ESTOPPEL CERTIFICATEESTOPPEL CERTIFCATE
Pursuant to Section 16.06 of that certain Agreement for Development of Property dated
March 3, 2005, between THE CITY OF CLEARWATER, FLORIDA (the "City ") and K &P
CLEARWATER ESTATE, LLC, a Florida limited liability company (the "Developer "), as
adopted by the City Council by Resolution No. 05 -13, recorded in Official Records Book 14168,
Page 2397, of the Public Records of Pinellas County, Florida, as amended by that certain First
Amendment to Development Agreement between the City and the Developer dated March 22,
2006, as adopted by the City Council by Resolution No. 06 -11, as recorded in Official Records
Book 15023, Page 1494, of the Public Records of Pinellas County, Florida, as amended and
restated by that certain First Amended and Restated Development Agreement between the City
and the Developer dated December 30, 2008, as adopted by the City Council by Resolution No.
08 -14, recorded in the Official Records Book 16466, Page 1500, of the Public Records of
Pinellas County, Florida, as amended by that certain First Amendment to the First Amended and
Restated Development Agreement between the City and the Developer dated January 23, 2012,
as adopted by the City Council by Resolution No. 12 -02, recorded in Official Records Book
18543, Page 2498, of the Public Records of Pinellas County, Florida, as amended by that certain
Second Amendment to the First Amended and Restated Development Agreement between the
City and the Developer dated September 18, 2014, as adopted by the City Council by Resolution
No. 14 -30, recorded in Official Records Book 18543, Page 2498, of the Public Records of
Pinellas County, Florida (collectively, the "Development Agreement "), the undersigned as
Mayor and City Clerk of THE CITY OF CLEARWATER, FLORIDA, hereby provide this
Estoppel Certificate, and do hereby certify to BANK OF AMERICA, NATIONAL
ASSOCIATION, a national banking association, as Administrative Agent for the benefit of itself
and the Lenders (as that term is defined in the Loan Agreement between the Administrative
Agent, the Lenders and the Developer) and its successors and assigns (the "Administrative
Agent ") as follows:
1. The Development Agreement is in full force and effect and has not been
modified, except as set forth hereinabove;
2. To the knowledge of the City, neither the City nor the Developer is in default of
the Development Agreement, and there exists no defaults or state of facts which
with notice and/or the passage of time would constitute a default under the
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3/12/2015
Attest:
Development Agreement and Developer has complied with all of the terms of the
Development Agreement due as of the date of this Estoppel Certificate.
3. This Estoppel Certificate shall be binding upon The City of Clearwater. The
undersigned acknowledge that the undersigned are authorized pursuant to the
Development Agreement to give this Estoppel Certificate and acknowledge and
agree that the Administrative Agent shall have the right to rely on this Estoppel
Certificate and the information contained herein.
City Clerk
Approved as to form:
a 14
PAMELA K: KIN
City Attorney
STATE OF FLORIDA
:SS
COUNTY OF PINELLAS
THE CITY OF CLEARWATER, FLORIDA
By:
GEORGE N. CRETEKOS
Mayor
The foregoing instrument was acknowledged before me this day of
2015, by and
Mayor and City Clerk, respectively, for THE CITY OF CLEARWATER, FLORIDA, or behalf
of the City, both of whom are personally known to me.
10141/1191/4100847 vl/Estoppel Certificate
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-2-
Notary Public, State of Florida
Name:
My Commission Expires: