Loading...
HomeMy WebLinkAboutItem 18 Discussion and Direction of Sale of Ocoee Apopka Road Property Located Adjacent to Ocoee High School Ocoee florida AGENDA ITEM COVER SHEET Meeting Date: March 5, 2019 Item # 1 I Reviewed By: Contact Name: Craig Shadrix, Assistant Department Director: City Manager Contact Number: 1081 City Manager: Subject: Discussion and Direction of Sale of Ocoee Apopka Road Property located adjacent to Ocoee High School Background Summary: In the year 2000, the City acquired 318± acres of land from the Coca Cola Company known as the Crown Point Property for a total price of $3,750,000.00, bringing the price per acre of parcels to $11,792.45. Since that time, the City has selectively sold off pieces of the property. The most recent of these transactions.was the 303 lot subdivision developed by Mattamy Homes. In late 2018, the City received an unsolicited offer from Summit XV Holdings LLC (the "Summit Offer") for the purchase of approximately 13.51 acres of the Crown Point PUD that includes the following tracts: 6C, 6E, 6F, 6G, 20, 27, and 33. These tracts range in uses from "village center" to "mixed use," and development standards in the PUD require an urban style of development. Additionally, the adopted traffic mitigation plan requires that tract 33 be constructed as an urban street section (referred to as Main Street) that connects Crown Point Parkway to Ocoee Apopka Road. On December 4, 2018, following receipt of the Summit Offer, the City Commission directed City Staff to obtain an appraisal of the Property. City Staff obtained the appraisal prepared by Property Valuation & Consulting Inc. and dated December 27, 2018, (attached). The appraisal valued the property at $2,920,000. On December 5, 2018, the City received an unsolicited offer from The Keewin Real Property Company to purchase the property (the "Keewin Offer"). On February 18, 2019, the City received an unsolicited offer from Meritage Homes of Florida, Inc. to purchase the property (the "Meritage Offer"). The following chart summarizes the three (3) offers: Summit Offer Keewin Offer Meritage Offer Purchase Price $93,750 per acre $100,280 per acre $108,709 per acre Deposit $25,000 Initial - $25,000 Initial - $5,000 2nd Deposit - 2nd Deposit- $40,000 $76,608.71 3rd Deposit - $50,000 Total - $101,608.71 Total - $95,000 Inspection Period 120 Days 90 Days 90 Days Closing Upon receipt of Final Upon receipt of Final Upon receipt of Final Subdivision Plans Subdivision Plans Subdivision Plans In the event the City Commission desires to sell the Property, the City Commission could direct City Staff to commence negotiations with the appropriate Buyer pursuant to the Summit Offer, the Keewin Offer or the Meritage Offer. Alternatively, given the interest in the Property, the City Commission could direct City Staff to market the Property to other developers and builders. While this may delay the eventual sale of the Property, it may result in additional offers. In order to reduce time on negotiations, if the City Staff were to market to other developers and builders, City Staff would provide a contract with terms acceptable to the City and have the developers/builders submit offers based on the contract terms. Issue: Should the City Commission direct City Staff to commence negotiations with the appropriate Buyer pursuant to the Summit Offer, the Keewin Offer or the Meritage Offer, or, alternatively direct City Staff to market the Property to other developers and builders? Recommendations: City Staff recommends that the City Commission direct City Staff to market the Property to other developers and builders. Attachments: Summit Offer Keewin Offer Meritage Offer Appraisal Financial Impact: None at this time. Type of Item: (please mark with an `x') Public Hearing For Clerk's Dept Use: Ordinance First Reading Consent Agenda Ordinance Second Reading Public Hearing Resolution )( Regular Agenda X Commission Approval Discussion&Direction Original Document/Contract Attached for Execution by City Clerk Original Document/Contract Held by Department for Execution Reviewed by City Attorney Scott A. Cookson, Esq. N/A Reviewed by Finance Dept. N/A Reviewed by N/A 2 rm Simplicity Page 1 o Vacant Land Contract FI()�tc�aRealtorS' 1. 1. Sale and Purchase: 7 Pi C.'1. ro f O c.o r t: ("Seller") 2. and Sun. e%PI X V 14o4.. irl•S I .C. ("Buyer") 3 (the"parties")agree to sell and buy on the terms and conditions specified below the property("Property") 4 described as: 5. Address: 2o1 Z Oc.oic A9opfcia 12oA0 6• Legal Description: 7 OR.raw1Lia (-owe?y ?4$1.c 4-4 06 " al.12 - 0004 , 00 -- ooS 8 9 10 11• SEC_ITWP /RNG_of County,Florida. Real Property ID No.: 12• including all improvements existing on the Property and the following additional property: 13 14. 2. Purchase Price: (U.S.currency) 6..1r 4 A,p.g/$bvn-, A $ 15 All deposits will be made payable to"Escrow Agent"named below aqd held in escrow by: 16. Escrow Agent's Name: Sort I Tii, 11'\Ac•k,NNon/ f A 17. Escrow Agents Contact Person: ALF-4 MA C34)N140/4 18. Escrow Agents Address: 2SS S . r0/z.q t-ice A .. Sus 7/1 J20o O/744r40o,327o1 19. Escrow Agent's Phone: y0'") icii 7300 20. Escrow Agent's Email: NIA @ .,,,ssr•MAcuiNNON. GOM 21 (a) Initial deposit($0 if left blank)(Check if applicable) 22. D accompanies offer 23. t will be delivered to Escrow Agent within days(3 days if left blank) 24. after Effective Date $ Z 5• 000. Ca 25 (b) Additional deposit will be delivered to Escrow Agent(Check if applicable) 26• 0 within days(10 days if left blank)after Effective Date 27• 0 within days(3 days if left blank)after expiration of Feasibility Study Period $ 28• (c) Total Financing (see Paragraph 5)(express as a dollar amount or percentage) 29. (d) Other: $ 30 (e) Balance to close(not including Buyer's closing costs, prepaid items,and prorations) 31• to be paid at dosing by wire transfer or other Collected funds $ 32• (f) 0 (Complete only if purchase price will be determined based on a per unit cost instead of a fixed price.)The 33. unit used to determine the purchase price is 0 lot [Wacre 0 square p t 0 otjier(specify): 34. prorating areas of less than a full unit.The purchase price will be$ 1317,D•00 per unit based on a 35 calculation of total area of the Property as certified to Seller and Buyer by a Florida licensed surveyor in 36 accordance withftiaragraph 7(c).The followin rights of way and other areas will be excluded from the 37. calculation: E R V 5 %i3 I.I? / 4/14.9/104 st A .R %. Tog. N-rt moEfl WE , 38 3. Time for Acceptance; Effective Date; U ess this o r is signed by Seller and Buyer and an executed copy 39. delivered to all parties on or before Ii• 0 • i I ,this offer will be withdrawn and Buyer's deposit,if 40 any,will be returned.The time for acceptance of any counter offer will be 3 days after the date the counter offer is 41 delivered. The"Effective Date"of this contract is the date on which the last one of the Seller and Buyer 42 has signed or initialed and delivered this offer or the final counter offer. 1r If 43. 4. Closing Date: This transaction will close on &II:444000h A ("Closing Date"),unless specifically 44 extended by other provisions of this contract.The Closing Date will prevail over all other time periods including, 45 but not limited to,Financing and Feasibility Study periods. However, If the Closing Date occurs on a Saturday, 46 Sunday,or national legal holiday,it will extend to 5:00 p.m. (where the Property is located)of the next business 47 day. In the event insurance underwriting is suspended on Closing Date and Buyer is unable to obtain property 48 insurance,Buyer may postpone closing for up to 5 days after the insurance underwriting suspension is lifted. If 49 this transaction does not dose for any reason,Buyer will immediately return all Seller provided documents and 50 oth items. Buyer )L_)and Seller(...._)(_•)acknowledge receipt of a copy of this page,which is 1 of 7 pages. VAC-11 ev 6117 02017 florid*Reafores sonar:06433114001344315651 ps://forms.floridarealtors.org/users/renderpdfviewer 11/1 512( rm Simplicity Page 2 o 51 5. Financying: (Check as applicable) 52• (a) L 'Buyer will pay cash for the Property with no financing contingency. 53. (b) 0 This contract is contingent on Buyer qualifying for and obtaining the commitment(s)or approval(s) 54. specified below("Financing")within days after Effective Date(Closing Date or 30 days after Effective 55. Date,whichever occurs first,if left blank)("Financing Period").Buyer will apply for Financing within 56 days after Effective Date(5 days if left blank)and will timely provide any and all credit,employment,financial, 57 and other information required by the lender. If Buyer,after using diligence and good faith,cannot obtain the 58 Financing within the Financing Period,either party may terminate this contract and Buyer's deposit(s)will be 59 returned. 60. (1) 0 New Financing: Buyer will secure a commitment for new third party financing for$ 61. or %of the purchase price at(Check one) ❑a fixed rate not exceeding % 0 an 62• adjustable interest rate not exceeding %at origination(a fixed rate at the prevailing interest rate 63 based on Buyer's creditworthiness if neither choice is selected). Buyer will keep Seller and Broker fully 64 informed of the loan application status and progress and authorizes the lender or mortgage broker to 65 disclose all such information to Seller and Broker. 66. (2) 0 Seller Financing: Buyer will execute a ❑first 0 second purchase money note and mortgage to 67- Seller in the amount of$ .bearing annual interest at %and payable as 68. follows: 69 The mortgage,note,and any security agreement will be in a form acceptable to Seller and will follow 70 forms generally accepted in the county where the Property is located;will provide for a late payment fee 71 and acceleration at the mortgagee's option if Buyer defaults;will give Buyer the right to prepay without 72 penalty all or part of the principal at any time(s)with interest only to date of payment;will be due on 73 conveyance or sale;will provide for release of contiguous parcels, if applicable;and will require Buyer to 74 keep liability insurance on the Property,with Seller as additional named insured.Buyer authorizes Seller 75 to obtain credit,employment,and other necessary information to determine creditworthiness for the 76 financing.Seller will,within 10 days after Effective Date,give Buyer written notice of whether or not 77 Seller will make the loan. 78. (3) ❑ Mortgage Assumption: Buyer will take title subject to and assume and pay existing first mortgage to 79- 80• LN# in the approximate amount of$ currently payable at 81. $ per month,including principal,interest, ❑taxes and insurance,and having a 82- 0 fixed ❑other(describe) 83- interest rate of %which ❑will ❑will not escalate upon assumption.Any variance in the 8a mortgage will be adjusted in the balance due at dosing with no adjustment to purchase price. Buyer will 85- purchase Seller's escrow account dollar for dollar. If the interest rate upon transfer exceeds %or 86- the assumption/transfer fee exceeds$ ,either party may elect to pay the excess, 87 failing which this contract will terminate;and Buyer's deposit(s)will be returned. If the lender disapproves 88 Buyer, this contract will terminate;and Buyer's deposit(s)will be returned. 89. 6. Assignability: (Check one)Buyer ❑may assign and thereby be released from any further liability under this 90• contract, Gerhay assign but not be released from liability under this contract,or ❑may not assign this contract. 91. 7. Title: Seller has the legal capacity to and will convey marketable title to the Property by ❑statutory warranty 92• deed [l(pecial warranty deed 0 other(specify) ,free of liens,easements, 93 and encumbrances of record or known to Seller, but subject to property taxes for the year of closing;covenants, 94 restrictions,and public utility easements of record;existing zoning and governmental regulations;and (list any 95- other matters to which title will be subject) 96 provided there exists at closing no violation of the foregoing. 97 (a) Title Evidence: The party who pays for the owner's title insurance policy will select the closing agent and 98 pay for the tide search,including tax and lien search if performed,and all other fees charged by closing agent. 99 Seller will deliver to Buyer,at 100- (Check one) [ T'eller's ❑Buyer's expense and 101. (Check one) f 'within 15 days after Effective Date ❑at least days before Closing Date, 102 (Check one) 103- (1) [ i' title insurance commitment by a Florida licensed tide insurer setting forth those matters to be 104 discharged by Seller at or before closing and,upon Buyer recording the deed,an owner's policy in the 105 amount of the purchase price for fee simple title subject only to the exceptions stated above. If Buyer is 106 paying for the owner's title insurance policy and Seller has an owner's policy,Seller will deliver a copy to 107 Buyer within 15 days after Effective Date. Buyer )( )and Seller(___)(.__)acknowledge receipt of a copy of this page,which is 2 of 7 pages VAC-11 ev 6/17 02017 Honda Realtors; Se,a*Q6455SOee1$4431ee61 as://forms.tloridarealtors.org/users/renderpdfviewer 11/15/2( • m Simplicity Page 3 c 108. (2) Dan abstract of title, prepared or brought current by an existing abstract firm or certified as correct by an 109 existing firm. However, if such an abstract is not available to Seller,then a prior owners title policy 110 acceptable to the proposed insurer as a base for reissuance of coverage may be used.The prior policy 111 will include copies of all policy exceptions and an update in a format acceptable to Buyer from the policy 112 effective date and certified to Buyer or Buyer's closing agent together with copies of all documents 113 recited in the prior policy and in the update, If such an abstract or prior policy is not available to Seller, 114 then (1)above will be the title evidence. 115• (b) Title Examination: After receipt of the title evidence,Buyer will,within, IS days(10 days if left blank) 116 but no later than Closing Date,deliver written notice to Seller of title defects.Title will be deemed acceptable 117 to Buyer if(i)Buyer fails to deliver proper notice of defects or(ii)Buyer delivers proper written notice and 118• Seller cures the defects within days(30 days if left blank)("Cure Period")after receipt of the notice. If 119 the defects are cured within the Cure Period,closing will occur within 10 days after receipt by Buyer of notice 120 of such cure.Seller may elect not to cure defects if Seller reasonably believes any defect cannot be cured 121 within the Cure Period. If the defects are not cured within the Cure Period,Buyer will have 10 days after 122 receipt of notice of Seller's inability to cure the defects to elect whether to terminate this contract or accept 123 title subject to existing defects and close the transaction without reduction in purchase price. 124 (c) Survey: Buyer may,at Buyer's expense,have the Property surveyed and must deliver written notice to 125 Seller,within 5 days after receiving survey but not later than 5 days before Closing Date.of any 126 encroachments on the Property,encroachments by the Property's improvements on other lands,or deed 127 restriction or zoning violations.Any such encroachment or violation will be treated in the same manner as a 128 title defect and Seller's and Buyer's obligations will be determined in accordance with Paragraph 7(b). 129 (d) Ingress and Egress: Seller warrants that the Property presently has ingress and egress. 130 8. Property Condition: Seller will deliver the Property to Buyer at closing in its present"as is"condition,with 131 conditions resulting from Buyer's Inspections and casualty damage,if any,excepted.Seller will not engage in or 132 permit any activity that would materially alter the Property's condition without the Buyer's prior written consent. 133 (a) Inspections: (Check(1)or(2)) 134. (1) lP'Feasibility Study: Buyer will,at Buyer's expense and within J'l:0 days(30 days if left blank) 135 ("Feasibility Study Period")after Effective Date and in Buyer's sole and absolute discretion,determine 136 whether the Property is suitable for Buyer's intended use. During the Feasibility Study Period, Buyer 137 may conduct a Phase 1 environmental assessment and any other tests,analyses,surveys,and 138 investigations("Inspections")that Buyer deems necessary to determine to Buyer's satisfaction the 139 Property's engineering,architectural, and environmental properties;zoning and zoning restrictions; 140 subdivision statutes;soil and grade;availability of access to public roads,water,and other utilities; 141 consistency with local,state,and regional growth management plans;availability of permits,government 142 approvals,and licenses;and other inspections that Buyer deems appropriate.If the Property must be 143 rezoned,Buyer will obtain the rezoning from the appropriate government agencies. Seller will sign all 144 documents Buyer is required to file in connection with development or rezoning approvals.Seller gives 145 Buyer.its agents,contractors,and assigns,the right to enter the Property at any time during the 146 Feasibility Study Period for the purpose of conducting Inspections,provided,however,that Buyer,its 147 agents,contractors,and assigns enter the Property and conduct Inspections at their own risk.Buyer will 148 indemnify and hold Seller harmless from losses,damages,costs,claims,and expenses of any nature, 149 including attorneys' fees,expenses,and liability incurred in application for rezoning or related 150 proceedings,and from liability to any person,arising from the conduct of any and all Inspections or any 151 work authorized by Buyer. Buyer will not engage in any activity that could result in a construction lien 152 being filed against the Property without Seller's prior written consent. If this transaction does not close, 153 Buyer will,at Buyer's expense, (i)repair all damages to the Property resulting from the Inspections and 154 return the Property to the condition it was in before conducting the Inspections and(ii)release to Seller 155 all reports and other work generated as a result of the Inspections. 156 Before expiration of the Feasibility Study Period,Buyer must deliver written notice to Seller of Buyer's 157 determination of whether or not the Property is acceptable.Buyer's failure to comply with this notice 158 requirement will constitute acceptance of the Property as suitable for Buyer's intended use in its"as is" 159 condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to 160 Seller,this contract will be deemed terminated,and Buyer's deposit(s)will be returned. 161• (2) ONo Feasibility Study: Buyer is satisfied that the Property is suitable for Buyer's purposes,including 182 being satisfied that either public sewerage and water are available to the Property or the Property will be 163 approved for the installation of a well and/or private sewerage disposal system and that existing zoning Bu or )(_)and Beller( 1C )acknowledge receipt of a copy of this page,which Is 3 of 7 pages. VAC-11 ev 8/17 02017 Florid.Rmaltorss Wei*014SOU.001$4E11N61 ps://forms.floridarealtors.org/users/renderpdfviewer 11/15/2( rut Simplicity Page 4 c 164 and other pertinent regulations and restrictions, such as subdivision or deed restrictions,concurrency, 165 growth management,and environmental conditions,are acceptable to Buyer.This contract is not 166 contingent on Buyer conducting any further investigations. 167 (b) Government Regulations: Changes In government regulations and levels of service which affect Buyer's 168 intended use of the Property will not be grounds for terminating this contract If the Feasibility Study Period has 169 expired or if Paragraph 8(a)(2)is selected. 170 (c) Flood Zone: Buyer is advised to verify by survey,with the lender,and with appropriate government 171 agencies which flood zone the Property is in,whether flood insurance is required,and what restrictions apply 172 to improving the Property and rebuilding In the event of casualty. 173 (d) Coastal Construction Control Line("CCCL"): If any part of the Property lies seaward of the CCCL as 174 defined in Section 161.053,Florida Statutes,Seller will provide Buyer with an affidavit or survey as required 175 by law delineating the line's location on the Property.unless Buyer waives this requirement in writing.The 176 Property being purchased may be subject to coastal erosion and to federal,state,or local regulations that 177 govern coastal property,including delineation of the CCCL, rigid coastal protection structures,beach 178 nourishment,and the protection of marine turtles.Additional information can be obtained from the Florida 179 Department of Environmental Protection,including whether there are significant erosion conditions associated 180 with the shore line of the Property being purchased. 181. DBuyer waives the right to receive a CCCL affidavit or survey. 182 9. Closing Procedure;Costs: Closing will take place in the county where the Property is located and may be 183 conducted by mail or electronic means, If title insurance insures Buyer for title defects arising between the title 184 binder effective date and recording of Buyer's deed,closing agent will disburse at closing the net sale proceeds 185 to Seller(in local cashiers check if Seller requests in writing at least 5 days before closing)and brokerage fees to 186 Broker as per Paragraph 19. In addition to other expenses provided in this contract,Seller and Buyer will pay the 187 costs indicated below. 188 (a) Seller Costs: 189 Taxes on deed 190 Recording fees for documents needed to cure title 191 Title evidence(if applicable under Paragraph 7) 192• Other: 193 (b) Buyer Costs: 194 Taxes and recording fees on notes and mortgages 195 Recording fees on the deed and financing statements 196 Loan expenses 197 Title evidence(if applicable under Paragraph 7) 198 Lender's title policy at the simultaneous issue rate 199 Inspections 200 Survey 201 Insurance 202• Other: 203 (c) Prorations: The following items will be made current and prorated as of the day before Closing Date: real 204 estate taxes(including special benefit tax liens imposed by a CDD).interest,bonds,assessments,leases, 205 and other Property expenses and revenues. If taxes and assessments for the current year cannot be 206 determined,the previous year's rates will be used with adjustment for any exemptions. 207 (d) Special Assessment by Public Body: Regarding special assessments imposed by a public body.Seller 208 will pay(i)the full amount of liens that are certified,confirmed,and ratified before closing and(ii)the amount 209 of the last estimate of the assessment if an improvement is substantially completed as of Effective Date but 210 has not resulted in a lien before closing:and Buyer will pay all other amounts. If special assessments may be 211• paid in Installments, 0 Seller El Buyer(Buyer if left blank)will pay installments due after closing. If Seller is 212 checked,Seller will pay the assessment in full before or at the time of closing. Public body does not include a 213 Homeowners'or Condominium Association. 214 (e) PROPERTY TAX DISCLOSURE SUMMARY: BUYER SHOULD NOT RELY ON THE SELLER'S CURRENT 215 PROPERTY TAXES AS THE AMOUNT OF PROPERTY TAXES THAT BUYER MAY BE OBLIGATED TO 216 PAY IN THE YEAR SUBSEQUENT TO PURCHASE.A CHANGE OF OWNERSHIP OR PROPERTY 217 IMPROVEMENTS TRIGGERS REASSESSMENTS OF THE PROPERTY THAT COULD RESULT IN 218 HIGHER PROPERTY TAXES. IF YOU HAVE ANY QUESTIONS CONCERNING VALUATION,CONTACT 219 THE COUNTY PROPERTY APPRAISER'S OFFICE FOR FURTHER INFORMATION. Buyer )( )and Seller( )( )acknowledge receipt of a copy of this page,which is 4 of 7 pages. VAC-1 ev 6117 02017 Ronde Realtors' west 064651140015443161151 ?s://forms.floridarealtors.org/users/renderpdfviewer MI I S/2( rm Simplicity Page 5 o 220 (f) Foreign Investment in Real Property Tax Act("FIRPTA"): If Seller is a"foreign person"as defined by 221 FIRPTA,Seller and Buyer will comply with FIRPTA,which may require Seller to provide additional cash at 222 closing. 223 (g) 1031 Exchange: If either Seller or Buyer wish to enter into a like-kind exchange(either simultaneously with 224 closing or after)under Section 1031 of the Internal Revenue Code("Exchange"),the other party will 225 cooperate in all reasonable respects to effectuate the Exchange including executing documents,provided, 226 however,that the cooperating party will incur no liability or cost related to the Exchange and that the closing 227 will not be contingent upon,extended,or delayed by the Exchange. 228 10. Computation of Time: Calendar days will be used when computing time periods,except time periods of 5 days 229 or less.Time periods of 5 days or less will be computed without including Saturday, Sunday,or national legal 230 holidays specified in 5 U.S.C.6103(a).Any time period ending on a Saturday,Sunday,or national legal holiday 231 will extend until 5:00 p.m. (where the Property is located)of the next business day.Time is of the essence in 232 this contract. 233 11. Risk of Loss; Eminent Domain: If any portion of the Property is materially damaged by casualty before closing 234 or Seller negotiates with a governmental authority to transfer all or part of the Property in lieu of eminent domain 235 proceedings or an eminent domain proceeding is initiated, Seller will promptly inform Buyer.Either party may 236 terminate this contract by written notice to the other within 10 days after Buyer's receipt of Seller's notification, 237 and Buyer's deposit(s)will be returned.failing which Buyer will close in accordance with this contract and 238 receive all payments made by the governmental authority or insurance company, If any. 239 12. Force Majeure: Seller or Buyer will not be required to perform any obligation under this contract or be liable to 240 each other for damages so long as the performance or non-performance of the obligation is delayed,caused,or 241 prevented by an act of God or force majeure.An"act of God or"force majeure"is defined as hurricanes, 242 earthquakes,floods,fire,unusual transportation delays,wars,insurrections,and any other cause not reasonably 243 within the control of Seller or Buyer and which by the exercise of due diligence the non-performing party is 244 unable in whole or in part to prevent or overcome.All time periods,including Closing Date,will be extended for 245 the period that the act of God or force majeure is in place. However, in the event that such act of God or force 246 majeure event continues beyond 30 days,either party may terminate this contract by delivering written notice to 247 the other;and Buyer's deposit(s)will be returned. 248 13. Notices: All notices will be in writing and delivered to the parties and Broker by mail,personal delivery,or 249 electronic means.Buyer's failure to timely deliver written notice to Seller,when such notice is required by 250 this contract,regarding any contingency will render that contingency null and void,and this contract will 251 be construed as if the contingency did not exist.Any notice,document,or item delivered to or received 252 by an attorney or licensee(including a transactions broker)representing a party will be as effective as if 253 delivered to or received by that party. 254 14. Complete Agreement;Persons Bound: This contract is the entire agreement between Seller and Buyer, 255 Except for brokerage agreements,no prior or present agreements will bind Seller, Buyer,or Broker 256 unless incorporated into this contract.Modifications of this contract will not be binding unless in writing,signed 257 or initialed,and delivered by the party to be bound. Electronic signatures will be acceptable and binding.This 258 contract,signatures,initials,documents referenced in this contract,counterparts,and written modifications 259 communicated electronically or on paper will be acceptable for all purposes,including delivery,and will be 260 binding. Handwritten or typewritten terms inserted in or attached to this contract prevail over preprinted terms. If 261 any provision of this contract is or becomes invalid or unenforceable,all remaining provisions will continue to be 262 fully effective. Seller and Buyer will use diligence and good faith in performing all obligations under this contract. 263 This contract will not be recorded In any public record.The terms"Seller,""Buyer,"and"Broker"may be singular 264 or plural.This contract is binding on the heirs,administrators, executors,personal representatives,and assigns,if 265 permitted,of Seller, Buyer,and Broker. 266 15. Default and Dispute Resolution: This contract will be construed under Florida law.This Paragraph will survive 267 closing or termination of this contract. 268 (a) Seller Default: If Seller fails,neglects,or refuses to perform Seller's obligations under this contract,Buyer 269 may elect to receive a return of Buyer's deposit(s)without thereby waiving any action for damages resulting 270 from Seller's breach and may seek to recover such damages or seek specific performance.Seller will also 271 be liable for the full amount of the brokerage fee. Bu r )(_i)and Seller( )( )acknowledge receipt of a copy of this page,which is 5 of 7 pages. VAC-t ev 0 77 02017 Florida Realtors. 3.n.I.064666.060164221M61 ps://forms.floridarealtors.org/users/renderpdfviewer 1 I/15/2( rm Simplicity Page 6 c 272 (b) Buyer Default: If Buyer fails, neglects,or refuses to perform Buyer's obligations under this contract, 273 including payment of deposit(s),within the time(s)specified,Seller may elect to recover and retain the 214 deposit(s),paid and agreed to be paid,for the account of Seller as agreed upon liquidated damages, 275 consideration for execution of this contract,and in full settlement of any claims,whereupon Seller and Buyer 276 will be relieved from all further obligations under this contract;or Seller,at Seller's option,may proceed in 277 equity to enforce Seller's rights under this contract. 278 16. Attorney's Fees:Costs: In any litigation permitted by this Contract,the prevailing party shall be entitled to 279 recover from the non-prevailing party costs and fees,including reasonable attorney's fees, incurred in conducting 280 the litigation.This Paragraph 16 shall survive Closing or termination of this Contract. 281 17. Escrow Agent;Closing Agent: Seller and Buyer authorize Escrow Agent and closing agent(collectively 282 "Agent")to receive,deposit,and hold funds and other items in escrow and,subject to Collection,disburse them 283 upon proper authorization and in accordance with Florida law and the terms of this contract,including disbursing 284 brokerage fees."Collection"or"Collected"means any checks tendered or received have become actually and 285 finally collected and deposited in the account of Agent.The parties agree that Agent will not be liable to any 286 person for misdelivery of escrowed items to Seller or Buyer,unless the misdelivery is due to Agent's willful 287 breach of this contract or gross negligence. If Agent interpleads the subject matter of the escrow,Agent will pay 288 the filing fees and costs from the deposit and will recover reasonable attorneys'fees and costs to be paid from the 289 escrowed funds or equivalent and charged and awarded as court costs in favor of the prevailing party. no 18. Professional Advice;Broker Liability: Broker advises Seller and Buyer to verify all facts and representations 291 that are important to them and to consult an appropriate professional for legal advice(for example,interpreting 292 this contract,determining the effect of laws on the Property and this transaction,status of title,foreign investor 293 reporting requirements,the effect of property lying partially or totally seaward of the CCCL,etc.)and for tax, 294 property condition,environmental,and other specialized advice.Buyer acknowledges that Broker does not reside 295 in the Property and that all representations(oral,written,or otherwise)by Broker are based on Seller 296 representations or public records.Buyer agrees to rely solely on Seller,professional inspectors,and 297 government agencies for verification of the Property condition and facts that materially affect Property 298 value.Seller and Buyer respectively will pay all costs and expenses,including reasonable attorneys'fees at all 299 levels, incurred by Broker and Broker's officers,directors,agents,and employees In connection with or arising 300 from Seller's or Buyer's misstatement or failure to perform contractual obligations,Seller and Buyer hold 301 hornless and release Broker and Broker's officers,directors,agents,and employees from all liability for loss or 302 damage based on(i)Seller's or Buyer's misstatement or failure to perform contractual obligations;(ii)the use or 303 display of listing data by third parties,including,but not limited to,photographs,images,graphics,video 304 recordings,virtual tours,drawings,written descriptions,and remarks related to the Property; (iii)Broker's 305 performance,at Seller's or Buyer's request,of any task beyond the scope of services regulated by Chapter 475, 306 Florida Statutes,as amended,including Broker's referral,recommendation,or retention of any vendor; (iv) 307 products or services provided by any vendor;and(v)expenses incurred by any vendor.Seller and Buyer each 308 assume full responsibility for selecting and compensating their respective vendors.This Paragraph will not relieve 309 Broker of statutory obligations.For purposes of this Paragraph,Broker will be treated as a party to this contract. 310 This Paragraph will survive closing. 311 19. Commercial Real Estate Sales Commission Lien Act: If the Property is commercial real estate as defined by 312 Section 475.701, Florida Statutes,the following disclosure will apply: The Florida Commercial Real Estate Sales 313 Commission Lien Act provides that when a broker has earned a commission by performing licensed services 314 under a brokerage agreement with you,the broker may claim a lien against your net sales proceeds for the 315 broker's commission.The broker's lien rights under the act cannot be waived before the commission is eamed. 316 20. Brokers: The brokers named below are collectively referred to as"Broker." Instruction to closing agent: 317 Seller and Buyer direct closing agent to disburse at closing the full amount of the brokerage fees as specified in 318 separate brokerage agreements with the parties and cooperative agreements between the Brokers,except to the 319 extent Broker has retained such fees from the escrowed funds.This Paragraph will not be used to modify any 320 MLS or other offer of compensation made by Seller or Seller's Broker to Buyer's Broker. 321' (a) /,I o by (Seller's Broker) 322- will be compensated by 0 Seller 0 Buyer O both parties pursuant to 0 a listing agreement 0 other 323- (specify): 324• (b) O N g (Buyer's Broker) 325• will be compensated by ❑Seller 0 both parties ❑Seller's Broker pursuant to 0 a MLS offer of 326• co pensation 0 other(specify): Bu er , )( )and Seller( )( )acknowledge receipt of a copy of this page,which Is 6 of 7 pages. VAC-1 I ev 6/17 e2017 Florida Realtors, S.n, 004550-0001544316051 ps://forms.floridarealtors.org/users/renderpdfviewer 11/15/2( rm Simplicity Page 7 c 1/ 327- 21.Additional Terms; S (sem F A s)Q N OVA ,A 328 329 330 331 332 333 334 335 336 337 338 339 340 341 342 343 COUNTER-OFFER!REJECTION 344' 0 Seller counters Buyer's offer(to accept the counter-offer, Buyer must sign or initial the counter-offered terms and 345 deliver a copy of the acceptance to Seller). 348' 0 Seller rejects Buyer's offer 347 This is Intende Ily binding contract.If not fully understood,seek the advice of an attorney before 348 signin • y . .i / 349. Buyer: Date: / " 9 '/ r 350. Print name: $v Ytr► . t (/ )4 LO„J !r S, 44, 351• Buyer: Date: 352- Print name: 353 Buyer's address for purpose of notice: 354. Address: 355- Phone: Fax: Email: 356• Seller: Date: 357. Print name: a58. Seller: Date: 359. Print name: 360 Seller's address for purpose of notice: 361• Address: 362- Phone: Fax: Email: 363- Effective Date: (The date on which the last party signed or initialed and delivered the 364 final offer or counter offer.) Florida REALTORS'makes no representation as to the legal validity or adequacy of any provision of this form in any specific transaction.This standardized form should not be used in complex transactions or with extensive riders or additions.This form is available for use by the entire real estate industry and is not intended to identify the user as REALTOR'.REALTOR'is a registered collective membership mark which may be used only by real estate licensees who are members of the NATIONAL ASSOCIATION OF REALTORS'and who subscribe to Its Code of Ethics The copyright laws of United States(17 U.S Code)forbid the unauthorIzed reproduction of this form by any means ,ncluding facsimile or computerized forms. ye )(___)and Seller( )( )acknowledge receipt of a copy of this page,which is 7 of 7 pages VAC- 1 ev 6117 0;12017 Florida Realtors* Senor a64UUad0s1I4431sssl ps://forms.floridarealtors.org/users/renderpdfviewer 11/1 5/2( Addendum A Contract For Sale And Purchase 2012 Ocoee Apopka Road Parcel U 06-22-28-0000-00-005 1. Parcel contains approximately 13.51 acres 2. The term useable,buildable acre shall mean acreage that is developable for the intended use, above the 100 year flood plain,excludes existing right of ways and easements,and is not environmentally contaminated. 3. The closing date shall be no later than 30 days after removal of all contingencies and receipt of construction plans and final plat approval from all Governmental authorities,however no later than 300 days from expiration of the inspection period. 4. Buyer may extend the closing for up to three 30 day periods,should permitting be delayed,with no fault of buyer, by depositing an additional$10,000 in nonrefundable,but applicable monies in escrow for each 30 day period required. 5. There are no compensated Real Estate Brokers involved in this transaction. Buyer is a Licensed Real Estate Broker,buying for his own account. 6. The intended use of the property is a townhouse community with a minimal of 10 units per acre. ti ) Buyer ( ) Seller 0 .0 KD _WII INVESTMENTS AND REAL ESTATE ��.__. _.... .... _...i0 December 5, 2018 TO: Craig Shadrix Assistant City Manager 150 North Lakeshore Drive Ocoee, FL 34761-2223 Re: Letter of Intent to enter into a Purchase and Sale Contract for approximately 13.51+/-acres, located at 2012 Ocoee Apopka Road, Ocoee, Florida 34761, with Parcel ID: 06-22-28-0000-00-005(the"Property"). Dear Mr. Shadrix: Pursuant to our recent inquiries and last night's public hearing, The Keewin Real Property Company("Buyer"and "KRPC") has interest in entering into an agreement to purchase the lands at the above referenced Property, this letter shall serve as a letter of intent, whereby extending the following proposal to the Seller outlining the terms and conditions under which KRPC would enter into an agreement to purchase the Property. The terms of the agreement would be structured as follows: 1. TOTAL PURCHASE PRICE: $1,354,782.80. a. $100,280.00 per usable acre, calculated as the Property gross acres less any lands unusable for Buyer's Intended Use. b. Purchase represents, and Buyer anticipates, the land is fully usable. 2. INTENDED USE: The Purchase Price is based upon Buyer obtaining residential townhome entitlements and approvals for a community with minimum lot widths of 16'x 50'deep and up to 10 units per usable acre. 3. CONTRACT: A Real Estate Purchase and Sale Contract will be prepared by Buyer's attorney as agreed upon. The terms of purchase, duties of the parties and conditions of purchase will be defined in the Contract with KRPC as Buyer. The Contract will be prepared and submitted for review within seven (7) days of acceptance of this Letter of Intent. 4. DEPOSIT: Within five (5) business days of the execution of the Contract, Buyer will post a deposit, in the form of cash, in the amount of $25,000.00 to be held in an interest bearing account, with interest to accrue to Buyer, by Buyer's Escrow Agent ("Initial Deposit"). The Initial Deposit shall remain refundable to the Buyer during the Feasibility Period should the Buyer elect not to proceed to the Entitlement Period. Should the Buyer elect to proceed, at the Expiration of the Feasibility Period and within three (3) business days, Buyer shall post an additional deposit in the amount of $76,608.71 with Buyer's Escrow Agent ("Additional Deposit"), both deposits totaling $101,608.71, ("Total Deposit"). The Total Deposit will be a credit to Buyer at Closing. 5. FEASIBILITY PERIOD: The Buyer shall have ninety (90) days from the fully effective contract date to do a Feasibility Study on the property and to obtain necessary information for the Property, including, but not limited to, title review, survey and physical testing. Within three (3) business days of the execution of the Contract, Seller shall provide the Buyer or its Agents with any information in Seller's possession regarding the subject Property, including but not limited to, boundary surveys, re-zoning applications, building plans, etc. Seller agrees to provide reasonable access to the Property during the Feasibility Period. a. Prior to exiting the Feasibility Period, Buyer and Seller will agree upon a preliminary site plan. THE KEEWIN REAL PROPERTY COMPANY THE KUMMER-KILBOURNE HOUSE,er!. /9/6 121 GARFIELD AVENUE'WINTER PARK,FLORIDA 32789'407.645.4400 ilkaggi BROKER The Keewin Real Property Company Letter of Intent December 5,2018 6. CONDITIONS PRECEDENT TO CLOSING: a. ZONING: Buyer to diligently pursue any necessary zoning or modifications of the property for the Intended Use. b. ENTITLEMENT PERIOD: Buyer shall have 8 months following the expiration of the Feasibility Period to secure all permits, approvals, entitlements, and engineering plans necessary for Buyer to commence construction for its Intended Use of the Property. 7. CLOSING: To occur fifteen (15) days after the earlier of(1) Buyer has secured permits, approvals, entitlements, and the necessary engineering plans for Buyer's Intended Use as reasonably confirmed by Buyer, or (2) the end of the Entitlement Period. 8. TITLE, SURVEY, CLOSING COSTS: Within thirty (30) calendar days following the execution of the contract, Seller shall obtain and deliver to Buyer, at Seller's expense, a title commitment that discloses all legal information on the Property issued by a reputable Florida title Insurance company. Seller shall pay for Title Insurance and Documentary Stamps on the deed. Buyer will pay for recording of the deed and Survey. 9. BROKER: The commission to be paid is based on a percentage of the purchase price at closing as follows: Buyer's Broker-If any, to be paid by Buyer. Seller's Broker-if any, to be paid by Seller By executing this Letter of Intent, the parties agree to make good faith efforts to agree on a Contract of Purchase and Sale. Nevertheless, neither party shall be under any binding obligation, other than the terms of this Letter of Intent, until such time as a mutually agreeable contract is fully executed by the appropriate authorized representatives of the parties hereto. Notwithstanding the above, Seller agrees not to market the Property or entertain any other offers to purchase the Property from others until the earlier of(a)the date on which the parties mutually determine that they cannot reach agreement on a Purchase and Sale Contract, or(b)thirty(30)calendar days after the date of execution of this Letter of Intent by the Buyer and Seller. Please feel free to contact me with any questions or comments that you may have regarding these matters. Thank you for providing The Keewin Real Property Company with this business opportunity. Respectf4lly, I2- ig St en A. ser, Sr., P.E. Date President The Keewin Real Property Company Seller Signature Date Printed Name Title yy� w :VEA k. 4 *S OO 1 i..= 9 .o ;_ x St (7 V . 0 e t74 ,:,..i3� • s11. tr c a4 e i I 4 P O. Z� i3t`S U • k r �' cs o 8 7 I:-'• ''� IUL t, II *+tet:, i 6 08 11. .... . ,i. , . ,1,s -,,,,„„. Z'l ' c.) , ' a * .8 f) .,-.LiZ..„., ..a El 6oma° 0 41/11111111k ,661 Y sa us c Z.. 1 Maium: ' ''til. !rr ) i m I ,_ 1', f� •.,ty . 'nn i, t I ! '.k v. �, r1 la T i g a gg �� , " d -.gam se 1 r i & 3 .0 a u m a a m m .c �� < _ u_ Iii I* ;y; 5iii ; ; ; � I > I ^ H� CD rt ----.11"41...... MeritageHomes CORPOR ATION Letter of Intent February 18, 2019 The City of Ocoee c/o Andy Bassler 150 N Lakeshore Drive Ocoee, FL 34671 Re: 2012 Ocoee Apopka Rd—City of Ocoee Property Seller: The City of Ocoee Buyer: Meritage Homes of Florida, Inc., or its assignee/ nominee Dear Andy, Meritage Homes is pleased to present this Letter of Intent for the Property (as defined below). This Letter of Intent is not intended to constitute a binding agreement, but shall merely serve as the basis for negotiating and drafting a definitive purchase and sale agreement between the parties containing the terms stated in this Letter of Intent, as such terms may be further negotiated and mutually agreed upon by the parties, and such other terms and conditions to be determined and also mutually agreed upon by the parties. It is understood and agreed that this Letter of Intent does not contain all the essential terms that the parties expect will be part of a definitive purchase and sale agreement. The basic terms and conditions under which Meritage Homes is interested in negotiating and entering into a mutually agreed upon and binding purchase and sale agreement (a "Contract") are as follows: 1. PROPERTY: +/- 16.19 Acres in Ocoee, FL described as parcels: 06-22-28-0000-00-082 and 06-22-28- 0000-00-005 2. PURCHASE PRICE: The purchase price for the fee simple interest of Seller in the Property is for a cash sum of: $1,760,000(One Million Seven Hundred and Sixty Thousand and No/100 Dollars) 3. TERMS: Bulk Closing in cash upon satisfaction of the conditions to close 4. DEPOSIT: The sum of Five Thousand Dollars ($5,000) in the form of cash, bond or letter of credit (together with all interest that may accrue thereon, the "Initial Deposit")will be deposited with DEAN, MEAD, EGERTON, BLOODWORTH, CAPOUANO & BOZARTH, P.A. (the "Escrow Agent")within Five (5) business days of the full execution and delivery of the Contract. An additional deposit of Forty Thousand Dollars ($40,000) (the "Second Deposit") will be deposited, within Five (5) business days following the end of the Inspection Period. An additional deposit of Fifty Thousand Dollars ($50,000) (the "Third Deposit")will be deposited, within Five (5) business Days following Rezoning Approval, which along with the Initial Deposit, Second Deposit and Third Deposit shall be considered the "Deposit". At Closing,the Deposit will be applied to the purchase price of the property. Page 1 of 3 5. INSPECTION PERIOD: Buyer shall have until the 90th day following the full execution and delivery of the Contract to conduct such examinations as it deems necessary with respect to the Property. Buyer shall have the right to terminate the Contract for any reason prior to the expiration of the Inspection Period and receive the return of the Deposit. Within five (5) business days following acceptance of this letter by Seller,Seller shall deliver to Buyer copies of all of the following materials relating to the Property,to the extent with Seller's possession or control: existing surveys; existing, proposed, or draft site plans, plats, and development/improvement plans, existing environmental reports; existing leases, occupancy agreements, operating agreements, and licenses; zoning stipulations, agreements, and requirements; existing archaeological, biological, soil, geological,grading, drainage, or hydrology reports and any other engineering reports and other third-party reports, contracts, and agreements of any kind. 6. If the Contract is terminated prior to the closing, Buyer shall promptly return such documents, reports, and studies to Seller. Buyer and its agents shall be given full and complete access to the Property at all reasonable times from the acceptance of this letter by Seller and prior to any termination of the Contract in order to conduct tests, studies, and analysis as Buyer may deem desirable. 7. CLOSING: Subject to the purchase terms set forth in paragraph 3 above, the Closing shall take place within fifteen (15) days following the later of: (a)the Due Diligence Termination Date or(b) Buyer's receipt of all of the Governmental Approvals. Notwithstanding the foregoing, in no event shall the Closing occur later than twelve (12) months following the Due Diligence Termination Date. Notwithstanding the foregoing, Buyer may extend the Closing by up to thirty(30) days on six(6) occasions by providing written notice thereof to Seller and Escrow Agent and by depositing with Escrow Agent, in each case, on or before the date then scheduled for Closing, the sum of Five Thousand Dollars ($5,000) (each, a "Closing Extension Deposit" and collectively,the "Closing Extension Deposits")for such 30-day extension. 8. CONDITIONS PRECEDENT TO CLOSING: The following matters shall be completed in accordance with the terms of the Agreement as conditions precedent to Closing: a. The Property shall have an approved Preliminary Subdivision Plan from the City of Ocoee. b. The Property shall also have valid FDEP, SJRWMD and ACOE Permits and Final Engineering/Construction plans complete and approved by all jurisdictions, which approvals shall be the Buyer's responsibility to process and obtain, prior to Closing. 9. CLOSING COSTS: Seller shall pay title insurance costs on the deed and its customary closing costs. Buyer shall pay for the recording of the deed, transfer tax(documentary stamps)and its customary closing costs. Property taxes for the calendar year of closing shall be prorated as of the date of closing. 10.TITLE COMMITMENT: Seller shall provide to Buyer a title commitment, in form and from a title insurer acceptable to Buyer, for the full amount of the purchase price within 3 business days following the full execution and delivery of the Contract. Except for current taxes and assessments not yet due and other liens to be released at the time of closing,the Property shall be free and clear of all liens and encumbrances. 11. REAL ESTATE BROKERAGE COMMISSION: The parties acknowledge that no real estate broker or agent, other than Central Florida Land Brokers whose commission is to be paid by the Buyer, is involved in this proposed transaction. The parties agree to defend and indemnify each other from any claims of Page 2 of 3 commissions or brokerage fees arising from Buyer or Seller's respective dealings with any other real estate broker or agent. If you are interested in pursuing a final and binding agreement on the above terms, please indicate acceptance by signing this letter in the space provided below and returning it to the undersigned before 5:00 p.m., March 8, 2019. Upon Seller's acceptance, Buyer will prepare or cause to be prepared a definitive purchase and sale agreement consistent with the terms of this Letter of Intent for review and negotiations. I look forward to working with you on this project. Sincerely, Louis Cioffi Agreed and accepted, Land Acquisition Manager Meritage Homes of Florida, Inc. a(n): 5337 Millenia Lakes Boulevard, Suite 410 Orlando, FL 32839 Name: Tel: 407-284-4173 By: Fax: 407-712-8688 Its: Page 3 of 3 AN APPRAISAL OF A Vacant Commercial Tract Totaling 13.51 Gross/Net Upland Acres 2012 Ocoee Apopka Road, Ocoee, Orange County, FL 34761 Tax Parcel ID #06-22-28-0000-00-005 PREPARED FOR Mr. Al Butler Director of Support Services City of Ocoee 150 N. Lakeshore Drive Ocoee, FL 34761-2223 abutler@ci.ocoee.fl.us DATE OF VALUATION December 16, 2018 DATE OF REPORT December 27, 2018 PREPARED BY PROPERTY VALUATION & CONSULTING, INC. Blair Beasley State-Certified General Real Estate Appraiser Florida License#RZ3871 File#A18-29.VL Copyright 2018 Property Valuation & Consulting, Inc. SUMMARY OF SALIENT FACTS PROPERTY The subject property consists of a vacant commercial/mixed-use land tract. LOCATION 2012 Ocoee Apopka Road (east side of Ocoee Crown Point Parkway, west side of Ocoee Apopka Road and along the north side of the West Orange Trail), Ocoee, Orange County, FL 34761 SITE/LAND AREA An irregular shaped site consisting of 13.51 gross/net upland acres (588,674 gross/net upland SF), based on public records. TOPOGRAPHY An irregular shaped site consisting of scrub oaks, palmetto and pine trees with ground vegetation and grasses native to central Florida. The site is wooded and level, at road grade. All public utilities are available to the site. ZONING PUD-COMM(Commercial); City of Ocoee FUTURE LAND USE Village Center Land Use of the Ocoee Crown Point PUD(FAR of 3.0); City of Ocoee PRESENT USE Vacant land HIGHEST&BEST USE Commercial or mixed-use development MARKETING AND EXPOSURE TIME 12 months or less OWNER OF RECORD City of Ocoee PROPERTY RIGHTS Fee simple estate DATE OF VALUATION December 16, 2018 DATE OF REPORT December 27, 2018 MARKET VALUE ESTIMATE "AS IS": $2,920,000 Property Valuation& Consulting, Inc. SUMMARY OF SALIENT FACTS (continued) EXTRAORDINARY ASSUMPTIONS It was reported by Assistant City Manager, Craig Shadrix, that the City of Ocoee will be initiating a PUD amendment to allow for residential use (likely a townhome type density/product) on the subject property. Mr. Shadrix indicated that the goal is to take the zoning change forward to the planning and zoning commission in January 2019. This appraisal report and the value indication provided herein are based on the extraordinary assumption that the approval of the residential use on the subject site is reasonably probable to occur at a minimal cost and within a relatively short time frame. HYPOTHETICAL CONDITIONS None Property Valuation& Consulting, Inc. TABLE OF CONTENTS Nature of the Assignment 1 Purpose,Intended Use and Intended User of the Report 1 Effective Date of the Appraisal 2 Effective Date of the Report 2 Inspection Date 2 Scope of Work 2 Definition of Value and Property Interest Appraised 4 Marketing and Exposure Period 5 Sales History 5 Location Description 5 Property Description 7 Flood Map Information 8 Assessment/Tax Data 8 Highest and Best Use as if Vacant 10 Valuation Process 11 Sales Comparison Approach 11 Reconciliation 14 Exhibit A, Subject Location Map and Photographs Exhibit B,Aerial Maps,Tax Maps, Ocoee Crown Point PUD Conceptual Site Plan & Master Development Plan Exhibit C,Identifying Legal Descriptions Exhibit D,Land Sales Location Map,Aerial Photographs and Summary Descriptions Exhibit E,Assumptions& Limiting Conditions,Extraordinary Assumptions and Hypothetical Conditions Exhibit F,Certification Exhibit G, Qualifications of the Appraisers and Appraiser Licenses Exhibit H, General Service Conditions Property Valuation& Consulting, Inc. 11141V0, John A. Robinson, MAI,AI-GRS, CCIM State-Certified General Real Estate Appraiser#RZ417 Blair Beasley State-Certified General Real Estate Appraiser#RZ3871 Matthew C. Smith INCState-Registered Trainee Real Estate Appraiser#RI24544 Property Valuation&Consulting Aubree Robinson State-Registered Trainee Real Estate Appraiser#RI24567 www.PropertyValue.com December 27, 2018 Mr. Al Butler City of Ocoee Director of Support Services 150 N Lakeshore Drive Ocoee FL 34761 RE: 2012 Ocoee Apopka Road-A Vacant Commercial Tract Totaling 13.51 Gross/Net Upland Acres along the east side of Ocoee Crown Point Parkway, west side of Ocoee Apopka Road and along the north side of the West Orange Trail, Ocoee, Orange County, FL 34761 Tax Parcel ID#06-22-28-0000-00-005 In accordance with the client's request, we have completed an appraisal of the above-captioned property. The information contained in this report is based on more complete data, analyses and conclusions retained in our office files. Nature of the Assignment We have been requested by the client, the City of Ocoee, to estimate the "as is" market value of the fee simple estate in the appraised property,applying all applicable approaches to value. The estimated marketing and exposure period for the subject property (at its highest and best use) is 12 months or less. Purpose, Intended Use and Intended User of the Report In accordance with the client's request, the purpose of the appraisal is to estimate the"as is" market value of the fee simple estate in the subject property. The intended use of the appraisal is internal decision making including a potential disposition of the property. The intended user of this report is the City of Ocoee. It is entirely inappropriate to use this report for any purpose other than the one stated. 204 South Dillard Street,Winter Garden, Florida 34787 Phone (407) 877-0200 Fax (407) 877-8222 2 Furthermore,our appraisal services and related appraisal report have been prepared in accordance with the requirements of the Uniform Standards of Professional Appraisal Practice (USPAP), as adopted by the Appraisal Standards Board under the direction of the Appraisal Foundation,as well as the Code of Professional Ethics of the Appraisal Institute, as read and interpreted within this office. Effective Date of the Appraisal The effective date of the appraisal is December 16, 2018. Effective Date of the Report The effective date of this report is December 27, 2018. Inspection Date The property was inspected on December 16, 2018. Scope of Work This appraisal report complies with the reporting requirements as set forth under Standards Rule 2- 2(a) of the Uniform Standards of Professional Appraisal Practice ("USPAP") with adherence to the Competency Provision for an Appraisal Report for the property being appraised. As such, it presents discussions of the data, reasoning and analyses that were used in the appraisal process to develop the appraisers' opinion of value. Supporting documentation concerning the data, reasoning and analyses is retained in the appraisers' file. The depth of discussion contained in this report is specific to the client's needs and for the intended use as stated. The appraisers are not responsible for any unauthorized use of this report. To develop the "as is" opinion of value for the subject property, the appraisers considered all three approaches to value; however, we have only applied the sales comparison approach, with the result indicating the most credible value estimate for the subject. The income and cost approaches are not applicable in the valuation of the subject vacant land. The sales comparison approach is considered an appropriate method in the valuation of the subject if available for sale on the open market. The sales comparison approach analyzes recent sales,contracts and/or listings of similar properties as a basis for comparison with the subject vacant parcel in order to determine an appropriate unit of comparison for estimating each subject parcel's market value. In the cost approach to valuation, an estimate is made of the current replacement cost new of the proposed or existing improvements. This amount is then adjusted to reflect depreciation (if any) Property Valuation& Consulting, Inc. 3 resulting from physical deterioration, wear and tear, and utility. This analysis also recognizes factors of functional and external obsolescence, if applicable. The current land value is then added to the depreciated cost in order to determine the value of the improved property via the cost approach. As stated previously, the cost approach was not applied because the subject property is not improved (vacant land). The income approach determines the property's value by estimating market rents, additional income sources and operating expenses, then capitalizing the net operating income by an appropriate overall capitalization rate. This approach is not applicable as vacant land similar to the subject(acreage with limited exposure) in this market is seldom leased. Comparable data were researched by investigations of public records and discussions with local brokers and real estate professionals. The data were verified, in most cases, with other real estate professionals and/or property owners and/or their property managers. The research tasks performed to estimate the value,as defined herein,involved a thorough analysis of commercial/mixed use land sales in the subject's market area. The research tasks performed to estimate the value, as defined herein, involved the following: 1- The appraiser personally inspected the subject property on December 16,2018 and took photos of the subject property. The appraisers reviewed the land data, legal description, zoning, land use,tax and flood information of Orange County and the City of Ocoee pertaining to the subject property. 2- The appraiser researched and analyzed economic data for Florida and Orange County. Major data sources include real estate service providers like Co-Star and Loopnet, as well as investor surveys with information pertaining to the vacant land property types in the Orange County market area. 3- The appraiser researched comparable vacant land sales in the subject's market area and similar market areas with similar proposed uses to that of the subject. The data was gathered in the field and during the appraisal process, and also obtained from public records, market participants, CoStar, MLS, Total Commercial and Loopnet real estate service providers. The research included comparables with sales dates between January 2016 through December 2018, ranging from 5 to 30 acres of commercial/mixed use land similar to the subject and the master development plan in place for the subject parcels within the Ocoee Crown Point PUD. Property Valuation& Consulting, Inc. 4 4- The appraiser analyzed the market data in relation to the subject property to derive the indications of value presented in the report, which are then reconciled to the indicated as is market value of the fee simple estate in the subject site. This appraisal report is a recapitulation of the appraisers' data, analyses and conclusions. Supporting documentation is retained in the office file. Definition of Value and Property Interest Appraised The value result reported herein reflects the"as is"market value of the fee simple estate in the subject property. Market Value can be defined as the most probable price a property should bring in a competitive and open market under all conditions requisite to a fair sale,the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) Buyer and seller are typically motivated; (2) Both parties are well informed or well advised, and acting in what they consider their best interests; (3) A reasonable time is allowed for exposure in the open market; (4) Payment is made in terms of cash in United States dollars or in terms of financial arrangements comparable thereto; and (5) The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. .* *12 CFR 34 42(a) Financial Institutions Reform,Recovery,and Enforcement Act of 1989("FIRREA") The land and/or improvements were valued as if offered in the open market for a reasonable period of time in which to find a buyer. The fee simple estate in the property has been appraised. It is assumed the property is available for development to its highest and best use, free and clear of all liens and encumbrances. Property Valuation& Consulting, Inc. 5 Fee simple estate is defined as the absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power and escheat. Marketing and Exposure Period The marketing and exposure period for the subject parcel (at its highest and best use) is estimated at 12 months or less based on market supply/demand for vacant commercial/mixed-use tracts and/or lots in the area, sales of similar properties, discussions with local brokers and lack of availability of financing. Sales History The owner of record of the subject property is the City of Ocoee. There have been no recorded transactions involving the subject within the past five years. The property is not known to be listed for sale or under contract for purchase at the time of the appraisal. It was reported that the City has received an unsolicited offer on the subject site,the details of this offer were not made available to the appraiser. Location Description The subject property is located at 2012 Ocoee Apopka Road, on the east side of Ocoee Crown Point Parkway and on the west side of Ocoee Apopka Road. Ocoee High School is adjacent to the south of the property. Additionally, the site has frontage along the north side of the West Orange Trail. North of the subject is a new single-family residential subdivision, Crown Pointe Cove (separated only by a conservation and retention area). The subject property is located within the city limits of the City of Ocoee in west Orange County. Ocoee Apopka Road is a two-lane, asphalt-paved road in front of the subject with no median barrier to access along the eastern boundary of the site. There are intermittent concrete sidewalks as well as street lighting along Ocoee Apopka Road in the subject's immediate neighborhood. Ocoee Crown Point Parkway is a four lane, asphalt paved road with a traffic circle near the southwest corner of the site. Ocoee Crown Point Parkway is improved with concrete sidewalks and curbing, as well as street lighting. To describe the general area in the subject neighborhood, in addition to the high school, West Orange Trail and the new subdivision, there is a Publix-anchored shopping center at the northeast corner of West Road and Ocoee Apopka Road. There are other single and multi-family residential subdivisions as well as retail commercial outparcels, a school and additional vacant parcels of land. Property Valuation& Consulting, Inc. 6 To summarize, the subject's neighborhood is a mix of residential and commercial uses. It appears to be in the growth stage of development. Zoning The subject property is located in the Ocoee Crown Point PUD with PUD and Commercial zoning (See Exhibit B for the Conceptual Site Plan and Master Development Plan for this PUD). On the site plan, the subject is identified as Tracts 6C and 6E. The Land Use for these tracts is Village Center. The most probable uses for these tracts, based on conversations with the planning department of the City of Ocoee, include mixed use commercial retail and office although the City of Ocoee will be initiating a PUD amendment adding residential townhomes as an allowed use on the subject tract(refer to extraordinary assumption). The Development Standards for the Ocoee Crown Point PUD include the following overall summary: The purpose of the Ocoee Crown Point PUD Development Standard Guidelines is to set forth general design standards to ensure the development of a well-balanced.vital,pedestrian-oriented project. The Development Standard Guidelines should be used as a planning tool for the projects approved within Ocoee Crown Point PUD. They should be used in conjunction with other City of Ocoee regulations and ordinances. The Ocoee Crown Point PLD Development Standard Guidelines have been prepared to implement the following design principles. • Create a Village Center with a strong sense of place and a pedestrian friendly environment. • Design streetsc apes that are pedestrian in scale. safe. secure and protected from climate. • Provide linked pedestrian systems through the community. • Provide open spaces as social and recreational gathering places for residents.visitors, and workers. • Preserve and enhance existing vegetation and environmental systems. Property Valuation& Consulting, Inc. 7 The Master Development Plan for the subject tracts 6C and 6E follows: nI\ MASTER DEVELOPMENT PLAN 15utdingtSelbeeks Floor Mn Street West Piddrg Oros WSdBrg blio I hood SRM Setback lent Orange Trail Tract Provided ReMMon Tract 8 Land Use poor Ana Height OwMty deter*_Setback See di Setback Selbiek Sweep l5Nb SN 112 Ane 0 FT -- 1,47,45 Weer Front VlI$g. 13.960 45 FT 1,0 FAR 25 FT 25 FT 25 FT 12.02 11200 SF Se*at5 2 SYtgIe-Fernly R.Mderdel WA 35 FT 4.4 LVADSee attacked wNOertlel setbacks 35.87 158 2Mi1 2A Lt Siegal WA 8.884 3 9s .-c nsy Residential WA 36 FT 3.6U'AC Ss attached wddertid eerbacks19.36 . 68._ ._MAP nt 3A Coseetty Perk WA 35 FT WA 26 FT 25 FT [ 20 FT I 25 FT - —_____ 0.74 SN 11 lR Sables WA Sea M ..3 ...._. 0rnm Ceutty Pato_—.__._..._..__—___.-WA36 FT__. WA 25 FT 25FT r 20 FT 2 .__.......___—_FT 0.58 Swat 4 EMnwttary School WA 46 FT WA 25 FT 15 FT 20 FT t5 FT 13.51 Set 41 TO S RahSchool WA 46 FT WA 8ald 15 FT 2D FT 15 FT 25 FT 61.21 gee of Une ..._..__ 6A..__..._Worktolce Eduation _ 5400 _ 45 FT _3A FAR 10 FT __..0 10 FT 10 FT 0.25 U250 SF See 51 lit _ WorkbookEWcation 4400 45 FT 3.0 FAR 10 FT ! 0 1Q f ID FT _..023 -._- 11260 SF foo.iH--.. 60 Vispe Ceder 54.900 45 FT 3.0 FAR 10 FT 0 10 FT 10 FT 513 V250 Si See et SO VSIaps Center 24.700 45 FT 3,0 FAR 10 FT 0 10 FT 10 FT 10 FT 2.33 11250 SF See d1 61 nap Center 38.600 46 FT 3.0 FAR 10 FT i 0 10 FT 10 FT 10 FT 216 1!250 SF See S1 Po*Neguir01Mn18 NMK 9C %/Map Centerwho d erAerp.sore. s proraneere 0u burs,Wang a -Win ta.c�ercat.Mat RostlarriaThust nvelliab Ore receptacles) Sup a the eV V Arlene wood Busse sumo rreroreerets F Veaae,Warp a feud use Qttmereir.pace 5 Reslderlla.Vena mod Web 5. 61Bps Cooter trash teceDtacks)Addend emataltlasnlbcaeep for to Neat Orange Trac cadre[lion Su7loOva —Wing bawd W4dnp.$deaekerproomwac warn.1ptrtrp 4 Laced IS.Caessic i,Ott. 11Iiaerr" .1 i."met Von lX. 6E VlOepaGner Mal rls. 5109,1 -- _ Sonoco, Property Description Land Size(SF or Acres) 13.51 gross/net upland acres (588,674 gross/net upland SF),based on public record information, Orange County Property Appraiser(a survey was not available) Shape Irregular Frontage Approximately 472.52 feet of frontage along the west side of Ocoee Apopka Road and approximately 350 feet of frontage along the east side of Ocoee Crown Point Parkway Topography Mostly wooded, level and at road grade. Vegetation consists of scrub oaks, palmettos, and pine trees as well as grasses and ground vegetation native to Central Florida. Property Valuation& Consulting, Inc. 8 Drainage Appeared adequate on the day of inspection Utilities Electricity provided by Duke Energy Telephone service provided by Century Link Water and sewer provided by the City of Ocoee Apparent Easements, Encroachments or Restrictions No adverse easements or restrictions noted (typical utility easements are assumed). Soil and Subsoil Conditions Suitable for normal building loads as evidenced by the surrounding improvements and no known wetlands Site Improvements 6' chain link fencing located on portions of the southeast corner of the site; hard graveled road along the southern boundary of the property Flood Map Information According to the Federal Emergency Management Agency's Flood Insurance Rate Map Panel No. 12095CO21OF, dated September 25, 2009, the subject site is situated in Zone X, an area outside the 500-year flood plain. Assessment/Tax Data The subject site identified as Tax ID #06-22-28-0000-00-005 by the Orange County Property Appraiser and Tax Collector and is located at 2012 Ocoee Apopka Road. Pertinent tax data is exhibited on the following page. The total assessment for 2018 is$785,746. The property consists of 13.51 acres(588,674 square feet), gross and net upland. The subject's assessment would be expected to considerably increase following a sale of the property for its commercial/mixed-use highest and best use given the site's just/market and assessed value is substantially lower than the opinion of market value in this appraisal. Total Land Area 588674 sqf(.1-) I 13.51 acres(.1-) GIS Calculated Notice Land Land Use Code Zoning Land Units Unit Price Land Value Class Unit Price Class Value 8900-Municipal DUD-COMM 11,73 ACRE(5) 563660.00 5749078 50.00 5749,078 8900-Municipal PUD-DU 1.78 ACRE(5) 520,600.00 536,668 50.00 536,668 Property Valuation& Consulting, Inc. 9 Certified taxes for 2018 for the property on a millage rate of 0.0178647 (Ad Valorem) are currently $0 due to the public use exemption. There are not any non-ad valorem assessments. The tax information follows. Taos Year Values Land Building(%) Feature(%) Market Value Assessed Value 2018 Q® 5786746 • SO • SO = S785 746 rio 5785,746 :0*.' 2017 Q cm 5785.746 SO • $0 = S785746 5785,746 1 2016 Q® 5762.860 • SO • SO = 5762 860 TV $762,860 7.) 2015 Ea® 5762.860 • SO • SO x S762 860 5762.860 Tax Year Benefits Other Exemptions Tax Savings 2018 is Ei 6786746 514.823 2017 Q- 5785.746 814,306 2016 0. 5762860 614,295 2015 Ex m 5762,860 614,678 2018 Taxable Value and Certified Taxes 0 TAX YEAR I 2018• 2017• 2016• 2015 Taxing Authority Asad Value Exemption Tax Value Mine Rate Taxes% _._.I There are no ad valorem taxes to display at this time. 2018 Non-Ad Valorem Assessments Leming Authority Assessment Oesaipdon Units Rate Assessment) There are no bion-Ad Valorem Assessments 2018 Gross Tax Total: $0.00 f0 2018 Tax Savings Tax Savings Your property taxes without exemptions would be: 514.822.86 Your ad-valorem property tax with exemptions is: - 50.00 Providing You A Savings Of: . 814,822.86 Property Valuation& Consulting, Inc. 10 ParceUTanyible 06-22-28. Owner A Address: Number: 0000.00005 CITY OF OCOEE Date:12/14/2018 150 N LAKESHORE DR Tax Year.2Q23 OCOEE,FL 34761-2223 Total Assessed Value: $785.746 Legal PORTION OF SW1/4 OF 06-22-28 LYING N OF WEST ORANGE TRAIL,W OF OCOEE Taxable Value: SO Description: APOPKA RD,SWLY OF WESTYN BAY PH 1 PB 54129,8 SELY OF OCOEE CROWN Gross Tax Amount: $0 00 POINT P Millage Code: 65 OCO Location 2012 OCOEE APOPKA RD OCOEE 34761 Address: Comments: Note:The"Certified Owner"is the Owner of record on the Tax Roll.Check the"Certified Owner"check box and select the Taxbill button to see the certified owner. Current Taxes and Unpaid Delinquent Warrants: Year Owner Information Amount Due View BilUReceipt Certified Owner Make Payment 2018 CITY OF OCOEE "PAID(View Taxbill For Receipt) —11.1=11 117 2017 CITY OF OCOEE "PAID(View Taxbill For Receipt)• Taxbiu 2016 CITY OF OCOEE 'PAID(View Taxbill For Receipt) laxbiu `.- 2015 CITY OF OCOEE 'PAID(View Taxbill For Receipt)• aftm. 2014 CITY OF OCOEE •PAID(View Taxbill For Receipt)' IaxbiU LI 2013 CITY OF OCOEE -PAID(View Taxbill For Receipt)• Iaxbiu !- 2012 CITY OF OCOEE 'PAID(View Taxbill For Receipt)' Taxbill - 2011 CITY OF OCOEE "PAID(View Taxbill For Receipt)' laxbiu 2010 CITY OF OCOEE 'PAID(View Taxbill For Receipt)- laxbill EL 2009 CITY OF OCOEE 'PAID(View Taxbill For Receipt) ® I 2008 CITY OF OCOEE 'PAID(View Taxbill For Receipt)' Taxbill Li 2007 CITY OF OCOEE "PAID(View Taxbill For Receipt)' Taxbiu 2006 CITY OF OCOEE 'PAID(View Taxbill For Receipt) Taxbill i Unpaid Real Estate Certificates: Year Current Payoff If Paid By Current Payoff If Paid By Make Payment 'NONE- `NONE' 'NONE' 'NONE" 'NONE' `NONE' Highest and Best Use as if Vacant The highest and best use of the subject site as if vacant considers uses that are physically possible, legally permissible, financially feasible, and maximally productive. The subject site is physically capable of supporting development as evidenced by the surrounding improvements. Legally permitted uses include a wide variety of retail, office and residential uses. However, the site has marginal frontage along minimally traveled roads, which appears to be inadequate visibility/exposure when compared to other mixed-use sites researched. In contrast though, the point can be made that traffic is generated for retail/office commercial uses by the high school located Property Valuation& Consulting, Inc. 11 adjacent to the south of the subject property as well as the surrounding single and multi-family subdivisions. The use that would be feasible and result in the highest return to the land would be for mixed use, likely office or retail/service uses, in conjunction with residential uses due to the current zoning and compatibility with nearby uses. Therefore, the highest and best use of the subject site as vacant is for mixed use, including office, retail and residential development. Valuation Process In the appraisal of the subject property, one of the three commonly accepted approaches to value were considered and applied:the sales comparison approach,which is the only applicable approach to value the subject vacant land. Sales Comparison Approach Three comparable sales and one current listing of vacant land, similar to the subject property were analyzed to indicate a value. The comparable land sales and listing used are summarized on the ensuing adjustment grids (analyzing the sales on a net upland square foot unit of comparison) and a location map, aerial photographs and summary descriptions are found in Exhibit D. Property Valuation& Consulting, Inc. 12 COMPARABLE LAND SALES ADJUSTMENT GRID (Based on Unit Value Per Net Upland Area) 2012 Ocoee Apopka Road Address: 2012 Ocoee Apopka Road Southwest quadrant of Maguire 83 West Road(north aide of Southeast comer of Garcons 2280 Fullers Cross Road (East side of Ocoee Crown Road and Florida's Turnpike West Road and at the eastern Ocoee Road and N.Apopka (Southwest comer of Ocoee Point Parkway end West aide of termination of Founteina West Vineland Road Apopka Road and Fullers Cross Ocoee Apopka Road) Road) Road) City/County. Ocoee,Orange County Ocoee,Orange County Ocoee.Orange County Orlando,Orange County Ocoee,Orange County Zoning/FLU: PUD-COMM(Ocoee Crown PUD-COMM/Commercial PUD-IND(RID Industrial)Light C-1(Retail Commercial),A-1 PUD-COMM/Commercial Point PUD Commercial with Industrial (Citrus Rural),R-CE(Country Village Center FLU) Eatate)Commerdal and Rural Proposed Use: Mixed Use Commercial.Office Mixed Use Commercial,Office Charter School developed Commercial,Self-Storage Commercial Use 8 Residential 8 Residential Sale Date: Deo-18 Appraisal Date Mar-18 May-16 Dec-16 Dec-18 Unadjusted Sale/Listing Price: N/A $2825,000 51,890,600 $3,050,000 $1,000,000 Adjusted Sale/Listing Price' N/A $2,625,000 51,890,600 $3,050,000 $1,000,000 Size(Gross Acres): 13.51 Acres 10.88 Acres 10.5 Acres 9.82 Acres 5.08 Ames • Size(Gross SF)' 588,674 SF, 484,350 SF 457,493 SF 427,759 SF 221,285 SF Size(Net Usable/Upland Acres): 13.51 Acres 10.88 Acres 10.5 Acres 9.82 Acres 5.08 Acres Size(Net Usable/Upland SF): 588,674 SF 484,350 SF 457,493 SF 427,759 SF 221,285 SF Adjusted Sale Price/Net Upland SF: N/A $5.85 $4.13 $7.13 $4.52 �,dlus4nenhf for Preaerkr RlaMll Cettyl/aelC/flae4laa TtemwCeelYae��M11r. Nb[�lMdfwrwN(Mrhlr 4aataYallar' ::: , ,,y-�,.x�, Real Property Rights: Fee Simple Fee Simple Fes Simple Fee Simple Fee Simple Adjustment for Real Property Rights: NIA 0% 0% 0% 0% Adjusted Price/SF of Net Upland Area for Real Property Rights: N/A $5.65 $4.13 $7.13 $4.52 Financing terms: N/A Cash or equivalent to seller Cash or equivalent to seller Cash or equivalent to seller Cash or equivalent to seller Adjustment for Financing tom: N/A 0% 0% 0% 0% Adjusted Price/SF of Net Upland ken for Financing Terms: N/A 55.65 $4.13 $7.13 $4.52 Conditions of sale: N/A Assumed to be Arm's Assumed to be Arm's Arm's Length/Normal Current Listing Length/Normal Length/Normal Adjustment for Conditions of sale: N/A 0% 0% 0% -10% Adjusted Price/SF of Net Upland Area for Conditions of Sale: N/A $5.85 $4.13 $7.13 $4.07 Market Conditions Adjustment IR 3.% NIA 2.28% 7.76% 5.00% 0.00% Months since dosing: N/A 9 months ago 31 months ago 24 months ego 0 months ago Adjusted Pdce/SF of Net Upland Area for Market Conditions: N/A $5.78 $4.45 $7.56 $4.07 Grass Adjustment N/A 2.26% 7.76% 13.00% -10.00% Adjusted PriWSF of Net Upland Area: N/A $6.76 $4.45 $7.55 $4.07 o ��fyrx. Municipality/Location: City of Ocoee Cityf Ocoee Ci f Ocoee Orange County City of Ocoee Adjustment fon Location: N/A 0% 0% 0% 0% Size(Upland Acres): 13.51 Acres 10.66 Acres 10.5 Acres 9.82 Acres 5.08 Acres Size(Upland SF): 588,074 SF 404,350 SF 457,493 SF 427,759 SF 221,285 SF Adjustment for Sit(Usable/Upland SF): WA 0% 0% 0% 5% Traffic Counts(FDOT 2017 AADT): 13,900 on Ocoee Apopka Road 11.900 on Maguire Road and 8.700 on Weal Road 23,500 on Clerceru Ocoee Road 13,900 on Ocoee Apopka Road 138,300 on Florida's Turnpike and 15,800 on Apopka Vineland and 8,800 on Fullers Cross (no access) Road Road Direct Exposure: West Road and Crown Pont Maguire Road and Florida's Fountains West Road and Clorcana Ocoee Road and N. Ocoee Apopka Road and Ocoee Road Turnpike West Road Apopka Vineland Road Fullers Cross Road Adjustment for Direct Exposure: N/A 0% -5% -10% -5% Utilities(s=Sorer.W=Water.E-Electric;T=Tel.oOs.): S-W-E-T S-W-E-T S-W-E-T S-W-E-T W-E-T Adjustment for Utilities: N/A 0% 0% 0% 5% Access/Shape/Utility. 2 Streets/Irregular 1 Street/Mostly Rectangular 2 Streets/Irregular 2 Streets/Mostly Rectangular 2 Streets/Mostly Rectangular Adjustment for Awas/Shape/Utility: N/A 0% 0% 5% 5% Zoning/FLU: PUD-COMM(Ocoee Crown PUD-COMM/Commerdal PUD-IND(PUD Indusmel(Llght C-1(Revel Commercial),A-1 PUD-COMM/Commadal Point PUD Commercial with Industrial (Citrus Rural).R-CE(Country Village Center FLU) Estate)/Commercial and Rural Adjustment for Zoning/FLU: WA 0% 5% 0% 0% Water Retention: On-Site On-Site On-Site On-Site On-Site Adjustment for Water Retention: WA 0% 0% 0% 0% State of Approvals: Zoning with FAR in place Zoning in place Zoning(adj)in plata Zoning In place Zoning in place Adjustment for State of Approvals: WA 0% 0% 0% 0% State of Development: Wooded Wooded Wooded Mostly Cleared Wooded Adjustment for Stets of Development: N/A 0% 0% 5% 0% Net Physical Adjustmanta: WA 0% 0% -20% -10% Gross Physical Adjustments: N/A 0% 10% 20% 20% Indicated ValusISF of Net Upland Area: N/A $5.76 $4,45 $5.05 $3.6e Weighting, N/A 35% 25% 15% 25% Weighted Value/SF of Net Upland ken: N/A $2.02 $1.11 $0.91 $0.92 Value Indication(Based on Net Upland Ana): 588,874 SF of Upland Site ken $4.98/SF= $2,919,031 Final Value Indication: $2,020,000 Property Valuation& Consulting, Inc. 13 These sales are judged to be among the best value indicators available. The sale dates range from May 2016 to March 2018 and includes a current listing. The comparables ranged in size from 221,285 to 464,350 net upland square feet (5.08 to 10.66 acres). Unadjusted sale prices ranged from $4.13 to $7.13 per net upland square feet, averaging$5.36 per net upland square foot. None of the sales required any adjustments for property rights, financing or conditions of sale, as each transaction involved the fee simple estate and were in cash terms, or cash equivalent to the seller and were normal and arm's-length deals, with the exception of Listing 4, which was adjusted downward 10% for conditions of sale as the asking price will likely be negotiated downward in order to consummate a sale. Finally, due to an increasing trend in values for commercial land over the last approximately two years and based on conversations with local brokers familiar with commercial land as well as a review of land assessments, a 3% upward adjustment to the sales for market conditions based on the date of sale was applied. The property characteristics that influence value include location,size,frontage/traffic counts,utilities, access/shape/utility, zoning/FLU, water retention, state of approvals and state of development. The sales were analyzed and compared to the subject relative to these features and appropriate adjustments were made. Adjustments were made on a percentage basis(inferior/superior). After adjustments, the range of indicated values for the subject was $3.66 to $6.05 per net upland square foot, averaging $4.99 per net upland square foot. Primary reliance was placed on Sale 1, due to its proposed mixed-use development and recent sale date. Sale 2 and Listing 4 received supporting weight of 25% each due to their respective proximity to the subject property, with least weight of 15% placed on Sale 3 due to the older sale date and superior characteristics when compared to the subject property. This analysis indicates a value of $2,919,031,or$4.96 per net upland square foot for the subject's 588,674 net upland square foot/13.51- acre commercial site, rounded to $2,920,000. Property Valuation& Consulting, Inc. 14 Reconciliation Since it is the only applicable approach to value, all weight was placed on the Sales Comparison Approach to value in the final determination of value for the subject property. Based upon the investigation summarized and the premise defined herein, the "As Is" Market Value of the Fee Simple Estate in the subject property appraised as of December 16, 2018 is estimated to be: TWO MILLION NINE HUNDRED AND TWENTY THOUSAND DOLLARS ($2,920,000). Our appraisal services and related appraisal report have been prepared in accordance with the Uniform Standards of Professional Appraisal Practice(USPAP), as adopted by the Appraisal Standards Board under the direction of the Appraisal Foundation,as well as with the Code of Professional Ethics of the Appraisal Institute, as read and interpreted within this office. This report was prepared in accordance with, and is subject to, our Assumptions and Limiting Conditions and General Service Conditions, which are attached to and form an integral part of this report. No investigation was made of the title to or any liabilities against the property appraised. Respectfully submitted, PROPERTY VALUATION & CONSULTING, INC. I j,/ Blair Beasley State-Certified General Real Estate Appraiser License No. RZ3871 December 27, 2018 Job#A18-29.VL Property Valuation& Consulting, Inc. Property Valuation & Consulting, Inc. Exhibit A Exhibit A Subject Location Map and Subject Photographs (6 Pages) TY 4 O rc Stone Rd Magnolia Park \!` f MI CT V Section d `j i ¢OWam Rd /needles tleitee } �i — McCormick Rd W (gy k. r 1 L a k e A p o p k a i a Trout Lake take 135 3�a BIW I1 Lake; .Bars a 'Clereone Ocoee Rd € dam 437 $ take 1��-. Aicab Re, aa WV Fici 'Fullers_-"'-/ re f rake #Heckney Prairie Rd ,/-. 26 - u / ta. r hhxEM Ln Parketti B. Pare Lad, 4614 E Fulls Cross Rd a a i. Gown Point rte P-- w t Rd 435 z l h •# Ro �-_. a, ()cryetetl R S 24 b N `� L5 I— .,,e"Ave -e _ra ear O'3" E 4�° Q a I Center St Stier Star Rd a n a a 4 ue el lobo ct Melon St E a FgktMYi 81 fl o- r M (�'� W OCeee a T Starke Lake Lake W Bey St a . Bay St E ./ aylnR'a n--4....4_, '-- I� w�Rb Sl GS a A Mope St E w. Orlerds.Ave 'Atte Rd i y Rd se ,LL3tlemieStay Rd W rn 537 E Stay Rd Stay Rdp0 535 0 L� Property Valuation & Consulting, Inc. Exhibit A SUBJECT PHOTOGRAPHS k • ' .. ....., . .. , . . . ..,4„ ,... It,44 i• , . ... • , . , it , J .,,. ai t . rye Nib ; ..�. . "t l' '. � - , .,, 44 y; Cof V .,44 VIEW LOOKING WEST FROM THE SOUTHEAST CORNER OF THE PROPERTY ! , e + y r I.♦ I , j. . r s . { % .gym 3 VIEW LOOKING WEST ALONG THE WEST ORANGE TRAIL FROM NEAR THE SOUTHEAST CORNER OF THE SITE(SUBJECT ON RIGHT) Property Valuation & Consulting, Inc. Exhibit A SUBJECT PHOTOGRAPHS • -r• a w* .- Ink VIEW LOOKING NORTH ALONG OCOEE APOPKA ROAD FROM NEAR THE SOUTHEAST CORNER OF THE PROPERTY(SUBJECT ON LEFT) lov . . . . , h" y - VIEW LOOKING SOUTH ALONG OCOEE APOPKA ROAD FROM NEAR THE NORTHEAST CORNER OF THE PROPERTY(SUBJECT ON RIGHT) Property Valuation & Consulting, Inc. Exhibit A SUBJECT PHOTOGRAPHS _„ ., it% ?•.. ST tr,w i 4'- '. ';:r.; ,I 4G .dry`!. .f a `.' AKl� + _ '}i V' °rt. .7 'tel"T i1 I \ 4,7 } I Y > { , VIEW LOOKING NORTHEAST FROM NEAR THE SOUTHWEST CORNER OF THE PROPERTY , r . . . •p r,.• v 4. • . ,_ . , OCOEE CROWN POINT PARKWAY LOOKING NORTHEAST FROM NEAR THE SOUTHWEST CORNER OF THE PROPERTY(SUBJECT ON RIGHT) Property Valuation & Consulting, Inc. Exhibit A SUBJECT PHOTOGRAPHS a. TM " . R $fin !R+ g: r. L `. HARD GRAVELED ACCESS ROAD WHICH RUNS ALONG THE SOUTHERN BOUNDARY OF THE PROPERTY,LOOKING SOUTHEAST FROM THE SOUTHWEST CORNER OF THE PROPERTY IF ..4I •1 • ,�.' 4 �� ate;91-4 ''S3 7 s i ' u ` y, \ Y. ..'4 • y`�%\ I‘....-1 M lit' ` ,.i \1/4\ �y f. - . , y 41111L . VIEW LOOKING NORTH OF THE WESTERN PORTION OF THE SITE FROM NEAR THE SOUTHERN BOUNDARY Property Valuation & Consulting, Inc. Exhibit A SUBJECT PHOTOGRAPHS arawito y"4.- jy � E� .:: ,". It e ' 1' r4 Tit .., '%}.,� . _ .. .. .;„.‘ .:,... ;; .,... _.:. . . ......„.„.„....„.. . ' • ..„.„, •. ,•:,, ,.„7", ... ,. 4 ,,7',;;: -, ; 'cei,'H.4.41;-: -..' • ' '', ',, :7:/:;'F'. . .4 * 3' T4,'. 3 1. U .t v, . . 4 • {r• e y k •r t 9 s f` w VIEW LOOKING NORTH OF THE EASTERN PORTION OF THE SITE FROM NEAR THE SOUTHERN BOUNDARY 1 w • i .. __....ter__ ., ":: __ eta Wit•` •k,i:. VIEW OF THE ACCESS ROAD LOOKING WEST FROM NEAR THE SOUTHEAST CORNER OF THE SITE Property Valuation & Consulting, Inc. Exhibit A SUBJECT PHOTOGRAPHS t raj 3 Ji 4"'t;�.t 7' '' '�➢ lli L` '' 1100*1 Pk, Nr,iri' ' • ' ' ' / , , . • x y R, y t ._. -:. .. ..-.r# _4 � ,i..7+ ,lid.:` ,z1"`- e I.,1:1; 44,0121',-4',*...„':et*g4V.,4 i t l'7, x VIEW LOOKING SOUTHEAST FROM NEAR THE NORTHWEST CORNER OF THE SITE s 4 �?a'. I ... ••"4,' •t: w , 0 • ` a OCOEE CROWN POINT PARKWAY LOOKING SOUTH FROM NEAR THE NORTHWEST CORNER OF THE PROPERTY(SUBJECT ON LEFT) Property Valuation & Consulting, Inc. Exhibit B Exhibit B Aerial Map, Tax Map, Ocoee Crown Point PUD Conceptual Plan and Master Development Plan (4 Pages) Property Valuation & Consulting, Inc. Property Valuation & Consulting, Inc. Exhibit B Aerial Map (property outlined in blue) T) 1 " 7 f off, s..0,,. s LL` ' . „ 4er ' - smir4. - 4 y ,i tia .?.., * 'N.= . / / -, 1.. c3:=1 ' , ., ,. rgrcra I 3 I,,tt,«< I lL�ti: 14. gal Ai_ .. N 4 1 f/ j 4 f` i 1 .. f. . J' , ,f.,. •.43 i I 1 .' Mk ' / 114 4,,n, ��..'RR North^ Property Valuation & Consulting, Inc. Exhibit B TAX MAP (property highlighted in red) G�&& u txAcrA e.J Pon q C we ,,,." Honrwnws Assn Inc 4\ / * Y . 441\4, -. ' lip.4 , 1 Ats,4"://". • 1111 , , ,, .... jj w NorthA 1 Property Valuation & Consulting, Inc. Exhibit B CONCEPTUAL SITE PLAN ,_ .,.r.„ ; TEAR rm (•AIT.,. w -ice , ' .. „otik- Ak Ple.,4 1•A i • 1 [... n /f ,- -.,, _.,4-01,....4: TUIR -""� ......16:", 'ril . ti t y : / Is..f•d ,.• '`1MLTIr „ "*". N. rimer.nLI ` -) I •;�''_ '` ter' iiMTro • tr»1 � Imo-011) I u ♦• r; f iiiI r 1} l'erlilaut. w i tA..'t..• tip, • ""-....-.......4.... . "Zr..wrrTI.�.. i. "1•. ^1`.- t1WT.0 Ti.fT I tM ' •�I,.ACT PM / In.IMnAa..A • t ( sown_ {' 1'(. 14 KT Ocoee owi,, oint �- RAC." t1N 3.,• r •a (Subject property is identified as Tracts 6C & 6E) Property Valuation & Consulting, Inc. Exhibit B T1 1 1 I I I gat, sis' I Iil E ij iiii11111 I 1 1 II, II 1 3 1 1 #1 Iii I i IiI.IiI I I �t it1 III I lillitiiiiiblif b !7; ;�1-i$ sl'�j1. A is ,s s g, 4s s . .L ; s HIT T 'IJ 111111 II 3 3 ; ;1;; l ; Hill 1 i I xIoosl� . l JAI II1 1 I II s I ill R 11a5jm 1 ? 5 s s s III R e 9 114 4 i t t C t 9`9 Rt t t t q q 9 F R R ".# tI 111, t ' " 51A F F ttt q q (q q q 9 R ] 1 G 't ee e o 0 iiRI1 1i 3,. . . !l RQR 9 9 4f : 3,42913 1 ' If waw W is ;�G at K.A t 9 6 S 9 YSi 7 9� Ijy m 3�! 1< s i a @01 1 Rj a i i il 1 loll 1 i ill 11 € i » 3.3 Rift • - 3!!9 Y I 1 Property Valuation & Consulting, Inc. Exhibit C Exhibit C Identifying Legal Description (1 Page) Property Valuation & Consulting, Inc. Exhibit C PORTION OF SW1+4 OF 06-22-2B LYING N OF WEST ORANGE TRAIL,W OF OCOEE APOPKA RD,SWLY OF WESTYN BAY PH 1 PB 54/29,&SLY OF OCOEE CROWN POINT PUD PH 1 PB 03;24 Public Records of Orange County, Florida Property Valuation & Consulting, Inc. Exhibit D Exhibit D Comparable Land Sales Location Map, Aerial Photographs and Summary Descriptions (4 Pages) Clarcona Park Paradise Heights l-a�'___-._ at k McCormick Rd W I,,...., __... LackI' I,i 91.IIIIIIIIM 4 Tm!lake West Orange { Memorial Peck Ca Cemetery G�tco�aO�u- p-_M1 k e A P o F k 5"6)ect X bleat II 435 �_.. RAM 2 Sit xlnw It in Prace lake GLk. lake MAN 4 I _ k$Rd Wan P1 fit _ Rd A� ` e 5rruq tyre jz I — - r "a b a _ _ 1 ,pB .._"_ n e 1 Ocoee .,_.. take lake S F L O R 1 D _ MiterN G E Stairs lake pymp, �,! Fkxome '3 GGarden. i 2O p3 $i' Orlando Ave Wili e Rd i A 4311 tie 05 (nu y Rd W 537 _..__§E Rd Ocoee Cemetery A 50 5 50 I , Sale t 510 8XFedke ''. 1 Ll.C._ak4l-aeaB ' 4114\44e. Toll Lake Rye I '. v TOA Oral ovie a TPY l_ -_._.. Location Map Property Valuation & Consulting, Inc. Exhibit D SALE 1 t'' 4 ps -f i .: u ' i Address/Location Southwest quadrant of Maguire Road and Florida's Turnpike, Ocoee, Orange County, FL Tax Parcel ID# 30-22-28-0000-00-004 Grantor Maguire Road, LLC Grantee RPM Investments Holding, LLC Transfer Data: Recording Date March 2018 Exchange Assumed to be at Arm's Length Conditions Normal Recorded Instrument#20180203585,Orange County Sale Data: Sale Price $2,625,000(Qualified sale according to Orange County Property Appraiser; all attempts to verify failed) Financing Cash equivalent to seller Price per Sq. Ft. $5.65/SF(Net Upland and Gross) Site Data: Configuration Mostly Rectangular Size 464,350 SF/10.66 acres(gross/net usable) Frontage Frontage along Maguire Road and Florida's Turnpike, the site is below road grade of Maguire Road(due to the Turnpike flyover). The future development will be accessed via an extension of Tomyn Boulevard. Zoning/FLU PUD-COMM/Commercial; City of Ocoee Utilities All utilities are available to the site with on-site retention required. Traffic Counts 11,900 on Maguire Road and 138,300 on Florida's Turnpike (no access), (FDOT AADT 2017) Comments This parcel and the parcel adjacent to the west will be developed with a mixed- use project including 90 townhomes,60,000 SF of office/retail and a preschool. Property Valuation & Consulting, Inc. Exhibit D SALE 2 , , - L1 T T f I. Y; til.,, - A . . .,. . f'i ` g � K 111 _ :: _, , , 7 k _ :: f 3 4. . 4.9= 6 .anc• „..,,, 2 ,, ..,„„,,, ,,,,,- ,. tt ,.w if �--, ,},:i.f- -. 44 , , ori L`,- 4.LialiaLka 6) 1 — � ____ _ a. fir e,i O- ri a, ( r.. .m of \k. �i h tl Address/Location 83 West Road (north side of West Road and at the eastern termination of Fountains West Road), Ocoee, Orange County, FL Tax Parcel ID# 06-22-28-0000-00-046 and 06-22-28-2856-00-010 Grantor W.O.R.Y. Investors, LLC Grantee Red Apple at Ocoee, LLC Transfer Data: Recording Date May 2016 Exchange Assumed to be at Arm's Length Conditions Normal Recorded Instrument#20160223794, Orange County Sale Data: Sale Price $1,890,600 (Qualified multiple sale according to Orange County Property Appraiser; all attempts to verify failed) Financing Cash equivalent to seller Price per Sq. Ft. $4.13/SF (Net Upland and Gross) Site Data: Configuration Irregular Size 457,493 SF/10.5 acres (gross/net usable) Frontage Frontage along portions of the north side of West Road(visibility and exposure from West Road) Zoning/FLU PUD-IND (PUD Industrial)/Light Industrial; City of Ocoee Utilities All utilities are available to the site with on-site retention required. Traffic Counts 8,700 on West Road(FDOT AADT 2017) Comments The parcel has since been developed as the Renaissance Charter School at Crown Point. Property Valuation & Consulting, Inc. Exhibit D SALE 3 -r= • i . i '.P , Lgla 'an Il t Address/Location Southeast corner of Clarcona Ocoee Road and N. Apopka Vineland Road, Orlando,Orange County, FL Tax Parcel ID# 34-21-28-0000-00-016, -045, -047, -048, -049, -056, -060, -070 Grantor Pizzuti Land/Clarcona Ocoee, LLC and Pizzuti Equities, Inc. Grantee Epic Retail Clarcona, LLC Transfer Data: Recording Date December 2016 Exchange Arm's Length Conditions Normal Recorded Instrument#20160657837 and#20160657836, Orange County Sale Data: Sale Price $3,050,000(verified with Nick Sands, listing broker, 407-952-2266) Financing Cash equivalent to seller Price per Sq. Ft. $7.13/SF(Net Upland and Gross) Site Data: Configuration Mostly rectangular Size 427,759 SF/9.82 acres(gross/net usable) Frontage Frontage along Clarcona Ocoee Road and N. Apopka Vineland Road Zoning/FLU C-1 (Retail Commercial), A-1 (Citrus Rural), R-CE (Country Estate)/Commercial and Rural; Orange County (at sale — buyers changed to PUD zoning) Utilities All utilities are available to the site with on-site retention required. Traffic Counts 23,500 on Clarcona Ocoee Road and 15,800 on Apopka Vineland Road(FDOT AADT 2017) Comments The buyers are planning to develop the site with a Wawa gas and convenience store, a self-storage facility with an additional retail outparcel. Property Valuation & Consulting, Inc. Exhibit D LISTING 4 / . Daryl CM,. MTr C. yl , 437 1 Address/Location 2280 Fullers Cross Road(Southwest corner of Ocoee Apopka Road and Fullers Cross Road), Ocoee, Orange County, FL Tax Parcel ID# 07-22-28-0000-00-071 Grantor N/A; Current Listing Will be: Daryl M. Carter, as Trustee of the Carter-Fullers Cross Land Trust Grantee N/A; Current Listing Transfer Data: Recording Date N/A; Current Listing Exchange N/A; Current Listing Conditions N/A; Current Listing Recorded N/A; Current Listing Sale Data: Asking Price $1,000,000 (Daryl Carter, listing broker, 407-422-3144) Financing Cash or equivalent to seller Price per Sq. Ft. $4.52/SF (Net Upland and Gross) Site Data: Configuration Mostly rectangular Size 221,285 SF/5.08 acres (gross/net usable) Frontage Frontage along Ocoee Apopka Road and Fullers Cross Road Zoning/FLU PUD-COMM/Commercial; City of Ocoee Utilities Water, electric and telephone are available to the site with on-site retention required. Traffic Counts 13,900 on Ocoee Apopka Road and 8,800 on Fullers Cross Road(FDOT AADT 2017) Comments The site is currently wooded and can be developed with up to 44,000 SF of retail space. Property Valuation & Consulting, Inc. Exhibit E Exhibit E Assumptions and Limiting Conditions, Extraordinary Assumptions and Hypothetical Conditions (3 Pages) Property Valuation & Consulting, Inc. Property Valuation & Consulting, Inc. Exhibit E Assumptions and Limiting Conditions No responsibility is assumed for matters legal in nature. No investigation has been made of the title to or any liabilities against the property appraised. In this appraisal, it is presumed that, unless otherwise noted,the owner's claim is valid,the property rights are good and marketable, and there are no encumbrances that cannot be cleared through normal processes. We have provided an Appraisal Report, intended to comply with the reporting requirements set forth by the Uniform Standards of Professional Appraisal Practice (USPAP) for a Summary Appraisal Report. As such, the report presents discussions of the data, reasoning, and analyses used in the appraisal process to develop Property Valuation & Consulting's opinion of value. Supporting documentation concerning the data, reasoning, and analyses has been retained as a part of our work papers. The depth of discussion contained in the report is specific to your needs as the client and for the intended use as stated. Property Valuation & Consulting, Inc., is not responsible for the unauthorized use of this report. To the best of our knowledge, all data set forth in this report are true and accurate. Although gathered from reliable sources, no guarantee is made nor liability assumed for the accuracy of any data, opinions, or estimates identified as being furnished by others that have been used in formulating this analysis. The market value estimate contained within this report specifically excludes the impact of structural damage or environmental contamination resulting from earthquakes or other causes. It is recommended that the reader of this report consult a qualified structural engineer and/or industrial hygienist for the evaluation of possible structural/environmental defects,the existence of which could have a material impact on market value. Land areas and descriptions used in this appraisal were provided by the owner and/or obtained from surveys or public records and have not been verified by legal counsel or a licensed surveyor. (The land description is included for identification purposes only and should not be used in a conveyance or other legal document without proper verification by an attorney.) No soil analysis or geological studies were ordered or made in conjunction with this report, nor were any water, oil, gas, or other subsurface mineral and use rights or conditions investigated. Substances such as asbestos, urea-formaldehyde foam insulation, other chemicals, toxic wastes, or other potentially hazardous materials could, if present, adversely affect the value of the property. Unless otherwise stated in this report,the existence of hazardous substance,which may or may not be present on or in the property, was not considered by the appraisers in the development of the conclusion of value. The stated value estimate is predicated on the assumption that there is no material on or in the property that would cause such a loss in value. No responsibility is assumed for any such conditions,and the client has been advised that the appraiser is not qualified to detect such substances, quantify the impact on values, or develop the remedial cost. No environmental impact study has been ordered or made. Full compliance with applicable federal, state, and local environmental regulations and laws is assumed unless otherwise stated, defined, and Property Valuation & Consulting, Inc. Exhibit E considered in the report. It is also assumed that all required licenses, consents, or other legislative or administrative authority from any local, state, or national government or private entity organization either have been or can be obtained or renewed for any use that the report covers. Plats are presented only as aids in visualizing the property and its environment. Although the material was prepared using the best available data, it should not be considered as a survey or scaled for size. It is assumed that all applicable zoning and use regulations and restrictions have been complied with unless a non-conformity has been stated,defined, and considered in the appraisal report. Further, it is assumed that the utilization of the land and improvements is within the boundaries of the property described and that no encroachment or trespass exists unless noted in the report. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property together with a detailed analysis of the requirements of the ADA could reveal that the property is not in compliance with one of more of the requirements of the act. If so, this fact could have a negative effect on the value of the property. Since we have no direct evidence relating to this issue, we did not consider the possible noncompliance with the requirements of ADA in estimating the value of the property. Blair Beasley has made a physical inspection of the property and noted visible physical defects,if any, in this report. This inspection was made by individuals generally familiar with real estate and building construction. However,these individuals are not architectural or structural engineers who would have detailed knowledge of building design and structural integrity. Accordingly, we do not opine on, nor are we responsible for, the structural integrity of the property including its conformity to specific governmental code requirements, such as fire,building and safety, earthquake, and occupancy, or any physical defects that were not readily apparent to the appraisers during their inspection. The value or values presented in this report are based upon the premises outlined herein and are valid only for the purpose or purposes stated. The date of value to which the conclusions and opinions expressed apply is set forth in this report. Unless otherwise noted, this date represents the last date of our physical inspection of the property. The value opinion herein rendered is based on the status of the national business economy and the purchasing power of the U.S. dollar as of that date. Testimony or attendance in court or at any other hearing is not required by reason of this appraisal unless arrangements are previously made within a reasonable time in advance therefore. One or more of the signatories of this appraisal report is a member or associate/affiliate member of the Appraisal Institute. The Bylaws and Regulations of the Institute require each member and associate/affiliate member to control the use and distribution of each appraisal report signed by them. Possession of this report or any copy thereof does not carry with it the right of publication. No portion of this report(especially any conclusion to use,the identity of the appraiser or the firm with which the appraiser is connected, or any reference to the Appraisal Institute or the designation awarded by this organization) shall be disseminated to the public through prospectus, advertising, public relations, Property Valuation & Consulting, Inc. Exhibit E news, or any other means of communication without the written consent and approval of Property Valuation&Consulting, Inc. Extraordinary Assumption: It was reported by Assistant City Manager, Craig Shadrix, that the City of Ocoee will be initiating a PUD amendment to allow for residential use (likely a townhome type density/product) on the subject property. Mr. Shadrix indicated that the goal is to take the zoning change forward to the planning and zoning commission in January 2019. This appraisal report and the value indication provided herein are based on the extraordinary assumption that the approval of the residential use on the subject site is reasonably probable to occur at a minimal cost and within a relatively short time frame. Hypothetical Conditions None Property Valuation & Consulting, Inc. Exhibit F Exhibit F Certification (1 Page) Property Valuation & Consulting, Inc. Exhibit F Certification We certify that,to the best of our knowledge and belief: The statements of fact contained in this appraisal report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are our personal, impartial, and unbiased professional analyses, opinions and conclusions. We have no present or prospective interest in the property that is the subject of this report,and we have no personal interest or bias with respect to the parties involved. We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. Our engagement in this assignment was not contingent upon developing or reporting predetermined results Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction of value that favors the cause of the client,the amount of the value opinion,the attainment of a stipulated result,or the occurrence of a subsequent event directly related to the intended use of the appraisal. The reported analyses,opinions,and conclusions were developed,and this report has been prepared,in conformity with the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The undersigned has made a personal inspection of the property that is the subject of this report. No one provided significant real property appraisal assistance to the person(s)signing this certification. The appraisal assignment is not based on a requested minimum valuation, a specific valuation, or the approval of a loan. As of the date of this report, Blair Beasley has completed the Standards and Ethics Education Requirements and the requirements of the continuing education program for Practicing Affiliates of the Appraisal Institute. We have performed prior appraisal services regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment(prior appraisal performed in December 2016). Blair Beasley State-Certified General Real Estate Appraiser,License#RZ3871 December 27,2018 Property Valuation & Consulting, Inc. Exhibit G Exhibit G Qualifications of the Appraiser(s) and Appraiser License(s) (2 Pages) Property Valuation & Consulting, Inc. Exhibit G QUALIFICATIONS OF BLAIR BEASLEY State-Certified General Real Estate Appraiser#RZ3871 Business Address Property Valuation&Consulting.Inc. 204 South Dillard Street Winter Carden.FL 34787 (407)877-0200.Fax:(407)8774222 Education Florida State University Tallahassee.FL Bachelor of Science in Real Estate and Mattering.April 2011 Appraisal&Real Estate Courses Introduction to Real Estate:Florida State University Tallahassee.FL December 2009 Real Estate Valuation:Florida State University Tallahassee,FL December 2010 Real Estate Finance:Florida State University Tallahassee.FL December 2010 Real Estate Market Analysis:Florida State University Tallahassee,FL April 2011 Real Estate Investment:Florida State University Tallahassee.FL April 2011 Legal Environment of Real Estate:Florida State University Tallahassee.FL April 2011 National USPAP 15 Hous Course.Steve Williamson Real Estate Education Specialists Orlando,FL April 2012 General Appraiser Market Analysis and Highest&Best Use Maitland.FL April 2013 Business Practices and Ethics Online February ry 2014 7-Haar National USPAP Update Course Orlando.FL November 2014 Florida Law Orlando.FL November 2014 7-Hour National USPAP Update Course Orlando.FL May 2016 7-Hour National USPAP Update Course Orlando.FL April 2018 Florida Law Orlando.FL April 2018 Appraisal seminars sponsored by The Appraisal Institute Critical Thinking in Appraisals.January 2014 Real Estate Experience September 2011-Present-Associate.Property Valuation&Consulting.Inc..Winter Garden.FL Appraisal experience includes narrative and form report writing of commercial and residential vacant land, proposed residential subdivision properties. recreational facilities. retail buildings. industrial buildings. office buildings. day care facilities, greenhouse/nursery. commercial condominium properties and other special purpose properties. This includes research. data collection.verification and analysis. References Available upon request. Property Valuation & Consulting, Inc. Exhibit G Appraiser License(s) RICK SCOTT.GOVERNOR JONATHAN ZACHEM.SECRETARY ~�� db r STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA REALM TE ApPliAISAL BD THE CERTIFIED GENFAAt AP ` EitJIFIED UNDER THE PROVISIO MSIX475,1(0 r• STATUTES � '►.sw ;ST Ayi*,1€1PARDf 87 L ENSE tquguret wait EXPIRATION DATE HOVEM1sER 30,2020 Always verify licenses online at MyFloridaLicense.com H;+;y -.� Do not atter this document in any form. 7441'1 EV" o This is your license.It is unlawful for anyone other than the licensee to use this document Property Valuation & Consulting, Inc. Exhibit H Exhibit H General Service Conditions (1 Page) Property Valuation & Consulting, Inc. Exhibit H General Service Conditions The service(s)provided by Property Valuation&Consulting, Inc. have been performed in accordance with professional appraisal standards. Our compensation was not contingent in any way upon our conclusions of value. We assumed,without independent verification,the accuracy of all data provided to us. We have acted as an independent contractor and reserved the right to use subcontractors. All files,work papers or documents developed by us during the course of the engagement are our property. We will retain this data for at least five years. Our report is to be used only for the specific purposes stated herein and any other use is invalid. No reliance may be made by any third party without our prior written consent. You may show our report in its entirety to those third parties who need to review the information contained herein.No one should rely on our report as a substitute for their own due diligence. No reference to our name or our report, in whole or in part,in any document you prepare and/or distribute to third parties may be made without our prior written consent. You will not be liable for our negligence. Your obligation for indemnification and reimbursement shall extend to any controlling person of Property Valuation&Consulting,Inc.,including any director, officer, employee, subcontractors, subsidiary, affiliate, or agent. We reserve the right to include your company/firm name in our client list, but we will maintain the confidentiality of all conversations,documents provided to us, and the contents of our reports, subject to legal or administrative process or proceedings. These conditions can only be modified by written documents executed by both parties. Property Valuation&Consulting, Inc., is an equal opportunity employer.