CLERK'S CERTIFICATE OF PLAT RECORDING

Transcription

1 CLERK'S CERTFCATE OF PLAT RECORDNG STATE OF FLORDA COUNTY OF MANATEE NOTCE TO THE PUBLC: PLEASE NOTE THE FOLLOWNG SUBDVSON HAS BEEN RECORDED N THE PUBLC RECORDS OF MANATEE COUNTY, FLORDA: ROYAL PALM CROSSNG N PLAT BOOK 53 PAGE~) 176THRU181 R.B. SHORE CLERK OF CRCUT COURT MANATEE COUNTY, FLORDA BY: (;A OWNER OF RECORD AS STATED ON PLAT: AP BRADENTON LMTED PARTNERSHP OR BOOK PAGES 5017 ~ 5017 MANATEE COUNTY CLERK COURT 1 PAGES ( S ) -~~"l'.#!f:-:o.~d RECORDED; 2/11/2010 8:40:02

2 CLERK'S CERTFCATE OF PLAT RECORDNG STATE OF FLORDA COUNTY OF MANATEE NOTCE TO THE PUBLC: PLEASE NOTE THE FOLLOWNG DRANAGE PLANS HAVE BEEN RECORDED N THE PUBLC RECORDS OF MANATEE COUNTY, FLORDA: ROYAL PALM CROSSNG PHASE 1 N DRANAGE PLAN BOOK 2 PAGE(S) 9 R.B. SHORE CLERK OF CRCUT COURT MANATEE COUNTY, FLORDA OR BOOK PAGES 5018 MANATEE COUNTY CLERK COUR; PAGES ( S)... -:.'<~,,, RECORDED; 2/11/2010 8:40:02

3 MORTGAGEE'S JONDER N AND RATFCATON OF SUBDVSON PLAT AND ALL DEDCATONS AND RESERVATONS THEREON BANK OF AMERCA, NATONAL ASSOCATON, AS SUCCESSOR BY MERGER TO LASALLE BANK NATONAL ASSOCATON, as Trustee for MORGAN STANLEY CAPTAL, NC., Commercial Mortgage Pass-Through Certificates, Series 2005-TOP 17 (the "Mortgagee"), the owner and holder, pursuant to Assignment recorded in Official Records 2033, Page 7083, of the Public Records of Manatee County, Florida, of that certain Mortgage and Security Agreement recorded in Official Records Bank 2003, Pages , of the Public Records of Manatee County, Florida, covering all or some portion of the real property located in Manatee County, Florida, constituting the subdivision plat of Royal Palm Crossing (the "Subdivision") and described as follows: (Legal Description Attached as Exhibit A) For good and valuable consideration in hand paid by the record owner of said real property, receipt whereof is hereby acknowledged, hereby specifically joins in and ratifies said subdivision plat and all dedications and reservations thereon, and releases from the lien of said mortgage all streets, alleys, walks, thoroughfares, parks and other open spaces, required utilities, canals and drainage or other easements dedicated to or reserved for the public on said subdivision plat. ~t.. Dated this ~ day of 0 c Tt>.l?.e r (Corporate Seal) BANK OF AMERCA, NATONAL ASSOCATON, AS SUCCESSOR BY MERGER TO LASALLE BANK NATONAL ASSOCATON, as Trustee for MORGAN STANLEY CAPTAL, NC., Commercial Mortgage Pass-Though Certificates, Series 2005-TOP17 OR BOOK PAGES MANATEE COUNTY CLERK COURT 5 PAGES(S) RECORDED; 2/11/2010 8:40:03 ACCEPTED N OPEN SESSON By: WELLS FARGO BANK, NATONAL ASSOCATON, as Master Servicer under the Pooling and Servicing Agreement dated as of January 1, 2005, by and among Morgan Stanley Capital, nc., Wells Fargo Bank, National Association, Centerline Servicing, nc. (formerly known as ARCAP Servicing, nc.), Bank of America, National Association, as successor by merger to LaSalle Bank National Association, and ABNAMROBa 2010 BOARD 0"' COUNTY CO~~MSSONERS M/,,.A 1 H. COUNTY, FLORDA By: Name: ~~~~~~~~~ Title: H:\kfiynn\Anthony 928\llol Bl'llldentoo\Mortpsec' Joindc:rand RatlfkaUon ~ 9~10-09 CJean vl.lbl Page 1 of2

4 NOTARY ACKNOWLEDGEMENT 0;1f1J1J n0 (]' 11 J o STATE OF CALFORNA () r:'"-/~1)\ Rr:'2Jh n COUNTY OF ~0vJlJt.,::, ljtj'u~ On 1::!'-f' o J2'u 2009, before me, l3c1&unf;'j, ~0 T;T1(!)}, who proved to me on the basis of satisfactory evidence to be t~e person(~) whose name(/,) is/ag: subscribed to the within instrument and acknowledged to me that gtl/she/!}i'ey executed the same in ~/her/tgeir authorized capacity(ws), and that by.llis/her/t]feir signature(spon the instrument the person(j), or the entity upon behalf of which the person(~acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the forgoing paragraph is true and correct. WTNESS my hand and official seal. CAROL L. MORRS Commission B ~ oc) Notary Public - California f z Contra Costa County - ~ Printed Name ********************************* ~and accepted for and on behalf of the County of Manatee, Florida, this ~ day of fir::), 20~. ~ BOARD OF COUNTY COMMSSONS OF MANATEE COUNTY, FLORDA ATTEST: R.B. Shore ~ Cler~of Circuit ~ourt Q:S. k~ t By:,~ce-Chairman Page 2 of2 H~\kflynn\Aruhony 928\l24 Bradenton\Mottgagcc' Joinder ancj Ralftcation- 9-1()..()9 CleM vl.doc

5 EXHBT "A" DESCRPTON: ROYAL PALM CROSSNG COMMENCE AT THE SOUTHW~ST CORNER OF THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 OF SECTON 7, TOWNSHP.35 SOUTH, RANGE 1.8 EAST;. THENCE. S89'07'50"E, ALONG THE SOUTH. LNE OF SAD SECTON 7, A DSTANCE OF FT.: T-ENCE N00'52'10"E, PERPENDCULAR WTH SAD SOUTH LNE, A -DSTANCE: OF FT. To TH'E NTERSECTON WTH THE NORTHERLY RGHT...;QF-WAY OF STATE ROAD NO. 70, AS SHOWN ON F.D.O.T. RGHT-OF-WAY MAPS, SECTON , FOR A PONT OF BEGNNNG: THENCE N00'09'04"W, FT.; THENCE. S89'07'50"E, FT.; THENCE S00'05'59"E, A DSTANCE OF FT. TO THE NTERSECTON WTH SAD NORTHERLY RGHT-OF-WAY OF STATE. ROAD NO. 70; THENCE N89'3~'18"E; ALONG SAD NORTHERLY RGHT-OF-WAY, A DSTANCE OF' FT. TO THE END ~F SAD NORTHERLY. R!GHT-oF.:... 'WAY AND THE BEGNNNG OF THE WESTERLY LMTED ACCESS RGHT-OF-WAY OF U.S. HGHWAY NO. 301 (STATE ROAD NO. 683) AS SHOWN ON F.D.O.T. RGHT--OF~WAY. MAPS, SECTON ; T-ENCE RUN THE FOLLOWNG COQRSES ALONG SAD WESTERLY. LMTED ACCESS RGHT-OF-WAY: CONTNUE N89'36~18"E, FT.; THENCE.. N37'24'33"E, FT.; TH;NCE N09'31'25"E, A DSTANCE OF FT. TO THE. NTERS~CTlON WTH THE SOUTHERLY RGHT -OF-WAY OF 51ST A VENUE EAST,. AS DESCRBED AND RECORDED N OFFCAL RECORDS BOOK 1613, PAGE 341'2, PUBLC.. RECORDS OF MANATEE COUNTY, FLORDA; THENCE N88'35'28"W, ALONG SAD SOUTHERLY RGHT-OF-WAY, A DSTANCE OF 104Q.78 Ft. TO T-lE NTERSECTON WTH THE EASTERLY RGHT-OF-WAY OF 24TH STREET COURT EAST, AS DESCRBED. AND RECORDED N SAD OFFCAL RECORDS. BOOK 1613, PAGE 3412; THENCE S00'.27'02"W, ALONG SAD EASTER.,Y, ijight-of-way, A DSTANCE OF FT. TO THE END OF SAD EASTERLY ~GHT-OF-WAY AND THE BEGNNNG OF THE EASTERLY RGHT-OF~. WAY OF 24TH STREET COURT EAST, AS DESCRBED AND RECORDED N OFFCAL RECORDS aook 815, PAGE 240, SAD PUBLC RECOROS; THENCE SOOi2'44"E, ALONG SAD EASTERLY RGHT-OF_:WAY, A DSTANCE OF FT. TO THE P.C. OF A CURVE.. CONCAVE TO THE EAST, HAVNG A RADUS OF FT.; THENCE RUN SOUTHEASTERLY, ALONG THE ARC OF SAD CURVE, THROUGH A CENTRAL ANGLE OF 23"32'38", A DSTANCE OF FT. TO THE P.R.C. OF A CURVE, CONCAVE TO THE WEST, HAVNG A RADUS OF FT.; THENCE RUN SOUTHEASTERLY, ALONG THE. ARC OF SAD CURVE; THROUGH A CENTRAL ANGLE OF 23'32'38", A DSTANCE OF FT. TO THE P.T. OF SAD CURVE; THENCE S00i2~44"E, A DSTANCE OF FT. TO.. THE NTERSECilON WrTH AFORESAD NORTHERLY RGHT-OF-WAY OF STATE.ROAD NO.. 70; THENCE NSS'.36'18"E, ALONG SAD NORTHERLY RGHT-OF-WAY, A DSTANCE OF FT. TO THE PONT OF BEGNNNG, BENG AND LYNG N SECTON 7, TOWNSHP 35 SOUTH 1 RANGE 18 EAST, MANATEE COUNTY, FLORDA CONTANNG ACRES MORE OR LESS.

6 SECRETARY'S CERTFCATE WELLS FARGO BANK, NATONAL ASSOCATON, Patricia A. Ruedenberg, hereby certify that am an Assistant Secretary of Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America (the "Bank"), and hereby further certify as follows:. The following is a true and correct extract from resolutions duly adopted by the Board of Directors of the Bank on November 25, 2003, as amended, and no modification, amendment, rescission or revocation of such resolutions has occurred affecting such extract as of the date of this certificate. RESOLVED, that agreements, instruments, or other documents, including amendments and modifications thereto, relating to or affecting the property or business and affairs of the Bank, whether acting for its own account or in a fiduciary or other representative capacity, may be executed in its name by the persons hereinafter authorized; FURTHER RESOLVED, that for the purposes of these resolutions, "Executive Officer" shall mean any person specifically designated as an Executive Officer ofthe Bank by resolution ofthe Board of Directors, and "Signing Officer" shall mean the Chairman of the Board, the President, any Senior Executive Vice President, any Executive Vice President, any Senior Vice President, the Treasurer, any Vice President, any Assistant Vice President, any person whose title includes the word "Officer" (e.g., Commercial Banking Officer, Personal Banking Officer, Trust Officer), or any other person whose title has been or is hereafter designated by the Board of Directors as a title for an officer of the Bank, and such officers are hereby authorized to sign agreements, instruments and other documents on behalf of the Bank in accordance with the signing authorities conferred in Parts A, Band C of these resolutions; * * * C. Signing Officers FURTHER RESOLVED, that any Signing Officer, acting alone, may execute on behalf of the Bank, whether acting for its own account or in a fiduciary or other representative capacity: * * * 3. [Real Property.] Agreements, instruments, certificates and other documents which establish, evidence, modify or terminate, in whole or in part, the Bank's security interest in real property or in any mineral, well or water rights pertaining to real property, including without limitation any and all deeds, easements, liens, deeds or declarations of trust, mortgages, assignments, acknowledgments of assignment, assumption or subordination or non-disturbance or attornment agreements, cancellations and other terminations of insurance or guaranties, substitution of trustees, releases, satisfactions, discharges, reconveyances, acceptances, allonges, note endorsements or cancellations, certificates of redemption, assignments of sheriffs certificates, subdivision and other maps,

7 conditions, covenants and restrictions, encumbrances, agreements and other instruments, including instruments which convert an interest in real property to a condominium or otherwise modify the nature or intended use of such property as set forth in any map, lotline adjustment or other land-use documentation required by any governmental entity; and any consents, waivers, modifications, estoppels, requests, demands, claims for or check endorsements representing insurance proceeds, notices, certificates, statements, memoranda, applications, permits, notices of default, elections to sell or cause to be sold real property securing any extension of credit made by the Bank, notices to a trustee under any deed of trust or under any other document relating to such property or credit, setaside and other letters and other agreements, instruments and other documents which may be necessary or appropriate in the discretion of a Signing Officer for the purpose of servicing such credit or enforcing the rights of the Bank thereunder or foreclosing on such credit or disposing of such property, including without limitation powers of attorney, bills of sale, deeds, escrow instructions, affidavits, real estate brokerage agreements, listing agreements and other agreements, instruments and other documents which may be necessary or appropriate in the discretion of a Signing Officer for the purpose of administering or disposing of such property. * * * 2. As of the date hereof, the following named person was a duly appointed, qualified and acting officer of the Bank, that her correct title appears beside her name, and that on said date she was duly authorized to act on behalf of the Bank as set forth in the foregoing resolutions: Name Evelyn Y. Pierre Title Assistant Vice President N WTNESS WHEREOF, have hereunto signed my name and affixed the seal of the Bank this 19 1 h day of January, Subscribed and sworn to before me this _19.~~ay of January, ~ 2A. &ubq~~ Notary Public * * * Redacted [ndicates portions of the resolution which have been omitted because they are not relevant to the transaction for which this certificate has been requested.] S.RUEDPOWFBCertificationsiWFB- P1erre Cert- C3.Doc - 2 -

8 AMENDED AND RESTATED DECLARATON OF EASEMENTS, COVENANTS, CONDTONS AND RESTRCTONS. FOR ROYAL PALM CROSSNG THS AMENDED AND RESTATED DECLARATON OF EASEMENTS, COVENANTS, CONDTONS AND RESTRCTONS (this "Declaration") is made as of the ~.o day of 6 c't~ ~ \e by AP BRADENTON LMTED PARTNERSHP, a Texas limited partnership ("Declarant"). RECTALS: A. Declarant is the Declarant in the Declaration of Easements, Covenants, Conditions, and Restrictions dated September 24, 2004 and recorded in O.R. Book 1961, Pages , of the Public Records of Manatee County, Florida (the "Original Declaration"). B. Declarant continues to own those four ( 4) certain parcels of land situated in Manatee County, Florida, described as Lots 1, 2, 3 and 4 on Exhibit "A" attached hereto (the "Property"), which Property is subject to the Original Declaration. C. Declarant has subdivided the Property into a subdivision known as Royal Palm Crossing, a Commercial Subdivision, recorded in Plat Book ~ Pages D ~ "" ~ ~ ~, of the Public Records of Manatee County, Florida. A copy of the subdivision Plat is included as part of Exhibit "A". D. A multi-screen movie theatre building and appurtenant facilities, including parking areas, access drives and stormwater detention ponds, have been constructed on Lot 1. Lots 2, 3 and 4 are presently unimproved. E. Declarant has the right to modify and/or terminate the Original Declaration, pursuant to Section 6. 7 of the Original Declaration. F. Declarant does hereby amend and restate in its entirety the Original Declaration and does hereby resubmit the Property to all the terms, covenants, conditions, easements, and restrictions contained herein, which shall be covenants running with the land and shall be binding on all existing and future owners. G. t is the intent of the Declarant that this Amended and Restated Declaration of Easements, Covenants, Conditions and Restrictions replaces the Original Declaration in its entirety. H. The institutional mortgagee holding a mortgage on the Property has consented to this Declaration, as evidenced by the consent appended hereto. Page 1 of 18 OR BOOK PAGES MANATEE COUNTY CLERK COURT 29 PAGES ( S ) "}')... RECORDED; 2/11/2010 8:40:04 ~1L,J!,,

9 NOW, THEREFORE, Declarant does hereby amend and restate the Original Declaration and does hereby resubmit the real property described herein to the terms, covenants, conditions, easements, and restrictions hereof, which shall be covenants running with the land and binding upon all existing and future owners and all others having an interest in the Property, or occupying, or using the Property. ARTCLE ONE DEFNTONS 1.1 Defmitions. n addition to the capitalized terms defined in the Recitals or elsewhere jn this Declaration, the following words or phrases shall have the meanings indicated when used in this Declaration, unless the context otherwise specifies or requires: (a) "Access Easements": The two nonexclusive easements for ingress and egress shown as the ''North Access Easement'' and the "South Access Easement'' on Exhibit "B" attached hereto. The North Access Easement provides ingress and egress for Lot 2 to connect to 51st A venue East to the north. The South Access Easement provides ingress and egress for the benefit of Lots 3 and 4 to connect to 53rd Avenue East to the south and 24th Street East to the west. The South Access Easement includes an easement for vehicular ingress and egress recorded in O.R Book 1961, Pages of the Public Records of Manatee County, Florida. (b) "Building": A building or other structural improvement constructed and maintained on a Lot, including any signage affixed to such building or other structural improvement (c) ''Declarant'': AP Bradenton Limited Partnership, a Texas limited partnership, and its successors and assigns; provided that any assignment of the rights and powers of AP Bradenton Limited Partnership, as Declarant, must be expressly set forth in a written instrument which also contains the acknowledgment and acceptance by the assignee of the assignment of such rights and powers. The mere conveyance of a portion of the Property without such written assignment and acknowledgment shall not constitute the assignment of the rights and powers of Declarant hereunder. f Declarant no longer owns any interest in any of the Property, and Declarant has not assigned its rights in accordance herewith, the Owner of Lot 1 shall be the successor Declarant. (d) ''Detention Areas": Those two portions of Lot 1 which have been improved with stormwater detention ponds and related drainage facilities and landscaping, which portions of Lot 1 are identified on Exhibit "A" as Detention Area 1 (approximately 3.67 acres containing two lakes or ponds) and Detention Area 2 (approximately 1.10 acres containing a single lake or pond). (e) "Governmental Authority": Any and all courts, boards, agencies, commissions, offices, or authorities of any nature whatsoever for any governmental unit (federal, state, county, district, municipal, city or otherwise) whether now or hereafter in existence. ~9:11\l:WB~"-- 9-lo.oJCiall?l... Page2 of18

10 EXHBT "8" ACCESS EASEMENTS w NORTH ACCESS EASEMENT.-.-,_,_ ",, ~~~- "".. "'< LAKE (11 j J = ROYAL PALM CAOSSNG NORTH LOMBARDO, FOLEY & KOLARK, NC.@ > ~~ an.ycn and Pllmere P.O. bib lllllrellt Welt PUnello, Fbtda (M) 72:H5e1

11 (f) "Legal Requirements": Any and all present and future judicial decisions, statutes, codes, rulings, regulations, permits, certificates, or ordinances of any Governmental Authority in any way applicable to or having jurisdiction over any Lot or the Property or the owner or occupant of any Lot or the Property. (g) "Lienholder'': Any mortgagee under a mortgage or a beneficiary under a deed of trust constituting a lien on any portion of a Lot (h) ''Lot 1 ": The portion of the Property designated as Lot 1 on the Plat attached hereto as Exhibit "A". (i) ''Lot 2": The portion of the Property designated as Lot 2 on the Plat attached hereto as Exhibit "A". (j) "Lot 3": The portion of the Property designated as Lot 3 on the Plat attached hereto as Exhibit "A". (k) "Lot 4": The portion of the Property designated as Lot 4 on the Plat attached hereto as Exhibit "A". () "Owner": The record holder of fee simple title to a Lot, its heirs, personal representatives, successors and assigns. (m) ''Utility Lines:" Those facilities and systems for transmission of utility services, including. but not limited to, water drainage and storage systems or structures; fire protection, irrigation and domestic water mains; sewer lines; telephones, communication lines, electrical conduits or systems; gas mains and other public or private utilities or underground systems facilitating communication and/or business operations to the Lots. "Common Utility Lines" shall mean those Utility Lines that are installed to provide the applicable service to more than one Lot. "Separate Utility Lines" shall mean those Utility Lines that are installed to provide the applicable service to only one Lot For purposes of this Declaration, the portion of a Utility Line extending between a Common Utility Line and a Building shall be considered a Separate Utility Line. ARTCLE TWO DEVELOPMENT AND BULDNG CONSTRUCTON 2.1 Construction Requirements. (a) All work performed in the construction, maintenance, repair, replacement, alteration, or expansion of any improvement located on any Lot (including, without limitation, any Building or appurtenant facilities) shall be effected as expeditiously as possible and in such a manner as not to unreasonably interfere, obstruct or delay (i) access to or from the Property, or any part thereof, to or from any public right-of-way, (ii) Page 3 of18

12 customer vehicular parking on any Lot other than the Lot upon which the construction, maintenance or repair activity is conducted, or (iii) the receiving of merchandise by any business on the Property. Unless otherwise specifically stated herein, the person contracting for the performance of such work ("Contracting Party'') shall, at its sole cost and expense, promptly repair and restore or cause to be promptly repaired and restored to its prior condition all Buildings, signs and other improvements (including, without limitation, any parking areas and drives) damaged or destroyed in the performance of such work. (b) The Contracting Party shall not permit any liens to stand against the Lot of any other Owner for any work done or materials furnished in connection with the performance of any work performed on a Lot; provided, however, that the Contracting Party may contest the validity of any such lien, but upon a final determination of the validity thereof, the Contracting Party shall cause the lien to be satisfied and released of record; and provided further that the Contracting Party shall, within thirty (30) days after receipt of written notice from the Owner of any Lot encumbered by any such lien or claim of lien, cause any such outstanding lien or claim of lien to be released of record or transferred to bond in accordance with applicable law, failing which the Owner of said Lot shall have the right, at the Contracting Party's expense, to transfer said lien to bond. The Contracting Party shall indemnify, defend and hold harmless the Owners and occupants of the Property from any and all liability, claims, damages, expenses (including reasonable attorneys' fees and reasonable attorneys' fees on any appeal), liens, claims of lien, judgments, proceedings and causes of action, arising out of or in any way connected with the performance of work performed on the Lot of any other Owner, unless caused by the negligent or willful act or omission of the indemnified person, its tenants, subtenants, agents, contractors or employees. (c) All Buildings and other improvements shall be constructed in a good and workmanlike manner and in accordance with all Legal Requirements. 2.2 Casualty and Condemnation. n the event all or any portion of any Building is (i) damaged or destroyed by fire or other casualty or (ii) taken or damaged as a result of the exercise of the power of eminent domain or any transfer in lieu thereof, the Owner of such Building shall promptly restore or cause to be restored the remaining portion of such Building or, in lieu thereof, shall remove or cause to be removed the damaged portion of such Building together with all rubble and debris related thereto. Any Lot on which Buildings are not reconstructed following a casualty or condemnation shall be graded or caused to be graded by the Owner thereof to the level of the adjoining land and in such manner as not to adversely affect the drainage of the Property or any portion thereof, shall be covered by grass, and shall be maintained and kept weed and debris free and clean at the Owner's sole cost and expense until a Building is constructed thereon. Page4 ofl8

13 ARTCLE THREE EASEMENTS 3.1 Easements for Aceess, ngress and Egress and Parking on Lot 1. (a) General. The Owner of Lot 1, as grantor, hereby grants to the Owners of Lots 2, 3 and 4, as grantees, for the benefit of the Lots belonging to such Owners, and such Owners and their respective tenants, contractors, employees, agents, customers, licensees and invitees, and the subtenants, contractors, employees, agents, customers, licensees and invitees of such tenants, perpetual, nonexclusive easements for (i) access, ingress and egress by vehicular and pedestrian traffic upon, over and across those poltions of Lot 1 from time to time developed for or used as driveways and drive lanes and walkways, excluding, however, any area devoted to service facilities or drive-through facilities, and (ii) vehicular parking within those portions of Lot 1 from time to time developed for or used as parking areas, excluding, however, employee parking; provided, however, that after the issuance by a Governmental Authority of a certificate of occupancy (or similar certificate or permit) with respect to any Building constructed on any part of Lots 2, 3 or 4, the Owner of the applicable Lot shall keep and maintain on such Lot the minimum number of parking spaces specified by applicable Legal Requirements. The easements herein granted shall be subject to such reasonable rules, regulations and restrictions relating to safety as the Owner of Lot 1 may, from time to time, impose. (b) North and South Access Easements. The Owner of Lot 1, as grantor, hereby grants to the Owners of Lots 2, 3 and 4, as grantees, for the benefit of the Lots belonging to such Owners, and such Owners and their respective tenants, contractors, employees, agents, customers, licensees and invitees, and the subtenants, contractors, employees, agents, customers, licensees and invitees of such tenants, perpetual, nonexclusive easements for (i) access, ingress and egress by vehicular and pedestrian traffic upon, over and across those portions of Lot 1 identified on attached Exhibit "B" as the North Access Easement and the South Access Easement, the purpose of which is to provide the Owners of Lots 2, 3 and 4 legal access, ingress and egress, from their respective Lots to 51st Avenue East, 53rd A venue East and 24th Street East, except that the Owner of Lot 1 may reasonably interrupt such access in connection with the development and/or maintenance of Lot 1. The Owner of Lot 1 may relocate access drives and parking areas on Lot 1, and the Owner of Lot 1 may relocate, at its sole cost and expense, the North Access Easement and/or the South Access Easement provided that the Owners of Lots 2, 3 and 4 shall have the right to legal access, ingress and egress, from their respective Lots, to 51st Avenue East, 53rd Avenue East and 24th Street East. The Owner of Lot 1 shall always provide a way of access for vehicles and pedestrians over Lot 1 from the South Access Easement to the North Access Easement so that Lots 2, 3 and 4 shall always have the right of ingress and egress across Lot 1 that allows access to 51st A venue East, 53rd Avenue East, and 24th Street East, except that the Owner of Lot 1 may reasonably interrupt such access in connection with the development and/or maintenance of Lot 1. Notwithstanding the foregoing, except in the case of emergency, no vehicles that would damage the surface of Lot 1 shall be permitted to use the North Access Page 5 ofl8

14 Easement or the South Access Easement. The easements herein granted shall be subject to such reasonable rules, regulations and restrictions relating to safety as the Owner of Lot 1 may, from time to time, impose. 3.2 Easements for Detention Areas on Lot 1. The Owner of Lot 1, as grantor, hereby grants to the Owners of Lots 2, 3 and 4, as grantees, for the benefit of the Lots belonging to such Owners, perpetual, nonexclusive easements for the drainage of storm and surface water into the Detention Areas. The owner of Lot 1 as grantor, further grants to the Owners of Lots 2, 3 and 4, as grantees, for the benefit of the Lots belonging to such Owners, perpetual, nonexclusive easements to place, keep and maintain such underground drainage lines under and through those portions of Lot as are reasonably necessary to accommodate the transport of such storm and smface waters to the Detention Areas from any Lot and from the Detention Areas to permitted publicly maintained discharge facilities; provided that any such underground drainage lines shall be located substantially as shown on the as-built survey prepared by Lombardo, Skipper & Foley, nc. dated September, 2004, or as otherwise approved by Declarant, which approval shall not be unreasonably withheld or delayed if the location will not interfere in any material respect with any existing or contemplated Building on Lot 1. The provisions of subparagraphs (b) and (c) of Section 3.4 below shall be applicable to the drainage lines referred to herein. 3.3 Easements for Access, ngress and Egress on Lots 2, 3 and 4. Each Owner, as grantor, hereby grants to the other Owners, as grantees, for the benefit of the Lots belonging to such Owners, and such Owners and their respective tenants, contractors, employees, agents, customers, licensees and invitees, and the subtenants, contractors, employees, agents, customers, licensees and invitees of such tenants, perpetual, nonexclusive easements for access, ingress and egress by vehicular and pedestrian traffic upon, over and across those portions of the grantor's Lot from time to time developed for or used as driveways and drive lanes and walkways, excluding, however, any area devoted to service facilities or drive-through facilities. The easements herein granted shall be subject to such reasonable rules, regulations and restrictions relating to safety as the grantor may, from time to time, impose. 3.4 Easements For Utility Lines. (a) Easements. Each Owner, as grantor, hereby grants to the other Owners, as grantees, for the benefit of each Lot belonging to the other Owners, perpetual, nonexclusive easements under, through and across the grantor's Lot for the installation, operation, maintenance, repair and replacement of Utility Lines, provided such Utility Lines (and the easements therefor) shall be so located as to not interfere, in any material respect, with any existing or contemplated Building on the grantor's Lot. Each Owner agrees to grant such additional easements on such Owner's Lot as are reasonably required by any public or private utility for the purpose of providing Utility Lines, provided such easements are not otherwise inconsistent with the provisions of this Declaration and do not have a material adverse affect on the use or enjoyment of other Utility Lines. (b) Construction and Maintenance Requirements. All Utility Lines shall be installed and maintained below the ground level or surface of such easements except for Page6 ofl8

15 ground mounted electrical transformers and such other overhead utility lines or facilities as are required to be above ground by the utility providing such service (including, without limitation, temporary service required during the construction, maintenance, repair, replacement, alteration or expansion of any Buildings or other improvements located on the Property). The maintenance, repair, and replacement of such Utility Lines shall not unreasonably interfere with the use of the affected lot or with the normal operation of any business conducted on the Property. The grantee shall bear all costs related to the installation, operation, maintenance, repair and replacement of Separate Utility Lines, shall repair to the original specifications any damage resulting from such use, and shall provide as-built plans for all such facilities to the Owners of all Lots upon which such Utility Lines are located within thirty (30) days after the date of completion of construction of same. Except as provided in Section 4.4 with respect to facilities relating to the Detention Areas, the maintenance, repair and replacement of Common Utility Lines may be performed by the Owner of any Lot served thereby and the reasonable costs associated with the Common Utility Lines shall be allocated among the Owners of those Lots served thereby in proportion of total land area of each Lot to the total land area of all Lots served thereby, excluding the land within the Detention Areas. (c) Relocation. At any time and from time to time the Owner of a Lot shall have the right to relocate on its Lot any Utility Line installed pursuant to the foregoing grant of easement which is then located on the land of such Owner, provided that any such relocation (i) shall be performed only after sixty (60) days' notice of the Owner's intention to undertake the relocation shall have been given to the Owner of each Lot served by the Utility Line, (ii) shall not diminish or unreasonably interfere with utility service to the Lots served by the Utility Line, (iii) shall not reduce or unreasonably impair the usefulness or function of the Utility Line, (iv) shall be performed without cost or expense to the Owner or occupant of any other Lot, and (v) shall provide for the original and relocated area to be restored to their original specifications. The Owner performing such relocation shall provide as-built plans for all such relocated Utility Lines to the Owners of all Lots served by such Utility Lines within thirty (30) days after the date of completion of such relocation. ARTCLE FOUR MANTENANCE 4.1 Buildings and Other mprovements. Each Owner shall maintain or cause to be maintained the exterior of any Building on its Lot, and appurtenant exterior areas, including, without limitation, parking areas, drives and landscaping in accordance with all applicable Legal Requirements and in a quality and condition comparable to that of first class facilities of similar nature located in the same geographic area as the Property. 4.2 Self-Maintenance Responsibilities and Standards. Commencing on the date a certificate of occupancy (or similar certificate or permit) is issued for a Building on a Lot (a ''Developed Lot''), the Owner of the Developed Lot shall, at the sole cost and expense of such Owner (except as provided in Section 4.4), maintain the exterior improvements located on such Page7 of18

16 Lot at all times in a good and clean condition and repair, said maintenance to include, without limitation, the following: (i) maintaining, repairing and resurfacing, when reasonably necessary, all paved surfaces in a level, smooth and evenly covered condition with the type of surfacing material originally installed or such substitute as shall in all respects be equal or superior in quality, use and durability, and restriping, when necessary; (ii) removing all debris, filth and refuse and sweeping and otherwise maintaining the area to the extent reasonably necessary to keep the area in a clean and orderly condition; (iii) maintaining, repairing and replacing, when necessary, all traffic directional signs markers and lines; (iv) opemting, maintaining, repairing and replacing, when necessary, the artificial lighting facilities; (v) opemting, maintaining, repairing, and replacing, when necessary, automatic sprinkler systems and water lines; mowing all lawn areas, keeping beds free of weeds and dead leaves and limbs, removing and replacing dead trees and shrubs, and generally maintaining in a neat and clean manner all landscaped areas; and (vi) maintaining, repairing and replacing, when necessary, all storm drains, sewers and other Utility Lines and facilities not dedicated to the public or conveyed to any public or private utility which are necessary for the operation of the Buildings and other improvements. 4.3 Lighting. The Owner of each Lot on which a Building is situated shall keep the exterior areas on its Lot lighted during such hours as it determines necessary for the safe operation of such areas. The cost of all artificial lighting shall be paid by the Owner of the Lot on which such lighting is located. 4.4 Entrance Drive And Detention Pond Maintenance. (a) Responsibility of Lot 1 Owner. The Owner of Lot 1 shall be responsible for operating and maintaining (including any necessary repairs or replacements) (i) the Access Easements; and (ii) the detention ponds and appurtenant drainage facilities and landscaping, sidewalks and other improvements within the Detention Areas, all in accordance with the standards set forth in Sections 4.1 and 4.2; and for payment of any ad valorem taxes or assessments constituting a lien on the Detention Areas; and keeping in force liability insumnce on the Detention Areas; provided that the Owners of the other Lots shall be obligated to reimburse the Owner of Lot 1 for their respective proportionate shares of the reasonable costs incurred by the Lot 1 Owner, plus a Service Charge (herein so called) in the amount of :five percent (5%) of such costs. For purposes hereof, Page 8 of18 ~ R ~-&-~,.1049Cicavl.4oa

17 the respective proportionate shares of the Owners of the Lots for such operation, maintenance, repair and replacement costs, ad valorem taxes, insurance premiums and Service Charge shall be the percentage derived by dividing the land area of the Owner's Lot (excluding the land area contained within the Detention Areas) by the sum of the land areas of all of the Lots (excluding the land area contained within the Detention Areas). Notwithstanding the foregoing, the Owner of any other Lot shall have no liability or responsibility for the cost of such operation, maintenance, repair or replacement, or ad valorem taxes or insurance premiums or any Service Charge accruing prior to the date a certificate of occupancy (or similar certificate or permit) is issued for a Building constructed on any portion of such Owner's Lot. (b) Reimbursement Conditions. All work performed by or on behalf of the Owner of Lot 1 for which the other Owners shall be responsible for their respective proportionate shares of the cost shall be performed pursuant to arms-length contracts. The Owner of Lot 1 shall not be entitled to reimbursement of any costs incurred for office overhead or compensation of its employees except to the extent included in the Service Charge. The Owner of Lot 1 shall perform its duties on a non-profit basis with the objective of keeping such expenses at a reasonable minimum. f the taxing authorities do not separately assess the Detention Areas, then the ad valorem taxes applicable to the value of the land comprising all of Lot 1 (including the Detention Areas, but excluding the assessed value of Buildings or other improvements thereon) will be allocated on the basis of land area to arrive at ad valorem taxes applicable to the Detention Areas. The Owner of Lot 1 shall have the right to reimbursement for the cost of liability insurance premiwns on the Detention Areas only to the extent that it provides reasonable evidence of the cost of providing liability insurance with respect to the Detention Areas and evidence that the other Lot Owners are additional insureds with respect thereto. (c) Billing for Expenses, Each Lot Owner responsible for a share of the Owner of Lot 1 's expenditures hereunder (''Participating Owner'') (or its respective tenants or agents, as it may direct) shall be billed quarterly in arrears for its pro mta share of all expenses incurred by the Lot Owner with the first billing date being the last day of the first full calendar quarter following the date a certificate of occupancy (or similar certificate or permit) is issued with respect to a Building on such Owner's Lot. All billing statements shall include complete copies of all invoices, statements and documents supporting the expenses being billed (hereafter collectively referred to as ''Backup nvoices"). The Lot 1 Owner shall, within fifteen (15) days after receipt of a Participating Owner's written request, which request shall be delivered within fifteen (15) days after its receipt of a bill, provide to such Owner such additional documentation as the Owner reasonably requests and which is reasonably available to substantiate the expenses (sometimes referred to herein as "Additional Documentation"), and such Participating Owner's obligation to pay any invoice submitted by the Lot 1 Owner shall be contingent upon its receipt of said Additional Documentation. The bills shall be due and payable within thirty (30) days after receipt of the bills, Backup nvoices, and Additional Documentation. Notwithstanding the foregoing, if a Participating Owner does not receive a bill with Backup nvoices within one hundred twenty (120) days after the end of the calendar quarter during which the expense relating to such bill was incurred, Page 9of18

18 such Participating Owner shall not be obligated to reimbmse the Lot 1 Owner for such bill. (d) nspection of Records. Any Participating Owner may, upon not less than ten (10) days' prior written notice to the Lot 1 Owner, inspect the Lot 1 Owner's records for all expenses incurred during the preceding calendar year at the Lot 1 Owner's office or at such other location reasonably designated by the Lot 1 Owner at any time during reasonable business hours within one (1) year after the end of said calendar year. f said inspection reveals an overpayment of a shared cost item, the Lot 1 Owner shall reimburse the Participating Owner of each Lot (or its respective tenants or agents, as it may direct) its proportionate share of any such overpayment within thirty (30) days after receipt of notice of determination, and of the amol.dlt of such overpayment. f said inspection reveals an underpayment of a shared cost item (excluding all expenses for which a statement was not timely submitted), the Participating Owner shall reimburse the Lot 1 Owner its proportionate share of any such underpayment within thirty (30) days after receipt of proper billing in accordance with the provisions above. f said inspection reveals that the Lot 1 Owner misstated the shared cost item by more than five percent (5%), the Lot Owner shall reimburse the Participating Owner making such inspection for all costs reasonably incurred in making such inspection within thirty (30) days after receipt of notice of determination, and of the amount of any such misstatement. The Lot 1 Owner's expense for any calendar year shall be deemed correct if a Participating Owner does not give the Lot 1 Owner written notice of any such overpayment or underpayment within the one (1) year period after said calendar year. 4.5 Right to Cure. f any Owner fails to perform its maintenance obligations as provided in this Article Four, or fails to pay its share of any joint maintenance item described in Section 4.4 (the ''Defaulting Owner"), or ifthe Owner of Lot 1 fails to pay any ad valorem taxes constituting a lien on the Detention Areas or keep in force liability insurance on the Detention Areas, such failure shall constitute a default hereunder after receipt by the Defaulting Owner of written notice in accordance with Section 6.11 of this Declaration and the Defaulting Owner s failure to cure the default within the time period provided in Section n the event of any such default, any other Owner which is not then in default of its obligations under this Declaration may go upon the Defaulting Owner's Lot and perform or cause the performance of such maintenance and pay any applicable ad valorem taxes on Lot 1 and obtain liability insurance on the Detention Areas, and such Owner may bill the Defaulting Owner for the reasonable expenses thereby incurred. Anything to the contrary herein notwithstanding, in the event that an emergency condition should exist relative to a Defaulting Owner's failure to perform its obligations hereunder, that Defaulting Owner shall not be entitled to such notice and opportunity to cure before being in default hereunder, and any other Owner may immediately cause the performance of the obligations and bill the Defaulting Owner for the expenses incurred. For purposes of the preceding sentence, the phrase "emergency condition" shall mean any condition constituting an immediate risk of injury to person or damage to property. Expenses billed to a Defaulting Owner pursuant to this Section 4.5 shall accrue interest from and after the date of receipt of such bill at the lesser of (i) the highest rate allowed by applicable law or (ii)a per annum rate equal to the "Prime Rate" of interest published in The Wall Street Journal (as it may fluctuate from time to time) plus six percent (6%). f a Lot Owner cures a default of L~P21\Ui..,_&-.a--t-0-49a... l.doo Page 10 ofl8

19 the Lot Owner with respect to the Lot 1 Owner's obligation to maintain, pay ad valorem taxes or keep in force liability insurance on the Detention Areas, such Lot Owner may bill the other Owners for their respective proportionate shares of the costs incurred in accordance with the provisions of Section Lien for Expenses. (a) The Owner which incurs reasonable expenses in curing another Owner's default pursuant to Section 4.5 (the "Curing Owner") shall have a lien on the Lot of the Defaulting Owner for the amount of said expenses plus interest thereon as provided above. (b) The lien provided in this Section 4.6 shall only be effective when filed of record by the Curing Owner as claim of lien against the Lot of the Defaulting Owner in the Real Property Records of Manatee County, Florida, signed and verified, which shall contain at least: (i) hereto; an itemized statement of all amounts due and payable pursuant (ii) a description sufficient for identification of the Lot owned by the Defaulting Owner which is the subject of the lien; (iii) the name of the Owner or reputed Owner of the property which is the subject of the lien; and (iv) the name and address of the Curing Owner. (c) The lien, when so established against the real property described in the recorded lien notice, shall be prior and superior to any right, title, interest, lien or claim which may be or has been acquired or attached to such real property after the time of filing the lien, but not before. The lien shall be for the use and benefit of the Curing Owner and may be enforced and foreclosed in a suit or action brought in any court of competent jurisdiction. (d) Upon payment of the sum seemed by a lien, the lienholder shall promptly file of record a release of such lien. 4.7 Subordination. Any lien created under Section 4.6 of this Declaration shall be subordinate and inferior to the liens, now or in the future affecting any Lot, of any Lienholder holding a lien covering a Lot to secure the repayment of any construction or permanent financing, as any such liens may from time to time be renewed, extended, modified, consolidated or replaced. H.~!11111J4-A-Doclmlloo CicoavtAoc Page of 18

20 ARTCLE FVE NDEMNFCATON 5.1 ndemnification by Owners or Occupants. Each Owner or occupant of a Lot shall indemnify, defend and hold harmless the other Owners and occupants from and against any and all liabilities, claims, damages, expenses (including reasonable attorneys' fees and reasonable attorneys' fees on any appeal), judgments, proceedings and causes of action for injury to or death of any person or damage to or destruction of any property arising out of or resulting from the negligent or willful act or omission of such Owner or occupant and its respective employees, agents and contractors in, on or about its Lot and any Building or other improvements constructed thereon, except to the extent it is caused by the negligent or willful act or omission of the indemnified person. ARTCLE SX GENERAL PROVSONS 6.1 Expansion of Property; Subdivision. f the Owner of the portion of Lot 2 which adjoins an approximately.22-acre tract of land between Lot 2 and the right-of-way of future 24th Street East (which land is not presently within the Property) ever becomes the Owner of said tract or any portion thereof, the land area of such tract (or the portion owned) will constitute part of the Property and will be included in the area of the Owner's Lot for all purposes of this Declaration. f any Lot shall be platted or subdivided in accordance with applicable Legal Requirements, any platted lot created thereby shall constitute a "Lot'' for all purposes of this Declaration. 6.2 Owner's Association. f required by any Governmental Authority as a condition to its issuing or continuing any permit for use of the Detention Areas by any Lot Owner, the obligations of the Lot 1 Owner to operate, maintain, repair, and replace if necessary, the detention ponds and appurtenant drainage facilities and landscaping, sidewalks and other improvements within the Detention Areas, and to pay ad valorem taxes on the Detention Areas and keep in force liability insurance thereon shall be transferred to an Owners' Association organized under Florida law for purposes of performing such functions with respect to the Detention Areas, which Association shall have the power to make assessments on the Owners for their respective proportionate shares (determined in the same manner as provided in Section 4.4) of the costs described above plus reasonable administrative expenses, which assessments shall constitute liens on the Lots of substantially the same force and priority as described in Sections 4.6 and 4.7 of this Declaration. Each Lot Owner shall be a member of the Association and shall have one vote (which may be delegated to the Lot Owner's tenant) in matters determined by vote ofthe members. 6.3 Covenants Run With the Land. Each provision applicable to a Lot set forth in this Declaration shall be a burden on that Lot, shall be appurtenant to and for the benefit of the other Lots and each part thereof and shall run with the land. 6.4 Successors and Assigns. This Declaration shall inure to the benefit of and be binding upon the Owners, their heirs, personal representatives, successors and assigns, and upon Page 12 of 18

21 any person acquiring a Lot, or any portion thereof, or any interest therein, whether by operation of law or otherwise; provided, however, that if any Owner sells all or any portion of its interest in any Lot, such Owner shall thereupon be released and discharged from any and all obligations as Owner in connection with the property sold by it arising under this Declaration after the sale and conveyance of title but shall remain liable for all obligations arising under this Declaration prior to the sale and conveyance oftitle. 6.5 Duration. Except as otherwise provided in Section 6.7, the term of this Declaration shall be for seventy-five (75) years from the date hereof, and thereafter shall automatically renew for successive ten-year periods unless not less than twelve (12) months prior to the end of the then-current term, the Owners elect to terminate this Declaration as provided in Section njunctive Relief. n the event of any violation or threatened violation by any person of this Declaration, any or all of the Owners or their tenants or any subtenants of said tenants shall have the right to enjoin such violation or threatened violation in a court of competent jurisdiction. The right of injunction shall be in addition to all other remedies set forth in this Declaration or provided by law Modification and Termination. This Declaration may not be modified in any respect whatsoever or terminated, in whole or in part, except with the consent of the Owners of all of the Property (other than any portion dedicated for public purposes) at the time of such modification or termination, and then only by written instrument duly executed and acknowledged by the requisite Owners and recorded in the Real Property Records of Manatee County, Florida. Notwithstanding any provision hereof to the contrary, if requested by the Owner of Lot 1, and consented to by the owner of the F.D.O.T. Parcel (herein defined), the other Owners will be obligated to join in an amendment to this Declaration annexing to the Property and subjecting to this Declaration all or any part of the tract of land (the "F.D.O.T. Parcel") which is identified on the Plat The Owner of Lot 1 shall be obligated to subject to this Declaration any portion of the F.D.O.T. Parcel to which the Lot 1 Owner shall extend easement rights similar to the easement rights described in Sections 3.2 and Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or dedication of any portion of the Property to the general public or for the general public or for any public purpose whatsoever, it being the intention of the parties that this Declaration shall be strictly limited to and for the purposes herein expressed. 6.9 Breach Shall Not Permit Termination. t is expressly agreed that no breach of this Declaration shall entitle any Owner to terminate this Declaration, but such limitation shall not affect in any manner any other rights or remedies which such Owner may have hereunder by reason of any breach of this Declaration. Any breach of this Declaration shall not defeat or render invalid the lien of any mortgage or deed of trust made in good faith for value, but this Declaration shall be binding upon and effective against any Owner whose title is acquired by foreclosure, trustee's sale or otherwise. Page 13 of 18

22 6.10 Default. A person shall be deemed to be in default of this Declaration only upon the expiration of thirty (30) days (ten [1 0] days in the event of failure to pay money) from receipt of written notice from any Owner specifying in reasonable detail the manner in which such person has failed to perform the obligations of this Declaration unless such person, prior to the expiration of said thirty (30) days (ten [1 0] days in the event of failure to pay money), has rectified the matter specified in said notice of default Notices. (a) All notices given pursuant to this Declaration shall be in writing and shall be given by United States mail, postage prepaid, certified or registered mail, return receipt requested, addressed to the person and address designated below or, in the absence of such designation, to the person and the address shown on the then current real property tax rolls of Manatee County, Florida. All notices to Declarant shall be sent to the person and address set forth below: Declarant: AP Bradenton Limited Partnership c/o Anthony Properties Coit Road, Suite 970 Dallas, Texas Attention: R Jay Anthony The person and address to which notices are to be given may be changed at any time by any party upon written notice to the other parties. All notices given pursuant to this Declaration shall be deemed given upon deposit in the mail as provided above. (b) For the purpose of this Declaration, the term "receipt" shall mean the earlier of nay of the following: (i) the date of delivery of the notice or other document to the address specified pursuant to subsection (a) above as shown on the return receipt, (ii) the date of actual receipt of the notice or other document by the person specified pursuant to subsection (a) above or (iii) in the case of refusal to accept delivery or inability to deliver any properly addressed notice or other document, the earlier of (A) the date of the attempted delivery or refusal to accept delivery, (B) the date of the postmark on the return receipt or (C) the date of receipt of notice of refusal or notice of non-delivery by the sending party Waiver. The failure of a person to insist upon strict performance of any of the provisions contained herein shall not be deemed a waiver of any rights or remedies that said person may have, and shall not be deemed a waiver of any subsequent breach or default in the performance of any of the provisions contained herein by the same or any other person Attorneys' Fees. n the event any person initiated or defends any legal action or proceeding to enforce or interpret any of the terms of this Declaration, the prevailing party in any such action or proceeding shall be entitled to recover from the losing party in any such action or proceeding its reasonable costs and attorneys' fees (including its reasonable costs and attorneys' fees on any appeal). L~9:11\1:14BnldcalooiAmoad&-Doolllllllon!-O.OVCiaavl.doc: Page 14 ofl8

23 6.14 Severability. f any term or provision of this Declaration or the application of it to any person or circumstances shall to any extent be invalid or unenforceable, the remainder of this Declaration or the application of such term or provision to persons or circumstances, other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term and provision of this Declaration shall be valid and shall be enforced to the extent permitted by law Effect of Foreclosure. f any Lienholder or any other purchaser obtains title to any part of the Property by foreclosure, deed in lieu of foreclosure or otherwise, the rights and interests of the Owners and their successors in interest under this Declaration (including but not limited to any easements contained in this Declaration) shall nevertheless survive and continue in full force and effect. Upon acquiring title to such part of the Property, the Lienholder or such purchaser shall not be liable for any defaults or obligations occurring prior to the date that it acquired ownership of such part of the Property. The Lienholder or such purchaser shall convey such part of the Property subject to this Declaration, and neither Lienholder nor such purchaser nor their respective successors or assigns shall at any time disturb the rights and privileges of the parties and their successors and assigns under this Declaration Not a Partnership. The provisions of this Declaration are not intended to create, nor shall they be in any way interpreted or construed to create, a joint venture, partnership or any other similar relationship between the Owners Third Party Beneficiary Rights. This Declaration is not intended to create, nor shall it be in any way interpreted or construed to create, any third party beneficiary rights in any person other than an Owner unless otherwise expressly provided herein Estoppel Certificates. Upon not less than fifteen (15) days' advance notice, any Owner will deliver to any other Owner a certificate to the effect that this Declaration is in full force and effect and that to the actual knowledge of the Owner delivering such certificate that the requesting Owner is not in default of any obligation to be performed by it under this Declaration and to such other matters as may be reasonably requested Captions and Headings. The captions and headings in this Declaration are for reference only and shall not be deemed to define or limit the scope or intent of any of the terms, covenants, conditions or agreements contained herein Entire Agreement. This Declaration contains the entire agreement and supersedes all prior agreements, oral or written, with respect to the subject matter hereof. The provisions of this Declaration shall be construed as a whole and not strictly for or against any person Construction. n construing the provisions of this Declaration and whenever the context so requires, the use of a gender shall include all other genders, the use of the singular shall include the plural, and the use of the plural shall include the singular. Page 15 of S

24 6.22 Governing Law. This Declaration shall be governed by and construed in accordance with the laws of the State of Florida Compliance with Manatee County Land Development Code. Attached hereto as :Exhibit "C" ~e additional provisions required by Manatee County, and ownership of the Lots is subject to such provisions. EXECUTED as of the day and year first above written. AP BRADENTON LMTED PAR1NERSHP, a Texas limited partnership By: AP Bradenton Management, nc., a Texas corporation, its General Partner Witness By:~dent = STATE OF TEXAS COUNTY OF DALLAS The foregoing instrument was acknowledged before me this~ day of {)cj-v.hiy, 2009 by R. Jay Anthony, as President of AP Bradenton Management, nc., a Texas corporation, which is the general partner of AP Bradenton Limited Partnership, a Texas limited partnership, who executed the foregoing instrument. and acknowledged the execution thereof to be his free act and deed as such officer on behalf of said corporation in its capacity as general partner of said limited partnership for the use and purposes therein mentioned, and the said instrument is the act and deed of said corporation and said limited partnership. He is personally kn~ or who has produced as ideiitification. [Notarial Seal] My Commission expires: SHER L. MCGNNS Notary Public, State of Texas My Commission Expires October 12, 2011 Page 16 of18

25 REPAREDBY: Stephen R. Dye, Esquire Dye, Deitrich, Petruff & St. Paul, P.L. 3'd Avenue West, Suite 300 Bradenton, Florida (94) MORTGAGEE JONDER AND CONSENT TO THE AMENDED AND RESTATED DECLARATON OF EASEMENTS, COVENANTS, CONDTONS AND RESTRCTONS FOR ROYAL PALM CROSSNG KNOW ALL MEN BY THESE PRESENTS, that BANK OF AMERCA, NATONAL ASSOCATON, AS SUCCESSOR BY MERGER TO LASALLE BANK NATONAL ASSOCATON, as Trustee for MORGAN STANLEY CAPTAL, NC., Commercial Mortgage Pass-Through Certificates, Series 2005-Top 7 (the "Mortgagee"), the owner and holder, pursuant to Assignment recorded in Official Records Book 2033, Page 7083, ofthe Public Records of Manatee County, Florida, ofthat certain Mortgage and Security Agreement from AP Bradenton Limited Partnership to Bear Stearns Commercial Mortgage, nc. dated October, 2004, recorded in Official Records Book 96, Page 992 of the Public Records of Manatee County, Florida, as it may have been amended, hereby joins in and consents to the above Amended and Restated Declaration of Easements, Covenants, Conditions and Restrictions for Royal Palm Crossing, to which this Joinder is attached. N WTNESS WHEREOF, the said Mortgagee has caused this instrument to be executed in its name, by an officer thereto duly authorized, this day of (}C. +t> bf.<rr=, (Corporate Seal) BANK OF AMERCA, NATONAL ASSOCATON, AS SUCCESSOR BY MERGER TO LASALLE BANK NATONAL ASSOCATON, as Trustee for MORGAN STANLEY CAPTAL, NC., Commercial Mortgage Pass-Through Certificates, Series 2005TOP17 By: WELLS FARGO BANK, NATONAL ASSOCATON, as Master Servicer under the Pooling and Servicing Agreement dated as of January, 2005, by and among Morgan Stanley Capital, nc., Wells Fargo Bank, National Association, Centerline Servicing, nc. (formerly known as ARCAP Servicing, nc.), Bank of America, National Association, as successor by Merger to LaSalle Bank National Association, and AMRO Bank, N.V. By: Name:----~~~rfjf!l~~~--- Title: ,f:-::~ Page 17 of 18 H:'W1)'1lll\Anthoay 928\12" Bt~.dcnton\Amc:ndcd &:. Restated Declantioa Oean vl.doc

26 NOTARY ACKNOWLEDGMENT STATE OF CALFORNA COUNTY OF ~uucfr'~~ ij, 2009, before me, -~~~*:::. J..L.lol~~~:---:--:---:-:-- who proved to me on the basis of satisfactory evidence to be the personj:s) ose name~ is/a# subscribed to the within instrument and acknowledged to me that Jte/she/t}#y executed the same in \#slher/tlfoir authorized capacity.( s), and that by )iis/her/twir signature~) on the instrument the person~), or the entity upon behalf of which the person(&} acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the forgoing paragraph is true and correct. WTNESS my hand and official seal. H:~ynn\Antbony 928\12<4 Bmdcnlan\Amended t't. Reslalcd Dcdarntion C1enD \'l.doc Page 18 of 18

27 texhbt "A" ROYAL PALM CROSSNG A COMMERCAL SUBDMSON N SECTON 7, TOWNSHP 35 S., RANGE 18 E. MANATEE COUNTY, FLORDA. PLAT BOOK---, PAGE-- SHEET NO. 1 r:e" 6 RESERVAllON OF EASEMENTS THERE lore. HEREBY ElCPRESSl. Y RESER~. EASD1EH1S Of TEN (10) FEET N WOTH ALONG ALL FRONT AND Fl~ (S) FEET N WOTH ALONG ALL SDE AND REAR LOT UNES FOR THE EXPRESS PURPOSE Of ACCOMioiODATNG SURFACE AND lnlerground DRANAGE AND UNDERGROUND U11UTES. SUCH EASENENTS SHAll. AlSO BE EASENENTS FOR THE CONSTRUCTON, NSTALLAllON, MANTENANCE. AND OPERAllON Of CABLE lele\1son SEfMCES: PRO\'DED, HD"f~E\gl, NO SUCH CONS"!RUCTON, NSTALLAllON, MANTENANCE. AND OPERA llon r:e" CABLE TELE\'SON SER\'CES SHALL NlERFt:RE WTH THE FAaUTlES AND SER\'CES Of ANY ELECTRC, le..ephone. GAS, OR OTHER UllUllES. WHERE MORE THAN ONE LOT S NTENDED AS A BULDNG STE. THE OUTSDE BOUNDARES OF SAD BUtLDNG STE SHALL CARRY SAD EASE>ENTS. AND THE NTDMNNG LOT LNE EASEMENT SHAll. NOT ElOST. AU. OlHER EASEMENTS SHO"tiN ON THS PLAT ARE HEREBY RESEJMD N PERPElUTY FOR THE PURPOSES NOTED. EXCEPT AS TO LANDS. EASD1EH1S AND FAOU11ES SPECFlCALLY DED1CA1ED ON AND BY THS PLAT TO 1l GENERAL P\B.JC FOR THER USE ~ 11 LANDS. EASEENTS AND FAOUllES DEDCATED ON AND BY THS PLAT ARE NOT N1ENDED FOR USE BY THE GENERAL PUB.JC AND, 'THOUT UlllllNO THE FOREGONG, AU. DED1CAllONS WADE ON AND BY THS PLAT ARE MADE AND SHAll. BE USED SUB..ECT TO AND N ACCORDANCE WTH THE AEND[) ll RESTATED OEa..ARAnctf CF CCNENANl'S, C01Dl10NS. RES1R1CTONS AND EASEMENTS FOR ROYAL PALM a!ossng. RECORDED N OFF1QAL RECORDS BOOK -- PAGE PUBUC RECORDS OF MANATEE COUNTY, FlOR1DA. CERTFCATE OF OWNERSHP AND DEDCATON STATE r:e" FlORDA COUNTY r:e" NANA TEE : s.s. THE UNDERSGNED, AP BRADETON UTED PARTNERSHP, A TEXAS U1ED PARTNERSHP UCENSED TO DO BUSNESS N THE STATE Of FLOR1DA, REBY art1f1es O'NERSHP BY SAD PARTNERSHP OF THE PROPERTY DESCRBED HEREON AND DOES HEREBY DED1CATE AU. EASENTS SHO'N OR ~BED ON THS PLAT, ENllTLED "RRYAL PALM CROSSNG", UNLESS SPECFCAU.Y ~. FOR USE BY 11 GENERAL PUBUC FORE\ER. N 'MTNESS 'llliereof, THE UNDERSGNED HAS SET TS HAND AND SEAL ON THS --- DAY r:e", 200_ AP BRADENTON UtollllED PARTNERSHP, A TEXAS UNTED PARTNERSHP WTNESSES: BY: AP EllAilENTDN ANAGENENT, NC. A TEXAS cai'orallon, TS GENERAL PARTNER SGNATURE R. JAY ANTHONY, PRESDENT "NOllCE: THS PLAT, AS RECORDED N TS GRAPHC FORt.l, S THE OFF10AL DEP1Cl10N r:e" THE SUBD1\DED LANDS DESCRBED HEREN AND 'MU. N NO OROJSTANCES BE SUPPL.ANllED N AUTHORTY BY ANY OTHER GRAPHC OR DGTAL FOR OF THE PLAT. THERE NAY BE ADD!llONAL RESTRCllONS THAT ARE NOT RECORDED ON THS PLAT THAT NAY BE FOUND N THE PUBUC RECORDS r:e" THS COUNTY. CERTFCATE OF APPROVAL OF THE BOARD OF COUNTY COMMSSONERS STATE OF FlOR1DA s.s. <XlUNTY OF AHA'E : T S HEREBY CERTFED THAT THS PLAT HAS BEEN ornaally A'PRO\W FOR RECORD AND ALL OFFERS r:e" DEDCA llon ACCEPTED BY THE BOARD r:e" COUNTY COSSONERS Of MANA lee COUNTY, FlOR1DA, THS DAY OF, 200_ CHARMAN: BOARD OF COUNTY CONSSONERS STATE OF FLORDA ATlEST: CLERK OF THE OROJT COURT CERTFCATE OF APPROVAL OF THE COUNTY SURVEYOR s.s. COUNTY Of ANA'E T S HEREBY CERllFED THAT THS PLAT HAS BEEN RE\'EliED FOR CONF"ORTY WTH THE REauREENTS r:e CHAPTER m, PART r:e THE Fl.tftlA STAlUlES AND CHAPTER 9 Of THE LAND ~OPNENT CODE r:e" MANATEE COUNTY. THE GEONETR1C DATA HAS NOT BEEN ~ED. TODD E. BOYLE - RSN 6047 MANATEE COUNTY SUR~ DATE LOCAllON MAP 2 4 SCA. : 1"c 2 LE :t CERTFCATE OF APPROVAL OF THE CLERK OF THE CRCUT COURT STATEr:EFLOR1DA aluhty r:e ANA'E s.s. ~ R.a SHORE, CURl< r:e 11 ORaJT COlRT r:e AHA'E <Xll.NTY, Fl.tftlA, REY CERTFY THAT THS PLAT HAS BEEN EXANED AND THAT T COMPUES N FORM WllH AU. 11 REQUREioiEHTS r:e THE STA1U1ES r:e FURDA PERT~ TO MAPS AND PLATS, Nlll THAT lhs PLAT HAS BEEN FUll FOR REcceliN PLAT BOOK, PAGES THROlJQt, PBUC RECORDS r:e AHA'E <Xll.NTY, FlORDA, THS DAY r:e", 200_ R.B. SHORE, CLERK r:e" THE arcut COURT NANA TEE COUNTY, FlORDA LOMBARDO~ & KOlARK, NC. ~ ~ lll'lajmoro P.O. lloz ~4th - "t'eot Polmotto, Jlori4a : (1U1) PRNT NANE SGNATURE PRNT NANE STATE r:e" TEXAS COUNTY r:e" DALLAS NOTARY AQ<NOl!!J f''ximent : s.s. THE FOREGONG NSlRUENT WAS AO<NO'fi..EDGED BEFORE NE THS DAY OF ---, 2009, BY R. JAY ANTHONY, AS PRESDENT r:e AP BRADENTON ANAGEENT, NC. A TEXAS CORPORAllON, WHCH S THE GENERAL PARTNER Of AP BRADENTON L.1111TED PARTNERSH1P, A TEXAS UTED PARTNERSHP, WHO EXECUTED THE FlDREGaNG NSTRUNENT, AND ACKNOW..EDGED THE EXECUllON THEREOF TO BE tfs FREE ACT AND DEED AS SUCH OFFlCER ON BEHALF Of SAD CORPORA l10n N TS CAPACTY AS GENERAL PARTNER r:e SAD U1ED PARTNERSHP FOR THE USE AND PURPOSES THEREN liienlloned, AND THE SAD NSlRUENT S THE ACT AND DEED OF SAD CORPORAllON AND SAD UNTED PARTNERSHP. HE S PERSONALLY KNO'N TO NE OR WHO HAS PRODUOED AS DENllFlCA llon. NOTARY SGNATURE NOTARY SEAL PRNT NANE r:e" NOTARY CONNSSON NO ~---- NY CONMSSON EXPRES ---- CERTFCATE OF SURVEYOR ~ THE UNDERS10NED PROfESSONAL SU\{YOR ~ APPER. HEREBY CERllFY lha T THS PLAT S A TRUE AND CORRECT REPRESETAllON OF THE LANDS SUR\f:YED, THAT THE SUR\EY WAS WADE UNDER NY RESPONSBLE D1RECTON AND SUPER\S10N, THAT THE SUR~ DATA CONPUES WTH ALL REQURENENTS r:e" QW>TER 1n, FLOR1DA STATUTES AND THE lana lee COUNTY LAND ~DPNENT CODE AND THAT THE PERMANENT REFERENCE ONUENTS AND LOT CORNERS 1\elE NSTALLED AS r:e" THE 18TH DAY Of DECENER KENNETH C. KOLARK PROFESSONAL SUR-. YOR ll NAPPER FLOR1DA CER11ACA TE NUNBER 5118

28 BENQ1 NARKS (BN).BL1 ~ SQUARE CUT ON CENTER ~ HEADWAll. ON EAST SDE ~ DETENliON ARE f1 ELEVATON L2 ~ RALROAD SPKE N 8" OAK TREE ELEVATON PLAT BOOK ---, PAGE -- SHEET NO. 2 ~ 6 ROYAL PALM CROSSNG A ca..4meical. SlJ8DMSK)N H SECTON 7, TOWNSHP 35 S., RANGE 18 E. NANATEE COUNTY, Fl.ORDA DESCRPTON: ROYAL PAUl ~NG COMMENCE AT lhe SOUlHWEST CORNER OF lhe SOUlHEAST 1/4 OF lhe SQUlHEAST 1/4 ~ SECTON 7, TOYNSHP ~ SOUtH, RANGE 18 EAST; thence S89"07'50"E, ALONG THE SQUTH UNE ~ SAD SEC110N 7, A DSTANCE ~ FT" THENCE N00'52'1o"E, PERPEND1CULAR!liTH SAD SQUlH UNE, A 01STANCE ~ FT. TO THE NTERSEC110N TH the NOR1HERLY RGHT-oF-WAY~ STATE ROAD NO. 70, fos SH011N ON F.D.O. T. RGHT-oF-WAY lin's, SEC110N , FOR A fllllljle ~ 1l NCE NOO'O'Ooi"W, FT.; THENCE S89"07'50"E, FT" THENCE SO!'"OS'59"E, A 01STANCE ~ 298.2() FT. TO THE NTERSECTON!liTH SAD NORTHERLY RGHT-oF-WAY CF STATE ROAD NO. 70; THENCE N89"38'111"E, ALONG SAD NORTHERLY RGHT-oF-WAY, A D1STANCE CF FT. TO THE END CF SAD NORTHERLY RGHT-oF WAY AND the E G1N'G CF THE YoESTERl. Y UMTED AOCESS RGHT-~-WAY CF U.S. HGHWAY NO. 301 (STATE ROAD NO. 883) fos SHO'tiN ON F.D.O. T. RGHT-fF-WAY MAPS, SEC110N ; THENCE RUN THE FOU.OWNG COURSES ALONG SAD YESTERLY UMTEO ACCESS R1GHT-~-WAY: CONTNUE N89'36'18"E, FT.; thence N3T24'33"E, 137.2() FT.; THENCE N09"31'2S"E, A D1STANCE ~ 10S0.82 FT. TO the NTERSECTON WlH THE SQUlHERLY RGHT-~-WAY ~51ST A~E EAST, AS DESCR!BED AND RECORDED N OFFlClAL RECOODS BOOK 1813, PAGE 3412, PUBliC RECORDS ~ MANATEE COUNTY, FlORDA; lhence N88"35'28"W, ALONG SAD SOUTHERLY RGHT-oF-WAY, A D1STANCE ~ 104o.78 FT. TO THE 1NTERSEC110N WlH the EASTERLY RGHT-oF-WAY~ 24tH STREET COURT EAST, fos DESCR1BED AND RECORDED N SAD OFF!C1AL RECORDS B001( 1813, PAGE 3412; THENCE S00"27'02"W, ALONG SAD EASTER!. Y RGHT-~-WAY, A 01STANCE ~ FT. TO THE END OF SAD EASTERLY RGHT-~-WAY AND THE E G1NHNG ~ the EASTERLY RGHT-~ WAY OF 24tH STREET COURT EAST, AS DESCR1BED AND RECORDED N OFFlClAL RECORDS B001( 815, PAGE 240, SAD PUil.JC RECORDS; THENCE S00'12'44"E, ALONG SAD E.ASTER.Y RGHT-oF-WAY, A DSTANCE CF FT. TO THE P.C. ~ A ~ CONCAVE TO lhe EAST, HAVNG A RADUS OF FT.; lhence RUN SQUTHEASTERL Y, ALONG the ARC CF SAD CUR\, THROUGH A CENTRAL ANGLE ~ 23'32'38", A 01STANCE ~ 198.~ FT. TO the P.R.C. OF A CUR\, CONCA\ TO THE 'llest, HAV1NG A RAD1US ~ FT.; thence RUN SOUtHEASTER!. Y, ALONG the ARC CF SAD CUR\, THROUGH A CENTRAL ANG1. CF 23'32'38", A D1STANCE CF FT. TO the P.T. CF SAD CUR\ ; THENCE S00'12'44"E, A DSTANCE CF FT. TO THE NTERSECllON WTH AFORESAlD NORTHERLY RGHT-~-WAY OF STATE ROAD NO. 70; thence N89'36'111"E, ALONG SAD NORTHERLY R1GHT-~-WAY, A DSTANCE ~ FT. TO THE P01NT CF E G1NN1NG, BENG AND LYNG N SEC110N 7, TO'MGiiP 35 SQUlH, RANGE 18 EAST, MANA TEE COUNTY, FLORDA CONTAHNG ACRES MORE OR LESs. G1ENERAL NOTES: 1. E AR1NGS ARE BASED ON AN ASSUMED WERDAN TH A BEARNG ~ N09"31'2S"E, FOR the ESTERLY UMTED ACCESS RGHT-~-WAY ~ U.S. HGHWAY NO. 301, fos SHO'N ON F.D.O.T. R1GHT-~-WAY MAPS, SECTON SQUARE FOOTAGE SHO'N HEREON HAS BEEN ROUNDED TO THE NEAREST FOOT. l. "NORMAL WATER UNE ±", WHERE NOTED AND ORA""' ON lhs PLAT, REPRESENTS THE DESGN LOCATON OF NORMAL WATER UEVEl. the ACTUAL LOCATON ~ lhs UNE 'Ml.l. VARY G1REATLY FRON TME TO TME DEPENDNG ON CUATC CONDfllONS. 4. THE BENCH MARK DATUM AS SH0"1N HEREON, 1S BASED UPON THE NATONAL GEODEllC \ R11CAL DATUM (N.G.V.D.) CF OR1G1N BENCH MARK F.D.O.T. EENCH MARK NO. 8 PUBUSHED ELEVATON BENCH MARKS SHO..., ON THS PLAT HA\ BEEN PLACED ON THE BEST AVAL.ABl.E FEATURES. ETHER NATURAL OR ARTFC1AL 1T 1S the RESPONSBUTY ~ THE USER TO CONFRM the POSS1B1UTY OF MO\ MENT AND/OR RE.JAB1UTY ~ SAD FEATURES AT the TME ~ USE. e. LB224 1 S THE CERTTF1CA TE ~ AUTHORZA lion NUWBER PERMT11NG L.ONBARDO, FOUEY.!c K<l.AR11C, 1Nc. TO CFFER PROfiSSONo\L SER'1CES TO THE PUil.JC THROUGH A OORPORA110N, PARTNERSHP, fossooallon, FC11110US NAME OR F1Rio1. 7. SUB. CT PROPERTY UES N A.Oal ZONE "C', PER "FLLOD NSURANCE RATE MAP" (F.LR.M.). COUNTY PANEL NUioiE R , LfoST REV1S10N: MARCH 15, AND N FLOOD ZONE")(' PER COWWUN1TY PANEL NUMBER C. LAST REV1510N:..U.Y 15, e. ALL U11U11ES 'MTH1N THE EASEENTS Slf()'AM OR DED1CATED HEREON SHALL BE UNDERGROUO. 9. THE STATE PLANE COORD1NATE SYSTEM SH01N HEREON 1S BASED UPON THE MANATEE COUNTY GEOGRAPHC NFORMAllON SYSTEM (FLORDA 'llest ZONE, NORTH AMERCAN DATUM 1983/ 1990 AO.JS1VEN1). CONTROL STAnONS AND lo1081!lith AN A\ RAGE SCALE FACTOR ~ EXCEPT N the c.ase OF AN RREGULAR SOUNOARY OR WATER COURSE, NUMER1c.AL EXPRESS10NS SHON HEREON TO the NEAREST FOOT OR TENtH OF A FOOT, ARE TO BE NTERPRETED AS HAV1NG A PRECSON TO THE NEAREST ONE HUNDREDTH ~ A FOOT. 11. A 1lAifiCET OlOSS- ACCESS EASEENT, f1j! ~AGE.!c 1J11ES, 1S DED1CATED THRQJQfM ROYAL PAUl CR0SS1tG TO PRO\E U!UTED tigress NrJ EGRESS TO ALL LOTS Hf THS SUliJMSlCil KEY PLAN LOMBARDO'~ & KOlARK, NC. ~ Saroo,aro ac l'lall-. P.O. - ~ 4th - "foot PalmoU.o, llorl4a S422J (N) 722-cGel