Loading...
HomeMy WebLinkAboutItem 04 Approval of a Two-Year Warranty Surety and Maintenance, Materials, and Workmanship Agreement with Lennar Homes LLC for Arden Park North Phase 6 4,VA Pr r ocoee florlda AGENDA ITEM COVER SHEET Meeting Date: March 1, 2022 Item # Reviewed By: Martrivus Keaton, Project Contact Name: Department Director: Mi ael R. -r Engineer /11K Contact Number: 407-554-7109 City Manager: Robe joror I - Subject: Approval of a Two-Year Warranty Surety and Maintenance, Materials, and Workmanship Agreement with Lennar Homes, LLC for Arden Park Phase 6 Commission District 4 -George Oliver Ill Background Summary: Arden Park North Phase 6 is made up of 67 detached single-family homes. The parcel is located on the west side of North Clark Road, just south of the McCormick Reserve Subdivision. The developer has completed the construction of the infrastructure improvements for the subdivision and has requested a Certificate of Completion. The infrastructure improvements include potable water, sanitary sewer, reclaimed water, utilities, roadways, stormwater collection system, perimeter wall/fencing, and associated landscaping. In addition, all identified punch list repairs have been completed, and the developer is ready to start the two-year warranty period for the public improvements. As a requirement of the Land Development Code, the developer is required to furnish the City a Surety to cover any possible damages discovered during the next two years. Should the developer not choose to make those repairs, Lennar Homes, LLC, has provided the City with a Letter of Credit in the amount of 10% of the constructed improvements. The attached Maintenance, Materials, and Workmanship Agreement (Form 8 from the Land Development Code) acts as the executable document between the developer and the City. The Surety will be returned to the developer upon completion of the two-year warranty period and the repair of any damages caused over those two years. Issue: Should the City accept the Surety as provided by Lennar Homes, LLC, for the two-year warranty for Arden Park North Phase 6 and execute the Maintenance, Materials, and Workmanship Agreement? Recommendations: The Development Services Department recommends the acceptance of the Surety and the execution of the Maintenance, Materials, and Workmanship Agreement with Lennar Homes, LLC, for the Arden Park North Phase 6. Attachments: 1. Maintenance, Materials, and Workmanship Agreement with Lennar Homes, LLC. 2. Irrevocable Stand-By Letter of Credit Number FGAC-22066 issued by Fidelity Guaranty and Acceptance Corp. Financial Impact: There are no financial impacts to the City in accepting this two-year warranty Surety. Type of Item: (please mark with an 31 Public Hearing Far Clerk's Dent Use: Ordinance First Reading k Consent Agenda Ordinance Second Reading Public Heating 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 N/A Reviewed by Finance Dept. Rebecca Roberts 2/23/22 N/A Reviewed by N/A 2 MAINTENANCE,MATERIALS,AND WORKMANSHIP AGREEMENT WITH LETTER OF CREDIT (SUBDIVISION NAME,!PHASE: Arden Park North Phase 6 THIS MAINTENANCE,MATERIALS,AND WORKMANSHIP AGREEMENT (this"Agreement")is entered into this day of ,2022, by Standard Pacific of Florida. LLC, a Florida Limited Liability Company (the "Developer")and the CITY OF OCOEE,a Florida municipal corporation,whose address is 150 North Lakeshore Drive,Ocoee, Florida 34761(the"City"). WITNESSETH: WHEREAS, Developer, or its predecessor-in-interest or its predecessor-in title, has developed and/or constructed a subdivision known as Arden Park North Phase 6 (the "Subdivision") and in connection therewith has installed with the approval of the City certain roads, streets,sewer,water and reuse systems,drainage facilities(including retention and detention ponds),and/or other improvements (collectively, the "Improvements") under the provisions, conditions, and requirements of the City's Subdivision Regulations and the following Final Subdivision Plan (or Preliminary/Final Subdivision Plan) approval by granted the Ocoee City Commission on 6/23 ,20 21 : [Insert Description of FSP or P/FSP, as applicable] Arden Park North Phase 6 Preliminary/Final Subdivision Plans. ;and WHEREAS,the Subdivision is located within certain real property located in the City of Ocoee, Orange County,Florida,as more fully described in the attached Exhibit"A"which exhibit is incorporated herein by this reference(the"Property");and WHEREAS, under Section 4-4, Subdivision Review Process, of the City's Land Development Code, Developer is required to guaranty the maintenance, materials, and workmanship of the Improvements within the Subdivision;and WHEREAS, in order to-obtain the issuance of a Certificate of Completion with respect to the Improvements, the Developer desires to guaranty such maintenance, materials, and workmanship by having Fidelity Guarantee and Acceptance Corp (the "Bank") (or such other bank as may be acceptable to the City)establish an Irrevocable Standby Letter of Credit in favor of the City in substantially the form attached hereto as Exhibit"B"and by this reference made a part hereof("Letter of Credit"). NOW THEREFORE,the parties agree as follows: SECTION ONE: Establishment of Letter of Credit. Developer does hereby agree to have Bank establish the Letter of Credit in favor of the City in the amount of Nine Thousand Nine Hundred Twenty Three Dollars and Fifty Two Cents ($9,923.52) to guaranty the maintenance,materials,workmanship,and structural integrity of the Improvements and the -1- ORLA_1688244.1 other obligations of the Developer under this Agreement. The Letter of Credit shall be established and drawn upon only in accordance with the terms of the Letter of Credit and this Agreement. SECTION TWO: 2-Year Warranty Period. • For a period of two (2) years from the date of issuance of the Certificate of Completion (the "Warranty Period"), the Developer shall maintain the Improvements in a first class condition and shall repair,correct and/or cure any Deficiency(as defined in Section 3 below)within thirty(30)days of receipt of written notice of a Deficiency from the City. The Developer shall pay any and all costs or expenses incidental to the performance of any such work. The.City may provide notices of a Deficiency from time to time during the Warranty Period. SECTION THREE: City's Right to Draw on Letter of Credit. If at any time during the Warranty Period, the City notifies Developer in writing (i) that the Improvements have not been maintained in a first class condition, (ii) that paving or other structures within the Subdivision have been found by the City to not be in compliance with the Subdivision approval, and/or(iii)that there is a deficiency or fault in the materials,workmanship,or structural integrity of the Improvements which has been found by the City to not be in compliance with the Subdivision approval (collectively, a "Deficiency") and Developer fails to repair, correct and/or cure such Deficiency to the satisfaction of the City within thirty(30)days from receipt of the notice thereof as set forth in Section 2 above,then the City may draw upon the Letter of Credit without further notice to Developer in order to establish a cash escrow for the performance of the Developer's obligations under this Agreement (the "Cash Escrow"). Additionally,the City may draw on the Letter of Credit in order to establish a Cash Escrow in such amounts as the City deems necessary or appropriate(a)in the event of a default by Developer under this Agreement,and/or(b)as provided for in the Letter of Credit. SECTION FOUR: Term of Letter of Credit. The Letter of Credit shall be for a term of no less than two(2)years and one(1)month from the date of issuance of the Certificate of Completion. Notwithstanding anything contained in Section 3 above, in the event the City has notified Developer of a Deficiency as provided above, then the term of this Agreement shall continue and the term of the Letter of Credit shall be extended until such Deficiency is corrected. If the City has provided a notice of Deficiency which has not been repaired,corrected and/or cured within thirty(30)days from the date the Letter of Credit(or any extension or replacement thereof) is scheduled to expire,then the City may draw on the Letter of Credit and establish a Cash Escrow for the performance of the Developer's obligations under this Agreement. SECTION FIVE: City's Use of Funds Drawn on Letter of Credit. Unless otherwise mutually agreed to by City and Developer,the funds available through the Letter of Credit and any Cash Escrow established under this Agreement shall be used by the City only(a)to repair, correct and/or cure any Deficiency, (b) to cure a breach by Developer of its obligations under this Agreement, and/or (c) to pay for reasonable administrative expenses and attorneys' fees and costs -2- ORLA 1688244.1 . incurred by the City in exercising or otherwise enforcing its rights under this Agreement and Letter of Credit. If the Developer fails or refuses to undertake the repair,correction and/or cure of any Deficiency, then the City may, but yhmU not be obligated to, undertake such repair, correction and/or cure any Deficiency,the cost of which shall be paid for out of the Letter of Credit and any Cash Escrow established pursuant to this Agreement. In the event the City undertakes any such repair, correction and/or cure, then the City shall be entitled to retain an administrative fee in the amount of two percent(296) of the cost thereof and shall also be entitled to reimbursement of all costs and expenses incurred by the City in undertaking such action,including but not limited to its legal fees and costs. The City may use third party contractors to perform any such corrective actions. SECTION SEX: - Right of Entry for Corrective Activities. |n the event the City undertakes to repair,correct and/or cure any Deficiency,then in such event the Developer hereby grants to the City and its employees,contractors and representatives,the right to enter upon the Property and the Improvements forthe purpose of performing any such repair,correction, and/or cure. SECTION SEVEMNo ObIfization of Citv to Undertake Repairs or Advance Nothing contained herein shall be construed to in any vvaV obligate the,Cityto k\ advance City funds for any purpose onteha/fmfthe Developer, or(Ii)to undertake the repair, correction and/or cure of any Deficiency. Further,the City shall have no liability to the Developer or any third parties with respect to any corrective actions undertaken by the City. SECTION EIG0[r: Excess Funds. In the event that the City draws on the Letter of Credit and establishes the Cash Escrow,then any excess funds shall be-returned to the Developer after any and all of the Deficiencies have been repaired, corrected and cured to the satisfaction of the City and after the payment from the Cash Escrow of all obligations of the Developer under this Agreement. SECTION NINE: Continued ApplU*mbditymf Subdivision ReawNmtiwms. This Agreement shall not be construed to relieve or release Developer from any of its obligations under the City Subdivision Regulations with respect to the Improvements. SECTION TEN: Construction. This Agreement shall be construed|n accordance with the laws nfthe State nfFlorida. =- ORLAL1680u441 • This Agreement shall not be construed to relieve or release Developer from any of its obligations under the City Subdivision Regulations with respect to the Improvements. SECTION TEN: Construction. This Agreement shall be construed in accordance with the laws of the State of Florida. IN WITNESS WHEREOF,the parties hereto have caused these presents to be signed as of the date and year first above written. DEVELOPER: By: 4 ,476m Print)4 e: "el La Rosa Title: ilt.4-1 QORTieytk+ CITY: ATTEST: CITY OF OCOEE,FLORIDA,a Florida municipal corporation By: Melanie Sibbitt,City Clerk By: Rusty Johnson,Mayor (SEAL) FOR THE USE AND RELIANCE BY THE APPROVED BY THE OCOEE CITY CITY OF OCOEE ONLY. APPROVED COMMISSION AT A MEETING AS TO FORM AND LEGALITY HELD ON ,20 this day of UNDER AGENDA ITEM NO. ,20 . SHUFFIELD,LOWMAN ii—WILSON,P.A. By: City Attorney -4- ORL&1688244.1 EXHIBIT"A" (Legal Description of Real Property Constituting the Subdivision) LEGAL DESCRIPTION ARDEN PARK PHASE 6 A PARCEL OF LAND COMPRISING A PORTION OF TRACT FD-1,ARDEN PARK NORTH PHASE 4, AS RECORDED IN PLAT BOOK 100, PAGES 136 THROUGH 145 OF THE PUBLIC RECORDS OF ORANGE COUNTY, FLORIDA AND LYING IN SECTION 33, TOWNSHIP 21 SOUTH, RANGE 28 EAST, CITY OF OCOEE, ORANGE COUNTY, FLORIDA. BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE NORTHWEST CORNER OF AFORESAID TRACT FD-1; THENCE RUN SOUTH 89°17'33" EAST ALONG THE NORTH LINE OF SAID TRACT FD-1 AND THE NORTH LINE OF THE SOUTHWEST 1/4 OF AFORESAID SECTION 33 FOR A DISTANCE OF 624.56 FEET TO THE NORTHWEST CORNER OF TRACT M, ARDEN PARK NORTH PHASE 5 ACCORDING TO PLAT BOOK 104, PAGES 33 THROUGH 38 OF AFORESAID PUBLIC RECORDS; THENCE DEPARTING SAID NORTH LINES RUN THE FOLLOWING COURSES ALONG THE WEST LINE OF SAID ARDEN PARK NORTH PHASE 5: SOUTH 18°14'55" EAST FOR A DISTANCE OF 94.07 FEET TO A POINT OF CURVATURE OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 1540.00 FEET,A CHORD BEARING OF SOUTH 27°31'38"EAST AND A CHORD DISTANCE OF 496.61 FEET; THENCE RUN SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 18°33'27" FOR A DISTANCE OF 498.79 FEET TO A POINT ON A NON TANGENT LINE; THENCE RUN SOUTH 38°09'35" WEST FOR A DISTANCE OF 490.83 FEET; THENCE RUN SOUTH 59°40'06"EAST FOR A DISTANCE OF 21.26 FEET; THENCE RUN SOUTH 26°55'26" WEST FOR A DISTANCE OF 121.14 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY LINE OF AMERICAN BEECH PARKWAY ACCORDING TO AFORESAID PLAT BOOK 100, PAGES 136 THROUGH 145 AND A POINT ON A NON TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 526.00 FEET WITH A CHORD BEARING OF NORTH 69°21'20" WEST AND A CHORD DISTANCE OF 115.06 FEET;THENCE RUN THE FOLLOWING COURSES ALONG SAID NORTH RIGHT-OF-WAY LINE: NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 12°33'31"FOR A DISTANCE OF 115.29 FEET TO A POINT OF REVERSE CURVATURE OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 474.00 FEET WITH A CHORD BEARING OF NORTH 61°08'41" WEST AND A CHORD DISTANCE OF 237.21 FEET; THENCE RUN NORTHWESTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 28°58'51" FOR A DISTANCE OF 239.75 FEET TO A POINT OF TANGENCY; THENCE RUN NORTH 46°39'15" WEST FOR A DISTANCE OF 378.73 FEET TO A POINT OF CURVATURE OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 526.00 FEET WITH A CHORD BEARING OF NORTH 50°03'26" WEST, AND A CHORD DISTANCE OF 62.44 FEET; THENCE RUN NORTHWESTERLY ALONG THE ARC OF -5- ORL.A_1688244.1 SAID CURVE THROUGH A CENTRAL ANGLE OF 06°48'21" FOR A DISTANCE OF 62.48 FEET TO A POINT ON THE WEST LINE OF AFORESAID TRACT FD-1, ARDEN PARK NORTH PHASE 4; THENCE RUN THE FOLLOWING COURSES ALONG SAID WEST LINE: NORTH 35°27'02" EAST FOR, NON-RADIAL TO SAID LINE, A DISTANCE OF 191.43 FEET; THENCE RUN NORTH 00°42'42" EAST FOR A DISTANCE OF 219.56 FEET; THENCE RUN NORTH 61°28'49" WEST FOR A DISTANCE OF 26.21 FEET TO A POINT ON A NON TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 50.00 FEET WITH A CHORD BEARING OF NORTH 14°29'04" WEST AND A CHORD DISTANCE OF 52.20 FEET; THENCE RUN NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 62°56'05" FOR A DISTANCE OF 54.92 FEET TO A POINT ON A RADIAL LINE; THENCE RUN NORTH 44°02'54" EAST FOR A DISTANCE OF 22.58 FEET;THENCE RUN NORTH 00°42'42" EAST FORA DISTANCE OF 132.27 FEET THE POINT OF BEGINNING. CONTAINING 668,155 SQUARE FEET OR 15.34 ACRES,MORE OR LESS. -6- ORLA_1688244.1 EXHIBIT"B" FORM OF LETTER OF CREDIT (See Following Page) -7- ORLA 1688244.1 , FIDELITY •G'UARANTY AND ' ACCEP'TANGE C'4RP .. 700''NW 1'07 'AVENUE''- -S.LYITE'' '204jil M'I'AMI . FLORIDA 33172 • - - PHONE (305)'55'3-872'4 ' ` . ' . . } FEBRUARY 2,2022 ' ' IRREVOCABLE STANDBY LETTER OF CREDIT NO. FGAC-22066 ISSUER FIDELITY GUARANTY AND'ACCEPTANCE'CORP.- ' • . ' 700 NW 107 AVENUE-SUITE 204 , MIAMI,FLORIDA 33172 TELEPHONE:(305)553-8724 . .. . BENEFICIARY: CITY OF OCOEE ATTN: CITY MANAGER ' 150 NORTH LAKESHORE DRIVE OCOEE,FLORIDA 34761` . APPLICANT: STANDARD PACIFIC OF FLORIDA;LLC 6675 WESTWOOD BOULEVARD,5".FLOOR . . ORLANDO,FLORIDA 32821 ' LC AMOUNT: USD S9,923.52(NINE THOUSAND NINE HUNDRED TWENTY-THREE AND 52/100 UNITED STATES'DOLLARS) - ' . .. ' ' EXPIRY-DATE: .MARCH 1;2024 AT OUR COUNTERS SUBDIVISION/PROJECT NAME:ARDEN,PARK NORTH PHASE.6 ' ' LADIES AND GENTLEMEN: - ' ''WE HEREBY'ESTABLISIIOUR IRREVOCABLE STANDBY LETTER OF CREDIT-NO:FGAC-22066 IN'FAVOR OF • CITY.OF OCOEE,•A FLORIDA MUNICIPAL CORPORATION;-AND'AUTHORIZE YOU TODRAW ON'FIDELITY ' . .-GUARANTY AND ACCEPTANCE CORP. ("ISSUER"),AT.700 NW.107•AVENUE:-SUITE.204, MIAMI,'FLORIDA.. ,, 33172, FOR THE ACCOUNT OF STANDARD,PACIFIC OF FLORIDA,.LLC,:UP TO.BUT NOT.EXCEEDING THE - AGGREGATE AMOUNT OF NINE THOUSAND NINE HUNDRED TWENTY-THREE AND,52/I00.UNITED STATES DOLLARS (S9,923.52). WHICH IS AVAILABLE BY YOUR DRAFT AT SIGHT, WHEN ACCOMPANIED BY TIllS ORIGINAL LETTER OF CREDIT AND ALL ORIGINAL AMENDMENTS IF ANY. AND ANY ONE OF THE FOLLOWING DOCUMENTS: .1. A STATEMENT PURPORTEDLY 'SIGNED AND•.DATED BY'.:THE-.MAYOR, CITY. MANAGER OR ' . •, AUTHORIZED,REPRESENTATIVE TO THE:EFFECTITHAT.THE CITY,IS ENTITLED TO.DRAW UPON TILE . . LE•TTER OF CREDIT PURSUANT TO,THE TERMS,.OF.THAT-CERTAIN,MAINTENANCE,MATERIAL.S AND,, WORKMANSHIP AGREEMENT BETWEEN THE CITY AND APPLICANT WITH .RESPECT TO:THE FOLLOWING SUBDIVISION:ARDEN PARK NORTH PHASE 6(THE"AGREEMENT"j;OR 2, A STATEMENT 'PURPORTEDLY SIGNED-.AND DATED BY THE' MAYOR, CITY MANAGER 'OR • AUTHORIZED -REPRESENTATIVE- TO THE EFFECT THAT THE PERFORMANCE OF APPLICANI''S• OBLIGATION.UNDER THE MAINTENANCE,-MA-TERIALSAND.WORKMANSHIPAGREEMENT-BETWEEN . , ' . THE CITY AND APPLICANT-WITH RESPECT TO:THE FOLLOWING.SUBDIVISION:ARDEN PARK-NORTH.. PHASE 6 HAS NOT BEEN COMPLETED YET,AND THE LETTER OF CREDIT WILL EXPIRE WITHIN 30 ., ,. DAYS FROM THE DATE OF THE DRAWING WITHOUT BEING EXTENDED OR REPLACED TO,THE CITY'S SATISFACTION AND THE OBLIGATIONS OF STANDARD'PACIFIC' OF FLORIDA. LLC UNDER THE AGREEMENT ARE STILL OUTSTANDING. • • ' DRAFTS MUST BEAR THE CLAUSE:."DRAWN UNDER LETTER OF CREDIT NO..FGAC-22066 OF FIDELITY ', . . GUARANTY AND ACCEPTANCE CORP.DATED FEBRUARY 2,2022." . - . - . . THIS LETTER OF CREDIT SHALL REMAIN IN FULL FORCE AND EFFECT NOTWITHSTANDING A PARTIAL DRAW OR DRAWS SO LONG AS A SUM REMAINS TO BE DRAWN OR UNTIL THE LETTER OF CREDIT HAS EXPIRED. THE AMOUNT AVAILABLE FOR DRAWING UNDER THIS LETTER OF CREDIT' WILL BE AUTOMATICALLY REDUCED BY THE AMOUNT OF ANY PAYMENTS MADE HEREUNDER, FIDE.L-1TY -'G�UAR'ANTY AND ACCEIDTANCE CORP'.• ," 700 N'W '107' AVENUE - SUITE' 204 ' ' . . MIAWI', FLOR'ID'A' 33172 ' • . . •P.H.O-N'E '(30'5) 5'53 -8724 THIS IS AN INTEGRAL PART OF LETTER CIF CREDIT NO. FGAC-22066 PAGE 2 EXCEPT AS OTHERWISE SPECIFICALLY STATED HEREIN,-THIS LETTER OF CREDIT SETS FORTH IN FULL THE TERMS.OF.OUR UNDERTAKING AND.SUCH UNDERTAKING SHALL-NOT IN-ANY•WAY BE MODIFIED, • - AMENDED,AMPLIFIED OR LIMITED,BY REFERENCETO ANYDOCUMENT,INSTRUMENT,.OR AGREEMENT' _ REFERENCED TO HEREIN OR IN WHICH,THIS LETTER OF CREDIT IS REFERRED TO OR THIS LETTER OF . . CREDIT RELATES,AND ANY SUCH REFERENCE SHALL NOT BE DEEMED TO INCORPORATE HEREIN,BY REFERENCE ANY DOCUM ENT,INSTRUMENT,OR AGREEMENT. , ' WE HEREBY AGREE WITH THE•BENEFICIARY ALL DRAFTS DRAWN'UNDER AND IN COMPLIANCE WITH . THE TERMS OF THIS LETTER OF CREDIT THAT SUCH• DRAFTS WILL-BE DULY •HONORED UPON • ...PRESENTATION TO FIDELITY GUARANTY AND ACCEPTANCE•CORP.•700 NW '107.AVENUE SUITE 204, MIAMI,FLORIDA 331.72.. , . DRAWS MAY BE PRESENTED,BY FACSIMILE TO 305-2'29-6652 FOLLOWED BY THE MAILED ORIGINAL OF THIS LETTER OF CREDIT AND ALL ORIGINAL AMENDMENTS IF ANY, FOR WHICH DRAWS WILL NOT BE PROCESSED UNTIL ALL'THE MAILED'ORIGINALS'ARE RECEIVED. PRESENTATIONS'MAY BE'MADE BY ' CERTIFIED OR REGISTERED MAIL RETURN RECEIPT'REQUESTED OR BY FEDERAL EXPRESS OR ANY ' OTHER NATIONALLY RECOGNIZED-COURIER COMPANY. ' ' THIS LETTER OF.CREDIT WILL BE CONSIDERED-AS CANCELLED,.UPON,,RECEIPT:OF.,THE•ORIGINAL, . CREDIT INSTRUMENT,AND ALL ORIGINAL AMENDMENTS IF ANY,AND A MANUALLY SIGNED AND,DATED . CONSENT OF THE BENEFICIARY QUOTING OUR REFERENCE. .. '' • ••THIS LETTER 'OF'CREDIT IS SUBJECT 'TO THE-"INTERNATIONAL'*STANDBY' PRACTICES•(ISP98)",' ' ' ' INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NO.590'AND AS TO MATTERS NOT GOVERNED'. • ' BY,ISP98,SHALL BE GOVERNEDAND CONSTRUEDJNACCORDANCE'WITH THE PROVISIONS OF FLORIDA_ •- LAW.WA.CONFLICT.BETWEEN THE"INTERNATIONA:L;STANDBY PRACTICES(ISP98),'„AND FLORIDA,LAW , SHOULD ARISE,FLORIDA.LAW SHALL PREVAILIW A.CONFLICT;BETVI.EEN.TI•IE;LAW OF ANOTI,II R.STATE, . . . OR COUNTRY AND FLORIDA LAW SHOULD ARISE,,FLORIDA LAW SHALL PREVAIL. - VERY TRULY YOURS, ' . .. FIDELITY GUARANTY.AND ACCEPTANCE CORP..•-, • ' • , .., - ,,.. . , , '(::': .::•7/' ' ; , ••JOY CHAMBERS,AUTHORIZED AGENT '