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L-1 4D F l r PARKING AGREEMENT This Parking Agreement ("Agreement") made as of this l st day of September, 2000, by and among de GUARDIOLA DEVELOPMENT, INC., a Florida corporation (the "Developer"), LOS ANGELES DODGERS, INC., a Delaware corporation (the "Dodgers") and INDIAN RIVER. COUNTY, FLORIDA, a political subdivision of the State of Florida (the "County"). WHEREAS, the County intends to acquire or is the owner of a baseball spring training facility known as "Dodgertown" (the "Facility") located on the real property described on Exhibit A hereto (the "County Property"); and WHEREAS, the County intends to or has leased the County Property and the Facility to the Dodgers pursuant to a Facility Lease Agreement dated as of September 1, 2000, a copy of which shall be recorded in the Public Records of Indian. River County, Florida (the "Lease"); and WHEREAS, the Developer intends to acquire or is the owner of certain real property located adjacent to the County Property more particularly described on Exhibit B hereto (the "Adjacent Property"), on which the Developer is intending to construct a three phase development consisting of hotel and conference facilities, multifamily residential housing, entertainment and retail facilities (the "Collateral Development"); and WHEREAS, the County, the Dodgers, and tate Developer desire to make sure that adequate parking is readily available for all anticipated events at the Facility as well as at the Collateral Development; and WHEREAS, the parties hereto desire to provide For such parking through a Declaration of Easements for Parking (the "Declaration") to encumber both the County Property and the Adjacent Property, the Form of which will be prepared in accordance with the City of Vero Beach, Florida (the "City") Code of Ordinances regarding parking requirements, as part of the anticipated site plan approval process; and WHEREAS, the Declaration is intended to assure the parties hereto that adequate parking for the Facility and the Collateral Development will be available; and NOW, THEREFORE, for and in consideration of Ten Dollars ($10,00) in hand paid, as well i as other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, each of the parties hereto agree as follows: 1, The Foregoing recitals are true and correct and incorporated herein by reference.