Okaloosa County BOCC — January 21, 2014 — H - FDEP Submerged Land Lease (2 of 2) — reading text

4. Marina. Grantee shall have complete and total responsibility for the construction of all Marina Improvements necessary for Grantee's sale of slips to by Grantor's residentialul1it owners and for Grantor's operation of the Marina, onGe completed and permitted. Grantee shall be responsible for obtaining, at Grantee's cost, all necessary, local, state and federal permits and approvals that may be required from time to time for purposes ofconstructing the Marina Improvements. Grantor, as owner of the Property, shall assist Grantee, at Grantee's cost, as may be reasonably necessary when reqll ired by any permitting agency for the issuance of a required perm it. Grantee shall be solely responsible and liable for complying with any local, state or federal perm its, requirements, obligations and duties of governmental agencies and applicable codes and standards related to the construction of the Marina Improvements. 5. Indemnification and Hold Harmless . a, Grantee shall, to the fullest extent permitted by law, indemnify, defend, and hold harmless Grantor, its Sllccessors, assigns, employees, officers, attorneys and agents (collectively "Indemnified Parties") fyom and against all claims, losses, damages, personal injuries, (including but not limited to death) or liability (including reasonable attorney's fees to any and all administrative, trial and appellant proceedings), direct or indirectly arising from, out of, or caused by Grantee, its officers, employees, agents, or contractors, negligent or inteJitional acts, errors, omissions in the construction of the Marina Improvements. The indemnification provided herein shall obligate Grantee to defend, at its expense, or to provide fOl' slIch defense, the option of Grantor, as the case may be, of any and all claims of liability and all suits and actions of every name and description that may be brought against any Indemnified Party arising from or in any way related to this Easement Agreement. In all events, the Grantor shall be permitted to choose legal counsel of its sole choice, the fees for wh ich shall be subject to and incl uded with the inciel11ll ification provided herein, as long as said fees are reasonable by local sLandards. Page 2 of 6  b. Grantee shall, throughout the terl11 of this Easement Agreement, provide f.llld keep ill force a comprehensive general public liabilil}' illsurcll1ce policy with an insurance company, and in all amount ancl form, reasonably satisfactory to Grantor. All such policies shall name GralltOi" as an additional insured or loss-payee. Such policies (including renewal insurance) or certificates therefor issued by the insured, shall contain an agreement by the insured that such policies shall not be canceled without 8t least thirly (30) days prior wrilten notice to Grantor, and in no event shall such p~licies be canceled by Grantee without Grantor's prior written consent. At least ten (10) days prior to the expiratioil of any such policy, Grantee shall deliver to Grantor, the new original policy 01' certificate for renewal insurance . 6. Termination of Easements. These Easements shalll:erminate upon and subject to the earlier of the substantial completion of construction of the Marina or .Iuly 27, 20J 4. In the event the Marina is not comp leted by .July 27, 2014, clLle to clue to any force majeure preventing the com pletion of its construction by that elate, these easements shall be renewed and remain in effect for sLlch reasonable period ohime to allow for substantial completion of the Marjna. 7. Permitted Encumbrances. The Easements are conveyed subject to the following liens, and encumbrances (the "Permitted Encumbrances"): a. Alllinlitations and restrictions contained in this Easement Agreement; b. That certain Master Declaration of Covenants, Conditions and Restrictions for Destin West Beach and Bay Resort-Bayside, recmded, in the public records of Okaloosa County, Flmida at Book 2544, Page 4562 (the "Master Declaration"); and c. Those preserved easements and amendments of Paragraph 5 (but not those to be vacated pursuant to Paragraph 3), restrictions and other provisions of the Settlei11ent Agreement. 8. Assignment. All rights, powers and privileges herein .reserved and given to either party shall inure to the benefit of and be held by the respective successors, heirs and assigns of the parties hereto, and likewise, all liabilities and obligations imposed upon each shall be binding upon the respective successors, heirs and assigns of the paliies hereto; with such successors, heirs and assigns acquiring such rights, powers and privileges subject to the terms and conditions of the Settlement Agreement. 9. Amendment. This Agreement constitutes tbe entire Agreement ofthe parties and . may not be amended except by written instrument executed by all parties hereto. 10. Venue and Choice of Law. This Agreement shall be construed and interpreted in accordance with the laws of the State of Florida. In the event any litigation to enforce or interpret th is Agreement, the parties hereto do hereby agree that the exclusive forum thereof shall be the Circuit Court of Okaloosa County, Florida. . Page 3 of 6 ,. . < I i I 1] . Headings. The paragraph headings are inserted for convenience only and are in no way inlended to ciescribe, interprel, define 01' limit the scope or content of this Agreement or any provis ion hereof. 12. Altol'l1eys Fees. In connection with any litigation, including appellate proceedings, arising out of this Agreement, the prevailing party shall be entitleci to recover reasonable attorney's fees and costs . 13 . Merger. No prior or present Agreements or representations by or between the parties shall be binding upon any of the palties hereto except those incorporated in this Agreement. IN WITNESS WHEREOF, Gl'311tor and Grantee have executed th is Easement Agreement effective as of this M day of ~ ((}!3.l~, 2010. (Corporate Seal) Signed, sealed and del ivered DESTIN WEST BEACH AND BA Y In Our presence RESORT-B A YSIDE PROPERTY OWNERS ASSOCIATION, INC, a Florida not for pr fi t corporati Witness #1 (print name below) PrInted Name . STA TE OF FLORIDA COUNTY OF OKALOOSA The fore goin g instn)l,nenl was ,cknowl ed ged befo re me In i day of 0 t C s25~h OJ b 20 10, by :J) )"Yl ti? y5 re . ofDestll1 West Beach and Bay Resort-Bayside Property Owners Association, Inc., who is personally known to me. . :\\\\\\\1 11 11 11//1/ . U ~\\\\",\)\H BO)'}IIII,!/. C';~ ; [( ~ " "'" ~ ~ ~,....I-"'-.:c..::.---,-->-<-",,-~=.._~+-_ :f ... ~~",:s3SI0N~' •• ~ NOTARY ~ UBLIC [NOTA . ,.- =:*: ~ ~ : ->...CJ ~,,\\\ .20" ~ '. .~ 'I" Ii'~ .::: <JI ~ ~ ::: '10 1.) 12 ~~ : ..... :* ~ __---'-.:./A;:.:.CJ.L!...Jl~(.J...cJ,.l.!::()_'b::::..kZ~Q.:I..__ _ __ ~ 9.... RD0868187 ..'~ '2 Printed Name of Notary ." ~ " A....- ... ,, ~ ~ ~ '9}-',. ~~~i\1:?nj\ ,,' c§:"$' ~ ,0 " ' ..n·If'O\I\~:,' ~v ~ ~'/. ~8J """" a~ ~~ II/ <Ie STlil'\:. \\'\ . 1//)//111 111\1\\\\\ Page 4 of 6  DESTIN W" D1ARlliAJ-LC, ,..ft,.F+ ~I a limit clliability co.'!l~, c8 &,;P , CiuAJe.... Witness #1 (print nnme below) ~ . / ~ ~d~ ". Witness # (print nnme below) S )) ;ILl e y I geM 'r:. SEAL] Printed Name of Notary Page 5 of 6  ,, ~. : ~1 EXHIBIT "A" A portion of Lot 23-A and Lot 23-8, S~nta Rosa Island, Subdivision of Biock 13, according to tl)6 plf,\'t tllsreof recorded In Plat Book 2., page 84 F, of the Public Records of 01<~llo()5H County, Florida, being more partiGUlclrly described as oommenclng al the Southeai31 corner of said Lot 2:~-A; thence run North 04°08'00" East along .the Easterly boundary of Lot 23-A per said plat, bOI'derlng Ninth 868Cl1 Freeway, 82,00 feet to a concrete monument (no #), on the North rlght-of-wl;1y line of U,S, Highway 98 (as It exists in 2003), for i~ Point of 8eglnnlng; thenCB North 85°52'00" West (reference bearing) along salel right-of-way line, 613.45 feet to an Iron pin (#2032); 1hence departing said right-of~ way line, North 08°14'18" E~sl, 655,73 feet 10 a concrete monument (H3027) which is South 08·14'18" West, 13 fsst, mora or less, from the water's edge of Chodawhatchee Bay; thence traverse South 76°32'16" East, 681,36 feet, to C\ point on the EasttJrly bounda.ry of Lot 23·8; thence South 04°08'03" West <:\Iong sC1id EOlsterly boundary, . 460,08 feet, more or less, 10 the Point of Beginning , Containing 7,32 aores, more or less, all in undivided Township 2 South, Range 23 West, Okaloosa County, Florida; lESS AND EXOEPT: All of Sandpiper at Destin West 8each and Bay Resort, a Condominium, according to the Deolaration of Condominium reoorded on July 5, 2004, In Official Records 800k 2544, page 4612, In the Publlo Reoords of Okaloosa County, Florida; and AJI of P€llican at Delstln West Beaoh and Bay Resoli, a Condominium, according to th~ Declaration of Condomlnlum recorded on October 6, 2004, in Offioifill Records Bool< 2566, page 2972, In the Public R.ecords of Okaloosa County, Florida; and · All of Heron at