite following described tract: begin at 'Lite Southwest turner of i,oL 4 of surd Itil.lcrest Addition; thence run North along the West .line of said Ilillcrest Addition, 402.5 feet; thence run Southwesterly, 741.1 feet, to n pu.lnt on a .line 647 feet West of and parallel to Lite West line of said Ilillcrest Adclltion; thence run South, along said lice, 41 feet to Lite 'Nurch right-of-wary line of Maple Street; thence run Cast, along said. North right-of-way 11ne, 641 feet to the point pf beginning. Less and except Lite following described tract:: commence at the intersection of the centerline of Lite Seaboard System Railroad right-of-way and the centerline of Iletty Lane, as shown on the Plat of Country 'Club Addition, as recorded in Tint Book 7, fate 36, of L•he-Public Records of Pinellas County, Florida; thence run along said centerline of the Seaboard System Railroad right-of-way nud a curve to Lite left, chord bearing.n 00°43'37" G; 339.12 feet; thence cooLiuue ;rlont; sired centerline, N 77°35'51" L, 03.44 feet, to the point of beginnlirt;; thence run S 6°33'43" G, 537.60 feet; thence run S 51°46'23" L, 4£1.51 feet; Lhence run N 65°05'57" C, 311.30.feeL; thence run N 21°20'48" L 610.59 feet to the centerline of said Seaboard System Railroad right-of-way; thence run along sald centerline and a curve to Lite right, chord bearing S 76°25'51" Id, 136.03 feet; thence c_onLlnue along said centerline S 77°3557° W, 402.40 feet to Lhc point of Ircl;inning, less Lite Seaboard System Railroad right--of-way, 'i`ogeLIICV Lite following rights and eusements, namely: A right-of-way in common wlth Lite party of the firut part- for road or street purposes to and-from said parcel conveyed over and along a strip of land forty feet wide runn.lnt; parallel to and immediately south of the rit;ht-of-way of the Seaboard 4ysLene Railroad, exteuding from Betty Lane On Lite West to the above described tract on Lite Last. EXHIBIT 8 BEGIN at the intersection of the center line of Seaboard Airline Railway Co., and Betty Lane as shown on plat of COUNTRY CLUB ADDITION as recorded in Plat Book 7, page 36, Pinellas County Records and 'run thence along said Seaboard Airline Railway Co., center line and a curve to the left, chord bearing N 860 43' 37" E, 339.12 ft.; V ENCE along said center line N 77° 35' 57" E, 83.44 ft. for P.O.B. THENCE S 6° 33' 43" E, 537.60 ft.; THENCE S 510 461 231' E, 48.51 ft.; THENCE N 65° 05' 57" C, 311.38 ft.; TIfENCE N 21° 20' 48" E, 610.59 ft., to center line of said Seaboard Airline Railway C8., THENCE along curve to right and said center line, chord bearing S 76 25' 57" IV, 136.83 ft.; THENCE S 77° 25' 57" W along said center line 482.48 ft. to P.O.B., less Seaboard Airline Railway Co., right-of-way. Exhibit "C" CCC Golf Course Equipment Inventory September, 2008 LOCATION QUANTITY DESCRIPTION Pro Shop 1 Hdcp & Tournament PC Pro Shop 1 Dell Monitor Pro Shop 1 HP 5150 Printer Pro Shop 1 Electric Pencil Sharpener Pro Shop 4 Chairs w/rollers Pro Shop 3 Small 22" tables Pro Shop 1 Animal Headcover display Pro Shop 1 Folding card table Pro Shop 1 Folding 6' table Pro Shop 1 Wooden N table Pro Shop 1 Greeting card disiplay Pro Shop 1 Slotwall installation 4'x 32.5' Pro Shop 100 Miscellaneous slotwall display fixtures Pro Shop 2 Freestanding slotwall displays Pro Shop 2 2-way slant arm displays Pro Shop 1 Chrome semi-spiral display Pro Shop 2 Metal grid display Pro Shop 25 Metal grid display fixtures Pro Shop 1 Antique dresser Pro Shop 3 Mannequins Pro Shop 1 Wooden golf club display Pro Shop 1 Belt display Pro Shop 1 Glass showcase/counter Pro Shop 1 Freestanding PC cabinet Pro Shop 1 Fixed PC cabinet Pro Shop 2 Sunglass displays Pro Shop 1 Sonartec club display Pro Shop 1 FJ sock display Pro Shop 1 Kodak All-In-One printer Pro Shop 1 3 drawer printer stand Pro Shop 1 PC w/AMD64 processor Pro Shop 1 Clover digital video recorder w/3 cameras Pro Shop 1 30" x 12" x 72" bookshelf Pro Shop 6 Cork bulletin boards Pro Shop 3 Dry-erase boards Pro Shop 3 18" x 36" x 73" metal storage racks Pro Shop 1 24" x 48" x 72" metal storage rack Pro Shop 1 Metal 4-drawer file cabinet letter Pro Shop 1 Metal 2-drawer file cabinet legal Bag Room 1 Chalk Board Bag Room 1 2 level metal lockers Bag Room 3 Spools nylon rope Bag Room 1 4 drawer metal cabinet 17" x 38" x 31" Bag Room 1 Club repair workbench w/4.5" vise Bag Room 1 Golf club washer Bag Room 1 32" pedestal fan Bag Room 1 20" pedestal fan Bag Room 1 Toaster Bag Room 1 Microwave Bag Room 9 Rubbermaid 32 gallon trash containers Bag Room 15 Wooden club storage racks Cart Barn 2 Wooden storage cabinets Cart Barn 1 Frigidair "Gallery" commercial washer LOCATION QUANTITY DESCRIPTION Cart Barn 1 Frigidair "Gallery" commercial dryer Cart Barn 1 Metal tool storage cabinet 68" x 18" x 36" Cart Barn 1 Workbench w/5.5" vise Cart Barn 1 Rangemate range ball washer Cart Barn 1 13 gallon / 4HP air compressor Cart Barn 1 Portable air tank Cart Barn 1 CLUB CAR CARRY ALL-1 RANGER PICKER Cart Barn 1 SIN. GANG BALL PICKER (PUSH) Cart Barn 55 Electric Club Car Carts w/accessories Cart Barn 1 Beverage Cart Dining 4 large round tables Dining 10 medium round tables Dining 14 small round tables Dining 32 4-top tables Dining 300 dining room chairs Dining 4 2-top tables Dining 5 2' round tables Dining 1 large ice salad bin Dining 10 banquet tables Dining 5 8' rectangular tables Dining 6 6' rectangular tables Dining 1 clock Dining 1 Wurlitzer Piano Dining 1 portable bar Dining 1 flag with pole Dining 1 sneeze guards Dining 4 room dividers (planters) Dining 1 CD player Dining 1 metal utility shelf Dining 2 vacuums Dining 4 ladders Dining 5 TV's Dining 1 silverware/plates/glasses Dining 2 sound system Dining 6 framed pictures Dining 1 45'x45' portable dance floor Dining 7 plastic room dividers Ladies RR Small table with planter Ladies RR large mirror Ladies RR swievel chair Maint. Area 1 2002 TRI-PLEX Greens Mower JAC Maint. Area 1 2002 TRI-PLEX Greens Mower JAC Maint. Area 1 1999 TRI-PLEX Tee & Collar Mower JAC Maint. Area 1 1998 TRI-PLEX Tee & Collar Mower JAC Maint. Area 1 Toro Tri-plex Greens Mower Maint. Area 1 Toro Tri-Plex Greens Mower Maint. Area 1 6500 Fairway Mower Maint. Area 1 STEINER MOWER w/boom mower Maint. Area 1 2002 TORO 3100-D Maint. Area 1 2002 TORO 3100-D Maint. Area 1 2000 TORO Reel Master 6500-D Maint. Area 1 2000 TORO 6500-D Maint. Area 1 TORO Groundmaster 7200 Maint. Area 1 TORO Groundmaster 7200 Maint. Area 1 STEINER MOWER Maint. Area 1 TORO 5-GANG REELMASTER Maint. Area 1 TORO 5-GANG REELMASTER Maint. Area 1 Jac 5-GANG ROUGH MOWER LOCATION QUANTITY DESCRIPTION Maint. Area 1 TORO SandPro Maint. Area 1 SPIKER REELS (1 set of 3) Maint. Area 2 VERTICUT REELS (1 set of 3) Maint. Area 1 CASE Loader 570 XL Maint. Area 1 JOHN DEER TRACTOR (2040) Maint. Area 1 Ford 3000 TRACTOR Maint. Area 1 JOHN DEER TRACTOR (2155) Maint. Area 1 FORD-600 Maint. Area 1 CLUB CAR Carryall-11 Maint. Area 1 CLUB CAR Turf 11 Maint. Area 1 CLUB CAR Turf 11 Maint. Area 1 CLUB CAR ALL 11 Maint. Area 1 CLUB CAR ALL 11 Maint. Area 1 CLUB CAR Turf 11 Maint. Area 1 CLUB CAR Turf 11 Maint. Area 1 CLUB CAR Carry-all Turf 2 Maint. Area 1 ISUZU TRUCK Maint. Area 1 Toyota Tacoma Truck Maint. Area 1 FLAT BED TRAILER Maint. Area 1 3-WHEEL CUSHMAN Maint. Area 1 TORO WORKMAN 3100 Maint. Area 1 TORO WORKMAN 3200 Maint. Area 1 TORO PRO SWEEP 5200 Maint. Area 1 SMITHCO 300 Maint. Area 2 25-GAL. SPRAYER 12V Maint. Area 1 15-GAL. SPRAYER 12V Maint. Area 1 RIDGEWAY FOAMER W/PUMP Maint. Area 1 RIDGEWAY FOAM TANK ASSY. W/PUMP Maint. Area 2 RAVEN CONTROL UNIT COMPLETE Maint. Area 4 LESCO WALK SPREADER Maint. Area 1 LESCO COMBO DROP/CYCLONE SPREADER Maint. Area 1 VICON SPREADER Maint. Area 1 TY-CROP QUICK PASS 300 Top Dresser Maint. Area 1 TY-CROP MH-400 Maint. Area 1 w/TyCrop Attachment Twin Spinner, Conveyer Belt Maint. Area 1 SM. GANDY SPREADER Maint. Area 1 DRAG MAT W/ ATTACHMENT Maint. Area 1 GREENS GROOMER DRAG BRUSH Maint. Area 1 TORO AERATOR Office 5 office desks Office 4 office chairs swievel Office 5 cushioned office chairs Office 1 postage machine Office 1 telephones and system Office 1 portable telephone Office 2 desk top printers Office 1 networking computer system Office 1 phone answering system Office 1 copier Office 1 laser printer Office 2 4-drawer metal file cabinets Office 1 safe Office 1 4-shelf metal bookcase Office 2 2-drawer metal file cabinets Office 2 biege metal file cabinet/drawer 4' wide Office 1 shredder Office 1 fax Office 2 6' metal utility shelves 3 LOCATION QUANTITY DESCRIPTION Closet 5 Utility shelf units Closet 2 wheel chairs Closet 1 podium Closet 12 table skirts Grille 4 TV's Grille 1 silverware/plates/glasses Grille 1 planter Grille 1 numerous picures and plaques Grille 1 beer tap Grille 5 metal utility shelves Grille 2 hot dog machine Grille soup warmer Grille small refrigerator Grille 14 bar stools Grille 52 chairs Grille 12 tables Grille bar mixer Shop 2 STIHL CHAIN SAW Shop 1 STIHL 40" TRIMMER Shop 1 HEDGE TRIMER Shop 3 STIHL CHAIN SAW Shop 1 STIHL QUICK CUT SAW Shop 1 ELECTRIC WATER PUMP (irrigation) Shop 1 MANUAL ROLLER Shop 1 PRESSURE WASHER Shop 1 PRESSURE WASHER (Green Mowers) Shop 1 BOAT- 10ft/w oars Shop 1 SKID MOUNT GENERATOR Shop 1 WHEEL BARREL ONE-WHEEL Shop 1 WHEEL BARREL TWO-WHEEL Shop 1 GAS WELD OUTFIT Shop 3 L.P. GAS BOTTLES Shop 1 MAKITA CHOP SAW Shop 1 HAND CART Shop 1 PORTABLE AIR TANK Shop 1 HYD. SHIP PRESS Shop 1 BATTERY CHARGER Shop 1 SAW-ZALL Shop 1 MAKITA ELECTRI DRILL Shop 1 MAKITA CORDLESS DRILL Shop 1 HPZ RIVOT SET Shop 1 SAND BLASTER Shop 1 VISE IN YARD Shop 1 VISE IN SHOP Shop 1 TIRE CHANGER Shop 1 OIL CRUSHER Shop 1 CHAIN HOIST GREY-SHOP Shop 1 HYD. FLEET JACK Grey Shop 1 HYD. PALLET JACK Shop 1 2-T FLOOR JACK Black Hawk Shop 1 FLOOR JACK (orange) Shop 6 JACK STANDS Shop 2 INFRARED HEATER Shop 1 STIHL POLE SAW Shop 2 JACOBSEN PUSHMOWER Shop 7 Stihl Line TRIMMER Shop 1 SHINDIAWA STRING EDGER Shop 1 SHINDIAWA BLADE EDGER 4 LOCATION QUANTITY DESCRIPTION Shop 1 TRENCHER Shop 2 REDMAX RECIPICATOR Shop 1 STIHL BLOWER Shop 1 STIHL CHAIN SAW Shop 1 SHOP VAC Shop 2 FAN (shop) CIRCULATOR Shop 1 ICE-BOX-Frig. Shop 1 STIHL BG BLOWER Shop 1 STIHL BAK PACK BLOWER Shop 1 MILWALKEE GRINDER Shop 1 MISCELLANOUS TOOLS & EQUIPMENT Shop 1 SHOP HEATER Shop 7 TORO 1000 WALKING GREENS MOWER Shop 1 CRANE PUMP HOUSE Shop 1 BOOSTER PACK Shop 1 TROLLEY Shop 1 BACK BLOWER Shop 1 MEASURING WHEEL Shop 1 Toro 660 Pro Core Aerator Hall 5 cushion chairs Hall 1 sofa table Hall 5 planters on wheels Hall 1 table top planter Hall 13 framed pictures Hall 1 Ice well/water dispenser Kitchen 2 convection oven Kitchen 1 hobart mixer Kitchen 2 gas fryers Kitchen 1 ice well Kitchen 1 trash cans Kitchen 3 reach-in coolers Kitchen 7 prep tables Kitchen 1 computer Kitchen 1 printer Kitchen 2 chairs Kitchen 1 desk Kitchen 1 steam table with heat lamps Kitchen 2 conveyor belt toasters Kitchen 1 large red food warmer Kitchen 1 alto sham Kitchen 15 metal utility shelves Kitchen 1 dish warmer Kitchen 1 food warmer Kitchen 2 microwaves Kitchen 1 ice cream cooler Kitchen 1 bread warmer Kitchen 2 BBQ grills Card Room 8 4-top tables Card Room 1 round table Card Room 24 Burgundy Cushioned chairs on wheels Card Room 1 TV 00 Exhibit D The Ilarl)it!a:;L 1/4 of the SouLFteast 1./4 of :Section .10, Township 29 Suittlt, 11"118e 15 Last, le:;s the West 5 feet, less the North 15 feet, less 'tlte poventtinl' anal curb of tlnpJe Street and 11111cre::L' Drive 1.ying within Lite South 30 feet of thtlt i?iist 30 feet aril less Lite Seaboard System Railroad ribhL•-of-way. Tog, the SMILlic tt;t• 1/4 of the Southeitst 1/4 of aaid Section 10, less the SotiLlt 1209 feet m.u.1. o[ Lite Bast 30 (oat; 3cas Lite pavement and curb of 1ii11cre:;L Drive lylnl; wlt•hin Lite North 120 feet of the Ca?L 30 feet, loss Lite South 33 feet, and lcsu the Went 17 feet. Together with Lite NorLltwc.L 1/4 of the SouLhwa:;L 1/4 of Section 3.1, Tuwuship 29 South, !trine 15 linsL•, less Lite Cast 1234 feet m.o.l. of•Lite !;uuLh 30 .feet, less the pavement nod curb of Maple Street lying wlLhin the Went 90 feet of the South 30 fact, less Lite Cnst 50 feet, lc:;!i the ilorLh 15 feet, and less Lite Seaboard System Railroad right-of-way. Less and except 11111crest Addition Subdivision as recorded in Plat hook It,, 11ar,e 49, of the Public Records of Pinellas County, Florida. Less uud except Lite following described tract: commence at the Northeast corner of Lot 11 of said Ilillcrest Addition; thence run Weat along the North .ltnc of raid 11111cresL• Addition 20 feet to Lite point of beginning; thence cott.trntic West, aloni; sold North line 100 feel; Lheoce run NorCl;, along a line I:;trollcl Lo the 1:nst line of said Ilillcrest AddlLion, 250.5 feel; thence run 110r01c;;:;lerly, feet, to a point on a line 360 feet North of and parallel to Lite North line of said Ilillcrest Additioni; thence run CaRL•, olong trial J.lne 69 feet, to Lite West right-of-way line of Ilighland Avenue; thence run South, along Sold Went rlghL-of•-way line, 360 feet to the point of beginning. Less and except the following described tract: begin at'the Southwest curlier of I,oL 4 of suld 1111.1crest Addition; thence run North along the West line of "-aid Ilillcrest AddILlou, 402.5 feel'; thence run Southwesterly, 741.1 feet, to a pulot on a line 647 feet West of and parallel to Lite West line of said 11111crest AddlOon; thence run South, olong sold line, 41 feet to Lite Nuich right-o[-way line of Maple Street; thence run test, along said North right-of-way .11ne, 647 feet to the point of beginning. Less and except. the following described tract: commence at the intersection of the centerline o[ Llte Seaboard System Railroad right-of-way and the centerline of Uetty Lane, as shown on the Plot of Country 'Club Addition, as recorded in Plot hook 7, faze 36, of "the-Public Records of Pinellas County, I'lorida; thence 'ruin ilong said centerline of the Seaboard System Railroad right-of-way and a curve to Lite left, chord bearing.J4 00°43'37" E; 339.12 feet; thence cortLinuc aloe;; said ceuLerlioe, N 77°35'57" L, 03.44 feet, to the point of begi,tni6g; Lltence run S 6°33'43" C, 537.60 feet; thence run S 51°46'23" C, 40.51 feet; thence, ruts N G5°05'57" C, 311.30.feet, thence run N 21°20'40" L• 610.59 feel to Lite ceinterline of said Seaboard System Railroad right-of-Way; thence run'olong :;old centerline and a curve to Lite right, chord bearing S 76°25'51" W, 136.03 , feet; tliencc eouLluue along said centerline S 77°35'57" W, 402.40 feet to Li.te ;taint of bcglllnl;tt;, less the Seaboard System Railroad right-of-way, TogCOIcr the following rights and easements, namely: A right-of-way in common with the party of the firut part for rood or street purposes to and :from said parcel cuttveyed over and along a strip of land forty feet wide runnlit;; ;tarollel to and immediately south of Lite right-of-way of the Seaboord ?ystcnt Railroad, extending from Oetty Lane on Lite West Co the nbove described LracL on ;.he, LanC. BEGIN at the intersection of the center line of Seaboard Airline Railway Co.,. and Betty Lane as shown on plat of COUNTRY CLUB ADDITION as recorded in Plat. Book 7, page 36, Pinellas County Records and 'run thence along said Seaboard Airline Railway Co., center line and a curve to the left, chord bearing N 80° 43' 37" E, 339.12 ft,; THENCE along said center line N 77° 35' 57" E, 83.44 ft. for P.O.B. THENCE S 6° 33' 43" E, 537.60 £t.; THENCE S S1° 46' 23" E, 48.51 ft.; THENCE N 65° 05' S7" E, 311.38 ft.; I'IIENCC N 21° 20' 48" E, 610.59 ft., to center line of said Seaboard Airline Railway Cg., THENCE along curve to right and said center line, chord bearing 5 76 25' 57" 14, 136.83 ft.; THENCE S 77° 25' 57" W along said center line 482.48 ft. to P.O.B., less Seaboard Airline Railway Co., right-of-way.