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2000-266H
IN WITNESS WHEREOF, the parties have set their hands and seals as of the date written below. [Seal] Date: M7 Attest: Approved as to form and legal sufficiency By: 5Co my Attorney [Seal] Date: Attest: [Seal] r hate: Attest: 6--=� Exhibit A -- County Property Exhibit B -- Adjacent Property INDIAN RIVER COUNTY, FLORIDA Its: Chairman LOS ANGELES DODGERS, INC. By: Its: de 1 yA I LA DEVELOPMENT, INC. its: , F- Exhibit List 5 • E-�] 40 EXHIBIT A (PARCEL 1) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST. PROCEED SOUTH $9.04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03.30' 11" WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (AWA 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE ALONG SAID WESTERLY RIGHT-OF- WAY LINE SOUTH 09.51'49" WEST. A DISTANCE OF 39.81 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 1125.14 FEET AND A CENTRAL ANGLE OF 14.57'00'; THENCE ALONG THE ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 19.21'57" WEST, A DISTANCE OF 82.11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825.86 FEET AND A CENTRAL ANGLE OF 19.54'25"; THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 00.32'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL (300 FOOT RIGHT-OF-WAY); THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 69.31'46" WEST, A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH 17.00'00" WEST, A DISTANCE OF 467.50 FEET TO A POINT; THENCE NORTH 20.58'57" EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 00.23'011" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT BEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH. RANGE 39 EAST; THENCE NORTH 89.04'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND PARALLEL WITH SAID SECTION LINE. A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING. A-1 33 5 4b 4w 40 (PARCEL 2) - COMMENCING AT THE NORTHWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERIC OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2 AT PAGE 25, SAID LANDS NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA, RUN EAST, A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET RIGHT-OF-WAY OF 43RD AVENUE; FROM SAID POINT OF BEGINNING RUN SOUTH 00.17'44" EAST ALONG THE AFORESAID EAST RIGHT-OF-WAY, A DISTANCE OF 765.95 FEET TO A POINT WHICH IS 50 FEET DISTANCE NORTHERLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 69.02'20" EAST ON A LINE PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN) CANAL, A DISTANCE OF 2813.63 FEET, THENCE RUN NORTH 16.55'40" WEST, A DISTANCE OF 421.18 FEET; THENCE RUN NORTH 21.56'40" EAST. A DISTANCE OF 410.00 FEET; THENCE RUN NORTH 00. 16'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 89.54'20" WEST ON A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST OF THE WEST LINE OF TRACT 4 IN SAID SECTION 3; THENCE RUN SOUTH 00.17'40" EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. LESS AND EXCEPT THE FOLLOWING: A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF TILE PUBLIC RECORDS OF ST. LUCIE (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INT'ERSEC'TION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89.45'39" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE SOUTH 00. 14'21" WEST, A DISTANCE OF 876.82 FEET; THENCE SOUTH 89.45'39" EAST, A DISTANCE OF 414.56 FEET; THENCE SOUTH 63.53'04" EAST, A DISTANCE OF 476.06 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE A-2 �Lo dw 40 0 EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH i 8.5'26" EAST, ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET; THENCE SOUTH 69+'2'53" WEST, ALONG A LINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHTANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER CONTROL DISTRICT MAIN RELIEF CANAL. A DISTANCE OF 1806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 00.0'47" EAST. ALONG SAID RIGHT-OF-WAY LINE. A DISTANCE OF 2094.26 FEET, TO THE POINT OF BEGINNING. A-3 I �/ L L L L o�� a � 0 APPLICATION FOR CERTIFICATION OF A RETAINED SPRING TRAINING FRANCHISE FACILITY TO THE STATE OF FLORIDA OFFICE CF TOURISM, TRADE & ECONOMIC DEVELOPMENT SUBMITTED BY INDIAN RIVER COUNTY, FLORIDA qtw REGARDING THE ACQUISITION AND IMPROVEMENTS TO RECEIVED SEP 2 5 zoon RECIFIVED BOARD OF COUNTY OCT - 6 2000 COMMISSION September 19, CLERK TO THE BOARD i 4W C7 Tdophone:1561j567.9004 BOlARE OF COUNTY COMMISSIONERS 1849 25th Street, Vero Reach, Flarida 32960 + September 19, 2000 Mr. Larry Pendleton Florida Sports Foundation 2930 Kerry Forest Parkway Tallahassee, Florida 32308 + Re: Indian River County Application for Cert'sfication of Dodgertown as a Retained Franchise Facility Dear Mr. Pendleton: On behalf of Indian River County, Florida, please accept this letter and the enclosed Application to consider the existing baseball spring training facility being acquired by Indian River County and generally known as "Dodgertown" for certification as a "retained spring training franchise facility" in accordance with Section 288.1162(5)(b), Florida Statutes. Dodgcrtown has continuously been the spring training home for the Los Angeles Dodgers (the "Dodgers") since the Dodgers' acquisition of the land from the City of Vero Beach, Florida in 1948. Indian River County has entered into final contracts for the acquisition of Dodgertown including the existing spring training facilities and lands and for the construction of various improvements to Dodgcrtown. Dodgertown also includes Holman Stadium, where the Dodgers have conducted spring training games since 1953. The County is very optimistic about the future economic benefits of retaining the Dodgers and their spring training activities in htidian River 1 County„ especially in light of planned private development on lands surrounding i Dodgertown resulting from the Dodgers agreeing to a long terni commitment to stay in Indian River County. As the applicant, Indian River County respectfully requests the appropriate certification for Dodgertown as a "retained spring training franchise facility" and the full allotment of funds permissible under Section 288.1162(5)(c), Florida Statutes. The details of the County's application, the rationale for certification and copies of the various agreements are found in the application. f I trust the enclosed to be complete, if you have questions, or require additional information, please do not hesitate to contact either lames Chandler, County Administrator [(561) 567-8000, ext 1408] or Robert Reid, Special County Attorney r [(850) 222-86111. Sincerely, r Fran B. Adams, Chairman Board of County Commissioners Indian River County r w xc: Indian River County Board of County Commissioners Mayor Sandra Bowden & Vero Beach City Council Members James Chandler, Indian River County Administrator Rex Taylor, Vero Beach City Manager Fox Baseball Holdings, Inc. Los Angeles Dodgers, Inc. George de Guardiola, de Guardiola Development, Inc. Robert C. Reid, Bryant, Miller and Olive, P.A. 1 L M L • 40 f r Table of Contents Item Tab I E Introduction.................................................. 111troduction r 7 Question 1. A "unit of local government " (def. in s. 2M 369) is responsible jbr the acquisition, construction, management, or operation of'the facility for a retained spring training ! franchise or holds title to the property on which the facility for a retained spring irainingfranchise is located .................. 1-1 Question 2. The applicant has a verified copy off a signed agreement with a retained spring training franchise for use of the facility for a term of at least 15 years. .. 2-1 Question 3, The applicant has a financial coon itrnent to provide 50 o or V lnvre of the f tnels required by an agreement for the acquisition, construction, or renovation of the facility for a retained i .spring trainingfranchise. The agreement can be contingent upon the awarding of fiunds under this section and other conditions precedent to use by the spring training franchise . ....... . ......... 3-1 Question 4. The applicant has projections, verified by the Office of Tourism, Trade and Economic Development, which demonstrate that the facility fr.r a retained spring training franchise will attract a paid attendance of at least 50, 000 annually. .. .................................... 4-1 Question 5. The facility for a retained spring training franchise is located in a county that is levying a tourist development tax pursuant to s. 125.0104. . . . . . ............................. 5-1 Question 6. The intended use of the f mdv by the applicant, with u priority given to the construction of'a ne+w facility . . ............... 6-1 I Question 7. The length of time that the existingftanchise has been located in the State, with priority given to retaining } l_ franchises that have been in the same location the longest. .......... 7-1 I 40 Question 8. The length of time that a facility trr be used by a ' retained spring training franchise has been used by one or more spring training franchise, with priority given to a facility that has been in continuolts use as a facilily for spring training the longest.. ........................ 8-1 Question 9. Tor those teams leasing a spring ,raining facility from a unit of local government, the remaining time on the lease for the facilily used by the .spring training franchise with priority given to the shortest period remaining on the lease . ..................................... 9-1 Question 10. The duration of the f tture-use agreement with the retained spring rrainingfmanchise with priority given to the f tture-itse agreement having the longest duration . ...... ........................ ....... ..........{[1-1 Question 11. The amount of local thatch, with priority given to the largest percentage of local match proposed. ............... . .... 11-1 Question 12. The net increase oj'lotal active recreation space owned by the applying unit of local government following the acquisition of land for the spring training facility, with priority given to the largest percentage increase of total active recreation space ............................ . .. 12-1 Question 13. The location of the facility in a brownjield, an enterprise " zone, a community redevelopment area, or other area targeted development or revitalization included in _ an Urban Infill Redevelopment Plan ........ . ............... . .. 13-1 Question 14. The projections on pard attendance attracted by the facility and the proposed effect on the economy oj'the local community . .........................................14-1 f^f Appendices Memorandum of Understanding .......................................... A Agreement for Sale and Purchase ......................................... B Interlocal Agreement ................ . .. . .............................. C Facility Lease Agreement ......................... I .................... D Development Agreement ............ . .... I .................... , ......... E Capital Reserve Account Agreement ...................................... F Document Escrow Agreement ............. . ............................. I G Parking Agreement .................................... . .. . ...... . ..... H Annual Attendance Figures for Dodgertown .................................. I County Ordinance No. 2000-029 ................................. . ........ J Dodgertown History ................................................... K Indian River County Recreation Data ..... ................................. L C-1 40 -Wl ' 1 Indian River County, Florida Application to the Office of Tourism, Trade & Economic Development pursuant to House Bill 1439 as it amends Chapter 288.1162 of the Florida Statutes for l the purpose of certifying Dodgertown as a retained spring training franchise facility and obtaining funds to i retain the Los Angeles Dodgers Spring Training ` Franchise in Indian River County (Vero Beach, County i seat). ' Introduction Indian River County, Florida (the "County"), together with the City of Vero Beach, Florida (the "City"), Los Angeles Dodgers, Inc. (the "Dodgers"), Fox Baseball Holdings, Inc. ("Fox") and de Guardiola Development, Inc. (the "Developer") have negotiated several agreements involving (i) the acquisition by the County of the existing spring training facility generally known as "Dodgertown", (ii) the leasing of Dodgertown to the Dodgers and (iii) the rehabilitation and construction of new improvements to Dodgertown. Other than the use of Dodgertown by the Dodgers following the County's acquisition, there will be no private involvement in Dodgertown nor any inurement to any non-governmental entity. In addition to the County's acquisition of Dodgertown, and in a completely separate transaction, the Developer is acquiring certain lands adjacent to Dodgertown from the Dodgers and Fox, on which the Developer intends on developing a new "mini-town",utilizing solely private funds. Other than the fact that neither the County, the Dodgers nor the Developer want their respective transactions to proceed without the other parties' transactions proceeding, these two developments are not inter -related. i The framework for the overall transaction is set forth in a Memorandum of Understanding (the "Memorandum") by and among the County, the City, the Dodgers, Fox and the Developer, which Memorandum was approved by the County Commission of the County and the City Council . of the City on July 27, 2490. A copy of the Memorandum is included in this Application behind 'Cab 'W'. As set out in the Memorandum, the County has agreed to purchase from the Dodgers l_ approximately 64 acres of land in Indian River County which presently constitutes the Dodgers' l spring training facility known as Dodgertown, which consists of Holman Stadium, an eighty-nine (89) unit player housing facility, a conference center with meeting and dining rooms, a clubhouse and weight room, in -door batting and pitching cages, four (4) full baseball practice fields, two (2) hall' baseball practice fields, and related spring training facilities, immediately following the acquisition of Dodgertown by the County, (i) the County will enter into a lease agreement with the Dodgers 1- L i 40 f pursuant to which the Dodgers will lease Dodgertown From the County for a period of not less than 20 years, with four (4) five (5) year renewal options, and (ii) the County and the Dodgers will enter f into a development agreement pursuant to which the Dodgers will oversee the construction of new spring training practice fields, and rehabilitation of tite existing housing units, conference center, practice fields and Holman Stadium. In conjunction with the County's acquisition of Dodgertown, the Developer, using solely private funds, is acquiring approximately 60 acres of land adjoining Dodgertown from the Dodgers and Fox. It is contemplated by the Memorandum that the Developer will develop these lands into a "mini -town" consisting of hotel and conference facilities, multi -family residential rental housing, retail stores and entertainment facilities. This new development will have a look that embodies the theme of Dodgertown in order to provide a consistent overall appearance of the two facilities. However, other than coordinating; the appearance of the new mini -town and Dodgertown, these two projects are otherwise unrelated. Application Statement By this application, the County seeks certification of Dodgertown as a retained spring training i franchise facility and requests the full monthly allotment of funds available under Rouse Bill 1439 (Section 288.1162, Nonda Statutes), in the amount of $41,667 per month for 30 years (360 months) These funds will be pledged by the County to the repayment of its revenue bonds (the "Bonds"), the proceeds of which will be used to acquire Dodgertown and finance the costs of the improvements and rehabilitations to be completed at Dodgertown. Description of Transaction Documents The complete set of copies of each of the executed Agreements between the County, the Dodgers, Fox, the City and the Developer are attached to this Application in the appendix under Tabs "A" through "H". The following is a list and general description of each of the Agreements. Each Agreement is separately tabbed in tite appendix as indicated: Tab "A": Memorandum of Understanding between the County, the City, the Dodgers, Fox and the Developer, dated as of July 24, 2000 (tire "Memorandum"). The purpose of the Memorandum is to set forth the overall understanding the parties involved in the transaction. As such, the Memorandum speaks to the County's acquisition of Dodgettown and the Developer's acquisition of certain adjacent lands on which it will build a new "mini -town" using solely private rands. In addition to the condition that f Dodgertown be certified by the State as a retained spring training franchise Facility, ;- it also envisions certain additional contingencies such as site plan approval for the f improvements at Dodgertown as well as the new "mini -town" project. 1,. i 1-2 do 4D it Tab "B" Agreement for Sale and Purchase between the County and the Dodgers, dated as of September 1, 2000 (the "Real Estate Contract"). This agreement embodies the 1 contract between the County, as purchaser, and the Dodgers, as seller, whereby the County will acquire approximately 64 acres of land in Indian River County, Florida known as Dodgertown. Under the heal Estate Contract, the County (subject to customary closing adjustments), will pay $10,000,000 to the Dodgers for a statutory warranty deed to Dodgertown. The Real Estate Contract contains the usual o provisions regarding tithe defects and survey, and requires tine Dodgers to provide the County with a Phase 1 Environmental Report on Dodgertown (and within certain limits, cure any environmental issues resulting from hazardous materials on the land) and an ADA Compliance Report (and within certain limits, cure any ADA deficiencies). Tab "C": Interlocal Agreement between the County and the City dated as of September 1, 2000, which was recorded in the public records of Indian River County on September 12, 2000.(the "Interlocal Agreement"). The Interlocal Agreement provides for (i) the City's financial contribution to the transaction in the amount of $1,400,000 to fund a portion of the long term repair and replacement reserve fund being established by the County for Dodgertown and (ii) a mechanism to deed to the City a portion of the land or proceeds from the sale of Dodgertown in the event the Dodgers cease using Dodgertown as their sprig training facility. Tab "D": Facility Lease Agreement between the County and the Dodgers dated as of September 1, 2000 (the "Facility Lease"). The Facility Lease embodies the long term arrangement between the County and the Dodgers, under which the Dodgers will lease Dodgertown for a period of approximately twenty (20) years covering twenty- one (2l) spring training seasons, and will have the right to renew the arrangement for four (4) successive five (5) year periods under the same terms and conditions. Under the Facility Lease, the Dodgers will pay a nominal rent to the County of one dollar i ($1.00) per year (payable in advance), and undertake the obligation to pay all the costs of operating and maintaining Dodgertown consistent with the historical maintenance practices of the Dodgers, but in all events at least equal to the Y._ maintenance standards utilized at other similar spring training facilities. Although the County is funding a repair and replacement reserve for Dodgertown with an initial deposit of $2,000,000, the Dodgers will have the sole obligation to pay all costs of such maintenance, repair and replacements throughout the term of the Facility Lease. The only obligation retained by the County will be to pay any ad valorem real property taxes, if any, assessed against Dodgertown following the County's acquisition. In order to help assure that the Dodgers will continue to use Dodgertown as their spring training facility throughout the initial twenty year term of the Facility L= Lease, in the event the Dodgers cease using Dodgertown as their spring training facility, they are obligated to pay liquidated damages to the County in an amount equal to the costs of defeasing the County's bonds. 1-3 k Tab "E": Development Agreement between the County and the Dodgers dated as of September 1, 2000 (the "Development Agreement"). The Development Agreement P is the operative agreement under which the Dodgers will undertake the obligation of completing certain improvements to Dodgertown consisting of renovations to the existing housing and conference facilities, improvements to Holman Stadium and 4 certain ofthe existing practice fields, and the construction of new practice fields, The selection of design criteria professionals and a desigrvbuild firm to implement the proposed Dodgertown improvements, renovations and new construction will be conducted by the County in accordance with the Consultants Competitive Negotiations Act, Section 287.055, F7orida Statwes, and other applicable provisions of law, ordinances and rules governing procurement and competitive negotiations.. The County is providing $7,000,000 to pay the costs of the improvements contemplated for Dodgertown (currently estimated at approximately $8,400,000), with the understanding that the $2,000,000 in funds held under the Capital Reserve Account Agreement may be used to pay all or a portion of the costs of the improvements in excess of $7,000,000. Any costs in excess of these amounts are the sole responsibility of the Dodgers, and ownership of all improvements will vest in the County upon completion of each improvement. Tab "V: Capital Reserve Account Agreement between the County, the Dodgers and First Union National flank, as the Capital Reserve Account Agent, dated as of September 1, 2000 (the "Reserve Agreement"). The Reserve Agreement controls the disbursement of a $2,000,000 repair and replacement reserve being funded jointly by the County and the City to assist in the maintenance of Dodgertown. At the option of the Dodgers, the hands in the Reserve Agreement may be used to pay the costs of additional improvements to Dodgertown not funded by the County in accordance with the Development Agreement. Once the Dodgers have expended all of the funds held under the Reserve Agreement, the Dodgers will remain obligated to find tite costs of all repairs, replacements and maintenance at Dodgertown throughout the term of tite Facility Lease. Tab "C`x Docrttnent EscrowAgreenient between the County, the City, Fox, the Dodgers, the Developer and Bryant Mills and Olive, P.A., as escrow agent (the "Escrow Agent"), dated as of September 1, 2000 (the "Document Escrow"). The purpose of the Document. Escrow is to recognize that although all agreements have been executed and dated as of September 1, 2000, each of the agreements are subject to certain conditions, such as the County receiving a certification that Dodgertown is a retained spring training franchise facility. Since each of the parties have ongoing 1— responsibilities to complete prior to the County's issuance of bonds and closing on the acquisition of Dodgertown, the Document Escrow contemplates that each of the parties will proceed in good faith to complete all of their interim obligations prier to �— the end of February, 2001. A complete list of all conditions is set forth in Exhibit B to the Document Escrow. As contemplated by the Document Escrow, assuming the r 1-4 O i County receives certification of Dodgertown as a retained spring training franchise facility by January 1, 2001, and the other parties complete their obligations by the end of February, 2401, the parties will certify that all preconditions have been satisfied and a that no further condition remains to be satisfied other than the issuance of Bonds by the County. At that time, the County will proceed to issue its Bonds to finance the t " acquisition of Dodgertown and to fund the costs of the improvements thereto. Tab "H": Barking Agreentent between the County, the Dodgers and the Developer dated as of September 1, 2000 (tire "Parking Agreement"). With the separation of the ownership of lands presently owned by Fox and the Dodgers into County land and private land, and the construction of the new improvements to Dodgertown, the present site for parking for events at Dodgertown will be significantly reduced. In order to assure the County that adequate parking is provided for Dodgertown events (as required by applicable City Ordinances), the County, as the owner of Dodgertown, the Dodgers and the Developer have entered into the Parking Agreement whereby the Developer and the Dodgers will assure, through cross easements, the rights to utilize parking facilities on the Developer's property adjacent to Dodgertown for the benefit of Dodgertown. No public funds will be expended to provide such parking facilities. This application addresses the specific evaluation criteria included in the Application for Certification of Retained Spring Training Facilities. The following maps illustrate the locution of Dodgertown in Indian Inver County and the City of Vero Beach. r-5 IM 40 ml OF, I .Y - �' MEMO I LUKE If 00 �m ♦ w V 5 IC 1 tiANrnd9 Y1D375U O ��d/Y .Y - �' MEMO I LUKE If 00 �m ♦ w V 5 IC 1 tiANrnd9 Y1D375U O ��d/Y V D (iuestion 1. "unit ca local ynvertrtr,� tetra" (clef. ltt.c. 218.369j is re:stanytsililej(it Me rrctluisi,trrarr conslat-Orr matragement or Weradonrf the fgcility for a retained rtfig trarfaUw + fray c i.re p ltralr2f (tile to the ly1V_;erty on which rhe facility or a relamerl.rlamW framing franc hi.s i. oc + Indian River County is a political subdivision of the State of Florida whose boundaries are set forth in Section 7.31,1-lorida Statutes, and as such is a unit of local government as defined in Section 219.369, Ftorida Statutes. In accordance with the Memorandum (see: Tab A) and as set forth in the + Real Estate Contract (see: Tab B), Indian River County (the "County') has agreed to acquire the existing spring training facility complex located in Indian River County consisting of approximately 64 acres of land (the "Land") on which is constructed Holman Stadium, an eighty-nine unit player + housing facility, conference center, clubhouse, baseball practice fields, and other related baseball trairting facilities generally known as "Dodgertown". The actual acquisition of the Land will occur in conjunction with the issuance of revenue bonds by the County to finance the acquisition of Dodgertown. Assuming the receipt of certification of Dodgertown as a "retained spring training franchise facility' by January 1, 2001, the County anticipates that its bonds will be issued and Dodgertown acquired by March 31, 200:. Following; such acquisition, the County will hold the fee simple title to the Land and all improvements thereon, and will thereafter lease the Land and the improvements constituting Dodgertown to the Dodgers in accordance with the Facility Lease (see: Tab D). As such, the County satisfies the first requirement for certification of Dodgertown as a "retained spring training franchise facility". Following the acquisition of Dodgertown and the lease thereof to the Dodgers pursuant to the Facility Lease, the Dodgers have agreed to oversee the renovation and construction of improvements to Dodgertown, and to operate, manage and maintain Dodgertown for the term of the Facility Lease. In order to finance the costs of acquiring and improving Dodgertown, the County will issue its Bonds as revenue bonds in a principal amount sufficient to provide $17,000,000 of net Bond proceeds. These net proceeds will be allocated $10,000,000 to the costs of acquisition of Dodgertown, and $7,000,000 to the costs of the improvements. The County will pledge to the repayment of the Bonds (i) the fourth cent of the County's tourist development tax, (ii) the County's half -cent sales tax revenues, and (iii) the payments to be received from the State of Florida once Dodgertown is certified as a "retained sprint; training franchise facility". In addition, the County will fund a Capital Reserve Account for future repair and replacement costs of Dodgertown in the amount of $2,000,000, utilizing available funds on hand at the County as well as funds provided by the City of Vero Beach, Florida (the "City") under the Interlocal Agreement. (See: Tab Q. I-1 Cj Question 2. The W_piicani has a verified co-vai�siipte a- eraent will, a relarrtc=r! s�rxt��r trarning rcrrrc i.se err use (,)f the Lac j1dy for a IeLtn of at least 15 yeqrs. Included in the appendix under Tab D is a signed copy of the Facility Lease Agreement between the County and the Dodgers. The Facility Lease has an initial term of approximately twenty C " (20) years which provides for the conduct of twenty-one (2 1) spring training seasons, plus four (4), five-year (5) lease extensions. As a result, the Facility Lease contemplates a forty (40) year I arrangement between the County and the Dodgers for use of Dodgertown as the Dodgers' spring training site. Although the Facility Lease requires an annual rent payment to the County of one dollar ($1.00) per year, the Dodgers have additionally committed themselves to maintaining and operating I Dodgertown at the sole cost and expense of the Dodgers. Based on historical records, it is estimated that the costs of such maintenance and operation is approximately $934,000 per year. In order to assure that the Dodgers will continue to use Dodgertown for their spring training activities, the Facility Lease provides for the payment by the Rodgers of liquidated damages to the County in the event the (lodgers cease using Dodgertown for their sprint; training activities at any time during the initial twenty (20) year term. The amount of liquidated damages is established at the amount of funds that would be required by the County to defease its Bonds, the proceeds of which are to finance the cost of acquisition of Dodgertown and the improvements thereto- (See: Tab D) The specific terms of the Facility Lease are found in Tab D of the appendix. 2-1 Question 3. The aW.Ocanl has a fina►tcicrl corruirrbr►clrr to provide 50% or ►lturc of the funds required by an y ree►trent or the cgrt Wim. c. strtrct0 or rertovalirirt of the facility for a relainec! I)rOtg Iraining franchise. the a=entetpt crrn he conli=n ►iUjum the asicrrdln afirutds rrrtder this watt►? and when carrclitions j r'ececc ent to use by tete .vpring: training frrr►rchi:se. As contempiated by the Memorandum (.see: Tab A), the County is providing approximately 65.7%u or more of the total capital needs to acquire and renovate Dodgertown. The total capital cost of the project being provided by the County is $19,000,000, of which $10,000,040 is allocated to the acquisition of the Land, $7,000,000 is allocated to finance the costs of capital improvements to Dodgertown and $2,000,000 is allocated to hind the capital repair and replacement reserve account. In order to produce the net dollar amount of $17,000,000 from Bond proceeds, the County will actually issue more debt to fund costs of issuance, debt service reserve funds and other associated costs of issuing the Bonds. used on current capital market conditions, the County estimates that the revenue stream derived from the State funds of $500,000 per year for 30 years will provide net Bond proceeds of approximately '$6,504,000. In order to provide the remaining $10,500,000 of required net Bond proceeds, the County will issue approximately $11,000,000 in Bonds to be paid from proceeds of the County's fourth cent tourist development tax and the County's half cent sales tax revenues. The County will be pledging tourist development tax revenues and sales tax revenues in an estimated amount of $1,144,564 for the twenty year term of the portion of the Bonds to be repaid from local finds, for a total commitment over the twenty year period of approximately $22,891,280.' In addition, the County and the City are providing '$2,000,000 to fund the Capital Reserve Account, for a total local contribution estimated at $24,891,280. The total cost of the project, including Bond repayment, is estimated at $37,891,280. When compared to the $15,000,000 provided by the State (ie: $500,000 per year for 30 years), the County is providing over 65% of the total funds required, and over 65% of the net funds required to acquire and improve Dodgertown. The agreements between the County and the Dodgers are necessarily contingent upon the awarding of fiends from the State of Florida. Indian River County seeks the full allocation permissible under 'Section 288.1162, Florida Stalules, of $41,6167 per month for 30 years to assist with land and facilities purchase and the costs of the improvements and renovations to Dodgertown contemplated by the County. The State funds will be pledged, along with the County's tourist development tax revenues and half -cent sales tax revenues to the repayment of the Bonds, including the payment of principal of and interest on the Bonds. The following Table l sets forth the net funding requirements and percentage breakdown for �- the capital expenditure costs of acquiring and improving Dodgertown. 'Estimates of Bond principal and interest payments are based on projections prepared for the County by William R. Hough & Co. 3-1 TABLE I Funding Net. Percent of Source Amount Total * Indian River County — Bond Issue $10,500,000 55.2% * State Grant — Bond Issue 6,500,000 34.2 * City of Vero Beach — Capital Reserves 1,400,000 7.4 Indian River County — Capital Reserves 600,000 3.2 Total $19,000,000 100.0°/m The $19,000,000 in net available funds, including the net proceeds of the State Funding, is allocated as follows: Land/Facilities Purchase $10,000,000 Facilities Renovation/Construction 7,000,000 Capital Reserve ,Account 2,000,000 3-2 Question 4. The applicant has a o "ecli ► s v °7 ' ed bv the 12 Tke of ' wri .. a e an E,conornic Derelolanient which deninnstrate that the f cility fora retairred s -Lm g Iraiuiir r achise will attract cr Mad atNadaace of atlie ..st SU. 000 annuallk Figures provided to the County by the Dodgers show since 1981 (exclusive of 1990 and 1995 r ' which were strike years), annual paid attendance has exceeded 50,000 per year, and for the years from 1981 through 2000 (including the strike years of 1990 and 1995), the average annual paid attendance for Dodgers' spring training games was 65,021. Total paid attendance over the same period was 1,300,435. See the annual attendance figures provided by the Dodgers to the County in the Appendix of tivs application behind Tab "1"° 4-1 f' Question 5, The foci-lilyfor rewined sp in t ainiY1 levying a louri•st d+eveloment lax jmrsuant las, 115, 0104, Indian River County is presently levying the tourist development tax in accordance with Section 125.0104, Florida Similes, and has been levying this tax since 1987. On September 7, 2000, + the Board of County Commissioners of the County enacted Ordinance No. 2000-029 (.see: Tab "J"), + increasing the levy of the tourist development tax to the full four percent, with the fourth percent allocated specifically to the repayment of the County's Bonds to be 'issued to finance the costs of the acquisition of and the improvements to Dodgertown. 5_1 40 4W 4W Question 6. Zhe r►rrerrderd rrse ' fm'orftr�git+en ►at Me. c ora-strrrclion of a crew &011,4 The intended use of the finds is spelled out in detail in the attached Memorandum (Tab A), Deal Estate Contract (Tab B) and Development Agreement (Tab D). Briefly, tate funds will be used to acquire Dodgertown, including approximately 64 acres of Land on which is constructed Holman 1 Stadium and the other Dodgertown facilities, and to construct various improvements to Dodgertown. Holman Stadium was completed in 1953, and since then has had relatively few significant improvements. in addition to the cost of acquiring the Dodgertown land, bond proceeds will finance the costs of substantial renovation and improvements to Holman Stadium, several major and minor league practice fields, player housing, clubhouse, and batting facilities. Funds provided by the State of Florida, together with tourist development tax and sales tax revenues of the County, will be pledged to the repayment of the County's Bonds. Although the total net Bond proceeds of $17,000,000 will be used to finance the acquisition costs and improvement costs on an issue wide basis, the portion of the Bonds representing State funds (estimated at $6,500,000) are being allocated by the County to the costs of the -improvements to Dodgertown, along with funds provided by the County. The anticipated expenditure of net Bond revenues, including the State Funds, is found below in TABLE 2. TABLE 2 Land Purchase 310,000,000 Facility Renovations/Improvements �um Replace field 500,000 Drainage repairs 100,000 New clubhouse facility 2,150,000 Stadium repairs --including press box 150,000 Maintenance facility upgrade 100,000 General site work 500.000 3,350, 000 Subtotal aPractice Field FulUhalf field renovations 1,550,000 New batting cages 460,000 Observation tower/restroom facility 150,000 General site work 1,110,000 Other existing structure renovations 750 009 e Subtotal 4,020,000 Soft cost/project contingency funds 1,474,000 Total Project Capital Cost 844 ,OLO L_ G-1 C-1 The costs of the acquisition ofDodgertown and the anticipated casts of the improvements and renovations thereto are in excess of the net Bond proceeds of 317,000,000. It is presently contemplated that (i) the Dodgers and the County will use some of the $2,000,000 funds on deposit in the Capital Reserve Account to pay all or a portion of these costs in excess of :£7,000,000, or (ii) the scope of the improvements and renovations will be reduced to equal the $7,000,000 available funds, or (iii) the Dodgers will provide additional fiends for improvements in excess of the $7,000,000 improvement budget (which improvements will belong to the County upon completion thereof], or (iv) some combination of the Foregoing. in all events, not less than $7,000,000 of improvements and renovations will be completed at Dodgertown following the County's acquisition from the Dodgers. 6-2 Ob 40 I o Question 7, The lcais=t1r r')f trnac ilacrr rhe erislr'rtg,(rcr►ichise has been Irwgaed in the SacrEe tivaali Mtorityiveli to retctitriaag francl iscs ihaa have been rat the same lnccrlion the 10=41st The Dodgers began spring training in the Indian River County, within the City of Vero Beach in 1448, when the team was still in New 'York (see the Press Journal articles contained in the Appendix behind Tab "K", Dodgertown History). The team continued spring training in Vero Beach after the franchise relocated to Los Angeles in the late 1950's. Amer the conclusion of World War Il, the United States government returned to the City the Vero Beach airport for municipal rather than military use. The former barracks that housed the pilots in training at the Vero Beach Naval Air Station became City property and were then used for housing the Dodgers. The City then sold the land to the [lodgers which now comprises Dodgertown, and Holman Stadium was completed shortly thereafter in 1953. In total, the Rodgers have been conducting spring training activities in Vero Beach and Indian River County for 52 years. 7-1 40 40 Question S. 73rn let?gl& of rime tlmt a fgclll 1 Icy ,e used h.y a relained slyin = Frrrining franckse sbeen-usedby one t mm vpring iraLninga r e svitlr priorily riven to cr fac is lh . been in ci-onlinuoususe .°a fraide rlltelot U. . The Dodgers have been conducting spring training activities continuously at Dodgerlown since 1948. Initially, other teams would also come to Dodgertown for spring practice and games (the Montreal, Kansas City and Fort Worth franchises). However, once Holman Stadium was completed at Dodgertown in 1953, no other Franchise has used the facility for spring training, and the Dodgers have continuously used Dodgertown and Holman Stadium for spring training activities since that time. 8-1 +Question 9, j'ar thou teams leashig a ging rraitri rp„facifi[y from a unit ref lnCrrl gr,veriirrren�. aitc remararirtir flare cxi the leas fitr the fa tX rrsecl h tv fre s rite lrairitt� {ra1011sc }vjib iori#,Vgiven &) ihe shortes�� rc�i xr 1 rettrait�i�ry, nt� the lcxcase Unlike other professional baseball teams, the Dodgers currently own Dodgertown, which is the facility at which the Dodgers conduct spring training. As a result, there is no lease of a governmentally owned facility existing at this time. However, when the Dodgers approached the County in 1998 with the desire to sell Dodgertown, 'including Holman Stadium, to the County and then enter into a long-term lease agreement for the improved facility in similar fashion to other major league baseball Franchises, the County and the Dodgers began discussions which have led to the transaction described in this application and set forth in the agreements included in the Appendix. 9-1 do 4 Question 10. T7ae duration of rhefa rrrr�� r����e�rrcraF xrilfr the rVbaC.�7� ira� t�criyaita� 'n►tcirise with jyryrityg'iven fn llae fir ure-use y reegiy as hayInZ I ae lonvest duralLn'. The Facility Lease Agreement with the Dodgers provides for an initial term of approximately twenty (20) years, with four (4), five-year (5) lease term extensions available at the end of the initial 20 year term. The initial term of the Facility allows for the conducting of twenty-one (2l) spring training sessions at Dodgertown. A copy of the Facility Lease in included in this application behind Tab D. L. 10-1 1` 1� i 4D • M Question 11. ` i g arrroual r) local match ivith priorily given to the larjest 1)ercentave of local thatch P=- used As discussed in response to Question 3 above, the County, along with the City of Vera Beach, has committed to provide net funds in the amount of $12,500,000, which amount is in excess of 65% of the $19,000,000 of net capital funds necessary to fund the purchase of Dodgertown lands and facilities, and the costs of the facility improvements and renovations. The State orFlosida is being requested to provide the Cull monthly funding of $41,667,67 per month for 30 years, or approximately one-third of the necessary capital fiords for purchase of lands and facilities and the costs of the facility renovations and improvements. Indian River County is requesting the monthly allotment of $41,667 per month ($500,000 per year) For 30 years to assist with long term Bond repayment, including principal and interest. �7 • Question 12, ZW ►tit itrcr = ref total active recreation Z—)aceyw►ted h !,► ire g �lvr►r ttriit of tocaI gQverwnent f tt, r lowing the acquisition of land. for 1hy Wriag Iraining&_Glitz with j2rioriU given to the largesl.pereentage ttc case nidotat active recreation sIvace. According to the Recreation Element of the Indian River County Comprehensive Land Use Plan, Indian River County owns 1,155.3 acres of active recreation land. Acquisition by Indian River ' County of the 64 acreage increases total active recreation park acreage to 1,219.3 acres or 5.54%. Included in the Appendix behind Tab "L" is a listing of County Parks (Indian River County l Recreation Data) from the Indian River County Comprehensive Pian. f I 12-1 C-1 4b Question 13. The Joe of the fav in a draw►; wid a� entetprrse �trne a cts►rt►n+tnr'ty mdeeelo p►ne►tt arca nr crlher area ta=ted dev lopnrent nr re4italizatin1incktded Ln an.Urban Injill Redeve4)ment Ilan. �J The facility is not located in an officially designated brownfieid, enterprise zone, community l redevelopment or urban infill district. I L 13-1 Question 1.4. arrrr ec t t alletulafIC.,V talracledAV the facility anel I n ,rrrrpnsecd e;,�feeY r the ecoll 1n .)t the lycal c st r► Lagr . Alterulance Projection Review of attendance at spring training games over the 40 years that the Dodgers have tracked attendance clearly shows a steady upward trend. This is due in part to the increasing interest in spring training activities, the ongoing success of the Dodgers during the regular season and the growing local year-round population. Spring training attendance increased an average of 2.4% between 1981 and 2000. However, from 1990 to 2000, average annual attendance was down 2.3% per year; and between 1995 and 2000 average annual attendance was down slightly less at -1.8% per year. Several factors likely created the slight downward trend in the mid-90s. Most importantly, were the baseball strikes in 1991 and 1995, the recent sale of the Dodgers, and the possibility that they might soon leave Vero Beach. All accounts showed a significant drop-off in attendance in all of major league baseball after the 1995 strike. Additionally, the allure of brand new spring training facilities in nearby Orlando, Melbourne, St. Lucie West, Jupiter, Tampa and Fort Myers, may have temporarily lured away fans that night have otherwise attended games at Dodgeitown. The Dodgers were also not as competitive during the regular major league season in the 1990s as they were in the 1980s. As the effects of the strike seasons have begun to wear off, attendance has begun to trend upwards again in the late 1990s with a dramatic 23% improvement from 1998 to 1999, and a 1.2% increase from 1999 to 2000. Therefore, for the purposes of projecting attendance, the applicant will use the historic trend exhibited over the past 20 years of spring training of about 67,200 paid attendance annually -- with a 2.4% annual increase. Obviously, factors such as strikes, poor regular season performance, or series of rain -outs will affect annual attendance as they always have. The renovation of the facility, in concert with the significant redevelopment of the adjacent Dodgertown property, growing year-round population, and the premier nature of the Dodger organization, will likely insure continued strong annual attendance. In light of this, the above projection is a relatively conservative one. Econontic Impact The economic impact of the Los Angeles Dodgers on the local community has been well documented. Various economic models and studies have shown that the Dodgers contribute $30-$36 million dollars to the local economy on an annual basis. A 1994 study entitled a Strategic Plan for Indian river County Tourism prepared by Regional Research Associates, Inc. relrected that in 1992 19.3% of area visitors frequented Dodgertown resulting in an estimated direct impact of $10.6 million from tourism - M -1 40 40 In 1998, two separate analysis of tourism and Dodger expense impacts were compiled by the Vero Beach -Indian River County Chamber of Commerce and the Indian River County Community Development Department. The Chamber of Commerce analysis estimated an annual economic impact of $29 million. The Community Development Department analysis reflected in Table 3, estimates a $31 million annual impact. TABLE 3 �1 .price Pavroll' mrect [moact $4,200,525 Multiiplict 2 indirect Impact $4,200,525 Total Impact $8,401,050 Utilities' $465,000 1.4 5186,000 5651,000 Local Purchase of goods and S1,200.000 1.81 $972,000 $2,172,000 services' Donations to Charities' $27,657 NA $27,657 Tourism' $10.621,000 1.81 $8,603,010 519,224.010 Real Estate Taxes' $370,000 NA $320,000 State and Local Taxes' $450,000 NA $450,000 TOTAL ECONOMIC $17.284,182 513,901,535 531,245,7i7 IMPACTS . Li 'Provided by Dodgertmvn Stall' 2Based on 1992.spending The values displayed in the Direct Impact column reflect actual expenditures that flow into Indian River County's economy. Line items such as payroll, utilities, local purchase of goods and services, donations to charities, real estate taxes, and slate and local taxes are expenditures by the Dodgers organization. The tourism line item represents the annual expenditure by tourists that visit Indian River County to attend Dodger hall games. Included in that tourism figure are expenditures for accommodations, retail goods, and meals. Multiplying the direct impact by a multiplier produces a total economic impact of that line item. A multiplier represents the amount of expenditure that is generated from the initial purchase. For example, a payroll multiplier of 2 indicates that for every dollar of payroll expenditure for the Dodgers, an additional one dollar expenditure will be generated in Indian Enver County's economy. The indirect impact is determined by subtracting the direct impact from the total impact, 14-2 I The most recent analysis conies from a study entitled "The Economic Impact of Dodgertown on Indian River County" which was published in March of 1999 by John F. Scoggins, Ph, D., President of Value Trends, Inc., and Robert F. Lanzillotti, Ph.D. Dean Emeritus of the Graduate School of Business at the University of Florida. The following is the Economic Impact of Dodgertown table from the study on the Dodgertown contribution to the local economy TABLE 4 14-3 Initial Economic ' Expenditures Multiplier Impact 1 2 (1) x (2) Payments by Dodgertoww Earnings paid to households 54,200,525• 1.9746 $8,294,499 Utilities 465,000 2.2012 1,023,564 Purchases of goods 600,000 2.4005 1,440,315 Purchascs of services 600,000 2.6036 1,562,146 Donations to local charities 27,657 2.5268 69,884 Real estate taxes 320.000 2.5268 808.572 Dodgertown total $6,213,182 $13,198,985 Payments by tourists Lodging $4,295,000 2.6272 $11,283.680 Restaurants/Gra=y 2,819,000 2.4884 7,014,714 Shopping 975,000 2.4802 2,418,173 Local travel 643,000 2.5225 1,621,937 Other _ 271.000 2.6272 71_1_962 Tourist total $9,003,000 $23,050,466 TOTAL 515,216,182 536,249,452 *rhe Dodgers employ 275 people throughout the year and that employment rises to 450 during spring w . training. 14-3 MEltilORANDUM OF UNDERSTANDING THIS Memorandum of Understanding, dated as of July 24, 2000, shall be effective as of the last signature date hereof, by and among Indian River County, Florida, a political subdivision of the State of Florida (the "County"), the City of Vero Beach, Florida, a municipal corporation (the "City,"), Los Angeles Dodgers, Inc., a Delaware corporation, and Fox Baseball Holdings Incorporated, a Delaware corporation, the owner of record of the Land (collectively, the "Dodgers") and de Guardiola Development, Inc., a Florida corporation (the "Developer"). WITNESSETH WHEREAS, Dodgers own and control the land consisting of approximately 64.03 aches described in Exhibit "A"hereto (the "Land"); and WHEREAS, for over fifty years, the Dodgcrs have owned and operated the spring training and conference facility known as "Dodgettown, " which is located on the Land and is comprised of Holman Stadium, an eighty-nine (89) unit hotel facility, a conference center with meeting and dining rooms, a clubhouse and weight room, in -door batting and pitching cages, four (4) full baseball practice fields, and two (2) half baseball practice fields (collectively, the "Existing Facilities"),, and WHEREAS, the Dodgers desire to sell the Land and Existing Facilities to the County, and, in conjunction with the Developer, to develop other land owned by the Dodgers within the municipal limits of the City into a mixed use town concept which will reflect the ambiance and tradition of Dodgertown; and WHEREAS, the County intends to finance its obligations under the Real Estate Contract (as defined in Section I (A), below) and the Development Agreement (as defined in Section 2(A), below), in part, by means of one or more series of revenue bonds to be issued by the County (the "Bonds"), and WHEREAS, the parties now desire to identify the general terms and conditions pursuant to which they shall negotiate in good faith to draft and execute the various agreements whereby (1) the County shall acquire the Land and Existing Facilities from tate Dodgers, (2) the County shall lease the acquired Land and Existing Facilities to the Dodgers, and (3) the Dodgers shall, on behalf of the County and at the County's cost and expense (as described in Section 3(B), below), improve and/or repair the Existing Facilities and/'or replace the Existing Facilities with new improvements (the "Improvements"). NOW THEREFORE, the parties hereto agree as follows: Page t of 12 I 40 4W 40 Section 1. Real EsLqtg Contract (A) The County and the Dodgers shall negotiate a Real Estate Sale and Purchase Agreement (the "Real Estate Contract") pursuant to which the County shall purchase the Land and all Existing Facilities, "as is," from the Dodgers for a purchase price of Ten Million Dollars (S 10,000,000), pavable in full in cash at closing. The Real Estate Contract shall be a standard form agreement which shall include the usual and customary covenants employed in such types of commercial real estate transactions in Florida, with all of the customary costs and expenses to be prorated or shared, as the case may be, between the County and the Dodgers, except that the Dodgers, as seller, shall be solely responsible for any state and/or local taxes levied on the Land (regardless of when such taxes are payable) prior to the date that the County takes title to the Land. (B) The County shall represent in the Real Estate Contract that it has not dealt, and shall not deal, with any broker, salesman, or finder in connection with the transactions contemplated herein, and that no sales commissions or finder's fees shall be due or payable by or from the County as a result of the transactions contemplated herein. (C) The County shall be entitled to obtain and receive a physical and environmental survey of the Land and an owner's title insurance policy reflecting the acquisition of an unencumbered and marketable fee simple title to the Land, as well as other usual and customary land acquisition requirements generally applicable to such commercial real estate acquisitions. The means for dctermirti» g "marketable title" to the Land shall be specified in the Real Estate Contract. (D) The Real Estate Contract shall provide that if the County elects to sell the Land any time during the "Term" of die Facility Lease Agreement (as defined in Section 2(A), below), the Dodgers shall have an option to reacquire the Land and all Existing Facilities and/or Improvements (hereinafter collectively referred to as the "Facility"), at the then fair market value for the Facility. The fair market value of the Facility shall be determined in rhe manner described in. Section 2(E), below. The Real Estate Contract shall also grant the Dodgers an option to repurchase the Facility, at its then fair market value (such fair market value to be determined in rite manner described in Section 2(E), below), at any time after the Bonds to be issued by the County have been retired, provided that the Dodgers are still the lessee under the Facility Lease Agreement. The options to be granted to Dodgers hereunder shall be written into the deed for the Facility. Section 2. Facility Lease Agreement (A) The Dodgers and the County shall negotiate in good faith to enter into a Facility Lease Agreement (the "Facility Lease Agreement") pursuant to which the Dodgers shall lease the Facility from the County for a period of twenty (20) years (the "Initial Term"), plus a series of options, which may be exercised by the Dodgers at their sole discretion, for not less than four (4) renewal terms of five (S) years each (the "Renewal Terms"), For purposes of this Agreement, "Term" shall mean the Wtial Tenn and any Page 2 or 12 E-3 Qb Renewal Terms. As indicated herein, all of the agreements contemplated by this Memorandum of Understanding, including the Facility Lease Agreement, are and shall be made subject to and expressly contingent upon the acquisition of the Land and Existing Facilities by the County, the funding by the County and City of the "Construction Fund" and the "Capital Reserve Account" (as both terms are defined in Section 3(B), below), the acquisition by the Developer of the "Adjacent Land" (as defined in Section 4(A), below), the obtaining by the Developer of site plan approval for the "Collateral Development" (as defined in Section 4(A), below), the obtaining by the Dodgers' of site plan approval for the Improvements (as defined in Section 3(B) below), and the execution by the parties of all other agreements contemplated by this Memorandum of Understanding. (13) The Facility Lease Agreement shall provide for an annual rental payment during the Initial Term of One Dollar and No/ 100 (S 1.00) per year, payable in advance at the time of execution. The annual rental payment during any Renewal Term shall also be One Dollar and No/ 100 (S 1.00) per year, payable in advance at the time that the option is exercised by the Dodgers. (C) Under the Facility Lease Agreement, the Dodgers, as lessee, shall assume all obligations for the operation and maintenance of the Facility without claim for offset or reimburscmcnt from the County. The Dodgers shall be solely responsible for maintaining the Facility in a commercially reasonable mariner and for insuring the Facility in an amount equal to the replacement cost of all Existing Facilities and/or Improvements against customary casualty and general liability losses at commercially reasonable rates and will name the County and the City as additional insureds thereunder. Because the Dodgers will be operating the Facility underthe Facility Lease Agreement, the Dodgers shall indemnify and bold the County and the City harmless from any and all claims and liabilities that may arise as a result of the Dodger's use or operation of the Facility. All operational expenses of the Facility, personal property taxes, and ongoing repairs and replacements of property forming any portion of the Facility, shall be the sole obligation of the Dodgers, except for the payment of any ad valorem real property taxes that may become due on the Land. Under the Facility Lease Agreement, the County shall assume the obligation to pay any and aH ad valorem real property taxes that may become due after the date that the County acquires the Land. However, the Dodgers shall be responsible for the payment of all liens, assessments, taxes, or other encumbrances whatsoever resulting from the Dodgers' prior ownership of the Land. (D) Neither parry shall have the right to assign the Facility Lease Agreement to a third party during the Term without the other party's prior written consent, which consent may be granted or denied by the other party at its sole and absolute discretion. Notwithstanding the foregoing, the County acknowledges and agrees that the Dodgers shall have the right, at their sole discretion, to sublease to the Developer and/or to any third party, at any time during the Tem -4 for any type or amount of consideration deemed appropriate by the Dodgers any residential units, office space, and/or conference facilities located within the Facility and to retain any and all revenues or consideration derived therefrom. (E) If the Facility Lease Agreement is terminated by the lodgers without the County's consent ` before the expiration of the Initial Term, die Dodgers shall pay the County, as liquidated damages, the then Page 3 of 12 • remaining amount required by the County to defease or retire the Bonds it issued to acquire the Land and Existing Facilities and to finance the Improvemeats. The aforementioned payment of liquidated damages shall be the County's sole remedy under the Facility Lease Agreement. In conjunction with the payment of such liquidated damages, the Dodgers shall have the option to repurchase the Facility (i.e., the Land and all Existing Facilities and improvements) at a price equal to the Facility's then fair market value, less the amount of any liquidated damages paid by the Dodgers to the County hereunder. The fair market value of the Facility shall be established by an independent appraiser to be selected by two appraisers, one of whom shall be designated by the Dodgers and the other by the County. The independent appraiser shall appraise the Fair market value of the Facility by using the highest and best use method. For purposes of the Facility lease Agreement, the cessation of iter- of the Facility as a spring training facility by the Dodgers shall be what constitutes a termination of the Facility Lease Agreement. Section 3. (A) The Dodgers and the County shall negotiate in good faith to enter into a "Development Agreement" pursuant to which the Dodgers shall undertake responsibility for the construction of the improvements generally described in Exhibit "B" h=to, which Improvements shall be definitively described in the Development Agreement. The County acknowledges and agrees that a portion of the Existing Facilities may be demolished in order to construct the Improvements, which may include new housing units. (B) 4n or before March 30, 2001 (or such later date as may be acceptable to the Dodgers), the County shall deposit not less than Seven Million Dollars ($7,400,004) into a `Construction Fund"which shall be made available to the Dodgers to pay for the Improvements in accordance with the terms of the Development Agreement. The £ands for the Construction Fund shall be obtained by the County from the Bonds that it intends to issue in connection with this project. At the same time, the County shall also deposit up to Two Million Dollars ($2,040,040) into a "Capital Reserve Account" which shall be made available to and administered by the Dodgers to pay for the subsequent repair and/or replacement of any Improvements. The Dodgers shall be solely responsible for any and all costs and expenses associated with the Improvements and any future improvements voluntarily undertaken by the Dodgers which exceed the combined amount in the Construction Fund and the Capital Reserve Account; provided, however, that if, during the course of the site plan approval and permitting process, the Dodgers are required to change and/or add to the Improvements and, as a result of any such changes and/or additions, the amount of the cost and expenses associated with the Improvements increases to more than three (3%) of the combined amount in the Construction Fund and the Capital Reserve Account, then the Dodgers shall have up to and including sixty (64) days (or such later date as may be acceptable to the County and the Dodgers) after the County obtains certification from the State of Florida Office of Tourism, Trade and Economic Development (the "Office of Tourism") that the Land and Existing Facilities constitute a "facility fora retained spring training franchise" as described in Section 288.1162, Florida Statutes, to terminate the Development Agreement and all of the parties shall immediately be relieved of their obligations under this Memorandum of Understanding, the "Project Agreements" (as defined in Section S(E), below), and/or any subsequent agreements executed in accordance with this Memorandum of Understanding. Page d of 12 I 40 E73 40 I (C) The Construction Fund shall be maintained and administered by the County and the Capital Reserve Account shall be maintained and administered by the Dodgers. Withdrawals from the Construction Fund and the Capital Reserve Account shall be made by the Dodgers by means of requisitions which shall be submitted to the County for its reasonable approval. All requisitions submitted by the Dodgers for purposes of paying any costs and/or expenses associated with the Improvements and due to third parties shall be deemed reasonable and shall be approved by the County. Both accounts shall be established as trust accounts with a bank or tnrst company with offices located in Florida. All investment earnings up to the Bond yield attributable to the Construction Fund and all investment earnings attributable to the Capital Reserve Account shall be redeposited into such accounts and made available to the Dodgers as if such earnings had been part of the initial deposit. Both the Dodgers and the County shall receive monthly statements for each account. Capital repairs and replacements to the Facility shall be deemed to be reasonable expenditures to be paid from the Capital Reserve Account. (D) In the event that the improvements are completed under budget and any funds provided by the County (exclusive of the funds in the Capital Reserve Account) remain in the Construction Fund, there the Dodgers shall, at their sole discretion, either (1) undertake to make additional Improvements with the excess funds or (2) following input from the County, relinquish the use of the excess funds, in which case a portion of the Bonds will be redeemed with such excess funds. The Development Agreement shall estabiish the procedure for using any excess finds. ( F) Ail improvements shall inure to the benefit of the County as the holder of title to the Land, and ownership thereof shall vest with the County as soon as construction is completed. The Dodgers shall retain sole right of possession and quiet enjoyment of the Facility throughout the Tenn. Section 4. (A) All of the parties hereto acknowledge and agree that the acquisition of the Land by the County and the development thereof by the County, the City, and the Dodgers is contingent upon the Developer's (1) entering into a contract to purchase from the Dodgers the existing approximately 44.7 acre golf course immediately adjacent to the western boundary of the Land and the approximately 17. 14 acres of land adjacent to the northern boundary of the Land, each as more particularly described in Exhibit "C" hereto (collectively, the "Adjacent Land"), and (2) to obtaining site plan approval for the construction, on the Adjacent Land of a hotel and conference facility, a multifamily residential rental development, and retail, restaurant and entertainment centers (collectively, the "Collateral Development"). Therefore, if, for any reason, the Developer fails or is tenable to acquire the Adjacent Land and/or to obtain the site plan approval for the Collateral Development, there all of the parries shall immediately be relieved of their obligations under this Memorandum of Understanding, the "Project Agreements" (as defined in Section 8(E), below), and/or ^ any subsequent agreements executed in accordance with this Memorandum of Understanding. (B) The Collateral Nvelopmt.nt shall be designed, constructed, operated, and maintained by ` the Developer and/or its assignees, and shall encompass a mixed-use town concept or "mini -town" which 1 e Page 5 of F-1 4W i shall be constructed in three (3) phases. phase 1 shall consist of an approximately 120 room hotel and tip to a 40,OOO square foot conference facility. Phase H shall consist of approximately 250 multifamily market rate rental units, and Phase Ill shall consist of retail, restaurant, and entertainment facilities which will convert the remaining Adjacent Land into a fully functioning " ri ni-town". The Developer anticipates that Phase I and Phase Il will commence immediately upon the acquisition of the Adjacent Land by the Developer, but the commencement of construction shall be contingent upon the County's actttai issuance of the Bonds and its acquisition of the Land. The Developer anticipates that Phase I will take approximately twelve (12) months to complete from the date that building permits are issued. (C) Based upon the Developer's preliminary discussions with planning and zoning representatives of the City, it is anticipated that the scope of the Collateral Development will be approved and buiIding perntits issued under exi sting Ci ty zoning and comprehensive plan categories for the Adjacent Land. If, however, it is detem-ined that the scope of the Collateral Development will require zoning or other land use changes, and such changes cannot be accomplished within sixty (60) days (or such later date as may be acceptable to the County and the Dodgers) after the County obtains certification from the Office ofTourism that the Land and Existing Facilities constitute a "facil-ity for a retained spring training franchise" as described in Section 288.1162, Florida Statutes, then all of the parties shall immediately be relieved of their obligations under this Memorandum of Understanding, the "Project Agreements" (as defined in Section 8(1), below), and/or any subsequent agreements executed in accordance with this Memorandum of Understanding. (D) The Developershall incorporate theambiance and tradition ofDodgertown, including, without limitation,the Dodgers' name, trademarks, servicemarks, tradenames, insignia, symbols, logos, decorative designs, trade dress, and uniform designs (collectively, the "Dodgers Marks"), into the design of the Collateral Development, the objective of the parties being to integrate the Facility with the Collateral Development so as to create a uniform look and feel for both. The Dodgers shall have the right to review and approve, at their sole discretion, each and every use of the Dodgers' Marks by the Developer. As pan of the separate agreements to be negotiated and executed between the Dodgers and the Developer,. there shall be (1) a Declaration of Covenants, Conditions and Restrictions burdening the Adjacent Land and the Developer's use thereof, and (2) a licensing agreement covering the Developer's use of the Dodgers' Marks, which rights shall be granted to the Developer for not more than One Dollar ($1.00) per year. Section 5. Parking ArrArrreement In order to provide sufficient parking for all events at Holman Stadium and, in general, for the Dodgers' use of the Facility, the City, the County, the Dodgers, and the Developer shall enter into a four. way Parking Easement Agreement (the "Parking Agreement") pursuant to which the parties shall grant each other the use of certain parking spaces on the Land and the Adjacent Land. The Parking Agreement shall be supported by cross easements between the parties on tho�ir respective properties. The Parking Agreement shall regulate the charges for all panting, and all revenues derived from parking in connection Page 6 or 12 171 • 41 . with events at Holman Stadium shall be retained solely by the Dodgers after reimbursing the developer for any costs and expenses incurred by the Developer in connection with such parking. Section 6. Operation of the Faeifity; t County's Use of Holman Stadium ' (A) As lessee of the Facility under Facility Lease Agreement, the Dodgers shall be solely responsible for operating and maintaining the Facility and shall retain all revenues derived from the use of the Facility, including, without limitation, all revenues derived from ticket sales, food and merchandise concessions, sponsorships, and parking on the Land. (i3) Notwithstanding the foregoing, the County shall be granted the right to use Holzman Stadium and/or the practice fields for up to twenty (26) days per year at no charge to the County (other than reimbursing the Dodgers for any operating expenses incurred by the Dodgers as a result of the County's use of Holman Stadium and/or and the practice fields), The dates during which the County may use Holman Stadium and/or and the practice fields shall be selected by mutual agreement of the parties; provided that, if the parries cannot agree on the dates, the Dodgers' reasonable selection of dates shall be final and controlling. The County may use Holman Stadium and/or and the practice fields only for functions which do not compete with revenue -generating events (e.g., concerts) which may otherwise be arranged by the Dodgers. Moreover, the County's use of Holman Stadium and/or the practice fields must not interfere in any way with the Dodgers' use and quiet enjoyment of the Facility. The County shall not use or authorize the use of Holman Stadium and/or the practice fields in any manner which would have a material detrimental impact on Hohnan Stadium and/or the practice fields, and the County shall be and remain solely responsible for any damage or destruction to Holman Stadium and/or any of the practice fields that may occur as a result of such use of Holman Stadium and/or and the practice fields by the County. The County shall be entitled to retain the revenues from ticket sales for its events, and, with the prior consent of the Dodgers, concessions sold during the events when Holman Stadium and/or the practice fields are utilized by the County; provided, however, that the Dodgers shall not be required to provide concession services and/or the use of any concession facilities and/or any other services during any County event. In all cases, the Dodgers shall be reimbursed by the County for any operating costs and expenses incurred by the dodgers as a result of the County's use of Holman Stadium and/or the practice fields, including, without limitation, the cost of any parking attendants, ticket takers, security personnel, clean-up crews, and the like provided by the Dodgers. Section 7. Zoping and Permitting It shall be the sole obligation of the Dodgers and the Developer to obtain any permits and/or zoning changes which may be required to construct the improvements and the Collateral Development. The County, acting solely in its capacity as the fee owner of the Land, shall cooperate with the Dodgers and the Developer, as may be reasonably required, to enable the dodgers and the Developer to obtain any permits and/or zoning changes for the Improvements, including, w;thout limitation, by joining in any applications for such permits and/or zoning changes. k Page 7 of 12 i 40 L-1 Section 8. Actions Required h), Each Party (A) Actions RCqUjEcd of the Cine: Immediately upon the approval of this Memorandum of Understviding by the City Council, the City shall commence good faith negotiations with the various parties to draft and, when appropriate, execute the agreements which pertain to its participation in the tractions contemplated by this Memorandum of Understanding. The City shall also conunence to take the necessary steps to fund a grant to the County in the amount of One Million Four Hundred Thousand Dollars ($1,400,000), which amount shall constitute a portion of the County's local matching funds as required by Section 288.1162, Florida Statutes. At tate option of the City, such grant may be made contingent upon the County obtaining a certification from the Office of Tourism that the Land and Existing; Facilities constitute a "facility fora retained spring training franchise" as described in Section 288.1162, Florida Statutes. The terns of the City's grant to the County shall be set forth in an Interlocal Agreement between the City and the County as provided for in Chapter 163, Florida Statutes, which Interlocal Agreement shall reflect the relative contributions of the City and the County, and shall provide that upon any sale of the property acquired by the County pursuant hereto the City shall receive a proportionate share of the proceeds of sale. The Interlocal Agreement shall also contain a provision requiring repayment to the City of its $1,400,000 should it perform its obligations hereunder, and subsequently either: (1) the transactions contemplated hereby not be consummated, or (2) the transactions be consummated yet fail and the parties be "relieved of their obligations" as provided elsewhere herein. (B) Actions Reguimd ofthe County: Immediately following the approval of this Memorandum of Understartc1mg by the Board of County Commissioners (the "Board"), the County shall commence good faith negotiations with the variolas parties to draft and, when appropriate, execute the agreements which pertain to its participation in the transactions contemplated by this Memorandum of Understanding. The County shall also commence to take the necessary steps to extend the County's levy of the Tourist Development Tax authorized by Section 125.0104, Florida Statutes, so that a Tourist Development Tax m the authorized amount of foto (4) cents shall be imposed for a period of not less than twenty (20) years. In addition, the County shall approve the Interlocal Agreement with the City regarding the City's grant of funds to the County as a portion of the County's local matching funds. As part of these steps, the County shall identify sufficient revenue sources, including, for this purpose, funds anticipated to be received by the County under Section 288.1162, Florida Statutes, to enable the County to issue revenue bonds providing net bond proceeds (i.e., bond proceeds less costs of the transaction and bond reserve funds) of not less that $19,000,000, of which 510,000,000 shall be used to fund the purchase price of the Land and $7,000,000 shall be used to fund the Construction Fund for tate Improvements, and currently available non - bond proceeds in an amount of up to $2,000,000 to fiord the Capital Reserve Account. Upon completion of these steps, and the execution by the County of the Real Estate Contract, Facility Lease Agreement, Development Agreement, and Parking Agreement, the County shall complete and file the Application required by Section 288.1162, Florida Statutes, prior to October 1, 2000 (or such later date asmay be set favh in any rules or regulation adopted by the F]ori da Office of Tourism), in an effort to obtain a certification that the Facility is a "favi?ity for a retained spring training franchise". Page 8 or 12 (C) Actions Reglu,M ofthe DQE: Immediately following the approval and execution of this Memorandum of Understanding by the City Council, the Board, and the Developer, the Dodgers shall undertake to complete their negotiations with the Developer to enter into the agreements pursuant to which the Developer shall purchase the Adjacent Lands and construct the Collateral Development. The County hereby acknowledges that the Dodgers have provided it with historical evidence that ]dolman Stadium has attracted paid attendance of at least 50,000 annually for the prior ten years. and will thereafter assist the County in obtaining verification of any projections of future attendance reasonably requested by the Florida Office of Tourism. In addition, the Dodgers will deliver to the County such items as the County shall need in orderto timely complete and submit the Application required by Section 288.1162, Florida Statutes on or before October l , 2000 (or such later date as maybe set forth in any Hiles or regulation adopted by the Florida Office of'T'ourism), including, without limitation, a description of the lmprovements with the required amount of detail to support the Application. The Dodgers covenant and agree to actively cooperate and participate with the County in making a successful and timely Application as required by Section 288. 1162, Florida Statutes. (D) Actions ReQuired of the Develouer. ]mmediately following the approval and execution of this Memorandum of Understanding by the City Council, the Board, and the Dodgers, the Developer shall undertake to complete its negotiations with the Dodgers to enter into the agreements pursuant to which the Developer shall acquire the Adjacent Land and construct the Collateral Development. The aforementioned agreements between the [lodgers and the Developer shall be executed and made effective as of the datd that both of the following conditions are satisfied: (1) the Florida Office ofTourism certifies that the Facility is a "facility for a retained spring trauring franchise," and (2) the scope of the Collateral Development has been approved under existing City zoning and comprehensive plan categories for the Adjacent Land. (E) Actions Required by All Parties, Immediately following the approval and execution of this Memorandum of Understanding by all of the parties hereto, each parry shall commence to negotiate in good faith to draft and, when appropriate, execute the heal Estate Contract, the Facility Lease Agreement, the Development Agreement, the Parking Agreement and the agreements between the Dodgers and the Developer (collectively, the "Project Agreements"). The parties shall also cooperate and make their best efforts to obtain the necessary approvals and permits for the Improvements and the Collateral Development. The parties acknowledge and agree that each and every one of the Project Agreements, and any subsequently identified agreements required by any of the Project Agreements, must be drafted and executed by all patties by not later than September 1, 2000. The parties further acknowledge and agree that all ofthe Project Agreements shall be made contingent upon the County receiving certification from [he Florida Office of Tourism that the Land and Existing Fac iIitics constitute a "facility for a retained spring ttairting franchise," Accordingly, upon the completion and execution of the Project Agreements, the City, the Dodgers, and the Developer shall cooperate with and assist the County in preparing and submitting the Application to the office of Tourism for the required certification. Section 9. chuiugurdu- Page 9 of 40 40 0 (A) The parties hereto agree that upon execution of this Memorandum of Understanding, all parties shall be bound to proceed in a good faith manner to negotiate the Project Agreements and complete rite transactions contemplated bythis Memorandum of Understanding, However, the parties recognize that various steps must be taken by each of rite parties which, if not taken, shall prevent the other parties from taking the actions required of them herein. As a result, the parties hereto agree that the failure of a parry to perform the obligations specified below shall relieve the other parties from their obligations under this Memorandum of Understanding. The City's obligations hereunder shall be to take the actions described in Section 8(A) and (E), above; the County's obligations hcreundershall be to take the actions described in Sections 8(B) and (E), above; the Dodgers' obligations hereunder shall be to take the actions described in Sections 8(C) and 8(E), above, and the Developer's obligations hereunder shall be to take the actions described in Sections 8(D) and 8(E), above. (B) The parties acknowledge that the Application to the Office of Tourism for the sales tax revenues must be filed on or before October 1, 2000. If, prior to October 1, 2000, the County fails to extend its tourist development sales tax orotherwise fails to take the actions described in Section 8(B) above, and/or if the City fails to take the actions described in Section 8(A) above, the obligations of all parties hereto shall immediately terminate. If, as expected, the Land and Existing Facilities are certified as a "facility for a retained spring training franchise" on or before January 1, 2001, and the Developer has received site plan approval by February 1, 2001, the County shrill issue its Bonds and acquire the Land prior to March 31, 2001 (or such later date as may be mutually acceptable to the Dodgers and the County). Immediately thereafter, but subject to the issuance of the necessary building permits, the Dodgers shall commence construction of the Improvements, with the objective being to complete construction of the Improvements and have them ready for use by not later than February 15, 2002, or such later date as may be determined by the Dodgers. (C) If the Dodgers fail to take the actions required of them by Sections 8(C) and 8(E), above, or if the Developer fails to take the actions required of it by Sections 8(D) and 8(E), above, and if, as a result of the foregoing, the parties are relieved of their obligations under this Memorandum of Understanding, then whichever patty fails to take the actions required of it hereunder shall reimburse the Countyfor all actor] and verifiable costs incurred by the County in connection with this project after the date ofexecution of this Memorandum of Understanding, including, without limitation, the east, if any, of appraisals, land surveys, environmental assessments, title searches and reasonable legal fees and expenses of outside counsel, but only up to a maximum reimbursement amount of Fifty Thousand Dollars ($50,000). The foregoing shall be the sole legal remedy available to the County and the City in the event of a breach by the Dodgers and/orthe Developer of this Memorandum of Understanding, and neither the Dodgers nor the Developer shall be liable, at law or in equity, for any other losses or damages, whether known or unforeseen, sustained by the County and/or the City, and/or any consequential damages, or punitive or exemplary damages. (D) The patties acknowledge and agree that the heal Estate Contract shall be made contingent upon a detcrmination that Holman Stadium is in compliance with the accessibility guidelines which will be Page tit of 12 40 a imposed by the Americans with Disabilities Act on the County as tate owner of Holman Stadium. The aforementioned determination shall be made by the County by not later than December 31, 2000. Section 10. Drafting of greemerrts Immediately following the approval and execution of this Memorandum of Understanding by the City Council, the Board, the Dodgers, and the Developer, counsel for the County, with the assistance of counsel for the Dodgers and the Developer, shall commence to draft the Real Estate Contract, the Facility Lease Agreement, the Interlocal Agreement, the Development Agreement, and the Parking Agreement described herein and such other additional documents as may be necessary to consummate the transactions contemplated hereby, subject to the provisions of Section 9 hereof. Section 11. Notices. Whenever a party hereto is to give notice to another party hereunder, such notices shall be addressed as follows: If to the City: City of Vero Beach 1053 20ei Place Vero Beach, Florida 32961-1389 Attention: City Manager Phone: (561) 9784710 Facsimile: (561) 778-3856 If to the County: Indian River County 1840 25'' Street Vero Beach, Florida 32960 Attention: County Administrator Phone: (561) 567-8000, Ext. 1408 Facsimile: (561) 978-1822 If to the Dodgers: Los Angeles Dodgers, Inc. 1000 Elysian Park Avenue Los Angeles, California 90012 Attention: Santiago Fernandez, Esq. Senior Vice President & General Counsel Phone: (323)224-1312 Facsimile: (323) 224-1595 Page I1 of 12 A 40 CI If to the Developer: de Guardiola Development, Inc. 222 Lakeview Avenue 171 Floor West Palm Beach, Florida 33401 Attention: George de Guardiola Phone., (561) 655-1838 Facsimile: (551) 655-5474 Section 12. E f&ct of this Memarandum of Understanding It is recognized by all parties that material terms and conditions remain to be negotiated and agreed upon by the parties prior to the execution and delivery of the final Project Agreements. This Memorandum of Understatmding contains recitals of the initial discussions and agreements setting forth the intent of the parties hereto. The terms and conditions of this Memorandum of Understanding are subject to the final terms and conditions set forth in any written contract evidencing the transactions contemplated herein. Any breach of the terms of this Memorandum of Understanding shall be subject to the provisions of Section 9 hereof, and no parry hereto shall have any claim an any other patty hereto other than as set forth in Section 4 hereof. Page 12 of 12 40 4w A #Seal] Date. f]7-27-2 9-. A t: DEPUTY CLERK moi [Seal] J.K. BARTON CLERK CIRCUIT COURT Date:2- C -bo Attest: LOE) [Seal) Date: Attest: [Seal[ Date: V 0-t' Attest: [Seal[ Late: �fI� ' Anest: { e_a INDIAN RIVER COUNTY, FLORIDA By:^-Rc='. f �fA� Its: Chairman CITY OF VERO BEACH, FLORIDA za�B lts: LOS ANGELES DODGERS, INC. sy: Its; a(o Genere Gouns FOX BASEBALL HOLDINGS INCO POItATED� ltS: .xecutive Vice President de Gu LA DEVELOP ENT, INC. r Its' President tr 40 40 1 - EXHIBIT B Los Angeles Dodgers - Fero Reach. Florida Opinion of Probable Baseball Improveinentl C'o9t.9 per deGuardiola Conceptual "Master Plan - July 13, 200[1 Concept No. 2 (Revised) 1lf - C'Ah"1 !l'}' — UY, A:if0[.'h'T A Minor League Operations Full Fields - sand bued, iription_ surfaausub-surface dreunagc 2 5 400,0011 5 800,000 Half Field - sand bescd, lrnpwn. mike, sub -surface drainage 1 S 150,000 S 170,000 New Outdoor BattuiE Cages 8 S 7,500 5 60.000 Observation Tower : Restrooms i.um Surra wa $ i 50,000 Existing Structure Modifications Lamp Sura 11'a $ 750.000 General Sitework Luia Sum rola $ 735,000 ..Subtotal A. S 2,645,000 Excludes Lrtnd Acquisition Costs B. Major League Operations Full Fields (Existing) - Itn rovements' Bud et 2 S 250,000 $ 500,000 Half Field (Existing) - 1m rovements" Bud et 1 S 100,000 5 300"000 Covered Boning Structure Lurn Sum n/a $ 400,000 General Sacwork Lump Sum nla $ 375,000 Subtotal B. S 1,375,000 C. Holman Field Replace Plavin Field Lamp Sum tva $ 500,000 General Sitcwork Lume Surn Wa 5 500,000 W&ming Track I]raina a Improvements LuTnp Surn rata $ 100,000 :vlisc Stadium Repairs inc, Press Box Improvements Lum Stun wa $ 150,000 UpEade Existing Maintenance Building Lump Sum nia $ 100,000 Clubhouse Facili rr.r.ruo,rs 1a.o00st':w 3ioof5Fi Lum Sum nla S 2,000,000 Subtotal C S 3,350,000 h'ore: F4uipmew Replocemcni inclmrkd in IT & E Contingency 1 •'SUBTOTAL 5 7,370,000 10% Sola Cosislux I11 o Coatm cnCe S 1,474,000 ..-f OTAL S 8,844,00t1 •" Excludes Land Acquisition Chits z O z �W w w qF-� Ix m ZLu0 0ui r=0w www uxla k Wc[0 LL IL "a 0 / -i � I% U- U) ' LUo W - Wnrrrryrra � � Ir`° t37 PL � vi eq p Mie'+ l;f , Y,! f 4W W mi 1 w M LU _ 02 LO a x oC, a F-- Y m [1 n u --, U) CL U M iYJIllllllllllllllllllllcr IIIICIIIIillllllllllllilllll 111111#I IllllllilllllllYllllllllllllllllllilllll lllElllllllHllIIIIIIIiIl0111111i IYIIIIYIIIIIII'llllllll ('ani SNVIV3'19) 3'fII+f3+iV ❑li E4 w 11_ Z Z H J Lu D < LO 4- W . Fz U)U77 Gi LU< S C..r UJ M C_1 CL z OC s 40 AGREEMENT FOR SALE AND PURCHASE TRIS AGREEMENT is made as of September 1, 2000, between Indian River County, Florida, a political subdivision of the State of Florida (the "Purchaser"), whose address is 1840 25" Street, Vero Beach, Florida 32960, and Los Angeles Dodgers, Inc., a Delaware corporation (the "Seller") whose address is 1000 Elysian Park Avenue, Los Angeles, California 90012. SECTION 1. AQR>" ENIENT TO—SE11. Seller hereby agrees to sell to and lease I back from Purchaser, and Purchaser hereby agrees to purchase from and lease to the Seller, the real property located in Indian River County, Florida, described in Exhibit "A", together with all improvements and fixtures thereon, and easements and appurtenances thereto (the "Property"), in accordance with the provisions of this Agreement. t SECTION 2. PURCHASE PRICE. The purchase price (the "Purchase Price") for the Property is Ten Million Dollars ('$10,000,000), which will be paid by wire transfer of federal l funds at closing to Seller or Seller's designated agent. The Purchase Price is subject to adjustment and prorations as provided for herein. At closing, Purchaser as Lessor and Seller as Lessee shall enter into the Dodgertown Facility Lease Agreement dated as of September 1, 2000 (the "Lease 1 Agreement"). SECTION 3. Ei►VIR!2tvM NTAL SITE ASSESSMENT Seller shall, at its sale cost and expense as soon as practicable, but in any case by not later than December 31, 2000, furnish to Purchaser an environmental site assessment of the Property. The environmental site assessment shall be in general accordance with the scope and limitations of the American Society for Testing and Materials Designation: E 1527-00 (Standard Practice for Environmental Site i Assessments: Please l Environmental Assessment Process). Seller shall use the services of a competent, professional consultant with expertise in the environmental site assessment process to determine the existence and extent, if any, of Hazardous Materials on the Property. For purposes of this Agreement "Hazardous Materials" shall mean any hazardous or toxic substance, material or waste of any kind or any other substance which is regulated by any Environmental Law (as hereinafter defined). At closing, the Seller will certify to the best or its knowledge that the environmental condition of the Property as it pertains to Hazardous Materials has not changed since the date of the environmental site assessment. SECTION 4. HAZARDOUS MATERIALS, In the event that the environ- i mental site assessment provided for in Section 3 confirms the presence of unlawful levels of Hazardous Materials on the Property, and Seller notifies the Purchaser that. Seller will not take the steps necessary to remediate the presence of Hazardous Materials, then. Purchaser, at its sole option, may elect to terminate this Agreement and no party shall have any farther obligations under this Agreement. In the event this .Agreement is not terminated as a result of the presence of unlawful +0 4W C] levels of Hazardous Materials on the Property, Seller shall, at its sole cost and expense and prior to the closing, promptly commence and diligently pursue any assessment, clean up and monitoring of f' the Property necessary to bring the Property into full compliance with any and all applicable Federal, I state or local laws, statutes, ordinances, rules, regulations or other governmental restrictions regulating, relating to, or imposing liability or standards of conduct concerning Hazardous Materials ("Environmental Law"), In the event that Hazardous Materials placed on the Property prior to closing are discovered after closing, Seller shall remain obligated hereunder, with such obligation to survive the closing and delivery and recording of the deed described in Section 9 of this Agreement I and Purchaser's possession of the Property, to diligently pursue and accomplish the clean up of the I Hazardous Materials in a manner consistent with all applicable Environmental Laws and at Seller's sole cost and expense. 1 l Further, in the event that no party elects to terminate this Agreement as provided above, Seller shall indemnify and save harmless and defend Purchaser, its officers, servants, agents and employees ! from and against any and all claims, suits, actions, damages, liabilities, expenditures or causes of action of whatsoever kind arising from the Hazardous Materials placed on the Property by Seller prior to closing whether the Hazardous Materials are discovered prior to or after closing. Seller shall defend, at its sole cost and expense, any legal action, claim or proceeding instituted by any person against Purchaser as a result of any claim, suit, or cause of action for injuries to body, life, limb or property for which the Hazardous Materials placed on the Property by Seller prior to closing are alleged to be a contributing legal cause. Seller shall save Purchaser harmless from and against all judgments, orders, decrees, reasonable attorney's fees, costs, expenses and liabilities in and about any such claim, suit, investigation or defense thereof, which may be entered, incurred or assessed as a result of the foregoing. "rhe contractual limitation on Seller's contractual obligation to indemnify Purchaser as specified in this Section shall not be construed to limit Purchaser's legal and equitable remedies ` against. Seller under any Environmental Laws ror Hazardous Materials located on the Property. SECTION 5. SUIiVFY. Seller shall, at its sole cost and expense as soon as practicable, but in any case by not later than December 3l, 2000, deliver to Purchaser a current boundary survey of the property prepared by a professional surveyor and mapper licensed by the State of Florida which meets the standards and requirements adopted by the Florida Department of Professional Regulation, Board of Land Surveyors under Chapter 61G17, Florida Administrative Code, or its successor in function ("Survey"). The Survey shall locate all improvements on and within the boundary of the property. The Survey shall be certified to Seller, Purchaser, the title insurer and its agent, and the date of certification shall be subsequently updated to within 30 days before the date of closing, unless this 30 day time period is waived by the Purchaser and by the title insurer ror purposes of deleting the standard exceptions for survey matters and casements or claims of easements not shown by the public records from the owner's title policy. If the Survey shows any encroachment do 4B 0 h on the Property or that improvements intended to be located on the property encroach on the land of others, the same shall be treated as a title defect, pursuant to Section 7 herein. Adverse matters disclosed by such Survey which in the reasonable judgment of the Purchaser impair the marketability of the Property, shall also be treated as title defects pursuant to Section 7 herein. I SECTION b. 1UU9iN5kRANC>s' Purchaser shall, at the sole cost and expense of the Purchaser and within 15 days of Purchaser's approval of this Agreement, order a marketable title insurance commitment, to be followed by an owner's marketable title insurance policy C (ALTA Form "B") from a title insurance company or agent selected by Purchaser, insuring marketable title to the Property in the amount of the Purchase Price. The Purchaser shall select a title insurer willing to issue the title insurance policy for a premium which shall not exceed the minimum rate promulgated by the Florida Insurance Commissioner, such premium to be paid by Purchaser. Nothing herein shall preclude the Purchaser from selecting its own counsel to act as an agent for the title insurer in conjunction with the issuance of the title insurance policy. Seller shall, prior to closing, take such actions required so that the title insurer agrees to delete the standard exceptions of such policy referring to: (a) all taxes (except for taxes for the year of closing and subsequent years which are not yet due and payable), (b) unrecorded rights or claims of parties in possession other than I pursuant to the Lease Agreement, (c) survey matters, (d) unrecorded easements or claims of y easements, and (e) unrecorded mechanics' liens. 'SECTION 7. DEEE Mi��If the title insurance commitment or Survey obtained or furnished pursuant to this Agreement discloses any defects in title which impair the marketability of the Property in Purchaser's reasonable judgment, Purchaser shall notify the Seller of such defects within 20 days of receipt of the title insurance commitment or survey. Failing the i giving of such notice, Purchaser shall be deemed to have waived such defects and same shall thereafter be deemed "Permitted Exceptions." yeller shall, within 90 days after notice from Purchaser, cure said defects in title. Seller agrees to use diligent effort to correct the defects in title within the time provided therefor, excluding the bringing of necessary suits. If Seller is unsuccessful { in curing or removing the title defects within said time Purchaser shall have the option to either: (a) accept the title as it then is with no reduction in the Purchase Price, (b) extend the amount of time ` that Seller has to cure the defects in title for a period mutually acceptable to Seller and Purchaser, or (c) terminate this Agreement, thereupon releasing Purchaser and Seller from all further obligations under this Agreement. If Seller fails to make a diligent effort to remove the title defects, Seller shall ` be in default and the provisions of Section 18 of this Agreement shall apply. SECTION S. Cogri IANcE wITH AMERICANS wiTll D SABIL.ITIES ACT, k Seller shall, at its sole cost and expense and as soon as practicable, order and obtain a site assessment from McGuire Associates (a professional consultant with expertise in examining improved properties for compliance with the Americans with Disabilities Act (the "ADA:')) to 1 r_ L L • i determine compliance therewith. Such an assessment shall, if applicable, provide an estimate of all costs expected in connection with ADA compliance, and be certified to purchaser by October 30, 2000, but in any case by not later than December 31, 2000. In the event the Seller has not delivered to the Purchaser the compliance report by December 31, 2000, the Purchaser, at its sole option, shall have the right to (i) obtain its own compliance report at the sole costs of the Seller (which cost the Seller hereby agrees to pay upon demand by the Purchaser) or (ii) terminate this Agreement, thereupon releasing Purchaser and Seller from all further obligations under this Agreement. 1 Seller shall be obligated to undertake the compliance steps set forth in the site assessment, provided, however, that in the event the site assessment provided for in this Section reveals that there will be costs associated with ADA compliance, and such costs exceed $ 100,000, then the Seller shall have 30 days from the date the site assessment is certified to or obtained by the Purchaser to terminate this Agreement, thereupon releasing Seller and Purchaser from all future obligations hereunder. In the event Seller elects not to terminate this Agreement and undertakes such compliance steps, Seller and Purchaser agree that the costs associated with such ADA compliance may be q reimbursed to the Seller as part of the costs of the Improvements to be set forth in that certain ' Development Agreement dated as of September 1, 2000 (the "Development Agreement") between l Seller and Purchaser. I SECTION 9. iHT R '5T C NIVEYED. At closing, Seller shall deliver to Purchaser a statutory warranty deed in accordance with Section 689.02, Florida Statutes, I conveying marketable title to the Property in fee simple free and clear of all liens, reservations, restrictions, easements, leases, tenancies and other encumbrances, except for those that are Permitted Exceptions as described above. L The interest conveyed shall be expressly subject to and provide that if the Purchaser elects to sell the Property at any time during the "Term" of the Lease Agreement, the Seller shall have a first right of refusal to purchase the Property and all improvements located thereon for the lowest purchase price which the County would accept from a third party. The statutory warranty deed shall also reserve to and grant (lie Seller an option to repurchase the Property, at its then fair market value ' (such fair market value to be determined in the manner described in Section 10.07 of the Lease Agreement), at any time after the Bonds to be issued by the Purchaser have been retired, provided that the Seller is still the lessee under the Lease Agreement at the time of such repurchase. �I L L L SECTION 10. Seller and. Purchaser shall execute the deed described in Section 9 of this Agreement, necessary closing statements and the title, possession and lien affidavit certified to Purchaser and title insurer in accordance with Section 627.7842, Florida Statutes, and any other instruments reasonably required to close. Whenever practicable all prepared documents shall be submitted to Seller and Purchaser for review and approval at least 30 days prior to the closing. 4 • C-] u SECTION 11. gEVIFW FOR CLOSING Seller and Purchaser will approve or provide reasonable comments to all closing documentation to be provided under this Agreement as l soon as practicable after receipt. SECTION 12. EXPEM5 Seller shall pay the documentary revenue stamp tax and all other taxes or costs associated with the conveyance, excluding the recording tees to record the deed required by Section 9 of this Agreement, and Seller shall pay the costs of recording any other recordable instruments which are necessary to assure good and marketable title to tate Property. Purchaser shall pay the recording fees to record the deed required in Section 9 of this Agreement. SECTION 13. TAXES AND ASSESSMENTS All real estate taxes and assessments which are or which may become a lien against the Property shall be satisfied of record by Seller at closing. In the event the Purchaser acquires fee title to the Property between January 1 and November 1, Seller shall, in accordance with Section 196.295, Florida Statutes, place in escrow with the county tax collector an amount equal to the current taxes prorated to the date of transfer, based upon the current assessment and millage rates of the Property and based on payment on November 1. In the event the Purchaser acquires fee title to the Property on or after November 1, I Seller shall pay to tate county tax collector an amount equal to the taxes that are determined to be legally due and payable by the county tax collector. However, Seiler shall be obligated to pay all personal property taxes for the year in which closing occurs. 4 SECTION 14. The closing shall be on ' or before March 31, 2001, unless extended by mutual agreement of the Seller and Purchaser or the ` express provisions of this Agreement. The date, time and place of closing shall be set by Purchaser to coordinate with the closing on the issue of revenue bonds to be issued by the County to finance tite Purchase Price.. SECTION 15. RISK OF LOSS AND CONDITION OFR .AL. PROPER Seller assumes all risk of loss or damage to the Property prior to the date of closing and covenants " that the Property shall be transferred and conveyed to Purchaser in the same or essentially the same condition as of the date of Seller's execution of this Agreement, ordinary wear and tear excepted. i In the event that between the date of this Agreement is executed by Seller and the date of closing the condition of the Property, as it existed on the date this Agreement is executed by Seller, is altered by an act of God or other natural force beyond the control of Seller or by fire or other casualty, k Purchaser shall not have the right to terminate its obligations under this Agreement by reason thereof, but the insurance proceeds paid or payable to Seller on account thereof, and the amount of all applicable deductibles, shall be deemed to be part of the fiinds available for the Improvements i. pursuant to the Development Agreement. Seller represents and warrants that there are no parties other than Seller in occupancy or possession of any part of the Property. Purchaser acknowledges and agrees that, except as otherwise expressly set forth in this Agreement, the Property is being transferred "AS IS". SECTION 16. RI AT 10 NT D om.. Seller agrees that from the date this Agreement is executed by Seller, Purchaser and its agents, upon reasonable notice, shall have the right to enter the Property For all lawful purposes in connection with this Agreement. Seller shall deliver possession of the Property to Purchaser at closing. For the purpose of conducting physical inspections, Seller agrees to provide Purchaser and its authorized agents, accompanied by a representative of Seller, reasonable access to the Property at all reasonable times on business days upon at least two (2) business days' prior written notice to Seller, and Purchaser shall conduct such' inspections in a manner not disruptive to the operation of the Property. After each such entry, Purchaser shall promptly repair any damage caused by Purchaser or its agents and shall restore the Property to its condition immediately prior to such entry, and Purchaser's agreement to repair and restore shall survive any termination of this Agreement. To the extent permitted by law, Purchaser hereby agrees to indemnify Seller and to hold Seller, Seller's agents and employees, and the Property harmless from and against any and all losses, costs, damages, claims, or liabilities including„ but not limited to, construction liens and attorney's fees, arising out of or in connection with Purchaser's access to or entry upon the Property under this section. Purchaser's indemnity and hold harmless pursuant to this section shall survive the termination or expiration of this Agreement by closing or otherwise. SEC; TION 17. ACCIE . Seller warrants that there is legal ingress and egress for the Property over a public road. SECTION 18. DEFAULT. If either party defaults under this Agreement, the non - defaulting party may waive the default and proceed to closing with no reduction in the Purchase Price, or seek specific performance. However, except for the failure to close, the defaulting party shall have ten (l0) days abler written notice From the non -defaulting party to cure the default. 4 SECTION 19. BROKERS. Seller warrants that no persons, firms, corporations i or other entities are entitled to a real estate commission as a result of this Agreement or subsequent closing. Seller shall indemnify and hold the Purchaser harmless from any and all such claims, whether { disclosed or undisclosed. Purchaser represents that it has not dealt, and shall riot deal, with any 1 broker, salesman, or finder in connection with the transactions contemplated herein, and that no sales commissions or finder's fees shall be due or payable by or from the Purchaser as a result of the transactions contemplated herein. SECTION 20. RECORDINSa. Purchaser is a governmental entity. This Agreement, or notice of it, may be recorded by Purchaser in its records and minutes. L . C> 40 rSECTION 2I. ASSIGNM, This Agreement may not be assigned by Purchaser or Seller without the prior written consent of the other party. I SECTION 22. TIME. Time is of the essence with regard to all dates or times set forth in this Agreement, however, the expiration of any time period measured in days that expires on a Saturday, Sunday or legal holiday automatically will be extended to the next business day. SECTION 23. SEVERABILITY, In the event any of the provisions of this Agreement are deemed to be unenforceable, the enforceability of the remaining provisions of this Agreement shall not be affected. SECTION 24. Si1C'CES5OR5 IN INTLEES'C. The terms and conditions of this Agreement shall apply to and bind Seller, its successors and assigns and shall be binding upon Purchaser and Purchaser's successors and assigns. Whenever used, the singular shall include the plural and one gender shall include all genders. SECTION 25. ENTiRE AGREEMENT. This Agreement contains the entire agreement between the parties pertaining to the purchase of the Property and supersedes all prior and contemporaneous agreements, representations and understandings of the parties relating thereto. Provided, however, this Agreement is expressly contingent upon the satisfaction of all conditions set forth in that certain Memorandum of Understanding dated as of July 24, 2000 and Document Escrow Agreement dated as of September 1, 2000, each by and among the Seller, the Purchaser and other parties thereto. No supplement, modification or amendment to this Agreement shall be binding unless executed in writing by the parties. t SECTION 26. WAIVER Failure of 'Seller or Purchaser to insist upon strict performance of any covenant or condition or this Agreement, or to exercise any right herein contained, shall not be construed as a waiver or relinquishment for the future of any such covenant, t " condition or right; but the same shall remain in full force and effect. I ` SECTION 27. ANT !F)C•EECTIVE. This Agreement or any modifications, amendment or alteration thereto, shall not be effective or binding upon any of the parties hereto until it has been executed and delivered by all or the parties hereto. SECTION 28. COJINTERPART . This Agreement maybe executed in one or more counterparts, but all such counterparts, when duly executed, shall constitute one and the same Agreement (a party may execute a copy of this Agreement and deliver it by facsimile transmission, provided however, that any such party shall promptly deliver an original signed copy of this Agreement) L 4D O r SECTION 29. ADDENpIIM. Any addendum attached hereto that is signed by the parties shall be deemed a part of this Agreement. ` SECTION 30. NOTICE. Whenever a party desires or is required to give notice unto the other, it must be given by written notice, and either delivered personally or sent by overnight courier service to the appropriate address indicated on the first page of this Agreement, or such other address as is designated in writing by a party to this Agreement. SECTION 31. . The covenants, warranties, representations, indemnities and undertakings of Seller expressly set forth in this Agreement shall survive the closing, the delivery and recording of the deed described in Section 9 of this Agreement and Purchaser's possession of the Property for a period of eighteen (18) months following closing. SECTION 32. GOVERNING. The validity, meaning, and effect of this Agreement shall be determined in accordance with the laws of the State of Florida. + SECTION 33. RADON NOVICE. Chapter 88-285, Laws of Florida, requires the + following notice to be provided with respect to the contract for sale and purchase of any building, or the execution of a rental agreement for any building, and the parties hereto acknowledge and confirm receipt of the following: "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 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 department." M 40 40 [Seal] f rl � Date: Attest: Icy: C erk J.K. BARTON Approved as to Form and Legal Sufficiency By: 4�9� yK County Attorney [Sea[] { Date: w Attest: 0 L INDIAN RIVER COUN'rY, FLORIDA By:. Its: Chairman LOS ANGELES DODGERS, INC. Its: r'R [Seal] Date: r Attest; By: Clerk Approved as to Form and f Legal Sufficiency By: County Attormey [Seal] Date: Attest: I 9 INDIAN RIVER COUNTY, FLORIDA By: its: Chairman LOS ANGELES DODGERS, INC. By: its:Sen Ivi e P esid &General Counsel 40 qp fn l 10:4;11 IIrA (PARCEL 1) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, Y RANGE 39 EAST, PROCEED SOUTH 89°04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03°30'11" WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (A/K/A 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE ALONG SAID WESTERLY RIGHT-OF-WAY LINE SOUTH 09051'49" WEST, A DISTANCE OF 39.81 FEET TO THE G POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 1125.14 FEET AND A CENTRAL ANGLE OF 14°57'00' ; THENCE ALONG THE I ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 19°21'57" WEST, A DISTANCE OF 82..11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825.86 FEET AND A CENTRAL ANGLE OF 19054'25'; THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 00032'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL (300 ` FOOT RIGHT-OF-WAY); THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 69°31'46" WEST, A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH 17°00'00" WEST, A DISTANCE OF 467.50 FEET TO A POINT; THENCE NORTH 20°58'57" ` EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 100°23'00" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT EYEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST; THENCE NORTH 89°04'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND i PARALLEL WITH SAID SECTION LINE, A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING. L A-1 os (PARCEL 2) - COMMENCING AT THE NORTHWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2 AT PAGE 25, SAID LANDS NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA, RUN EAST, A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET RIGHT-OF-WAY OF 43RD AVENUE, FROM SAID POINT OF BEGINNING RUN SOUTH 00° IT40" EAST ALONG THE AFORESAID EAST RIGHT-OF-WAY, A DISTANCE OF 765.95 FEET TO A POINT WHICH IS 50 FEET DISTANCE NORTHERLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 6902'20" EAST ON A LINE PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL, A DISTANCE OF 2813.63 FEET; THENCE RUN NORTH 16°55'40" WEST, A DISTANCE OF 421.18 FEET, THENCE RUN NORTH 21°56'40" EAST, A DISTANCE OF 410.00 FEET, THENCE RUN NORTH 00°16'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 89° 54'20" WEST ON A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST ' OF THE WEST LINE OF TRACT 4 IN SAID SECTION 3; THENCE RUN SOUTH 00'17'4u' EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. 0 LESS AND EXCEPT THE FOLLOWING: A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOU'T'H, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF THE PUBLIC RECORDS OF ST. LUCIE ` (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE 1 (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89°45'39" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE SOUTH 00'14'21 " WEST, A DISTANCE OF 876.82 FEET, THENCE SOUTH 89°45'39" EAST, A DISTANCE OF 414.56 FEET; THENCE SOUTH 63'53'04" EAST, A DISTANCE OF 476.06 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH 18°5'26" " EAS i , ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET, THENCE SOUTH 69°2'53" WEST, ALONG A LINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT ANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER A-2 40 i JP CONTROL DISTRICT MAIN RELIEF CANAL, A DISTANCE OF 1806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 00°0"47" EAST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 2094.26 FEET, TO THE POINT OF BEGINNING. A-3 i 40 INTERLOCAL AGREEMENT This INTERLOCAL AGREEMENT ("Agreement"), is made as of this Ist of September, 2000, by and between the CITY OF VERO BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida (the "City"), and INDIAN RIVER, COUNTY, FLORIDA, a political subdivision of the State of Florida (the "County"). WITNESSETH: WHEREAS, the City is a municipal corporation created and existing pursuant to Chapter 166, Florida Statutes, exercising such powers through its City Council; and WHEREAS, the County is a political subdivision of the State of Florida, exercising powers under Chapter 12.5, Florida Statutes through its Board of County Commissioners; and WHEREAS, pursuant to Chapter 163, Part I, Florida Statutes (the "Cooperation Act"), the City and the County are authorized to enter into interlocal cooperation agreements in order to undertake joint actions; and WHEREAS, the City and the County, together with Los Angeles Dodgers, Inc., Fox Baseball Holdings., Inc. and de Guardiola Development, Inc., entered into that certain Memorandum of Understanding dated as of July 24, 2000 (the "Memorandum of Understanding'), pursuant to which the City and the County agreed to undertake certain steps to implement the agreements set forth in the Memorandum of Understanding; and WHEREAS, it is the purpose of the Cooperation Act to provide for a means by which the County and the City may exercise their respective powers, privileges and authorities which they share in common and which each might exercise separately; and WHEREAS, it is the purpose and intent of this Agreement to set forth the terms under which the City will fund a grant to the County in the amount of $1,40©,000 and the City will obtain an interest in the lands to be acquired by the County in accordance with the Memorandum of Understanding, permitting the County and the City to make the most efficient use of their respective resources and capabilities by enabling them to cooperate on the basis of mutual advantage and thereby to facilitate the County's acquisition of the real property generally referred to as Dodgertown, and as more particularly described in Exhibit A attached hereto. i_ Prepared by and return to: f Robert C. Reid, Esq. l� Bryant, Miller and Olive, P.A. 201 S. Monroe Street, Suite 500 L Tallahassee, Florida 32301 Page 1 of 6 i 40 40 l NOW, THEREFORE, in consideration of the mutual covenants of this Agreement, the I County and the City agree as follows: A SECTION I. RECITALS. The foregoing recitals set for above are hereby incorporated herein by reference as if fully set forth herein. I I SECTION 2. DEFINITIONS. (A) AGREEMENT shall mean this Interlocal Agreement. + (B) BONDS shall mean the Revenue Bonds to be issued by the County to provide net bond proceeds in the amount of Seventeen Million and no/100 Dollars ($17,000,000.00) (C) BUSINESS DAY shall mean any day other than a day on which the City, the County Cor banks located in the State of Florida are authorized or required to close. (D) DOCUMENT ESCROW AGREEMENT shall mean that certain Document Escrow Agreement dated as of September 1, 2000, between the City, the County, Los Angeles Dodgers, Inc., Fox Baseball Holdings, Inc, and de Guardiola Development, Inc., pursuant to which the agreements set forth therein, including this Agreement, are subject to certain conditions prior to the satisfaction of which none of such agreements shall be enforceable against any party. (E) FACILITY or FACILITIES shall mean the baseball spring training facility generally I known as "Dodgertown" and as more particularly described on Exhibit "B attached hereto. It is 4 understood that, as the transactions contemplated by this agreement are pursued, the meaning of "Facility" or "Facilities" shall expand to include all improvements to Dodgertown made after the " execution + of this agreement. I. (F) GRANT shall mean the portion of the local contribution toward the acquisition of the Facility by the County which is to be paid by the City in accordance with the terms hereof. I (G) GRANT AMOUNT shall mean the sum of One Million Four Hundred Thousand and no/100 Dollars ($1,400,000.00). i (H) LAND shall mean that certain parcel of real property consisting of approximately r 64.03 acres more particularly described on Exhibit "A" attached hereto. (I) MEMORANDUM OF UNDERSTANDING shall mean that certain Memorandum of Understanding dated as of July 24, 2000, between the City, she County, Los Angeles Dodgers, Inc., Fox Baseball Holdings, Inc. ind de Guardiola Development, Inc. 1 (J) SALE PROCEEDS shall mean, with respect to a disposition of the Land and Facilities i" or any portion thereof by the County, the actual net proceeds received by the County for such t - Page 2 of G L 40 4W i, disposition, but under no circumstance shall any liquidated damages pard by the Dodgers for an early termination of the lease of the Facility (as contemplated by the Memorandum of Understanding) be considered proceeds in respect of the disposition of the Land and Facility. SECTION 3. CITY GRANT OF FUNDS TO COUNTY, The City hereby agrees to fund the Grant to the County in full in the Grant Amount in accordance with the Memorandum of Understanding. The Grant shall be funded by transferring to the County, in immediately available funds the Grant Amount, not later than the Business Day immediately prior to the date on which the r County issues the Bonds. The County shall repay to the City the full Grant Amount if either (a) the transactions contemplated by the Memorandum of Understanding are not consummated or (b) the transactions are consummated yet fail to be brought to fruition, resulting in the parties being relieved of their obligations under the Memorandum of Understanding and the companion agreements thereto. The County shall be entitled to determine the best use of the Grant in connection with the r County's acquisition of the Land and the Facilities, including, but not by way of limitation, of using the Grant Amount to fund all or a portion of a repair and replacement escrow account (the "Capital Reserve Account") for the benefit of the Facility. SECTION 4. CITY RIGHTS IN THE LAND AND FACILITY. The City acknowledges that the County will take title to the 'Land and Facility in its name, and as the sole record title owner thereof, will be the sole party to enter into various agreements with Los Angeles Dodgers, Inc. (the "Dodgers") regarding their use of the Facility and the development of various improvements thereto. Notwithstanding this, the County and the City agree that the City is a joint venturer with the County in the acquisition of the Land and Facilities, and that the actual use of the Grant by the County shall be determinative neither of the City's entitlement to a share in any sale proceeds of the Land and Facilities, nor its percentage interest therein should the County ever decide to sell the Land and Facilities or if the Dodgers exercise certain repurchase rights set forth in the Memorandum of Understanding. SECTION 5, CITY RIGHTS IN SALE PROCEEDS. Following a sale or other disposition of the Land and Facilities by the County, the County shall pay over to the City 1.0.7% of the Sale Proceeds. Such funds will be paid to the City within two (2) Business Days of the date of closing on the sale or other disposition of the Land and Facilities. SECTION 6. CITY RIGHTS IN LAND. In the event the Dodgers cease using the Facility as a spring training facility and terminate the lease agreement with the County without reacquiring ' the Land, the County agrees that in recognition of its interest as a joint venturer, the City shall have the following options: (a) accept a conveyance from the County of the equivalent of 14.7% of the Land in exchange for releasing its interest in the remaining portion thereof, or (b) retain its interest in the Facility as a joint venturer with the County. Should the City select option (a) above, the actual acreage conveyed shall be mutually acceptable to the City and the County, provided that if the City and the County can not agree upon the exact parcel of land to be conveyed at such time, the. City and the County shall subject the determination of the exact parcel to binding arbitration for division Page 3 of 6 40 4D r f" of the Land in accordance with the percentage set forth in option (a) above. SECTION 7. ALL NECESSARY ACTION. The parties hereto agree that they will, individually or jointly, take all action within their respective powers, necessary, desirable or required by the other party in order to carry out and effectuate the agreements set forth herein. SECTION S. TERM. Unless extended by mutual agreement of the County and the City, this Agreement shall expire upon payment to the City of any compensation due hereunder, whether monetarily or by conveyance of realty, occasioned by the first to occur of: (a) the County selling or otherwise disposing of the Land and Facilities, (b) or the Dodgers' cessation of using the Facility as a spring training facility. SECTION 9. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. SECTION 10. AMENDMENT. This Agreement may be amended only in writing executed I by both parties. I SECTION 11. ENTIRE AGREEMENT. This Agreement, including its exhibits, shall be interpreted as effectuating the purposes of the Memorandum of Understanding (dated July 24, 2000, i and to which the parties hereto are also signatories) and in consonance with the other agreements contemplated by that Memorandum. In the event of any conflict among the documents respecting r the matters expressly set forth herein, the terms of this Interlocal Agreement shall control. SECTION 12. GOVERNING LAW, This Agreement shall be governed by, and constnied in accordance with, the laws of the State of Florida. SECTION 13. JURISDICTION AND VENUE. The exclusive, convenient, and proper venue for any legal proceeding arising out of, or related to, this Agreement shall be Circuit Court for I the Nineteenth Judicial Circuit, in and for Indian River County, Florida Division. Each party waives any defense, whether asserted by motion or pleading, that the Indian River Circuit Court is an improper or inconvenient venue. Moreover, all parties to this Agreement, persons and entities alike, I consent to the personal jurisdiction of the Circuit Court, Nineteenth Judicial Circuit, in and for Indian River County, and irrevocably waive any objections to said jurisdiction. { SECTION 14. EFFECTIVE DATE. This Agreement shall be effective on the date of release of this Agreement by the Escrow Agent in accordance with the Document Escrow Agreement. LPage 4 of b L 40 40 f IN WITNESS WHEREOF, the parties hereto have entered into this Interlocal Agreement as I of the day and year first above written. INDIAN RIVER COUNTY, FLORIDA f Chairman (SEAL) � ATTEST: I Cler J.K. BARTON t Approved as to Farm and i Legal Sufficiency B: 5..1 ounty Attorney STATE OF FLORIDA COUNTY OF INDIAN RIVER The fore�ggoing instrument was acknowledged before me by ��6 nz and J.tG iIARTON Chairman and Clerk, respectively, of the BOARD OF COUNTY COIVMSSIONERS OF INDIAN RIVER COUNTY, FLORIDA, on behalf of the County this 7/4— day of 2000. Notary Pubftc My Commission Expires: Wlho, Khbeft E. Mossung MYCOMM6S10i5C 003 3b EXPIRESeormeo 0120 TOW FAIN iraucvxE sve l_. P Page 5 or G I 1. I G. 40 ab 40 CITY OF VERO BEACH, FLORIDA By fitJ Mayor �sEAL� ATTEST: ! } CityClerk Approved as to Form and Legal Sufficiency Attorney STATE OF FLORIDA COUNTY OF INDIAN RIVER The foregoing instrument was acknowledged before me by �Rn ra C. /cin, ans /ctm,n K. Votfc as Mayor and Clerk, respectively, of the CITY OF V)RO BEACH, KORIDA, on behalf of said City, this 35�'45 day of r 12000. V17 SHERRI PHILO yC MM9$S+OtI fccawe+e Notary Public EMMMES:DWWV09WW3-MW My Commission Expires: BMW TM "fty MUM W4X~ i 1 } Page b of b I L EXHIBIT A LEGAL DESCRIPTION OF LAND (PARCELI) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, PROCEED SOUTH 89°04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03°30' 11" WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (AWA 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE ALONG SAID WESTERLY RIGHT-OF-WAY LINE SOUTH 09°51'49" WEST, A DISTANCE OF 39.81 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 1125.14 FEET AND A CENTRAL ANGLE OF 14'57'00"; THENCE ALONG THE ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 19021'57' WEST, A DISTANCE OF 82.11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825.86 FEET AND A CENTRAL ANGLE OF 19054'25"; THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 0032'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL {300 FOOT RIGHT-OF-WAY}; THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 69°31'46" WEST, A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH 17°00'00" WEST, A DISTANCE OF 467.54 FEET TO A POINT; THENCE NORTH 20°58'57" EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 00°23'00" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT BEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST; THENCE NORTH 89e04'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND PARALLEL WITH SAID SECTION LINE, A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING, A- 1 40 40 =� r (PARCEL 2) COMMENCING AT THE NORTHWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 4 SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2 AT PAGE 25, SAID LANDS NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA., RUN EAST, A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET x RIGHT-OF-WAY OF 43RD AVENUE; FROM SAID POINT OF BEGINNING RUN SOUTH 00'17'40" EAST ALONG THE AFORESAID EAST RIGHT-OF-WAY, A DISTANCE OF 765.95 FEET TO A POINT WHICH IS 50 FEET DISTANCE NORTHERLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 69°02'20" EAST ON A LINE PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL, A DISTANCE OF 2813.63 FEET; THENCE RUN NORTH 16°55'40" WEST', A DISTANCE OF 421.18 FEET; THENCE RUN NORTH 21'56'40" EAST, A DISTANCE OF 410.00 FEET; THENCE RUN NORTH 000 16'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT 1 WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH i AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 8954'20" WEST ON A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST r OF THE WEST LINE OF TRACT 4 IN SAID SECTION 3; THENCE RUN SOUTH 00° 17'40" EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. LESS AND EXCEPT THE FOLLOWING: A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF THE PUBLIC RECORDS OF ST. LUCIE (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89045'39" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE SOUTH 00° 14'21" WEST, A DISTANCE OF 876.82 FEET; THENCE SOUTH 89°45'39" EAST, A DISTANCE OF 414.56 FEET; THENCE SOUTH 63'53'04" EAST, A'DISTANCE OF 476.06 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH 18°5"26" EAST, ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET; THENCE SOUTH 69°2'53" WEST, ALONG A LINE WilICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT ANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER A- 2 40 40 CONTROL DISTRICT MAIN RELIEF CANAL, A ,DISTANCE OF 1806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 0000"47" EAST, ALONG SAID RIGHT-OF-WAY LINE„ A DISTANCE OF 2094.26 l FEET, TO THE POINT OF BEGINNING. I I I' L A- 3 A C] :Mr EXHIBIT B r DESCRIPTION OF FACILITY 4 The Facility constitutes a baseball spring training facility known as "Dodgertown" consisting of Holman Stadium an eighty-nine (84) unit hotel facility, a conference center with meeting and dining rooms, a clubhouse and weight room, in -door batting and pitching cages, four (`I) full baseball practice fields, and two (2) half baseball fields. FM 40 4RIE 7 i Prepared By: Santiago Fernandez, Esq. Senior Vice President & General Counsel Los Angeles Dodgers, Inc. 1000 Elysian Park Avenue Los Angeles, California 90012 Record and Return to: Robert C. Reid, Esq. Bryant, Miller & Olive, P. A. 201 South Monroe Street, Suite 500 Tallahassee, Florida 32301 FACILITY LEASE AGREEMENT This FACILITY LEASE AGREEMENT ("Agreement"} is made as of this 1st day of September, 2000, by and between Indian River County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County"), and Los Angeles Dodgers, Inc., a Delaware corporation (hereinafter referred to as the "Dodgers"). RECITALS A. WHEREAS, the Dodgers own and operate the Major League Baseball team known as the "Los Angeles Dodgers" (the "Team"); and B. WHEREAS, since 1949, the Dodgers have conducted the Team's spring training operations and played their spring training home games at the facility located in Vero Beach, Florida, and known generally as "Dodgertown" (the "Facility"); and a C. WHEREAS, the County and the City of Vero Beach recognize that the benefits to the local community of having the Team conduct its sprint; training operations at the Facility are unique and diverse, and include, but are not limited to, entertainment for the community, the creation of new jobs and increased employment opportunities, increased tourist trade and promotional opportunities, direct and 'indirect tax revenues, and the enhancement of the community's image; and D. WHEREAS, because of the aforementioned benefits to the community, the County purchased the Facility pursuant to the Agreement for Sale and Purchase dated September 1, 2000, between the Dodgers and the County, and will incur the debt service specified in this Agreement to find the Improvements contemplated herein and in the Development Agreement, which Improvements are specifically designed to accommodate the Team's spring training needs; and 1 aPage 1 of 27 6 40 C> r, + E. WHEREAS, in recognition of the commitment made to the Team by the County and the City of Vero Beach, the Dodgers desire to continue to conduct the Team's spring training operations at the Facility during the Term of this Agreement and to operate, maintain, and manage the Facility in accordance with the terms hereof; and F. WHEREAS, the County desires to retain the Team as the user of the Facility and to have the Dodgers manage the Facility under the terms and conditions specified herein, COVENANTS NOW THEREFORE, in consideration of the foregoing Recitals (which are hereby incorporated into this Agreement) and the mutual promises and covenants set forth below, IT IS AGREED AS FOLLOWS: DEFIN IT ION SIEXt-11B ITS Section 1.01. Exhibits. By not later than the date of closing specified in the Escrow Agreement, true and correct copies of all of the exhibits referenced in this Agreement shall be initialed by the parties and attached to this Agreement, and such exhibits shall thereafter be incorporated into this Agreement by this reference. Section 1.102 Definitions. The following terms shall have the following meanings: (a) A=emen means this Facility Lease Agreement between the Dodgers and the County, and all of the attached exhibits. (b) Bond Ccru hjd means Bryant, Miller and Olive, P.A. (c) Bolid Resolution means that certain Bond Resolution or resolutions to be adopted for the issuance of the Bonds or other obligations for the acquisition of the Land, or G.. construction of the Improvements, or for any part thereof r (d) Bonds means the Bonds to be issued pursuant to the Bond Resolution. k (e) C aWtal Reserve Account means the repair and replacement account as defined in Section 8.01, below. (0 Capital Reserve Account Aaent means the bank or trust company identified as such in the Capital Reserve Account Agreement. Page 2 of 27 40 A (g) Capital Reserve Accg!lrt Agreement means the Capital Reserve Account Agreement by and among the County, the Dodgers, and the Capital Reserve Account Agent, P governing the maintenance of the Capital Reserve Account. j (h) tins is defined in Section 10.04, below. (i) Uy means the City of Vero Beach, Florida. 0) City Funds means the One Million Four Hundred Thousand Doilars ($1,400,000) to be provided by the City to the County pursuant to the Interlocal Agreement. (k) C 1w means Indian River County, Florida, a political subdivision of the State of Florida. A (l) CgwUjundmeans the funds to be provided to the Dodgers by the County Y pursuant to the Development Agreement, (m) Development Aeremeans the Development Agreement dated September 1, 2000, by and between the County and the Dodgers for the construction of the Improvements. 1 (n) DQdgers means Los Angeles Dodgers, Inc., a Delaware corporation. Y (o) Effective Date means the date upon which this Agreement is released to the parties pursuant to the Escrow Agreement. Y (p) Escrow Agent means the agent designated in the Escrow Agreement. (q) Escrow A ege ement means the Document Escrow Agreement dated September 1, 2000, between, among others, the parties hereto and which governs the Effective Date of this Agreement and the other Project Documents. (r) Existing, Fgpilities means the baseball spring training; facilities located on the Land as they existed as of the Effective Date, including the spring training baseball stadium known as "Holman Stadium," the eighty-nine (89) unit hotel facility, the conference center with meeting and dining rooms, the clubhouse and weight room, indoor batting and pitching cages, four (4) baseball practice fields and two (2) half baseball practice fields. (s) Facility means, collectively, the Land, the Existing Facilities, and, as the context warrants, the Improvements and any additional improvements hereafter constructed on the Land. LPage 3 of 27 L (t) ffAE means furniture, fixtures, and equipment. f (u) LLQhUW1,%A&1m means the baseball stadium improvements known as Holman V Stadium which is a part of the Existing' Facilities. (v) lntr Vn1ygw&means the improvements to be constructed on the Existing Facilities pursuant to the Development Agreement. (w) indep-ud= Aanraiser is defined in Section 10.07(b), below. f (x) Initial Terrn is defined in Section 2.0 1, below. 6 (y) Lod means the real estate upon which the Facility is located, as described in Exhibit A. (z) Lease Yea means a twelve month period commencing on May I of any calendar year of the Term hereof and ending on April 34 of the following calendar year; provided, however, that the First Lease Year shall commence as of the Effective Date and end on the first April 30'' following the Effective bate. (aa) LiquidattdJJ4m1= is defined in Section 10.05. t (bb) /Maintenance Standards means the standards of maintenance, repair, and operations maintained by managers of comparable spring training facilities in comparable ` markets in the State of Florida in accordance with reasonable commercial practices then in use. The County hereby acknowledges and agrees that the manner in which the Dodgers operated and maintained the Existing Facilities prior to the Effective Date of this Agreement was consistent with or exceeded the standards of maintenance, repair, and operations ' maintained by managers of comparable spring training facilities in comparable markets in the State of Florida. 4. (cc) Mahor ague Baseball means the Office of the Commissioner of Baseball, Major League Baseball Enterprises, Inc., Major League Baseball Properties, Inc., Major League Baseball Properties Canada Inc., Baseball Television, Inc., and/or any of their respective present or future affiliates, assigns or successors. (dd) Parkiue AereAer caKni means the Parking Agreement dated September 1, 2000, by and between the Dodgers, the County, and de Guardiola Development, Inc., which, inter calla, governs parking rights for the Facility in connection with the adjacent land. (cc) Pojgrt Documents means this Agreement, the Development Agreement, the Larking Agreement, the Real Estate Contract, :he Escrow Agreement, and the Capital Reserve Account Agreement. page 4 of 27 r 40 0 i ({f} means the Agreement for Sale and Purchase, dated as of September 1, 2000, which governs the sale of the Land and Existing Facilities by the l Dodgers to the County. (gg) Renewal Termis defined in Section 2.02, below. (hh) Repairs gr Mplacrm means repairs or replacements made to the fixtures, structures and/or improvements at the Facility after completion of the Improvements. (ii) RPrainrd Spring Training Franchise Facility is defined by Section 288.1162, Florida statutes, as a facility where a professional baseball team conducts its spring training operations and plays its spring training (some games, that was based in the State prior to January 1, 2000, and is certified as such by the State of Florida Office of Tourism, Trade and Economic Development. 6j) 5pdag_T'a i�g Home Games means only the spring training exhibition games to be played by the Team at the Facility during spring training. Spring Training Home Games do not include any spring training exhibition games played by the Team at any venue other than the Facility, even if the Team is designated as the "home team" for purposes of playing the game (e.g., if the Team plays its last spring training games at Dodger Stadium, it may be the home team but such games..vill not constitute Spring Training Home Games for purposes hereof). (kk) State Funds mean the funds to be obtained by the County pursuant to Sections 212.20 and 288.1162 for a Retained Spring Training Franchise Facility. (11) Team means the Major League baseball team owned by the Dodgers and known as the "Los Angeles Dodgers." (mm) I means the Initial Term and any Renewal Terms. TERMIOPTIONS TO RENEW/[LENT Section 2.01. Initial Term. The "Initial Term" of this Agreement shall commence on the Effective Date and shall expire on April 30, 2021, unless this Agreement is terminated earlier by the parties pursuant to the provisions hereof Section 2.02. Re_ ncA& Ierm. For purposes of this Agreement, a "Renewal Term" means a term of five (5) years commencing upon the expiration of the Initial Term or the immediately preceding Renewal Term, if any. Page 5 of 27 4b 40 P Section 2:03. QphQLtq &M. The Dodgers shall have four (4) successive options to renew this Agreement For a Renewal Term. The Dodgers shall exercise their right and option for each Renewal Term by serving written notice upon the County of their election to exercise each said t option at least one (1) year before the expiration of the then -current Term. If the Dodgers fail to provide such notice within the aforementioned time, then the Dodgers' right and option to renew shall l continue in full force until the County notifies the Dodgers that the renewal notice has not been received and the Dodgers fail to exercise their renewal rights within sixty (60) days after receipt of the County's notice, it being the intention of the parties that the Dodgers shall not lose any renewal right through inadvertence. Each Renewal Term shall be upon the same terms and conditions as the Initial Term, Section 2.04. R= The Dodgers shall pay to the County the sum of One Dollar ($ LOD) per Lease Year as rent payable in advance. Section 2.05. option to Purcbase. As provided in the deed to the County from the Dodgers for the Land and Existing Facilities,, if, at any time during the Term, the County offers to sell the Facility, the Dodgers shall have a right of first refusal to purchase the Facility for the lowest purchase price which the County would accept from any third party. The County shall not sell the Facility to any third party during the Term until the Dodgers have been given written notice of the purchase price and an opportunity to purchase the Facility for such price. In addition, immediately following the date oil which the Bonds have been paid and retired and continuing until tiie expiration or earlier ' termination of the Term, if the Dodgers are still in possession of the Facility, then the Dodgers shall have the option to purchase the Facility at the Facility's then fair market value, whether or not the County desires or has offered to sell the Facility to a third party. Tile then Fair market value of the ` Facility shall be calculated in accordance with the provisions set forth in Section 10.07, below. ARTICLEI[I DODGERS' USE OF THE FACILITY l Section 3.01.rR� =ran f Mantnent ishts with ReLi4 tllg itv. The i County hereby leases to the Dodgers, and lite Dodgers hereby lease from the County, the Facility. t (Except as otherwise provided in this Agreement, the Dodgers shall have the exclusive right to use, manage, and operate the Facility at their sale discretion in accordance with the terms and purposes of this Agreement. During tlae Term, the County shall not tease to or grant to any person ether than the Dodgers, the right to use, manage, ar operate the Facility, subject to the provisions of Section 6.04, below. t Section 3.02. Thc Dod rs' ]lights and Dbliga ion . Except as specifically provided in this Agreement, the Dodgers shall be exclusively responsible For managing, operating, and maintaining the Facility at their sole discretion and expense during the Term in accordance with the Maintenance Standards. The Dodgers shall not cause, permit, or sutler any waste or damage, disfigurement, or Page 6 of 27 l injury to the Facility or the fixtures or equipment thereon, with the exception of reasonable wear and tear, loss or damage by fire, natural catastrophe, or other casualty, or condemnation. j Notwithstanding anything to the contrary contained in this Agreement, the Dodgers shall not be responsible for ad valorem real estate taxes, if any, assessed or collected with respect to the Facility. The County shall not remove any FF&E from the Facility and the Dodgers shall have the right, during I the Term, to use all FF&E in place prior to or ager the Effective Date. During the Term, the Dodgers 4 shall have, but not be limited to, the following rights, responsibilities, and obligations in connection with the Facility: (a) At their sole discretion, control the scheduling and use of the Facility as a publicly operated spring training facility for all baseball and non -baseball events; (b) Perform all maintenance of the Facility, including by providing all of the labor and materials required to keep the Facility clean and free of debris and by repairing, maintaining, and replacing all components of the Facility consistent with the Maintenance Standards; (c) Maintain the Facility, including, but not limited to, the parking lots at the Facility, the structural portions of the Facility, the foundation of the Facility, the exterior structural walls of the Facility, all electrical, plumbing, heating, ventilating, air-conditioning, mechanical and utility systems for the Facility or any portion thereof, including any portion located in the Facility, in good order, condition, and repair, in a clean, sanitary, and safe condition, and in accordance with all applicable laws and regulations; (d) Provide all security, crowd control, maintenance, cleaning, landscaping and other personnel or independent contractors required for the proper maintenance and operation of the Facility consistent with the Maintenance Standards; (e) Obtain and maintain all commercial general liability insurance necessary or appropriate to insure the liability of the County, the City, and the Dodgers with respect to the Facility and property insurance. The insurance, as it protects the County's and the City's interest, shall be subject to the County's reasonable approval and shall cause the County and the City to be named as an additional insured on such policies. Further provisions concerning insurance are set forth in Section 14.05, below. A certificate of insurance evidencing proof of such insurance shall be provided to the County and the City annually starting on the beginning date of the Term and as further provided in Section 14.05, below; I (f) Set rates and charges for the use of the Facility by third parties; (g) Advertise and promote all baseball and non -baseball events conducted at the Facility, such advertising and promotion to mention or identify the County and/or the City to the extent practicable (the Dodgers understand the importance of promoting the County and the City and their image and desire and agree to assist in such regard); L Page 7 of 2.7 4� 40 171 r� d (h) Select and employ all concessionaires, licensees and other contractors with. respect to the Facility, including, but not limited to, its parking lots, concession areas, and advertising space; and (i) Enter into lawfill contracts in the Dodgers' name relating to any and all of the foregoing upon terms and conditions which are consistent with the Maintenance Standards and the terms of this Agreement. Section 3.03. Event C4ntML The Dodgers shall have the right, at their sole discretion, to ' cancel or postpone any event to be held at the Facility, including, but not limited to, any Spring i Training Hoare Game. i Section 3.04. Books and Records. All books and records of the Facility specifically relating to the Dodgers' responsibilities hereunder, except as the same may be specifically excepted from public disclosure by any law, rule, regulation, or ordinance, shall be kept in accordance with generally accepted accounting principles and shall be subjeccto inspection by the County at the Facility during { regular normal business upon two (2) days' prior written notice to the Dodgers. Books and records ` shall include, but not be limited to, all records of expenditures from the Capital Reserve Account. i ARTICLEIV ` MAINTENANCE RESPONSIBILITIES Section 4.01. During the Term, the Dodgers shall be responsible for the repair, operation, and maintenance of the Facility, and shall have, but not be limited to, the rights, responsibilities and obligations specified in Sections 4.02 through 4.05, below. Section 4.02. M nt�enance- From the Capital Reserve Account and, upon depletion thereof, from their own funds, the Dodgers shall construct and pay for any repairs, replacement and improvements for the Facility as are required: (a) To satisfy the Maintenance Standards; (b) To comply with all applicable laws, ordinances and regulations, including, but not limited to the requirements of the Americans with Disabilities Act of 1990 ("ADA") and any amendments thereto, including Title 11, Structural and Title 111, Programmatic Accessibility Standards as well as any future additions; and (c) To meet the standards and regulations of Major League Baseball. Page 8 of 27 4W !Bzr Section 4.43. Ql eration. The Dodgers shall provide and pay for, solely from funds of the Dodgers or the Capital Reserve Account, if appropriate, all costs and expenses required For the operation and maintenance of the Facility which are not, by the terms of this Agreement, specifically required to be provided and paid for by the County, including, but not limited to, all personnel (including supervisory staff), labor, equipment, telephone, water, sewer, storm water, and materials. Costs for which the Dodgers are responsible shall include, but not be limited to, taxes (except for ad valorem real property taxes, if any, imposed upon the County in connection with the Facility), gas, electricity and other utilities related to operation of the Facility, and production of all events taking place at the Facility. I Section 4.44. Taxes, The Dodgers shall pay all taxes associated with the operation of the Facility, including, but not limited to, sales taxes, except that the County shall pay that portion of the ad valorem real property taxes levied on the Land and all structures and improvements constituting the Facility. ' Section 4.05.x. The Dodgers shall name a person to be the liaison to work with the County with respect to coordinating the mutual responsibilities of the Dodgers and the County. The J Dodgers hereby designate Mr. Craig Callan as the liaison unless and until a new person is designed in writing by the Dodgers. Section 4.06, .imitations. The Dodgers' rights and obligations under this Agreement are subject to the following; additional limitations: (a) No contract entered into pursuant to this Agreement may impair any right of the County hereunder. (b) The Dodgers shall not, without the County's consent, enter into any contract extending beyond the expiration date of the Term, as the Term is defined when any such contract is executed by the Dodgers. l (c) The Dodgers shall take no action which may result in the attachment of a lien or cloud on the County's interest in or title to the Facility. If, as a result of the Dodgers' actions, a linen or cloud is attached to the County's interest or title to the Facility, the Dodgers shall immediately take all reasonable and necessary steps to remove such lien or cloud. _ (d) The Dodgers shall not knowingly occupy or use the Facility for any purpose or in any manner that is unlawful. Page 9 of 27 40 CI r (6) Except as such records relate to proprietary or confidential business functions of the Dodgers, the Dodgers shall maintain all records concerning their responsibilities under ' this Agreement which are either required to be maintained pursuant to applicable law or which are necessary to verify the County's rights and the Dodgers' obligations under this Agreement, which records shall be made available to the County at the Facility during regular business hours upon two (2) days' prior written notice from the County. (0 Within the policies and standards set by the County pursuant to this Agreement, the Dodgers shall function as an independent contractor in fulfilling the duties required by this Agreement. All staff required by the Dodgers to accomplish their obligations under this Agreement shall be employees of the Dodgers and not the County. (g) The Dodgers take the Facility "as is," both as of the Effective Date and upon completion of the Improvements, with no warranty from the County as to condition. (h) The Dodgers shall provide, at their expense, all equipment necessary to perform their responsibilities hereunder. (i) Except as may be provided in the Development Agreement or this Agreement, the Dodgers shall not undertake any capital improvements to the Facility without the permission of the County, which permission shall, when not otherwise governed by the aforementioned Agreements, not be unreasonably withheld. 0) If the County reasonably believes that the Dodgers' failure to comply with any of their obligations under this Agreement involves a "life safety issue," as hereinafter defined, the County shall have an immediate right to correct the life safety issue and the reasonable costs and expenses incurred by the County in correcting the life safety issue shall be due and payable by the Dodgers to the County within thirty (30) days after the submission of a i statement to the Dodgers for the payment of the same. If such amount is not paid when due, L it shall bear interest at the prime rate published by the Wali Street Journal from time to time from the date that the Dodgers received the County's statement until the date payment was { made. For purposes of this Agreement, a "life safety issue' shall mean a situation which l _ imposes an immediate threat of bodily harm or death to any users or occupants of the Facility. L. (k) Other than the Improvements, or except as authorized in this Agreement, the Dodgers shall not construct any additional buildings or structures on any portion of the Facility, or make any structural, or exterior changes to the Facility, without the prior written approval of the County, which approval shall not be unreasonably withheld. The Dodgers shall not make major alterations or modifications to the Facility without the prior written approval of the County, which approval shall not be unreasonably withheld. Notwithstanding Page 10 of 27 r--] 40 i the foreg6ing, the County acknowledges that the Dodgers may decide to augment or replace the existing eighty-nine (89) unit hotel facility and the conference center at the Facility with new housing units and an expanded meeting and dining center. Accordingly, the County hereby approves such renovation and construction, provided it is undertaken by the Dodgers in accordance with the terms of this Agreement and consistent with the Maintenance I Standards. All such permanent improvements, alterations, or additions placed on the Facility I by the Dodgers shall be conveyed by the Dodgers to the County by a quit -claim deed upon the completion of such improvements, alterations or additions. I(1) On or before the expiration date of this Agreement, or its earlier termination as provided herein, the Dodgers shall remove all of their personal goods and effects, repair any damage caused by such removal, and surrender and deliver the Facility in its "AS IS" condition. Any personal property or effects not removed within thirty (30) days after the expiration date of this Agreement or its earlier termination as provided herein shall be deemed I to have been abandoned by the Dodgers, and may be retained or disposed of by the County, in its sole discretion, in accordance with applicable law. (m) Upon the expiration or earlier termination of this Agreement, Dodgers shall return the Facility to the County free and clear of any contractual obligations or other legal encumbrances granted by the Dodgers, except utility easements and other encumbrances necessary for the maintenance and operation of the Facility. (n) The Facility shall not be used for the manufacture or storage of flammable, explosive or Hazardous Materials (as defined below), except for Hazardous Materials typically found for use or sale in retail stores, including supermarkets and dry cleaning stores, and/or typically found for use in comparable spring training facilities. For purposes of this Agreement, "Hazardous Materials" shall mean any containment, chemical, waste, irritant petroleum product, waste product, radioactive material, flammable or corrosive substance, 1 explosive, poly -chlorinated biphenyls, asbestos, hazardous toxic substance, material or waste i of any kind, or any other substance that any environmental law regulates. "Hazardous Materials" shall include, but not be limited to, substances defined as "hazardous substances," y "hazardous materials," or "toxic substances" in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 442 U.S.C. Section 9601, et seg.; the Hazardous Materials Transportation Act, 39 U.S.C. Section 1801, et seq.; the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq.; all applicable state and local laws; and in the regulations adopted and publications promulgated pursuant to said laws or any amendments or addenda thereto. ( (o) If the Dodgers pay tite rent and comply with all other terms of this Agreement, the 'Dodgers may occ,ipy and enjoy the premises of the Facility for the full Term and any 1 renewals thereof, subject to the provisions of this Agreement. F Page l 1 of 27 do 4W SPRING TRAINING HOME GAMES Section 5.01. Except if the Dodgers are ,prevented from doing so by any of the events described in Article XV, below, or by a rule, regulation, directive, order, bulletin, or agreement of Major League Baseball, the Dodgers shall, each Lease Year during the Term, cause the Team to play at least ten (10) Spring Training. Home Games at the Facility. Nothing contained in this Agreement shall restrict or prohibit the Dodgers from causing or allowing the Team to play spring training games in stadiums, venues, or facilities other than the Facility, or from playing the balance of the Team's annual spring training games away from the Facility after ten (10) Spring Training Home Games are scheduled to be played at the Facility during the applicable spring training period. Section 5.02. Zuks nd Rene lana s. The Dodgers shall comply with all applicable laws, ordinances, rules and regulations, including, but not limited to, the rules, regulations, directives, orders, bulletins, or agreements of Major League Baseball. RT COUNTY'S USE OF THE FACILITYIPARKING AGREEMENT M Section 6.41. $i htg� of Cutty. During the Term, the County shall have the right to enter into and upon any and all parts of the Facility for the purpose of examining the same with respect to the obligations of the parties under this Agreement upon two (2) days' prior written notice to the Dodgers (or without prior notice in the event of a "life safety issue" as defined in Section 4.060), above, but with immediate notice thereafter). Section 6.02. Adverng'fir t4t3. If, during the Term, the Dodgers have any unsold i advertising display space (e.g., billboards, outfield signs, etc.) at the Facility, then, subject to the Dodgers' prior reasonable approval as to the content, design, frequency of display, and placement s of any such advertisements or promotional materials, the County shall be permitted to have advertisements or other promotional materials and information for the County and/or the City displayed at the Facility in such unsold advertising display space. Nothing contained in this Agreement shall require the Dodgers to remove or substitute any paid advertisement or promotional materials displayed at the Facility in favor of the County's and/or the City's advertisements or promotional materials, and all revenue-producing advertisers obtained by the Dodgers shall have priority oruse over such advertising display space, In addition, nothing contained in this Agreement I shall require the Dodgers to create new advertising display space or to increase the amount advertising display space, nor shall the Dodgers be prohibited or restricted from decreasing the amount advertising display space at the Facility. l_. I L" Page 12 of 2.7 i i 4W r Section 6:03. 12iaht tr, t Ise the Facility. In addition to all of the rights specifically granted to the Dodgers in this Agreement, the Dodgers shall have the right to use the Facility in any manner and/or for any lawful purpose that the Dodgers deem appropriate in exercise of their sole and absolute discretion, subject to the terms of this Agreement. Section 6.04. Th ounly's JJse of HoJma St diun and the Practice Fields. The County shall have the right to use Holman Stadium and/or the practice fields for up to twenty (20) days per Lease Year at no charge to the County (other than reimbursing the Dodgers for any operating expenses incurred by the Dodgers as a result of the County's use of Holman Stadium and/or the practice fields). The dates during which the County may use Holman Stadium and/or the practice fields shall be selected by mutual agreement of the parties; provided that, if the parties cannot agree on the dates, the Dodgers' reasonable selection of dates shall be final and controlling. The County may use Holman Stadium and/or the practice fields only for functions which do not compete with revenue -generating events which may otherwise be arranged by the Dodgers. Moreover, the County's use of Holman Stadium and/or the practice fields must not interfere in any way with the Dodgers' use and quiet enjoyment of the Facility. The County shall not use or authorize the use of Holman Stadium and/or the practice fields in any manner which would have a material detrimental impact on Holman Stadium and/or the practice fields, and the County shall be and remain solely responsible for any damage or destruction to Holman Stadium and/or the practice fields by the County or its assignee, Tile County shall be entitled to retain the revenues from ticket sales for its events, and, with the prior consent of the Dodgers, concessions sold during the events when Holman Stadium and/or the practice fields are utilized by the County; provided, however, that the Dodgers Y shall not be required to provide concession services and/or any other services during any County event. In all cases, the Dodgers shall be reimbursed by tite County for any operating costs and ° expenses incurred by the Dodgers as a result of the County's use of Holman Stadium and/or the practice fields, including, but not limited to, the cost of any parking attendants, ticket takers, security personnel, clean-up crews, and the like provided by the Dodgers. Prior to using Holman Stadium and/or the practice fields as provided herein, the County shall cause the Dodgers to be named as an additional insured on the County's general liability insurance policy and shall deliver to the Dodgers a certificate of insurance which verifies the existence of the policy and tlue fact that the Dodgers are ` named as an additional insured. i Section 6.05, Parkiniz. The parties hereby acknowledge and reaffirm the parking rights that they have granted pursuant to the Parking Agreement. ARTICLE VII Y REVENUES i_ Section 7.01. Revenues. During the'rerm, the Dodgers shall control, collect, receive, and retain all revenues generated by any means at or in connection with the Facility, including, but not I L L Page 13 of 27 40 ab limited to, all revenues from ticket sales, food and beverage sales, merchandise sales, concessions and products sales, novelties, parting, telecast and broadcast rights, pouring rights, advertising, sponsorship, promotional and signage rights, Facility naming rights, and any other revenues derived or generated in connection with baseball and non -baseball events held at the Facility (exclusive of any County use events). Section 7.02. N_amingBigh.U_ At all times during the Term, the Dodgers shall have the right, at their sole and absolute discretion, to sell naming, affiliation, and/or sponsorship rights in and to Holman Stadium and/or any portion of the Facility and/or to change the name of Holman Stadium and/or any portion of the Facility without the prior review and/or consent of the County. Any and all revenues derived from the sale of naming, affiliation, and/or sponsorship rights in and to Holman Stadium and/or any portion of the Facility shall be retained solely by the Dodgers. ARTICLE VIII CAPITAL IMPROVEMENTS AND REPAIR Section 8.01. Capital Le59BT_699Q11nL During the Term (until depleted), the Dodgers shall establish a trust account with a depository (the "Capital Reserve Account") in which County Funds shall be deposited pursuant to the Capital Reserve Account Agreement, The Capital Reserve Account shall be funded and maintained in accordance with the provisions of the Capital Reserve Account Agreement. All funds in the Capital Reserve Account shall be County Funds. All withdrawals from the Capital Deserve Account shall require the co -signature of the County Administrator or his designee. The Capital Reserve Account shall be used by the Dodgers in making all Repairs and Replacements to the Facility. The Dodgers shall consult with the County with respect to any expenditures from the Capital Reserve Account and any such expenditures shall be subject to the approval of the County, which approval will not be unreasonably withheld and shall be granted in accordance with the Capital Reserve Account Agreement. Any amounts remaining in the Capital Reserve Account at the expiration of the Term or earlier termination of this Agreement shall be paid to the County. The Dodgers shall be solely responsible for the cost of any Repairs or Replacements which exceed the funds available in the Capital Reserve Account and any applicable available insurance proceeds from policies of insurance provided at the Dodgers' expense. + Section 8.02. CQntributions to tho Capital Ruerve Agwunt. On or before March 31, 2001, or such later date as may be mutually agreed to by the parties, the County shall deposit into the Capital Reserve Account the sum of $2,000,000. Any part of said $2,000,000 that is not expended by the expiration of the Term or earlier termination of this Agreement shall be paid to the County at + such time. Section 8.03. Facility Imnrgvements. The County and the Dodgers agree that upon the + completion of the "Improvements" listed in Exhibit B, hereto, and more specifically described in the i_ Development Agreement, the /facility will be acceptable for use by the Dodgers as a Retained Spring L. Page 14 of 27 I • 40 Elf Training Franclti5e Facility. The County shall pay for the Improvements, but its obligation shall be limited to providing Seven Million Dollars ($7,000,000) of net Bond proceeds, together with any j portion of the Capital Reserve Account determined by the County and the Dodgers to be needed for such purpose. The Improvements shall be commenced and completed in accordance with the Development Agreement, The Dodgers shall (a) pay any additional costs of the Improvements beyond I such $7,000,000 and the funds in the Capital Reserve Account, and (b) be solely responsible for the costs of any additional improvements voluntarily undertaken by the Dodgers at the Facility. Subject l to the foregoing conditions, the Dodgers, with the assistance of the County as provided in the h Development Agreement, shall cause the construction of the Improvements to be completed by February 15, 2002, or such later date as may be determined by the Dodgers with approval of the I County, which approval shall not be unreasonably withheld. ARTICLE IX d DOCLYMENTS AND CERTIFICATES Section 9.01. Doctame, and Cerkif ac tes. Each party shall supply to the other such documents and certificates as are reasonably available or procurable, and necessary for the purpose of obtaining certificates from the State of Florida Office of Tourism, for the issuance of the Bonds, or for any other purpose reasonably related to the obligations of the parties hereunder, including, but not limited to, the County's funding or administration of this Agreement and ownership of the Facility, or to consummate the transactions described in this Agreement. DEFAULT/REN EDIES Section 10.0 1, D fault. The occurrence of any one or more of the following events constitutes a "Default" by the Dodgers under this Agreement! (a) Failure by the Dodgers to observe or perform in any material respect any covenant, agreement, condition, or provision of this Agreement, if such failure continues for thirty (30) days after written notice thereof has been delivered by the County to the Dodgers; provided, however, that the Dodgers shall not be in Default with respect to matters which cannot reasonably be cured within thirty (30) days so long as within such thirty (30) day period, the Dodgers commence such cure and diligently proceed to complete the same thereafter; (b) The levy upon, under execution or the attachment by legal process, the Dodgers' interest hereunder, or the filing or creation of a lien in respect of such interest, which levy, attachment, or lien is not released, discharged or bonded against within one hundred eighty (190) days from the date of such filing; Page 15 of 27 4& (c) The Dodgers are finally adjudicated insolvent or bankrupt or admit in writing their inability to pay their debts as they mature, or make an assignment for the benefit of creditors, or apply for or consent to the appointment of a trustee or receiver for the Dodgers or for the major part oftheir property; (d) A trustee or receiver is appointed for the Dodgers or for the major part of their property and such trustee or receiver is not discharged within one hundred eighty (180) days after such appointment; (e) Bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or any other proceedings for relief under any bankruptcy law, or similar law for the relief of debtors, are instituted by or against the Dodgers, and, if instituted against the Dodgers, are allowed against them or are consented to by them or are not dismissed within one hundred eighty (180) days after such institution, to the extent permitted by law; or (f) The Dodgers are in default under the 'Development Agreement and such default continues for thirty (30) days after written notice thereof has been delivered by the County to the Dodgers; provided, however, that the Dodgers shall not be in Default with respect to matters which cannot reasonably be cured within thirty (30) days so long as within such thirty (30) day period, the Dodgers commence such cure and diligently proceed to complete the same thereafter. If a Default occurs, the County shall have the rights and remedies set forth in this Agreement, which shall be distinct, separate, and, to the extent not mutually exclusive, cumulative, and shall not operate to exclude or deprive the County of any other right or remedy allowed it by law or equity. Section 10.02. County Default. In the event of any failure by the County to observe or perform any material covenant, agreement, condition, or provision of this Agreement wherein the Dodgers' remedies on account thereof are not otherwise specifically provided for in this Agreement, and if such failure shall continue for thirty (30) days after notice thereof has been delivered by the Dodgers to the County, then the County shall be deemed to be in Default hereunder; provided, however, that the County shall not be in Default with respect to matters which cannot reasonably be cured within thirty (30) days so long as within such thirty (30) day period, the. County commences such cure and diligently proceeds to complete the same thereafter. Section 10.03, Remedies. In the event of a Default by either party (other than a Cessation of Use by the Dodgers), the party not in Default shall be entitled, as a non-exclusive remedy, and in addition to or to lieu of an action for damages, to seek an injunction or decree for specific performance or equitable relief from a court of competent _jurisdiction to enjoin or remedy the Default. Page 16 of 27 V D Section 1-0,04. f the Dgders. If, at any time during the Initial Term (and not a Renewal Term), the Dodgers lase the right to own the 'ream, or to hold Spring Training Home Games in the Facility, or otherwise cease to conduct their spring training operations and/or Spring Training Home Games at the Facility, such event shall constitute a "Cessation of Use" of the Facility by the Dodgers. Notwithstanding anything to the contrary contained in this Agreement, a I Cessation of Use of the Facility by the Dodgers shall entitle the County to terminate this Agreement I by giving the Dodgers ten (10) days' written notice of termination. The Dodgers shall have ten (10) days after receipt of the aforementioned notice of termination to renounce the Cessation of Use by l confirming to the County their intention to continue to use the Facility during the Initial Term as the spring training facility for the Team. A termination pursuant to the provisions of this 'Section 10.04 shall become effective upon the expiration of the Dodgers' ten (10) day cure period. l Section 10.05. Liquidated Damages, If this Agreement is terminated by the County during the Initial Term as the result of Cessation of Use by the Dodgers, then the Dodgers shall pay to the County, as "Liquidated Damages" and in lieu of all other remedies and/or damages of any type which may be available to the County, the entire amount required by the County to defease or retire the Bonds, together with any fees, expenses and costs incurred by the County to so defease or retire the Bonds. Section 10.06. Repurchase By Dodgers. If the Dodgers are required to pay the Liquidated Damages specified in 10.05, above, the 'Dodgers shall be entitled to repurchase the Facility (including the Land) from the County at a price equal to the Facility's then fair market value, less the amount of any Liquidated Damages paid by the Dodgers to the County hereunder. The then fair market value of the Facility shall be calculated in accordance with the provisions set forth in Section 10.07, below. Section 10.07. Cal_eulation of Fi LMadwLYal e. For purposes of a repurchase of the Facility by the Dodgers pursuant to this Agreement, the then fair market value of the Facility shall be determined by the following procedure: (a) The Dodgers and the County shall each select an independent M.A.I. appraiser. (b) The appraisers selected by the Dodgers and the County shall then select a third appraiser known as the "Independent Appraiser." The Independent Appraiser shall determine the then fair market value of the Facility using the highest and best use method. 1. L L LPage 17 of"27 40 r I ' ENFORCEABILITY Section 11.41. Bindilig Effeot7 En-FQrceabilitThe terms and provisions set forth in this Agreement shall be binding and enforceable by and against the parties in accordance with the terms hereof. ASSIGNMENT/SUBLEASE Section 12.41. Assi . This Agreement may not be assigned by either party without the prior written consent of the other party, except that this Agreement may be assigned by the Dodgers to any person or entity who acquires the Team (by any form of acquisition), with the approval of Major League Baseball, provided that any such assignee explicitly assumes in writing the Dodgers' duties and responsibilities under this Agreement (in which case the liability of the Dodgers shall cease with respect to liabilities accruing from and after such transfer). Section 12.02. Sublease. The Dodgers may sublease, at any time during the Term, any portion of the Facility, including, but not limited to, guest rooms, residential units, offices, practice fields, the clubhouse, weight room, and/or conference facilities located at the Facility. All revenues derived from subletting any of the foregoing shall be retained solely by the Dodgers. Any such sublease shall remain subordinate to this Lease. MISCELLANEOUS Section 13.41. Notices, Any notice required by or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered by hand or by overnight delivery service, addressed as follows (or to such other address as a party shall inform the other party): Page 18 of 27 If to the County: Indian River County 1840 25"8 Street Vero Beach, Florida 32964 Attention: County Administrator Phone: (541) 567-8040 Ext, 1448 Fax: (561) 978-1822 • 40 lm!. If to the Dodgers: Los Angeles Dodgers, Inc. Dodgertown P.G. Box 2887' Vero 'Beach, Florida 32961 Attention: Mr. Craig Callan Phone: (561)569-4900 Fax: (551)770-2424 Copy to: Los Angeles Dodgers, Inc. 1000 Elysian Park Avenue Las Angeles, California 90412 Attention: Santiago Fernandez, Esq. Senior Vice President & General Counsel Phone: (323) 224-1312 Fax: (323)224-1595 Section 13.02. Amen meat. This Agreement may be amended only in writing executed by both parties. Section 13.03. Entire Aiarcrm§nt. This Agreement, including its exhibits, and the Project Documents constitutes the entire agreement between the parties and supersedes all prior or contemporaneous agreements (whether oral or written) between them. Section 13.04. Caverning_LAA. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Florida. Section 13.05. Counterparts. This Agreement may be executed in two or more counterparts which have been signed and delivered by each of the parties (a party may execute a copy of this Agreement and deliver it by facsimile transmission, provided, however, that any such party shall promptly deliver an original signed copy of the Agreement). Section 13.06. ►Jud5dictign an¢ Venue. The exclusive, convenient, and proper venue for any legal proceeding arising out of, or related to, this Agreement shall be Circuit Court for the Nineteenth Judicial Circuit, in and for Indian River County, Florida Division. Each party waives any defense, whether asserted by motion or pleading, that the Indian River Circuit Court is an improper or inconvenient venue. Moreover, all parties to this Agreement, persons and entities alike, consent to the personal jurisdiction of the Circuit. Court, Nineteenth Judicial Circuit, in and for Indian River County, and irrevocably waive any objections to said jurisdiction. Section 13.47, Effective Date. This Agreement shall be effective on the date of delivery of this Agreement by the Escrow Agent in accordance with the Escrow Agreement. Page 19 of 27 ■ir 4W �z a Section 13.08. Time or EssM,. Time is of the essence in the performance of this Agreement. Section 13.69, Danfag4:iY- The Dodgers shall not have any liability for loss or damage to property owned or leased or otherwise in the possession, control, or custody of the County, that is wrongly or incorrectly on the premises of the Facility, unless such damage is caused solely or partially by the Dodgers' negligence or willful misconduct, in which case the .Dodgers shall be liable for only the portion so caused, Section 13.10. conseoFtent'sal Damaees. Under no circumstances shall either party or any of its subcontractors, suppliers and vendors be liable to the other party for any indirect, special, incidental, and/or consequential damages, including, but not limited to, loss of profits or interruption of business, whether such damages are alleged in tort, contract, indemnity, or otherwise, even if such party has been apprised of the possibility of such damages. To the extent permitted by law, each party hereby releases the other and its subcontractors, suppliers and vendors therefrom. Section 13.11. Headings. The headings used herein are for convenience of reference only and shall not constitute a part hereof or affect the construction or interpretation hereof. Section 13.12. 5everabih . If any clause, provision, or section hereof is held illegal, invalid, or unenforceable by any court, the illegality, invalidity, or unenforceability of such clause, provision i or section shall not affect any of the remaining clauses, provisions, or sections hereof, and this Agreement shall be construed and enforced as if such illegal, invalid, or unenforceable clause, provision or section had not been contained herein. Section 13.13. Waiver. No failure on the part of any party to exercise, and no delay in exercising, and no course of dealing with respect to any right hereunder, shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right or remedy provided at law or in equity, except as 6 expressly set forth herein. Section 13.14, Terminolosrv, All personal pronouns used herein, whether used in the i masculine, feminine, or neuter gender, shall include the singular, I Section 13.15. 1hiEd PaM Beneficia . No person other than the Dodgers, the County, the i Indenuailied County Parties, the Indemnified Dodgers Parties, and the successors and assigns of such, shall have any rights whatsoever under this Agreement. Section 13.16 Radon Notice. Chapter 88-285, Laws of Florida, requires the following notice to be provided with respect to the contract for sale and purchase of any building, or a rental Lagreement for any building, and the parties hereto acknowledge and confirm receipt of the following; L LPage 20 of 27 L i AD r "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 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 health department." 9 Section 13.17 Estoppel Certificates. At any time, within twenty (20) days after request by ' either party, the other party shall certify in writing to the requesting party, or any person specified by the requesting party, to the effect (a) whether this Agreement is unmodified and in full force and effect (or if there has been modification, that the same is in full force and effect as modified and setting forth such modification); (b) whether or not to the best of the other party's knowledge, the Irequesting party its in Default hereunder; and (c) any other information which the requesting party reasonably requests to be confirmed. AR I LE DCIV INDEMNIFICATI©N AND INSURANCE Section 14.01. Indemnification by the Dodgers. To the Fullest extent permitted by law, the Dodgers shall indemnify, protect, and hold the County and the City and their officers, agents, and employees, and each of their respective successors and assigns (collectively, the "Indemnified County 4 Parties") harmless from and defend the Indemnified County Parties against any and all "liabilities" (as hereinafter defined) for any "bodily injury" (as hereinafter defined) or "property damage" (as ` hereinafter defined) whatsoever arising out of or resulting from any Default by the Dodgers and/or occurring in, on, or about the Facility to the extent such injury or damage is caused by the Dodgers, or the Dodgers' agents, contractors or employees, but not to the extent caused by the negligence or willful misconduct of the Indemnified County Parties. In the case of any action or proceeding being brought against the Indemnified County Parties by reason of any such claim, Dodgers, upon notice { From the Indemnified County Parties, shall defend the same at the Dodgers' expense by counsel reasonably satisfactory to the County. Section 14.02. judemni cation r . To the fullest extent permitted by law, the i County shall indemnify, protect, and hold the Dodgers and their officers, agents, and employees, and each of their respective successors and assigns (collectively, the "Indemnified Dodgers Parties') harmless from and defend the Indemnified Dodgers Parties against any and all "liabilitics" (as hereinafter defined) for any "bodily injury" (as hereinafter defined) or "property damage" (as hereinafter defined) whatsoever arising out of or resulting from any Default by the County and/or occurring in, on, or about the Facility to the extent such injury or damage is caused by the County, or the County's agents, contractors or employees, but not to the extent caused by the negligence or willful misconduct of the Indemnified Dodgers Parties. In the case of any action or proceeding being brought against the Indemnified Dodgers Parties by reason of any such claim, the County, upon notice from the Indemnified Rodgers Parties, shall defend the same at the County's expense by counsel reasonably satisfactory to the Dodgers. f Page 21 of 27 CA i I Section 14.03. De(`initions. As used in this Agreement, "liabilities" shall mean all liabilities, claims, damages (excluding consequential damages), losses, penalties, litigation, demands, causes of f action (whether in tort or contract, in law or equity or otherwise), suits, proceedings, judgments, !I disbursements, charges, assessments, and expenses (including reasonable attorneys' and experts' fees and expenses incurred in investigating, defending, or prosecuting any litigation, claim or proceeding l whether out of court, at trial or in any appellate or administrative proceeding). "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death resulting from any of the foregoing. "Property damage" shall mean physical injury to tangible property, including all resulting loss of use of that property, or loss of use of tangible property that is not physically injured. Section 14,04. Independent Provisions. The provisions of Sections 14.01 through 14.03 are independent of, and will not be limited by, any insurance obligations in this Agreement, and shall survive the expiration or earlier termination of this Agreement with respect to any claims or liability arising in connection with any event occurring prior to such expiration or termination. Section 14.05. Trssurance. Commencing; upon the Effective Date and throughout the remainder of the Term and any renewals thereof, the Dodgers shall maintain, at their sole cost, the following insurance: (a) A commercial general liability insurance policy in an occurrence form covering the insured against all bodily injury and property damage liability that may rise or be claimed due to the Dodgers' use of the Facility in a minimum amount of coverage of One Million Dollars ($1,000,000) for injuries to persons in one accident, One Million Dollars ($1,000,000) for injuries to any one person and One Million Dollars ($1,000,000) for damages to property. The commercial general liability insurance policy in an occurrence form shall also include contractual liability coverage including a Broad Form Endorsement covering the insurance provisions of this Agreement and the performance by the Dodgers of the indemnification provisions set forth in this Agreement. (b) Special form (all risk) property insurance covering (1) the Facility, including, but not limited to, any additional improvements undertaken by the Dodgers, in an amount not less than one hundred (1001/6) percent of their actual replacement costs from time to time existing during the Term of this Agreement, providing protection against any peri] included within the classification "all risks" of physical loss or damage, together with insurance against sprinkler damage, vandalism, malicious mischief, and water damage of any type and theft. The proceeds of such insurance shall be used for the repair or replacement of the property so insured. Page 22 of 27 i • l - i (o) All of the insurance policies required under Sections 14.05(a) and 14.05(b), above, shall be effected from insurance companies recognized by and licensed in the State of Florida, and provide a Notice of Cancellation or material Coverage Change provision of thirty (30) days' notice in favor of the County. The Dodgers shall provide the County and the City with a duly executed Certificate of Insurance for each such policy. The Dodgers shall maintain the Certificate I of Insurance on file with the County at all times during the Term. The policies required under Sections 14.05(a) and 14.05(b), above, shall name the County and the City as an additional insured. l(d) If the Dodgers fail to furnish the C ertifi catc(s) of Insurance as required above, l the County may, after notice and an opportunity to cure as set Forth in this Agreement, obtain the insurance, and the premiums on that insurance shall be deemed additional rent to be paid by Dodgers to the County on demand. Dodgers shall be responsible for securing, at their own expense, whatever insurance coverage they may desire on the contents of the Facility. All Certificates of Insurance required by this Lease shall be provided on a standard ISO form. (e) Any insurance required of the Dodgers under this Agreement may be furnished by the County under a blanket policy so long as and provided such policy: (1) complies with all other terms and conditions contained in this Agreement; and t (2) contains an endorsement that identifies with specificity the particular address of the Facility as being covered under the blanket policy. " ARTICLE xv FORCE MAJEURE Section 15.01, Force Majeure Event. Should any fire or other casualty, act of God, t earthquake, flood, hurricane, lightning, tornado, epidemic, landslide, war, riot, civil commotion, general unavailability of materials, strike, slowdown, labor dispute, governmental laws or regulations, or other occurrence beyond the Dodgers' or County's control ("Force Majeure Event") prevent performance of this Agreement in accordance with its provisions, performance of this Agreement by either party shall be suspended or excused to the extent commensurate with such occurrence, except as specifically provided herein. t_ Section 15.02. Partial Destrucllon. In the event of a partial destruction of the Facility, if Dodgers determine, at their sole discretion, that the undamaged portion of the Facility is still suitable for their spring training operations, then this Agreement shall continue in full Force and effect with no adjustments in the obligations of the parties, and the Dodgers shall restore the Facility as soon as possible from the insurance proceeds or the Dodgers' own funds. LPage 23 of'27 40 • r Section 1'5.03, Facility Not 5uitaUle_forllseUse. In the event of total or partial destruction or damage of the Facility, if the Dodgers determine at their sole discretion that lite Facility is not suitable for their spring training operations and/or cannot be used as the venue for their Spring Training Home Games, then this Agreement shall be suspended immediately until the Facility is repaired. Within twelve (12) months of the event of such total or partial destruction or damage, the Dodgers, with assistance of the County, but not at County expense, shall begin to repair or rebuild the Facility using the proceeds from the property insurance for that purpose and shall diligently pursue such repair or rebuilding until completed. Once the Dodgers contract with an Architect or an Engineer or Design Build firm to draw plans for the repair or rebuilding of the Facility, the Dodgers shall be deemed to have begun the repair or rebuilding of the Facility. This Agreement shall continue to be suspended until the Facility is suitable for the Dodgers' spring training operations and as a venue for their Spring Training Home Gaines. A911 ,LE XVI " ADDITIONAL IMPROVEMENTS Section 16.01. Improvements Tire Improvements, generally described in Exhibit B, shall be contracted in accordance with and pursuant to the Development Agreement. Notwithstanding the e foregoing, the County hereby acknowledges that the Dodgers may desire to modify the Improvements + described in Exhibit B (e.g., to add new housing units). Accordingly, the County shall approve any modifications to the Improvements hereafter requested by Dodgers so long as such modifications are designed to enhance the Facility and make it more useful to the Team and the Dodgers. Section 16.02. Additional Im r�ments. Nothing contained in this Agreement shall restrict or prohibit the Dodgers froin making improvements to the Facility which are not described as "Improvements" hereunder or in Exhibit B; provided that the Dodgers shall notify the County of such additional improvements before the Dodgers undertake to make them. ARTICLE XVII ZONING AND PERMITTING Section 17.01. Zoo and Permittine. It shall be the sole obligation of the Dodgers, with assistance from the County, but not at County expense, to obtain any permits and/or zoning changes which may be required to construct the Improvements and any additional improvements which the Dodgers may hereafter desire to make to the Facility. The County, acting solely in its capacity as the + fee owner of the Land, shall cooperate with the Dodgers as may be reasonably required, to enable the Dodgers to obtain any permits and/or zoning changes for the Improvements and any additional improvements, including, but not limited to, by joining in any applications for such permits and/or zoning changes. I L Page 24 oF27 40 40 i ARTICLE ?VIII CONSENTS AND APPROVALS Section 18.01. Qranting or Failure to grant AppLQvals or Consents_ All consents and approvals which may be given by a party under this Agreement shall, as a condition of their l effectiveness, be in writing. The granting by a party of any consent to or approval of any act requiring consent or approval under the terns of this Agreement, or the failure on the part of a party to object to any such action taken without the required consent or approval, shall not be deemed a N waiver by the party whose consent was required of its right to require such consent or approval for any other act. f' t Section 18.02. S3;Indu�. Unless this Agreement specifically provides for the granting of consent or approval at a party's sole discretion, then consents and approvals which may be given by l a party under this Agreement shall not (whether or not so indicated elsewhere in this Agreement) be i unreasonably withheld or conditioned by such party and shall be given or denied within the time period provided, and if no such time period has been provided, within a reasonable time. Upon disapproval of any request for a consent or approval, the disapproving party shall, together with notice of such disapproval, submit to the requesting party a written statement setting forth with specificity its reasons for such disapproval. Section 18.03 (a) If a party entitled to grant or deny its consent or approval (the "Consenting Party") within thirty (30) days (or a shorter specified time period) fails to do so, then, provided that the request for consent or approval bears the legend set forth below in capital letters and in a type size which is not less than that provided below, the matter for which such consent or approval is requested shall be deemed consented to or approved, as the case may , be: "FAILURE TO RESPOND TO THIS REQUEST WITHIN THE TIME PERIOD PROVIDED IN THE FACILITY LEASE AGREEMENT BETWEEN INDIAN RIVER COUNTY AND LOS ANGELES DODGERS, INC. SHALL CONSTITUTE AUTOMATIC APPROVAL OF THE l MATTERS DESCRIBED HEREIN WITH RESPECT TO SECTION t [ OF SUCH FACILITY LEASE AGREEMENT." I Section 18.04. Approvals f0c the County, The County hereby agrees that, subject to L, applicable laws and regulations, the County Administrator (or the County Administrator's authorized designee) shall be authorized to grant consents or approvals on behalf of the County with respect to this Agreement. 4 Page 25 of 27 Section 18.05. No Fees. etc Except as otherwise expressly authorized in this Agreement, no fees or charges of any kind or amount shall be required by either party hereto as a condition of the grant of any consent or approval which may be required under this Agreement (provided that the foregoing shall not be deemed in any way to limit the County acting in its governmental, as distinct Froin its proprietary, capacity from charging governmental fees on a nondiscriminatory basis). IN WITNESS THEREOF, the undersigned have executed this Agreement as of the day and year first above written. [Seal} Date: INDIAN RIVER COUN'rY, FLORIDA, AS LESSOR Byl .v Its: Chairmarl Attest: Clerk----"J.K. APPROVED AS TO FORM AND LEGAL SUFFICIENCY By: County Attorney e STATE OF FLORIDA } ' }ss: I COUNTY OF INDIAN RIVER } i The foregoing Instrument was acknowledged before me this �"i+ 1'' day of t 2004, by 4-.y�in..r 1 as Chairman of Indian River County, Florida, a political subdivision of the State of Florida, on behalf of such political subdivision. She is personally known to me or produced a valid driver's license as identification. I Page 26 of 27 Notary Public Print Name: E • nj My commission expires/ ,— V1 Kimborl E Mossung My COMM ISSION►CC455436 EfflI ES W R I S 2093 ,.•' 9a+o[G rk¢u rRprrntrie�5u?+NeE uiC v D D [Seal], Dam —�77" STATE OF LOS ANGELES DODGERS, INC., AS LESSEE :al Coui—,,-_i )ss. COUNTY OF -ba nc " ) The foregoing instrument was acknowledged before me this �t day of 2000, by as S V.?g-G c of Los Angeles Dodgers, Inc., a Delaware corporation, on behalfof such corporation. He is personally known to me RMA OUENA3 CommiSSion N 1234963 QNotory Public - CGRforrk Los Angeles co" r My Comm, r sep 1& zM Notary Public Print Name:_T-tW.4- � -S __ My commission expires: Exhibit A Legal Description of Land. Exhibit B Description of Improvements to the Facility. Page 27 of 27 f' t L EXHIBIT A (PARCEL I) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTI4EAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, PROCEED SOUTH 89°04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03°30'11" WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (AIKfA 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE ALONG SAID WESTERLY RIGHT-OF-WAY LINE SOUTH 09°51'49" WEST, A DISTANCE OF 39.81 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 1125.14 FEET AND A CENTRAL ANGLE OF 1457'00"; THENCE ALONG THE ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 19021'57" WEST, A DISTANCE OF 82.11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825,86 FEET AND A CENTRAL ANGLE OF 19°54'25"; THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE. SOUTH 00°32'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL (300 FOOT RIGHT-OF-WAY); THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 69°31'46" WEST, A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH 17°00'00" WEST, A DISTANCE OF 467.50 FEET TO A POINT; THENCE NORTH 20°58'57" EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 00°23'00" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT BEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST; THENCE NORTH 89004'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND PARALLEL WITH SAID SECTION LINE, A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING. r1m ob �lmP (PARCEL 2) COMMENCING AT THE NORTHWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 j SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE !I INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2 AT PAGE 25, SAID LANDS NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA, RUN EAST, A k DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET RIGHT-OF-WAY OF 43RD AVENUE; FROM SAID POINT OF BEGINNING RUN SOUTH 000 17'40" EAST ALONG THE AFORESAID EAST RIGHT-OF-WAY, A DISTANCE OF 765.95 FEET TO A POINT WHICH IS 50 FEET DISTANCE NORTHERLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 69°02'26" EAST ON A LINE PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL, A DISTANCE OF 2813.63 FEET; THENCE RUN NORTH 16'55'40" WEST, A DISTANCE OF 421.18 FEET; THENCE RUN NORTH 21°56'40" EAST, A DISTANCE OF 410.00 FEET; THENCE RUN NORTH 00° 16'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT { WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 8954'20" WEST ON A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED P TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST OF THE WEST LINE OF TRACT 4 IN SAID SECTIONN 3; THENCE RUN SOUTH 00° 17'40" 4 EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. i LESS AND EXCEPT THE FOLLOWING. 4 A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF THE PUBLIC RECORDS OF ST. LUCIE (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS; V BEGIN AT T14E INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89045'39" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE t SOUTH 00* 14'21" WEST, A DISTANCE OF 876.82 FEET; T14ENCE SOUTH 89°45'39" EAST, . A DISTANCE OF 414.56 FEET; THENCE SOUTH 63'53'04" EAST, A DISTANCE OF 476.06 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBL,IC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH 18°5'26„ EAST, ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET; THENCE SOUTH 69°2'53" WEST, ALONG A LINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT ANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER CONTROL DISTRICT MAIN RELIEF CANAL, A DISTANCE OF 1806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE, THENCE NORTH 0000'47" EAST, ALONG SAID RIGHT -OF -WRY LINE, A DISTANCE OF 2694.26 FEET, TO THE POINT OF BEGINNING. A-2 DEVELOPMENT AGREEMENT E E"r WEEN INDIAN RIVER COUNTY, FLORIDA a political subdivision of the State of Florida AND LOS ANGELES DODGERS, INC. a Delaware corporation as of September 1, 2000 u 40 40 TABLE OF CONTENTS ARTICLE I DEFINITIONS.............................................................1 ARTICLE EI TERM AND SCOPE.........................................................7 2. 1, Effective Date and Term ................................. ........ 7 2.2 Independent Contractor ............... I . , .... I ........ I.. 7 2.3. Subcontractors and Sub -Subcontractors . .............. I ...... .. . ... 7 ARTICLE III REPRESENTATIONS.......................................................8 3.1. Representations of Dodgers ......................................... 8 3.2. Representations of the County .................................... . . 8 ARTICLE IV SERVICES...............................................................i0 4.1. Selection of Design Criteria Professional ......... . ................... 10 4.2. Design Build Firm .... ................................ ....... 10 4.3. Dodgers' Services _ ........ ........... ........... . . 10 4.4. Construction ................... ............................. 11 4.5. Machinery and Equipment ........... . ............................ 11 ARTICLE V INFORMATION AND ITEMS TO BE FURNISHED BY THE COUNTY .............. 13 5.1. Information ................ . .............. 13 5.2. Titles and Permits ............................................... 13 _ 5.3. State Sales Tax ........ . ............................... . ........ 13 ARTICLE VI PROJECT PLANNING AND DESIGN PHASE ..... , ........... , ................. 14 6.1 Use of Construction Fund . .............................. . ......... 14 6.2 Design Criteria Package .......................................... 14 6.3 Selection of Design Build Firm ................................... 14 6.4 Changes to Project Before Construction ................ . ............. 14 6.5 County Responsibility ........................................... 14 ARTICLE VII CONSTRUCTION COMMENCEMENT AND MONITORING ....................... 16 7.1. Construction Commencement ....................... . .............. 16 7.2. Scheduling....................................................16 e� 7.3 Progress Meetings ... ...... ..................................... 16 L L r� • ARTICLE VIII . 17 PAYMENTS TO DODGERS ............. ................................... CHANGES...............................................................19 8.1. Project Cost...................................................17 19 8.2, Replenishment of Construction Fund .............................. . 17 8.3. Progress Payments ......... . ....... . ............. I . I ............ 17 8.4. Requisitions for Payment ..... .................................... 18 8.5 Requisition Approval ............................................ 18 8.6. Source of Payment ......... ....... I ......................... .. is ARTICLE IX ACCEPTANCE...............................................20 CHANGES...............................................................19 10.1 Substantial Completion...........................................20 19 9.1 (a) Site Plan/Permitting/Changes ................... . .............. . . I .... , .......... 20 (b) Changes to Project ..................................... . .... 19 9.2 Minor Changes.................................................19 9.3 Claims and Disputes.............................................19 9.4 Time Limits on Claims . . . .................. . ..................... 19 9.5 Continuing Performance .................... . ..................... 19 ARTICLE X ACCEPTANCE...............................................20 22 10.1 Substantial Completion...........................................20 10.2 Punchlist Items ................................................. 20 10.3 Final Completion ............................... I .... , .......... 20 10.4 Final Payment .................................................. 20 ARTICLE XI RESPONSIBILITIES AND LIABILITIES OF THE DODGERS ...................... 22 11.1 Warranties....................................................22 11.2 Deficiencies . . ................................................ 22 11.3 Warranties and Implied Warranties..................................22 11.4 Indemnification ............................ ... . ............ . ... 22 ARTICLE X1I PROJECT INSURANCE AND BONDS ................. . _ .... 24 12.1 Insurance ............ .... ...................................24 .. 12.2 Amounts and Types.............................................24 �. 12.3 Cancellation...................................................24 ' 12.4 Subcontractor Insurance .......................................... 24 12.5 Bonds........................................................2.4 ART ICLE XIII EVENTS OF DEFAULT AND REMEDIES ...................................... 26 13, I Default by the Dodgers .................. ................. 26 13.2 County's Remedies ......................... ................... 26 13.3 Default by the County ........ I .......................... . ....—.26 L 4M 40 �r r 13.4 Dodgers" Remedies 27 ARTICLE XIV SPECIAL COVENANTS ......... -- ................................... . ... 28 14.1 Right of Access ................................................ 28 14.2 Time of Essence ............................................... 28 14.3 Construction Drawings ........................................... 28 14.4 Damage to Property.............................................28 29 14.5 Consequential Damages ...................... . . ................. 28 ARTICLE XV NHSCELLANEOUS................................. ......................29 15.1 Counterparts ......... ....................... .............. .. 29 15.2 Headings.....................................................29 32 15.3 Severability.................................................... 29 15.4 Waiver.......................................................29 . ..... . . 32 15.5 Notices.......................................................29 32 15.6 Amendment...................................................30 15.7 Governing Law ................................................. 30 15.8 Terminology...................................................30 15.9 Construction ........................... ..................... 30 ARTICLE XVI ADDITIONAL AGREEMENTS ................................ . . ............. 31 16.1 Additional Agreements ........................................... 31 16.2 Development of Additional Agreements .............................. 31 ARTICLE XVII CONSENTS AND APPROVALS ...... ...... ................................. 32 17.1 Granting or Failure to Grant Approvals or Consents ..................... 32 17.2 Standard. , ..... ......................... 32 17.3 Deemed Approval...............................................32 17.4. Approvals for County .................................... . ..... . . 32 17.5. No Fees, etc . ......... ......................................... 32 Exhibit A- Legal Description of the Land Exhibit B- Description of Improvements and Project Costs Exhibit C- Form of Requisition 4W I THIS DEVELOPMENT AGREEMENT is made and entered into as of this IA day of September, 2000, by and between INDIAN RIVER COUNTY, FLORIDA, a political subdivision of the State of Florida (hereinafter referred to as the "County"), and LOS ANGELES DODGERS, INC., a Delaware corporation (hereinafter referred to as the "Dodgers"). WITNESSETH:. a WHEREAS, the County has leased certain real property owned by the County to the Dodgers pursuant to the Facility Lease Agreement dated as of September 1, 2000; and WHEREAS, such real property is being leased to tate Dodgers partially for the purpose of the Dodgers, subject to the prior approval of the County, designing and constructing certain Improvements to the existing facilities currently known as "Dodgertown" (the "Project," as 1 hereinafter defined) using the funds specified herein; and V WHEREAS, the Dodgers have agreed to facilitate design and construction of the Project as provided herein; and WHEREAS, the Dodgers have agreed to bear the expense and responsibility for the Project Cost to the extent those costs exceed the amount of public rands available for the Project, as provided herein; and i WHEREAS, the County and the Dodgers desire to establish a framework whereby the Project will be designed and constructed by a Design Build Firm; and WHEREAS, the Dodgers will oversee and manage all aspects of the Project, subject to the provisions hereof; and 4 r NOW, THEREFORE, for and in consideration of the premises and mutual covenants hereinafter contained, and subject to the conditions herein set forth, the parties do hereby covenant, agree, and bind themselves as follows: Y ARTICLE DEFINITIONS I For the purposes hereof, the following terms shall have the meanings stated in this Article 1, except as otherwise expressly provided or unless the context otherwise rcquires: 1.1. Aere�, ement shall mean this Development Agreement between the Dodgers and the County. i 1.2. Authorized RcprcsgnL1JiYc means any Person(s) at the time designated as such in writing by either party hereto and furnished to the other party which designation authorizes the designee(s) to act for and bind the designating party with respect to matters covered hereby. In the case of the Dodgers, such designation shall be signed by the President or a Vice President of the Dodgers. In the case of the County, the initial Authorized Representative will be the County Representative. At any time, either party may designate any other Person(s) as its Authorized Represent ative(s) by delivering to the other party a written designation. Such designation shall remain effective until a new written instrument is filed with or actual notice is given to the other party that such designation has been revoked. I 1.3. Bonds means Bonds issued pursuant to the Bond Resolution, 1.4. Bond Resolution means that certain Bond Resolution or Resolutions adopted for the issuance of the Bonds for the acquisition of tate Land, construction of the Improvements or for any h part thereof and Payment of the Project Costs. 1.5. Capital Reserme Account means a repair and replacement reserve account provided t for in the Facility Lease Agreement ' 1.6. Certiricate of Substantial fauu&limmeans the certificate issued pursuant to Section id.l hereto, using AIA Form G 704. 1.7. Change means any addition to, deletion from or modification of the Project or the Services that is made in accordance with the provisions of Article VIII hereof by written change order signed by the Dodgers. ML 1.8. Milli is defined in Section 9.3 of this Agreement. I 1.9. Consultant's Competitive Ntiationls t means Section 287.055, Florida Statutes. i 1.10. Construc 'n .L-iA—PxaHiW7 means the pians and specifications for all phases of construction of the project - 2 C-1 4D ML n q 1.11. const naetion lEu d means the Fund held and administered by the County containing $7,000,000 of proceeds from the sale of the Bonds for the purpose of funding the Project. 1.12. ConstrucJpn Schedule means, as to the Project, the schedule of performance measures and benchmarks or milestones for construction of the Project, which is to be established and set forth in the Design Build Agreement. 1.13. Countw means Indian River County, a political subdivision of the State of Florida. 1.14. CQHn� lexis means the Clerk of the Circuit County in and For Indian River County, ¢ Florida, acting ex -officio as the Clerk of the County. k 1.15. Counby Funds means all funding contemplated by this Agreement except Dodgers' Funds. 1.16. Count; R.rpresentative means the County Administrator or his designee. 1.17. County's Services means all services of the County to be performed hereunder and/or the Project Documents, and not reimbursed for out of the Construction Fund, the Capital Reserve Account or the Dodgers. 1.15. Design Build Agreement means the Design Build Agreement entered into between the Design Build Firm and the Dodgers. ' 1.19. Design Rmiid Firm means a firm selected as authorized by the Consultant's Competitive Negotiation Act to design and construct the Project. 1.20. Design Criteria Package means the concise, performance -oriented drawings or specifications for the Project prepared by the Design Criteria Professional. 1.21. Des'ga Criteria Prdessional shall mean the design/criteria professional retained or employed by the County who, with the assistance of the Dodgers, shall be responsible for preparing the Design Criteria Package for selection of a Design Build Firm. The Design Criteria Professional is a person or firm qualified to act as such under the Consultant's Competitive Negotiation Act retained by the County. 1.2.2. Dodurs' Funds means funds of the Dodgers, exclusive of the funds in the Construction Fund and in the Capital Reserve Account, required to complete the Improvements. 1.23. dodgers' Services means all services of Dodgers to be performed under the Project Documents, L L W..9 40 Go 1,24. DXAA Scheds& means the schedule to be used as a basis for Payment of the Project Costs setting forth the anticipated completion date of the various components of the Project and the value assigned to those different components to be made a part of the Design Build Agreement, and y as updated from time to time.. ' 1.25. &Srow Agent means the Agent designated in the Escrow Agreement, 1,26, E&jrW&Agrccn1rm means that Document Escrow Agreement of even date between the parties hereto and other parties thereto, governing the control and release of this Agreement and the other agreements held thereunder. 1.27. Fy±nLQLP&f=ft means any of the events or circumstances described. in Section 13.1 with respect to Dodgers or Section 13.3 with respect to the County. i 1.28. Existing Eacilifies means the facilities on the Land described in Exhibit A hereto, t including Holman Stadium, an eighty-nine (89) unit hotel facility, a conference center with meeting and dining rooms, a clubhouse and weight room, indoor batting and pitching cages, four (4) baseball practice fields, and two (2) half baseball practice fields. 1.21. IFacilitY means the 'Existing Facilities as improved from time to time. " 1.30. EnTWAmAgtnment means that Facility Lease Agreement of even date between the parties hereto governing the lease of the Land and the Facility. " 1.31. i means that construction of the Project, including satisfaction of the Punchlist items, is substantially complete and that upon satisfaction of the requirements of Section 10.4, the Design Build Firm and all other persons providing labor or materials for the Project are entitled to final Payment. 1.32. ImprQVements means those improvements to the Existing Facilities to be constructed pursuant to this Agreement as specifically set forth in Exhibit B hereto. " 1.33. Land means the real property in Indian River County, Florida, described in Exhibit A hereto. I i 1.34. Minimum Standards means all local, state and federal regulations, codes, laws, or requirements applicable to the Project, in effect as of the date of issuance of the applicable permit. 4.. 1.35. Payments) means the installment(s) of the Project Costs to be paid in accordance with the Draw Schedule, CI 40 �i 1.36. Person means any individual, partnership, joint venture, corporation, association, joint-stock company, trust, unincorporated organization, government or any agency or political r subdivision thereof or any other entity recognized as a legal person. 1.37. Praiect means those Improvements to the Existing Facilities to be designed and constructed on the Land by the Design Build Firm using the Construction Fund, as funded initially by tate County and supplemented as needed by the Capital Reserve Account and Dodgers' Funds. " 1.38. Frajgct Casts means all costs for the Project whether incurred prior to or after the date of this Agreement and, without limiting the generality of the foregoing, shall include: (a) The cost of preconstruction and development services; (b) The cost of the construction of all buildings and structures and other improvements, additions, and alterations to be used as part of or in conjunction with the Project; (c) The cost of site preparation, including the cost of demolishing or removing any buildings or structures, the removal of which is necessary or incident to providing the Project; (d) The cost of architectural, engineering, legal, accounting and related or other consulting services including without limitation the cost of preparation of plans, specifications, studies, and surveys; (e) Costs incurred in connection with carrying out any inspections required or made pursuant to statute, rule, or agreement of the parties; (f) The cost of certain machinery, equipment, trade fixtures and facilities incidental to the equipping of the Project; and (g) The cost associated wish procuring, maintaining and complying with all warranties as set forth in this Agreement. For purposes of this Agreement, the Project Costs for the Project are $7,000,000, except to the extent that the additional Project Costs in excess of $7,000,000 are paid from funds in the Capital Reserve Account or Dodgers' Funds, 1,34. Project Documents means this Agreement, the Facility Lease Agreement, the Agreement for Sale and Purchase, the Document Escrow Agreement, and all other documents relating to the foregoing. L 5 1.40. Proposa means the design development documents for the Project to be prepared by the Design Build Firm showing the proposed dimensions and type of construction of the Project. 1.41. means a list of items of work to be completed and deficiencies to be corrected, identified by the Dodgers, which items shall not affect the attainment of Substantial Completion. Such items must be substantially complete before Final Completion can take place. 1.42. Rea `std itim means a requisition for Payment in the form attached as Exhibit C to this Agreement. 1.43. 5ch d ul d CoMVkIkLpLP&Lc means that date established by the. Dodgers and the County based on the Construction Schedule for Substantial Completion, as the same may be modified from time to time. 1.44. Services means all preconstruction and development services and all architectural and engineering design, procurement and construction services related to the Project, including, without limitation, all labor, materials and facilities, and all other things that are required to provide for the construction and equipping of the Project. 1.45. 'State means the State of Florida. 1,46. Suhstantial Compk ian and Snbstattlially-.Camalete each means that construction of the Project is substantially complete in accordance with the Design Build Agreement and the Construction Drawings so that it may be utilized for its intended use, in accordance with Article X. 1.47. Term means the duration of this Agreement as specified in Section 2.1. 1.48. "iermination means termination of thus Agreement in accordance with its terms after the Effective Date, and prior to the Effective Date, as provided in the Document Escrow Agreement. 1.49. means those obligations specified in Article XI. is :M r ARTICLE Ii TERM AND SCOPE 2.1, i . This Agreement shall become effective upon its execution and delivery so that the parties may commence actions required hereunder, with the understanding that the obligations to commence construction of the Project shall become effective upon the delivery of this Agreement to the parties by the Escrow Agent in accordance with the Escrow Agreement (the. "Effective Date"), and shall continue in full force and effect as to the Project until Final Completion (the "Term") (but expiration of the Term does not affect the Warranty Obligations by the Design Build Firm), unless terminated prior thereto in accordance with the provisions hereof. 2.2, Independent Contractor. For all purposes hereunder, the Dodgers are an independent contractor and shall not be deemed an employee or agent of the County. Neither the Dodgers nor any of the Dodgers' subcontractors, sub -subcontractors, or vendors of any tier, nor any 1 of their employees employed at the Project shall be deemed to be agents, representatives, employees, I or servants of the County in performance hereunder. 2,3 )ntractors. The Dodgers may subcontract any portion of Dodgers' Services to be performed hereunder, but shall not thereby be relieved of any of their obligations expressly set forth herein. 40 ARTICLE III REPRESENTATIONS 3.1. $gnrecentglitsns of_Dedgers. The Dodgers make the following representations as the basis for their undertakings hereunder: (a) The Dodgers are a corporation duly organized and existing under the laws of the State of Delaware, and are qualified to do business under and pursuant to the laws of the State; (b) The Dodgers have due power and authority to enter into the transactions contemplated by this Agreement and to carry out their obligations hereunder; (c) The Dodgers have duly authorized the execution and delivery of this Agreement and, assuming due execution and delivery by the County, this Agreement constitutes a legal, valid, and binding agreement of the Dodgers, enforceable against the Dodgers in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency and other laws or equitable principles affecting creditors' rights; (d) Neither the execution and delivery of this Agreement, the consummation of the I transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions hereof, conflicts with or results in a breach of the terms, conditions, or provisions of any restriction 1 or any agreement or instrument to which the Dodgers are now a party or by which they are bound, or constitutes a default under any of the foregoing. l 3,2, Representatipris Qf t County. The County makes the following representations as the basis for its undertakings hereunder: v (a) The County is a political subdivision of the State of Florida duly created and existing, and is qualified to do business under and pursuant to the laws of the State, (b) The County has due power and authority to enter into time transactions contemplated by this Agreement and to carry out its obligations hereunder; (c) The County has duly authorized the execution and delivery of this Agreement and, assuming due execution and delivery of this Agreement by the Dodgers, this Agreement constitutes a legal, valid, and binding agreement of the County, enforceable against the County, in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency and other laws or equitable principles affecting creditors' rights; 1. (d) The Services performed by or for the County hereunder shall, and the County shall undertake to cause the Services to be performed by or for Codgers hereunder to, conform with all applicable local, state and federal laws, rules and regulations, including, but not limited to, Chapter 255, Section 255.05, Flat. Stat., Sections 255.042, 255.05, 255.20, 287.055 Florida Statutes, and the laws, rules and regulations concerning labor, equal employment, safety and minimum wages I (provided that the County represents that there are no so-called "prevailing wage" ordinances F applicable to the Improvements or the construction or installation thereof); and (e) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions hereof, conflicts with or results in a breach of the terms, conditions, or provisions of any restriction or any agreement or instrument to which the County is now a party or by which it is bound, or o constitutes a default under any of the foregoing. 4W 40 ARTICLE Iv SERVICES 4.1. Caipriinn nF nPsign Criteria Professional. The County, in compliance with the procurement laws, rules, and ordinances applicable to the County, shall: (i) select the Design Criteria Professional and cause to be prepared as provided herein, by properly registered and qualified architects and engineers, the necessary Design Criteria Package, and (ii) with the assistance of the Dodgers perform all design services related to the preparation of the Design Criteria Package. 4,2, Design JMik N=. The Design Build Firm shall be selected by the County with Dodgers' assistance and prior consent using the County's procurement laws, rules and ordinances and the Consultant's Competitive Negotiation Act, as applicable. The Dodgers will enter into the l Design Build Agreement and such other necessary contracts with the Design Build Firm pursuant to which the Design Build Firm will perform its services as hereinafter set forth, which Design Build Agreement and other contracts shall thereupon be collaterally assigned to the County by the Dodgers pending a Tennination hereof The Design Build Firm will perform all services necessary to design and construct the Project, including but not limited to the following: n (a) Design the Project so as to comply with Minimum Standards in conformity with the Design. Criteria Package and provide administration of the construction of the Project as described. in the Design Build Agreement and the Construction Drawings during construction and until Final l Completion; {b} Develop complete Construction Drawings for construction of the Project; ' (c) Visit the Project site at intervals appropriate to the then current stage of construction in order to become generally familiar with the progress and quality of the completed construction work and to determine if the construction work is being performed in accordance with the Design Build Agreement and the Construction Drawings, but visits shall be at least weekly; i (d) Review and approve or take other appropriate action upon submittals such ass op drawings, product data and samples, for the purpose of checking for conformance with information given and the design concept expressed in the Design Build Agreement and the Construction Drawings; and I � (e) Construct the Project through Final Completion in accordance with the Construction Drawings and the Minimum Standards. i (F) Complete all other aspects of the Project design and construction undertaken by the Design Build Firm. 1 ' it) L L 4N • r 4,3, Dodgc IL&niM. The Dodgers have the authority to act as follows: (a) Reject construction work that does not conform to tate Design Build Agreement and the Construction Drawings and, when deemed necessary or advisable, require additional inspection or testing of the construction work; (b) Approve change orders approved by the Design Build Firm; (c) Validate amounts owing to the Design Build Firm based on observations at the site and evaluations of the Design Build Firms' Application For Payment (as more fully set forth in (f) and (g) below); (d) Conduct inspections to determine the date or dates of Substantial Completion and Final Completion; (e) Review written warranties and other documents required to be assembled by the Design Build Firm; (f) Review the Design Build Firm's Requisitions and, based on their observations and evaluations thereof, certify the amounts due Design Build Firm in accordance with the Draw Schedule, all as set forth in Article VIII hereof`, and (g) Receive and review all written warranties and related documents required to be assembled by the Design Build Firm upon Substantial Completion, and issue a Requisition for Final Payment upon the Design Build Firm's compliance with the requirements of the Design Build Agreement and the Construction Drawings, all as set forth in Article VIII hereof. 4.4. C gnstructian. The Dodgers shall cause to be performed through the Design Build Firm the following construction services for completion of construction of the Project: (a) Provide for permitting for construction of the Project;. a i (b) Provide for all construction supervision, inspection, labor, materials, tools, construction equipment and subcontracted items necessary for the construction and equipping of the I Project in accordance with the Design Build Agreement and the Constriction Drawings, including handling and warehousing of materials, supplies and equipment; L L Ll M L L L L (c) Maintain or cause to be maintained an adequate inspection system and perform or cause to be performed such inspections and testing as will ensure that construction of the Project is performed in accordance with the requirements of the Design Build Agreement and the Construction Drawings, recording or causing to be recorded all such inspections so performed and providing a copy thereof to the County Representative, which the County or its Authorized Representatives may review at their reasonable discretion from time to time; and (d) Construct the Project in accordance with this Agreement, the Design Build Agreement and the Construction Drawings. 4,5. Machincty and Equipment. The Dodgers shall procure or cause to be procured for the Project, all necessary machinery, equipment and other furnishings and fixtures that are incident and related to the operation, maintenance, and administration of the Project. Such machinery and equipment, and the sales and use tax thereon (except to the extent the County directly acquires such property as hereinafter provided for), shall be included in the Project Costs and be delivered prior to Final Completion. an or before Final Completion, Dodgers shall cause to be prepared a property inventory listing each item and noting the condition of each such item of machinery and equipment for the Project. 12 ARTICLE V INFORMATION AND ITEMS TO BE FURNISHED BY THE COUNTY 5.1. mit. The County and the Dodgers shall provide each other with any policy changes, of which it is or may become aware, that have been or may be issued regarding the Project or are pertinent thereto, and such requirement shall be ongoing during the Term hereof through Final Completion. The failure of party to provide the above information shall not relieve the Dodgers from their duty to cause the 'Project to be constructed in conformance with Minimum Standards. 5.2. Titles and Pernik . The County shall cooperate in a reasonable and timely manner with the Dodgers, if necessary, for the Dodgers, and, as required, the County, to secure, as part of the Project Costs, permits, environmental permits and licenses necessary for the engineering, procurement, construction and completion of the Project, including licenses required to permit the Dodgers to do business in the jurisdiction where Services are to be performed, and local building permits and licenses that are required for construction of the Project. 5.3. State Sales Tax. The Project Costs shall include the liability for the payment of state sales and use taxes when applicable. 13 ARTICLE VI PROJECT PLANNING AND DESIGN PHASE 6.1 11SC of Construction Fund. After the Effective Date and no later than March 31, 2001 (or such later date as may be agreeable to the Dodgers), the County shall deposit in the Construction Fund the sunt of $7,000,000. Said Construction Fund, except to the extent funds of the Capital Deserve Account or Dodgers' Funds are required, shall be the source of funding for the entire Project. I 6.2 pesign C"ritrnA packA e. As soon as practicable. ('i) the Dodgers shall cause to be prepared a written development plan for delivery to the County setting forth a schedule outlining, the time and actions to be taken with respect to the design and permitting of the Project (the "Design I Schedule"); (ii) representatives of the Dodgers and the County shall meet to review and approve the Design Schedule and to review the site plans, permit applications, and other documents and information relating; to designing and permitting of the Project; (iii) the County, with the assistance of and consent of the Dodgers, as provided in Section 4.1 hereof, shall select a Design Criteria Professional who meets the criteria contained in the Consultant's Competitive Negotiation Act and the procurement laws, rules and ordinances applicable to the County. The Design Criteria Professional shall prepare the Design Criteria Package. The Dodgers shall review, approve and submit to the County all product data, samples and similar submittals required by the County or the Design Criteria Professional to be submitted. Based upon said submittals, the Design Criteria Professional shall produce a Design Criteria Package. 6.3 Cwlertinn ni i]rai n Build Firm. The County, with the assistance and consent of the Dodgers, as set forth herein, shall select a Design Build Firm to design and build all phases of the Project. The County will use the "request for qualification" method of selection, rather than the "request for proposal" method. The County Administrator shall appoint a committee for competitive selection and negotiation comprised of three (3) voting members. The Dodgers, For purposes of this selection process, shall provide the County Administrator with the name of a Dodgers authorized representative who, together with two County representatives, shall be appointed by the County Administrator to comprise the Selection Committee. The Committee shall shortlist, interview, and recommend to the County Commission the most qualified Design Build Firm, all as allowed by law and the County's ordinances. 6.4 . Once the Design Criteria Package is approved, no further changes to the Project may be requested by the County without the express consent of Dodgers, to be granted or denied in the Dodgers' sole discretion. 14 40 CI 0 6,5 . During the entire process and through all phases of (a) selection of the Design Criteria Professional, (U) preparation, with the assistance of the dodgers, of the Design Criteria Package, (c) preparation of the request for qualifications and other materials j necessary to commence the process of selecting the Design Build Firm, and (d) the review and selection process for the Design Build Firm, the County, as part of County's Services, shall provide all input, expertise and control (subject to full cooperation and assistance of Dodgers) necessary or incidental to all such processes and phases so as to ensure that all such processes and phases are in compliance with Minimum Standards, including without limitation, the Consultant's Competitive I Negotiation Act. V 15 40 40 40 ARTICLE VII CONSTRUCTION COMMENCEMENT AND MONITORING g:0n nS1ine .ommencement. Actual physical commencement of construction shall not occur until the Design Build Firm has been selected and has executed the Design Build Agreement f to construct the Improvements, and the Resign Build Firm has prepared or procured the following: (a) Partial construction drawings and Project specifications which show, to the satisfaction of the County and the Dodgers, that the Project as designed conforms to the Proposal and can be built for the Project Costs; (b) The permits, approvals and insurance necessary for commencement of construction of the Project or the applicable component thereof; (c) The payment and performance bonds as required by Article 12 hereof 7,2, 5 hcduli Within fourteen (14) calendar days after physical commencement of ° construction, the Dodgers shall obtain from the Design Build Firm a summary time scaled network i diagram for construction of the Project in accordance with the Construction Schedule. In addition to the foregoing, the Design Build Firm shall submit to the County and the Rodgers a narrative report once each month with the updated schedule in a form agreed upon by the Dodgers and the County. It shall include a description of the progress during the last month in terms of activities completed or in progress, a description of problem areas, current and anticipated delaying factors and their estimated impact on the cost of performance of other activities and completion dates, and an explanation of corrective action taken or proposed. f F I L L y,3 Pggress Meetings. During the course of construction, weekly progress meetings will be held at the Project site. The Dodgers will coordinate and chair such meetings. The Design Build firm shall prepare minutes of each meeting and shall present at each such meeting: (i) an updated network diagram of the Construction Schedule and Draw Schedule; (ii) information concerning any special problems and remedial actions to be taken; (iii) status of fees, permits, building inspections and violations, if any, and (iv) any other matters requested by the Dodgers to be presented. 16 ARTICLE VIII PAYMENTS TO DODGERS 8.1. Fr_osect Cast, In consideration of the performance and subject to the conditions of this Agreement, the Design Build Firm shall be paid for their Services solely from the Construction Fund, the Capital Reserve Account and Dodgers' Funds. The Project Costs shall be paid to the + Design Build Firm, and to ail subcontractors of the Dodgers or the Design Build Firm, in accordance with the Draw Schedule, which will be a part of the Design Build Agreement (as amended from time N to time) and the further provisions of this Article. Prior to commencement of construction, pursuant to the Draw Schedule, the Dodgers shall be authorized to pay the Design Build Firm, Dodgers and the County (to the extent the County its expressly entitled to reimbursement) soft costs (including a ' mobilization payment) (as well as hard costs for any authorized Improvements paid for by the " Dodgers prior to the Effective Date), all of which amounts shall be reimbursed upon submission of a Requisition executed by the Dodgers and approved by the County, pursuant to the terms and " conditions of the Bond Resolution and this Agreement. A portion of the Project Costs are allocable i to development and other preconstruction services rendered by the Dodgers, the Design Build Firm or County (as to the County, to the extent expressly set forth herein) prior to commencement of construction. w 8.2, Replenishment of Construrtion-Eund.It shall be the responsibility of the Dodgers to monitor the Draw Schedule, progress Payments, progress of construction and the funds remaining in the Construction Fund and to keep the County informed. If it appears that the funds remaining in the Construction Fund will be insufficient to complete the Project, the dodgers at their option may endeavor to reduce Project scope in order to stay within budget, or may request funds from the Capital Reserve Account or provide Dodgers' Funds to pay for such additional costs. After depletion of funds in the Construction Fund and the Capital Reserve Account, all remaining Project Costs shall be paid by Dodgers' Funds. 8.3. Progress Payments. Progress Payments from the Construction Fund or the Capital Reserve Account, subject to the procedures set forth herein, shall be made to the Design Build Firm and/or to subcontractors of the Dodgers or the Design Build Firm each month in the amount of that portion of the Project Costs properly allocable to the Services performed to date and that portion of the Project Costs properly allocable to materials and equipment suitably installed or stored at the site or at some other locations agreed upon by the parties, less the aggregate of previous Payments. The County may, with the Dodgers' approval and request, procure materials directly, using the funds in the Construction Fund or the Capital Reserve Account, Disbursements from the Construction Fund shall be made to the Dodgers or the Design Build Firm and subcontractors of the Dodgers or the Design Build Firm upon receipt by the County of a Requisition executed by the Dodgers. Title to all material and work covered by Payments made shall be the sole property of the County, provided that 17 F--] 40 I (i) the work and - material shall remain covered by and insured pursuant to any insurance policy, including builders risk andlor casualty loss policy, required pursuant to this Agreement; and (ii) this } provision shall not be construed as relieving the Design Build Firm or the Dodgers From the V responsibility for the care and protection of such material and work or the restoration of any damaged construction work, or act as a waiver of the right of the County to require the fulfillment of all of the terms hereof. Notwithstanding any provision of this Section 8.3 to the contrary, the County shall be t deemed to have a property interest in and to the material and work prior to the Final Completion of the Project, to the extent, if any, as may be necessary to retain all the benefits and protections ! afforded to the County and the Dodgers by the terms and provisions of any insurance policy or performance bond. 8.4. Requisitions for P ymfat. Where shall be a weekly progress meeting pursuant to Section 7.3 with the Design Build Finn, at which time the parties will consider and review the Design Build. Firm's proposed Requisition for Payment for that month, which Requisition shall precede formal requests for Payment by the Design Build Firm, On or before the 25th day of each calendar month, the Dodgers shall submit to the County a Requisition in accordance with the Draw Schedule and based on the percentage of work completed and materials delivered to the Project or stored off- site, less the amount of prior Payments. The submission of a Requisition signed by the Dodgers will constitute a representation by Dodgers that the construction work has progressed to the point. indicated and that, to the best of the Dodgers' knowledge, information and belief, the work has been performed in accordance with the Design Build Agreement and the Construction Drawings. 8.5 gtanis�n� royal. Within five (5) business days after receipt of the Requisition, the County shall approve and forward the same to the County Clerk for Payment with respect to all Project Costs or notify the Dodgers in writing that the Requisition has been denied in whole or in part, Following which the Dodgers shall be entitled to cure any deficiencies in the denied portion of the Requisition, Upon the County Clerk's receipt of a Requisition as provided in this Article Vlll, the County Clerk shall make Payment within ten (10) business days. All Requisitions submitted by the Dodgers for purposes of paying any Project Costs associated with the Improvements and due to third parties shall be deemed reasonable and shall be approved by the County. 8.6. source of Pa,YMgm. Notwithstanding any other term of this Agreement the parties i hereto agree that the obligation to make any Payment of the Project Costs shall be satisfied solely to the extent there are amounts on deposit in the Construction Fund sufficient to pay the amount owed and thereafter to the extent there arc amounts on deposit in the Capital Reserve Account or from t . Dodgers' Funds. 18 XTP IJ CHANGES 9.1 (a) Site Plan[Pefmittin Chanties. If during the site planning and permitting process, changes or additions to the Improvements contemplated herein are required to obtain site ! plan approval or permits, and as a result the cost of said Improvements increases by more than $270,000, the Dodgers may elect to terminate this Agreement and other Project Documents, as provided in the Escrow Agreement. (b)ges to Project. No Change shall be made that would cause the Project to fail to conform with applicable Minimum Standards, and in all material respects with the description in the Proposal, the Design Build Agreement or the Construction Drawings without the prior written approval of the County, which shall not be unreasonably withheld. It is understood and agreed that no substitutions for material major components of the Project specified in the Design Build Agreement and the Construction. Drawings to be used in construction of the Project shall be made by the Dodgers without the prior written approval of the County, which shall not be unreasonably withheld. 9.2 Minar Chanties. The Dodgers at their sole discretion and without County approval may order minor changes to the Project that enhance or do not detract from the reliability or quality of the Project or any component parts thereof, provided that such changes are not materially inconsistent with the intent of the Design Build Agreement and the Construction Drawings, do not substantially alter the design or appearance of the Project or require any material upward adjustment to the Project Costs, Draw Schedule, or materially extend the Scheduled Completion Date. 9,3 Claims and2is,pptes. A "Claire" is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of contract terms, payment of money, extension of time or other reliefwith respect to the terms of this Agreement. The term "Claim" also includes other disputes and matters in question between the County and the Dodgers arising out of or relating to this Agreement. Claims must be made by written notice. The responsibility to substantiate Claims shall rest with the party masking the Claim. 9.4 Time Limits on Claim&. Claims by either party must be made within sixty (60) calendar days after discovery of the event giving rise to such Claim. Claims must be made by written notice. 9,5 C nnti[tuins reIf2EMfiM• Pentlin8 final resolution of a Claim, unless otherwise agreed in writing, the Dodgers and the County shall proceed diligently with performance of this Agreement and the Dodgers and the appropriate contractors shall continue to be paid in accordance with this Agreement. 19 40 Il'i 9.6 Clam jgsolution. (a) Disputed Claims between the County and the Dodgers shall be resolved first by negotiation of the parties, and if such negotiation does not resolve any disputed Claim, such Claim shall be submitted to arbitration for resolution. Disputed claims between the Design Build Firm and the Dodgers shall be resolved in accordance with the Design Build Agreement. (b) Any unresolved Claim arising out of or relating to this Agreement shall be resolved by expedited arbitration administered by the American Arbitration Association ("AAA") as provided in this Section and the Commercial Arbitration Rules of the AAA (the "AAA Rules") in effect as of the commencement of the applicable arbitration proceeding, except to the extent the then current AAA Rules are inconsistent with the provisions of this Section, in which event tate terms hereof shall control. The arbitration shall be governed by the United States Arbitration Act and the Florida Arbitration Code to the extent the Florida Arbitration Code is not inconsistent with the United States Arbitration Act and this Section, and judgment upon the award entered by the arbitrators may be entered in any court having jurisdiction. " (c) Any arbitration pursuant to this Section shall be conducted in Indian River County, Florida. (d) (i) The arbitration shall be conducted by one (1) arbitrator in accordance with the { AAA Rules for Expedited Procedures, which arbitrator shall be selected in accordance with the AAA Rules for Expedited Procedures, and which arbitrator shall have had experience in large-scale commercial construction. (ii) In connection with an arbitration proceeding: A No arbitrator shall have (��} Y p g� ( ) been employed or engaged by a party hereto or its construction consultants within the previous five (5) year period; (B) The arbitrator shall be neutral and independent of the parties to this Agreement and their respective construction consultants; (C) No arbitrator shall be affiliated with " either party's auditors; and (D) No arbitrator shall have a conflict of interest with (including, without limitation, any bias towards or against) a party hereto or its then current construction consultants. (e) The award of the arbitrator shall be accompanied by a statement of the reasons upon which the award is based. The arbitrator shall not have the power to modify this Agreement. The award may not include, and the parties specifically waive, any award of punitive damages. The fees and costs of the arbitrator shall be borne equally by the parties. (f) The arbitrator may consolidate proceedings with respect to any Claim under this t, Agreement with proceedings with respect to any related controversy, provided that any parties to such controversy who are not parties to this Agreement consent to such consolidation. C(g) The parties will cooperate in the exchange of documents relevant to any Claim. Deposition or interrogatory discovery may be conducted only by agreement of the parties or if ordered by the arbitrator. In considering a request for such deposition or interrogatory discovery, ` the arbitrator shall take into account that the parties are seeking to avoid protracted discovery in connection with any arbitration proceeding hereunder. i (it) If a party determines that a Claim presents such party with an extraordinary situation that requires it to seek emergency provisional relief prior to the appointment of the arbitrator who will determine such Claim, it may seek such emergency provisional relief from any court having jurisdiction; provided, however, that (i) in order to obtain any such relief, the court shall detennine that such party has met any applicable standards imposed by the law applicable to the relief requested { with respect to such party's rights to such relief and (ii) such relief may only be sought and obtained ` on the condition that any order entered by the court will expire ten (10) days after the appointment of the arbitrator unless the party that sought the order renews its application for emergency provisional relief to the arbitrator within such ten (10) day period, which arbitrator shall then make de novo any findings of fact that may be required in ruling on such renewed application. r r ART[CLE X ACCEPTANCE 10.1 SuhstantialContpletion. When the Dodgers consider that the Project is Substantially Complete, they shall notify the County that the Project is ready for a Substantial Completion inspection. Within two (2) business days of receipt of the Dodgers' notice by the County, the Dodgers, together with the Design Build Firm will make an inspection to determine whether the Project is Substantially Complete, and will compile a fist of items needing substantial completion or not in accordance with the Design Build Agreement and the Construction Drawings which are required to be remedied in order to achieve Substantial Completion. The Dodgers shall, before authorizing issuance of a Certificate of Substantial Completion, require completion or correction of such items. Failure to include an item on such list does not alter the responsibility of the Dodgers to require that all work be completed in accordance with the Design Build Agreement and the Construction Drawings. When the Dodgers determine that the Project is Substantially Complete, the Dodgers shall deliver to the County notice of such determination, together with a copy of the certificate of occupancy. The date Substantial Completion is considered to have been achieved is the date the Dodgers authorize the issuance of such Certificate of Substantial Completion. A list of any outstanding Punchlist Items required for Final Completion of the Project shall accompany the Certificate of Substantial Completion. Warranties required by the Design Build Agreement and the Construction Drawings shall commence on the date of Substantial Completion unless otherwise provided in the Certificate of Substantial Completion. i 10.2 Punchlist items. Upon Substantial Completion of the Project, the Design Build Firm ` shall remain responsible for having completed any Punchlist Items that are required for Final Completion of the Project. The Design Build Firm shall have completed all such Punchlist Items within thirty (30) calendar days after Substantial Completion, unless the ordering of material will require more than thirty (30) days or the parties agree otherwise. Within ninety (94) days of Substantial Completion, the Design Build Firm shall provide to the County surveys and as built drawings showing the location of all improvements constructed as part of the Project. 10.3 Final Com !en tion. Within two (2) business days of the Dodgers' request for final inspection, the Design Build Firn will promptly make an inspection of the Project and, when the Project is found to be completed and in accordance with the Design Build Agreement and the Construction Drawings and the Dodgers have received the final certificate of occupancy from the County Building Department, the Parties shall agree in writing that the Project has achieved Final Completion. 10.4 Final P_ _a ___vsuent. The final Payment shall not become due until the Design Build Firm and/or the Dodgers submit to the County (i) in affidavit that all payrolls, bills for materials and equipment, and other indebtedness connected with the work for which the County might in any way 22 40 40 0 H be responsible have been paid or will be paid or otherwise satisfied within thirty (30) calendar days after receipt of final Payment, (ii) consent of the surety (if any) to final Payment, (iii) complete and legally effective releases or waivers (reasonably satisfactory to the County and meeting Minimum Standards) of all liens arising out of or filed in connection with the Project, and (iv) any warranties required by the Design Build Agreement and the Construction Drawings. Following Final Completion, and the submission by the Dodgers of the items required by this Section 10.9 and a Requisition for final Payment, the County Representative shall approve and remit to the County Clerk a Requisition for final Payment for the balance of the Project Costs remaining due and the undisputed l amount of such request shall be paid to the Dodgers or the Design Build Firm within ten (10) business M days to the extent funds remain in the Construction Fund, or the Capital Reserve Account, as the case may be. Final Payment hereunder shall not constitute an acceptance of any work not in accordance with the Design Build Agreement and the Construction Drawings, and shall not constitute a waiver of any Claims against the Dodgers or the Design Build Firm. 23 C 'J 0 ARTICLE XI RESPONSIBILITIES AND LIABILITIES OF THE DODGERS 11.1 Warranties, 1n addition to any other warranties of the Design Build Firm contained and/or required herein, the Design Build Firm and its subcontractors, suppliers and vendors of every tier shall perform Services in accordance with good engineering and construction practices and in accordance with approved practices and customs and the Minimum Standards, or as the Dodgers may require. The Design Build Firm will provide to the County all warranties and guaranties required by the Design Build Agreement and the Construction Drawings, which warranties and guaranties shall be furnished by its subcontractors and vendors of every tier, and all such warranties and guaranties t shall be addressed to and in favor of the County (which warranties and guaranties shall also run to the benefit of the Dodgers so long as the Dodgers are in possession of the Facility under the Facility Lease Agreement), and copies of the foregoing shall be delivered to the County at Substantial Completion, The Services shall be provided and the Project shall be constructed, erected, and assembled in a good and workmanlike manner, in accordance with the Design Build Agreement and the Construction Drawings. The Design Build Firm will warrant and guarantee all work required by this Agreement, the Design Build Agreement and the Construction Drawings against defects in materials, equipment, and workmanship for not less than one (1) year from the date of Substantial Completion (the "Warranty Obligations"'). Upon receipt of written notification, the Design Build Firm shall remedy any defects in materials, equipment or workmanship or any other deficiencies 0 occurring within the warranty period. h 11.2 Deiicienc , After discovery of any defects or deficiencies in the Project, the Design Build Finn shall correct the same promptly after receipt of written notice from the Dodgers to do so. This obligation shall survive Final Completion of the Project. If upon reasonable notice to the Design Build Firm, the Design Build Firm fails to correct any defects or deficiencies as required by the Warranty Obligations described in Section 11. 1, the Dodgers may at their expense pay for the correction and thereafter seek reimbursement from the Design Build Firm for the costs incurred. 11.3 Warranties and Implied Wnrmnties. The Design Build Firm will warrant to the County and the Dodgers that materials and equipment furnished under its contract will be of good i quality and new unless otherwise required or permitted by the Design Build Agreement and the Construction Drawings, that the Project will be free from defects not inherent in the quality required or permitted, and that the Project will conform to the Design Build Agreement and the Construction i Drawings. Work not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective. The Design Build Firm's warranty excludes remedy for damage or defect caused by abuse, authorized modifications not executed by the Design Build Firm, improper or insufficient maintenance, improper operation, or normal wear and tear under normal usage. The Design Build Firm shall furnish satisfactory evidence as to the kind and quality of material and equipment. ti �r 11.4 Indgm liftcati2g. if any claims for property damage or personal injury (including death resulting therefrom) arising out of or occurring in connection with the work performed by the Design Build Firm is made or asserted, the Dodgers agree to indemnify, defend and save harmless, the County, its officers, agents, servants and employees from and against any and all such claims, and further from and against any and all loss, cost expense, liability, damage or injury, including reasonable legal fees and disbursements, that the County, its officers, agents, servants or employees may sustain, suffer, or incur as a result thereof and the Dodgers agree to and do hereby assume, on behalf of the County, its officers, agents, servants, employees, the defense of any action at law or in equity which may be brought against the County, its contractors (if any), its officers, agents, servants 1 or employees, arising by reason of such claims and to pay on behalf of the County, its officers, agents, servants and employees, upon demand of either of them, the amount of any judgment that may be f entered against them, individually, jointly or severally, its officers, agents, servants or employees in t any such action, except that the Dodgers shall not have to indemnify and hold harmless to the extent such claim, damage, loss and expense is the result of the negligence or willful misconduct of the 1 County, or anyone directly or indirectly employed by the County or anyone for whose acts the County may be liable. 25 CI r ARTI I E X11 PROJECT INSURANCE AND BONDS 12,1 Insurance. The Dodgers shall secure and retain, or shall cause to be secured and retained, such policy or policies of insurance as are required by the Project Documents, including (i) coverage to protect against all claims arising from Services performed hereunder; (ii) coverage to protect from actions by a third party against the Dodgers as a result of this Agreement, and (iii) builders riskicasualty loss coverage for the Project. The insurance required by this Section 12.1 shall be written for not less than any limits of liability specified herein and in the Project Documents, or required by law, whichever is greater. All insurance carriers must have an A. B. Best & Co. rating of at least "A". The insurance coverage provided by Dodgers hereunder shall name the City of Vero I Beach, Florida (the "City") and the County (as their interests may appear) as additional insureds. 12.2 Amairnts anti Tom. During the performance of Services hereunder, the Dodgers shall maintain insurance for the mutual protection and benefit of the Dodgers, the County and the City to cover claims that may arise out of or result from Dodgers' Services hereunder, whether same be by the Dodgers or a subcontractor or by anyone directly or indirectly employed by any of them, or I by anyone for whose acts any of them may be liable. Such insurance shall cover claims for damages insured by usual commercial general liability coverage. 4 12.3 CantlIa1hm. The County and the City will be given written notice thirty (30) days prior to any cancellation of any insurance required to be maintained hereunder. The Dodgers shall 1 be diligent in replacing any canceled insurance and, subject to the next sentence hereof, shall replace such insurance in a timely fashion to avoid any potentially uninsured liabilities of the type required to be covered by insurance. In the event that any insurance described herein or any portion thereof becomes commercially unavailable and/or at unreasonable rates, the Dodgers shall obtain such suitable replacement insurance as may be commercially available and at reasonable rates, and the insurance coverage required by this Agreement shall be modified accordingly. 1 12.4 Subcontractor Insurance. The Dodgers shall require contractors to obtain, maintain, and keep in force insurance coverage in accordance with accepted industry standards during the time they are engaged hereunder, with the County and the City named as an additional insured. r i 12.5 Bonds. The Dodgers shall assure that the Design Build Firm furnishes separate performance and payment bonds in the amount of one hundred percent (100%) of the cost of f construction, naming the County as co -obligee. The bonds shall be executed by a corporate surety ( or corporate sureties that are reasonably acceptable to the (county, and duly authorized to do business in the State of Florida, and executed on forms reasonably approved by the County. The Bond must comply with Florida Statutes, Section 255.05. If a surety upon any bond furnished in connection herewith becomes insolvent, or otherwise not authorized to do business in the State, the Dodgers shall promptly replace the bond or furnish equivalent security reasonably acceptable to the County. 26 C 40 0 ARTICLE XIII EVENTS OF DEFAULT AND REMEDIES 13.1. Default by The Poda , The following events shall be considered Events of Default by the Dodgers: (a) A material failure to keep, observe, perform, meet or comply with any covenant, agreement, term or provision of this Agreement, or of any of the Project Documents, which are to be kept, observed, met, performed or complied with by Dodgers, subject to Section 13.2. (b) if the Dodgers shall (i) be unable to pay its debts as they come due; (ii) make a general assignment for the benefit of creditors; (iii) suffer a decree or order appointing a receiver or trustee l for it or substantially all of its property to be entered and, if entered without its consent, not to be stayed or discharged within 180 calendar days; (iv) suffer proceedings under any law relating to ' bankruptcy, insolvency, or the reorganization of relief of debtors to be instituted by or against it and, if contested by it, not to be dismissed or stayed within 180 calendar days; or (v) suffer any judgment, writ of attachment or execution, or any similar process to be issued or levied against a substantial part 1 of its property which is not released, stayed, bonded, or vacated within 180 calendar days after issue f or levy. r 13,2 Cogn y1&RCMtdiu. Upon an Event of Default by the Dodgers, the County, without prejudice to its other rights and remedies hereunder, shall be entitled to terminate this Agreement for cause and the procedure outlined in the performance bond for completion of the construction work + shall be followed; provided, however, that no default by the Dodgers shall constitute an Event of Default unless and until: (a) The County has given at least thirty (30) days' prior written notice thereof to the Dodgers specifying that a default(s) has occurred that will, unless corrected, constitute a material breach and cause Termination hereof-, and. (b) The Dodgers either (i) have not corrected such default or have not initiated reasonable steps to do so within said thirty (30) day period, or (ii) if such reasonable steps have been initiated within such period, do not thereafter continue to take reasonable steps to correct such default within a reasonable time period. (c) All contracts held by the Dodgers, contemplated by this Agreement, shall be assignable to the County at the County's option. Upon Termination or expiration of this Agreement, the County may use all funds remaining in the Construction Fund or Capital Reserve Account for completion. L L L L L 27 C1 13.3 Default bathe Cmtt>jX. The following shall constitute an Event of Default by the County: Failure by the County to observe and perform any covenant, condition, or agreement on its part to be observed or performed, or its failure or refusal to substantially fulfill any of its obligations hereunder, unless caused by the default of the Dodgers, which action continues for thirty (30) days after receipt of written notice from the Dodgers specifying that a default has occurred that will, unless corrected, constitute a material breach hereof I ( 13,4 Dodgers' Remedies. Upon an Event of Default by the County, the Dodgers shall be entitled to such legal or equitable relief as may be available. I V I 4... L_ ff� `s 29 M i 470 1 r, rr ARTICLE MY SPECIAL COVENANTS 14,1 Right of-areM. The Dodgers hereby agree that employees and agents ofthe County and the City shall have the right to enter upon the project during normal business hours, upon reasonable prior written notice for inspections and other purposes', provided, however, that during the performance of Services the procedures provided by the Dodgers must be satisfied in order for any persons who are not engaged in the delivery of Services to be admitted to the Project. t 14.2 Time of Euerass.. Time is of the essence in the performance of this Agreement. 14.3 Construction praVj=. The Dodgers shall maintain and require the Design Build Firm to maintain at the site of the Project one copy of all record Construction Drawings, in good order and marked to record all changes made during construction of the project. On or before final Payment to the Dodgers hereunder, one contract set of the record "as built" Construction Drawings shall be provided to the County. t 14.4 Damage tQ J!ropmU. The Dodgers shall not have any liability for loss or damage to property owned or leased or otherwise in the possession, control or custody of the County, that is wrongly or incorrectly on the premises of the project, unless such damage is caused solely or partially by the Dodgers' negligence or willful misconduct, in which case the Dodgers shall be liable for only { the portion so caused. 14.5 consequential -Damages. Neither party hereto shall be liable to the other party for unforseeable consequential loss or damage, and each party hereby, to the extent allowed by law, releases the other and such subcontractors, suppliers and vendors therefrom, 29 4 f AAHJICLE X MISCELLANEOUS 15.1 Cpunte W:W. This Agreement may be executed in any number of counterparts and by the different parties hereto on separate counterparts. This Agreement may be executed and delivered by any patty by facsimile transmission; provided, however, that any such party shall promptly deliver an original signed copy of this Agreement. 15.2 Headon . The headings used herein are for convenience of reference only and shall not constitute a part hereof or affect the construction or interpretation hereof. f 15.3 Severability. If any clause, provision, or section hereof be held illegal, invalid, or unenforceable by any court, the illegality, invalidity, or unenforceability of such clause, provision or section shall not affect any of the remaining clauses, provisions, or sections hereof, and this Agreement shall be construed and enforced as if such illegal, invalid, or unenforceable clause, provision or section had not been contained herein. 15.4 3ygiyer. No failure on the part of any party to exercise, and no delay in exercising, and no course of dealing with respect to any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right or remedy provided at law or in equity, except as expressly set forth herein. 15.5 Notices. All notices, certificates, requests, or other communications hereunder shall be sufficiently given and shall be deemed given when hand delivered, or delivered prepaid to an overnight courier service, addressed as follows: If to the County: Indian River County 1840 25u' Street Vero Beach, Florida 32964 Attention: County Administrator Phone. (561) 567-8000, Ext. 1408 Facsimile: (561) 978-1822 i If to the Dodgers Los Angeles Dodgers, Inc. 4 Dodgertown P.O. Box 2887 Vero Beach, Florida 32961 I Attention: Mr. Craig Callan Phone: (561)569-4900 Facsimile: (561) 770-2424 1. i t. h L. 30 I-3 4W Copy to: Los Angeles Dodgers, Inc. 1000 Elysian Park Avenue Los Angeles, California 90012 Attention: Santiago Fernandez, Esq. Senior Vice President & General Counsel Phone: (323) 224-1312 Facsimile: (323) 224-1595 Each party may, by notice given under this Section, designate any further or different addresses to which subsequent notices, bonds, requirements, or other communications shall be sent. 15,6 went. This Agreement shall not be amended except by written agreement executed by the parties hereto. 15,7 This Agreement shall be governed by the laws of the State of Florida. I 15.8 jSrm9n9loey. All personal pronouns used herein whether used in the masculine, feminine, or neuter gender, shall include the singular. 159 Construction, This Agreement shall not be construed more strongly against the party who drafted this Agreement. [I 31 40 4W .`W' ARUCLE VI ADDITIONAL AGREEMENTS I 16.1 Additional rccnw . The parties hereto recognize that additional agreements and �1� documents will be required to implement this Agreement, including but not limited to a Request for ' Qualifications package for selection of the Design Build Firm. 16.2 D . Prior to the Effective fate, the parties hereto will mutually develop any necessary additional agreements and documents, including as described above and all such agreements and documents will be submitted to the Escrow Agent and incorporated herein. i. I L L 32 • 40 4b ARTICLE XV11 CONSENTS AND APPROVALS 17.1 srantingor Failure to Grant Approvals or Consents. All consents and approvals which may be given under this Agreement shall, as a condition of their effectiveness, be in writing. The granting by a party of any consent to or approval of any act requiring consent or approval under the terms of this Agreement, or the failure on the part of a party to abject to any such action taken without the required consent or approval, shall not be deemed a waiver by the party whose consent was required of its right to require such consent or approval for any other act. 17.2 ."standard. Unless this Agreement specifically provides for the granting of consent or approval at a party's sole discretion, then consents and approvals which may be given by a party under this Agreement shall not (whether or not so indicated elsewhere in this Agreement) be unreasonably withheld or conditioned by such party and shall be given or denied within the time period provided, and if no such time period has been provided, within a reasonable time. Upon disapproval of any request for a consent or approval, the disapproving party shall, together with notice of such disapproval, submit to the requesting party a written statement setting forth with specificity its reasons for such disapproval. 17.3 Deemed Anuraxal. If a party entitled to grant or deny its consent or approval (the "Consenting Party") within the specified time period shall fall to do so, then, provided that the request for consent or approval bears the legend set forth below in capital letters and in a type sire not less than that provided below, the matter for which such consent or approval is requested shall be deemed consented to or approved, as the case may be: "FAILURE TO RESPOND TO T141S REQUEST WITHIN THE TIME PERIOD PROVIDED IN THE DEVELOPMENT AGREEMENT BETWEEN INDIAN RIVER COUNTY AND LOS ANGELES DODGERS, INC. SHALL CONSTITUTE AUTOMATIC APPROVAL OF THE MATTERS DESCRIBED HEREIN WITH RESPECT TO SECTION [FILL IN APPLICABLE SECTION] OF SUCH DEVELOPMENT AGREEMENT." 17.4 Approvals for County. The County hereby agrees that, subject to applicable laws i and regulations, the County Administrator (or the County Administrator's authorized designee) shall be authorized to grant consents or approvals on behalf of the County with respect to this Agreement. 17.5 No Fees. etc, Except as otherwise expressly set forth in this Agreement, no fees or charges of any kind or amount shall be required by either party hereto as a condition of the grant of y any consent or approval which may be required under this Agreement (provided that the foregoing shall not be deemed in any way to limit the County acting in its governmental, as distinct from its proprietary, capacity from charging governmental fees on a nondiscriminatory basis). �l 4 33 i 1 IN WITNESS WI{EREOF, the parties hereto have caused this Agreement to be duly executed by its duly authorized representatives as of the date first above written. Approved as to Form and INDIAN RIVER COUNTY, legal sufficiency a political subdivision of the State of Florida By: County Attorney Its: Chairman Attest: Cler X CARTON LOS ANGELES DODGERS, INC., a Delaware corporation By: 34 L L L L L IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by its duly authorized representatives as of the date first above written. Approved as to Form and INDIAN RIVER COUN'T'Y, legal sufficiency a political subdivision of the State of Florida By: By. County Attorney Its: Attest: Clerk 34 LOS ANGELES DODGERS, INC., a Delaware corporation B. Its:Se ' r.VI residF t&Generai Counsel dt c L L L L L IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by its duly authorized representatives as of the date first above written. Approved as to Form and INDIAN RIVER COUN'T'Y, legal sufficiency a political subdivision of the State of Florida By: By. County Attorney Its: Attest: Clerk 34 LOS ANGELES DODGERS, INC., a Delaware corporation B. Its:Se ' r.VI residF t&Generai Counsel 40 40 C� Exhibit A Legal Description or the Land (PARCEL]) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, PROCEED SOUTH 89°04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03'30'11" WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (A/K/A 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; ThFVCE CONTINUE ALONG SAID WESTERLY RIGHT-OF-WAY LINE SOUTH 09°51'49" WEST, A DISTANCE OF 39.81 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 1125.14 FEET AND A CENTRAL ANGLE OF 14°57'00"; THENCE ALONG THE ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 19221'57" WEST, A DISTANCE OF 82.11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825.86 FEET AND A CENTRAL ANGLE OF 19°54'25"; THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 00°32'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH RIGI IT -OF -WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL (300 FOOT RIGHT-OF-WAY); THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 69°31'46" WEST, A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH 17°00'00" WEST, A DISTANCE OF 467.50 FEET TO A POINT; THENCE NORTH 20°58'57. EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 00°23'04" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT BEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST; THENCE NORTH 89004'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND PARALLEL WITH SAM) SECTION LINE, A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING. A-1 v I• (PARCEL 2) COMMENCING AT THE NORTHWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, I-LORIDA, IN PLAT ROOK 2 AT PAGE 25, SAID LANDS NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA, RUN EAST, A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET RIGHT-OF-WAY OF 43RD AVENUE; FROM SAID POINT OF BEGINNING RUN SOUTH 000 17'40" EAST ALONG THE AFORESAID EAST RIGHT-OF-WAY, A DISTANCE OF 765.95 FEET TO A POINT WHICH IS 50 FEET DISTANCE NORTHERLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 69°02'20" EAST ON A LINE PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL, A DISTANCE OF 2813.63 FEET; THENCE RUN NORTH 16"55'40" WEST, A DISTANCE OF 421.18 FEET; THENCE RUN NORTH 21°56'40" EAST, A DISTANCE OF 410.00 FEET; THENCE RUN NORTH 000 16'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 89°54'20" WEST ON A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST ^ OF THE WEST LINE OF TRACT I IN SAID SECTION 3; THENCE RUN SOUTH 00'17'40" EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. 11FAIlY:'�3: A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF THE PUBLIC RECORDS OF ST. LUCIE r (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89°45'39" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE SOUTH 000 14'21'° WEST, A DISTANCE OF 876.82 FEET; THENCE SOUTH 89°45'39" EAST, A DISTANCE OF 414.56 FEET; T14ENCE SOUTH 63°53'04" EAST, A DISTANCE OF 476.06 1 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH 18°5'26" A-2 r f EAST, ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET; THENCE SOUTH 69OT53" WEST, ALONG A LINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT ANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER CONTROL DISTRICT MAIN RELIEF CANAL, A DISTANCE OF 1806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 000'47" EAST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 2094.26 FEET, TO THE POINT OF BEGINNING. U-3 M 4W l;.l'1�1�3I T' f3 p Los Angeies Dodgers - Vera Beach. Florida w Opinion, of Probable Baseball Improvements C'o'tta ger deGuardiola Conceptual Master Plan - July 13, 2000 f Concept No. Z (Revised) IIL.1f P.INT17'1" Up. - �r lelf!)L"'�"J' A, Minor League Operations � Full Fields - send baud, iw tlorL surfacusub.surface drama c 2 $ X100,000 S 800,000 Half Field - sand based, trngation, eurfectsub-surface drainage _ 1 $ 150,000 5 1$0,061} New Outdoor Bailin Ca es 8 S 7,5[}0 5 ti0.aC10 Observation Tower ' RcstrOvms -I.um Sum a'a 3 150,000 E,usttn Structure Modlflcattons J _i,.L=p Sural 111a % 750,000 tienCral SLWworlC --� �__ 1.6SIT1 11/a. S 735,000 ..Subtotal A. S 2,645,oijo "Exciudel LA ad Acquisition C0115 >�. Major League Operations Full FLelds fExistul - lin rovements' Bud et z � z5€},Ooa � �aa,aaa �lalf Field xis tin - 11t1 rovements' Bud et 1 $ 100,000 $ 160,000 Covered Bailin. Structure Lum Sum Na S S 400,000 375,000 General SitewOrk Lum Sum n1a Subtotal B. 5 1,375,000 C. Holman Field 5 500.000 Re lace Plavin Field Lum Sum Lum Sulu n�a Iva 5 500,000 [;eneral Sitework I_um S_um ola S 100.006 Wamin Track Draina elm rovemenis $ 1 Sa,000 Mlsc Stadium Re us inc, Press Bax Imprvtieme++rs Lutfi S1u71 fila S 100,000 i] ade Existing Maintenance Buildul Lum 5uua nia 5 z,aaa,t}t�o Clubhouse Fac itv(As.rrmrr 10.UGt1 SF' u Slr3G/SF) Lum: st,�, rlia 4 Subtotal C 5 3,.350,000 t 1ofe; rrpraenr Repk--emcnf i..cluded !n f — & E Coun"gerrcy _ 1 t I *SUBTOTAL S 1,370,000 C 10010 Soil Costs a�_101 cruun et1Cc S S 1,474,000 8,844 000 *' r0TA1. • • i:lrludes Land Acquilition Cwu Exhibit C FORM OF REQUISITION REQUEST FOR IMPROVEMENT COSTS REQUISITION REQUEST NO. DATE: " TOTAL DISBURSEMENT REQUESTED; $ REFERENCE: Development Agreement dated as of September 1, 2040 (the "Development Agreement"), between Los Angeles Dodgers, Inc. " ("Dodgers"), and Indian River County, Florida ("County") The County Clerk is hereby requested to disburse from the Construction Fund established by the County to the person, firm or corporation designated below as Payee, the sum set forth below such designation, in payment of the cost of those items of the Improvements constructed or installed pursuant to the Development Agreement. 1. The undersigned, on behalf of the Dodgers, hereby requests the County to direct and instruct the County Clerk to pay the amounts in accordance with the invoices attached as Exhibit A, and certifies in connection with such direction that: (a) The Improvement described on Exhibit "A" hereto has been constructed or installed at the Facility and the construction or installation of such Improvement has been completed on or before the date hereof, (b) The Dodgers have conducted such inspection and/or testing of the Improvement as they deem necessary and appropriate, and have accepted the Improvement; and (c) The Improvement described on Exhibit "A" hereto is covered against all risks pursuant to the policy of insurance required by the Facility Lease Agreement dated as of September 1, 2404 between the County and the Dodgers. 2. In the event that the Dodgers are to be reimbursed for invoices previously paid by the Dodgers for such items, written evidence of such prior payment and the amount thereof is also attached ro this Requisition. C-1 0 • i WNI 3. Attached hereto are the following (check each item attached), each of which is true and j correct in all material respects: (�} A true copy of the applicable purchase order and, where applicable, a duplicate original of any change order approved by the Dodgers increasing the costs of the Improvements in an amount in excess of the original price therefor; (� Bills of sale for any compo:tent of the Improvements for which a bill of sale may be delivered; and/or A true copy of the Payee's statement or invoice. I 4, please disburse the following amount to the following Payee (if more than one Payee, please attach additional pages hereto setting Forth the following information): V Payee: d i Amount: Address: d Invoice No.; I S. To induce the County to approve this Requisition and authorize the County Clerk to disburse funds held in the Construction Fund, the undersigned certifies that there are no outstanding construction liens against the Facility. t G. The following constitutes an itemized list of attachments to this certificate, if applicable'. (a) Contractor's Application for Payment (AIA Forms G702 and 0703). (b) Architect's Certificate (AIA Forms G702 and G703). �. C_2 4 40 A EXECUTED this day of , 20— LOS ANGELES DODGERS, INC. Approved for payment: INDIAN RIVER COUNTY, FLORIDA � f Bye_ County Administrator (or designee) i C-3 By: (Authorized Signature) 40 i i CAPITAL RESERVE ACCOUNT AGREEMENT This Capital Reserve Account Agreement is made and entered into as of September 1, 2000, by and among First Union National Bank, a national banking association duly organized and existing under the laws of the United States (tire "Capital Reserve Account Agent"), 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 is the owner of that certain parcel of real property more particularly described on Exhibit A attached hereto and incorporated herein by reference (the "Land"), on which Land is located a professional baseball spring training facility known as "Dodgertown," which is comprised of Holman Stadium, an eighty-nine (89) unit hotel facility, a conference center with meeting and dining rooms, a clubhouse and weigltt room, in -door batting and pitching cages, four (4) full baseball practice fields, and two (2) half baseball practice fields (collectively, the "Existing Facilities"); and WHEREAS, the County has leased the Land and the Existing Facilities to the Dodgers for a term of not less than 20 years pursuant to that certain Facility Lease Agreement dated as of September 1, 2000 (the "Lease'); and WHEREAS, the Dodgers have agreed to undertake certain capital improvements to the Existing Facilities and the Land (collectively, the "Improvements"), as contemplated by the Lease and in accordance with and as required by that certain Development Agreement dated as of September 1, 2000 (the "Development Agreement") between the County and the Dodgers; and WHEREAS, as part of the consideration to be paid by the Dodgers to the County under the Lease, the Dodgers have undertaken the obligation to maintain (within the standards set forth in the Lease) the Existing Facilities, the Improvements and any additional improvements on or to the Land voluntarily undertaken by the Dodgers (collectively, the "Facility") at the sole costs of the Dodgers; and WHEREAS, the County desires to protect its investment in the County's property consisting of the Land and the Facility and to help insure that the Land and the Facility will be maintained as anticipated by the Lease; and WHEREAS, in order to so protect the County's property, the County has agreed to fund the Capital Reserve Account herein created to assist the Dodgers in maintaining the Land and the Facility. NOW, THEREFORE, in consideration of the premises and recitals set forth above, which premises and recitals are hereby incorporated herein as if fully set forth herein, and other good and valuable consideration, the receipt of which is hereby acknowledged, the County, the Dodgers and the Capital Reserve Account Agent agree as follows: O !219r 1, Escrow of£unda. in conjunction with the issuance of revenue bonds (the "Bonds") by the County to finance the acquisition of the Land and the closing on the acquisition thereof by the County, the County shall transfer or cause to be transferred to the Capital Reserve Account Agent the amount of $2,000,000.00 to be held in escrow and deposited in a separate escrow account maintained in the State of Florida (the "Capital Reserve Account"), invested and disbursed as provided herein. 2. ]nyglIMM. Funds in the Capital Reserve Account shall be invested at the direction i of the Dodgers in such investments which are legal investments for County funds which are set forth in Exhibit "B" attached hereto and made a ;part hereof, as sante may be amended by the County from time to time. Interest earnings on such funds shall be deposited to the Capital Reserve Account and disbursed as provided in Section 3 hereof. 3. Disburscmrw . Funds on deposit in the Capital Reserve Account shall be disbursed by the Capital Reserve Account Agent solely upon f ilfilhnent of the following conditions: (a) Subject to there not having occurred an event as set forth in paragraph (b) of this Section 3, upon submission of a Requisition Request in the form attached hereto as Exhibit "C", the Capital Reserve Account. Agent is authorized and directed to pay to the payee designated in such Requisition Request the amount designated for such payment from amounts on deposit in the Capital Reserve Account, including any investment earnings thereon. (b) Upon telephonic notice from the County, to be promptly confirmed in writing, that a default by the Dodgers has occurred under the Lease and the County has terminated the Lease as set forth in Section 10.04 of the Lease, moneys on deposit in the Capital Reserve Account thereupon, including any investment earnings thereon, shall be held by the Capital Reserve Account Agent for the exclusive benefit of the County and disbursed to the County in accordance with written instructions from the County Administrator or his designee. 4. Authoriud Wes of Funds in theCapital RMUC ACCOU .'Che funds held in the Capital Reserve Account may be used solely for the limited purposes set forth herein. Any Requisition submitted by the Dodgers to the County for approval shall constitute an affirmative statement by the Dodgers that all items for which payment is requested under the Requisition is for a use permitted by this Section 4. Permitted uses shall consist of two categories, (i) any component of the Improvements as set forth in the Development Agreement, and (ii) costs related to a repair or I replacement of any component of the Facility. The costs of all components of the Improvements shall first be paid from funds on deposit in the Construction Fund funded with proceeds of the Bonds, and then from the Capital Reserve Account rather than with funds provided by the Dodgers. The County agrees to approve such Requ;sitions upon delivery of the back-up material required to be submitted with all Requisitions for costs of a component of the Improvements. 2 I To the extent the Dodgers elect to obtain reimbursement for the costs of any repair or replacement from the Capital Reserve Account rather than with funds provided by the Dodgers, the ' • County agrees to approve such Requisition so long as (i) the payee thereunder is a third party i provider of goods or service, and (ii) the repair or replacement constitutes a capital expenditure, and the County shall consider approval of any other Requisition for the cost of a repair or replacement, { each upon delivery of the back-up material required to be submitted with all Requisitions for costs of a repair or replacement. 5. Assigament. The parties hereto acknowledge that no party may assign its rights hereunder without the prior written consent of the other parties hereto, and that, upon such assignment, the assigning party's assignee will succeed to all of the assigning party's rights under this Capital Reserve Account Agreement. 6. Fees o .apital Reserve Account Agen - [n consideration of its services as Capital Reserve Account Agent hereunder, the Capital Reserve Account Agent shall be entitled to fees and expenses agreed upon by the Capital Reserve Account Agent, the County and the Rodgers, as set forth in Exhibit D hereto, and the fees of the Capital Reserve Account Agent will be paid in advance from funds on deposit in the Capital Reserve Account in accordance with such fee schedule. If for any reason funds in the Capital Reserve Account are insufficient to cover such compensation and reimbursement, the Dodgers shall promptly pay such amounts to the Capital. Reserve Account Agent upon receipt of an itemized invoice. 7. Int�ieader. In case any dispute shall arise between or among the County and the Dodgers as to tate disposition of funds deposited under this Capital Reserve Account Agreement, the Capital Reserve Account Agent shall have the right, but shall not be obligated, to bring an action in a court of competent jurisdiction located in Indian River County, Florida, to interplead the parties hereto and any other persons to resolve such dispute. Any costs or expenses incurred in connection with any such action, including but not limited to any expenses and reasonable attorney fees incurred by the Capital Reserve Account Agent, shall be paid by the unsuccessful party in the dispute. 8 (a) This Capital Reserve Account Agreement shall be construed in accordance with, and governed by the laws of, the State of Florida. (b) The Capital Reserve Account Agent, as a part of the consideration for the acceptance of this Capital Reserve Account Agreement, shall not be liable for any acts or omissions done in good faith, nor for any claims, demands or losses, nor for any damages made or suffered by any party to this Capital Reserve Account Agreement, excepting such as may arise through or be caused by its willful misconduct or gross negligence. Any obligations of the County and/or the Dodgers under this Capital Reserve Account Agreement to the Capital Reserve Account Agent shall survive any termination of this Capital Reserve Account Agreement and the resignation or removal of Capital Reserve Account Agent. 3 i t. (c) in the event any provision of this Capital Reserve Account Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provisions hereof. (d) This Capital Reserve Account Agreement shall inure to the benefit of and shall be binding upon the parties hereto and their respective successors and assigns. s (e) This Capital Reserve Account Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute one and the same instrument (a party may execute a copy of this Agreement and deliver it by facsimile transmission, provided however, that any such party shall promptly deliver an original signed copy of this Agreement). All notices to be given under this Capital Reserve Account Agreement shall be made in writing and shall be deemed delivered when delivered by hand or by overnight courier delivery service, to the other party at its address set forth opposite its signature below or at such address as the party may provide in writing from time to time. 9, The Capital Reserve Account Agent may resign and be discharged of its duties hereunder by executing an 'instrument in writing specifying the date when such resignation shall take effect, and filing the same with the County and the Dodgers not less than thirty (30) days before the date when such resignation shall take effect; provided, that such resignation shall not be effective unless a new capital reserve account agent shall have accepted appointment hereunder. 10. The Capital Reserve Account Agent may be removed by agreement of the County and the Dodgers at any time by an instrument in writing, filed with the Capital Reserve Account Agent not less than thirty (30) days before the date when such removal shall take effect. No removal of the Capital Reserve Account Agent shall be effective until a successor has been appointed and agreed to serve hereunder. 11. Following the resignation or removal of the Capital Reserve Account Agent, a successor escrow agent, acceptable to the Dodgers, shall be appointed by the County. Any such successor escrow agent shall be a national banking association or other banking institution with trust { powers qualified to act as the capital reserve account agent hereunder under the laws of the State of Florida and shall affinnatively agree to hold the Capital Reserve Account in accordance with the terms hereof l 12. This Capital Reserve Account Agreement shall terminate upon disbursement of all funds in the Capital Reserve Account in accordance with Section 3 hereof. I 13. Capital Reserve Account Agent shall not be required to recognize any other reemcnt between the other parties hereto even though reference thereto may be made herein or cc -pies or provisions thereof may be annexed as exhibits hereto and whether or not it may have knowledge thereof; it being the intent of the parties hereto that Capital Reserve Account Agent's A • 40 21 .1 r tiN duties and responsibilities are only those as are expressly set forth herein. Capital Reserve Account Agent shall have no responsibility whatsoever with respect to the undertakings of any other party hereto or to any notices or undertakings of anyone not a party hereto. The Capital Reserve Account Agent shall have no liability or obligation with respect to the funds in the Capital Reserve Account except For the Capital Reserve Account Agent's willful misconduct or gross negligence. The Capital Reserve Account Agent's sole responsibility shall be for the safekeeping, investment, and disbursement of the funds in the Capital Reserve Account in accordance with the terms of this Capital Reserve Account Agreement. [Remainder of page left intentionally blank] 5 C -A 40 IN WITNESS WHEREOF, the parties hereto have executed this Capital Reserve Account Agreement as of the date first written below. Notice -Address: Indian River County 1840 25"' Street Vero Beach, Florida 32960 Attn: County Administrator Phone: (561) 567-8000, Ext, 1408 Fax: (561)978-1822 Attest: By:. Co erk • , t3AR70N Approved as to Form and I Legal Sufficiency r B I. S�. County Attorn y r Notice Address; Las Angeles Dodgers, Inc. 1000 Elysian Park Avenue Los Angeles, California 90012 Attn: Santiago Fernandez, Esq. Senior Vice President & General Counsel Phone: (323) 224-1312 Fax: (323)224-1595 'i, at I 6 I L INDIAN RIVER COUNTY, FLORIDA By: Name:Fran B. Adams Title: Chairman LOS ANGELES DODGERS, INC. By Na?-an;;tiago 'e andez Titnior Vi Pre ' ent General Counsel ACCEPTED AND AGREED TO A5 CAPITAL RESERVE ACCOUNT AGENT: Ngtice Addxcss: FIRST UNION NATIONAL BANK First Union National Bank 200 South Biscayne Boulevard 14th Floor (FL 6065) NY:yRGi N1ERfN(i Miami, Florida 33131 Its: VICE PRESIDE NT Phone: (305) 7894684 Fax: (305)789-4679 7 4b • ow EXHIBIT A Legal Description of Land (PARCEL I) + A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, I INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS i FOLLOWS: " COMMENCING AT THE NORTHEAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, PROCEED SOUTH 89°04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03 °30'11 " WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (A/K/A 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE ALONG SAID WESTERLY RIGHT-OF-WAY LINE SOUTH 09051'49" WEST, A DISTANCE OF 39.81 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 1125.14 FEET AND A CENTRAL ANGLE OF 14°57'00'; THENCE ALONG THE ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; + THENCE SOUTH 19°21'57" WEST, A DISTANCE OF 82.11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825.86 FEET AND A CENTRAL ANGLE OF 19°54'25 THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 00032'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH " RIGHT-OF-WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL (300 FOOT RIGHT-OF-WAY); THENCE ALONG SAID NORTHERLY BIGHT -OF -WAY LINE SOUTH 69°31'46" WEST, A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH " 17°00'00„ WEST, A DISTANCE OF 46T50 FF,ET TO A POINT; THENCE NORTH 20°58'57" t EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 00°23'00" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT BEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST; THENCE 1 NORTH 89004'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND PARALLEL WITH SAID SECTION LINE, A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING. L L L A-1 L L 40 • !7W3 1 r I-, (PARCEL 2) COMMENCING AT THE NORTI-IWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERK OF THE j CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2 AT PAGE 25, SAID LANDS NOW LYING AND BEING IN INDIAN RIVER COUNTY, FLORIDA, RUN EAST, A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET RIGHT-OF-WAY OF 43RD AVENUE; FROM SAID POINT OF BEGINNING RUN SOUTH 00'° 17'40" EAST ALONG THE AFORESAID EAST RIGHT-OF-WAY, A DISTANCE OF 765.95 FEET TO A POINT W14IC14 IS 50 FEET DISTANCE NORTIC-RLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 69°02'20" EAST ON A LINE PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL, A DISTANCE OF 2813.63 FEET; THENCE RUN NORTH 16°55'40" WEST, A DISTANCE OF 421.18 FEET; THENCE RUN NORTH 21056'10" EAST, A DISTANCE OF 410.00 FEET; THENCE RUN NORTH 00016'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 89°54'20" WEST' ON A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST OF THE WEST LINE OF TRACT 4 IN SAID SECTION 3; THENCE RUN SOUTH 00'17'40" EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. LESS AND EXCEPT THE FOLLOWING:. A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE. 25, OF THE PUBLIC RECORDS OF ST. LUCIE ' (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE { (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89°45'39" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730-78 FEET; THENCE SOUTH 000 14'21" WEST, A DISTANCE OF 875.82 FEET, THENCE SOUTH 89°45'39" EAST, A DISTANCE OF 414.56 FEET; THENCE SOUTH 63'53'04" EAST, A DISTANCE OF 476.06 IL FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH 1805`26" EAST, ALONG SAID WESTERL". LINE, A DISTANCE OF 386-46 FEET; THENCE SOUTH 69°2'53" WEST, ALONG ALINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT A-2 X ANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER CONTROL DISTRICT MAIN RELIEF CANAL, A DISTANCE OF 1806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 0000'47" EAST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 2094.26 FEET, TO THE POINT OF BEGINNING. A-3 EXHIBIT 13 Legal Investments for County Funds Legal investments for County funds shall be subject to restrictions asmay be imposed by law (Section 2 18,415 of Florida State Statutes). Funds will only be invested in the following securities: 1. Direct obligations of the United States Treasury; 2. State of Florida Local Government Surplus Funds Trust Fund (SBA); 3. Florida Local Government Investment Trust Fund (FLGIT); 4. Interest-bearing time deposits or savings accounts in qualified public depositories as defined in Section 280.02, Florida Statutes; 5_ Federal agencies and instrumentalities; 6. Securities of, or other interests in, any open-end or closed-end management -type investment company or investment trust registered under the Investment Company Act of 1140, 15 U.S.C. ss. 80a-1 et seq., as amended From time to time, provided that the portfolio of such investment company or investment trust is limited to obligations of the United States Government or any agency or instrumentality thereof and to repurchase agreements Fizlly collateralized by such United States Government obligations, and provided that such investment company or investment trust takes delivery of such collateral either directly or through an authorized custodian; 7. Securities and Exchange Commission registered money market funds with the highest credit quality rating from a nationally recognized rating agency; or 8. Repurchase agreements with a term of one year or less collateralized by direct. obligations of the United States Government which have maturities of three (3) years or less and a market value 103% of the repurchase amount. B-1 EXHIBIT C FORM OF REQUISITION REQUEST FOR IMPROVEMENT COSTS REQUISITION REQUEST NO, DATE: TOTAL DISBURSEMENT REQUESTED; $ REFERENCE: Development Agreement dated as of September 1, 2000 (the Development Agreement"), between Los Angeles Dodgers, Inc. (the "Dodgers"), and Indian River County, Florida, (the "County") as the Capital Reserve Account Agent (the "Capital Reserve Account Agent") is hereby requested to disburse from the Capital Reserve Account established under that certain Capital Reserve Account Agreement, dated as of September 1, 2000, by and among the Capital Reserve Account Agent, the Dodgers, and the County, to the person, firm or corporation designated below as Payee, the sum set forth below such designation, in payment of the cost of those items of the Improvement constructed or installed pursuant to the Development Agreement. The undersigned, on behalf of the Dodgers, hereby directs and instructs the Capital Reserve Account Agent to pay the amounts in accordance with the invoices attached as Exhibit A, and certifies in connection with such direction that: (a) The Improvement described on Exhibit "A" hereto has been constructed or installed at the Facility and the construction or installation of such Improvement has been completed on or before the date hereof; (b) The Dodgers have conducted such inspection and/or testing of the Improvement as they deem necessary and appropriate, and have accepted the Improvement; and 40, (c) The Improvement described on Exhibit "A" hereto is covered against all risks { pursuant to the policy of insurance required by the Facility Lease Agreement dated as of September 1, 2000 between the County and the Dodgers. 2. In the event that the Dodgers are to be reimbursed For invoices previously paid by the ( Dodgers for such items, written evidence of such prior payment and the amount thereoris d also attached to this Requisition. 3. Attached hereto are the Following (check each item attached), each of which is true and correct in all respects: 4 (� A true copy of the applicable purchase order and, where applicable, a duplicate original of any change order approved by the Dodgers increasing the costs of the Improvements in an amount in excess of the original price therefor; (_) Bills of sale for any component of the Improvements for which a bill of sale may be delivered; and/or A true copy of the Payee's statement or invoice. 4. Please disburse the following amount to the following Payee (if more than one Payee, please attach additional pages hereto setting Forth the following information): Payee: Amount: Address: Invoice No.: S. To induce the County to approve this Requisition and authorize the Capital Reserve Account Agent to disburse funds held in the Capital Reserve Account, the undersigned certifies that there are no outstanding construction liens against the Facility. G-2 40 40 I' f 6. The foll©wing constitutes an itemized list of attachments to this certificate, if applicable: t.J (a) Contractor's Application for Payment (AIA Forms G702 and 0703). (b) Architect's Certificate (AIA Farms G702 and G703). C-3 40 i E-1 :L L EXECUTED this day of , 20 Approved for payment: INDIAN RIMER COUNTY, FLORIDA By: County Administrator (or designee) C-4 LOS ANGELES DODGERS, INC. By: (Authorized Signature) 40 8 ` FORM OF REQUISITION REQUEST FOR REPAIR OR REPLACEMENT COSTS REQUISITION REQUEST NO. DATE: y TOTAL DISBURSEMENT REQUESTED; $ I . REFERENCE: Facility Lease Agreement dated as of September 1, 2000 (the "Lease"), i between Los Angeles Dodgers, Inc., as lessee (the "Dodgers"), and Indian River County, Florida, as lessor (the "County") i l as the Capital Reserve Account Agent (the "Capital Reserve Account Agent") is hereby requested to disburse from the Capital Reserve Account established under that certain Capital Reserve Account Agreement dated as of September 1, 2000, by and among the Capital Reserve Account Agent, the Dodgers, and the County, to the person, firm or corporation designated below as Payee, the sum set forth below such designation, in payment of the cost of the items of repair or replacement pursuant to the Lease. I . The undersigned, on behalf of the Dodgers, hereby directs and instructs the Capital Reserve Account Agent to pay the amounts in accordance with the invoices attached hereto as Exhibit A, and certifies in connection with such direction that: (a) The repairs or replacements described on Exhibit "A" hereto represent repairs or replacements which have been constructed or installed at the Facility and the construction or installation of such repairs and replacements has been completed on or before the date hereof, (b) The Dodgers have conducted such inspection and/or testing of the repairs or replacements as they deem necessary and appropriate and have accepted such repairs or replacements; and (c) The repairs and replacements described on Exhibit A" hereto are covered against all risks pursuant to the policy of insurance required by the Lease. C-5 I L 40 i 2. In the event that the Dodgers are to be reimbursed for invoices previously paid by the Dodgers for such items, written evidence of such prior ,payment and the amount thereof is also attached to this Requisition Request. 3. Attached hereto are the following (check each item attached), each of which is true and correct in all respects: U) A true copy of the applicable purchase order for the repair or replacement; (� Bills of sale for any component of the repair or replacement for which a bill of sale may be delivered; and/or A true copy of the Payee's statement or invoice. 4. Please disburse the following amount to the following Payee (if more than one Payee, please attach additional pages hereto setting forth the following information): Payee: Amount: Address: Invoice No.: S. To induce the County to approve this Requisition and authorize the Capital Reserve Account Agent to disburse fiends held in the Capital Reserve Account, the undersigned certifies that there are no outstanding construction liens against the Facility. G. The following constitutes an itemized list of attachments to this certificate (if applicable): (a) Contractor's Application for Payment (AIA Forms G702 and 0703). (b) Architect's Certificate (AIA Forms G702 and G703). C-6 I1 EXECUTED this day of , 20 LOS ANGELES DODGERS, INC. By. Approved for payment: INDIAN RIVER COUNTY, FLORIDA By: County Administrator (or designee) C -i (Authorized Signature) ■ i EXHIBIT a Proposal Letter from Capital Reserve Account Agent ON • ,.� 40 08/31/2000 08:56 561--979-1822 IRC ADMIN PAGE 02 uv a ergine. 117.51113 IB3F3H� PACE 2/2 FLOW IM F1 Cio Bowiv�ard 964 6N -NW f' r3dwin K Fry, Ir. Tines iiuwwr Indian River County 1840 25" St. VW, , l'I.3290 Ra: C" R&=Vo Accatsxrt Dear mi. Fry: I'k" Utuaxa is plaascstl tv AMMI to the County's Mgr for quots2iow to eat as a Capital levo Aovouni Agmt.. Wo PmlOM tdili U the First Urticat C`oritia Trtast ttmr.nt't dmdad Emow ASt"-cat ss a baste An providing the milked tlsird 191,11 dim• pa�dcd &M = g't °te agmemcat, is used, no kgw fey wM bD Bed fb documantntioiL A fiat mite of S I,Dw.00 p,�,, year is Proms to act U agaxlt and afdmiAner draws &VbM the m4~rowed fu ft. These costs will easily baa offset by tht iakterest emings on the aoco= We propose Jho tht monies in our Evergreen Select US Treasury Morrzy Mmkot acommt. Itecesstly, this &mount has been tatxairsg About 6.4%. It is NOT un FDIC izss<metl bmk derma btu, rather u money L=ket mutual fund which invests only in IS (lov+emta t and Agamoy obligations, as permitted in your 6WM investment poijoy. no rtsquhed grospmtus on this product is enclosed along with our gent escrow a ¢r o p. Please let MO kMw what flJrthca information would bo helpful. WO look fonvard z mcetia:>$ osis need for Indian River Contnty. 5irac�escly,// Pau[ F, Vinoent Vice Pmsidaat F--] 40 DOCUMENT ESCROW AGREEMENT THIS DOCUMENT ESCROW AGREEMENT ("Document Escrow Agreement"), is made as of September 1, 2000, by and between INDIAN RIVER COUNTY, FLORIDA, a political subdivision of the State of Florida (the "County"), CITY OF VERO BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida (the "City"), LOS ANGELES DODGERS, INC., a Delaware corporation (the "Dodgers"), FOX BASEBALL HOLDINGS, INC., a Delaware corporation ("Fox"), DE GUARDIOLA DEVELOPMENT, INC., a Florida corporation (the "Developer") and BRYANT, MILLER AND ©LIVE, P.A., a Florida professional corporation (the "Agent"). WITNESSETH: WHEREAS, the County, the City, Fox, the Dodgers and the Developer (each a Party and ca!_iectively, the "Parties") have entered into the Memorandum of Understanding dated as of July 24, 2000, to acquire, renovate and improve the "Dodgertown" spring training, facilities and other property located in Indian River County, Florida; and this Document Escrow Agreement shall serve to effect the transactions contemplated thereby; and WHEREAS, the Dodgers and the County have entered into that certain Agreement For Sale and Purchase dated as of September 1, 2000 (the "County Agreement for Sale and Purchase"), and WHEREAS, Fox, the Dodgers and the Developer have entered into that certain Agreement " for Sale and Purchase dated as of September 1, 2000 (the "Developer Agreement for Sale and I Purchase"); and WHEREAS, in order to facilitate the transactions contemplated by the Memorandum of " Understanding, the County Agreement for Sale and Purchase and the Developer Agreement for Sale and Purchase, and the other Escrow Documents as hereinafter defined, the Parties enter into this Document Escrow Agreement to provide for the escrow of all documents necessary to close in conjunction with the County's authorization to sell revenue bonds or otherwise issue obligations to fund the purchase price under the County Agreement for Sale and Purchase and the Construction Fund under the Development Agreement (the "Bonds"); and WHEREAS, Agent has been selected by the County to issue an owner's title insurance policy covering all real property interests identified in the County Agreement for Sale and Purchase. NOW THEREFORE, in consideration of the mutual promises, covenants, representations and agreements contained herein, together with $10.00 and other good and valuable consideration exchanged amongst the Parties, the Parties to this Document Escrow Agreement undertake, promise and agree for themselves or their permitted successors and assigns as follows: k i L L 40 40 r SECTION 1. CREATION OF ESCROW, RECEIPT OF ESCROW DOCUMENTS. (A) Subject to the terms and conditions set forth herein, the Parties desire to appoint Agent to perform the duties set forth herein, and Agent is willing to perform such duties. (B) The Parties hereby deliver to, or will from time to time deliver to, Agent the documents identified, or to be identified, in Exhibit A hereto necessary to deliver and convey the Property to the County and otherwise fulfill the transactions contemplated by the Memorandum of Understanding 1 (the "Escrow Documents"). As provided in Section (1) (D) hereof, Exhibit A shall be updated as the list of Escrow Documents may be added to, deleted from, or otherwise modified from time to time. (C) Agent shall acknowledge its receipt of the Escrow Documents from each Party and the Escrow Documents shall be held in escrow pending disbursement and disposition as provided for herein. (D) In the event the Parties, from time to time jointly add, delete or modify one or more of the documents escrowed hereunder, Agent shall provide a certificate, with a copy to each Party hereto, identifying all documents currently held hereunder. Such certificate shall reflect a current composite list of all documents held by Agent. Agent shall be entitled to rely and act upon written instruction from any official, officer or attorney reasonably believed to be acting on behalf of any Party hereto. w (E) The Agent is hereby directed and authorized to direct disbursement of the Escrow Documents in accordance with a closing memorandum prepared in conjunction with the Bonds and t agreed to by the Parties, so long as such memoranda provides for the immediate wire transfer to the Seller of the net purchase price proceeds due under the County Agreement for Sale and Purchase at closing. SECTION 2. DISTRIBUTION OF ESCROW DOCUMENTS. Delivery and distribution of the Escrow Documents shall be and is expressly conditioned upon the fulfilling of all h conditions and full performance under the Memorandum of Understanding, County Agreement for Sale and Purchase, Developer Agreement for Sale and Purchase, Development Agreement and this Document Escrow Agreement. However, all Parties acknowledge and agree that each shall timely 1 act and continue to perform under the Memorandum of Understanding, County Agreement for Sale and Purchase, Developer Agreement for Sale and Purchase, Development Agreement, the other 1 Escrow Documents or any other document or covenant associated with the foregoing (all of which 1 are contemplated by the Memorandum of Understanding) to and through closing or notice of termination, including, but not limited to processing title insurance, surveys, environmental i assessments, and site planning and permitting processes. QR I Upon the satisfaction of all conditions set forth on Exhibit B hereto, each Party to the Memorandum of Understanding agrees to and shall execute a certificate acknowledging performance f and satisfaction of conditions thereunder, and waiving any objections to the closing on the acquisition of the Land by the County under the County Agreement for Sale and Purchase and the acquisition of land by the Developer under the Developer Agreement for Sale and Purchase, and the f implementation of the other Escrow Documents held under this Document Escrow Agreement. ` Following receipt of all such certifications, the County will proceed with the sale of the Bonds or otherwise initiate financing as contemplated in the Memorandum of Understanding, the City will l proceed with funding the Grant Amount (as defined in the Interlocal Agreement), and the Developer will proceed to close on the land as contemplated by the Developer Agreement for Sale and Purchase, each to occur in conjunction with the closing on the Bonds, and the Agent shall thereupon be authorized and directed to deliver the Escrow Documents in conjunction with the closing on the Bonds. Upon notification from the County to Agent that the County has authorized the sale and subsequent delivery of the Bonds or otherwise has available all funds necessary to close and upon Agent's confirmation that bank wire transfer(s) to the Seller under both the County Agreement for Sale and Purchase and the Developer Agreement for Sale and Purchase have been instituted and received, Agent shall cause the delivery of the Escrow Documents and cause their recordation in the public records. If Agent has not been notified on or before May 31, 2001 to disburse and deliver the Escrow Documents, Agent shall thereafter promptly return each document held to the Party respectively providing such document to the Agent. However, upon written instructions signed by all Parties and delivered to the Agent, the Agent shall have the option and authority to continue to hold the Escrow Documents pending disbursement or written instructions signed by all Parties to return the documents. SECTION 3. DUTIES AND RESPONSIBILITIES OF AGENT. (A) The Agent's actions under this Document Escrow Agreement shall be deemed ministerial and so long as the Agent reasonably performs as provided herein, except as prohibited by law with regard to the County and the City, the Parties agree to hold harmless and indemnify the Agent with respect to any loss or damage experienced by the Agent, including reasonable attorneys fees, as a result of its good faith performance hereunder. (l3) Upon disbursement as provided herein or as otherwise agreed to by the Parties hereto at closing and the delivery of the Escrow Documents as provided herein, or alternatively, upon the i return of the Escrow Documents to the respective Parties as provided herein, this Document Escrow t Agreement shall terminate. SECTION d. AGREEMENT OF AGENT. Agent agrees to act, without fee, in accordance with the terms and conditions of this Agreement and the instructions contained herein. SECTION 5. EFFECTIVE DATE: ADDITIONAL SIGNATURES. Upon release of tate Escrow Documents in accordance with the provisions hereof, the consummation of the transactions contemplated by the Memorandum of Understanding and the Escrow Documents shall occur. In accordance therewith, (a) the officers for the Panics shall (i) fill-in any and all blanks in the Escrow Documents, (ii) attach any and all exhibits that have not heretofore been attached to the Escrow Documents, and (iii) make any necessary revisions to the Escrow Documents as mutually agreed to by the Parties and (b) because the parties to the Escrow Documents have executed one (1) original of each of the Escrow Documents, upon release of the Escrow Documents in accordance with the provisions hereof, the parties to the Escrow Documents shall execute additional originals thereof, in order that each Party have original fully executed counterparts of the Escrow Documents and (c) the Parties shall take or cause to be taken such further actions and execute and deliver or cause to be executed and delivered such other instruments as may be reasonably requested by the other Parties in order to consummate the transactions contemplated by the Escrow Documents. SECTION d. DISPU'T'ES. (A) In the event of any disagreement between the Parties resulting in conflicting instructions to, or adverse claims or demands upon Agent with respect to the release of the Escrow Documents, Agent shall refuse to comply with any such instruction, claim or demand so long as such disagreement shall continue, and in so refusing Agent shall not release the Escrow Documents. Agent shall not be or become liable in any way to any of the Parties for its failure or refusal to comply with any such conflicting instructions or adverse claims or demands, and it shall be entitled to continue so to refrain from acting until such conflicting or adverse demands shall have (i) been settled by agreement and Agent receives notice thereof by all the Parties or (ii) finally been determined by a court of competent jurisdiction. f i (B) If any of the Parties or Agent shall be in disagreement about the interpretation of this Document Escrow Agreement, or about their respective rights and obligations, or about the propriety of any action contemplated by Agent, or if Agent receives or becomes aware of conflicting demands t or claims with respect to this escrow or the rights of any of the Parties hereto or documents deposited herein or affected hereby, Agent may, but shall not be required to, file an action in interpleader to 1 resolve the disagreement or dispute and, upon filing such action, Agent shall be released front all ` obligations under this Document Escrow Agreement. If any action arising out of this Document Escrow Agreement is commenced by any of the Parties, Agent may deposit the Escrow Documents with the clerk of the court in which such action is commenced or pending and, upon depositing the V I Escrow Documents, Agent shall be released front all obligations under this Document Escrow Agreement. q I SECTI{IiN 7. INDEMNITY, . (A) Each of the Parties hereby jointly and severally agree to save harmless, indemnify and defend (with counsel chosen by Agent) Agent For, from and against any loss, damage, liability, judgment, cost and expense whatsoever, including reasonable attorneys' fees (either paid to retained l attorneys or the fair value of services rendered to itself), suffered or incurred by it, by reason of, or on account of, any misrepresentation made to it or its status or activities as Agent under this { Document Escrow Agreement, except for any loss, damage, liability, judgment, cost or expense resulting from negligence or willful misconduct on the part of Agent. (13) Agent shall not be required to defend any legal proceeding which may be instituted against it in respect of the subject matter of this Document Escrow Agreement unless requested to do so by all the Parties and indemnified to Agent's satisfaction against the cost and expense of such defense, If any such legal proceeding is instituted against it, Agent agrees promptly to give notice of such proceeding to the Parties. Agent shall not be required to institute legal proceedings of any kind. SECTION 8. LIABILITY, DUTIES AND RESPONSIBILITY OF AGENT. r (A) Agent undertakes to perforin only such duties as are expressly set forth in this Document Escrow Agreement. Agent shall not be deemed to have any implied duties or obligations under or related to this Document Escrow Agreement. (B) Agent may (i) act in reliance upon any writing or instrument or signature which it, in good faith, believes to be genuine; (ii) assume the validity and accuracy of any statement or assertion contained in such a writing or instrument, and (iii) assume that any person purporting to give any writing, notice, advice or instructions in connection with the provisions of this Document Escrow Agreement has been duly authorized to do so. Agent shall not be liable in any manner for the i sufficiency or corrections as to form, manner of execution, or validity of any instrument deposited l in escrow, nor as to the identity, authority, or right of any person executing any instrument. f (C) It is acknowledged that Agent is counsel for the County. It is agreed that Agent shall 4 not be disabled or disqualified from representing the County, its officers, directors, employees or agents in connection with any dispute or litigation which may arise out of or in connection with this Document Escrow Agreement or the transactions contemplated by the Escrow Documents as a result of Agent acting as Agent under this Document Escrow Agreement and the other Parties hereto waive any claim or right to assert a conflict of interest arising out of or in connection with the Foregoing.. �- 5 A SECTION 9. NOTICES. Whenever it is provided herein that notice, demand, request, consent, approval or other communication shall or may be given to, or served upon, any of the Parties, or whenever any of the Parties desires to give or serve upon the other any notice, demand, request, consent, approval or other communication with respect hereto, each such notice, demand, request, consent, approval or other communication shall be in writing and shall be effective for any purpose only if given or served by (a) personal delivery with a signed receipt or (b) a recognized national courier service, addressed as follows: If to the City: City of Vero Beach 1053 200' Place Vero Beach, Florida 32961-1389 Attention: City Manager Phone: (561) 978-4710 Facsimile: (561) 778-3856 If to the County: Indian River County 1840 251" Street Vero Beach, Florida 32960 Attention: County Administrator Phone: (561) 567-8000, Ext. 1408 Facsimile: (561) 978-1822 If to the Dodgers: Los Angeles Dodgers, Inc. Dodgertown P.O. Box 2887 Vero Beach, Florida 32961 Attention: Mr. Craig Callan Phone: (561) 569-4900 Facsimile: (561) 770-2424 With a copy to: Los Angeles Dodgers, Inc. 1000 Elysian Park Avenue Los Angeles, California 90012 Attention: Santiago Fernandez, Esq. Senior Vice President & General Counsel Phone: (323)224-1312 Facsimile: (323) 224-1595 6 O C O It to Fox: Fox Sports Enterprises P.D. Box 900 Beverly Hills, CA 90213-0900 Attention: Gary Ehrlich Phone: (310) 369-2765 Facsimile: (310) 369-3921 If to the Developer de Guardiola Development, Inc. 222 Lakeview Avenue 17" Floor West Palm Beach, Florida 33401 Attention: George de Guardiola Phone: (561) 655-1838 Facsimile: (561) 655-5979 [f to the Agent- Bryant, Miller and Olive, P.A. 201 South Monroe Street Suite 500 Tallahassee, Florida 32301 Attention: Robert C. Reid Phone: (850) 222-8611 Facsimile: (850) 222-8969 Any such notice may be given, in the manner provided in this Section, on a Party's behalf by its attorneys designated by such party by notice hereunder. Every notice given hereunder shall be effective on the date actually received, as indicated on the receipt therefor or on the date delivery thereof is refused by the recipient thereof. Any Party hereto may by notice delivered to Agent and the other Parties, change its address for purposes of this Document Escrow Agreement. SECTION 10. MODIFICATION. No covenant, agreement, term or condition of this Document Escrow Agreement shall be changed, modified, altered, waived or terminated except by a written instrument of change, modification, alteration, waiver or termination executed by all Parties. Agent shall not be bound by any modification of this Document Escrow Agreement, unless there is delivered to Agent a written modification signed by all the Parties. No such modification shall, without the written consent of Agent, modify the provisions of this Document Escrow Agreement relating to the duties, obligations or rights of Agent. { r i 7 �u SECTION I I. SUCCESSORS. This Document 'Escrow Agreement shall be binding upon and inure to the benefit of the Parties, their heirs, executors and administrators; provided, however, that neither this Document Escrow Agreement nor any of the rights, interests or obligations hereunder may be assigned by any of the Parties hereto without the prior written consent of the other Parties. SECTION 12. CONSTRUCTION. This Document Escrow Agreement shall be t governed by and construed in accordance with the laws of the State of Florida. l SECTION 13. MISCELLANEOUS. The titles to the paragraphs or sections of this Document Escrow Agreement are solely for the convenience of the Parties and Agent and shall not. be used to explain, modify, simplify or aid in the interpretation of the provisions of this Document Escrow Agreement. All references in this Document Escrow Agreement to the terms "herein', "hereunder" and words of similar import shall refer to this Document Escrow Agreement, as distinguished from the paragraph or Section within which such term is located. This Document Escrow Agreement may be executed in counterparts, each of which shall be (teemed an original but all of which together shall represent one instrument. If any provision of this Document Escrow Agreement or the application thereof to any person or circumstances is, to any extent, finally determined by a court of competent jurisdiction to be invalid and unenforceable, the remainder of this Document Escrow Agreement, and the application of such provision to persons or circumstances other than those as to which it is held invalid and unenforceable, shall not be affe ated thereby and each term and provision of this Document Escrow Agreement shall be valid and enforceable to the fullest extent permitted by law. SECTION 14. ENTIRE AGREEMENT. This Document Escrow Agreement is irrevocable and shall not be amended or modified unless executed in writing by all Parties hereto. This Document Escrow Agreement shall be governed by the applicable laws of the State of Florida and is the entire agreement between the Parties pertaining to the subject escrow. t 0 • S 40 D r_ L L IN WITNESS WHEREOF, the Parties hereto have entered into this DOCUment Escrow Agreement as of the day and year First above written. INDIAN RIVER COUNTY, FLORIDA ATTEST: Approved as to Farm and Legal Sufficiency E vunty Attorney ATTEST: City Clerk Approved as to Form and Legal Sufficiency Bv: City Attorney 9 Chairman CITY OF VERO BEACH, FLORIDA By: Mayor ATTEST' By: Witnesses: ATTEST: By: Witnesses: 1 10 LOS ANGELES DODGERS, INC. BY:— Its :1eos�s al Y:its:4�al Cout.:;e 1 FOX BASEBALL HOLDINGS INCORPORATED B4ts. �.�. f� 1 ATTEST: By: Witnesses: i de GUARDIOLA DEVELOPMENT, INC. 7 n 7;,� B rC _Cr. ,61111 - .ccs BRYANT, MILLER AND OLIVE, P.A. BY: Sh eolder and Authorized Signatory EXHIBIT A List of Escrow Documents 1. Agreement for Sale and Purchase between the County and the Dodgers. 2. Agreement for Sale and Purchase between the Developer and the Dodgers. 3, Facility Lease Agreement between the County and the Dodgers. 4, Development Agreement between the County and the Dodgers. 5. Capital Reserve Account Agreement between the County, the Dodgers and the Capital Reserve Account Agent named therein. 6. Parking Agreement between the County, the Dodgers, and the Developer, 7. Interlocal Agreement between the County and the City. A-1 11 40, D EXHIBIT B ESCROW RELEASE CONDITIONS Prior to closing on the (i) County Agreement for Sale and Purchase between the County and the Dodgers and the issuance of Bonds as contemplated in the Memorandum of Understanding, and (u) Developer Agreement for Sale and Purchase, the following conditions shall have been satisfied, or waived in writing by the Parties hereto, and each, in its sole and absolute discretion, shall have executed a Certificate acknowledging waiver or performance of the following: (1) The environmental site assessment required under the County Agreement for Sale and Purchase has been obtained, updated and accepted by the County and the Dodgers as provided therein; (Z) The land survey required under the County Agreement for Sale and Purchase has been obtained, updated and accepted by the County as provided therein; (3) The title insurance commitment required under the County Agreement for Sale and Purchase has been obtained, endorsed and accepted by the County as provided therein; (4) The ADA site assessment required under the County Agreement for Sale and Purchase has been obtained, updated and accepted by the County and the Dodgers as provided therein. (5) The Dodgers have prepared the preliminary design plan in order to prepare the Design Criteria Package called for in the Development Agreement and same has been accepted by bath the Dodgers and the County; (G) The County has duly selected a Design Build Firm; the Dodgers have entered into a Design Build Agreement; Project Design has commenced and is substantially complete; Construction Drawings are substantially complete; and all site plan approvals reasonably necessary to immediately commence construction of the Improvements have been obtained and are acceptable to the Parties (all capitalized terms being defined in the Development Agreement or the Memorandum of Understanding); (7) The Developer has not provided notice of termination as described in the Memorandum of Understanding in connection with site plan approvals and the Developer is in a position to obtain a building permit and commence construction on the land to be acquired by the Developer under the Developer Agreement for Sale and Purchase upon acquisition of said land; M i i (8) The environmental site assessment required under the Developer Agreement for Sale and Purchase has been obtained, updated and accepted by the Developer and the Dodgers, as provided therein; (9) The land survey requirement under the Developer Agreement for Sale and Purchase has been obtained, updated and accepted by the Developer, as provided therein; (10) The title insurance commitment required under the Developer Agreement for Sale and Purchase has been obtained, endorsed and accepted by the Developer, as provided therein; 44. (11) The Developer and the Dodgers have finalized the Collateral Development Agreement, the Declaration and the License Agreement, as such terms are defined in the Developer Agreement for Sale and Purchase; L I L (12) The Dodgers have confirmed the Project Costs (as defined in the Development Agreement) and have not terminated the Development Agreement pursuant to Section 6.1 thereof; (l 3) The Parties shall have timely filed the necessary Application to the Florida Office of Tourism required by Section 288.1162, Florida Statutes, as described in the Memorandum of Understanding; (14) The Florida Office of Tourism shall have approved the Application required by Section 288. l 162, Florida Statutes, as described in the Memorandum of Understanding; (15) The County shall have extended the Tourist. Development Tax as described in the Memorandum of Understanding; (16) The Capital Reserve Account Agent (as defined in the Capital Reserve Account Agreement) has been selected and has executed the. Capital Reserve Account Agreement; (17) The Declaration of Easements contemplated by the Parking Agreement has been finalized by the. Parties to the Parking Agreement. (18) The Collateral Development Conceptual Master Plan (as defined in the Parking. Agreement) has been finalized; (19) The. Facility Conceptual Master Plan (as defined in the Parking Agreement) has been finalized; and B-2 b` A (20) The Parties have executed certificates acknowledging or otherwise waiving performance and satisfaction of all conditions under the Memorandum of Understanding or any other documentation facilitating the transactions contemplated thereby, waiving any objections to the closing on the acquisition of the Land by the County under the County Agreement for Sale and Purchase, the acquisition of the Land by the Developer under the Developer Agreement for Sale and Purchase, and the implementation of the other documents held under this Document Escrow Agreement. B-3 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. 40 4W 2. Terms not specifically defined herein shall have the meaning ascribed to them in the Declaration. 3. The Developer shall submit to the City a conceptual master plan for the Collateral Development (the "Collateral Development Conceptual Master Plan"). The parties acknowledge that the Collateral Development Conceptual Master Plan is subject to modifications necessary to ensure the Collateral Development Conceptual Master Plan is in compliance with City's Code of Ordinances. 4. The Dodgers shall submit to the City a conceptual master plan for certain improvements at the Facility (the "Facility Conceptual Master Plan"). The parties acknowledge that the Facility Conceptual Master Plan is subject to modifications necessary to ensure the Facility Conceptual Master Plan is in compliance with City's Code of Ordinances. S. Determination of the required number of parking spaces for each of the Collateral Development and the Facility will be determined as provided in the City's Code of Ordinances. Any exceptions provisions of the number of parking spaces required by the City's Code of Ordinances shall be considered as provided in the City's Code of Ordinances. b. The parking requirements for the Collateral Development combined with the parking requirements for the Facility shall be herein referred to as the "Total Parking Requirements". 7. The Dodgers and the Developer shall jointly provide the Total Parking Requirements. The number of parking spaces on the Facility site and the number of parking spaces on the Collateral Development site shall be as set forth in the Declaration. 8. This Agreement may be amended, altered or modified only by a written agreement by all the parties hereto. 9. This Agreement shall be construed under and interpreted according to the laws of the State of Florida and the venue with respect to any litigation arising hereunder shall be in Indian River County, Florida. 10. If any provisions of this Agreement shall be declared invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall continue in full force and effect. a Cl 11. All charges for all parking at the Collateral Development shall be as set forth in the Declaration or as otherwise agreed to solely by the Dodgers and the Developer, in their sole discretion (subject to applicable laws). All charges for all parking at the Facility shall be as set forth in the Declaration or as otherwise promulgated by the Dodgers, in their sole discretion (subject to p applicable laws), In all cases, any and all revenues derived from parking on the Collateral l Development in connection with events at the Facility shall be retained solely by the Dodgers after reimbursing the Developer for any costs and expenses incurred by the Developer in connection with such parking. 12. This Agreement shall be binding upon the parties, their successors and assigns. 13, Any first mortgagee holding a mortgage on the lands within the Collateral Development may receive a copy of any notices sent to any owners within the Collateral Development by a party hereto by filing a request for such notice with each of the parties hereto, which request must be given in the same fashion as a notice hereunder. Such request shall include the name and address of the mortgagee to which a copy of the notice is to be given. The holder of a first mortgage upon any portion of the Collateral Development which requests notice in accordance with this Agreement shall, after receiving a notice of default hereunder, have a ten (10) day period to cure such default before any party may exercise the remedies hereunder or as otherwise provided by law. 14. Notices to all parties shall be deemed delivered (i) when hand delivered, or (ii) one business day following delivery to an express delivery courier, such as Federal Express. If to the County: Indian River County 1840 25'h Street Vero Beach, Florida 32.960 Attention: County Administrator Phone: (561) 567-8000, Ext. 1408 Facsimile:(561) 978-1822 If to the Dodgers: Los Angeles Dodgers, Inc. Dodger -town P,O. Box 2887 Vero Beach, Florida 3 29 61 Attention: Mr. Craig. Callan Phone:(561) 569-4900 Fax:(561)770-2424 Copy to: Los Angeles Dodgers, Inc. 1000 Elysian Parr Avenue Los Angeles, California 90012 Attention: Santiago Fernandez, Esq. Senior Vice President & General Counsel Phone:(323) 224-1312 Fax -.(323) 224-1595 If to the Developer: de Guardiola Development, Inc. 222 Lakeview Avenue 17" Floor West Pain Beach, Florida 33401 Attention: George de Guardiola Phone:(561) 655-1838 Facsimile:(561) 655-5979 15. In the event of any conflict between the Declaration and this Agreement, the Declaration shall control. 16. This Agreement maybe executed in one or more counterparts, but .all such counterparts, when duly executed, shall constitute one and the same Agreement (a party may execute a copy of this Agreement and deliver it by facsimile transmission, provided however, that any such party shall promptly deliver an original signed copy of this Agreement). 4 IN WITNESS WHEREOF, the parties have set their hands and seals as of the date written below. [Seal] Date: Attest: r,RTGN Approved as to form and legal sufficiency By: S��ZZ240Z County Attorney [Seal] Date: Attest: [Seal] Date: C Attest: Exhibit A County Property Exhibit B -- Adjacent Property INDIAN RIVER COUNTY, FLORIDA Its: Chairman LOS ANGELES DODGERS, INC. By: Its: de GILLaP11�EIV. T, INC. B(I'C 4 Exhibit List 5 W- IN WITNESS WHEREOF, the parties have set their hands and seals as of the date written below. [Seal] INDIAN RIVER COUNTY, FLORIDA Date: By: Its: Attest: Approved as to form and legal sufficiency By: County Attorney [,Seal] LOS ANGELES ]DODGERS, INC. Date: / By: Its: Seni Gic P si ent eneral Counsel Attest: [Seal] de GUARDIOLA DEVELOPMENT, INC. Date: By= Its: Attest: Exhibit. A -- County Property Exhibit B -- Adjacent Property Exhibit List S EXHIBIT A (PARCEL I) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMIIMNCING AT THE NORTHEAST CORNER OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, PROCEED SOUTH 89°04'56" WEST ALONG THE NORTH LINE OF SAID SECTION 3, A DISTANCE OF 1998.33 FEET TO A POINT; THENCE SOUTH 03°30'11" WEST, A DISTANCE OF 30.09 FEET TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF AIRPORT DRIVE (A/K/A 34TH AVENUE, 90 FOOT RIGHT-OF-WAY), SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUE ALONG SAID WESTERLY RIGHT-OF-WAY LINE SOUTH 09°51'49" WEST, A DISTANCE OF 39.81 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE NORTHWEST, HAVING A RADIUS OF 112114 FEET AND A CENTRAL ANGLE OF 14057'00"; 'THENCE ALONG THE ARC OF SAID CURVE, A DISTANCE OF 293.58 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 19°21'57" WEST, A DISTANCE OF 82.11 FEET TO THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 1825.86 FEET AND A CENTRAL ANGLE OF 19054'25"; THENCE ALONG THE ARC OF SAID CURVE A DISTANCE OF 634.34 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 00032'28" EAST, A DISTANCE OF 43.37 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY OF INDIAN RIVER FARMS DRAINAGE DISTRICT MAIN CANAL (300 FOOT RIGHT-OF-WAY); THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 69°31'46" WEST A DISTANCE OF 477.79 FEET TO A POINT; THENCE NORTH 17°00'04" WEST, A DISTANCE OF 467.50 FEET TO A POINT; THENCE NORTH 20'58'57" EAST, A DISTANCE OF 409.51 FEET TO A POINT; THENCE NORTH 0023'00" WEST, A DISTANCE OF 290.75 FEET TO A POINT; SAID POINT BEING 30 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST; THENCE NORTH 89004'56" EAST ALONG A LINE BEING 30 FEET SOUTHERLY OF AND PARALLEL WITH SAID SECTION LINE, A DISTANCE OF 623.56 FEET TO THE POINT OF BEGINNING. A-1 40 �2 (PARCEL 2) COMMENCING AT THE NORTHWEST CORNER OF TRACT 5, SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AS SHOWN ON THE LAST GENERAL PLAT OF LANDS OF THE INDIAN RIVER FARMS COMPANY, FILED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2 AT PAGE 25, SAID LANDS NOW LYING ANIS BEING IN INDIAN RIVER COUNTY, FLORIDA, RUN EAST, A I DISTANCE OF 25 FEET TO THE POINT OF BEGINNING ON THE EAST LINE OF A 50 FEET i RIGHT-OF-WAY OF 43RD AVENUE; FROM SAID POINT OF BEGINNING RUN SOUTH 00'17'40" EAST ALONG THE AFORESAID EAST RIGHT-ORWAY, A DISTANCE OF 765.95 p FEET TO A POINT WHICH IS 50 FEET DISTANCE NORTHERLY FROM, AT RIGHT ANGLES TO, THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL OF THE INDIAN RIVER FARMS DRAINAGE DISTRICT; THENCE RUN NORTH 69°02'20" EAST ON A LINE P PARALLEL TO AND 50 FEET FROM THE NORTH RIGHT-OF-WAY OF THE MAIN CANAL, A DISTANCE OF 2813.63 FEET; THENCE RUN NORTH 16°55'40" WEST, A DISTANCE OF 421.18 FEET; THENCE RUN NORTH 21'56'40" EAST, A DISTANCE OF 410.00 FEET; + THENCE RUN NORTH 00016'00" WEST, A DISTANCE OF 293.70 FEET TO A POINT WHICH IS 30.00 FEET SOUTH OF THE TOWNSHIP LINE BETWEEN TOWNSHIP 33 SOUTH AND TOWNSHIP 32 SOUTH, RANGE 39 EAST; THENCE RUN SOUTH 89'°54'20" WEST ON ' A LINE WHICH IS 30 FEET SOUTH OF AND PARALLEL TO THE AFOREMENTIONED TOWNSHIP LINE, A DISTANCE OF 2666.10 FEET TO A POINT WHICH IS 25 FEET EAST OF THE WEST LINE OF TRACT 4 1N SAID SECTION 3; T1 ENCE RUN SOUTH 00'17'40" EAST, A DISTANCE OF 1314.0 FEET TO THE POINT OF BEGINNING. LESS AND EXCEPT THE FOLLOWING: A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF THE PUBLIC RECORDS OF ST. LUCIE (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER I FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89°45139" EAST, ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE SOUTH 00b 1421I 11 WEST, A DISTANCE OF 876.82 FEET; THENCE SOUTH 89°45'3911 EAST, A DISTANCE OF 414.56 FEET; THENCE SOUTH 63'53'04" EAST, A DISTANCE OF 476.06 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE 1. A-2 e 4D , r EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE X PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; THENCE SOUTH 18°5'26" EAST, ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET; THENCE SOUTH 6902'53" WEST, ALONG A LINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT ANGLES TO THE NORTH RIGHT-OF-WAY LINE OF THE INDIAN RIVER FARMS WATER I . CONTROL DISTRICT MAIN RELIEF CANAL, A DISTANCE OF 1.806.38 FEET, TO A POINT ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 00'0'47" EAST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 2094.26 FEET, TO THE POINT OF BEGINNING. A-3 EXHIBIT B (PARCEL 2A) A PARCEL OF LAND LYING IN SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, INDIAN RIVER FARMS COMPANY SUBDIVISION, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 25, OF THE PUBLIC RECORDS OF ST. LUCIE (NOW INDIAN RIVER) COUNTY, FLORIDA, SAID PARCEL DESCRIBED AS FOLLOWS: BEGIN AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF 43RD AVENUE i (A 50 FOOT RIGHT-OF-WAY) AND THE SOUTH RIGHT-OF-WAY LINE OF INDIAN RIVER FARMS WATER CONTROL DISTRICT CANAL A3, THENCE SOUTH 89045'39" EAST, r ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 730.78 FEET; THENCE SOUTH 000 14'21" WEST, A DISTANCE OF 876.82 FEET; THENCE SOUTH 89°45'39" EAST, A DISTANCE OF 414.56 FEET; THENCE SOUTH 63'53'04" EAST, A DISTANCE OF 476.06 FEET, MORE OR LESS, TO A POINT ON THE WESTERLY LINE OF A 66 FOOT DRAINAGE r EASEMENT AS RECORDED IN OFFICIAL RECORD BOOK 210, PAGE 531, OF THE PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA; TI-IENCE SOUTH I8° 15'26" EAST, ALONG SAID WESTERLY LINE, A DISTANCE OF 386.46 FEET; THENCE SOUTH 69°22'53" WEST, ALONG A LINE WHICH IS 50 FEET NORTH OF, AS MEASURED AT RIGHT ANGLES TO THE NORTH RIGHT-OF-WAY LINE Of THE INDIAN RIVER FARMS WATER CONTROL DISTRICT MAIN RELIEF CANAL, A DISTANCE OF 1806.38 FEET, TO A POINT j ON THE AFOREMENTIONED EAST RIGHT-OF-WAY LINE OF 43RD AVENUE; THENCE NORTH 00°00'47" EAST, ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 2094.26 FEET, TO THE POINT OF BEGINNING. I CONTAINING 47.3352 ACRES, MORE OR LESS. (PARCEL 3) SITUATED IN THE STATE OF FLORIDA, COUNTY OF INDIAN RIVER, CITY OF VERO BEACH, BEING PARTS OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST, AND SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AND BEING MORE PARTICULARLY BOUNDED AND DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, RUN SOUTH 00* 14'21" WEST AND PERPENDICULAR TO THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 30 FEET; THENCE SOUTH 89°45'39" EAST (BASIS OF BEARINGS) ALONG A LINE 30 FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 1183.72 FEET TO THE POINT OF BEGINNING OF THE HEREIN DESCRIBED PARCEL; THENCE CONTINUE SOUTH 89°45'39" EAST ALONG A LINE 30 { FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A i DISTANCE OF 1233.19 FEET TO AN INTERSECTION WITH THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"); THENCE CONTINUE SOUTH 8945'39" EAST, ALONG A LINE 30 FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 42.60 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY AS MEASURED PERPENDICULAR TO THE SAID SOUTHWESTERLY EXTENSION OF FLIGHT SAFETY i DRIVE (FORMERLY KNOWN AS AVENUE "C"); THENCE NORTH 20°21'06" EAST ON A LINE 40 FEET EASTERLY OF AND PARALLEL WITH THE SAID SOUTHWESTERLY EXTENSION OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), A DISTANCE OF 552..64 FEET TO A NON -TANGENT POINT ON A CIRCULAR CURVE, SAID POINT BEARS NORTH 10032'44" EAST FROM THE RADIUS POINT OF SAID CIRCULAR CURVE; THENCE SOUTHWESTERLY ALONG SAID CIRCULAR CURVE, CONCAVE TO THE SOUTHEAST HAVING A RADIUS OF 950.00 FEET THROUGH A CENTRAL ANGLE OF 36°47'28", FOR AN ARC LENGTH OF 614.02 FEET TO A POINT OF TANGENCY, SAID ARC TENDING A CHORD OF 599.59 FEET ALONG A BEARING OF SOUTH 82°08'59" WEST FROM THE AFORESTATED NON -TANGENT POINT; THENCE SOUTH 63 °45' 16" WEST, A DISTANCE OF 974.46 FEET TO THE POINT OF BEGINNING. LESS AND EXCEPT THE SOUTHERLY 30 FEET OF THE EASTERLY 84,070 FEET THEREOF. B-2 (PARCEL 4) SITUATED IN THE STATE OF FLORIDA, COUNTY OF INDIAN RIVER, CITY OF VERO BEACH, BEING A PART OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST AND + BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, RUN SOUTH 89045'39" EAST (BASIS OF BEARINGS) ALONG THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 2470.49 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE. OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"); THENCE NORTH 20021'06" EAST TO A LINE 40 FEET EASTERLY AND PARALLEL WITH THE SOUTHWESTERLY EXTENSION OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), A DISTANCE OF 388.56 FEET TO THE POINT OF BEGINNING OF THE HEREIN DESCRIBED PARCEL OF LAND; THENCE CONTINUE NORTH 20°21'06" EAST, A DISTANCE OF 132.13 FEET TO A NDN -TANGENT POINT ON A CIRCULAR CURVE, SAID POINT BEARS NORTH 10032'44" EAST FROM TETE RADIUS POINT OF SAID CIRCULAR CURVE; THENCE EASTERLY ALONG SAID CURVE, CONCAVE TO THE SOUTHEAST HAVING A RADIUS OF 950.00 FEET, THROUGH A CENTRAL ANGLE OF 09°44'31", FOR AN ARC LENGTH OF 161.53 FEET TO A POINT OF TANGENCY, SAID ARC TENDING A CHORD OF 161.34 FEET ALONG A BEARING OF SOUTH 74035'00" EAST FROM TETE AFORESTATED NON -TANGENT POINT; THENCE SOUTH 69°42'44" EAST ALONG A LINE, A DISTANCE OF 48.51 FEET, SAID LINE BEING 45.00 FEET SOUTH AND PARALLEL WITH THE CENTERLINE OF AVIATION BOULEVARD; THENCE SOUTH 20°21'06" WEST AND PARALLEL WITH THE SAID CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), A DISTANCE OF 145.83 FEET; THENCE NORTH 69042'44" WEST AND PARALLEL WITH THE SAID CENTERLINE OF AVIATION BOULEVARD, A DISTANCE OF 209.25 FEET TO THE POINT OF BEGINNING. I B-3 40 40 C-1 (PARCEL 5) r SITUATED IN THE STATE OF FLORIDA, COUNTY OF INDIAN RIVER, CITY OF VERO BEACH, BEING PARTS OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST AND SECTION 3, TOWNSWP 33 SOUTH, RANGE 39 EAST AND BEING MORE PARTICULARLY BOUNDED AND DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, RUN SOUTH 00'14'21" WEST AND PERPENDICULAR TO THE SOUTH LINE OF SAID SECTION 34, A DISTANCE OF 30 FEET; THENCE SOUTH 89°45'39" EAST (BASIS OF BEARINGS) ALONG A LINE 30 FEET SOUTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 2459.51 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), SAID POINT ALSO BEING THE POINT OF BEGINNING OF THE HEREIN DESCRIBED PARCEL; THENCE CONTINUE SOUTH 89°45'39" EAST ALONG A LINE 30 FEET SOUTH OF AND PARALLEL. WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 222.84 FEET; THENCE RUN NORTH 20°21'05" EAST AND PARALLEL WITH THE SAID CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), A DISTANCE OF 95,84 FEET TO A POINT, SAID POINT BEING 60 FEET NORTH OF AS MEASURED PERPENDICULAR TO THE SAID SOUTH LINE OF SECTION 34; THENCE NORTH 89°45'39" WEST ON A LINE 60 FEET NORTH OF AND PARALLEL WITH THE SAID SOUTH LINE OF SECTION 34, A DISTANCE OF 222.84 FEET TO A POINT, SAID POINT BEING 40 FEET EASTERLY AS MEASURED PERPENDICULAR TO, THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"); THENCE SOUTH 20°21'06" WEST ALONG A LINE 40 FEET EASTERLY AS MEASURED PERPENDICULAR TO THE SOUTHWESTERLY EXTENSION OF THE CENTERLINE OF FLIGHT SAFETY DRIVE (FORMERLY KNOWN AS AVENUE "C"), A DISTANCE OF 95.84 FEET TO THE POINT OF BEGINNING. B-4 (PARCEL 6) I SITUATED IN THE STATE OF FLORIDA, COUNTY OF INDIAN RIVER, CITY OF VERO i BEACH, BEING PARTS OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST, AND SECTION 3, TOWNSHIP 33 SOUTH, RANGE 39 EAST, AND BEING MORE PARTICULARLY i BOUNDED AND DESCRIBED AS FOLLOW5: r COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST AS SHOWN ON THE LAST GENERAL PLAT OF LAND OF THE INDIAN RIVER FARMS COMPANY FILED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT OF ST. LUCIE COUNTY, FLORIDA, IN PLAT BOOK 2, AT PAGE 25 (NOW INDIAN RIVER COUNTY); RUN NORTH 89'54'20" EAST ALONG THE TOWNSHIP LINE BETWEEN TOWNSHIP 32 SOUTH AND TOWNSHIP 33 SOUTH IN RANGE 39 EAST, A DISTANCE OF 2403.93 FEET TO A POINT WHERE THE PROJECTED CENTERLINE OF AVENUE "C" INTERSECTS SAID TOWNSHIP LINE; THENCE NORTH 20°02'20" EAST ALONG THE CENTERLINE OF AVENUE "C" A DISTANCE OF 594.24 FEET TO THE CENTERLINE INTERSECTION OF AVENUE "C" AND MAIN STREET, AS SHOWN ON THE ANNUAL REPORT MAP OF THE 'US NAVAL AIR STATION, VERO BEACH, FLORIDA, DATED JUNE 30,1945-, THENCE RUN SOUTH 20°02'20" WEST, A DISTANCE OF 45 FEET; THENCE RUN SOUTH 69°55'40" EAST, A DISTANCE OF 40 FEET TO THE EASTERLY RIGHT-OF-WAY OF AN 80 FOOT RIGHT-OF-WAY FOR AVENUE "C" FOR THE POINT OF BEGINNING; FROM SAID POINT OF BEGINNING RUN SOUTH 20°02'20" WEST ALONG THE EASTERLY RIGHT-OF-WAY OF AVENUE "C" A DISTANCE OF 470 FEET TO A POINT WHICH IS 60 FEET DISTANCE NORTH OF AND AT RIGHT ANGLES TO THE AFORESAID TOWNSHIP LINE; THENCE RUN NORTI4 89'54'20" EAST ON A LINE PARALLEL TO AND 60 FEET NORTH OF THE TOWNSHIP LINE, A DISTANCE OF 258.50 FEET; THENCE NORTH 20°02'20" EAST AND PARALLEL TO THE CENTERLINE OF AFORESAID AVENUE "C" A DISTANCE OF 380.78 FEET TO THE SOUTHERLY RIGHT- OF-WAY OF A 90 FOOT RIGHT-OF-WAY FOR MAIN STREET; THENCE RUN NORTH 69°55'40" WEST AND PARALLEL TO THE CENTERLINE OF MAIN STREET, A DISTANCE OF 242.70 FEET TO THE POINT OF BEGINNING, ALL OF THE ABOVE LAND LYING WITHIN THE SOUTH HALF (S 112) OF SECTION 34, TOWNSHIP 32 SOUTH, RANGE 39 EAST, CITY OF VERO BEACH, 'INDIAN RIVER COUNTY, FLORIDA. v LESS AND EXCEPT FROM THE ABOVE THOSE PORTIONS THEREOF CONVEYED BY DEEDS RECORDED IN OFFICIAL RECORDS BOOK 875, PAGE 1425 AND OFFICIAL RECORDS BOOK 989, PAGES 2717 AND 2727, OF T14E PU'B'LIC RECORDS OF INDIAN RIVER COUNTY, FLORI-Dk B-5 L. INTEROFFICE MEMORANDUM Tot DOBRED k`ROMI St7BTECTt CRAIG CALLAN 10 YEAR SPFLING TttAII'itNG ATr,7NDANCF REf'ORD DAM M ]'UNE 29, 2000 SAM FERNANAEZ, BOB GKA.7JANC7, CBIS HtJtLLEY, FRIMl4 GOONS A.ached is x &w lad history of 5priag Training attendaiue from 3956 through 7000, thaw used 1991-2000 for the pulse of shoor`stg a 10.year arterndance of 50,000 per you or better. Even with 1995 being a strike ym tate average au.eudanca equals 65s467, ploese advise if additinnal information is necessary. CBC -dg Z00 `d tt it (O�.N)00 61-'1�1C 40 4D L-1 r. vuv do CI Amiaql�dUU. Ili UU{11C}J) 1F-09 'L 1 . UU4 II Los Angeles Dodgers Spring Training Attendance at Holman Stadium Vero Beach, Florida - Indian fiver County SMMO.Oodgbrrowm Vero aeecA Scheduled Year Attend Games 1956 9,218 3 Emended a rlu nn ijjWjng schedule occurs_ 1959 11,022 4 In 1981 xrith et least 12 games per s rg inq 1960 10,080 5 training season. 1962 13,461 5 1953 18,214 6 Avg No. of games/season since 1981 = 14.4 1964 17,515 6 Avg No. of gameslseason prior to 1981 = 7 1965 20,507 7 Avg No. gameslsaason since 1956 = 9.9 1966 40 10,407 4 1967 16,244 7 Rainouts slnce 1955 = 11 1968 14,018 5 Rainouls since 1961 = 9 1969 9,531 11 1970 15,113 8 Total games played - ralnouts s1nca'56 = 415 1971 17,648 10 Avg attendance - raincuts slnce'56 = 4,179 1972 14,437 6 1973 17,639 7 Total games played - rainouts since '811 = 264 1974 20,355 7 Avg game attend - ralnouts since'81 = 4,842 1975 31,478 9 1976 17,458 5 Avg Annual atlend since 81' = 69,725 1977 33,617 9 1978 45,256 10 1979 52,935 10 Excluding strike years of 1990 8 1985 1980 39,629 9 1981 55,342 12 Total No. games since 1981 = 246 lAvgannual 1982 59,573 13 Avge No. gameslseason since 1981 = 14.5 1983 65,815 13 altendencelseason = 71,635 1964 62,739 12 1985 70,939 14 1986 64,428 1s 1987 72,491 12 1988 72,889 16 1989 76,993 14 1991 84,551 13 1992 85,332 14 1993 55,031 15 1994 75,987 13 A 1998 62,066 14 1987 61,991 13 1998 56,941 14 1999 65,191 13 2000 59,593 15 Total slnce'56 1,734,207 428 Avg attend 4,071 Avg gams attend 4,683 273 since 1981 Total Attend 1981 1,278,425 Aug year attend 67-86 slncelM Avg No. games 14.4 since 1981 Prepared by the City of Vero Beach Planning napartment .r ORDINANCE NO. 2000- Q29 3124h00 U f i 0{ LEGAL }wr1 C 1n hm G AN ORDINANCE OF INDIAN RIVER COUNTY, FLORIDA, AMENDING SECTION 210.01, INDIAN RIVER COUNTY CODE, TO PROVIDE FOR THE 1 LEVY OF AN ADDITIONAL ONE -CENT TOURIST DEVELOPMENT TAX AND AMENDING SECTION 210.03 TO AUTHORIZE USE OF THE REVENUES RAISED FOR THE PURPOSES SET FORTH IN FLORIDA STATUTE 125.0104(3)(1) RELATING TO RETAINED SPRING TRAINING FRANCHISE FACILITIES; PROVIDING FOR CODIFICATION; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. STATE OF FLORIDA W01AN RIVER COUNTY THIS tis TO CERTIFY THAI PHIS IS A TRUE AND CORRECT COPY OF THE ORIGINAI. ON 'FILE IN THIS OFFICE, �JEFFRE�KERF DATE ] 2 2QM WHEREAS, the Board of County Commissioners of Indian River County, Florida, has levied and imposed a Tourist Development Tax at the rate of three percent (3%) of each dollar and major fraction of each dollar of the total consideration charged for lease or rental of living accommodations for a term of six (6) months or less pursuant to Section 125.0104, Florida Statutes; and WHEREAS, the Board of County Commissioners of Indian River County, Florida, has determined that it is in the best interest of the public to levy and impose an additional Tourist Development Tax at the rate of one percent (1%) of each dollar and major fraction of each dollar of the total consideration charged for lease or rental of living accommodations for a term of six (6) months or less, pursuant to the authority of Section 125.0104(3)(1), Florida Statutes, for the purposes set forth therein relating to retained spring training franchise facilities; NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA, that: SECTION 1. AMENDMENT. Chapter 210, Indian River County Code is hereby amended to add Sections 210.01(d) and 210.03(a)(6) and modify Section 210.03(b) as follows: 4. Section 210.01. Taxing district and levy. (a) There are hereby created two (2) taxing districts in which the tourist development tax is imposed. One taxing district encompasses the geographical boundaries of the City of Vera Beach. The second LCODING: Additions to text are un e 1 . ORDINANCE NO. 2000- 029 (2) To promote and advertise tourism in the State of Florioa and nationally and internationally; (3) To fund convention bureaus, tourist bureau, tourist information centers and news bureaus as county agencies or by contract with the chambers of commerce or similar associations in the county; (4) To finance beach improvement, maintenance, renourishment restoration and erosion control, including shoreline protection, enhancement, cleanup, restoration of inland lakes and rivers to which there is public access; (5) Until such time as Indian River County reaches a population of five hundred thousand (500,400) based on the most recent population estimated prepared pursuant to the provisions of F.S. § 186.901, as in effect of July 1st of each year, tax revenues received pursuant to this article may also be used to acquire, construct, extend, enlarge, remodel, repair, improve, maintain, operate or promote one or more museums, zoological parks, fishing piers or nature centers which are publicly owned and operated or owned by not-for-profit organizations are open to the public. fgj pay the debt service on bo ds issued to finance the conatiuction reconstruction. or_ 000 0100 of a professional apolls frap_ghise f3cility. or the agMUi*jtI)n,t i reconstNygtlon. or renovatio f retained ging trainigg franchise facility either publicly ow add and onerated. or l2uyliply owned and operated by the owner of a protessio al gpoits fr n hiss or other I s e wit uffici nt ex ertiser financial ggl2ability to operate s ch facility and tri pay the planning and design costs incurred prior to the iotsunnce of such bond5a (b) Up to fifty (50) percent of the revenues to be derived from the tourist development tax levied pursuant tos c� tions !10,91(3) and [c of this ordinanrt shall be pledged to secure and liquidate revenue bonds issued by the county for the purposes set forth in section (a)(4) of this. section. Up to one-half (112) of the remaining revenue derived from the tourist development tax levied pursuant to sections 214 n1 f b1 and ic1 of this rd _n a may be pledged to secure and liquidate revenue bonds issued by the county for the purposes set forth in section (a)(1). 3 i CODING: Additions to text are n riin L ORDINANCE NO. 2000, 029 The Chairman thereupon declared the ordinance duly passed and adopted this 7th day of September, 2000. r BOARD OF COUNTY COMMISSION INDIAN RIVER COUNTY, FLORIDA B� Fran B. Adams, Chairman ATTEST: Jeffrey K. Ba � lark Deputy Clark Effective Date: This ordinance was filed with the Department of State on day of , 2000, and becomes effective February 1, 2001. 5 CODING: Additions to tent are undedind. APPROVED AS TO FORM AND LEGAL SUFFiC1E, Y BY GPV** COUNTY ATTCN4EY 40 S NO �h in .g, rrs. -its, 9 VERO -rBEA" 1&4,,� X. INMAN ItIVEIt COL)NT"j' -pFjNl,B(IhISI1 ARE COMING— - F S ADOITION TO Belrbi! St r-' oh,:iil11,._ ,o, grooklyn'"Dod&r's .'r VERD ME 'Swe te In Select V�ro 'F� P to re 0 City Election -Returns City's Ney Spring. TraininglPIANT. BEGUN' Al".,l M-NIF 14.1 1 Z., I I'll New Dial I-,quipinvilit POR MAY01t _a. 1114talled Merrill 1'. Itisrher ............. ... 87-1 1. 1- n", 'm 1. V- 11'" "1", - ... k�.. I. It. (Itip) (NruNtx 472 IN -R, [,r the .1 I Mi Ily Company 12 h MEIN FOH COILINCIL, vkr`,�',: I.Amhi G. Hurger ................... 6,19 7r r,I V- lWe-K Horace 11. Gifford ................. 7,46 Jach G. Jennings ...... . ....... 791 U I ...... C. It. l'imicin ......... 841 a Jack N. Strong ......... ...... 852 Ij ..I, At md r Yet... 4 Annual Football Banquet IN— "" New Councilmen are, JIM— lh-ke', 4111 "m v. 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L�LrlrM. -clu 0, k Y Mel H ge Z Th. ..Y., Red 'Lly 1�.! I j� Oil re�. .18 RAV 'HIAIL" . . . hl d -11k At the Ult. hos plograms S13f0dP'lo.IRr__ ateNt Will Close "FhLwJdl 6r Pagead, wr, Ity .411 b. hl,m 1. Or the m-0. are. J. JR. JAIddFlit.11.1 A1l,r F.M., ..be Tomorraw; ria arc, A.hl, 11MI141 -0 f1hollere W at 4 Uk I-Wered 1Xmns Program to be tth`," �1, i'll ewn hc'hL�,;."rn r,el in al.ri- t INKIL School Me, Fill, M.Y.N. a Offored j� FIrat of Series to ...... �. 1, th I t7h A.A.- w n. L 114, . . ... ......... Auditor' Tb, J- .... . ) H n I t- 34 lur" ZOS he Given Monday IN, -nt.L "hill, XIII L� "te""' "" I Merry MJane-R, I.. r.r lc_.�4 IN, J" ludj,k hoj �h FA `N_I" luter f V.. 111,- Met. h- at Fellamere rd lily the Aw I leI� 114FIng th. We.% end J$"-Wn .111 pir-ir: I Lb..k.- p -1 A -1111,T 11- 1 In the high K-1 1.41t Me mm a &P.n .... I Of ", I ri. re 11 T, I RIM -I*r 1.0- A. a. VIA . ....... .""T -1 08corating cutost I , - I al I IFIIIN ), , 70'" . Q-R- 'I 1 41, It My F.b a IWL D. W. J..'k Illme FJkh URI- IA 111111I.1pilod TOO."eiii In I IN., th -4 -t ILININ In mfilun..'LLOft *1 0, Me It, Mi,aq 1111L]. Dt ly" 'Re, C Th- P -l- Xgnns Decorations at "I IN 1 1. ., I" !6 M.,y. A-; I "' Seiko a[ M: .1 P, ..k .1 olet'ey.k the Indian itiver ommunity Church to ILI- IllinlIalm u0ji. Vero Homes 13cing ;;Fl.. _ P'tsir-im 1-1 befiNI. '=W - - IALh. Id... MIK I RSIlth .111 =.d I the l= ltqb.,L. -d Urged ka. pi- .."t kin!"JILY. h- The I'MI'll-le -.It the Ible Sflnd8y m Alli J,Mn E 41611kth.11. H-111ij obsow B, lvklflxm ll.g" I.. 'kRN_U'__t el'tel.re 1. We 1 1,L,F"L trail IN- fTeRenii � . . . 0 '1 IN. -1., -0 il cliulch Toni -R Of .00 PH- Cdje-t.M LIH. 13.K1NrjI IJ Me I Chtla�". me .1 IN I"" Bible Exhibit MOVIC Iend� K~n, nedn- lot I]Pi. Mr.-= II... D rau iq WhIRAtjr!,.N.G:~ Wil ed.� , _ :Ia . R.N. still 1�,.,R,..Nee LeN el . T he Special M4 Being , Presented "m -n. NIL, ..I'. a Wi4q,= Chrimitmam Shopping be Givel ! I'll 109 m,I-J, J:rWIAI by the CO. I lours of Vero Bearb at Services m"..111A. Th. ".Net bunt IR BEAC4 ON— C"" 1) WIN U." 11, 1. IRIol J.L headed try IN eat ,j"Mt Iltbil #11,,idi .1ill be JW04 AW 9"I'Mik -N. StorcA are Arranged elf Wh aerraIIIIII. W, me ro V.- orl-h aLiNiReIr ..It it. "a .7::==`, 4TIlre. of RAW late SMIN Wrecterm of Citrus 1,-. 10 I".Nerrr I" III Me, w 'T N.WhEn 11,enlrueto meet Ilere, 1.'.`X` It- IN .1 F-1 0 _ TMS VTRO..•r3rnc 3.pRESS-JOURNAL . hop, At HAPP" F CCR UCD.Wsll: ��reru licnch CkiuNln c r J p Ir shop, r. Snapsho[S of hvtc}r P ht. 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Alec I. ,lr M All - ....... . r1 3 I. tray 1, !1 ll'1a1 h1 ;irllrw 1111 41 hnl Y J.un 11t M 4 w.' ,5 11 th, Vrr 111 �] h 1 I Ihxl Mar. , 11 l ! 1 1 1 A hU I 1 I Rle 1 1,•11,• Y LS 141 r Iy tl M }, 1• 7 kern In I E a r 1- 1 I 1" M1pFr I }Y :.1'Y 1. ♦,•Y nn.7 II t1t ^R.,.-'4.- f'�.� . t H W V11 MI, I. hnunr 1•EN I • E'.6'I3i CIC 4�3f''IV i1t ISI11i1�Nl ul ,,•, nwf tr , 1. ti ❑v Y 11 lyI.K.11 ! ul Ir r,t „ r 71. t r .,l •d lhr , In 1, 1 71 !, X r rlln 1 h�tll. IX rav e; IIF :.! r'F,r rr ,luFl•l q , I {1t f� { j 1 11 -I>Ctl 1 Y; 41 tl Ilnkue } .•! 11 In I Irk IN Accepted Il} Ai n E I. I. I .la rl l� Fed Il' r pw• YI ! BI. L. I. h n,Xnn rrrRlu.l,ne k A,t I r n.n + Truman at Ceruml)nti' 1'1 t 1 r.d u+ n .tla r 75 n,11 r ynl 1: llah l4l; KFs! ^nll l`^1 1+r M1 l- ,IIr1 •715[ A n 9111 r ty. 1[ ry ., a[f rwl r }rr nnl III• -e n,nl ^•1., Inn 11,. %• rl l.. 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Y„111 NI.•r a 40 C-1 0 1VDtAN 1tLVEVJ-F0UNn' L j "PLAY 3 GAMES U L", �. l:: 117inal Plan for Ve Training Quarters' to be Made Oen .. INI, M,40" lay t L"'. :.],,,t A the C".r I I ": I . It- r CI h" I - INS at 11 --mg I g -e -N nf the.-ly MAVOK ISARIIJ�� Cl- r..JLU% I b,"a .1 dile-Wl ... wh. h. bran f Lintr2,, ha -1. It R. � --l chair..n at. th. i"I I -AA -_ I trL. it'd C.... fund ea.P.Ltl I;J, V- G. nIATC11 Yl 1 Inr 13 ba- -v.- �," �i brtakleir camp 11%fth 39: %who btgmir hill 2 -I'd F"Ir .,I.r of P..% I.w y an,, .. Ind... ItIvIl -a-% a,errtmy a' the V 11 L11-11 rtrx 0-11hd y . I -Ir -Flil� III, L. -rd bl' 1hir Trzdr... _u h... I -P .. d �Lh.1111�11 at Thn tremd'ot "t in" -4 h-I.g held 01'ret-hIl. A n, 141. A q III, rt,l Iola J� EX&J"t Mir M000141 YLt% '"d - U lIng Pr HlYn. f 1.m'Thr Veto ga, to =". I. all IW,11,, A March of Bimes 10 1,& a,, it"i tsJ,, by 1. It. r,ft, More), 3I.irtiv,to Brun. County at Fia. Fair -L.,( Aptj: J�jj,.t V. .. . - ......... crass furid -Drive ""' "bd I, ty ,a AIIII 3-4. At VOrl w.rth;' Apd, hl'Xt th �v 11, At 11,11 ax: A 11111 6, 41 Oklitlem ■1. Start lanum I city: April?, Atli a; Apni &.9, .n.9 ruRxr II at AshevIllo: Ap"I 10 -ti, M IWIP I M FI 11 11 of ll Will 114andIC . ..... . NIanagei eluent of ;�. more; April 11, 11 Will 11 er.."th- ril.,Z JU11- a.d o T I=r�� t Ap Collections by kne N "t onanty I.e. ;,� OF11 0. at 1s Irl.. April 111, raicen upThrough- Camp Al, k l at U -111y'; Ap"I I& out County U.,- I y A g -t M.Irej A. [IF A. York Y.= It.ilmak., ""'t Jr Tbe t-th V&nvY,7" tVjjkk... C Wu4tk,, thalf-,! jy�j P, 11 It Y.- - 14. W - I iI of V1 FVM: ell an r Indian Ither G-Mly York. new fu y I" ideal An III- I eF!!1""'I.vv R`r rl', . .... ; Find, "W" In �11, L.'y I..I 'I'l .9 Amedran I m 'i -I Wt mdi d. I..,.h,l With A 1. will ".1. ot. It, he DrIZIFS fi 111' H- at Vera Be h 1 ,h -01 Ahtz eh. but It LP, r" i I I "" " r F-'111 -1103, •tb.k In. It DI.- Rr of !t' -11 1— "o. I - I zl_ h. -0'r It M I I.L .11eh ]led C"'AA too 0 P..ra'. ■nnvorreeat .what' �`014 "wi, .1 T P - lit. ir,,; -pall- OA- 4.5691M.M. ,I "t Hague Approved as,�� -Illy "Ill , �,F,11,g. 1 .1. 1. -1[ .., by, To him, j,.jVrj.q J3olotr Rickey Arrh"�, "y """ I ""' h- Ilpp.I�Ud J01. JNMJV_- " XrAAAk ]tide Y+ p=1 let 'I've '11L I "Ina, Unit 0 ?..F ItAll �11 N a. aryl -I plan. .1-61 for C011CCtiom Voill N L.10. I .. ?=,. V At Lh. It 'I"wt-hLIP 111PI _- e� 4 jV .61, do,JOI: the "I' �_ B-* it. IkLl boat" tKAW Sayre i ki A�pujn I.t_k`r1Ae` In, 4- luary ot"rg""WIR 3 a(IM-1 try F�L AIR U tm. ro.rul-d by mm V.. B..h hIXK Aeft h-ing here, Ila County Sanitation i .11h D -I AnJ,Wn.fi 1. 1. p_4 Or, -.4, Id in pi- eall .1 - niltlr M _ i , .. ... .. ky to torepIrts, In Mnne. ■ro WIN- d. 'to it - rinang-ta tar 1h4 th"I"VOIL Lb �n: Officer -h-, oldr I9... hu4aea ty, 7= iVof o Fire NVI wo. a �h.Lrmajj. llh..,:ml it- t- . R.I. 11�41 Tnfll.. III— vt,.,I,y 141 2,1'.. wle.b IhAA given Lh - q-, rA r-JM4 , "_",I I"_, I",- M11 "I "t' . an" I "k,"la' 4n;- lot 111, Do "m Building Permits in or I,,, I- 'I -I . I"rewlIblyp keeper. "d It gu v t JAIthur MAnn, Pu C y dIMCt4r. ref Ot I.-- I" jI FryI First Week of 1948 h ariyg, (nr 1.02 Athe ' "ll On di -tar E�mt 11, "' 11"i" tht'" Kilt Total of $20,0`09 r , er! " I-` 'I'd o""t"t" -_- T- _-- 1), who III ..I.L.10 Meeting Select4 y iv.ti. later . -q-, Hulldlag he Arat ..=k I 1011y Vjc.:,:n, F,rL Pieter. li"Ib"n I L. to�dj Ilghnotj. I'm is a Directors Rod NA tu" is h nrliti it. Ii. S. h1l. rn...Ilor at - v m aftch rnmnv-� A. 11UWed $3= Iri-1ving Ki)lewd, H. -I- In W-hLngi.. 11. It.1A Wprl.� d fln"441-r -11o11 of Ia.- -d A all- I.n. W -h'd-l- I plal, a,ftrdqn .I "n" W_ 11 ,en. f 10, V�n'aa"n., I Ing K to W. P.rA I.n. " I, ' i"r" .Idnl �d 'he 11-r. A_N,1.111111n ouiLdIng 0 d- Apr Int 0 MML,... W FWph it r I'll" 1'1' 1) -fte". at ',o.,0 on to Iku Tragic to FI %.Irep& Ile'll"XIINW.'a .1 p1mil., W.I. "Aram 4.n ®an OIL Air ".,Jt._,tl y I "I" vere la- r I.0 ki.ft Office, r,., M -My .10i. baa bylk.11"" nr co'. C1311 (ITIME Of th. I.- JDq I to " block 17. o,$Xj"A_I T..n.ar .0'et'd, 01 tlrlI A d L Travel is Difficult .1 th. W a $8,000: 1-1.. Kg,��11.yi,4 IcDM.a g Nriod of" the Durin _vAI we t- " IW.r q..,t re n� '1� Par 1 -0 0 *M ca"Itmetlart of two pnA* coo::: A .1' to --1=d thlt ell -Li ba, field. "d one aull�� I "can Na (1111, o j NOW Assn �io tion , I. CA)aStrLic P. at 111,11blen- an t reindc flonlet, .113. irtber. Park. ROW. to PPI -I OTr-It. to&. U_ It - I Ite,a (-- IS - h Meets Today at 4 Thil V.- lliach quarter Lye Nwm- No- or W& .-k aul"d Vdo iivriog to, re il fl Yr by "'y ILL, A-W I- "I. OF the -410.. at K..4 Or D -Lily. aren Vram f." IF .111 Let's Make It A 1500/0 of New Buildingl., I,,,, Fw 1)vV.nn run all v+r m t, go, -W4, At- "I. -it -t YW IVIA r 000 nj r.., tmon' R r:veq. m t* bring Ual Sam W.rw -der DATE FOR 2418" 1 Fund Subscriptions aetealY_n�d F.JL le 36, 1, Iq4W y hridg. Collected , , , I`— ;,-- "'. Sclrraii Indian Jill 11, , -- �-*- ; A tz ag... n TbeVekber, 1. .,wtr try n,, bolted .0 41'ectott or we County Federation I ' U4 LI-Milix I.L.h Ii ", , _, bo Yrro R,RL4. MInty"V aitit of MC Fill- cv�rdy HORIII I" Bead, Allrbe"I Il ::� of Wonlen's Club:; to *.flith d0twity, ,L D"1141"n"d Of r,Uw vvill Wel tn. Lit TCKr=ATULZ 39AMrX= rear ��11 V hoa Meet Nexi Chaarblir o(v==q?dI .. !re I w Law"'t"'d "t' st or Fdtsk It 11. Do FAX% t . "rho front L OR; Ith, !RAKA this ..!k and -.R, F the Year Takes Office WO0THE NEW .PRESIDENT OV, G 0 F Gi -VERG. Thatcher Appuinte Secretary for 23rd Year • 410 0 .•YPhdi, tha gdnta far l"Is n not y -be rn Pct. Chairman Ila., ani.ta it to etcerd that of ;1 year, due 1a the fact. that inr IN -1- b_NN many Orral di— .oat-1, the Fnitrd. Melt, k1crnl ddrinG which the Rrd C IVA"I ;rr Sy a1kvloted the' nnanrl.t p yl." of thnulanrin of ri-1, n ►pldamlrt and hurr5tsna Ylctil Added to thin Ir the Gradual III owning' of the 11" of vrMr. and Ihdr familtr. rrguking fin dal aalaUnca over lanirr lrrrl of alma ?,. I. , . no fall tertatn, hawaver+ I the Iva[, "IH hr mrt brenula pt'op1, d thin munly I— ate rary+o+ld ad irarlounly to all MI G oenipltan r4'gYrsta, A" nevtr faked to oYrtaul thrlr 4luglaa. • Atnonit 1dlnPr mon --too general ehairm.n In I,rsvlrnla c ppa4l;ru as C'horlea glnfhatl, A NuIldYlrt, 1L 0, Tit sic hr an41 M " 1{arrlfR, xc ' [;h4lrtnan Barbar attended uni Yaralty 'af vurh$a is a IIx a bar of Lha lwsary club and o r tivlo n aNf albrU and a dl a of til. 1othan lunar ClIm. It. L Yrt�rryy}l7nen of ihr TdnRy a IMlaai+lt,'t �I'M and m4yrrr ill Mrs. Greene to Ilnv 8tudenCiii 'C1RR1M1 In Ballroom 13nnc y ' un. 1p. IL brim. '4n that aux d in IIILJI am 114 �. will • be avallahle !of high r h al udimb anon, CLti a Mit be lar ttnul u1rua4 In, „ fer..n Itiniardr llI open but hu not•hrrn Im•' 6#, Who s11M T11fi.of 51t r laiar d'r Mr la' i Gserlell and Mra fti,llth road. day.werr haid 11111ra/lay at tl p'IVarro' 8rarhI four POA the briny, Ia a 10 Milo .m at file yuyd Tuil"ll hamrillimlltanr Is wtr y, ilMch which la under eeanUntic• with R v Melton 1YLrar yran1/1yn, Vacs Rea611 .ton Lui tantreCtrim an lona cha; I tllulrt, and Alfred, W . 'mia•in*M1rlan" inaltrlal on lha9'llLOW of the llrct ►lrlhallat Ito foot rosy be travolatl at a low Y luw A$ to Crerllawa 1cemolrm fol• ` i ndlaa 1; M114 Iree•whlrhl Is°rn at Chrisimw, .,tear ha `IfClinQn Ann oma to Yet, llrach train IWII 1ti�ldhilger of C If a onwtraak Pant road tyrie,a d; VallYo 11 yoftro aa•• a' I;unCly, I�cll.. o11y at low al,rnla and oArnna, Nus Vi.•ero arc two r5aughirta, 1ro,e'Ibilltire of Ketling ,mule Whrlt kits. 1111,1& X: Stelne, Allrnn 0., • r + l,Pann; nlhgr fare. ' a14d }im Irolrl 1v1114emn, 1Ia11en+ C lt.►Slatmen, of Wat,aar 114., rrnrah441rr of the mina la ,telt; Iwo aril.,, Lanier, Italian. over the manaarrrWp or the %M roil! whirh hag nos 'neon flair, and Timmins 11., Weet PRIM le raac-h to Vallgmrrr of changed, 141n 5n art lhfouXh;` brach; four' 0.5art 1rn, '6at11s11, It we. annl.arrcer thea "II to 'a11rt Muni th to d6 IilllKht. Air+.' t,nde AORTIra andl 'Aohrtan raplacrd Jinill, nn�aRt d in; nvrr, tern Ilona MUa lata IRtlfani, Fort t•Irrcr+•Ilma, who nnantd after i �,41 thin Iw tl+. rrr4nlll, and Altai, Ik+ra 11 killPr,t.,. Y..0 1 rWd as mana;ar. A. Ar", dalty'nnw. 4J.11t1'; and. four l9ndherl, J. Miller" and Cy klw ik, of 1 Wena Wh. roll. Is bili tn'nnlln.mf• a4r41 Ila,y, Mlarnl, 0141.1., rt, 1t.lu 01r awaafe of the C4rflrr n1C _ _ .I:a1Yle and A. 1'. Mrs. rgrah 11. MI„unet woof ktm not. Ilrury III'Mr•t, Detot{r aL{]ute .i01 '1v 1 nl.dr hrr hull'? -Nth her d.u•' Vero A, 'aider Mr■ rtonk 1t. !welt r f of Vero Beach a rrr.rra+.+ rwr title �'tly, for the laal t6 Y""', Illiliti111lLeLl 11� t'l Itoyale and ,,I hrr torr.,., Ira,na I herr. ApIlsnalnutr'ly lull Inrg, will dlirl NLwwlay afteliflwn January 1 Iw hen Iola st,r111e. rtfu irlw�a rl rlVOJ'CILKk1TWh fit tare um rWl I lltaaia IWa41 611,5, Letwrrt r Applications, 't0 11e •oro- 1=`;I'rtv.ir f the ill lir., llidy latr:)mll nnri of llm ovsr I _ 11 n Int ni lilt trioVl Ipwal ores a d Ynrt I'l rti r +w i illiien I;erG .illli l:3 Irlt n1 11rr rluyrl r5nlrral a„nota. n ririrl r wild V. A al a p, In. Muowl.y” Asv, tleor;r N r. 1 la bring rr nrruir rd fOr old -Age IProgrunl foot.,, iaurtur ,+f Ilio Curuununly Ir rnngto ratty natui. r. rims. h, r,n4rlat,nl. 11,1+-rre.•nI '.e I,ruvonl la hanrNr ihr hnv; P.rnlnrt .h'rl4rni trot, try gn.ltnr.l ilia t'rralln wlr rrrnrtrry, Vrr,l arcnrding to 51'urrn,n lrrrt•,na for rel 11 tomo[ nr nor R•IY• 1irn4'h Mill., p,ad drlrartulrel 4ria Lr11r111a that Item Iran rarr4• ASra Ilmrr.0' won Ir,rn n1 Iii Kh. ilio y'art le,ir4lrni.l,1, nn,1 and r, �"I Alefrh '1!, tn•5i, 41+r wn t'nrlUm .tato•, 191.1 1 - rd Un,lrr Ills Y1+kra1 u1d �ar nrr l++1 i„ Wlnr'nd Iwllrrtrt .1t pnrllnenl Crrwa of.. I.nrf a• nllvtwnra 1n.,1r.Pnr prwgirar4' ! • I Ing n,M1,xy yr nr. to AI. m rdl Pard at+da nlrl torr IlraM1i t[el.y by n, f'. lLJgrkra. fr frau+ I,ryrlln a• ,trier, 1'n Ir^ p+na rdYrr w,+tl hi Ir I1 Is lllanagrr r11 IIw• Wtid Ion lox Ilr.r11 Alnrewd' At„nfp•al. alUnr the Mite, re w[ll+•r wf [te,• Awr1e1 Arrnrliy A,l. "'lArt,Ira Air. Si.+urarl"n drnih, Air. _ - IlxlnlrtrailnnIw+,,r rel haat for a nlolOxr of r to Arhrarn Aroi nrr,t shat . rr I`eW O ficerY 'in( 1Y• prrarllUtn•r• w-uU41 Irr In Vrrw 'gra re will, tlrr m,unlr4, Atrn 6.. J. al• Ilrar]x, .l n•,xll rr•'1rr, nr•uf 4lrr•a+,, ['hnrrdw•IInn4 r,r Illinwn Carie,ln„ M, Iaaurn4na •t li'ial n u,. un Jeer+. Mid 10111 rano• sr, vrr+r•nrn-hlf�', I)1rCCtUrli of arY 57., to Ink., e,.h lxirydtlr,d tour Ira1,Fr w'da, Ilrf d.,IKhlrr, jl[jWtlnt:9 11 rr, _1 frail.., -rel ilii.,.,., I�urm,-n• m„Lr Yr`Vji Ij lrrifl5„rurrl. At thr Jrv:rl.[ P,Irli nn 11'.nrr n..k n na, if, rrnaranl' avoir„+r for .,'vrrnl y+•au w'na ,11• Ir1ra. Ilr,o rrr R'a kn ill Jan KLlrc. .,lay mp,m n1 11,r I'.,An ane GCVr ,c i3tlr:t11r1x t�: 1:'t iota, I,+rrrlr :lpauidlnF, w1h dw+l No rrraldrnW err Ihr 1'„ iilwanla rIIIn nor n!I. �;. I7i 1pta;llll o f f icer, ALAI • I rrii est 4r nrrwlrr.l lyy nrr, lihrlr+xan ti 4rulllx J �Iierc for Cunfcreuce ,larlrnt,.r. Mra, Frank Jiwetl rd At' pant prrrdrnl. 15'a Inrr my and-, ar+n, Yrr,lrflrk Il, of the Ylrnl P,9rlh+rllH , hat ”-""' 11•rlrrrt wf MI.m1, Yon,. Ill., by n ilflwr oiler ria n+dnrl, 111., [Grillo., Ps. 1i„r.arl, +d 14`..1n wK• w,•trP. Mra. 1., Y. Alkrn of %..n• Jrr• K. lterlrran, nr.t , ya ion. h+ill wf err elx'll Arson, malt+a In1r, 1'I d"d [lenfar Arn.nli, r fuird Ad41Iln4gtraltun 11MI—1 �hvum n• 1'nod A. Ilrndrrr+n Pr r.1d'•nl; and rem yi In .rrlrr+t In Von+Ilsrrlr 11`.,+1rn•rlay fgrnxr+lot,• frineral err44rra for trial vlrr.nirrr. Ino•. ,,be afirrrrmn. al—FIN hu Ilrrrnrealt I'PIr1 AMO N- IlrniGrrbnx, IM who ,n lr r Wern: W. FI Illrr plan., T,::"" rr nrr ut[h 1,. i+ ,itr,4 iorni.y, wt,r 1, rat :1 lir In, N. Aiorphy, 15'- A Iiny,lr I I'M Ftnlnrau, Irl eoaXrr of ihr y art h. A, A. 1410%, 1'. Y er Fb,w,ln frnun tilt lPortrr 1lrarh ern, Vrnr llrach mumrtpwl .Ilr,, t. I.,.,I4rtrry, with MWI J. J, 1110n411n end T. 11', Cooly d A. flu ran rl pinna d+ rRWin -.-AL Win un Min 4l a,K, IRuy11 Yuurcal lwnlr ia4rrftn iP • r d". herr, fwll,rw ur' u'hlrh hr wd1 was In rhnrge cif M [nugrnlnd+. prrrn Will two Garrla"1, No, la t1'llxlrr oleate and dvIrr Irr xx'a. oilra in Madlanl r'n, Wefr told Kht .1 . .ire Rxllnlr Irr art m r fro it , col. r,f Flit, and Canoe In veil, I4rarn �el I" hnnr al a 0 the Ins laVollir 11aa1hx4r. a+rYn nK• Ile 1. �x•rr, N+'ora M1Kn rrr,+n Ilw,nr.lrad, Itiv a ffcy4rill wi.l�n� iu 1141, tilt nodFin, y Free r_ ee.! tire el ihr., r ?qx Goinna in Intal hnkn. MFp Irr la Irv4Vr41 h a a4eirr, 1 .l 4 l rcelnrdl� _ tri hn,nM1 en i lfrr, u[ Fl. I'Ir rrr, �r nn Given oil ('ht r. lcpi reg rry't3 i3ill[C Sh0{j 4 rlerl i It, Ii., I- vrI Ulkil” un 1.1th Ave I r tenant r41 ra nor Aannrll 5cicncI ton Jstr ItlrLnrd ISP dh ,, Vol lir., fsrarh 'r-ol,-.R f,+r Ii year a, w'hu d4rd, I11rh.nl Ir V—.11. i e Armp4rnrr1urul Ir In ndn of ihr' Aandny, •rlr Iw GLI M ill, Yurk City, will K- 1, v a ng,enlna .f I'raaya Mkr All p .1 T11M,a.y [f inn Ilir I'fhu411Vr HAN'• nfllhrlW "l'Irrt+loan nail Cf3 the mrnrP if filth AwIme and 11uh Val nlumil rat winirr 111 41 h .11h, �lugmrwonI tea.,tum nr alrsri by Air. and Inrg. liahrlt .I:Lkr 1V, Y. f'm. r,rtlrl.11111,Jrnua•y " at a 1r1 alanbsidar, Ib1FInl wan 1n %Viola Lisch.choreh nllhrr ill Ihr y Thr hakrry 1. lurale•rl In A nrw,x�rutrirry, with rloyd li'41rnrollut chrim, Arirltlup�t.1 1 nounrrn an11 attraellvr hlnldlna, I 1 h„nor tit th.rar of eRana4'Inlnta, lit wag ship 4-1 ln.11l g eyui rt•r+l WIRit ILr I.lul III$.,/ of I I r We 1111 yrnts of Paa and W:� Tho I,YLiIf is rahRlelr n_, nr.r]ll nrry, ohaptay roar., rh. la+Irl at 914a1fy EIMYV, y1a 114IIn ■ltrnd this free Irvin hold - .Wine 3 DAY' All f a tet. 1INDIAN'111yER COUNTY V. bear#„ f1[1lAa Hub AY7ria Weildl rPibo, tnal.h Riker reull•eec it. No 1: NRIII, -RT.EIR I 1A Ill YI A,!il bl ; l I Newafl`Ttners,Too ERS ID�Publtc Hearing Announcem � � J I, :UNG '"�� Utility TdX' ,?INE REMA IOn f RH H H�IY�$y�yyyr{. aL E L T1[ C� �C 4 t KUM �ly�era M[ x Ordinalnee l�ei"K'+ Studied-, Not t'a?laell • IIII ��tt f �+}� Toullcil o Chorion h .; I .] lly t'uesncil Complete l llnaim Jo rhrel f,jj {! ltevealetl rl ue Y[ill}, 1 +L {rnlJlt• h,•nr lnK w,lf Min I, xl,, I1-lk' nfor] ��,7�I['rJ �'Ib".1nlny, Fi urrll I u! K rl I�+ I + en is ! or5111fd try t lllrr- 11h Ny, IwA. hr Ih. purinu+• , r , { -11 F 1'Y. ihr p9ul'•••1 oily nr111. J Hill, n�rl u n 1 ^•rr„ urr �+lair, r. .... Olrxervance of 'Wnrld It. 11+ 11 ll 1. brnrU.C. r i ' ' I'r ry •J vq.r I f'Ir N n.l N Ilor 71l}ll1' of IIr.Lyer 't'Cr'lly .' �y do �' ILrrrhall n nr r I..+rill Owl,% prv+l ++ n m r.+I noon, +hl xx Cnr'frrr Ilu'III'n�.k lY" Innlgers l'ri.. rl rip n 1IIIIIIIe. I.n hn. ilei nblr 41 I t I f. .r Moron• 1}ne `Clr[lay Alar boil IAI one—eiturl, >, I rwlllneY 1 ...xd pPA f pin n.l. 1ler., nr i . r I h , 1 Y n.a+nn,,In, +, Ilre Nnr.lt[r>' t, n.u'llrrr.Ny rrpJ� :1 t+! +`s' % rnFnmr fir IH,• lI elk i I K 14 ulh it I, l .1n 1'+l r kn1 "• K I• ++} w. • •rrn rrl r+•nr ill trrC I1 lronn... lhro w.rk > 11 ,rr • ,unorph n�lllry rntnJr Ilnl+• EI J 11 1 Irh. h• mu a w,w + h n lP Ir. 1 .I r uIRY. 'Y'Hprq. l6r t.. ]I !.rty !nr rr•ar�llrrh t lh. frhrrlfr Intl.. L. •a. '. yr.r1 _ Ihr 1 ■ Iyl Vy,r, ,illy Kll ly Illy - Jrle. In tN. rnnr ll,InrMrlhn+ll tit rC rte of It • in, roil. rrr Y rr; r 4 I 1 •r l'nn+ Ir,• t fl 11 ,r Y9 r IW. ill' r 11 , 1 Ikr t"ru nn rr, 1ly l', nrUJrr # In f1r111.+r Wle IgI�L • +rl 1 If K Ii.•IrP ,II Ihr I•t k Ilnl 1�1 r f F1 Fi n4 i Ir I'. ! i 1M1 I f + r pp i+ori n. y In M.Y, wk, Y rl Y "- r .A rr,r. it,L r r t II - ill Mery ry 41r ra In 4 4' I l lay. .t.ti ill 41Irl Jiro Fh•1• ! 11 n r 11 1k, 6 11 Y..% I! I ly i- l r I 1,1+, r t 1 1 Iqr 4 'll it Y i1 Y1 r -.r 11l 1 Mur 'Al".. 4 14 d V 13 h }If I Wsr. �4 ! p��� {1 I4}, lyV,' Ili�Yl{ �l�r A p r 1 Lit H1 S! P y ..Ir-11th'" p; rx..nl plan. 19 1 # yr It I M ill q !i ! 1. p ll • u hen nrH ,d II IJ 11 1 I 1 tl f � tier 1h o r t Cr are Ih I •_ 11 1 h1l.hnrr ill. II I I'. 111 1 1+ Ill# r ll alt7l + 1 i W f A¢ I A t W YnY l y ] VF 1 -.+lrahl w11 h I+rrly FS Y I I' r 1 grrnrwn rill 1. n I 1 r Ilr.r h. nnrl Ih,ii, wild r 11 • .Irk,'. II I e II I1 will IMI it I r I Ir ItY I+w=I,1111.I. 1 11 I r J k,4 t ! Ir II 1 4 IRI71alr I7'f� ftf7[ f� f�7Ih I [I 17 f I rp.r1. !Ezell erq,ernr Lrn ..f Ihr rltl' nlnl p,rt+ll •rl q f 11 .rri +16 hrr.•.v,vr pnnJr° nfirr .......I lU VL 4A 1 A. rU IIPrIIItl+-aplrllll+r 7W, I.l{ q I +Muhl fill. Yon n+u l wlh illy Lp; h; '1 ul�•r I-II i.. I., ,nnrhd nutr r nu 1- fibra. ,I iu.4 11. p * uod-'Will Tour to Inlr ¢n 1 1 I I IC I { I hrn. . r 1 I Il} ri ti ]u,nl M ,i h 7 1 !! P! I rl n It it r r ill,P a J r 7 i W ,. I 1111 I..". It}ii]L'r t)iTicm /i r lJ �t > lrixit Vero Beael17 hrrl+•r1 I I n Ir ,nhJn rrrn I r e l lr u I I uru In [r ll[ 11L°llf'll ll4'ikfla [il L't.:'l rt y, I. l';lc['tifl rl'a L'"3llily Area Next Tuersdu:y'. .,1 r, wxr.l J+r IrAPrr h,u.rhaJ1 K+rtr m: r u sur.. 4 Yon r Ji.rrr, nir.� wwtr.l runt rr,e,.ntIj'[lt' (1[1vf�rnfar C'lul]�hlrn. I+r•,J t'. nu.pnw, e1LJnnn'I� Night .� - 11 t rw Jail rt h 1 uf� el•I.... T... r.. t.. Milo. w....-.xr i of Ihr h'l�rnln 1,ir Rin of F1la.lulr•. l'11r[ll t""{l ilii ivL[l lll'Ylla]}• Y r• n rrce to 1l . ..ki IIA *all1L { Yn is nil rrn X-1—IN J Mr Si lllnr I V' kl nelrlen6 n[ I J"hn T. I i 11 w 1'4l Y I f %IF -n a 1 a.l, ...n.A 111, IhIld 1+^ - r tl I ll'r rr��rr '1 ! 1 ! L r IS �I ! � �, � r r P Y! rIJ IhJ b I 1 n. rh nr I INi .y it Mrd 111-1 y fry Mayr iA ((�Yl f+� j was rl+ ale rr Y I A 1k, tf Y r a Y 1l k, 6 11 l+• MI 1 f t1 l I } F ffi+I (r! {►�j� t{' }f�+ 11Rr}I C'l}J' 1 11 h I t M1I In —11L.Al I l 1 k, i 4k, f II 1 r fl llUridlf rl. Mil. i ll,..c.]rr , f. lr+ W Irk, JI,. pony 111 n1 Y A. i ur f I Ihfy fly51f5 [t U ��4� dfyyl IO Observes IL}7 1 L��1VIIi V1U - 7 Y I{11 Ilrr c. fY M.l ty f I CIO. Xr eft lY JJJ lir Kar Ju ,lr SN. Y Unit- Ino nLLnrr of M.n.srr K.1 lk K r I . .'.. ," ij:}Y ul rt a17. /- I II I I Y rAlw - YII 1 r rr r k tklt r II al All lRlul Lt l7 6 n 1 1 1 1 'kjj V jf]'(\� eml•1YIll+ n A t r '. 1'a lq- `•-liar., Int ly hu q 4 ul- 'frit+##}' Resumes P Activities + An uRlclal writ 111 iirl . JW b Ka r rnr 1farMr . rl K r n. '1}Vi�LIm V I I��I1IIlIVi 9 +lnrr Alrxnr'1 r ftYonr r wn� 1 t. Ttta Anniversary to n wail ill nr+11rr1 Ihnr Ilnn Al r'° rrl m-rrrinry .,,,j #Joel.apl.ln, .nd] II Thatchar, farcullr. .rrrriuy IN'Arly wu1Ji v1,.t fit. nJn and -, rh'. t7. 7Ttlket, wp appU4ntrd to,r'ar Feature lhr fhambrr of Corrllnrrrla awl +rr oft lclatr. Sunday's gnnrn. rn ill heiHnrr fhvrr nrnuly nn rr• Act a Ir.n!M: I Wrr 4 t I 1 1Y A Ir - HM ()ulcer l T let:tcd it t I Service Y J r" I alma. p1. W ¢rt .-ao,rd fry 9 I. u t 11 n 1 i v later lr eef1I� Mrs. Stuj}li �+I¢'rrrn - ��fL)If7I ��� eddy' I I I k 1 11 r )rift -1 lrvryl i F0. 111 m'a Iw lY f r, In 1 r fy l ly 411 Al t I t Il tit 1 t ly President— i Y 1 VYj.I�1 lof �znrn Ins V m f! ath C o n airily n Y L ry da'W ttl9an•h will 1>n Mr rr.7 1n tin , til k1 , 1 w nJ Y nicht s i Ttl« 1 a,noY - ¢ rlu4 1 t' rola M YI t l l n. B Y9pzl.l irk, 1 roti, -J' u I1 link, two ehnwell the '' wily l+ f71 Ilk. T J Ih Irn• c rlln Ild Nara ail Saturday doY, II hA. 1 ,,nue ,r.[ Iry JiroI lr I if [t t A p Arllvrl lir of !hr Yvlhr F L41. q u,t k,7 uerun b. Ns rnUrc Ing tr ton Itrr. YI t1w.n uI •uratl ill lmrr I rill rlip rte III— or I1,YOr irtclllr d In lhr j p.rt+ r GruTpr f 1{u a r. F r 11. k,+1 rn h. 7 nor rnr rrrn 11 'rf No ill—Ellik[ 1 •Id I rl,— T— I. 4'. er nrrrr•Al p c `bP l� W Spont:oring Sulelrh 1 d,Ylll+.n lu lila ry Illrrn II Y n 1 ll7 r n II J lard, ruKu Y I t wow At h1 n loll. Yrlic rA 17 ry [ welch will ❑n r ll MIIIr51 N I tl. a I' r Ln ika li tl. , loll. rill In it. wur.hlp x•rvrrl. Ilio 611 nI A B MI ] rl W I j — [ l I Odi I [ I Mr R T.tl hilts 4tfar CararnQny� Routs e Throughout The Ill, cPklrt'h rrlCL.l. hill. ..1 ll I A. M.N 1 1h • 1 M n RI fl I YI l M T anaJL RAIrY, wnrrXn T. !.+ V+vu hrnvh lJ y i+ ('r_ j County IAM1 4A1-111104 n+Jreelvn of ,7,WU lu Ln rai,r•d n. rrh„ �np.t Ylrr-I rraLlenl, Mr,. t< P, aro- Annl re rAary uer rinY, lu bei •••.� . -_ --.. pnn, rn mill tic Prearr! Ill; Mrs. in thr Imlirnvrnont 11t the �j r}r�' `y�I`f}` NlI�I Y M Ffr Knlht IInrd 'rlu •prpl• fryS lF Sl] Nam Club I��1�I Ire AnnuAl wtnlif -Irk ¢r V Ij nu,rr fnrlllt[r. u# tow Church Ij�rIIV llll4l a1M1t Joni, F1ra ICn i il. Ito ell, Ary r°* l.ul II L I Ili 16l r,�'t u"�� L,+II+a+ dllaa� i W, "Buddy Fuppinl will I. Iplrtrlall 1 hl J'tral Il 1nrl.pJrll 1n Ihr prulir m Af illy { ry a t Mfr B. A. w 11m aAnf, J Not q Ih 1A 8alunr ay, Ts John il. ►lilt 1]"+1r1 rill.1 A, VOL*!'¢ill n Wan Stan of • .rt of In t 11r 1 �-+ hlr ,fur Ir It athlnl n[ fn Ihr jJyraLlla�'SIaY 'SJ4 1hury�lyj�[J} I •Il f II wrnK n1 Poor itis lent, worn Curzon, Jn Uy thr pr rntldrne, Mea, el+lSrpp �+ lla. nrnaod orpt— -0 an .mq 71 k,1 -a-' r} r� r7� Wien Talk on wire, hrr r*- of to the I ninon lllnn.Yrten J hl 1 will tarn It the. IYt ire r-1 mitt ., WIN, U. Il. Swatting; In phot .MAW pu611e of 're ownly 74 trona, th fond moll Ir,'rtl t f Ino Ur+ - - Ihtel]r 1.1, I IFrr n; 11 1 au+ w a u t "I lir 1 +�. [i - r r'l +'+I mlliar. Mrs. n C `Troop Atte=ndance 1rfNI Ilrlpinr Ih. LA,I. 4 Ty CfyCL'C[lY ti] ill" 1.,�lIC/l fro nr ph rhe h 4 wer K. It h !]ooh _ I+is ill In '-1)uJJy Ir pgll.,' Ars Ir by dW61.I1 d ner+lY wl- rr An - --""` 1 inClub 8 Welfare kIl Kann Y 1 C, h I n.r : 1 lrh r, lion of Boy ecuul In Y nA, patlrntA In fibs v N ua Rvx. r rill horyrta 1. lhro shout She r f I�r III 1ry�p�gLt+I F1 1 71Ip n I. m lova, Mft. 7 19;- Irk, Highways t rt]grntil. 111 ahnlrn 1 rletl.l rn ,K, 'I �Ut.I itIW of a I k 4nrs of th. KSwnnl. aw an InY.N14vn cool- r l ins K[w,n1► lunQ'i«¢n � Ird elrlra A ,real drill of ih. 111 Ill 5 r, MINN. ! n Mlitd lar ,n, Ch al r. IIIYn. I«elle, ay noon a4 lh► �•y Gil I Ilhond of thC+e nurpllalYA.`a raN If old alnW [ mY11n,(r[iJnl�a}`ryry ,.IaY Po T], rer.rrl+ rrryyy 1 Rr1 trntna 1 h rr nl9iy M Fp } I ri I JC [YY 1. 11 N se In P I I + IJ leu+i u ` u r th II. 1 f r ar Q - _ — T 1 arkwaY Cnrnnrle.lonrr hu ill. h.Lol. nArry L11rwn and Co pr./'. n lhr aAp+ od "hI.IJ Irl, I r apt' +}}SJJ�IJJ f Y a n ill nn ori I al w h1 h 1 k,9 Mm,l �rr Yaaag Will ! rasan�t ,rIW lColrrvtlYa A- 0—Ak dir. Arll vl tire, All smut paved C Ila r, aril es eh uelrely rnr wlrra hsl r r'a..w Fan r rya W.a.AF -.--- h rnr. ill 1 Wr.]n 1 y .nJ 7l� Til.. I.Y. nlahl ill w k It Mn M LAYn, Jill, a..l.lanl Sa emutfnaner RPY, cafe, IRE ;Smith [ R Ilrr ht Training At Coafern With h1YH nrh+rnl 14l p [vn 1 7T1a rarllrM hand f flair l+lntcrexta t slcuCampaign 11 j�j fltjrj FrrF �nllI++]�lt'{{�� n��1 lecture oil I abI IJ,( f u Nrnanr w alw rtlLl ,1.1, � p l',IrlaY Gula nus Aumop In char Inp rats, I]eYr Ilrpart $tAtted b y (; rrAan. Afrrrinl, an nld Ilme nHY lin Cam ai n I.lr I rrnlrm rantatihtine ill lila n , M [Ilya n H pillar M# rl Alar ra A 1 + IaNln' Trndrriwl ,C p 1, Al"n r pf mfrnbrre pati If 41.. .WUCt1¢n lama UJahop InU.r lYn V attar i' oft41, fenn V. far Aero BerY3Cen t, 14 Nrw Il n L. Aare In ih May Im 1 1 1 ,Will Spivak at ,rr..^A! ewanl lit, of rnyyd�ll Math. rrpre+w r.Itny Ih. #foal Coast �rt i h ■Irk, r rn lnl up An.l IIHe{r 1{ntllryr tt iYYaniN 11TrR. TA]IIIN TTarriR+ rrn N.Ar41 A+rvl llrfYlrM 1A An flifhr.rr a.r„ +. 1 u r W'rtllia r.1 I+, I+. k,1 en n17+1+ r nine . 1"'+ .. Jr. IUDDY Pt7PPI'Ca CiIURCII WOMENI DODGERS Ialmoll i Ihaa rare *-At' t0ftMaty I- rw at.n AS ii1 rflitdu 4 r'nw fun *-AN In waTk4 lar the 0041 a She CounCll of Church Ined Vorn.ti at plai.cAI for the arrival of Ing of the MINIM and ars .lhtrt fel+rev; sirs. L ,til Ramett, very player ,n th4 GrAzen' per. ib%tad ptoPonin.nA.tely to, the Umdahn Itreth MIm Ama11a Ite111, Rung urge It4tion here for train- Ismaoa of V. V. W,rketlonal f;ra 14. W. Ta11, Mae. Orris Nab Ina neat you, 11'6 war'a lrle, wilWo week In the toS Mm, Clare Caaea and Mta II rUckey's LLtniti e r fill 11actde. lrkd In the total L Woolf. isnhch"hickey, pnalarnt of+Ih¢ nunity. _ DPdR rat now COMMI lht la resat a-maalelanU of wr w¢m,n's org. aeaeball nrgatllullan In bola+nie portlon of the pre,,,.. frwn adiltriilona of all Chnrchw partlol. and acefle of acllvlB In lb. e wile W the i'oppplM hrlSr to Wlna wkI mart IA the near Ntur4�tire rounM1ry, ane ryraRRer p66nlec ,tele She V, Ir. H'. Hal noel out, with 96 minor laajua;bwe o um ,a t n n l/ aalnrra ar the newt a Rt !talon Raplda• }dlrhla•n.f l Y ba11 4ttlh• match Ing fromcaut home u ep,rniwl by the V, formal -until. Ito m t. ' for the cam sial protaclton' '1114-heervancr of the "SVurld Harr1A 0uh1hated lira i$odgera Idewa and Witirrn of dereaar.l pay of 1'rayrt" In Sha rple,all Al'farlu o1Wr ryatem to an Inuirrnee alitiv ell"Aw-Vvt,mna, andIchunh VVIday at 0:10 p. m. willrtriinjto. with the 10 Clara G been an In nencanra for Irb"M forming the haat, rrpported earn At l.he prownt Ilene, n4ns �kO lite 11tH meek ttg at She Coun[Itlby Ila r.rdl. L"m high school and as children. of denaan4 4r{•,o[ Church Women of Vem lkaeh. culleae player* tall Baa IYelhppaea a from the ,let■ of norldal Other I,t,v ling, wB1 ha a ilntoA nr heloma elan 1, and na S:taia C awn a hanks. Can and eduaa.IM.11nj, a May lunrhnon and nit• clot.,. urminj If,* Inwrr aid at !Caton It. Ic"An" of ""Wurhl Ca munrrnity err I.tCd Ivy ane clKhl Clem II I, Doral }w.rt of Ihr Velnnrw l'u"fw ami Iho twn A china "Ree two ,mign Ween, by vlrlua µf lite ilay'" to Ynrrm leer. AA Cluly, nn•1 tIIP two AAA chlhr .,R nr tar ,Homy In Ihn par• 1t•'_!}�T"" y�T form lite hlmre •Id- nr tan Irl. of "h.wy' pnl,pl,"'. In (hr •••],eiiNSTItIsIr - nlrate wIIN U,n tlnwrN lye rprxfgers rho hean'alek 1. Cake rear rrpm,_III,t ihr pmnarl, nr ..A'M deal a She .r Ram ic. r . F- r.em oe.Al ' t Nlrllry'a rhe. a rnung velrrKII. 77,r -rK nl R. flan rani rola b 4Mrs 'r y Ihag. A bmea nunduir hr v+ate nt "$Inlay PnpparA ,. .1.'It lr I-,-, and culbrae r the aupa ,.ton far M n.. by 111 lot ll own. R MnjM0 act nim Il son yu 11qas I G d I1 t4hlklA n,A hn !y rh•Iru,nn." $ilial "'A Tb......Ml rnnnrla of w,glrr.r In =Yr vulnF ihr ctlAr Heti rat Ir AHltllary rn Mittel• nn,l' Ilarut=eny" il.nr+nj by the four nhtllllrn, and Ir I'1r1_Ne of Mlltrrll, xI,,, I. Ilurhpy f"nFry I"Tnp•I lattlrr.' of if,, AKn rw y"'uiR 1'lnyrrm who demur in rrach .nark nr llrr lrnral ,¢mat. w-kue,l µf yl. I'trrrr, non -t- - k -- r c I Cllr alma, uF I I- enrrr - - 1 tShb". MIAA rhlbhela x•111 erlI ihr 1n " .Held In Iln11ektyn. N. Y. tn. rnµu her. by I,r,.•llt and Jimr�g lamp"A •Vrr.rnl.elt•hlA..ryfrt: wh A parl.m huy, a V. Y. W, �W1ph Aln. .1111 A'Cuatri, .ml 24, '411.0A Alnlrn th"L hr haJ.�Letm W $4rppy, nr help. a dinehlRl AI.I, Itavrn. Ihrb Curzon. will act rhr,clr,l le• prrprrr aaunlinlallann .n .,I,$ I,rnNY vrlrrI., In tn.4 , ,Iry par el'Ir rnAlnr:Ktrly 1317 p•lA yrrn anvil tIh r Ip lit t lr ,f na ASAAI , f r, Hafrom 50.ria 1 l 1 •1 I Ih µp•h t lit AShm lu In Yar W.1l ra hrlh Tilley far rice 1 n!•nl i lr hr h lea r 1 lain a A lr tr+r `Fru r" tit r ne.Iwr Mnnllleh e, ll,urirr 111 pn,h Aly 1. r anA eerpharu of da"•rwad Iry A hra+Wmrr. tltq HrhH•k , nlImo yeer, wnblh• I'AKral 11:1,: glen . re hat mini ln•rA n"r hl. 7''+,re ion of f.01111l rn sl AM I`In 'GAR COMPANY Aer•urrlt¢n, Ix'htle cone of •lho..� nln• ihrhugh� ihr n•n�eo rjit mn•rif 4hr 'GAR COMP � � trrtY f rL"cfn Ilene.; Arfefe r, nr %1 iNY pfeahluh,nt hal ever pAapular tdark. spring# •� ta+ ."Ilnwrl Y.as vire uatAk 'feet Ant,•ate" .111 be pari an by flarria. {ave rrrMt to rk.ddld l0u r. eNur ragn[y. Al.yur V..,I TOM and Zdwnrd Trent - ham, groundakerper for'Ulo Ge,d- r�mrr :7 9rh.vi.n -%$R,atn•tl lata I to time ntulo minstrel perfurnm• grin, for lit¢ replrl Frupr 'Melt naenet of tau rob nr,r h a,:: tinder Ayr ypathe twu playing tl• Alnynr t: T ISeL'elrty. anvt a Inrgr tam Pus. .ill h.rk p ,. a 1 ddge�.�atS'or rfneuee na ihr Csran . U1r Anllra ami rnr ni raurta of nix I nl lh m"t+' T'I dnKon 6a f 1 i.h A i gn I rmnrla 111 •itis^n. "Penn Tr t t rtk f .linen AN der* No t 1r n lg l hr f9P11•JOyQ Laud -n" o irC Irl y 1. Juk C 'unm210". Tr, ,Inr lull IInVL 1 re h Ing Pnlntrd and lir r r l"I I i d . tl her �lrK,ll Mason, Anel r �� p I 49 dais t7r 111na1M, 1 rli., err pilary {;. rr a rr {n fl ley wn .111! R•v. Cru rgr li Ow I x1rrR Rrcrllarn,ll°r tn• cunala lel ,Arlin rf the rrernl a [Ind A r ierl ri a„r. mNll. F Ay l 1 rn. err •epi mlwrnhRr, ate[ k Tt,c !NI I rI pShC itµi. ry 11y l!rdgOrn ml m uvinu 1 1 Inure I s 8 II w t I t h p l Il r l I l Y [11X6 11 player• r r had cal Ili h 1 artrll I I,prun - to tit n in -.y -arnrd ThorAI II bimrrrsi'Iiattnot' IraMMF rlh Ill arja f¢ a tits l I e ml In 1n. of ear ni In 1 4 ti r hl! herr, ith lit Ir dny nq Ilrr 14191.1 r i ntnil , thnl alp y r r +IA fl , 1w P[G Ihrltlt ring At 8 :In n Win— nut p'rine GI it V,- I "PC In 11. No Ase 1 Ir a I try hr .kfa+t irutrl 7.6 i and n ur it r mal y of ihr civic, t mete, R,ra Into the r1 iia wet• aaach,bly do ihr lar.t.- h+Ike AI Shr I "I ladwrll..A fur SIA.. item 1. t.AAt "or il,fluo wee fi n. m. [•.unrwea of Ihr techlrrj wltl oegAm Gllnn'e 11WA prugr¢m•'r._d In th1A WAY. ' lnehnlr Inst r"rclluna In hers Atral• •pnlen, to $11'). In I1 rr w,•Irn,r progr.nl, the Ina, p+l r•hma, linen Hell rig, carr and •radll Pim W" .lite! thank•�almrlel uh}rr Elvr Ill in Inert Ill. o,mtrna of tol bnely, Plc. ihr 1-.Iir er! YrllOnrrr ■H�Ilnrr.la of Illi Iran rrlvllrged Yhll',' Afire Ihr lerturra, the• pinyrrm auger T:-h.,ra• aw+ciatln.Idrrn In I.., caanty who have rye Are lura, I ou.l fur n rlgernne Pew nr aln4 h-l'"Illy of the wrnknrA. anal IIArrc11rrn. A br', of raliaihrrue•s..+,n fn,na there •I,rn. yredlnwing ihr runner rfn. "mrllplcla Arfrrmng hra been .+Ada gn mil In.• matin, n[ Ihr clay°a A laftc nnnmhrr of ]hr y U,ennala 01t,nclrnnlA to drtret held trrwctlrr.. ru la a tu,rF of lhn rrgar llrnly rare.. lanai (lair R-10. ',+rel Heli ria p,oarl year CS rMidrnn rrrolvMl Th, r"W', Kw le r ,l,F lrnn 7h.- Attending �menHnentr, .hM1alar,I glna.r. Kill the xhibmi a "A"".r pl.yrlt heel IrmnnK In r ha nehrnn and rn. edhrr.G11 IIN ery 1. rlllrrn rn• IH Veru ]kr'rb ntr to hr µerlmr, c ihr lair weer: 1'. I:. Jrwrli, Iwrrr n Jun. 4elh 11. ICltlydl, Char. ;SUve,t tG,alra, !trip wr r thrca ver 1. ani Illy fall{{ + Inr Pn i Mltrhrll. Ilalplr nr,I{wlrk, "14eJar uprraUnne an11 lwnrch lEdrrn Intal nth let lc nun fl [Inj ff1nne, Plarrli W,AItNr, 1f, O. Tha[rh rr I,.I. wry, pnav111rd with "Itnrinl lyra, rr AIrd, 'Hien, hila M, t'ubn IIrllnrr .line child woe taken in" of In A If. alae a1+Ir.1 that nglemmrmi err, IparIx llskfr, Yat T. { Astnhl. cra"arnry and hrunght erre nshlblllnn Fur, rA wars h41 nr Yy, S. I. t•owera. Marshaltl Il thmuth wllhnnl F*rmant t 1n}pry. Irl wllh the nnrtlrnlAmling ihai rrN, llherman N. Rmlo. Jr., 7Te aervlig rAtt.d Apna Into the VI.ltllag leAms would p.y thrh Illamanll, Karl lkehrrtr. AIrA •hrin of nihrr ch11d .1p"nrnla, auto awn - ex ire roar# hr re. revel vl AS n 4'l llAm. !, J, hrbnmann, J, 4a nrfnrmlll rA, naso and AhAra or ihr rteripl.r. And UAl. Ila I I•IInK Ila Hent Srnllllitrs, V. ' IIsi IRrri' I.— I—- wmdd Fn,7 A L'Ir%era fl. y:. allnrrr. 114tH r'I+1r r riiprrnlllln In wprrtrncol Ihrlr o.rn eAprn.ra cur lh4 retull ri A. F, Aal. Ir.ata h. r•. ", frtrru the smrnly hrallh unit anit Vann In ilhzt tlltrs. ,. An�Iraw 4VrAAlr, J. !S. e1. s-Iw"Varr wnrkrn, end from lora) 1•ohllrlly 1 ll. ti. Wait., 41 I.frny Al f 1 ctur IIIb ndn oil Wes arm 7Tr I krr am eniuAuty! to II YY•rrll iron Mnen IS R tlrrl fr m Shr Iech0lral l -Mr• fnct that hie illy np Vrr¢ pyrArl arh- 7uegr Ar e+l a, Ball Ila! t r 1 from Orc%Qra to;I "I wordq 1 7 e fou hllClfy Ano all rr I ytun nl+rrnf, [iiia I 1. Inr a clAl ullnM1ca In OrlaA•Id and SIr1.R !hal tould nor rnr in M 1 A. rllrwrtt. tr, k Jnhne.l kdan d. beujnt, .Nth . .11 r.ts wilt.. to J, M 1°en MAjliln gl, arwrrarwlittle. ph.ioerarhrn an, t neina, A. Gay, Il,+nlrr Ms• Program Venture(] at xrllnna� .f nlhaa taunlry., Own at T•^ay A•dg• If. at- laird mat chi Inn r Mr Carl r. lrnl New rl s, n.. Indlaf"IL ItIVCr 1l3ila tit travel. would alrLAIN many Who ar Re.eklr, Jr ,,, hali,n at tiler Florida I� Air IKn/lhle And mlanallde hanrnt A, Hennrlh [$Vilna 11. n. , r Iron Ute W.I I Ama.l rel tit, mad V . Ar,h1$ Nughuc I" Pirrnwe, The "Indian hirer County GaY., or lnfull camp Ina. WnalI4M, ter. Y A« plata, al inks MI veld. nl et VAI, In lam t'ebBn 11V# learn rd W111Y. me, WEII' •I. Jr+ae rrelwrl4 I1.. A. part M.an lay war ret rte+l to h v, pn 1 t # 1lrrl4 M Ic1 th1 r, Ibl liner 1. 1- Ir. llhrtnrr.�lneh an I IanrllAK w1cceas, by a. IN', p $las wonM 1 wH Had t ^, r. Mmnh, Ih. W. 1. WIAr, "W041 'Ifr anon a ni card of Mr they la"'P ■I AIN ill ` IIwL s . _ ., rn•I a4+a t� F r11I1, learns Mr Ar rM1nr ihev v..,.li Orr, vo11 to 4 A Junior Chembar of CdrPJne}pd� wmmi{tea ,.w.4 appointed. 'IM4 7VaedaY to erect Algae wtloom[n;7' ',he llrtaaklyn Godjers to V•ffig 21-chfirer In. male hlghwit" , 141d1nj Into the city, at the nit.. road Ltlona, and orae the main ' C rnlraaea o1 the former naxal'rtr • Sha cummlttee. working vndaT { the 11r-ttlon of 11111 Harris, chair. man, hall arrctod a sign madmg a,• '•Yml era now entering Dods" Y,c town" aver tho main enlrenCe to the Rrn,rktyn Dade a rtlrinr f•� traJning camp here. Tho other want at. to bC er.ttm ar aeon Y pnannla. $: Mims Durrftnee Is Named Chairman of Social Werk Itere h11w Mary 1+"u Gu Ranco, .aacu• ' IN" Ar rPr lnry of Sit, Indian River " Cnnnty Grapier o[ the Amarlran Red L'enar, hu hrrn chorthe mbrrrsklp alrrn.n off lits Plarht. W. mmtrrrnre of w sftl work for fnrhKn ,urer ww"y by 74rA Canatancr V. Build, rarrullxn � Any.- menRed In the nelde of Wetf.rr, sl n Anel nlrltallnn In in, alntrArr YI r I. G 01011Ie ,nil Irg I by MI P -. n.re W income I" C'N1.e•f Il` _y! Irly. Tails of _Fishes thy Ilub IJahurl •+,Attar mi";OK the dezrlllnr for I III Column 1 4 Wt,k w. Nt ha xe to Flvr y rlfa of ti -[situ re - ..it nn•demR• of int 1 1_0 WV It rma daring ,hn mot two w •Iw. A. "It 111 r IlY know thi, Ann. Inyr fur eprckfel perch top 9 g wnI. go -0- nt t l � un hrrc Ilii• naval IG n narc .rear. rIK AI naw than Iwo k I d ,And tit local f Ik a sill$ ,[¢ring I lhrlr gnarl testing arm Mhl g far bin k Lae on the Crnee- W4 hlXtl..y, Aa a matter I fart, 111m.r ilnrela eI.lw that he and Rainy Vincan etood aheu1. rlrr, I. ahmll Err by a little Pool of wAler In ihr hnrkwrwada, a while .gu, to catch a h.- .n every runt, acini' B.Itan rpfcl.L., Thirds no Hell,, I,me than Night no. to 0011 you litµ rkoo C. J. Vogcl h- Il.pt track of hie s.hIM; rnrrarra ever Mace h, wee karr•hlyh in a IonR•traRsn cray- a+kr, and ar,.r all tneaa yon of Hrlrl e,nnlntlne he ands Thal it CuAt Alm rmActly Maas In catch or, h-. TN., Cminla hie ges. tic. lacklc, hrltA, hnaG, N"w for a rluack trip to the surf where wr 4IAII fl. M CWIP*r Who lrx.it A thermal'"A wolghmg oxer 7 penm+1. 1111. luing bankrr for holt hist 41+ewlay, -Ming kr G'r'awfQr Vm all the cant fall at the brit v. A,,,I Mr. Itr.drlrke, who lumk pe hlllrn Ah past Fofty nn cot. mullet. roll 111- lupg,al IH. p+erfn,manre by IarmnR in. -m trick of catch - 1. twin In lhn Ilial al lff Inrst t; ,r anyone hnA done that. In A Wait 111.,1. ,V. Iva bavo Mr. and Mrs. It..,,Con Iu An 1 Mr, +alt Mrs. I.." Aon Rua., whe. Fulled a .." ons ,n uA +tJ' jolnj Yn lit• prral4 dlreeli4n prep In north1h W ti I pais". sA,ut ■ mils at aLeaw- 'Hare they tacked up a into$ of 90 bill AAI. And Me. anti Alm 1. ila,11111 who acootM1 d for A whiting and a blu.rnah In the surf tee$ y'rinay, ta'l'e not farjel I+ C^ JAIII01wn Who CAbgl t If blare IMt ThaPli. day, e or WiplIqla Von Urelft *he lnnk 1A Alu " rel .All Iasi YleiA,y 1 }s�•..,:r Rtrr. ,y -y�5 r •lrc.+yf r, l;. f � L r., ;r� xJsilr.ti"f+� 'h[1.5 ni •' • v it rb."� Y'j AY�;� ,r.;" ,.c•.. w,+. u, RIYI!r �rb4l .�Cti4011 ` �: �'rl ..'.• • '� "�_ ;I. irk � � •vr' � �Y ��-' � S yV f/t j�'•i'•ey}"if -4 Jk .. _ l Re . WITH ACi�V[TY fro" SFRlN["i r +s....... tat r S;, ti^.•nr+Gr��� lJ�a"�ix.i.c i�` t. Lt -,� :•Yeti . r •�s.. a t Dodger Town.; lease -OW 6y Difu-Cou�cif " JAppraxlmnlrly NO rliildrrat�snd ;:,; Iva,mg People are-ParlieipalMlC In Zon City rvuncll 'ruesdaY nlghl np- t proved the rc MamPed least cnvtY- t Yng lha use vl [aeii[ties and lend al the farmer air base lf7od ger Town) by the Rrnoklyn ilose- ball r"I" far a period a[ rive years w31H an oplion renewal a! llva addltioral years, The r,vumpod Yense, whibi'ch tt SP to i3rooklyn e�3uta,ll �wiU Le®farwarded toSrovklyn 1us4 as 4uickly as It... can be typed and checked by the: city altorncy's onirr, The Srosrl dates From June 1, 19 n- } TNe lease covers Y Ks,siarmereihi�a' and B,3 service building, and ands on which praclicc Elelds uv now So- eatcd and on which .+atlditionot Fields will be cvnziructrd:." tl is understood that the Elrook- lyn Badgers, htonirral $eyais and ail, fat w lu ,swof agf che Brooklyn uNlease t1 iyndrer,To+7nPSa tifil -itc ISranravnebIl al dray of ch is anticipate l shostS•P•CJtywKlcl0.ls heYeappa -on :ter, ell tell I.li D'hall {ll Yerfi an'deolhersf+ersonnci'hf ihePIIAonk� . =r,0-'x, pp s slam, teanl?r are exPecled Dadgen- Li.on'.re nl tiny®ls�s� Bgil farm -y , yeah aqd /IPr1i r � ° r Fire 7ruek Rac�o R�ayal p�1m :. •s . ,1 Finds are sought s NiOtarSr'eCtS r jL1nl ere being rnsde to tuIP {{ , .. „r.t 1'm'00 Are trylck with,"gJ/^.'er [1sri�ililTrf m Yount Center's summer re- tlion at program .bring asaged '` Cid pocahonlaa Parkr!clnog unit, ,;,yanln Iding and other areas; IS was the ck; ounced Thursday by Conch J; but c no ThompgOn.,dtrertor. • : studies IctWlties to dnte-lnclWe,. `or-' thectty IF= ut Isar:av[lball-trams for, mission rs, ages 8 to X2, for which 80 Glst M 1 hnva s1Rncd up, The .teem;: 1911 '!no Tigers' : Waller' Zig• ldl T yg, rapinl.n; "'Sad'Saeki', Hudd", ented .1 trkcl, cuplain; "V. B. Indians", anted t rU r_artell'T.. t, ln: and "War- Junc res", Vann EUIn1l. capinln.riteY ed by by R caarhed by •lenklns. - comm, Sellball for hays, 13 on up. Fnur likely ares organized a3 follows: 'lied Ing w, tx", Ronald WNecjer, captain; :Hrrnkres Earner Rllm caP- iin: "Pirates". htalcOlm Mnatd- cion w eaplaln:. a n d "fndiana'". Filer enry ist.ixan, captain: Coached ilivef y Jenkins. Cho boys signed u'J• niter Girls' softball seems, agta S on parch P.... girls signed up. h- and a lob Whittier, inslruclor..,, bridl,' .SixlY-'have signed up tar Uowl- of lh 'ng, under the dirretiYnn at. Elmer lhnl 11umm. Thirty boys and girls out oozes or golf instrurtton, with 17ave land S,'.rmick. and George Runean river in charge. .hr,, 0y, t,king e len niv lnsiruc4loa,.wiIt. bsle Tal- g-ste , beet,Js.r•in cherlle. Thlrly-Five girls . put•tvr Ic n, •WIth Coach :Jenkins as Inslructar.. e ypreriyy and pinea - The Fitx't�WednesdaY night party and ilanna, ["'tha' 11-1$-iS asite•' " roupren lrf lull�.''Y�RS iflA9`..a R: ,.,. d 10'' otloclock as swjj�,'�X-7 _ , arq 1tuwPru •.rp-•eane d '!�.l4' tyre h "M zF l y3lia .1 Waller iii. Meyer, g mbar ai sr; ,t. - - •: den Piunn�r�g Neta 4 ton ihr Brm. operating the Gscrala * «�- pharmatY and {Miracle Mile Slut dries, Iasi htvndaY was eiecled T�lPq'f1'�� prrafdrtlt ❑[ ihr Lions rl uta a! 4 to peach nt trie Pnnunl elrctiun t �al.-nrlrcrra and dirrctnrs flc4d, n9 ■ r'r�.'a{n`■pyyyt1'!la She fiarkWPY hptel. irayl'f�r,a.'iiis .. Cither onicer, elected:: Chariea r R -Smith, .- la1 vixe•I rerWcnt H 1 ►Girnee ank D', i'. 13gdr, Glenn' Ciro Per, 2nd vrce presl 7l praldcn! and general man dent: Earl Smilh. 3rd vlcC pearl T", IfessCo, were Irl,Vero Vetch 4 dent; .lack J7. Strong, trez, uree; 1 Joe Mavch. accrrlary: Rlt:hard WrdntKday -. comjillrtlpg rarraale-' j, WYkof[. fall �.twiste � and.. �8tli 4 thittet4of F tt P164.L for Pl n SM1, 11h llnrt 1PrnPr r • it I T., V!• 6 g c1 4 1 i 4D m Thew t\717 17171'11, %!(.swillc tilt• nlltir illg rclatiolrsllit; !%!lith 11aa existed IerlIll.ill\ 7eal." lmtwt-t-11 tilt-+rt•Ilk 01❑ 111 Zero Beach, l !oriel,, :1otl dic 11t1(Ig,e In 19,18. tilt, Mldl'clSol viral ill Fero Beach as a rt•sull of all inriru roll Iron! Local hosint-wiaml NO I Iolimm. allrr 1r}unit the 1)(0fi_;t-1lown smilinnl i, tint%' I1:SII1lYl, I It)1111;111', hlaill,lurlll r.:l1m. Awl Ilse l uilr•li 51.111 , c.11\t r11111t'nl 111r11c•rl n\cl a \;v.11 ,lil ,l.11iun In II1t Cit\ 111 11-1„ IS, .n Ir 1,11111v%in4 %1"l Ill War 11. 1 41, I il% 11"1.4ri .w t+ 11,1111 II Ir Ilea lacilitl .0 1, I I III' I 1^,( lt_t'1, Fill- a,ill ill!'. l l„tut l)t)du4 rl, l%. n t+In'l l Il.ralrll,+n .IIII 11os[;11!�1,11n1r.lul. Ir.r�,IhII. I,I I Ir dem Iiln,t 11 .,111.111 II, ,I+ ilu, rill 111['ivi•.I II ,,II I ,I„r111+d It.l1l, I .Ilr,l l't•k'1 t1 �I , ., 1. I.II.I. noun! % I,I ,i11n:;V •1„n, 111 .,I,VuI 1, I• III ,I,I ,t II II, Yll IIIc ,1.1, .Intl %+Ita I, II„ 1,u1• -.till I.I, IY,,, r"}Iillll'u,n ',.lull o, , Iirlel,. IIr I,,;Ir,u,;I I •• , Il,nl,l„ II I•I, i11Iri11IY'_, IILII IIIIJI 1411,11„ IU,I, i 111111111!' ILII II IIT 111'le II I.,.. 'II II 11,1II•"l I' in'l11II n11I 1,, III, .I' "ql I,, ,I I .'1.MUllm. ^,17111 1111 II +„111..111 I, , II II Ilw 1111 I I,III _J 1. it illl �L I I„llc,c't Uri%lh 1, tll.[YI't• Illim 11151 ;1 11,1 t },;111 Il ni li.t. I It Ie i, the IM' - }ll 11 c• rilalaIpilln,lliir,,{u]I rnlu,t'. I)rltlger I'inr, t:rlNil II N (:1111). ar1%t•rt• the Islllllic 11111 t'11in1 II l.' 111hIll)IISCI WSL1111;$11.1, Iaun lllgl'..111 trl�„hnlr. a , i1110Z lu 1, 111i1111u. llwr I }w.lElt'lltllin�, !I -hull-• la ,l••, IY ,l '11 [ 1111l.11it- lir,! lit No 1$1•,Ir Il. ve,1, Imill ill 1!11411 II .n 1,.114 111111 i 111111k.III st;ltid11111. I I, ,I rll,, n a•• .+V.,l lull I,nu%,Ir In Illy Ir,lII S,liII II• r.. rl„ ,I l,1 .I•I for II nl111 nt1 %,1111(1 lH „n n4,rl III, mid R01'',. `\kinwrnll, ,I., , .,I. u, II .I, IlltL'ullalo bills. 1' ,• , w l Ir%ri.tml ISru%7Is, hale tll 11 1111 lal lilir, It tlnsl DODGERTOWN SPOR'T'S AND CONFERENCE CENTER Ali adminkiratinll Iruilclillt, 77hic 11 uYlals 23,( ttl{1 s;lnare feel. Was buiII i11 197-1.'l'lli, Imildnig iticlutics a i1wim' lraglit. ( Illbilollae, a minor Iemmc x1111). Ilutlst•, Invilical (.!char 1111•tlt, illlling immi. kill lu•n, main 1ohh7. cmitevn. rrrolAilig "Imliu• tlh11tn dark r11on1, illcss 1040111. Iraillilig ro11rlis, c•tiuiil- nu'nI rIM111s x11(1 twit llulildry 111(rnu. lnnrhrr Inlilding, %shit 11 lnlalti LOIll} u{Hare 16.1. 1+as hllill in 14191). II i11c 11111+ s rrflirrs for Ills Ilntli crs }u rsclnne'I. iIIdol ,r Iralling 11r111u•I", a \icic•rl Iol11. a I '\.ntAilu,cci11illi1(t Imikonl roolll and y "Fs>lagt kit ililirs l'hrst. lalit(liug” ali' 1111 lm;u •cl Inl thr silt• oil Urc• lin mct N -.L 1A he•atFttual Wl"s htlilelilig .Ira(i ;Ire• :Lit i11legral i)arl of lilt. Iltlrlgul lliml SIAM Is and (:ollferc•nre Crnlrr. ti171111111t11L;, ill Ylrl4, le11111” l-Srlhl'Iti, 11;1"I,rI- h;ll1 (.11111 Is. 11111e\'Irall tou,rls, pl)gging mlil. a rt•rremmll runnl and a Ill(wic ilvale) alc• lll,tl located Ill; !lit. prcllll,t•s. Sim c tilt- 1 h;llget u717n slim 1'. anti Cmilvicluv (!•lite•] tliR'llell in 1976 uru[rr Ihr nlan.h;enu•I!I <rf l l;trritinlr (:nnicit-111 e St -1 %I((s (tlly i11elus11'T Iraslrr ill ronl(•rerlt-(. rrlixers), j 11tYelgertulnl 1111” Immi(lrcl dw irrnlrer t•Il\'illmtni•t1I Int FI)rltnle :Ylltl allot 1111111 40 k 40 phosllless sumi11a1",. I he disoat-linll-Irvil, lllct•lil)g clll'irlllllllc•Ilt fcalllrc, tliCl'1tY' ,pca-ialI% (IvsigIIcd IIIcvIiIIg rIN, rIII boasting an itI%r•lttnrt III;11141iIrli Il; Il e quip1 vio. %1„R' 111,111 21111 blisilic'ss III(,('I ItNil , alA 11 JI I Ill Ig ,a'„II IIIc lilr de11111•,li( .Illy l ilocl-1 h.1111 on'll fit Ills are lidd alillit4111% :11 tall- t .++f 1ll'I'clll c Caller wllc'rl- cuItlIorl all It. IIt,llint tladcnlarks c11 I Tari imm (:ortlerrncc' (:rlrIt, rs, at(. :I priIII l- col Isi(It ralion. VERO BEACH DODGERS 17o(igrrlown -list) offers slunnr(-rlittll' cntcl-tainnlcnl lar basc•ha11 f;ul,:dllilg Ih(-'1'rrastlrr Coa,1.'l he I'c[u ISl-nI It Dodgcr, is ;I (:la„ .1 I it Yu Vr'.1111 I l-1 till ro'.AIIg'IcsClub %%hir It ImIllr it%dc] 'Phil ill Apt II Ws'o. Hit. tc.Iln Irl,rn, ml exciting III.np11 ul h,i cll.tl! , I 1,1 Iln 1,11.11 Lill, ,g,In1� ld 111 1wILE'Itrn_ ll.lgllN vial I r,, ,I 1wmul I, 1, ,• !;, i, ,po,l I111 111, I.;, I 111 IIII 14 'I pl''.I +,I IN 10 -14 1l- it •. Ilu' 1, I I I Ii1•Iltllll,„1P�I ,Ilrl,1"14111HIIo d,iii ~11.(11 IIY LIn^ 1 111 1 1112.11 1111' Illi II^I ell 1wll IA.,I II,, llgg 111.111, 11 ,d 11 1., I.1 ,11 II whi. 14 i, IIII ,I It'.I Il- .I p II,. irl llll. , t .. lit, r1r111,u1,r11 I1 :;1+1lu Y'1'"gp '.NII YIIII".1,I al4 Irl, rtl l' +I+Il r.11 Y1.I,1 x.111 14 .1111. 1 111' rlr lY,l.Ip 1l'lpl7" IIII+'I p"I .1„I II111I1,1' ,Illrlrl,ll Ir% I, �, 111 IIII 410.411% .1. ,Y llrlln}' lo 10 Yt,1-I- I1. 111 II I I, I"l-1- ..111'1 p'111fYI-lo01toLI I:pll II.P.II t',.'lett)'•,. .h 111\. 1111 `t I1. I1 r 11141_"1 I'h.I'II ,I 111, I l+al Id.l ',1101 I 1 ,,gni 1,1,1%1 111, ,r •, l u,., Lllll llhg Illy 111,1 I 1 u ,11+ - I'Ipl 1'q• ISS 1'1,414.10141 1'l -"d. s PV>~ —Inr I. .r In addition III Ili(• 1'(-ro tic m ll 1h rlgrl,. 11odge-flown Y:, till- sit(- 1111' the 11ncIgoc l,' Aercokic I ;mill call-li jIIne 1111' llr%%h di'lftr[l pl:ncts. 11o,Igcrlulul Il,h;+Islp hosu'd numrl'- nll, 111tcI ltalikowil la°alll,. A It' o of 1-111,10 (MIM I-i;ull,.lPill ncl'cd Irl 1lodg(-rnnrn in 151x1` Irl barn more' al)(1111 II;Iinlll.g lvthlll[IllvS. In 15161, Ills Tokm Giants 11l'(:nuc' Ills' Iirsl-(•wl linvign wain Ynrilcd lu Oodg(.ltolrll. he l)tl(igt•ts Il:nc sio[-c imstcd a taril It' of ill(('[ Illtli(lll;tl Il°%1111, c15'l'l' III[• %Call IlIodgvI lawn, flcojap; Icw tc.nll, hal-(' traiuc it hely- Ihc'k:ktlr Giants ill 11IG1. I9li7, 1971. 1417:). mid 1981, and I111 t .hint%( In I1r:tgoo, ill 191813.'1'111` tianl,lnl� I.Inll, thlllll Ifo 1r(;1� _ cl,iu d IludtirlVrll.n in Yu I, II 11 tin \I'.;t'I I�Yn \ar111n.1Y IS,nr11.111 trant;ll �1 r 11 ,r 1'4'1 Y111t 11 .1Url. III p,l,I'. qtr, 11,,•.,"., k(rl lIp ll- Ili.r l 9n41.1 � IlI,II,�Irll 11,11•. 1s, 11, a. L1 �,rI. .ut,.ul .IIHI 1 11.1 kr.14, .Indu•rl 11 � 4l- ,I11111', Ir I II nnlnl ..I I{11 I L„Fr , .Lltll .11 I V. •, i.., , p, .Vl1I 11,E It it p 111 t�, •11,,111q, 11111 V1 ^l, II', it l IN the Itv of 11, 11Lgl-r Into .41,o ( apilmII IIIc I It I; i", i I lal lol I l l-1 as 11111 I ;hill I)I-l,. agc :II) alid of rl', 1%lw 1:t1Iil Yllale ill Ihr I rr, Angcic, I loth < e, adoll h.I 111111 (:'mill) hcl"I in I-c•bl ullcl :out No%calhl'I III rac•h tral.'1'llcsr canlps olI(-1':I tiilllLdali'd spriug IlailliligpFt I-nlllill(- (kor Clllr i' week ti'IIIl all hlstruclinnat stal'I. I hal reads likr ,t I)odgrl:s I IalI of Faille linctap - Ralph Branca, Carl Erskine, S(I,%v Garrl-l', ( :Ic ill Lahine , "1'onl kisoi da. Iles Pill krr, lZon 11cil:moNki, 11't'c°.u'her ltot•, hill Russell, Ruggic Siniih and [)like Sidder - ,1usl to mtlllca li•tc' of lilt• gn<Its who hair parlici- pated. I ISL• caalpel3 art` given thc• opporuillilr (1) Icau1 baseball all f ;III lnrlalals and to ,oe'ialu(- all u�(-c°l: lIvilh dicir 1)odgcr hel'm's. 'I'hc climax of hoih camps is an exhibition g;nnc Yn I lolril:ul sladillln bclwt.c•n III, inslriictol-s ;Incl c;nnpet:s - Ir11h ;I bit"clmll I:lnlasy! [)rorceds 1wril Illi, ganlc m v gicrn loll lural chant) in Vito livach. DODGERTOWN'S WINNING 'TEAMS 1)(ldgt`rterit'll—battled le•ams Ilii dight pr1111 mis (c) Bri)okkit mid Los Allgl•Ics In greater almild;lIH c Illull has h( -l -u cnjoll-ll ht :on olher club 1)\.(.l IIIc Iasl gll;ttlel ~' ccniurr. lam l Sholtoll won it pelol;uu ill 19619 with Illy first Uodgrr lcanl 111 spl-nd a full spl lug ill 1'crll B(-acll Intl- 141 IN I)odg(-r nla}or Illvi. ''Ili kmii% in the DmIlillicall Itc'publil- ;out Own jllilled the Ininor Icagucls al Dmlgc'rurwlt). Wlillcr i]'\L(lirt lictaln[' Ili(• p1cmdetll of flit' Dodgers ill lilt` wiolrl o{ 141"rl1-">I, and {:buck 1Src,sl-n pilou'al \;oitImd Lc;lgglt- (Al:unllit n,hila in 19.,2 and 141na.'fall aldrin ,kippcit-d 11od.til-1 II Ilns Ih,tt 'Fon National Lc'agoc Iitl ', in 151:15,L11d II.I.}ti %loll 1.11t, 1h1a1gers wilnlinj.; ,lu`ir lil,l (1h;mlpiolldlip in 19.55.