PALM BEACH COUNTY PLANNING, ZONING AND BUILDING DEPARTMENT ZONING DIVISION

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1 PALM BEACH COUNTY PLANNING, ZONING AND BUILDING DEPARTMENT ZONING DIVISION Application No.: DOA Application Name: Avalon Trails at Villages of Oriole PUD Control No.: Applicant: Marina Lakes Golf LLC Owners: Marina Lakes Golf LLC Agent: Urban Design Kilday Studios - Wendy Tuma Telephone No.: (561) Project Manager: Meredith Leigh, Site Planner II TITLE: a Development Order Amendment REQUEST: to reconfigure the Master Plan to re-designate golf course to residential; add units; modify Conditions of Approval (Architectural Review, Engineering, Landscaping, and Signs); and, to modify the Commencement of Development. APPLICATION SUMMARY: Proposed is a Development Order Amendment (DOA) for the Villages of Oriole Planned Unit Development (PUD). The Villages is a acre Residential PUD which was originally approved for 4,334 Multi-Family Units (8 Pods), including a acre Golf Course and Country Club (herein referred to as the affected area), an 8.96-acre civic pod, and acres of recreation areas by the Board of County Commissioners (BCC) on June 28, The site was fully developed with 3,742 attached residential units, a decrease of units (-592) was done through the Administrtaive modifications units from the orginal BCC s approval. There are multiple Development Order Amendments for the PUD, with the most recent approval on May 22, 2008, to reconfigure the site plan and add square footage on the Civic Pod through Resolution R The Applicant is requesting to reconfigure the Master Plan to re-designate the Golf Course to create three new Residential Pods and one 3.2-acre Recreation Pod. The Residential Pods will include 104 Zero Lot Line (ZLL) Homes, 217 Townhouse units and 200 Multifamily for a total of 521 age-restricted dwelling units. In addition, the Applicant is requesting to modify prior Conditions of Approval (Architectural Review, Engineering, Landscaping and Signs) as they relate to the Place of Worship in the Civic Pod, and restart the commencement clock. The Preliminary Master Plan (PMP) indicates an overall 11 Residential Pods (4,263 units), acres of recreation areas, and an 8.96-acre Civic Pod for the PUD. Three existing access points will remain from Hagen Ranch Road via Gateway Road, West Atlantic Avenue via Cumberland Drive and Jog Road via South Oriole Boulevard. SITE DATA: Location: North of Atlantic Avenue between Hagen Ranch Road and Jog Road. Property Control Number(s) ; ; ; and Existing Future Land Use Designation: High Residential, 12 units per acre (HR-12) Proposed Future Land Use Designation: No proposed change Existing Zoning District: Multi-Family Residential (High Density) District (RH) with a Special Exception (SE) to allow Planned Unit Development (PUD) Proposed Zoning District: No proposed change Total Acreage: acres Affected Acreage: acres Tier: Urban/Suburban Overlay District: N/A Neighborhood Plan: N/A CCRT Area: N/A Municipalities within 1 Mile N/A Future Annexation Area N/A RECOMMENDATION: Staff recommends approval of the request subject to 36 Conditions of Approval as indicated in Exhibit C. BCC August 24, 2017 Page 189

2 ACTION BY THE ZONING COMMISSION: At the August 3, 2017 ZC Hearing, the project was on the Regular Agenda and was presented by both Staff and the Agent. There was one comment card submitted to the ZC from a resident who expressed concerns over proposed building height, increased traffic, and the potential for flooding after a major storm event as an effect of the enlarged water tracts being connected to the existing storm water management system. The Agent stated that storm water would be addressed through the reconstruction of two weirs within project, which would help improve flood protection. The ZC members supported the project unanimously and commended the Applicant s outreach efforts with the residents. PUBLIC COMMENT SUMMARY: At the time of publication, Staff had received 233 contacts from the public regarding this project. Forty-two Courtesy Notices were returned in support of the project, and three were returned in opposition to it. Four callers voiced opposition citing concerns over the impact of traffic and two individuals expressed concerns that the proposed conversion was a violation of the restrictive covenant put in place in 1975 (Exhibit G). Staff followed up with the Agent on this subject and was informed that through their meetings with the community, there was a vote in favor of amending the Restrictive Covenant (ORB 2390, Pg. 898) to remove the restriction on modifying the Golf Course. There were several calls seeking additional information only but the majority of contacts have been in favor of the modification. In addition, Staff has received three letters in support of the project, from Arthur Schultz, president of Huntington Towers Association, representing 168 homeowners in support of the application (Exhibit H), from the law firm representing Oriole Village Center, Inc. (Exhibit I), and from Jeffrey Schultz, president of Oriole Village Center (Exhibit J), confirming the support of the 12 community associations that comprise the PUD. Oriole Village Center is the master association of the overall development. PROJECT HISTORY: Application No. Request Resolution Approval Date No Control An Official Zoning Map R-3-W-70 May 15, 1970 Number Amendment Modifying the District Boundaries A Special Exception to allow a R June 28, 1981 Planned Unit Development An Official Zoning Map R July 23, 1981 Amendment to allow a rezoning from CG-General Commercial District to RH-Residential Multiple Family District (High Density) A Special Exception to amend the R July 23, 1981 boundaries of the Master Plan for the Villages of Oriole PUD previously approved under Zoning Petition No A Special Exception to amend the R July 23, 1981 boundaries and Site Plan for the Villages of Oriole PCD previously approved under Zoning Petition No (A) Special Exception to amend the R February 24, 1983 Site Plan for Section II, Area G Villages or Oriole PUD, previously approved under Zoning Petition No Development Order Amendment to reconfigure the Site Plan and to add square footage R May 22, 2008 On May 15, 1970, the BCC approved a rezoning of a large area of land from Agricultural District (A-1) to Multiple Family Dwelling District (R-2) through Resolution R-3-W-70. The land area described in BCC August 24, 2017 Page 190

3 the legal description included all of what became the Villages of Oriole PUD, of the northern half of what became Villages of Oriole Plaza (Control No ) and properties to the east of the Villages PUD boundary. The PUD was originally approved at the June 28, 1973 BCC Hearing subject to two conditions of approval through Resolution R The Master Plan at the time was approved for 4,334 dwelling units on acres of land, 2% Civic, 0.6% Medical, and 20% was approved for Open Space, a Golf Course, water tracts and recreation areas. Following that approval, the development underwent a series of revisions to the master plan, approved densities, removal of the medical area and boundary revisions for both the individual Pods and the overall PUD. The original approval included portions of what became Oriole Plaza, a Planned Commercial Development (PCD) approved under a separate petition (Resolution R ). The Master Plan for Villages of Oriole PUD never included a Commercial Pod within its boundaries. On the Master Plan, what is labeled as a Village equates to what the current ULDC refers to as Pods. To summarize the effects of the DOAs on the PUD Master Plan, R added land area, and R , deleted land area from the PUD that was added to the PCD. The land area added by Resolution R was rezoned from the General Commercial (CG) Zoning District to the RH Zoning District through R Resolution R amended the Site Plan for Village G subject to conditions of approval but according to the legal description, the affected area was not impacted by that Resolution. As alluded to, the Master Plan underwent several revisions to the BCC approved density. Originally approved at 9.7 dwelling units per acre (du/ac) in 1973, by 1987 it had been administratively revised down to 8.33 du/ac with 3,742 units approved. The proposed amendment will increase the gross density of the PUD to 9.51 du/ac. The most recent BCC approval was R for a DOA to reconfigure the Site Plan and add square footage for the building in the Civic Pod subject to conditions of approval, some of which are to be modified through this application. SURROUNDING LAND USES: NORTH: FLU Designation: Institutional and Public Facilities (INST) Zoning District: Public Ownership District (PO) Supporting: Institutional Public Civic(Hagen Ranch Road Branch Library, Control No ) FLU Designation: Low Residential, 1 unit per acre (LR-1) Zoning District: Agricultural Residential District (AR) Supporting: Residential SOUTH: FLU Designation: High Residential, 18 units per acre (HR-18) Zoning District: Multi-Family Residential (High Density) District (RH) Supporting: Residential (Kings Point PUD/74-105, Control Nos and ) FLU Designation: Commercial High, with an underlying MR-5 (CH/5) Zoning District: General Commercial District (CG) Supporting: Commercial (Oriole Plaza, Control No ) FLU Designation: Commercial High, with an underlying HR-8 (CH/8) Zoning District: General Commercial District (CG) Supporting: Commercial (Kings Point Plaza, Control No ) FLU Designation: Medium Residential, 5 units per acre (MR-5) Zoning District: Residential Planned Unit Development District (PUD) Supporting: Residential (Upjohn PUD, Control No ) EAST: FLU Designation: Commercial Low, with an underlying MR-5 (CL/5) Zoning District: Community Commercial District (CC) Supporting: Commercial (Bank Atlantic, Control No ) BCC August 24, 2017 Page 191

4 FLU Designation: Medium Residential, 5 units per acre (MR-5) Zoning District: Multi-Family Residential (High Density) District (RH) Supporting: Residential WEST: FLU Designation: Medium Residential, 5 units per acre (MR-5) Zoning District: Residential Planned Unit Development District (PUD) Supporting: Residential (Villagio Isles PUD, Control No ) FLU Designation: Medium Residential, 5 units per acre (MR-5) Zoning District: Single-Family Residential District (RS) Supporting: Residential (Garden Villas PUD, Control No ) o Surrounding Uses of the Affected Area Seven Pods within Villages of Oriole PUD are directly adjacent to the golf course, comprising of 3,060 units. The units directly adjacent to the proposed conversion comprise of a mix of two to eight story multifamily buildings ranging from 34.5 ft. to 77.8 ft. in height. o Modification to Reduce or to Reconfigure Existing Golf Course Pursuant to Art.3.E.1.E.3 of the ULDC, any request for modifications to reduce the acreage or reconfigure the boundaries of a golf course previously approved on the Master Plan shall meet 3 criteria: Notice to Homeowners; Reduction of Open Space or Recreation; and Visual Impact Analysis Standards. In , the BCC directed the Zoning Division Staff to prepare code amendments addressing golf course conversions. This code amendment (Ordinance ) addressed concerns related to the conversion of golf courses within the PUDs into residential uses. Before the 2006 code was adopted, the BCC required by policy that any Applicant requesting a golf course conversion satisfy the aforementioned criteria as part of the submittal requirements. Staff has determined the Applicant has satisfied the above submittal requirements: Notice to Homeowners: Prior to submission of the application, the Applicant sent a notice (Exhibit F) to all residents of the PUD via certified mail/return receipt. Three signs were posted throughout the community around the affected area on March 14, In addition, the Applicant held 18 meetings with the various associations of the PUD throughout the design development phase of the project. According to the Applicant, there were numerous phone calls and other small group meetings and they responded to over 400 inquiries through their website. When asked to provide Staff meeting minutes of the Association meetings, the Agent for the Applicant replied as stated in the Justification Statement (Exhibit E), the Applicant coordinated and/or participated in a significant number of meetings with the various associations within the Villages of Oriole. To the best of the Applicant's knowledge, minutes were not prepared and/or published for these meetings. However, according to the Applicant, 95% of the residents voted in favor of the Golf Course conversion request. The meeting dates with each section of the residents are summarized as follows: TABLE 2: LARGE MEETINGS WITH RESIDENTS Date Meeting / Action 8/20/2016 Intro memo and presentation notice sent Community wide meeting at clubhouse/also live streamed on 9/14/2016 internet Community wide meeting at clubhouse/also live streamed on 9/15/2016 internet 10/31/2016 Oriole Villages Center (OVC) Board Meeting 11/15/2016 Deauville Village & Evergreen I BCC August 24, 2017 Page 192

5 11/16/2016 International Club at Villages of Oriole / Evergreen II 11/17/2016 Huntington Lakes Section Four 11/21/2016 Bonaire Village 11/22/2016 Camelot Village 11/29/2016 Huntington Lakes Section One 11/29/2016 Huntington Towers 11/29/2016 Abbey Village 12/5/2016 Huntington Lakes Section Five 12/5/2016 Huntington Lakes Section Three 12/6/2016 Huntington Lakes Section Two 1/27/2017 Q&A desk set up at community clubhouses - Start 2/26/2017 Q&A desk set up at community clubhouses - Finish 2/7/2017 Community vote Reduction of Open Space or Recreation: At the time of the PUD s original approval, the Code required a minimum 35% of the total acreage be allocated to open space. For PUDs where the major recreation facility is centrally located with less than 30% of the dwelling units abutting it, only half of the area containing the facility was allowed to count toward that requirement. Out of the 35% open space required, 35% was provided as shown on the table below. OPEN SPACE DATA: PUD MASTER PLAN ( ) 35% Open Space Required Percent Area in Acres ½ Golf Course 9% 40.5 Water Bodies 6% 26.5 Recreation Areas 20% 89.9 Total 35% The approved 1987 Final Master Plan, indicates the following as the approved open space: OPEN SPACE DATA: PUD MASTER PLAN ( ) 35% Open Space Required Percent Area in Acres ½ Golf Course 8.13% Water Bodies (not including Pod G) 6.35% Recreation 5.8% Water Bodies in Pod G 3.30% Open Space 20.52% Total 44.10% In 2003, the ULDC was amended (Ordinance ) to require a minimum 40% open space of the gross land area of a PUD. Pursuant to Art.1.I.2.O.13, Open Space is land reserved or shown on an approved plan, such as but not limited to: easements, preservation, conservation, wetlands, well site dedicated to PBCWUD, recreation, greenway, landscaping, landscape buffer, and water management tracts. Table 3.E.2.C, PUD Land Use Mix Notes BCC August 24, 2017 Page 193

6 states, Calculation of open space may include recreation pods, civic pod and open space areas within residential. The Code further states, in Article 1.E that any development approved prior to this requirement would be vested for the open space clearly shown on a development permit. With a modification to the Master Plan to convert the Golf Course to residential, the Applicant must show that the conversion does not bring the site below what was required and that the affected area meets the minimum requirements for open space. To that end, the proposed plan indicates the following for the overall PUD outside of the affected area: OPEN SPACE DATA: PRELIMINARY MASTER PLAN (NON-AFFECTED AREA) ( ) 35% Open Space Required for vested area Percent Area in Acres Water Bodies in Pod G 3.3% Water Bodies (not including Pod G) 1.4% 6.16 Open Space (includes recreation 36.5% areas in Pods A-H) Total 41.2% For the Villages of Oriole PUD, today s Code would require a minimum acres of open space. The open space breakdown of the overall PUD including the affected area indicates that the minimum requirement has been met as follows: OPEN SPACE DATA: PRELIMINARY MASTER PLAN OVERALL PUD ( ) Open Space Breakdown Percent Area in Acres Water Bodies in Pod G 3.3% Water Bodies (not including Pod G) 11.7% Open Space (includes all 39.8% Recreation Pods/Areas) Total 54.8% The Master Plan currently provides (41.2%) acres of open space, not including the acres that comprise the Golf Course, Country Club and lake tracts. The PMP indicates that, in the affected area, the open space requirement is 40% (43.02 acres), and 56.7% (61.02 acres) is provided. The proposed conversion will not result in a reduction of open space. As proposed, the open space provided for the overall PUD exceeds the requirement of this Code. There was not a minimum requirement for recreation space in a PUD in 1973 when the PUD was first approved. At Staff s direction, the Applicant calculated the provided recreation area of the non-affected area and showed that there is approximately acres of recreation area. This exceeds what current Code would require at acres of recreation space per dwelling unit, or acres of recreation area for the existing number of dwelling units. Within the affected area, the Code requires a minimum of 3.1 acres and the Applicant has proposed 3.2 acres of recreation area. The table below, from the Justification Statement, shows the breakdown the of recreation space outside the affected area. VILLAGE/POD LABEL NON-AFFECTED AREA EXISTING RECREATION VILLAGE/POD NAME ACRES A ABBEY VILLAGE 2.5 B BONAIRE VILLAGE 2.52 C CAMELOT VILLAGE 2.48 SOURCE OF ACREAGE INFORMATION From plat recorded in PB 56/PG & from PAPA for PCN From plat recorded in PB 30/PG From approved site plan (exhibit no. 63, control no ) & from PAPA for PCN BCC August 24, 2017 Page 194

7 D DEAUVILLE VILLAGE 1.8 E INTERNATIONAL CLUB AT VILLAGES OF ORIOLE / EVERGREEN II 0.32 From manual measurements on aerial From plat recorded in PB 47/PG F HUNTINGTON TOWERS 0.64 From plat recorded in PB 59/PG HUNTINGTON LAKES SECTION From manual measurements on 0.69 ONE aerial HUNTINGTON LAKES SECTION From PAPA for PCN TWO G HUNTINGTON LAKES SECTION From manual measurements on 0.37 THREE aerial HUNTINGTON LAKES SECTION From manual measurements on 1.48 FOUR aerial HUNTINGTON LAKES SECTION From plat recorded in PB 56/PG FIVE RECREATION AREA From approved site plan (exhibit no. 73, control no ) H EVERGREEN I 0.24 From plat recorded in PB 45/PG 66 TOTAL Visual Impact Analysis Standards: The purpose of the Visual Impact Analysis (VIA) is to assess the compatibility and impact of the proposed reconfiguration of the golf course on adjacent properties. The Agent for the Applicant submitted the VIA (Figures 8-14) which included an aerial photograph showing adjacent structures/buildings located within a 1,000- foot radius of all property lines of the proposed site. In addition, the aerial shows the proposed residential layouts superimposed over the south golf course. BCC August 24, 2017 Page 195

8 VISUAL IMPACT ANALYSIS AERIAL Building 26 Building 41 A set of line of sight illustrations (See cross-sections from submitted VIA) were also prepared to depict how the proposed development would integrate into the existing development with distances between the existing and the proposed homes ft. +/- 240 ft. open space Northern segment of Section C Not to Scale BCC August 24, 2017 Page 196

9 77.8 ft ft. open space Eastern segment of Section D Not to Scale 34.5 ft ft. open space Northern segment of Section H Not to Scale FINDINGS: Staff utilized the Applicant s VIA to assess whether there are any compatibility issues or negative impacts generated from this request on adjacent properties and found that, in most cases there is over 250 ft. of open space between the existing buildings surrounding the golf course, and the proposed development. The existing buildings range in height from four to eight stories tall and the PMP indicates that the proposed buildings will not exceed 35 ft. in height. Conditional Uses, Requested Uses and Development Order Amendments: When considering a Development Order application for a Conditional or Requested Use, or a Development Order Amendment, the BCC and ZC shall consider Standards 1 8 listed in Article 2.B.2.B. of the ULDC. The Standards and Staff Analyses are indicated below. A Conditional or Requested Use or Development Order Amendment that fails to meet any of these standards shall be deemed adverse to the public interest and shall not be approved. 1. Consistency with the Plan The proposed use or amendment is consistent with the purposes, goals, objectives and policies of the Plan, including standards for building and structural intensities and densities, and intensities of use. o Consistency with the Comprehensive Plan: The proposed use or amendment is consistent with the Goals, Objectives and Policies of the Comprehensive Plan, including densities and intensities of use. BCC August 24, 2017 Page 197

10 o Density & Workforce Housing (WHP) Program: The Applicant is requesting a total of 521 units on the subject acres, of which 2.5% or 13 units are required to be designated and deed restricted as Workforce Housing. Since the request is greater than 10 units, participation in the program will be mandatory. The Workforce Housing Program provides housing for qualified buyers with an income that is % of the Area Median Income (AMI). Currently, per the United States Department of Housing and Urban Development (HUD), Palm Beach County has an AMI of $67,900. The Applicant has chosen WHP Option 2, Limited Incentive, and is not requesting to utilize Maximum Density or WHP density bonus. The Applicant has not identified if the WHP units will be provided on site or another off site option is to be utilized. Per Article 5.G.1.F and G (page 71), the Applicant shall identify which option is being utilized and adhere to all of the requirements for that option prior to Final DRO approval. The request for a total of 521 units on the subject acres with the HR-12 land use designation was achieved as follows: Standard & WHP Bonus Density: 521 Standard units WHP units (2.5%) 0 Max (PUD) units 0 WHP units (8%) 0 WHP Bonus units 0 WHP units (17%) 521 units total or 13 required WHP (rounded down) o Workforce Housing (WHP) Program: The mandatory WHP program requires that a percentage of units be deed restricted for a specified term to be sold or rented. All designated WHP units will be offered to income-qualified households with incomes from 60 percent to 140 percent of area medium income (AMI). In Palm Beach County, the 2017 median income is $67,900 for a family of four (per HUD). The following are the current sales and rental prices per income category for 2017 in Palm Beach County. The income categories are the same for both programs. These homes cannot be sold or rented at a higher price, and any Utility Allowances are to be applied against gross maximum rent and the rental prices. WHP Sales Prices: The sales prices are based on US HUD annual median income figure. Based on the 2017 Median Family Income of $67,900, the following are the WHP for sale prices: WHP Income Category: WHP Income Ranges: 2016 Sales Prices Low (60-80% of AMI) $40,740 - $54,320 $142,590 Moderate-1 (>80-100% of AMI) >$54,320 - $67,900 $183,330 Moderate-2 (> % of AMI) >$67,900 - $81,480 $224,070 Middle (> % of AMI) >$81,480 - $95,060 $264,810 WHP Rental Prices: The WHP rents are based on the annual Florida Housing Finance Corporation (FHFC) Multi-Family Rental Figures, adjusted for number of bedrooms. The rental prices at 100% are determined by Planning Division Staff. Any Utility Allowances are applied against gross maximum rent. WHP Income Category: WHP Income Ranges: Low (60-80% of AMI) $40,740 - $54,320 Moderate-1 (>80-100% of AMI) >$54,320 $67,900 Moderate-2 (> % of AMI) >$67,900 - $81,480 Middle (> % of AMI) >$81,480 - $95,060 WHP Rental Prices: Income % 1 BR 2 BR 3 BR 4 BR 60% $ 810 $ 972 $1,122 $1,252 BCC August 24, 2017 Page 198

11 80% $1,080 $1,296 $1,496 $1,670 >80% $1,080 $1,296 $1,496 $1, % $1,350 $1,620 $1,870 $2,088 >100% $1,350 $1,620 $1,870 $2, % $1,620 $1,944 $2,244 $2,505 >120% $1,620 $1,944 $2,244 $2, % $1,890 $2,268 $2,618 $2,922 o Special Overlay District/ Neighborhood Plan/Planning Study Area: The site is not located within any neighborhood plans, overlays or plan study areas as identified in the Comprehensive Plan. 2. Consistency with the Code - The proposed use or amendment complies with all applicable standards and provisions of this Code for use, layout, function, and general development characteristics. The proposed use also complies with all applicable portions of Article 4.B, SUPPLEMENTARY USE STANDARDS. Staff has determined that the request is in compliance with Standard 2 based on the following analysis. The proposed amendment is required to comply with all applicable standards of this Code. Specifically, as it relates to PUDs, the Applicant is required to demonstrate compliance with Article 3.E. Planned Development Districts (PDD), and Article 3.E.2 Planned Unit Development, in addition to Article 4.B Supplementary Use Standards. Staff has determined that the request complies with these Standards. The proposed housing types ZLL, Townhouse and Multifamily units, are consistent with the character of the existing residential pods. The Applicant is proposing amenities such as focal points, lake management tracks, and a pedestrian trail surrounding the lakes that will be accessible to all residents of the PUD. In addition, neighborhood parks, decorative lighting and paving, a fountain, benches, interspersed WFH, and the preservation or relocation of native vegetation are proposed consistent with the Objectives and Standards of both PDD and PUD. The following analysis explains how the proposed amendment is in compliance with the applicable provisions of Standard 2 under headings of: Planned Development District Purpose and Intent Objectives and Standards for PDD and PUD Layout, Function, General Development Characteristics and Exemplary Design Street Layout and Access o Planned Development District - Purpose and Intent This PUD is located within the Urban/Suburban Tier. Pursuant to Objective 1.2 Urban/Suburban Tier Urban Service Area of the Comprehensive Plan, the County s objective for this Tier is to accommodate approximately 90% of its existing and projected population. By adding residential units to this abandoned golf course, the Applicant has complied with the purpose and intent of a PDD. PDD projects are encouraged to promote the provision of an enhancement of the built environment, varied housing choices, and infill development and redevelopment. o Objective and Standards for PDD and PUD The closed golf course has served as passive green space and spatial separation between units for several years. Although there will be an impact on the adjacent properties with the loss of the open space, the Applicant has made several important modifications that are essential to mitigating the impact on the adjacent properties. These proposed modifications include: reconfiguring and enlarging the lake management tracts to surround the new Pods, compliance with all the Landscape Conditions of Approval, and limiting the building heights to three stories to help address visual impact. The Plans demonstrate all of the required Performance Standards for a PDD have been met. In addition, exemplary design features are being proposed as follows: BCC August 24, 2017 Page 199

12 Focal Points: Article 3.E.2.B.2.b requires focal points to be provided at the terminus of 15% of streets in a project. The proposed plan indicates six, or 43%, of the 14 roadways end with a focal point. Proximity to Other Uses: The density of each new residential pod exceeds five dwelling units per acre and as such, each pods must be located within 1,320 ft. of a neighborhood park. The proposed plan complies with this standard in that each pod will have a neighborhood park and all pods are less than 1,320 ft. of the proposed Recreation Pod. Neighborhood Park: A neighborhood park is proposed in each of the new pods. The three new parks will feature passive recreational uses. The neighborhood parks are not included in the minimum recreation requirements. Fountains: A minimum of one fountain is required in the main or largest lake or water body. On PMP-1, a fountain is proposed in Lake Tract #5, which is the second largest lake, but it fronts, and the fountain will be visible from the main spine road, South Oriole Boulevard. Decorative Paving and Street Lighting: PMP-2 shows that both entrances of the development will feature decorative paving patterns and decorative street lighting. Benches: According to the Applicant, benches will be provided in the open space areas along the internal sidewalk system within the neighborhood parks in accordance with this provision. Interspersed Housing: The Applicant proposes to cluster WFH units within the Multifamily Pod. Pedestrian Circulation System: The Applicant is proposing a continuous sidewalk system throughout the development and a walking trail around the affected area. o Layout, Function, General Development Characteristics and Exemplary Design: The former Golf Course is centrally located in the PUD. Five of the eight existing Residential Pods have units that directly abut the Golf Course s boundary. There are several four- and eight-story buildings in Pods A, B, D, F, and G with views oriented directly at the Golf Course. Despite it being closed since 2014, Golf Course has served as a passive open space but the Clubhouse and Tennis Club show signs of decay that comes with lack of use and upkeep. The conversion of the Golf Course will eliminate green space and impact views of those immediately surrounding it. The increase in traffic will impact the overall development. However, an effort was made to minimize negative impacts such as these through Landscape Conditions of Approval (See Landscape General Conditions 1 and 2). North and South Oriole Boulevard serve all of the Pods internally. North Oriole Boulevard is gated and serves all of Pod G, Huntington Lakes. The rest of the Pods front or have access onto South Oriole Boulevard, a collector that connects directly to Jog Road, to Hagan Ranch Road via Gateway Road and, West Atlantic Boulevard via Cumberland Drive. The Golf Course currently has one access point at Cumberland Drive. This location will serve as the main gate with controlled access, and the Applicant has proposed a second gated, residentonly, entrance at Gateway Road. Although Subdivision or Site Plans were not submitted as part of this Application, the Street Layout Plan (PRP-1) and the VIA-1 indicate that the buildings in the ZLL and Townhouse Pods were oriented to maximize views to adjacent open space. As explained in other parts of this report, the proposed plan demonstrates exemplary design standards by exceeding the minimum requirements for focal points, open space and recreation space and by reconfiguring and increasing the size of the lake tracts to create an open space amenity for the residences immediately impacted by the new development. In order to address exemplary standards, Staff recommends Landscape Condition No. 1. It requires that all specimen palms, including Royal Palms, Date Palms or Bismark Palms, specified to be planted along the main entrance at Cumberland Drive, be installed at a minimum height of 16 ft. clear trunk or gray wood, or 12 to 18 ft. staggered heights if they are in clusters. BCC August 24, 2017 Page 200

13 o Street Layout and Access Cul-de-sac: The Preliminary Regulating Plan (PRP) shows the three new Residential Pods connected with a continuous internal road network. In accordance with Article 3.E.1.C.2.a.5), four, or 28.6%, of the 14 internal roads of the affected area terminate in a culde-sac or dead-end out of the 40% allowable. Access and Circulation: The Pods are accessed from two gated entrances on Cumberland Drive and from Gateway Drive. Once through the gate, the network is continuous and is in keeping with the existing Pods circulation. They are all connected to Oriole Boulevard as the main spine road throughout the PUD. However, the pedestrian and nonvehicular circulation via sidewalks is accessible to all residents of the PUD. The PMP indicates a 5-ft pedestrian trail along the perimeter of the lake tracts, through dedicated open spaces and the proposed Recreation Pod. There are no perimeter walls or fences to prevent shared access to the amenity. The layout of this Master Planned Community currently has residential units surrounding the former golf courses and its associated water tracts and golf cart paths. Each Pod has its own dedicated recreation areas and is served by vehicular, bicycle and pedestrian paths along Oriole Boulevard. Even though the golf course is closed, the golf cart paths serve as an internal linkage for residents walking or riding bikes. The applicant s proposed conversion has taken that into consideration and incorporated a pathway to provide an amenity to the entire community, while also facilitating interconnectivity and a pedestrian circulation. 3. Compatibility with Surrounding Uses The proposed use or amendment is compatible and generally consistent with the uses and character of the land surrounding and in the vicinity of the land proposed for development. The uses proposed are generally consistent with the existing developments and compatible with the character. The development is proposed as an age-restricted community, which is consistent with all of the existing Pods. To mitigate views and create separation, lake tracts and open space surround the affected area. In these ways, the proposed amendment is in compliance with Standard 3. Surrounding the affected area are multifamily units that are one to six stories taller than the ones proposed. In Section III of Pod G directly to the north, Building 26 (See VIA Aerial above), 34.5-ft building, has a 25-ft. setback from the Pod boundary line. By today s Code, the rear setback for a Multifamily building is 15 ft. In Section V of Pod G, Building 41 has a 40-ft side setback, which complies with 1981 ULDC requirements. It is an eight-story building but as shown on Section C above, it has approximately 240 ft. of open space behind it. The Code allows for a Multifamily building in a PDD to exceed 35 ft. in height provided there is one additional foot of setback provided for every additional foot in height. Article 3.D.1.D.4 also permits for the rear and side setbacks to be reduced by 25 percent for buildings along a property line adjacent to a minimum 50 ft. wide dedicated open space. This is important in considering the Application because the conversion cannot create a non-conformity. In the case of Building 41, for an eight-story building at approximately 77.8 ft. in height, the required building setback would be 53 ft. (15 ft. plus 38 ft. for the additional height). Assuming a 25 percent reduction in the required setback, the building would be permitted a ft. setback because it meets the requirement of Article 3.D.1.D.4. The proposed amendment will not cause any non-conformities for the existing buildings. Where existing buildings abut the Golf Course, landscape buffers were intentionally not indicated on the individual Pod site plans in order to maintain the views to this amenity. There are Type 2 Incompatibility buffers on the east and west of the Multifamily Pod where it abuts the ZLL and Townhouse Pods that will serve to break up the views into the development. o Age Restriction: The review and Traffic Study are based on an age 55 and over community. Therefore, Staff recommends Use Limitations Condition 2 to restrict the community to this age group. School Board Condition 1 requires a Restrictive Covenant prohibiting children less than 19 years of age from residing in the community. BCC August 24, 2017 Page 201

14 4. Design Minimizes Adverse Impact The design of the proposed use minimizes adverse effects, including visual impact and intensity of the proposed use on adjacent lands. The proposed development addressed potentially adverse impacts created by the loss of the golf course on the existing residents by making the open spaces and specifically the pedestrian paths open to all residents of the PUD. The Applicant is proposing two and three story buildings with maximum height being 35 ft. that will have a lower visual impact when compared to the taller buildings that immediately surround it. In addition, the lake tracts have been enlarged and reconfigured to surround the new Pods that serve to lessen adverse impacts as well as enhance an amenity for the existing residents. The VIA shows in most instances a distance of over 250 ft. between the existing building and those proposed. Within that span are water bodies, paths and landscape buffers. 5. Design Minimizes Environmental Impact The proposed use and design minimizes environmental impacts, including, but not limited to, water, air, storm water management, wildlife, vegetation, wetlands and the natural functioning of the environment. ENVIRONMENTAL RESOURCE MANAGEMENT COMMENTS: VEGETATION PROTECTION: The property is an existing golf course. WELLFIELD PROTECTION ZONE: The property is not located with Wellfield Protection Zone. CONTAMINATION ISSUES: Due to the preexisting use of regulated substances on the site, a Phase II Environmental Audit shall be submitted to the Department of Environmental Resources Management prior to site plan approval. IRRIGATION CONSERVATION CONCERNS AND SURFACE WATER: All new installations of automatic irrigation systems shall be equipped with a water sensing device that will automatically discontinue irrigation during periods of rainfall pursuant to the Water and Irrigation Conservation Ordinance No Any non stormwater discharge or the maintenance or use of a connection that results in a non stormwater discharge to the stormwater system is prohibited pursuant to Palm Beach County Stormwater Pollution Prevention Ordinance No ENVIRONMENTAL IMPACTS: There are no significant environmental issues associated with this petition beyond compliance with ULDC requirements. 6. Development Patterns The proposed use or amendment will result in a logical, orderly and timely development pattern. The Villages is an age-restricted community wherein the last Residential Pod was completed in the mid 1980 s. Since then, the only other major amendment has been to the Civic Pod as referenced above. The Golf Course closed in 2014 because of lack of play. In fact, overall, according to the Justification Statement and data from the National Golf Foundation, participation in the sport has declined to a point where many golf courses have closed and subsequently converted to another use. In the case of the Villages, converting it to residential use (also age-restricted) is logical and timely considering the decline in golf course use. Also, because the PUD already meets its requirement for the other required land uses, only a limited amount (1%) of Commercial is permitted, the conversion to residential will result in a logical, orderly and timely development pattern. 7. Adequate Public Facilities The extent to which the proposed use complies with Art. 2. F, Concurrency. ENGINEERING COMMENTS: TRAFFIC IMPACTS Build-out of the project is expected to be December 31, The conversion of the existing golf course to age-restricted residential development is expected to generate 1,310 net daily, 79 net AM peak hour, and 88 net PM peak hour trips. The overall new development is expected to generate 28,291 net daily, 1,083 net AM peak, and 1,346 net PM peak hour trips. BCC August 24, 2017 Page 202

15 To meet the adopted Level of Service Standards, the project needs to widen Atlantic Ave from Florida Turnpike to Jog Rd from 4 lanes divided to 6 lanes divided, as well as adding a 3rd westbound through lane on Atlantic Ave at Jog Rd, east of the intersection. The Property Owner will have to make a proportionate share payment of $467, for these improvements, which is just 2.59% of the total cost of those improvements (estimated to be $18,032,300), to meet the Palm Beach County Traffic Performance Standards. ADJACENT ROADWAY LEVEL OF SERVICE (PM PEAK) Traffic volumes are in vehicles per hour Segment: Atlantic Ave from Hagen Ranch Rd to Jog Rd Existing count: Eastbound=1,480, Westbound=1,287 Background growth: Eastbound=327, Westbound=302 Project Trips: Eastbound=17, Westbound=20 Total Traffic: Eastbound=1,909, Westbound=1,769 Present laneage: 2 in each direction Assured laneage: 2 in each direction LOS D capacity: 1,770 per direction Projected level of service: Eastbound= Worse than LOS D, Westbound= LOS D or better The following information is also being provided for AM peak for this segment, since AM peak hour is the worse of the two peak hours: Segment: Atlantic Ave from Hagen Ranch Rd to Jog Rd Existing count: Eastbound=1,975, Westbound=1,132 Background growth: Eastbound=470, Westbound=377 Project Trips: Eastbound=12, Westbound=10 Total Traffic: Eastbound=2,457, Westbound=1,519 Present laneage: 2 in each direction Assured laneage: 2 in each direction LOS D capacity: 1,770 per direction Projected level of service: Eastbound= Worse than LOS D, Westbound= LOS D or better ADJACENT ROADWAY LEVEL OF SERVICE (PM PEAK) Segment: Hagen Ranch Rd from Atlantic Ave to Lake Ida Rd Existing count: Northbound=761, Southbound=676 Background growth: Northbound=327, Southbound=302 Project Trips: Northbound=9, Southbound=6 Total Traffic: Northbound=1,097, Southbound=984 Present laneage: 2 in each direction Assured laneage: 2 in each direction LOS D capacity: 1,960 per direction Projected level of service: LOS D or better in each direction The Property Owner shall take in any required storm drainage runoff from Hagen Ranch Road, Jog Road and Atlantic Avenue. Also, the Property Owner shall submit a drainage study that identifies historical flows that currently enter the site prior to the Final Site Plan approved by the DRO. The Property Owner shall configure the property into legal lots of record prior to the issuance of building permits. The Property Owner shall obtain an onsite drainage review from Land Development prior to the issuance of the building permit related to the rec area. PALM BEACH COUNTY HEALTH DEPARTMENT: This project meets all Department of Health requirements SCHOOL IMPACTS: In accordance with the adopted Coordinated Planning Interlocal Agreement, a School Capacity Availability Determination (SCAD) for 521 residential units (104 single-family, 217 multi-family, 200 apartment) had been approved on March 29, 2017 (SCAD Case # D). The subject property is located within Planning Area 17 (SAC 277 & 284). BCC August 24, 2017 Page 203

16 The proposed development will be age-restricted, therefore, school bus shelters will not be required. PARKS AND RECREATION: The project proposes 521 dwelling units requiring 3.1 acres of onsite recreation, the plan shows 3.2 acres of onsite recreation, therefore the recreation requirement is satisfied. 8. Changed Conditions or Circumstances There are demonstrated changed conditions or circumstances that necessitate a modification. The justification statement cites the need for change because the golf course has been closed since 2014 because of a lack of users and the Property Owner is selling the land as a demonstrated change necessitating a modification. It is Staff s opinion that this alone does not justify this type of conversion. However, as evidenced by the support garnered in the Applicant s effort to work with the Villages of Oriole master association and the individual condominium associations to develop a plan that in the end resulted in over 95% resident support, it is evident that the existing residents may feel more secure in this modification. CONCLUSION: Staff has evaluated the standards listed under Article 2.B.2.B 1-8 and determined that there is a balance between the need for change and the potential impacts generated by this change. Therefore, Staff is recommending approval of the DOA request. Staff has also determined that any of the potential impact and incompatibility issues will be adequately addressed subject to the recommended Conditions of Approval as indicated in Exhibit C. BCC August 24, 2017 Page 204

17 CONDITIONS OF APPROVAL Exhibit C Development Order Amendment ALL PETITIONS 1. Previous ALL PETITIONS Condition 1 of Resolution R , Control No , which currently states: All previous conditions of approval applicable to the subject property, as contained in Resolution Nos. R and R , Control No , have been consolidated as contained herein. The property owner shall comply with all previous conditions of approval and deadlines previously established by Article 2.E of the Unified Land Development Code (ULDC) and the Board of County Commissioners or Zoning Commission, unless expressly modified. Is hereby amended to read: All previous Conditions of Approval applicable to the subject property, as contained in Resolution R (), have been consolidated as contained herein. The Property Owner shall comply with all previous Conditions of Approval and deadlines previously established by Article 2.E of the Unified Land Development Code and the Board of County Commissioners or Zoning Commission, unless expressly modified. (ONGOING: MONITORING - Zoning) 2. Previous ALL PETITIONS Condition 2 of Resolution R , Control No , which currently states: Development of the site is limited to the uses approved by the Board of County Commissioners. The approved Preliminary Plan is dated March 17, All modifications must be approved by the Board of County Commissioners or Zoning Commission unless the proposed changes are required to meet conditions of approval or are in accordance with the ULDC. (ONGOING: ZONING - Zoning) Is hereby amended to read: Development of the site is limited to the uses approved by the Board of County Commissioners. The approved Preliminary Master and Regulating Plans are dated June 15, All modifications must be approved by the Board of County Commissioners or Zoning Commission unless the proposed changes are required to meet conditions of approval or are in accordance with the ULDC. (ONGOING: ZONING - Zoning) ARCHITECTURAL REVIEW-PLACE OF WORSHIP AND ASSEMBLY, NON-PROFIT INSTITIONAL 1. At time of submittal for final Development Review Officer (DRO) approval, the architectural elevations for Building B shall be submitted simultaneously with the site plan for final architectural review and approval. Elevations shall be designed to be consistent with Article 5.C of the ULDC. Development shall be consistent with the approved architectural elevations, the DRO approved site plan, all applicable conditions of approval, and all ULDC requirements. (DRO: ARCH REVIEW - Zoning) (DRO: ARCHITECTURAL REVIEW - Zoning) (Previous ARCHITECTURAL REVIEW Condition 1 of Resolution R , Control No ) ENGINEERING 1. Required turning lanes shall be constructed by the developer prior to issuance of building permits; (ONGOING: ENGINEERING - Engineering) [Note: COMPLETED] (Previous ENGINEERING Condition 1 of Resolution R , Control No ) 2. The developer shall install traffic lights at no cost to the county and prior to filling succeeding plats, when there is a necessity, as determined by the County Engineer, for signalization of the project entrance road and Jog Road intersection with Delray West Road. (ONGOING: ENGINEERING - Engineering) [Note: COMPLETED] (Previous ENGINEERING Condition 2 of Resolution R , Control No ) BCC August 24, 2017 Page 205

18 3. Previous ENGINEERING Condition 3 of Resolution R , Control No , which currently states: In order to comply with the mandatory Traffic Performance Standards, the Property owner shall be restricted to the following phasing schedule: a. No Building Permits for the site may be issued after May 22, A time extension for this condition may be approved by the County Engineer based upon an approved Traffic Study which complies with Mandatory Traffic Performance Standards in place at the time of the request. This extension request shall be made pursuant to the requirements of Article 2, Section E of the Unified Land Development Code. Is hereby amended to read: In order to comply with the mandatory Traffic Performance Standards, the Property owner shall be restricted to the following phasing schedule: a. No Building Permits for the site may be issued after December 31, A time extension for this condition may be approved by the County Engineer based upon an approved Traffic Study which complies with Mandatory Traffic Performance Standards in place at the time of the request. This extension request shall be made pursuant to the requirements of Art. 2.E of the Unified Land Development Code. (DATE: MONITORING - Engineering) 4. Landscape Within the Median of West Atlantic Avenue a. The Property Owner shall design, install and perpetually maintain the median landscaping within the median of all abutting right of way of West Atlantic Avenue. This landscaping and irrigation shall strictly conform to the specifications and standards for the County's Only Trees, Irrigation, and Sod (OTIS) program. Additional landscaping beyond OTIS requires Board of County Commissioners approval. Median landscaping installed by Property Owner shall be perpetually maintained by the Property Owner, his successors and assigns, without recourse to Palm Beach County, unless the Property Owner provides payment for maintenance as set forth in Paragraph D below. (ONGOING: ENGINEERING - Engineering) b. The necessary permit(s) for this landscaping and irrigation shall be applied for prior to the issuance of the first building permit. (BLDGPMT: MONITORING - Engineering) [Note: COMPLETED] c. All installation of the landscaping and irrigation shall be completed prior to the issuance of the first certificate of occupancy. (CO: MONITORING - Engineering) [Note: COMPLETED] d. At Property Owner's option, when and if the County is ready to install OTIS on the surrounding medians of this roadway adjacent to the Property Owner installed landscaping, payment for the maintenance may be provided to the County. The payment shall be in the amount and manner that complies with the schedule for such payments that exists on the date payment is made. Once payment has been provided, Palm Beach County shall assume the maintenance responsibility for the OTIS landscaping and irrigation that has been installed by the Property Owner. The Property Owner shall first be required to correct any deficiencies in the landscaping and irrigation. This option is not available to medians with additional landscaping beyond OTIS standards, unless those medians are first brought into conformance with OTIS standards by the Property Owner. (ONGOING: ENGINEERING - Engineering) e. Alternately, at the option of the Property Owner, and prior to the issuance of a Building Permit, the Property Owner may make a contribution to the County's Only Trees Irrigation and Sod, OTIS program, unincorporated thoroughfare beatification program. This payment, for the County's installation of landscaping and irrigation on qualifying thoroughfares shall be based on the project s front footage along West Atlantic Avenue. This payment shall be in the amount and manner that complies with the schedule for such payments as it currently exists or as it may from time to time be amended. (ONGOING: ENGINEERING - Engineering) (Previous ENGINEERING Condition 4 of Resolution R , Control No ) 5. Prior to issuance of a building permit the Property Owner shall provide a temporary roadway construction easement along West Atlantic Avenue to Palm Beach County. Construction by the Applicant within this easement shall conform to all Palm Beach County standards and codes. The Property Owner shall not record these required easements or related documents. After final acceptance of the location, legal sketches and dedication documents, Palm Beach County shall record all appropriate deeds and documents. (BLDGPMT: MONITORING - Engineering) [Note: BCC August 24, 2017 Page 206

19 COMPLETED] (Previous ENGINEERING Condition 5 of Resolution R , Control No ) 6. The Property Owner shall make the following Proportionate Share payments, based on the following schedule. Note that while this proportionate share payment is based on proportionate cost of a specific roadway improvement, the County, in its sole discretion may apply such payment to one or more mobility improvements to regionally significant transportation facilities. The proportionate share payment shall be adjusted at the time of payment by the escalator calculation set forth in a later condition. Any road impact fees paid by the Developer on this project prior to this proportionate share payment will be applied as a credit toward the proportionate share payment. The proportionate share payment is sufficient to accomplish one or more mobility improvements that will benefit a regionally significant transportation facility in the area. a. No Building Permits for more than 104 dwelling units shall be issued until the Property Owner makes a proportionate share payment in the amount of $93, (BLDGPMT: MONITORING - Engineering) b. No Building Permits for more than 217 dwelling units shall be issued until the Property Owner makes a proportionate share payment in the amount of $194, (BLDGPMT: MONITORING - Engineering) c. No Building Permits for more than 200 dwelling units shall be issued until the Property Owner makes a proportionate share payment in the amount of $179, (BLDGPMT: MONITORING - Engineering) 7. In recognition that construction prices may change over the life of the project, the proportionate share payments included in the above conditions shall be subject to the following escalator calculation: Adjusted Payment (when payment is being made) = Original Payment Amount x Cost Adjustment Factor Where, Original Payment Amount = Proportionate Share Payment amount specified in the Proportionate Share Agreement Cost Adjustment Factor = (Producer Price Index (PPI) for Commodities Code ID WPUIP (month of payment))/(producer Price Index (PPI) for Commodities Code ID WPUIP (month of Prop Share Execution)) The Bureau of Labor Statistics Producer Price Index (PPI) for Commodities (Series ID: WPUIP ), can be found at If at the time a Proportionate Share payment is due, the Commodities Code ID WPUIP is no longer used by the United States Bureau of Labor Statistics, the Adjusted Payment will be based on the Producer Price Index for non-residential commodities then in effect. In the event such an index is no longer in use, the Adjusted Payment will be based on the United States Bureau of Labor Statistics Consumer Price Index then in effect. (ONGOING: ENGINEERING - Engineering) 8. Prior to issuance of the first building permit, the Property Owner shall plat the subject property in accordance with provisions of Article 11 of the Unified Land Development Code. The platting of this property may be phased in accordance with a phasing plan acceptable to the Office of the County Engineer and approved by the Development Review Officer. A phase should not be larger than what would reasonably be expected to be completed within the time frame of the posted surety. (BLDGPMT: MONITORING - Engineering) 9. The Property Owner shall provide an acceptable drainage study identifying any historical drainage from offsite parcels, including proposed grading cross sections. The project's stormwater management system shall be designed to address any historical drainage. The Property Owner shall provide drainage easements, as required, to accommodate offsite drainage. a. Drainage study shall be provided the Land Development Division prior to final approval of the Subdivision Plan by the DRO. (DRO: ENGINEERING - Engineering) BCC August 24, 2017 Page 207

20 b. Any required drainage easements shall be dedicated in conjunction with any required lot combination or recorded prior to issuance of the first building permit, whichever shall occur first. (BLDGPMT/PLAT: MONITORING - Engineering) 10. Prior to the issuance of the first building permit, the Property Owner shall abandon or release, and relocate if necessary, any and all drainage easements shown in conflict with the existing or proposed structures. (BLDGPMT: MONITORING - Engineering) 11. Prior to issuance of the first building permit, the Property Owner shall provide to Palm Beach County sufficient public road drainage easement(s) through the project's internal drainage system, as required by and approved by the County Engineer, to provide legal positive outfall for runoff from those segments of: i.hagen Ranch Road ii: Jog Road Along the property frontage; and a maximum of an additional 800 feet of these adjacent roadway(s). The limits of this additional 800 feet of drainage shall be determined by the County Engineer. Said easements shall be no less than 20 feet in width. Portions of such system not included within roadways or waterways dedicated for drainage purposes will be specifically encumbered by said minimum 20 foot drainage easement from the point of origin, to the point of legal positive outfall. The drainage system within the project shall have sufficient water quality, water quantity and, when necessary, compensating storage capacity within this project's system as required by all permitting agencies, as well as conveyance capacity to meet the storm water discharge and treatment requirements of Palm Beach County, the applicable Drainage District, and the South Florida Water Management District, for the combined runoff from the project to accommodate the ultimate Thoroughfare Plan Road Section(s) of the included segment. Specifically, one through lane must be open during the 25-year, 3-day storm and the elevation for the 3-year, 1-day storm event shall provide sufficient freeboard to allow for efficient roadway drainage system design. If required and approved by the County Engineer, the Property Owner shall construct within the proposed drainage easements a minimum of 24 inch closed piping system and appropriate wingwall or other structures as required by and approved by the County Engineer. Elevation and location of the entire drainage system shall be approved by the County Engineer. Any and all excess fill material from excavation by Palm Beach County within said easements shall become the property of Palm Beach County which at its discretion may use this fill material. The Property Owner shall not record these required easements or related documents. After final acceptance of the location, legal sketches and dedication documents, Palm Beach County shall record all appropriate deeds and documents. (BLDGPMT: MONITORING - Engineering) 12. Prior to issuance of the first building permit, the Property Owner shall provide to Palm Beach County sufficient public road drainage easement(s) through the project's internal drainage system, as required by and approved by the County Engineer, to provide legal positive outfall for runoff from those segments of Atlantic Avenue along the property frontage; and a maximum of an additional 800 feet of these adjacent roadway(s). The limits of this additional 800 feet of drainage shall be determined by the County Engineer. Said easements shall be no less than 20 feet in width. Portions of such system not included within roadways or waterways dedicated for drainage purposes will be specifically encumbered by said minimum 20 foot drainage easement from the point of origin, to the point of legal positive outfall. The drainage system within the project shall have sufficient water quality, water quantity and, when necessary, compensating storage capacity within this project's system as required by all permitting agencies, as well as conveyance capacity to meet the storm water discharge and treatment requirements of Palm Beach County, the applicable Drainage District, and the South Florida Water Management District, for the combined runoff from the project to accommodate the ultimate Thoroughfare Plan Road Section(s) of the included segment. Specifically, one through lane must be open during the 25-year, 3-day storm and the elevation for the 3-year, 1- day storm event shall provide sufficient freeboard to allow for efficient roadway drainage system design. If required and approved by the County Engineer, the Property Owner shall construct within the proposed drainage easements a minimum of 24 inch closed piping system and appropriate wingwall or other structures as required by and approved by the County Engineer. Elevation and location of the entire drainage system shall be approved by the County Engineer. Any and all excess fill material from excavation by Palm Beach County within said easements shall become the property of Palm Beach County which at its discretion may use this fill material. The Property Owner shall not record these required easements or related documents. After final acceptance of the location, legal BCC August 24, 2017 Page 208

21 sketches and dedication documents, Palm Beach County shall record all appropriate deeds and documents. (BLDGPMT: MONITORING - Engineering) 13. The Property Owner shall fund the construction plans and the construction to lengthen the existing right turn lane east approach on Atlantic Avenue at Cumberland Drive. This turn lane shall be lengthened to a minimum 280 feet in length plus 50 foot paved taper or as approved by FDOT and the County Engineer. This construction shall be concurrent with the paving and drainage improvements for the site. Any and all costs associated with the construction shall be paid by the Property Owner. These costs shall include, but are not limited to, utility relocations and acquisition of any additional required right-of-way. a. Permits required for improvements identified above shall be obtained from the Florida Department of Transportation prior to the issuance of the first Building Permit. (BLDGPMT: MONITORING - Engineering) b. Construction shall be completed prior to the issuance of the first Certificate of Occupancy. (BLDGPMT/CO: MONITORING - Engineering) ENVIRONMENTAL 1. Prior to approval of the site plan by the Development Review officer, a Phase II Environmental Audit shall be submitted to the Department of Environmental Resources Management. Documentation from the Florida Department of Environmental Protection (FDEP) indicating the stage of the mitigation of the site may substitute for the Phase II Audit. (DRO: ENVIRONMENTAL RESOURCES MANAGEMENT - Environmental Resources Management) LANDSCAPE - GENERAL-AFFECTED AREA OF APPLICATION DOA All specimen palms, including Royal Palms, Date Palms or Bismark Palms, specified to be planted along the main entrance at Cumberland Drive, shall meet the following minimum standards at installation: a. palm heights: 14 feet clear trunk or gray wood; b. clusters: staggered heights 12 to eighteen 18 feet clear trunk or gray wood; and, c. credit may be given for existing or relocated palms provided they meet current Unified Land Development Code requirements. (BLDGPMT: ZONING - Zoning) LANDSCAPE - STANDARD-PLACE OF WORSHIP AND ASSEMBLY, NON-PROFIT INSTITIONAL 1. Prior to the issuance of a building permit, the Property Owner shall submit a Landscape Plan and/or an Alternative Landscape Plan to the Landscape Section for review and approval. The Plan(s) shall be prepared in compliance with all landscape related conditions of approval as contained herein. (BLDGPMT: ZONING - Zoning) [Note: COMPLETED] (Previous LANDSCAPE - STANDARD Condition 1 of Resolution R , Control No ) 2. All palms required to be planted on the property by this approval, shall meet the following minimum standards at installation: a. palm heights: twelve (12) feet clear trunk; b. clusters: staggered heights twelve (12) to eighteen (18) feet; and, c. credit may be given for existing or relocated palms provided they meet current ULDC requirements. (BLDG PERMIT: LANDSCAPE Zoning) (BLDGPMT: ZONING - Zoning) (Previous LANDSCAPE - STANDARD Condition 2 of Resolution R , Control No ) 3. A group of three (3) or more palms may not supersede the requirement for a canopy tree in that location, unless specified herein. (ONGOING: ZONING - Zoning) (Previous LANDSCAPE - STANDARD Condition 3 of Resolution R , Control No ) 4. Prior to the issuance of a Building Permit for the proposed Non profit Assembly Institution, the property owner shall replace all dead and missing plant materials on the entire subject property. (BLDG PERMIT: LANDSCAPE - Zoning (BLDGPMT: ZONING - Zoning) [Note: COMPLETED] (Previous LANDSCAPE - STANDARD Condition 4 of Resolution R , Control No ) BCC August 24, 2017 Page 209

22 LANDSCAPE - PRESERVATION OF VEGETATION-AFFECTED AREA OF APPLICATION DOA Prior to Final Approval by the Development Review Officer, the Property Owner shall: a. submit an application for a Vegetation Barricade Permit to the Building Division. The application shall be routed to the Zoning Division for coordinated review by Zoning, ERM and Building Divisions; b. include the approved DRO plan(s) with the approved Disposition Chart with the barricade permit application; c. complete the installation of all vegetation protection barricades and tagging; and, d. schedule inspections and receive a Pass status with Zoning Landscape Inspectors prior to any tree removal activity. (DRO: ZONING - Zoning) LAKE WORTH DRAINAGE DISTRICT 1. Prior to platting, the Owner must convey the proposed realigned L-33 Canal through an exclusive easement deed. LWDD will extinguish its interest in the existing easement per ORB 3008 PG 1175 at that time. (PLAT: ENGINEERING - Lake Worth Drainage District) PALM TRAN 1. The location of an easement for a Bus Stop Boarding and Alighting Area, subject to the approval of Palm Tran shall be shown on the Master Plan and/or site plan prior to final approval of the Development Review Officer (DRO). The purpose of this easement is for the future construction of mass transit infrastructure in a manner acceptable to Palm Tran. (DRO: PALM TRAN-Palm Tran) (DRO: DEVELOPMENT REVIEW OFFICER - Palm-Tran) (Previous PALM TRAN Condition 1 of Resolution R , Control No ) 2. Prior to issuance of the first Building Permit, the Property Owner shall convey and/or dedicate to Palm Beach County an easement for a Bus Stop Boarding and Alighting Area in a form with terms and conditions approved by Palm Tran. Supporting documentation, including but not not limited to a location sketch, legal description, affidavit of ownership, attorney title opinion and other related documents as deemed necessary by Palm Tran is required. [4/29/08] (BLDG PERMIT: MONITORING-PalmTran) (BLDGPMT: MONITORING - Palm-Tran) (Previous PALM TRAN Condition 2 of Resolution R , Control No ) PLANNED DEVELOPMENT 1. On or before August 24, 2018, the Property Owner shall submit an Annual Report to the Zoning and Traffic Divisions demonstrating compliance with the adult only community requirements as documented in the Restrictive Covenant. (DATE: MONITORING - Zoning) SCHOOL BOARD 1. The Property Owner shall provide a Declaration and Restrictive Covenant which prohibits children less than nineteen years of age from residing in the community no later than six (6) months after DRO Approval. This declaration shall be recorded in the public records for Palm Beach County in a form and manner acceptable to the School Board and the County Attorney. (DRO: COUNTY ATTORNEY - School Board) SIGNS-PLACE OF WORSHIP AND ASSEMBLY, NON-PROFIT INSTITIONAL 1. Freestanding signs fronting on West Atlantic Avenue shall be limited as follows: a. maximum sign height, measured from finished grade to highest point: five (5) feet; b. maximum sign face area per side: twenty-one (21) square feet; c. maximum number of signs (2); and, d. Style - monument style only. (BLDGPMT: BUILDING DIVISION - Zoning) (Previous SIGNS Condition 1 of Resolution R , Control No ) 2. No freestanding signs shall be permitted on Oriole Boulevard. (BLDG PERMIT: BLDG Zoning) (BLDGPMT: BUILDING DIVISION - Zoning) (Previous SIGNS Condition 2 of Resolution R , Control No ) SITE DESIGN BCC August 24, 2017 Page 210

23 1. Prior to Final Approval by the Development Review Officer, the Preliminary Master Plan shall be revised to show the Government Pod as a Civic Pod, relabel all of the Villages to Pods, and relabel the proposed pods sequentially with the overall PUD as I, J, and K. (DRO: ZONING - Zoning) 2. Prior to Final Approval by the Development Review Officer, the Preliminary Master Plan shall be revised so that the Tabular Data relates to the overall Planned Unit Development. (DRO: ZONING - Zoning) USE LIMITATIONS 1. Notice of existence of Antiquer's Aerodrome shall be included in all sales contracts for units in the eight story buildings. (ONGOING: MONITORING - Zoning) (Previous USE LIMITATIONS Condition 1 of Resolution R , Control No ) COMPLIANCE 1. In Granting this Approval, the Board of County Commissioners relied upon the oral and written representations of the Property Owner/Applicant both on the record and as part of the application process. Deviations from or violation of these representations shall cause the Approval to be presented to the Board of County Commissioners for review under the Compliance Condition of this Approval. (ONGOING: MONITORING - Zoning) 2. Failure to comply with any of the Conditions of Approval for the subject property at any time may result in: a. The Issuance of a Stop Work Order; the Issuance of a Cease and Desist Order; the Denial or Revocation of a Building Permit; the Denial or Revocation of a Certificate of Occupancy; the Denial of any other Permit, License or Approval to any developer, owner, lessee, or user of the subject property; the Revocation of any other permit, license or approval from any developer, owner, lessee, or user of the subject property; the Revocation of any concurrency; and/or b. The Revocation of the Official Map Amendment, Conditional Use, Requested Use, Development Order Amendment, and/or any other zoning approval; and/or c. A requirement of the development to conform with the standards of the Unified Land Development Code at the time of the finding of non-compliance, or the addition or modification of conditions reasonably related to the failure to comply with existing Conditions of Approval; and/or d. Referral to Code Enforcement; and/or e. Imposition of entitlement density or intensity. Staff may be directed by the Executive Director of PZ&B or the Code Enforcement Special Master to schedule a Status Report before the body which approved the Official Zoning Map Amendment, Conditional Use, Requested Use, Development Order Amendment, and/or other zoning approval, in accordance with the provisions of Section 2.E of the ULDC, in response to any flagrant violation and/or continued violation of any Condition of Approval. (ONGOING: MONITORING - Zoning) DISCLOSURE 1. All applicable state or federal permits shall be obtained before commencement of the development authorized by this Development Permit. BCC August 24, 2017 Page 211

24 Figure 1 Land Use Map PALM BEACH COUNTY PLANNING DIVISION SITE LOCATION AND LAND USE MR _ _031 HR-12 CH/8 Applic atkln Name: Avalon Trai ls at Vi ll ages of Oriole Applic atkln Number OOA Control Number: Atta s Page Number 98 & 99 Dale: 7/3/2017 t N BCC August 24, 2017 Page 212

25 Figure 2 Zoning Map PALM BEACH COUNTY PLANNING DIVISION SITE LOCATION AND ZONING ]J ~, k "" MUPD lm ke /Ga Ra I) 'P' \ ~ Ii' SG: R-S 'I±ttt! ] "" MUPD J'..,...,...,-... t...,..".... if...'.,...,...,.,...,...,..,...,...,..,... ';;. :: ~ ',,... I.,. _ I"......,,,'.. ~ z'...,....'.!!. i ;I'''''''''''''''!, -,... "...!o, i " '''.. ' ' ", ~....,. ",.~,... ",'',... : ;...,,'. G--- H t1an i;?'{\ve ;. "'.. "... "'.. "'.. "... "'.. '"... ~""."' "~ '" r '," ".'-... _-'... 1 "" MUPD 'M '" 1 Applicatkln Name: Avalon Trails at Villages of Oriole Applic atkln Number OOA Control Number: Zoning Quad: 51 & 36 Date: 7/3/2017 t N BCC August 24, 2017 Page 213

26 Figure 3 Aerial PALM BEACH COUNTY PLANNING DIVISION SITE LOCATION "P!*a1k111 llliiie Avalon Trllli. at Vla.pl fa Oriel. Aj)pItatJon N... oer OOA J12017 t N BCC August 24, 2017 Page 214

27 Figure 4 Preliminary Master Plan (PMP-1) dated June 15, ~dwd [ZJ >'-1 '1 ",1 I'.. i I" 'I' I ' ""j', 111 'I'! ; ~ 11" 11.I, I I-II" I' ". --- ':"":'.:.;= ' BCC August 24, 2017 Page 215

28 Figure 5 Preliminary Master Plan (PMP-2) dated May 26, 2017 f!, I, " ",."! ",- II I ".,., "!I I 1 i L " i l ~i~ i I I~ BCC August 24, 2017 Page 216

29 Figure 6 Preliminary Master Sign Plan dated June 15, 2017 I, I ~ I " ". Hh? P I lib I I! I i~ P, I i j BCC August 24, 2017 Page 217

30 Figure 7 Preliminary Regulating Plan dated April 24, 2017 and eiopo JO JI:! si!i:!j.l!.. 11,, I ~! i! i!!llill : I Iii Ii, ~..!.!.. h~.!i,!!.'.:'!;~:::;::~~::: : ====~ BCC August 24, 2017 Page 218

31 Figure 8 Visual Impact Analysis (VIA-1) dated May 26, 2017 BCC August 24, 2017 Page 219

32 --= ""'= I twoij ',(wnoo ~,_ "'I"d and alopo JO sa6ell!a te sl!ej.l uole"" Figure 9 Visual Impact Analysis (VIA-2) dated April 24, 2017 i!i II Ii :'==~ " " ",I I,ilL' _---'! i,i, BCC August 24, 2017 Page 220

33 Figure 10 Visual Impact Analysis (VIA-3) dated April 24, 2017 I I, : I : I. I!. :".... I, i BCC August 24, 2017 Page 221

34 Figure 11 Visual Impact Analysis (VIA-4) dated April 24, 2017 I " il l!m lilii :;!! I. I~ II " I ; III!!:! I, i:,,, I',, I' " --- -_.- BCC August 24, 2017 Page 222

35 Figure 12 Visual Impact Analysis (VIA-5) dated April 24, 2017 I " il l!m lilii :;, II,,, -_.._-, u~,i, I, ' I' I'!~ - ~::.l --- BCC August 24, 2017 Page 223

36 Figure 13 Visual Impact Analysis (VIA-6) dated April 24, j! -- " I I Ie.. I "---=""'= twoij ',(wnoo ~,_ "'I"d and alopo JO sa6ell!a te s l!ej.l uole"" j II! i' I,,,, ',, i. 'i' - "u: J. i II "' II Ii " " ",I I,II, I ", H r I' IiI 11,.!i Ii " l', l!!i --- -~-, ~.::..~~ I',.,I 'ii, ", 'I' ", I"! 0 " "!" " ", 0 ---, -_.- 0 BCC August 24, 2017 Page 224

37 Figure 14 Visual Impact Analysis (VIA-7) dated April 24, 2017, "! i " '" I, I" ~- --,- ---,..- BCC August 24, 2017 Page 225

38 Exhibit D Disclosure Applicant PALM BEACH COUNTY - ZONING DIVISION FORM#...M... DISCLOSURE OF OWNERSHIP INTERESTS - APPLICANT [TO BE COMPLETED AND EXECUTED ONLY WHEN THE APPLICANT IS NOT THE OWNER OF THE SUBJECT PROPERTY] TO: PALM BEACH COUNTY PLANNING, ZONING AND BUILDING EXECUTIVE DIRECTOR, OR HIS OR HER OFFICIALLY DESIGNATED REPRESENTATIVE STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, the undersigned authority, this day personally appeared Arthur Amron, hereinafter referred to as "Affiant," who being by me first duly sworn, under oath, deposes and states as follows: Vice President & Assistant Secretary of PB 1. Affiant is the [ 1 individual or [I] M,'", 0".., GP "c. tho 9'''''' P"'" [position-e.g., president, partner, trustee} of 13FH Palm Beach. LP [name and type of entity - e.g., ABC Corporation, XYZ Limited Partnership}, (hereinafter, "Applicant"). Applicant seeks Comprehensive Plan amendment or Development Order approval for real property legally described on the attached Exhibit "A" (the "Property"). 2. Affiant's address is: 411 West putnam AyeolJe Greenwich CT Attached hereto as Exhibit "B" is a complete listing of the names and addresses of every person or entity having a five percent or greater interest in the Applicant. Disclosure does not apply to an individual's or entity's interest in any entity registered with the Federal Securities Exchange Commission or registered pursuant to Chapter 517, Florida Statutes, whose interest is for sale to the general public. 4. Affiant acknowledges that this Affidavit is given to comply with Palm Beach County policy, and will be relied upon by Palm Beach County in its review of Applicant's application for Comprehensive Plan amendment or Development Order approval. Affiant further acknowledges that he or she is authorized to execute this Disclosure of Ownership Interests on behalf of the Applicant. 5. Affiant further acknowledges that he or she shall by affidavit amend this disclosure to reflect any changes to ownership interests in the Applicant that may occur before the date of final public hearing on the application for Comprehensive Plan amendment or Development Order approval. 6. Affiant further states that Affiant is familiar with the nature of an oath and with the penalties provided by the laws of the State of Florida for falsely swearing to statements under oath. 7. Under penalty of perjury, Affiant declares that Affiant has examined this Affidavit and to the best of Affiant's knowledge and belief it is true, correct, and complete. Disclosure of Beneficial Interest Applicant form Page 1 of 4 Revised 08/25/2011 Web Format 2011 BCC August 24, 2017 Page 226

39 PALM BEACH COUNTY - ZONING DIVISION FORM#..M... FURTHER AFFIANT SAYETH NAUGHT. "Art",h",u"" A"'m"""'on"--, Affiant (Print Affiant Name) The foregoing instrument was acknowledged before me this ~6'~y of ~ I , by 4r/lJ",I' JP;.,rhTl,[vfwho is personally known to me or [ 1 who has produced as identification and who did take an oath. (Print Notary Name) NOTARY PUBLI~",~'(/(/I State of.-un at La: go My Commission Expires: JACQUELYN M. WERNER Notary Public, Slate of Connecticut My Commission Expires June 30, 2020 Disclosure of Beneficial Interest ~ Applicant form Page 2 of 4 Revised 08/25/2011 Web Format 2011 BCC August 24, 2017 Page 227

40 PALM BEACH COUNTY - ZONING DIVISION FORM#~ EXHIBIT "A" PROPERTY ALL OFTHE RECREATION PLAT OF VILLAGE OF ORIOLE, LESS PARCEL G-2 THEREOF, AS RECORDED IN PLAT BOOK 31, PAGE 168, OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA. OGETHER WITH: ALL OF THE PLAT OF GOLF AND TENNIS CLUB OF VILLAGES OF ORIOLE, AS RECORDED IN PLAT BOOK31, PAGE 213, OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA. LYING IN SECTION 17, TOWNSHIP 46 SOUTH, RANGE 42 EAST, PALM BEACH COUNTY FLORIDA. CONTAINING 4,684,947 SQUARE FEET/l07.SS16 ACRES MORE OR LESS. isclosure of Beneficial Interest Applicant form 'age 3 of 4 Revised 08/25/2011 Web Format 2011 BCC August 24, 2017 Page 228

41 PALM BEACH COUNTY ZONING DIVISION FORM#...M... EXHIBIT"B" DISCLOSURE OF OWNERSHIP INTERESTS IN APPLICANT Affiant must identify all entities and individuals owning five percent or more ownership interest in Applicant's corporation, partnership or other principal, if any. Affiant must identify individual owners. For example, if Affiant is the officer of a corporation or partnership that is wholly or partially owned by another entity, such as a corporation, Affiant must identify the other entity, its address, and the individual owners of the other entity. Disclosure does not apply to an individual's or entity's interest in any entity registered with the Federal Securities Exchange Commission or registered pursuant to Chapter 517, Florida Statutes, whose interest is for sale to the general public. Name Address PB Marina Delray Flagler Investors West Putnam Avenue Greenwich CT06830 Palm Beach Fund Holdings. LP Brickell Avenue PH'. Miami. FL Florida Real Estate Value Fund III, LP Brickell Avenue PHl. Miami. FL CD Holding Company LLC West Putnam Avenue Greenwich, CT Charles E Davidson 2001 Family Trust S Flagler Drive, Ste. 602 East, West Palm Beach, FL Charles E Davidson Flagler Drive, Ste. 602 East, West Palm Beach, FL J Jacobs Holdings LLC Flagler Drive, Ste. 602 East, West Palm Beach, Fl33401 Joseph M Jacobs Estate Trust Flagler Drive, Ste. 602 East, West Palm Beach, FL Liddell Enterprises LLC -777 S Flagler Drive, Ste. 602 East, West Palm Beach, Fl33401 Wexford Partners Investment Co LLC Putnam Avenue, Greenwich, CT Disclosure of Beneficial Interest - Applicant form Page 4 of 4 Revised 08/25/2011 Web Format 2011 BCC August 24, 2017 Page 229

42 Exhibit D Disclosure Property Owner DISCLOSURE ~ DWflERStiIP IHTERESTS _ PROPERTY rro R ca-tetmanf)ex~ajrt'd ~y "'" _RTYO... II(S)!<OR ~ APPlII;ATIGN FOIl ~~ P'U.>/ AIE""""'~r OIl II "'-<'~NT OII0 R] TO, P.>J.J.j BEACH COUNTY PLANNW.G. ZONING ~ N D!lUILDlNG EXECUTIVE DIAECTOIl, OR HIS OR HER OFFlCtAlL Y D ESIG).IIITED AEPRESENTAl lve 51 "te Of' F COftlOA COU NTY OF P.>J.J.j BEACH BEFORE ME ~..a ""' Oont)', thi< da, ""rsor>aliy... v",,",,",""'otte',ol..-,od to "" "1</1""'<." who ~ by,"" f"" tiuiy...,... LlOOe' _ ~. "-, aoo.tot.. B...." 1<."",,_[boo po At1<>Cho<f... OIO... Eml" "13" is complet. ~' ''Il of the "" or><! ode... of ~ per""" 0< on!it)' ~ ~ """"'" '" ~ '. otof.,. " 1., Ihe ",-" D.. d " s., _. "'" ~ 10 on i->dm<iuo l". '" ""W'....,.." on!i, ",\liot_ ""'~ fl. F_ Soo..o~... Exdlangt eon-m.oto-n '",... ",.. od p<j" uant 10 ChflplOf 5t7. Rorida sattj... """'" "orell it!of tilt g.",,", ~. ~fflanl ~_ ock~!hai: tflio AIIid. 1'it io giv'" '" COOlply wiln Palm Boad> Coooty poiic)'. arid..., "" ",I"" up;>"> by P.1m Boo", ec..... y.,"" fo"o'icw ~ oppiicaloo lor CQrrvflllOooive ~... am<"""",,", or De-."elo,,,,,.,,1 Oroo, """,oval,,'ocir,g tflc ~i _ AlIiant flj<tler ac~ t~ "' he "'... I l't ~ {><!> od WI.!his Oo~ ~ ~.., "'''''... on bcl\a~ cf ony arid. 1 "",ivdjoi. '" 0<l1~" h<jio;ing I".",..,,,,,,,t '" 11'."",,""...., tho P'<>pQr11_ ~niar~ Ic<lhe, ~ :hal he '"... oil al by affiool"it am<oo thi< disc...". '" fe'ied ""l' ofw\ge. 1o ~ip into<e$l' in "Ile P,opo.-ry IhaO may occur be!or~ tho date all",," po.tjiic ~eorini 00 the oppka!;.,.n lor Comp'... Plan...-.endmero 0' De~T {)-d<o, _ai 6. Aniar ~ ""'"'" ot_ that Alri, "t ~ f.mtiar WIt~ i"1e ""'txe ~ on oaln ar><! WIth... _ "'-'tie. P'<'"'i<I"" by... '... ct rt,., StOl. 01 Florida I", t.1seiy.""""no 10.t."", "" "'_ o,to 1>..-..", _... - """"",""_."""".. BCC August 24, 2017 Page 230

43 1. ~ i>fiwoii"i at j)oijury...!tim ""... lias e...-ttiio "".,.~..., "'... _at""'""i".... 'g:... _......,... ~ So\YElH"" ljgi{1. - \two Or" 0 /;i1av AW... " WmI MI... t N"",,) I.. rs "-,. '... "" -_.._".." BCC August 24, 2017 Page 231

44 ""'-" "'.oct< COIJh'TY _l"""'" OMSiON HHIBIT "A" PROPERTY -- ~-;. ": lhf..""",.,."-' T '" ~ L1AG[ OF "",,"u m...:n G-' TH< O<OO, AI ",0«:<0... LU 100< li.'''''' '... OF TH<. ~,.,,""'"'" ' '''''' "''''''' COOIffi", "-"'l1ooo.. :;;!.!. ~ "" T (If WlT """ IT"'! CU)II CO' ~ lugi:! OF 00J0lI..,,«;".OfO.. "-" 100< 11, 'J.C~ " ~ CO' ""...",_, CO' " "M otao< cell""'. n.~... OJ "cc"'''' ". '''''''''''''... «lijl'<...,..., Eo5',.""" IEOO< "' JIlT, 11.~.-,,, 01 """"""""_ ""-'''' BCC August 24, 2017 Page 232

45 EXHIBIT "B" DISCLOSURE OF OWNERSHIP INT"EAESTS PROPERTY Alliant... ideoiify oil ""'it """.-..-""""'"!;.." pe<c<ln! or """. 0WJ'0<IfV0ip 1nIor..., Ih& F'ropotIy_ Alliant musl k;ioo1lit~ Ir>;IMduaI _. For.~, I A~t 10 ~ a """"".tion Of.,.,tnor>hip tho! is 1'11'1011 or partial)' owned t>t >V>JIher an O~ """ emlly,'oci1 as a """"""loon. AllIarO... kieo t~ the other. nltty. i. -=. a'>:;! flo ~I """'*' ~ tno other..,tt~. Diodooto. _ not ~ to &0 in<im_r. or O<ltily'o int. _ in any O<1IiIy I~'''od v.it~ tho F_ s.eoo.ih ~ ~ or.. 10<00 pt>"want 10 Ch3!JIer 5.1, F~ S"''"*. """"" io*ofi 10 lor sale to "'" ~"""" poole. AdO,n" O~~"".".~ ~'''''''_ C wra '" "'" p... '"""--EUI"~~ Ad.. 00.="... r"""" >0" BCC August 24, 2017 Page 233

46 Exhibit E Justification Statement dated June 15, 2017 AVALON TRAILS AT VILLAGES OF ORIOLE PUD JUSTIFICATION STATEMENT Request: Development Order Amendment (DOA) Control Number(s): Application Num ber: DOA Re-Subm ittal 3: June 15, 2017 Urban Plaming and Design Landscape ArchitectlR Communication Graphics OVERVIEW OF REQUESTS & PROPERTY INTRODUCllON On behalf of the applicant, 13FH Palm Beach, LP, and property owner, Marina Lakes Golf, LLC, Urban Design Kilday Studios (UDKS) (hereinafter referred to as the agent) has prepared and hereby respectfully submits this application for the approval of a Development Order Amendment (DOA) to a previously approved Planned Unit Development (PUD). The acre property (hereinafter referred to as the "affected area"), located vvthin the Villages of Oriole (hereinafter referred to as 'the Villages") in Unincorporated Palm Beach County (PBG). The Villages is a acre (inclusive of the acre affected area) community that is generally located north of Atlantic Avenue between Hagen Ranch Road and Jog Road. The site is fully developed.,.,;th 3,742 attached residential units, a former 18-hole golf course and club, government services, non-profit uses, recreational areas and roadvvays on properties surrounding the affected area. The former golf course and club primarily comprise the "affected area" of the PUD. Proposed is a conversion of the former golf course to a residential development, Avalon Trails, consisting of three (3) residential pods surrounded by open space. A total of 521 new residential units are proposed within the residential pods. The main access to Avalon Trails is from Atlantic Avenue on Cumberland Drive. The secondary access for residents of Pod A and emergency vehicles is from Hagen Ranch Road on Gateway Road. Both access points wi ll have controlled access within Avalon Trails. There are no proposed changes to Oriole Blvd. within the PUD. The affected area includes four (4) parcels consisting of parcel control numbers (PCN's) , /0060 and , is currently owned by Marina Lakes Go~, LLC, according to the Property Appraiser of PBC records. The affected area currently supports a go~ course (.,.,;th ancillary clubhouse and maintenance facility), storm water retention/conveyance facilities and a telecommunications facility. In addition to the uses listed above.,.,;thin the affected area, the Villages supports residential condominiums, government services, non-profit uses, recreational areas and roadways on properties surrounding the affected area. The site is vvthin the Urban/Suburban Tier and as shown on Future Land Use Atlas (FLUA) pages 98 and 99, the entirety of the Villages is.,.,;thin the High Residential, 12 Dwelling Unit's per acre (du/ac) (HR-12) FLUA designation. Next, as shown on Official Zoning Map Quads 36 and 51, the Villages (inclusive of the affected area) is identified as being within the Multifamily Residential Hig h Density 610 Clemati s Street SlileCU02 West Palm Beach, FL fax LCCOOOO35 BCC August 24, 2017 Page 234

47 (RH) Zoning District. Although so designated, the RH Zoning District is no longer a recognized zoning district. Per ULDC Article 3.A.3.E.1.e, the RH Zoning District now corresponds to the Residential Multifamily (RM) Zoning District, which is a district that is intended primarily for the development of multiple family dwelling units. As you will see in the approval history below, there were prior approvals granted for a Special Exception (SE) to allow a Planned Unit Development (PUD) on the Villages. Under the current PSC ULDC, properties are no longer granted SE approval to allow a PUD and rather are officially rezoned to a PUD; however, per ULDC Article 3.A.3.E.2.a, prior SE approvals for PUD's now correspond to the PUD Zoning District. The PUD Zoning District is consistent with the HR-12 FLU designation and is allowed in the Urban/Suburban Tier so it is not a requirement to rezone the property for the proposed development program. The applicant proposes to construct a 521-unit, age-restricted, zero lot line (ZLL), townhouse and multifamily residential development within the affected area on the subject property. The housing units will consist of 104 ZLL units, 217 townhouse units and 200 multi-family units (rental units) that will be age restricted. The applicant is not proposing to incorporate any bonus density through the Workforce Housing Program (WHP) provisions per Article (Art.) 5.G.1 of the PSC Unified Land Development Code (ULDC) and is utilizing the "Limited Incentive" Development Option while providing all WHP units on-site (to be located within Pod C) or providing an in-lieu payment. In the event that the in-lieu of payment option is utilitized, the rate per unit would be $50,000 based on the rental unit rate. This application seeks to amend the current development order as follows: Extinguish the golf course use and convert the land area to residential development for an additional 521 units and open space; Reconfigure the Preliminary Master Plan; Modify conditions of approval; and Restart the commencement clock. ZONING ApPROVAL HISTORY The following section will detail in chronological order the prior, entitlement approvals granted to the Villages. Note that there have been a number of administrative approvals throughout the history of the project; however, this section will detail the major approvals granted as that is most relevant to this application. To the greatest extent possible, these sections will attempt to identify which of these prior approvals would apply to the affected area while also identifying those approvals that may not apply to the affected area. The project Surveyor, Caulfield & Wheeler, assisted with this analysis by plotting the legal descriptions from each of the Resolutions listed below to understand the geographic limits of each approval. Graphic depictions of those legal descriptions have been provided with the submittal. The reason for providing the approval history in this manner is since it appears that even though the Villages and the Plaza appear to be two separate and distinct entitlement approvals, some of the prior approvals for the Villages and the +30-acre commercial shopping center known as Oriole Plaza (hereinafter referred to as "the Plaza") overlap. It is worth noting that the project Surveyor, Caulfield & Wheeler, has provided a legal UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 2 of 24 BCC August 24, 2017 Page 235

48 description and sketch of the current PUD boundary based on a review of the legal descriptions from the applicable resolutions listed below and has come to the conclusion that the current PUD acreage is acres. The legal descriptions that were applicable to this review are as follows: Resolution No. R : Original boundaries of PUD Resolution No. R /1070: Added land area to PUD Resolution No. R /1072: Deleted land area from PUD The calculated acreage (448.13) differs ever so slightly from the acreage ( ) identified on the approved master plan. This 0.87-acre, or 0.2%, difference in the acreages can only be described as a scrivener's error on the approved master plan. Furthermore, the affected area has been identified as acres which, again, is based on a calculation provided by the project Surveyor, Caulfield & Wheeler, as identified on the AL TA/ACSM Land Title Survey. While the approved master plan identified the golf course as acres this area does not appear to have included all of the land area within what is now being referred to as the affected area. For instance, the approved master plan had a separate calculation for water bodies of acres and there were water bodies within the affected area. Next, the golf course calculation on the approved master plan does not appear to have included the country club parcel ( acres) either. As such, the acre difference between the affected area acreage (107.55) and the golf course acreage (72.87) as identified on the approved master plan appears to be because the golf course did not include other areas now within the affected area. May 15, 1970: Action by PBC Zoning Commission Zoning Resolution No. 3-W-70: Granted approval for the modification of district boundaries (aka Official Zoning Map Amendment or Rezoning) from the A-1 Agricultural District to the R-2 Multiple Family Dwelling District. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that the entirety of the Villages (inclusive of the Affected Area) j within the boundaries of this approval; however, also note that there were portions of the Plaza and properties to the east of the Villages that were also a part of this approval. It appears that the physical limits of the properties to the east that were included in this Resolution were Lake Ida Road to the north, Atlantic Avenue to the south, EI Clair Ranch Road to the east and Jog Road to the west. Zoning Resolution No. 3-X-70: Granted approval for the modification of district boundaries (aka Official Zoning Map Amendment or Rezoning) from the A-1 Agricultural District to the C-1 Neighborhood Commercial District via Zoning Resolution No. 3-X-70. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that the Villages (inclusive of the Affected Area) is not within the boundaries of this approval and that this approval applies to the Plaza. UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 3 of 24 BCC August 24, 2017 Page 236

49 July 17, 1973: Action by PBC Board of County Commissioners (BCC) Resolution No. R (Petition No ): Granted approval for a SE to allow a PUD for property located in the RH-Residential Multiple Family District (High Density) Zoning District subject to two (2) conditions of approval. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that the entirety of the Villages (inclusive of the Affected Area) i within the boundaries of this approval. The boundary of this approval is nearly identical to the boundary of the Villages. The applicable code provisions forthe PUD Zoning District that were in effect at the time of this approval were adopted by the PBC BCC on December 18, 1972 as Ordinance No that became effective on February 2, Resolution No. R (Petition No ): Granted approval for (1) Rezoning from the CG-General Commercial District, in part, and the RH-Residential Multiple Family District (High Density), in part, to the CG-General Commercial District, in whole and (2) a SE to allow a Planned Community Shopping Center (note that per ULDC Article 3.A.3.E.2.b, SE approvals for Planned Community Shopping Center's now correspond to the Multiple Use Planned Development [MUPDj Zoning District). Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that the Villages (inclusive of the Affected Area) is not within the boundaries of this approval. The boundary of this approval is nearly identical to the boundary of the Plaza. May 29, 1980: Action by PBC BCC Resolution No. R (Petition No ): Granted approval for a SE to allow a site plan amendment to the site plan approved via Resolution No. R to include an Auto Service Station subject to one (1) condition of approval. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land within the Plaza and, therefore, the Villages and the Affected Area are not within the boundaries of this approval. July 23, 1981: Action by PBC BCC Resolution No. R (Petition No ): Granted approval for Rezoning from the CG-General Commercial District to the RH-Residential Multiple Family District (High Density). Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land that was originally within the Plaza (per Resolution No. R ) that was being reassigned to the PUD with this approval via Resolution No. R (see below). Therefore, the Villages i within the boundaries of this approval but the Affected Area is not within the boundaries of this approval. UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 4 of 24 BCC August 24, 2017 Page 237

50 Resolution No. R (Petition No ): Granted approval for a SE to amend the boundaries and master plan for the Villages of Oriole PUD approved via Resolution No. R Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land that was originally within the Plaza (per Resolution No. R ) that was being reassigned to the PUD with this approval via Resolution No. R (see above). Therefore, the Villages i within the boundaries of this approval but the Affected Area is not within the boundaries of this approval. Resolution No. R (Petition No ): Granted approval for Rezoning from the RH-Residential Multiple Family District (High Density) to the CG-General Commercial District. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land that was originally within the Villages (per Resolution No. R ) but was being reassigned to the Plaza with this approval via Resolution No. R (see below). Therefore, the Villages and the Affected Area are not within the boundaries of this approval. Resolution No. R (Petition No ): Granted approval for a SE to amend the boundaries and master plan for the Villages of Oriole Planned Commercial Development approved under via Resolution No. R with one (1) condition of approval. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land that was originally within the Villages (per Resolution No. R ) but was being reassigned to the Plaza with this approval via Resolution No. R (see above). Therefore, the Villages and the Affected Area are not within the boundaries of this approval. Januarv 25, 1983: Action by PBC BCC Resolution No. R (Petition No /82-128): Granted approval for a SE to allow a site plan amendment to the site plan approved via Resolution No. R to include a Car Wash subject to two (2) conditions of approval. Based on the plotting of the legal description from this resolution by Caulfield & Wheeler, it appears that this approval applies to land within the Plaza and, therefore, the Villages and the Affected Area are not within the boundaries of this approval. Februarv : Action by PBC BCC Resolution No. R (Petition No [A]): Granted approval for a SE to allow a site plan amendment to the site plan for Section II, Area "G" of the PUD approved via Resolutions No. R /1 070 for all of Huntington Lakes subject to two (2) conditions of approval. Based on the plotting of the legal description UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 5 of 24 BCC August 24, 2017 Page 238

51 from this Resolution by Caulfield & Wheeler, it appears that the Villages i. within the boundaries of this approval but the Affected Area is not within the boundaries of this approval. September 29, 1983: Action by PBC BCC Resolution No. R (Petition No [A]): Granted approval for a SE to allow a site plan amendment to the site plan for a Planned Commercial Development approved via Resolution No. R subject to eight (8) conditions of approval. It should be noted that this resolution incorrectly referenced that the approval was granted through Resolution No. R Following the precedence of amendments to the Villages (as shown in the description for Resolution No. R ) this Resolution should have referred to amending the approval for the Plaza approved under via Resolutions No. R Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land within the Plaza and, therefore, the Villages and the Affected Area are not within the boundaries of this approval. March 26, 1991: Action by PBC BCC Resolution No. R (Petition No [C]): Granted approval for a SE to allow a site plan amendment to the site plan for a Planned Commercial Development to increase the building square footage subject to 32 conditions of approval. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land within the Plaza and, therefore, the Villages and the Affected Area are not within the boundaries of this approval. Resolution No. R (Petition No [0]): Granted approval for a SE to allow a site plan amendment to the site plan for a Planned Commercial Development to include a financial institution with five (5) drive-through teller lanes subject to 24 conditions of approval. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that this approval applies to land within the Plaza and, therefore, the Villages and the Affected Area are not within the boundaries of this approval. May 22, 2008: Action by PBC BCC Resolution No. R (Petition No ): Granted approval for a Development Order Amendment (DOA) to reconfigure the site plan and to add square footage subject to 19 conditions of approval. Based on the plotting of the legal description from this Resolution by Caulfield & Wheeler, it appears that the Villages i. within the boundaries of this approval but the Affected Area is not within the boundaries of this approval. UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 6 of 24 BCC August 24, 2017 Page 239

52 Below in Ta ble 1 is a more detailed brea kdo \Yfl 01 the prior zoning approva Is associated with the subj ect property. CONTROL ' 0. TABLE 1: PRIOR ZONING APPROVALS DESCRIPTION ACTION OATE ~odot",o t lon at D,stmot Bourd<t rtes (aka eft>::.. 1 Zortlg Map "'.o.rr...-rur,.,rt Of Rw>"mg) rrom A-1 to R-2 ~ oci 1 "" t ion 01 District BoulXlarieo W, (.kli Cflb., Zonn~ '-'op -- Amem me rt Of Re,,,,",,g) Irom A-1 lo C_1 73_66 SE to a low lg< a PLO in RH Zoong D1.tfd 73_39 Rezo rmg fmm CG, In pmt,.m RH, in pa ~, to CO ard an SE to. 10'0" R~ CommLl1 l y st;;::u;ng Center RESOLUTION '0. ' oo ~ Awroll'Cd '-'oy 1 ~, 1970 Rosalutioo No ~W -70 ~ ~,-,"y 15,1 970 R"""lutioo No 3-X_lD Awr ll'cd J L1}' 17, 1973 R_ Awr ll'cd J L1}' 17, 1973 R_ SE to a low Au:o &<vice Slatk>n Awro,""d _., '-'ayn 1= R--50-«J5 81 _139 Rezoring from CG to RH J L1}' 2~, ' 00' R-81_1009 _., _., _., SE to amerd oou)(","es of PLO. 00 rm.:er F'a n 81 _140 Rezoring from RH to CG SE to "mecd oould,mes o ~ Plartned COrlY!lefc i. 1 D'''~ t oo-8z/ SE to a low oi:. pi'" amerdrr'ol ro: lo Irdude Gor wasil Awro,""d J L1}' 23, '00' R J L1}' 2~, R-81_1071 ' 00' J L1}' 23, 'M' R J o n UoY)'~, 1983 R-83 D13S (A,1 SE to. Iow s<:e pi'" am...-o-ne ro: for "II of HLriirgoo L1!!<es Awro,""d Febr""", 24, 1983 R-83{:6(l7 SE to " low s<:e plo" am",xj(ne rt 73-39(A) to Plam<)d f"..<hnm')fc.. 1 Awr "ld s.p;<)fy't>or Zl 1083 R -8~ 1 Dev.op,,",rt -- SE to a low s<:e pi,", amerx!cne ro: 73-39(Cl lo Plam<)d Cmnrrtefcio l '-'arch 213, 1&91 R Dovoopmert UDKS Proj!OCt No.:' 6_ Proj.oct Na.-: Avalon T,~ i l., t Vll oge. o! Or",)e Pl.JD Re-Submlttal 3: JlXl8 15, 2017 Page 7 o! 24 BCC August 24, 2017 Page 240

53 Below in Ta ble 1 is a more detailed brea kdo \Yfl 01 the prior zoning approva Is associated with the subj ect property. CONTROL ' 0. TABLE 1: PRIOR ZONING APPROVALS DESCRIPTION ACTION OATE ~odot",o t lon at D,stmot Bourd<t rtes (aka eft>::.. 1 Zortlg Map "'.o.rr...-rur,.,rt Of Rw>"mg) rrom A-1 to R-2 ~ oci 1 "" t ion 01 District BoulXlarieo W, (.kli Cflb., Zonn~ '-'op -- Amem me rt Of Re,,,,",,g) Irom A-1 lo C_1 73_66 SE to a low lg< a PLO in RH Zoong D1.tfd 73_39 Rezo rmg fmm CG, In pmt,.m RH, in pa ~, to CO ard an SE to. 10'0" R~ CommLl1 l y st;;::u;ng Center RESOLUTION '0. ' oo ~ Awroll'Cd '-'oy 1 ~, 1970 Rosalutioo No ~W -70 ~ ~,-,"y 15,1 970 R"""lutioo No 3-X_lD Awr ll'cd J L1}' 17, 1973 R_ Awr ll'cd J L1}' 17, 1973 R_ SE to a low Au:o &<vice Slatk>n Awro,""d _., '-'ayn 1= R--50-«J5 81 _139 Rezoring from CG to RH J L1}' 2~, ' 00' R-81_1009 _., _., _., SE to amerd oou)(","es of PLO. 00 rm.:er F'a n 81 _140 Rezoring from RH to CG SE to "mecd oould,mes o ~ Plartned COrlY!lefc i. 1 D'''~ t oo-8z/ SE to a low oi:. pi'" amerdrr'ol ro: lo Irdude Gor wasil Awro,""d J L1}' 23, '00' R J L1}' 2~, R-81_1071 ' 00' J L1}' 23, 'M' R J o n UoY)'~, 1983 R-83 D13S (A,1 SE to. Iow s<:e pi'" am...-o-ne ro: for "II of HLriirgoo L1!!<es Awro,""d Febr""", 24, 1983 R-83{:6(l7 SE to " low s<:e plo" am",xj(ne rt 73-39(A) to Plam<)d f"..<hnm')fc.. 1 Awr "ld s.p;<)fy't>or Zl 1083 R -8~ 1 Dev.op,,",rt -- SE to a low s<:e pi,", amerx!cne ro: 73-39(Cl lo Plam<)d Cmnrrtefcio l '-'arch 213, 1&91 R Dovoopmert UDKS Proj!OCt No.:' 6_ Proj.oct Na.-: Avalon T,~ i l., t Vll oge. o! Or",)e Pl.JD Re-Submlttal 3: JlXl8 15, 2017 Page 7 o! 24 BCC August 24, 2017 Page 241

54 Bonaire Village 11122/2016 Camelot Village 11129/2016 Huntington Lakes Section One 11129/2016 Huntington Towers 11129/2016 Abbey Village 12/5/2016 Huntington Lakes Section Five 12/5/2016 Huntington Lakes Section Three 12/6/2016 Huntington Lakes Section Two Q&A desk set up at community clubhouses - Start 2/26/2017 Q&A desk set up at community clubhouses - Finish 2/ Community vote Reduction of Open Space or Recreation: Please see Required Open Space Area and Required Recreation Area sections below. Visual Impact Analysis Standards: Included in this application is a Visual Impact Analysis that complies with the methodology to assess the compatibility and impact of the conversion of the golf course on adjacent properties. This analysis shows that there will be no negative impacts or incompatibly issues with the redevelopment as proposed. FLUA & DENSITY As indicated above, the entirety of the Villages is in the HR-12 FLUA designation as established by the PBC Comprehensive Plan adopted on August 31, 1989 through Ordinance No The PBC Comprehensive Land Use Plan that was in effect when the PUD was established on July 17, 1973 was the Plan that had been adopted by the PBC BCC on November 6, 1972 through Resolution No. R In this 1972 Comprehensive Land Use Plan the entirety of the Villages was within the High Residential Density category which called for a maximum density of 18 dulac in a PUD. Also, note that per Section (Sec.) F, Planned Unit Development Density by Applicable Zoning District, properties in the RH Zoning District (which the Villages was in) were permitted up to 18 dulac, which was consistent with the PBC Comprehensive Land Use Plan density allowances. While this previous density is irrelevant for purposes of calculating density for this application it is worth noting relative to certain code provisions from Ordinance No for the PUD Zoning District that were in effect at the time of the PUD approval UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submitlal 3: June 15, 2017 Page 9 of 24 BCC August 24, 2017 Page 242

55 Based on a re view of the approved Master Land Use Plan (Exhibit 31) and the individual Site Plans lor each Village/Pod there are a total 013,742 existing units within th e Villages 01 Oriole PUD, At a total of acres the average density fo r the entire PUD is 8.35 dulac Please refer to Table 4 below tor detail ed ca lcu lat ions related to the existing dens~~ TABLE 3: EXISTING DENSITIES Vl LLAGEIPOD VlLLAG=WOO NAME ACRES 00 DUlAC --"- ~ ~ ~ ~,,, ~TV l l1.agesof &8 = '" "" -;;-;;- C >'* : ~,, ~U, ~; 15.53,, ~NT I ~TON LAK ES SECTIO N FOUR 2~ 078,, "" 1329 R E CR~ AT I O N AREA 13 6U ,,,, w, '00 000, " w,, ~~ Sl. TOTAL L M>OOO 3742 =, _B "J~ "~ ~, of, he M,.te< PI"" It 'we'''' thol thl. unao::ourted acl"oall" ITlII)I be l,..-m, lkjoatod IMth a cu rre nt FLUA designation 01 HR-12 the acre Villages 01 Oriole PUD is currently permitted to have a maximum of 5,378 dwel ling units. As detailed above there UDKS Proj!OCt No.: Proj.oct ~"'m.: Avalon T,~ i l., t VII "9'" o! ar",1e P\JD Re Submltlil 3: J"", 1 S 2017 ' Pall<' 10 ci 24 BCC August 24, 2017 Page 243

56 are 3,742 existi ng units which leaves a balarke 011,636 dw"elling units that C<ln still be allocated and constructed wnhin the PUD. As such. there are plenty 01 ava ilable un~s within the PUD to facil~ate the proposed 521-unit development w~h i n the affected area, Please refer to Ta ble 5 below which details the allowable densrtylun it s. NON AFFECTEO,,~ TOTAL ACREAGE MAX. AllOWAaLE UNITS " 1 29D.6IJ 3.t),56 448,13 " " ~, 086,96 ~,J7B REMAINING UNITS (MAX. AllOWAalE EXISTING) UNITS UNIT aalance (REMAINING. PROPOSED) '" 1,11 5 WORKFORCE HOUSING As wi ll be sh own in Table 6 below. the applicant will only be utilizing the standard density (not maximum density or any density bonuses) to achieve the 521 _unit project and wi ll be utilizing the "Limited Incentive " Development Option while providing all WHP units on site (to be located wrth in Pod C) or providi ng an i n - ~eu payment. In the event that the in-lieu of payment option is utilitized, the rate per un rt would be $ based on the rental unrt rate. In utilizing the "Limited Incentive" Development Option the required number of workforce housing units is 13, AFFECTEO AREA TABLE 5, MANDATORY WHP CALCULATIONS1 ACRES I 0 7 ~ m, DUlAC STANOARD DENSITY MAXIMUM AODITIONAL, 0 DENSITY (PUDJ SUB TOTAL WHP DENSITY BONUS I ~, PROPOSED UNIT ~. MARKET WHP % UTll!Z.ATION UNITS RATE UNITS 2, ~ 1> " '" " "' " '" " ~ 0 0 I 0 I '" I 0 I 0 UOKS Proj!OC1 No.:16 000,OOO Proj.oct Ham.: Avalon T,~ i l., I Vll oge. o! Or",1e P\J O Re Submlttal 3: JlI'e 1 S 2017 Pall<' I I ci 24 ~ BCC August 24, 2017 Page 244

57 TOTAL NOTES I SURROUNDING U SES $urrourlding the affected area are other residentia l p~rcels wit hin the Vitlages of Oriote PUD that ~re compatible w~h the proposed redevelopment of the affected are a, Avalon Trai ls. The proposed design of Avalon Trails surrounds the residential pods with takes and open space The open space is compatible with the adjacent mu l t i fam i ~ pods (aka Yillages). Below is a description of the UseS on the adjacent properties (o r those on the other side of abutting R-O-Ws) to the north, south, east and west of the Villages of Oriole PUD, Note that the acreages listed are approximate acreages obtained from the Property Appra iser of PSC's w eb s~ e North: To the north of the PUD are the following: Various PCN 's: These 2+-acre p<lrcels are owned by a ~ arie t y of indi ~ idua l s (Antiquers Aerodrome), have a FLUA designation of Low Residentia I. 1 dljiac (LR -l) and a re w~hin the Agricu ltural Residential (AR) Zoning District: arid PCN _ _1 030: This IS,03-;<1cre p<lrce l is currently owned by Pa lm Beach County, has a flua designation of Institutiollat (INST) and is within the Public Ownersh ip (PO) Zon ing District, This exists as the Hagen Ranch Road Branch of the PBC Library (Controt No, ), South: To the south ofthe PUD are the fo llowing ' PCN 's _ t & _ tl 000: These two parcets are w~h i n too 75,5-acre Oriole Ptaza (Contro l No, ) that has a total of 165, 103 square feet of commercial uses, The parcels are owned by a variety of entities, have a FLUA designation of Commercial High wrth an underlying High Residential, S dulac (C HiS) and are wrth in the Commercial Ge ne ra l (CG) Zoning District with a Speci al Exception (SE), wh ich now equates to the Multiple Use Planned Development (MUPD) Zoning District; 8 PCN t1000: This 1 03-acre parce l. which is acro ss AIIantic Avenllf! (R-O-W with an ultimate width of 120' ), is currently owne d by the Vacaya PUD Master Homeowners Assoc iation, has 3 FLUA desigllation of Medium Residential, 5 dulac (MR-5) and are w~ hin the PUD Zoning District. These parcels are a part of the 779-u nit resident ial PUD known as the Upjohn PUD (Co ntrot No, ); PCN ' _22 01-t : These two pa rcels, tota lin acres, are across Atlantic A. enue (R -O-W with an ultimate width of 120'), UDKS Proj!OCt No.:' 6_000,000 Proj.oct Na.-: Avalon T, ~ i l., I Vll oge. o! Or", 1e PUD Re Submltlil 3: JlI'e 1 S 2017 Pall<"2 <:1 24 BCC August 24, 2017 Page 245

58 are currently owned by the Kings Point Housing Corporation, have a FLUA designation of High Residential, 18 dulac (HR-18) and is within the RH Zoning District (Control No ); open's & /0020: These parcels are within the acre Kings Point Plaza (Control No ) that has a total of 91,536 square feet of commercial uses. These parcels are across Atlantic Avenue (R-O-W with an ultimate width of 120'), are owned by a variety of entities, have a FLUA designation of CH/8 and are within the CG Zoning District with an SE, which now equates to the MUPD Zoning District. East: To the east of the PUD, across S. Jog Road (R-O-W with an ultimate width of 120'), are the following: o pen ~ : This 1.06-acre parcel is currently owned by BB&T, has a FLUA designation of Commercial Low, with an underlying 5 dulac (CLl5) and is within the Community Commercial (CC) Zoning District. This property was granted approvals for a 4,100 s.f. financial institution through Control No ; o Various pen's: These acre parcels are owned by a variety of individuals, have a FLUA designation of Medium Residential, 5 dulac (MR- 5) and are within the RH Zoning District; and o pen ~ : This 4.44-acre parcel is currently owned by the Huntington Pointe Association, Inc., has a FLUA designation of MR- 5 and is within the RH Zoning District. West: To the west of the PUD, across Hagen Ranch Road (R-O-W with an ultimate width of 80'), are the following: o pen ~ : This 5.28-acre parcel is currently owned by the Emerald Pointe Community Association, Inc., has a FLUA designation of MR-5 and is within the Single Family Residential (RS) Zoning District with an SE to allow a PUD, which now equates to the PUD Zoning District. These parcels are a part of the 330-unit residential PUD known as the Emerald Pointe PUD (Control No ); open's , & : These 9.8-acre parcels are currently owned by the Villaggio Reserve Master POA, Inc., have a FLUA designation ofmr-5 and are within the PUD Zoning District. These parcels are a part of the 516-unit residential PUD known as the Villaggio Isles PUD (Control No ); and o pen ~ : This 2.39-acre parcel is currently owned by Palm Beach County, has a FLUA designation of MR-5 and is within the Agricultural Reserve (AGR) Zoning District. SITE DESIGN Access to the affected area will be provided via two (2) full ingresslegress points fromlto S. Oriole Boulevard (R-O-W with an ultimate width of 80 feet), the internal ROW within the Villages. The main access from Atlantic Avenue is via Cumberland Drive (R-O-W with an ultimate width of 100 feet). The secondary access from Hagen Ranch Road is via Gateway Road (R-O-W with an ultimate width of 80 feet). UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 13 of 24 BCC August 24, 2017 Page 246

59 The full ingress/egress points from/to Cumberland Drive will be designed in a boulevardstyle with controlled access (will either be controlled through a combination of gates, a manned guardhouse and/or a call box) and will provide the necessary turn around for vehicles. The full ingress/egress point from/to S. Oriole Boulevard at Gateway Road will be a Pod A resident-only entrance (and emergency vehicles) with controlled access (will either be controlled through a combination of gates, a manned guardhouse and/or a call box). The proposed zero lot line, townhouse and multi-family housing development consists of 521 units that are designed with vehicular ingress/egress from/to an interior roadway system. Six (6) of the fourteen (14) roadways (or 43%) are terminated by landscape focal points, which is above the code minimum of 15% showing compliance with the exemplary standards of exceeding code minimum standards. There are six (6) focal points incorporated into the roadway design to provide landscape features. As shown on the Preliminary Street Layout Plan four (4) of the fourteen (14) roadways (or 28.6%) are terminated by a cul-de-sac or dead-end which is below the maximum allowed of 40%. The site design includes five (5) lake management tracts totaling acres. The lakes are configured around the residential pods to provide separation and a buffer between the proposed homes and the existing condominium buildings. There is also a five (5) foot wide pedestrian trail surrounds the lake. This walkway will be open to all the residents of the PUD. Central to the community is a Recreational Pod totaling 3.2 acres that will include a variety of recreational opportunities including a clubhouse with gym and breakout room, pool, and courts such as tennis, pickle ball or bocce ball. The Recreation Pod will serve the residents of Pods A, Band C of Avalon Trails. PERIMETER LANDSCAPE & EXISTING VEGETATION The majority of the affected area is adjacent to other parcels within the Villages of Oriole PUD that are compatible with the proposed redevelopment of the affected area. As such, no buffering is required between the existing residential development and the proposed open space. In areas where Avalon Trails abuts the existing ROW of Oriole Boulevard, a 15' ROW buffer is proposed. A Type 2 Incompatitibilty buffer is proposed where the proposed Recreation Pod abuts residential and between Pod A and Pod C (single family adjacent to multifamily). All existing trees will be relocated, preserved or mitigated per Table 7.D.2.E, Tree Credit and Replacement. At the pre-application meeting, it was confirmed that all existing trees would be considered to be "zoning" trees. A tree location plan and tree disposition plan is included as a part of this application request. The tree location plan locates all native trees and also non-native palm trees which are proposed to be relocated. In the event that the applicant decides to not relocate a non-native palm, no mitigation would be required. REQUIRED RESIDENTIAL AREA UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 14 of 24 BCC August 24, 2017 Page 247

60 Per current ULDC Art. 3.E.2.C.2, Tab le 3.E.2.C, PUD Land Use Mix, a PUD currently requires a minimum of 60% of the total gross acreage within a PUD to be alloca ted fo r residential development. WHh an overall acreage of the minimum acreage requ ired fo r re sidential uses would therefore be At the time of appro_a l of the PUD. the code did 001 provide a minimum, but instead provided a maximum of 65% of the tota l gross acreage thai could be allocated to reside ntial de_eiopmenl Based on discussions that the app licant and agent hood whh PBC Sian, wh ich were confirmed in wrrting through electronic ma il sent by Carolina Valera to Chris BaIT)' on March 2, 2017 (copy of wh ich is included in the submittal), lhe 1973 code section is 112 longer applicable and the project wi ll ha_e to meet Ihe minimum residential ~ rea based on the current code as described above As shown on the Master Land Use Plan, exh ibit 31, the area dedicated to residential uses is currently %. or acre s. Wrth the conversion of acres of land in the affected area /Tom golf course to residential. the area dedicated to residential uses will increase to acres, which exceeds the minimum required of 60% or acres. REQUIRED OPEN SPACE AREA Per curre nt ULDC Art. 3.E.2.C.2, Table 3.E.2.C, PUD Land Use Mix, a PUD currently requ ires a minimum 01 40% of the total gross acreage with in a PUD to be al located for open space. WIth an affected area acreage of , the minimum acreage required for open space within the affected area wou ld therefore be As shown on the PreWminary Master Plan. the amount of open space (inclusive of lake management tra cts, buffers and open spaces) within the affected area is acres or 567% At the time of approval of the PUD. the code requ ired a minimum of 35% of the total acreage be allocated to open space Therefore. within the acre non-affected area the minimum percentage wou ld require that acres be pro~ided for open space. As shown in Tabie 7 below, the priq r appro_als indicate that the existing open space (not including the golf course, go~ernmentlci'vic parcels or country club) is acres. or 52.32% of the non-affected area. Therefore, even with the golf course con_ersion, the non-affected area will comply w~h the open space requirem ents in place at the time of the origina I a ppro_a I VILLAGE/POD NAME ACRES SOURCE OF ACREAGE INFORMATION AEl1lEY VILLAGE S '1. BONAIRE VILLAG E 1~D6 ~9.39 '!. CAU ELOT VIllAGE DEAUVIL LE VillAGE ~ '!. UDKS Proj""! No.:' 6_ Proj,"", ~"'m.: Avalon T,~ i l.,! Vll oge. o! ar", 1e PUD Re Submltlil 3: JlI'e 1 S 2017 Pall<"5 <:1 24 BCC August 24, 2017 Page 248

61 INTERNATIO'J AL CLU 8 AT VILLI>.GES OF t8o/; HLt mngtrn T(JI,o\'ER S ~~ 8~ 1'. H~ T INGTrn lakes SECTlrnONE H~ T INGTrn lakes SECTlrnTWO H~ T INGTrn lakes SECTlrn T~EE H~ nngta-~ Ll>.KES SE CTlrn FOO R H~nNGTrn lakes SECTlrn FIVE 25.3[ ~ 201' '. eo" 27 +1,, ~ 65.l 41'. lb,cartrol "" '11 25.W '11 RECREATON AREA % EVE RGREEN I '11 "' "' '" CIVIC '00 "= WATER BOO IES (lnithin N(X'oj-AFFEGTE D AREAl "~ ~A.iOR STR EETS "= REQUIRED RECREATI ON AREA Per current ULDC Art, 3.E,2,C.2, Table 3.E.2.C, PUD Land Use Mix, th e affected area is requ ire d to provide 3. t 26 acres of recreation (see catcutations betow), cres per unit X 521 units = acres As stated previously the applicant is proposing a 3.2-acre Recreation Pod. The applicant wit l atso meet the minimum recreation costs to be spent on the following wrth in the Recreation Pod: Recreation Pod: A clubhouse with gym and breakout room, f')ol, and courts such as tenn is, pickleball or bocce ball, The Recreation Pod wi ll serve the residents of Pods A, Band C of Ava lon Trails, UDKS Proj""! No.:16_ Proj.oct ~""THI : Avalon T,~ i l., I Vll oge. of Qr",1e PlJD Re Submltlil 3: JlI'e 1 S 2017 Pall<' 16 ct 24 BCC August 24, 2017 Page 249

62 It should be floted that the code at the time of approval of the PUD had rio requirement for recreation denoted, however, at Staffs request, the applicant calculated the current recreation provided in the non-affected area. As shown in Table 8 belo w there is approximately acres of recreationa l area w~r.in the non-affected area of the PUD Wh ile there was no minimum area required within the non-affected area ~ is worth noting that this acres would exceed the current code minimum of acres per unit for the ex isting 3,742 units, which would equate to acres of recreationa l area. AOOEY VIllAGE VlLLAGEI~O[j NAME ACRES SOURCE OF ACREAGE INFORMAnON, :2-46-t OO5-, CAMELOT V ILLAGE, " ~ NT I ~ TON LAKES SECTICN 1"10,'0 RECREATICN AREA REQUIRED C IVIC AREA Per PBC ULDC Table 3.E.2.C, PUD Land Use Mix, the minimum civic requirement is 2% of the gross land area. The 2% requirement was the same when the PUD approva l was or i g in a ll ~ granted So, with a gross land area of acres the minimum civic requ irement is 8.96 acres As shown on the current Master Land Use Plan and the Revised Master Land Use Plan. there is an existing civic pod of 8.96 acres CONCURRENCY Included w~ h this app lication are the fo liowin g documents related to the impact of the proposed project on pub lic fac ilities: Drainage: Please see Drainage Sta tement prepared by Caulfield & Wheeler in which too details of the proposed drainage system are provided UDKS Proj!OC1 No.:' 6_ Proj.oct Na.-: Avalon T,~ i l., I Vll oge. o! ar",1e PUD Re Submltlil 3: JlI'e 1 S 2017 Pall<' 17 ci 24 BCC August 24, 2017 Page 250

63 Traffic: Please see Concurrency Traffic Impact Analysis prepared by Kimley-Horn. in which the conclusion states that "based on the analysis of traffic impacts generated by the site, the proposed development meets the requirements defined in the Palm Beach County Traffic Performance Standards" with two off-site improvements. The applicant will provide a proportionate share payment towards these improvements. WaterlWastewater: The necessary request for the approval of a Utility Concurrency Reservation Agreements (UCRA) will be submitted to the PBC Water Utilities Department (PBCWUD) to reserve water and wastewater concurrency. PUD OBJECTIVES & STANDARDS Article 3.E.2.B defines the design objectives and performance standards required for PUD's and those are addressed below. Design Objectives: 1. Designed as a predominately residential district. RESPONSE: The proposed project consists of 3,742 existing dwelling units and 521 proposed dwelling units A minimum of 60% of the land area is allocated for residential purposes. No non-residential uses are proposed within the affected area and thus the project complies with this design objective. 2. Provides a continuous non-vehicular circulation system for pedestrians and nonmotorized vehicles. RESPONSE: The PUD provides for a continuous pedestrian and non-vehicular circulation system throughout the development via the sidewalk system along the internal roadway system, complying with this objective. Also note that the applicant has agreed to provide a pedestrian walkway around the perimeter of the affected area that will be open to all residents within the PUD. 3. Provide perimeter landscape areas to buffer incompatible land uses, or where residential uses are adjacent to other incompatible design elements such as roadways, usable open space areas, where a more intense housing type is proposed, or where residential setbacks are less than adjacent residential development outside the perimeter of the PUD. RESPONSE: Perimeter landscape buffers complying with code are provided in the affected area. Existing buffers will remain unchanged in the unaffected area. 4. May offer limited commercial uses for the population of the PUD; RESPONSE: No commercial uses are proposed within the PUD. 5. Establish neighborhood character and identity; UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 18 of 24 BCC August 24, 2017 Page 251

64 RESPONSE: The redevelopment of the affected area provides for the creation of an integrated residential community with new recreational facilities, as well as passive open spaces and a walking trail that will enhance the character and identity of this well-established community. 6. Preserve the natural environment to the greatest extent possible; and RESPONSE: The subject property currently supports a former golf course. As such, the subject property has previously been disturbed and developed so there is minimal native vegetation; however, any existing native vegetation will be assessed for potential preservation/relocation as part of this zoning process, resulting in no significantly adverse effects on the natural environment as a result of this project. 7. Provide incentives for civic uses to reduce public capital improvements and expenditures by encouraging joint acquisition, development and operation of publicly owned and operated facilities to serve the residents of the PUD and PBC. RESPONSE: As shown on the current Master Plan Use Plan (exhibit 31) and the Preliminary Master Plan, there is an existing civic pod of 8.96 acres which meets the minimum 2% requirement for the entire PUD. Required Performance Standards A PUD shall comply with the following standards: Standards a - d are required and must be met. A minimum of two of the four standards listed in e - h are required: a. Proximity to Other Uses. All residential pods with five or more units per acre shall be located within 1,320 feet of a neighborhood park, recreation pod, private civic pod, commercial pod, or a public recreational facility. RESPONSE: Pods A, Band C exceed the net density of 5 dulac. There is a neighborhood park and recreation pod within 1,320 feet of the residential pod. b. Focal Points. A focal point shall be provided at the terminus of 15 percent of the streets in the project. The focal point June be in the form of a plaza, fountain, landscaping, or similar amenity deemed acceptable to the ORO. The focal point shall not be located on a private residential lot. RESPONSE: Four (4) of the nine (9) roadways (or 44%) are terminated by landscape focal points, which is above the code minimum of 15% showing compliance with the exemplary standards of exceeding code minimum standards. There are six (6) focal points incorporated into the roadway design to provide landscape features. c. Neighborhood Park. Neighborhood parks shall have a direct connection to the pedestrian system and include a tot lot, gazebo, fitness station, rest station, or UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 19 of 24 BCC August 24, 2017 Page 252

65 similar recreation amenity. Neighborhood parks shall not be used towards the Parks and Recreation Departments minimum recreation requirements and shall not be located within areas designated for drainage, stormwater management or other utility purposes. RESPONSE: Three (3) neighborhood parks (one in each pod) are dispersed throughout the community and are proposed to support passive recreational uses. d. Decorative Street Lighting. Decorative street lights shall be provided along the development entrances. RESPONSE: Decorative street lights will be provided along the development entrances. e. Decorative Paving. Decorative paving shall be provided at the development entrances and incorporated into recreational areas. RESPONSE: Decorative paving is provided at the full ingress/egress points to the development. f. Fountains. A minimum of one fountain shall be located in the main or largest lake or water body. RESPONSE: The applicant has provided one (1) fountains in lake tract #5. g. Benches or play structures. Benches or play structures shall be provided in usable open space areas and along pedestrian pathways. RESPONSE: Benches will be provided in the open space areas along the internal sidewalk system within the neighborhood parks. h. Interspersed Housing. WFH units shall be interspersed with market rate units within a pod. RESPONSE: The applicant has elected to cluster the WFH units, as permitted by code. i. Pedestrian Circulation System. An interconnected pedestrian sidewalk, path or trail system shall be provided linking pods to recreational amenities within the development. RESPONSE: A continuous pedestrian sidewalk system is provided throughout the development allowing for access to all the amenities. In addition, the applicant is proposing a walking trail around the perimeter of the affected area. ARCHITECTURAL REVIEW UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 20 of 24 BCC August 24, 2017 Page 253

66 Per ULDC Article 5.C.1.B.1.C, multifamily buildings with more than 16 units or three or more stories are subject to Architectural Review. The applicant is proposing 200 multifamily units in Pod C of the affected area. There will be a minimum of 16 units per building; therefore, the ULDC mandates that architectural review is required. The applicant is requesting the use the Type III method of review which would occur at the time of Final ORO or Site Plan Approval. PLATTING The applicant intends to further subdivide the subject property per ULDC Art. 11.B. PHASING Pursuant to ULDC Art. 3.E.1.J.1, PUD's may be developed in multiple phases in compliance with Art. 2.E, Monitoring. The developer may choose to phase the project. Pursuant to Art. 7.EA.B.1, the installation of required landscaping may be phased to the construction of the project. DOA STANDARDS As stated previously the applicant is requesting the approval of a DOA application to the previously approved Villages of Oriole PUD. Per ULDC Art. 2.A.2.B, Standards, see descriptions below of how the proposed project meets the eight (8) standards. 1. Consistency with the Plan: The proposed use or amendment is consistent with the purposes, goals, objectives and policies of the Plan, including standards for building and structural intensities and densities, and intensities of use. RESPONSE: As shown in the FLUA & Density section above, the standard and max densities based on current FLUA designations as described above would allow a total of 5,378 units while, with the conversion of the affected area, the PUD will only have 4,263 units. As such, the DOA application proposes a development consistent with the Plan's allowed density. Additionally, the proposed development is consistent with Objective 1.2 of the Plan in that it will provide additional homes for the projected population increase within the Urban/Suburban Tier. 2. Consistency with the Code: The proposed use or amendment complies with all applicable standards and provisions of this Code for use, layout, function, and general development characteristics. The proposed use also complies with all applicable portions of Article 4.8. SUPPLEMENTARY USE STANDARDS. RESPONSE: The proposed project is consistent with the code in regard to use, layout, function and general development characteristics. Furthermore, the modified development plan will be in compliance with the PUD objectives and standards as previously described. 3. Compatibility with Surrounding Uses: The proposed use or amendment is compatible and generally consistent with the uses and character of the land surrounding and in the vicinity of the land proposed for development. UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 21 of 24 BCC August 24, 2017 Page 254

67 RESPONSE: Surrounding the affected area are other parcels within the Villages of Oriole PUD that are compatible to the proposed redevelopment of the affected area. The design of the affected area provides lakes and/or other open spaces around the perimeter which serves to provide as much separation between the existing and proposed residences. 4. Design Minimizes Adverse Impact: The design of the proposed use minimizes adverse effects, including visual impact and intensity of the proposed use on adjacent lands. RESPONSE: The design of the affected area provides lakes and/or other open spaces around the perimeter which serves to provide as much separation between the existing and proposed residences. 5. Design Minimizes Environmental Impact: The proposed use and design minimizes environmental impacts, including, but not limited to, water, air, storm water management, wildlife, vegetation, wetlands and the natural functioning of the environment. RESPONSE: The subject property currently supports a former golf course. As such, the subject property has previously been disturbed and developed so there is minimal native vegetation; however, any existing native vegetation will be assessed for potential preservation/relocation as part of this zoning process, resulting in no significantly adverse effects on the natural environment as a result of this project. 6. Development Patterns: The proposed use or amendment will result in a logical, orderly and timely development pattern. RESPONSE: Over the last decade Palm Beach County has followed a national trend in which golf course play has declined. According to data from the National Golf Foundation, participation in golf in the United States declined by nearly 20% from 2003 (30.6 million golfers) to 2014 (24.7 million golfers) (Greenfeld, 2015). This has resulted in the closing of numerous golf courses and, in some instances, requests to convert the courses into other uses. According to an August 15, 2016 Bloomberg article (Clark, 2016), more than 800 golf courses closed nationwide between 2006 and The reasoning for this decline is due to an oversupply of courses built in the building boom of the 1990's and early 2000's and a changing preference for leisure activities, among other reasons. The adaptive reuse of property is consistent with a growing trend to repurpose property within the Urban/Suburban Tier of the County. The County first recognized the increase in "golf course conversions" in 2006 when they adopted code regulations related to the modifications of existing golf courses. As such, it is evident that the conversion of the affected area from a golf course to residential uses is logical, orderly and timely. UDKS Project No.: Project Name: Avalon Trails at Villages of Oriole PUD Re-Submittal 3: June 15, 2017 Page 22 of 24 BCC August 24, 2017 Page 255

68 7 Adequate Publ/c Facl/mes: The exfent to which the proposed use complies with Art. 2.F. Concurrency RESPONSE : Included with Ihis ap plicalion are the fo ll owing documents relaled to the impact of the proposed project on pub lic fac il ~ies Drainage: Please see Drainage Statemenl prepared by Caulfield & Whee ler in which the delails of the proposed drainage system are provided Traffic: Please see COllClmency Traffic Imp<lct Analysis prepared by Kimley-Horn. in which Ihe conclusjon slates Ihat "based on the ana lysis of traffic imp<lcts generated by the sjte. the proposed de ~ elopment meets the requi rements defined in the Pa lm Beach County Tra ffic Perfo rm an ce Siandards" with two off- s~e improvements. The applicanl wit l provide a proporti onate share p<lyment towards these improvements. WaterlWastewater: The necessary request for the approvat 01 a Utility Concurrency Reser;ation Agreemenls (UCRA) wi ll be subm~ l ed 10 the PBC Water Ulilil ies Department (PBC\MJD) to reser.e "",Ier and wastewater concurrency. B Changed CondltJons or Circumstances: There are demonstrated changed conditions or circumstances fhst nec9ssifafe ~ modification. RESPONSE: Within the la sl yur the goll course operalions closed due a decrease in play, The property o\\ll1er is selling the lorme r goll course. Th is is a demonslrated change in condition s and circum slances Ihat has necessitaled a modification to the original PUD approval. The applicant has worked closely wilh the Vill agesol Oriole maslel association and individual condom inium ooards as well as the residents themselves to develop a plan to con.ert the former golf course property into a residenlial development CONDITIONS OF ApPROVAL MODI FICATIONS The applicant is requesling Ihat l he follo wi ng condilions from Resolution No. R be re vised thro ugh this DOA application ALL PETITI ONS 2, Deve lopment 01 the site is limited to the UseS approved by the Board 01 County Commissioners, The approved ~ Pre liminary Master Plan is dated ~4iFG~ 17, :!QQ~ date TBD. Al l modilicalions mus1 be app r o~ed Oy the Board 01 County Comm issioners 01 Zoning Commission unless the proposed changes are required to meet conditi ons 01 approval or are in acco rdan ce with the ULDC. (ON GOING: ZONING - Zo nin g) UDKS Proj!OCt No.:' 6_000,000 Proj.oct Na.-: Avalon T,~ i l., I VII "9'" o! ar",1e PUD Re Submltlil 3: J""" 1 S Pall<' 23 ci 24 BCC August 24, 2017 Page 256

69 ARCH ITECTURAL REVIEW I. At time olsubmittallor final approval by the Development Rev iew Officer (DRO) lor the Place 01 Worship & Assembly Non-Profit InsHution in the Government pod. the architectural elevations tor Bu il ding B sha II be submitted simu ltaneousty with the s~e plan for final archrtectural review and approval. Elevations sha ll be designed to be consistent with Article S.C of the ULDC. Development sha ll be consistent with the approved architectural elevations, the ORO approved site plan, al l applicable cond itions of app roval, and all ULOC requirements. (ORO: ARCH REVIEW - Zoning) ENGINEERING 3. In order to comply with the mandatory TraffIC Performance Standards, the Property owner sha ll be restricted to the follo wing ph<lsing schedule: a No Building Pennits tor the site may be issued after May 22, 2Q1 1 December A time extension tor th is condition may be approved by the County Engineer based upon an appro ved Traffic Study which comp lies with Mandatory Traffic Performance Standards in place at the time ol the request. Th is extension request sha ll be made pursuant to the requ irements 01 Article 2. Section E 01 the Unified Land Development COde. (OA TE: MONITORING-Eng) LANDSCAPE 2. All palms required 10 be planted on the Place of WOffihip & Assemb ly Non -Profrt Instrtution property by Itli6 a~~rq\'a 1 in the Government pod. shall meet the following minimum standards at insta ll ation: a _ pa lm heights: twel\le (12) feet clea r trunk: b_ clusters: smggered heights twelve (12) to eighteen (18) feet: and, c. cred it may be given lor ex isting or relocated p<l lms provided they meet current ULDC requirements. (BLDG PERMIT: LANDSCAPE -Zoning) SIGNS 2. No freestanding si9l'"~':,r~:;'~ the Government pod sl Zon ing) CONCLUStON On behalf 01 the applicant and property owners. UOKS respectlulty requests favo rable review and considera tion of this app lication lor the approval of a Development Order Amendment lor VIllages of Oriole PUD_ The project manager at Urban Design Kilday Stl.ldios is Wendy Tuma who can be reached at (561 ) or via ema il at wluma f11udkstudios_com. Please contact Ih e agent with any questions or tor additional in formation in support of the requested applications BIBLIOGRAPHY Cl8rk, P. (2016, August 15). Am","",~ '8 Golf GourS<!S AM 6uming_ Rctri6w,d from Btoon"lberg ,'ameriOlll","goW..:ourses-.ret>uming Greenfeld. K. T. (2015. Ju,"" 25). Th.. ONth of Golf. Retr"""d f rom ""'n's journal nsjou rna I. oo,,",'magazinellhe-dealt>-of -goh UDKS Projroct No.:16_ _ Proj.oct Na m.: Avalon T r ~ i l 1 Vll oge. o! Or",1e PlJO Re_Submltlil 3: J,-"", 1 S Pall<' 2~ ci 24 BCC August 24, 2017 Page 257

70 Exhibit F Letter to the Residents dated March 8, 2017 March 8, 2017 uroon design To: Residents of Villages of Oriole Planned Unit Development!\IJ~gy Re: Proposed Modification to Marina Lakes Golf Course Property Dear Residents, Urban Planning and Design Landscape Architecture Communication Graphics This letter is provided to you as a resident of the Villages of Oriole PUD to notify you of a conversion request to the property formerly occupied by the Marina Lakes Golf Course (the "Property"). The Property consists of approximately acres and is located within the Villages of Oriole PUD which is located north of Atlantic Avenue between Hagen Ranch Road and Jog Road. HUNTINGTON LAKES HUNTINGTON LAKES SECTION 5 HUNTINGTON LAKES SECTION 2 HUNTINGTON LAKES SECTION 1 CAMELOT VILLAGE Having recently obtained the requisite support from the community to move forward with development of the Property, our Client, 13 th Floor (dba 13FH Palm Beach, LP), will be filing an application with the Palm Beach County (PBC) Zoning Division requesting to convert the Property into a 521-unit residential development with recreation and open space areas that will be known as Avalon Trails. The formal application that 13 th Floor will ~=========~~~<=======~)r be submitting is a Development Order Amendment (DOA) application to amend the Villages of Oriole PUD, which is targeted to be submitted to the PBC Zoning Division on March 15, This DOA application will be required to go through a Public Hearing process which includes approval from the PBC Board of County Commissioners. The Public Hearing dates are not certain at this time; however, the earliest month for the hearings would be July Prior to the first hearing, all property owners within 500 feet of the golf course will be notified via a letter directly from PBC. In addition, signs will be posted around the perimeter of the golf course and notice of the hearings will be published in the Palm Beach Post. Please contact this office if you have any questions or require further information. Sincerely, Urban Design Kilday Studios on behalf of 13 th Floor 610 Clematis Street, Suite CU02 West Palm Beach, FL fax LCC BCC August 24, 2017 Page 258

71 Exhibit G Restrictive Covenant dated January 30, i DECLARATION OF PROTECTIVE COVENANTS AND RESTRICTIONS FOR VILLAGES OF ORIOLE a)laration of Protective Covenants and Restrictions (the "Co ~s Declaration") made as of the 30 day of January 1975, by OR~,,~MES CORP., a Florida corporation (hereinafter referreu to ~veioper")' WHEREAS, ~per is the owner of the real property described in EXh~A attached hereto (the "Property") and plans to devel~eon a planned residential community known as Villages ~le in accordance with the regulations and area limitations f~planned Unit Development as set forth In the Zoning Code of Palmach County; and WHEREAS, Developer ~~termined a land use plan for portions of Villages of oribk~'01e "CommItted Property") and desires to provide for the uvation of the values and amenities hereby establishe ~ may be established for additional portions of Villag~ Oriole hereafter committed to land use ("UnCommitte~~") and to this end does hereby subject the committe~erty to the covenants, restrictions, reservations, and liens he~after set forth: and ~ WHEREAS, the Developer has deemed it. able for the efficient preservation of the values and a e)l::ft/~ established as aforesaid to create a corporation known a~e Villages Center, Inc. to which shall be delegated and assigned the powers and duties of ownership, maintenance and administration of certain portions of Villages of Oriole hereinafter described, the enforcement of the covenants and restrictions contained herein, and the collection and disbursement of the assessments and charges hereinafter provided. PFTU!<r.J T::;, THIS INSTRUMENT PREPARED 8Y HP,RV[Y G. I:OP[LmIITZ RUDEll, BARil[/], 1~(ClOSKY, SCiiUSTER & SCHMfRER P,O. BOX 7276 fort lauder~ale. flo\. 3330; BCC August 24, 2017 Page 259

72 NOW, THEREFORE, Developer hereby declare. that those portions of Villages of Oriole now or hereafter committed to a land use plan as hereinafter provided shall be used, transferred, sold, conveyed, and occupied subject to the covenants, re s ins, reservations, and liens hereinafter set forth. o ARTIC LE I DEFINITIONS words and phras es when us ed in this Covenant following meanings (unless the conte xt shall A. Oriole" means the name given to the g developed in phases by the Developer upon portions of the Plat thereof "Pla~~ I, Villages reco~in Plat Book of Oriole" according to 30 at Pages 38, 39 and 40 of the Public Records~alm Beach County, Florida. Villages of Oriole is planned to co "Residential Property", "Recreation Areas", "Reserved Lands" an~unity Areas" described in the "Plan for Development of Vill~9 Oriole" (the "Plan") contained in Article I I of this ~ts Declaration. B. "Village" means a ge~~cal area within Villages of Oriole constituting a phase in ~~opment of Villages of Oriole. A Village shall contain ~ential Property and Recreation Areas in accordance with thee@: and as described in the "Village Covenants Agreement" (as ~term is hereinafter defined). Each Village has been given a ~lar designation; e.g. Bonaire Village, etc. ~ C. "Villages of Oriole Condominium" means a particular condominium within a Village which is the subject of a particular "Condominium Declaration" (as that term is hereinafter defined). D. "Dwelling Unit" means a residential unit in Villages of Oriole intended as an abode for one family and includes a ~U~ib2390 PACE RUDEN, BARNETT, McCI.,.OSKY. SCHUSTER & SCHMERER, ATTORNEYS AT LAW,900 N. 1C.2E5 Ṭ 1I AV~NUE:I f'?':lt ~UDE~OAL.E! F~OR!D~~ BCC August 24, 2017 Page 260

73 residential unit contained in a duplex, garden-type, townhouse or high-rise building, whether such residential unit is subject to condominium form of ownership, owned in fee simple, cooperatively contained within a rental structure. "Dwelling Unit Owner" means the owner of a Dwelling o "Residential Property" means the real property in a Vi llag~on which Dwelling Units are located or planned to o bel ocat ed.~ G. ~unity Areas" means the portions of Villages of Oriole sholojn a~f Course", "Medical", "Commercial Site", and "Government~~stitutional" on the Land Use Plan attached hereto a~it B. H. "Develope~ans Oriole Homes Corp., a Florida corporation, its gran~ successors and assigns. 1. "Act" means ~ondominium Act, Chapter 711, Florida Statutes, 1963, as amended J. "Condominium DO~' means in the aggregate the Condominium Declarations, Ar:~OBY-LaWS' Village Covenants Agreements, this Covenants DecI~and all of the instruments and documents referr:~herein and executed in connection with a Villages of Orl.~dominium. K. "Condominium Declaration~ns the Declaration of Condominium by which a Villages of orio@ndominium is submitted by the Developer to condominium ownership~ccordance with the Act. ~ L. "Association" means a Florida c~ion not-forpro fi t respons ib Ie for administering and operating th e Villages of Oriole Condominiums and Recreation Areas included within a particular Village. M. "Corporation" means Oriole Villages Center, Inc., a Florida corporation not-for-profit RUOEN, BARNETT, McCL.OSKY, SCHUSTER & SCHMERER, ATTORNEYS AT LAW, 900 N. t.26'f!' AV~NU~1 F'O~T ~'-:JC~RC!~L.Et F'~O~!P~ BCC August 24, 2017 Page 261

74 N. "Common Expenses" means expenses for which the Dwelling Unit Owners of DI,elling Units submitted to condominium ownership are liab Ie to an Association as defined in the Act and in the Documents. "Corporation Documents" means the Articles of ion, By-Laws and Rules and Regulations of the Corporation, and <i;nants Declaration. P. ~Governors" means the Board of Governors of the. _.h O corporatlon~(i Q. ~rved Land Expenses" means the expenses of operating and maintainin~reserved Lands, such as taxes, insurance, and maintenance exp~all operating and administrative expenses of the Corporation a~ther expenses determined to be Reserved Land Expens es by the ~nors. CLE II PLAN FOR DEVELOP~LAND USE COVENANTS; PROPERTY BEN AND BURDENED; DECLARATION STRICTIONS; CONVEYANCE Rtf RATION A. Plan For Developme~lageS of Oriole 1. Developer hereby dec~nd covenants as follows: Developer has acquired and is the ~ of all of the land described in "Plat No.1, Villages o~e," according to the plat thereof recorded in Plat Book 3~ Pages 38, 39 and 40 of the Public Records of Palm Bea~~nty, Florida (the "Property"), upon which Developer in~o develop or cause to be developed the Villages of ori~»ached hereto as Exhibit B is a land use plan of the prope~e "Land Use P I an"). Th elan d Us e Plan has been propos ed bas ed upon th e master land use plan for Villages of Oriole as approved by the zoning authorities of Palm Beach County and shows that the Property is planned for development in four (4) land use areas. These areas are referred to in this Covenants Declaration and on RUOEN, BARNETT, McCLOSKY, SCHUSTER 6t SCHMEAER, ATTORNEYS AT LAW,900 N. E:,Z~T!I AVENUE, rofit L..":UI?'::~~~LE! FI.QA!!=,~ BCC August 24, 2017 Page 262

75 the Land Use Plan as "Residential Property", "Community Areas", "Recreation Areas" J and "Reserved Lands". The boundary lines and di.mensions shown on the Land Use Plan for these various s and for the Villages have been drawn for illustrative pu use ar nly, and do not provide, and are not to be relied the actual dimensions and legal descriptions of the o hown thereon or as a committal to any particular use for~use areas. The actual boundaries for any r~~tion o of the pro~ and the committed use for any such use area, will be set ~ and determined only after the filing of a re-plat of a p~ of the Property amongst the Public Records of Palm Beach c~ This commitment to boundary determination and commitment to~all occur upon the declaring of same in the Covenant ~aration as in the instance of the "Committed Property" ~ribed immediately below, or upon the filing of a "SUPPlem@hereto, as described in Subparagraph II B. below. AS~hiS date, re-plats have been filed for the land use area as "Abbey Village" and been filed in the Plat nated on the Land Use Plan o. lage", which re-plats have ~ lie Records of Palm Beach County, Florida, as shown oy@land Use Plan. 2. In addition to showing t~ (4) land use areas, the Land Use Plan also indicates: ~ (a) thos e portions of the which are hereby being committed as to boundary thos e portions of the Property are shown on the Land Use Plan which have us e, which are ~~-Platted and without the ~ion "Proposed" (the "Committed Property") and further described on the "Property Plans" attached hereto as Exhibits C-l and C-2; and (b) those portions of the Property reserved for future development and/or determination by Developer as to boundary and land use, which are those portions of the Property not yet i~tcii2390 rage RUDEN, BARNETT, McCLOSKY, SCHUSTER & SCHMERER, ATTORNEYS AT r.a~, 9~O N. E.26 T,lI "ve:n\je, FeR.T LA.UI?~RO~LE:! FL.O~!C)!, BCC August 24, 2017 Page 263

76 re-platted and shown 9n the Land Use Plan with the designation "Proposed" (the "Uncommitted Property"). Notwithstanding any graphic depictions on the Land Use Plan or statements hereinafter d, the Developer reserves the right to make such use of th itted Property and each portion thereof as shall be zoning a~ities by the applicable zoning regulations of Palm Beach o "County") then in effect and as may be approved by of the County. The Developer's determination o as to use s~ be in accordance with the criteria set forth in sub-parag~ II B. herein. In addition, as to the Uncommitted Property, the ~per reserves the right to increase the number or size of the' es or other land areas shown on the Land Use Plan and to alter ~ys located in or contiguous to the Uncommitted Property ~ those now shown on the Land Use Plan WIthout specifically ~ding the Land Use Plan. B. The Develope~ determine from time to time to commit a part of the unco~d Property to the land use provisions and other benefi~burdens contained in this Covenants Declaration. SUCh~ ~~nation may be subject to sales criteria, the sale and~ng of Dwelling Units situated within existing Village:~~r sales and marketing in Villages hereafter developed or e for development, all of which shall be in the sole de mination and discretion of the Developer. Upon such determinat@y the Developer to commit a portion of the Uncommitted P~y to this Covenants Declaration, the Developer shal~ amongst the Pub lic Records of the County as a supplemen~o (the "Supplement") a document entitled, "Supplement to Covenants Declaration for Villages of Oriole", to which shall be attached a legal description and Site plan ("Property Plan") of the portion of the Uncommitted Property being committed to specific land use and boundary determination and reference to or copy of the re-plat or re-plats RUD~N, BARNETT, McCI.OSKY, SCHU$T!;:R & SCHMERER, ATTORNEYS. AT LJo,W.900 N. E:.~6T,.t1 AV~NUE. FORT ~Ut)f;;RO~LE. F'L.O~!~A BCC August 24, 2017 Page 264

77 of that portion of the Uncommitted Property as filed \;ith the County. The Supplement shall designate the land use or uses, legal descriptions and boundaries for the Uncommitted Property and Co Uncomm t declare such to be either Residential Property, Area, Recreation Area or Reserved Land as the case pon the filing of the Supplement, the portion of the o Property described therein shall te subject to the applicab~nd use covenants and the benefits and burdens o established~er this Covenants Declaration as shall be applicable t~ Uncommitted Property described in the Supplement. ~ C. Lan Ucovenants: In consideration of the keeping of th e covenants Ii. fter contained and the payment of the "Reserved Land Expens~eferred to herein, Developer does hereby declare and agree tha~s e portions of the Villages of Oriole now or hereafter committ@ land use as Residential Property, Reserved Lands, Community ~ and Recreation Areas shall be used, trans ferred, demis ed, sold, ~ed and occupied subject to the terms of this Covenants ~~?ion, as follows: 1. Residential propert~ons of the Villages of Oriole now or hereafter des igna~:~res idcntial Property" shall be for residential use only, a~include condo,ninium, cooperative and/or rental type apart~ and townhouses; however, such use shall permit the construction ~evelopment activity necessary to build, sell and develop for ~use. No commercial or business occupations may be carried on~ Residential Property, except for the sale or rental of ~ Units and except for direct accessory uses, such as parking and the operation of vending machines, and similar activities. 2. Res erved Lands: Portions of the Villages of Oriole now or hereafter designated as "Reserved Lands" and including areas designated as "Entranceways", "Roadways" and "Waterways" shall be used and conveyed solely in accordance with the covenants for such areas now about to be set forth: RUOEN, BARNETT, McCL.OSKY, SCHUSTER & SCHMER R, ATTORNEYS AT LAW,900 N, E.26 Ṭ,tI AYENU~~ Ft?~T ~UC!E~lJAI..E, FLORIt:)A BCC August 24, 2017 Page 265

78 (a) Entranceway: Any portion of the Re~erved Lands shown as Entranceway and all improvements thereon shall be kept and maintained as an Entranceway to the Villages of iole in substantially the same condition and appearance stablished by the Developer. Developer reserves the t to dedicate all or a portion of such Entranceway. ctb) Road\~ays: Any portions of the Reserved Lands Sh~S Roadways and all improvements thereon shall be kept ~2intained for private Roadways as a means of ingres~ egress to and from, between and among, all portions ~llages of Oriole. Street lights may be installed shall deter e Roadways from time to time as Developer ~t in accordance with the requirements of the County. ~~loper reserves the right to dedicate all or any port~f such Roadways to the public. (c) waterw~ Any areas shown as Waterways shall be kept and ma~ned as bodies of water for drainage purposes and ~d uses, together with any adjacent shoreline inc;~?thin said real property in an ecologically sound ~n and subject to such agreements affecting such :~ntered into with the Lake Worth Drainage District. ~ (d) Beautification: An~rtions of the Reserved Lands as to which no specific use ~gnation is made shall be grassed or planted and kept gras~r planted as green open space for the beautification o~ges of OriOle. (e) Private and Limited PUblic~For the term of this Covenants Declaration, the Reserved Lands are not for the use and enjoyment of the public, but are expressly reserved for the private use and enjoyment of Corporation, Associations, Dwelling Unit Owners, their family members, guests, invitees and less ees but only in accordance with this Covenants Declaration. The foregoing provisions do not apply to m;\h2390 PAGE RUDEN, BARNETT, McCI..OSI(Y, SCHUSTER & SCHMERER,ATTORNEYS AT LAW,900 N. E.aST.,tI AVe:N~E. FORT LAUOE~!,ALE, FI:-0F!!O~ BCC August 24, 2017 Page 266

79 the Entranceway and Roadways or portions thereof to the extent that such Entranceway or Roadways or portions thereof are dedicated by Developer to public us e, or by the owners Areas, Residential Property or Recreation their guests, servants, Lessees, invitees and as a means of ingress and egress to, from o. tween the CommunJ.ty Areas and Residential Property or~eation Areas. ~ 0 Construction of Improvements: Developer shall commen~nstruction of improvements upon the Reserved Lands shown on ~and Use Plan ("Reserved Land Improvements") contempor~~ with construction of improvements on Residential.~y immediately contiguous thereto shown on such Land use~~n. Construction once begun shall be carried forward ~inuously with all reasonable speed and due diligence, ~ided, however, that allowance shall be made in the~ance of strikes, lockouts, governmental restricti~re, earthquake and other acts of God, catastroph"~qhortages of materials. In no event shall this pa~e construed as obligating Developer to construct Res~and Improvements upon any of the Reserved Lands s "Propos ed" on the Land Use Plan unless and un such lands are declared to be Committed property.cq (g) The Developer agrees th@ shall convey to the Corporation fee simple title in~ the Reserved Lands (other than thos e portions of th~way designated as "Canals") subject to the following: (1) the terms and provisions of the Corporation and the Condominium Documents including this Covenants Declaration, (2) real estate taxes for the year of such conveyance; (3) applicable zoning ordinances; (4) such facts as an accurate survey may show; and (5) all RUOEN, BARNETT, McCLOSKY, SCHUSTER & SCHMERER, ATTORNEYS AT IJ.W,900 N. E.26 T J:I' AVENUE, FP~T LAUOE:~OA,I-E. FL:0~!O~ BCC August 24, 2017 Page 267

80 easements, reservations and restrictions of record. Developer reserves the right to convey portions of the Res erved Lands from time to time; however, the conveyance all Reserved Lands shall be completed upon the "Transfer " which shall be the earlier of the following: o (i) December 31, 1984; (ii) Wi thin thirty (30) days after Developer ~hall have conveyed title to 4000 Dwelling Units ~qructed by it upon the Residential Property ~ on Land Us e Plans; or ~. ii) the election of Developer to so convey the Res Lands. The Canals ~en deeded in fee simple to Lake Worth Drainage District i~c~ordance with the requirements of Lake Worth Drai nage Dis tri~ here inafter set fo rth. 3. Community Are~_portions of the Villages of Oriole now or hereafter designat_~mmunity Areas", including any areas designated as "Golf C~ "Golf & Tennis Club Area", "Medical", "Commercial Site'~ c@5~ernment and Institutional" shall be used solely in accord~h the covenants as to use now about to be set forth: ~ (a) Golf Course ~~ The real property shown a~scribed on the Land Use Plan as Golf Course (the "Golf ~e") shall be kept and maintained as an executive golf ~e by the Developer or its subsidiary successors, assigns, gr~r lessees as operator of the Golf Course (the "operator")~operator covenants and agrees that it shall be responsible for the maintenance and operation of the Golf Course, as well as the bodies of water included therein and shown on the Land Use Plan as Lakes and Canals (to the extent such Canals are included within the Golf Course boundaries) which the Operator covenants and agrees to keep and maintain in accordance with the requirements m;lb2390 PAGE 90? RUDEN, aarnett, Mc:Cl,.OSKY. SCHUSTER & 5CHMERER, ATTORNt::YS AT LAW, ~oo N. E.26 T lf AV~N~E:I F',,~,,!, i.!'1.!~~~~~~~~ F'~~~I!?~ BCC August 24, 2017 Page 268

81 and regulat~ons of Drainage and Flowage AgreeffiAnts with the Lake Worth Drainage District. Notwithstanding the fact that the Golf Course is set aside to be kept and maintained as an executive it is acknowledged and agreed by all parties taking ti portion of the Villages of Oriole that the Operator the absolute and unconditional right to operate the qs a business and to charge membership fees, greens fees or ~ forms of compensation and cons ideration for the o use of the ~ Course by any persons whomsoever, including Dwelling uni~ers, their guests, invitees, family members and lessees. I~he intention of the foregoing provisions that the covena~ to maintenance and use of the Golf Course shall not be inte~ as granting or giving any free right to the use of the G~'i~,:::-..'Cj\rse to any persons, whomsoever, including Dwelling Unit~rs, invitees. ~ their family members, guests or (b) Gol f & T~ Club Area The real proper~ on the Land Use Plan as "Golf Tennis Club Area" an;~~;\ed in Exhibit D hereto shall be kept and maintain~d,by~r as a golf and tennis facility area conta~n~ng t~courts, and a structure containing a golf and tennis pro ShO~k bar, lavatories golf cart storage and maintenance fa~ies. Operator covenants and agrees that it shall operate and ma@n the Golf & Tennis Club Area as herein provided, and that su~eration and maintenance mayor may not be done in con~ with the operation and maintenance of the Golf cours~the same Operator. The Operator shall have the unconditional right to operate the Golf & Tennis Club Area as a business and to charge membership fees and/or other forms of compensation and consideration for the use of the tennis courts, snack bar and related facilities by any persons whomsoever, including Dwelling Unit Owners, their guests, invitees, family members and lessees. It is th e intention of the foregoing provisions that the iu;ii2390 fage RUDEN, BARNETT, MCCLOSKY, SCHUSTER & SCHMERER, ATTORNEYS AT LAW, SOO N. E.26Ṭ,tI AVEN1:JE, FO~T ~Ui:)E:RI:)"'L.E, F~O~!C~ BCC August 24, 2017 Page 269

82 and regulat~ons of Drainage and Flowage AgreeffiAnts with the Lake Worth Drainage District. Notwithstanding the fact that the Golf Course is set aside to be kept and maintained as an executive it is acknowledged and agreed by all parties taking ti portion of the Villages of Oriole that the Operator the absolute and unconditional right to operate the qs a business and to charge membership fees, greens fees or ~ forms of compensation and cons ideration for the o use of the ~ Course by any persons whomsoever, including Dwelling uni~ers, their guests, invitees, family members and lessees. I~he intention of the foregoing provisions that the covena~ to maintenance and use of the Golf Course shall not be inte~ as granting or giving any free right to the use of the G~'i~,:::-..'Cj\rse to any persons, whomsoever, including Dwelling Unit~rs, invitees. ~ their family members, guests or (b) Gol f & T~ Club Area The real proper~ on the Land Use Plan as "Golf Tennis Club Area" an;~~;\ed in Exhibit D hereto shall be kept and maintain~d,by~r as a golf and tennis facility area conta~n~ng t~courts, and a structure containing a golf and tennis pro ShO~k bar, lavatories golf cart storage and maintenance fa~ies. Operator covenants and agrees that it shall operate and ma@n the Golf & Tennis Club Area as herein provided, and that su~eration and maintenance mayor may not be done in con~ with the operation and maintenance of the Golf cours~the same Operator. The Operator shall have the unconditional right to operate the Golf & Tennis Club Area as a business and to charge membership fees and/or other forms of compensation and consideration for the use of the tennis courts, snack bar and related facilities by any persons whomsoever, including Dwelling Unit Owners, their guests, invitees, family members and lessees. It is th e intention of the foregoing provisions that the iu;ii2390 fage RUDEN, BARNETT, MCCLOSKY, SCHUSTER & SCHMERER, ATTORNEYS AT LAW, SOO N. E.26Ṭ,tI AVEN1:JE, FO~T ~Ui:)E:RI:)"'L.E, F~O~!C~ BCC August 24, 2017 Page 270

83 covenants as to maintenance and us e of the Golf & Tennis Club Area shall not be interpreted as granting or giving any free right to the use of such area or the facilities thereon rsons, whomsoever including to Dwelling Unit Owners, the' y members, guests, invitees or lessees. (c) o Medical, Commercial Site, Government and Institutional ~e real property shown on the Land Use Plan as "Medical", ~'~ngrcial (hereinafte~ectively Site", "Government and Institutional" referred to as "Areas") have been so designated i~ordance with the requirements, regulations and area limita~ of Section of Chapter V of the Zoning Code of th~y. As to the areas or portions thereof for which a SUPPle~as not been filed, Developer retains those rights of use a~velopment reserved as to any Uncommitted Property in accordance rticle II.A. and B. herein. 4. Re creation Areas shall include the area designated on of a particular Village se Plan as "Recreation Area" fre Recreation Area") all of which shall be used solely f ~ational purposes. The Developer intends to designate Re~~.on Areas in subsequent Villages and to enter into a Villag e nts Agreement for each Recreation Area described thereo th the Association operating such Vi llage under the terms O~iCh, inter alia, all expenses thereof ("Recreation Area EX~") shall be paid by such Association and assessed as e~ of the Association under the Condominium Documents. ~ Rules and Regulations; Dispute as to Use: The Corporation shall impose rules and regulations regulating the use and enjoyment of the Reserved Lands and Community Areas, exclusive of the Golf Course and Golf & Tennis Club Area, and each Association shall impose rules and regulations regulating the use and enjoyment of the Residential Properties and Recreation RUDEN, BARNETT, McCLOSKY, SCHUSTER & SCHMf:FlER, ATTORNEYS AT LAW,900 N. E.2ST.t' AV~NUE, FORT L.AUO~ROAL.E. FLORIO!, BCC August 24, 2017 Page 271

84 Areas located I<ithin the Village operated by it. The Operator shall impose rules and regulations regulating the use and enjoyment of the Golf Course and Golf & Tennis Club Area. regulations so promulgated shall in all respects with the use covenants set forth in this Covenants The Corporation, Association and Operator may each modify, alter, amend and rescind the rules an~ulations promulgated by them, provided such modifications, a~:!;:/itions, amendments and rescissions are consistent with the us~nants set forth herein and in the Supplements. ~ ARTICLE III ME~~P AND VOTING RIGHTS IN BOARD OF GOVERNORS ~~E CORPORATION THE CO~~TION; A. Membershi~he members of the Corporation shall be c ompri sed 0 f "As s oei a tio@b ers" an d "Ow ner Memb ers" as de fi ned in the Articles of Incorpo~n of the Corporation and Amendment thereto, (the "Articles") a~_2l which is attached hereto as Exhibit E. Each Member shal~~?itled to the benefits of, and be subject to, the provisions o~rporation Documents and as same may be amended from time\\~~. The voting rights of the Members of the Corporation S as set forth in the Articles. B. Bo ard 0 f Governo rs : Th e Co@tion s ha 11 be governed by the Governors which shall be elected a(@vided in the Articles. ARTICLE IV ~ ASSESSMENTS FOR RESERVED LA'~~ EXPENSES; ESTABLISHMENT AN~ ENFORCEMENT OF LIENS A. Affirmative Covenant to Pay Reserved Land Expenses: In order (a) to fulfill the covenants herein contained in this Covenants Declaration; (b) to preserve the Reserved Lands for the recreation, safety, welfare, and benefit of Dwelling Unit Owners, their m;\b2390 fage RUCf;N, BARNETT, Mc:C~OSKYI SCHUSTEA & SC;;ME:RER. ATTORNEYS AT LAW,900 N. E,26T.,t( AVE.NUe;I FOftT ~l!cer~~\,,, rlcjrlp~ BCC August 24, 2017 Page 272

85 licensees, invitees, guests and lessees at the Villages of Oriole; and eel to provide for maintenance and preservation of Reserved Lands and the services and amenities provided for herein, hereby imposed upon the Residential Property and the Dwe Owners thereof, the affirmative covenant and pay the Reserved Land Expenses as defined and more part i c Os et forth in Article VI of this Covenants Declaration. The Deve~ agrees that the Condominium Documents shall recognize that all Of~ covenants set forth in this Covenants Declaration, including th~rmative covenants herein set forth, run with the land submitted ~ndominium ownership by a Condominium Declaration and the assessm~~ Reserved Land Expenses due hereunder are Common Expenses. ~ner of "Owner Member Residential Property", as that term is define~ the Articles, by acceptance of a deed or other instrument of~veyance for Residential Property, whether or not it shall be so exp@d in any such deed or instrument, shall be obligated and agr~ pay to the Corporation all assessments for Reserved Lan~ses determined in accordance with the provisions of the co"r~ic 'n Documents. B. Lien: The annual as~s and special assessments, if any, for Reserved Land Expens~~ther with interest thereon and costs of collection, including re~e attorneys' fees as hereinafter provided, are hereby decl~to be a charge on the Residential Property and shall be a cont~g lien upon the Resi dential Property against which each su~s essment is made. As to any Villages of Oriole Condominium ~ upon the Residential Property, the assessment applica~the Dwelling Units contained therein shall be part of the Common Expenses of that Villages of Oriole Condominium, and shall be collected by the Association managing such Villages of Oriole Condominium in the same manner, by the same procedure and to the same extent as other Common Expenses. Each assessment against the Residential Property or portion thereof together with such interest thereon at the highest RUDE:N. BARNETT. McCL.OSKY, SCHUSTER & SCHMERER,ATTORNEYS AT \.AW,900 N. f,:.26".,ti ~VENUt:, FOF!T LAIJ0E:ROA1.E, F'L~)RIO~ BCC August 24, 2017 Page 273

86 rate allowed by law and costs of collection thereof, including reasonable attorneys I fees, shall be the personal obligation of the person, persons or entity owning the Residential Property or so assess ed, including each owner of a Dwelling ined in a Villages of Oriole Condominium so assessed or n, persons or entities owning collectively all of the D\<elli?ts located within a rental apartment, cooperative apartme~r other residential structure upon the Residential o Property a~ time the assessment Was made. Said lien shall be effective o~rom and after the time of recordation amongst the PubllC Records~alm Beach County, Florida, of a written acknowledged s~t by the Corporation setting forth the amount due to the corpor~s of the date the statement is signed. Upon full payment ~ ~~sums secured by that lien, the party making payment shall ~ntitled to a recordable satisfaction of the statement of of Section (6), Flori da Statutes, are app~le to the assessments hereunder as to Dwelling Units contained~ Villages of Oriole Condominium, and therefore in accordance :~i?ch section, provisions to the contrary notwithstanding, past ~essments against a Dwelling Unit in a Villages of Oriole co:~um shall be cancelled when an institutional mortgagee tak~ to such Dwelling Unit by foreclosure or deed in lieu of fo~osure. C. Enforcement: In the event ~AssociatIon Member or OWner Member of the Corporation las thos~s are defined in the Articles) shall fail to pay any annual a~ts, or installment thereof, or any special assessment, or inst~ thereof, within fifteen (15) days after the same becomes due, then the Corporation through its Governors shall have the following remedies: (1) To accelerate the entire amount of any annual assessment or special assessment for the remainder of the calendar year notwithstanding the prons ions for the payment thereof in installments; (2) To a-dvance on behalf of the Member in default funds to accomplish the needs of the Corporation and the ~UDe:N. BARNETT, McCLOSKY, SCHUSTER & SCHMERER, ATTORNEYS AT LAW,900 N. E.Z6T..!:.1 AVENUE, FORT t.auo~rdal.e:! F'L.OR!OA BCC August 24, 2017 Page 274

87 amount or amounts of moneys so advanced, including reasonable attorneys' fees and expenses which might have been reasonably incurred because of or in connection with such payments with interest at the highest allowable rate, may collected or enforced by the Corporation, and advance by the Corporation shall not waive the default; o (3) The Corporation may file an action in equity to~eclose its lien at any time after the effective date o ther~ The lien may be foreclosed by an action in the name ~e Corporation in like manner as a foreclosure of a mortgage~eal property; (4)~~ut waiving its lien rights and its right of foreclosure~orporation may file an action at law to collect the Ass~ent plus interest at the highest rate allowed by law ~ court costs and reasonable attorneys' fe es. ~ M"HOO o,a:~~~""al AN" ""::~",,,,, The Reserved Land Expenses described shall be paid by the ereinafter set forth and 0) out of funds assessed and collected from Association Owner Memb ers of the Co rporat ion who, in turn, sh all ass es agai ns t th e Dwelling Units Subject to Assessment as hereinaft~ined on the following basis: A~ A. Determining Ass essments After~ 1. Indi vi dual Dw elli ng Uni t As s essment: After the Guarantee Period described in Paragraph B below, the total anticipated Reserved Land Expenses for each calendar year shall be set forth in a budget prepared by the Governors not later than December 1st of the year preceding the calendar year for which the Budget is to be adopted. The total anticipated Reserved Land Expenses shall be divided equally among the "Dwelling Units Subject to Assessment" (as that term is hereinafter defined) and the quotient thus arrived at (adjusted quarterly as hereafter 16 - RUDEN, BARNETT, McCLOSKY, SCHUSTER & SCHMERER,ATTORNe;;YS AT ~W, soo N. E.2~Tl,{ AVE.N\J~, FO~T ~~PIP~[:)AL~, F'~O~'D~ BCC August 24, 2017 Page 275

88 set forth) shall constitute and be called the "Individual Dwelling Unit Assessment". The Governors shall adjust the Individual Dwelling Unit Assessment on a quarterly basis by dividing the total ted Reserved Land Expenses for the remaining quarters of ar year (as determined by the Budget for such expenses) "Dwelling Units Subject to Assessment" as of thirty <;fays prior to the end of such calendar quarter, the quotient~g the installment of the Individual Dwelling Unit o Assessment ~he next quarter. 2. ~ing Units Subject to Assessment: The phrase "Dwelling Units~ect to Assessment" shall mean (a) the number of Dwelling Units ~declared Villages of Oriole Condominiums on the Residential pr~and (b) the number of Dwelling Units in Owner Member Residential Pro~ as to which a Certificate of Occupancy has been issued, each ~f the date thirty (30) days prior to the expiration of the Guarant@riod. The number of Dwelling Units Subject to Assessment shall reafter be adjusted quarterly, at least thirty (30) days prior~ end of each calendar quarter, reason of any new certificate:~aupancy issued for Owner Members Residential Property and~itional Villages of Oriole Condominiums declared. For the PU~~~f assessments, the number of Dwelling Units contained in any s Property which is subsequently destro located on Residential d, damaged, or demolished shall be the number of Dwelling Units O~allY constructed until such time as the structure is replaced an;(gew Certificate of Occupancy is issued, whereupon the num~welling Units contained in the replaced structure shall be~n computing the number of Dwelling Units Subject to Assessment. 3. Assessment Payment: The Individual Dwelling Unit Assessment shall be payable quarterly in advance on the first days of January, April, July, and October of each year. Each Association Member shall be assessed an amount equal to the product arrived at by multiplying the Individual RUDEN, BARNE:TT, McCLOSKY, SCHUSTER & SCHMERER, ATTORNEVS AT LAW. 900 N, E,26 ' 11 ~VENUE. FC!AT ~UCERPAI..E, FLORI~~ BCC August 24, 2017 Page 276

89 Dwelling Unit Assessment by the number of Dwelling Units Subject to Assessment within each Villages of Oriole Condominium operated by it. Each Owner Member shall be assessed an amount the product arrived at by multiplying the Individual Owe Assessment by the number of Dwelling Units Subject contained on Owner Member Residential Property!? Owner Member. During Th e t commencing wi uarantee Period" shall mean a period of time ~date of this Agreement and continuing through December 31, 19 ~DUring the Guarantee Period, it is covenanted and agreed by the@loper and Corporation that the Individual Dwelling Unit Asses~ which shall be levied by the Governors pursuant to this cove~ Declaration shall not exceed the sum of $9.00 for each cal "Guaranteed Assessment"). Each Dwelling Unit ssessment shall pay the Guaranteed D Assessment to the provided herein. During the Guarantee Period, Developer co n1(j and agrees with the Corporation that at the end of each calenda~he Developer will pay all of the Reserved Land Expenses ac~incurred in excess of the total amount of the Guaranteed ~~ssments assessed as Individual Dwelling Unit Assessments.~ C. Special Assessments ~ Special Assessments for capital im~~ents shall be levied by the Governors only for the purpo~defraying in whole or in part the cost of construction ~ffistruction of Res erved Land Improvements. The Governors ~etermine the cost of construction or reconstruction and shall assess the same amongst the Association Members and Owner ~lembers and allocate such assessments as described in Paragraph B above. There shall be no special assessment against Developer for capital improvements nor shall there be any special assessment against Developer without the express written approval of Developer RUDEN, BARNETT, McCL.OSKY, 5CHUSTER & SCHMEFU:R, ATTORNEYS AT '-AW,990 N. E.26TlI ~VEI'WE~ FO~T L.A~DF;~!,ALJ::! n?~it:!a BCC August 24, 2017 Page 277

90 ARTICLE VI RESERVED LAND EXPENSES The following expenses of the Reserved Lands are declared to be Mem Land Expenses which the Corporation, Association Owner Members are ob ligated to collect and pay and herein. it Owners are obligated to pay as provided in Article V o A. ~axes: Any and all taxes levied or assessed at --0 any and all~r;;\ by any and all taxing authorities, including all taxes, c~s, assessments and impositions and liens for public imp~nts, special charges and assessments, and water draina~tricts, and in genaral all taxes and tax liens which may be ~sed against the Reserved Lands and against any and all p~al property and improvements, which are now or which hereafter~ be placed thereon, including any interest, penalties and other char@ich may accrue thereon. B. Utilit Char e D charges levied for utilities providing services for by a private or public firm. o Lands, whether they are supplied p~templated that this obligation will include all char~'y water, gas, electricity, rw C. Liability Insurance: T~remiums on the telephone, sewer, and any other ty~ utility or any other type of service charge. policy or policies of insurance in the ~nerally known as Public Liability and/or Owners, LandlO~Tenant policies insuring against any and all claims and d ade by any person or persons whomsoever for injuries r. in connection with the operation and maintenance of Reserved Lands, and improvements and buildings located thereon, or for any other risk insured against by such policies, each class of which policy shall have been written within limits of not less than $1,000,000 for damages incurred or claimed by anyone person, and for not less than $5,000,000 for damages incurred by more than one person, and for not less than $25,000 for property damage. All m;ib2390 fage RUDEN, BARNETT, McCLOSKY, SCHUSTER & SCHMERER, ATTORNF:VS AT LAW, BOP N. E.26 T.,tI AVENUE, F'O~T ~~~~ROALE, F'1.0~!O~ BCC August 24, 2017 Page 278

91 such policies will name the Corporation (and the Developer until the Turn-Over Date), as their respective interests may appear, as the persons insured by such policy or policies. The original or of each policy shall be held in the office of the Co The pr Fire, Windstorm, and Other Casualty Insurance: o or impro~:~ ~hs for insurance to keep insured any and all buildings now located or which may hereafter be located, built, or P~dOupon the Reserved Lands in good and responsible insurance co~es authorized to do business in the State of Florida, for p~.on against loss or damage caused by or resulting from fire, winds U or other casualty in an amount that would be sufficient to affo ~quate protection to all interested parties. E. Destruction Buildin s or 1m rovements: Any sums necessary to replace, construct or reconstruct damages caused~he destruction of any building by fire, I;indstorm, or oth~sualty, regardless of whether or not the same is covered i~ Oar in part by insurance. In the event insurance money ~be payable, such insurance money shall be paid to the corp~who shall open an account with a banking institution doing ~ss in Palm Beach County, Florida, for the purpose of providin~d for the repair and reconstruction of the damage. The C~ation shall pay into such account, either in addition to the@rance proceeds or in the event there are no insurance proce~such sums as may be necessary so that the funds on deposit~gual the costs of repair and reconstruction of the damage ~uction. The sums necessary to pay for the damages or destruction as herein contemplated shall be considered Reserved Land Expenses, but shall be rais ed by the Corporation under the provis ions for Special Assessments as provided in Article V.C. of this Covenants Declaration. The Corporation agrees that it will levy special assessments to provide the funds for the cost of reconstruction RUDEN, BARNETT, McCL.OSKY, SCHUSTER & SCHME:RER, ATTORNEYS AT LAW,900 N. E.26T.,tI AVENUE. F'ORT I.AUP~RCAL~, FLO~IO:A BCC August 24, 2017 Page 279

92 or construction within ninety (90) days from the date the damage or destruction takes place and shall go forward with all deliberate speed so that the construction or reconstruction, replacement shall be completed within nine (9) m the date of damage. to kee o Repair and Replacements: All Expenses necessary maintain, repair and replace any and all buildings, improvem~ roadways, drainage facilities, personal property, fu rni tu re, ~:!t Ii gh ts, fi xtures an d eq ui pmen t upon the Reserved Lan~ a manner consistent with the development of Vlllages of Or~nd in accordance with the covenants and restrictions co~~erein, and in conformity with all orders, ordinances~ngs, and regulations of any and all federal, state, count~ city governments having jurisdiction thereover as well as ~tatutes and laws of the State of Florida and the United S. This shall include any expense attributable to the mainte~ and repair and replacement of pumps or other equipment ~d upon or servicing the Reserved Lands pursuant to t:~~ations to or rights of Lake Worth Drainage District in~such portions of the Reserved Lands for drainage, flo~~ghts of way or other purposes. ~ G. Indemnification: The Co ation covenants and agrees that it will indemnify and save harmles@ Developer from and against any and all claims, suits, action(0mages, and/or causes of action arising from any persona~x, loss of life, and/or damage to property sustained in or a~e Reserved Land, or the appurtenances thereto from and against all costs, counsel fees, expenses and liabilities incurred in and about any such claim, the investigation thereof or the defense of any action or proceedings brought thereon, and from and against any orders, judgments, and/or decrees which may be entered therein. The costs of fulfilling the covenant of RUDEN, 8ARNf:TT, McCt..OSKY. SCHUSTE:R & SCHMERER, ATTORNEYS AT LAW, 900 N. E.26T,!1 AVENUE, f~rt I.AUOERO"LE, FLc?~!!,A BCC August 24, 2017 Page 280

93 lndemnification herein set forth shall be deemed to be Reserved Land Expenses. Included in the foregoing provisions of indemnification are any expense that the Developer may be en lied to incur in bringing suit for the purpose of rights hereunder, or for the purpose of compelling ic enforcement of the provisions, conditions, and covena ositained in this Covenants Declaration to be kept and per~ by the Corporation and its Members. o H. ~rational Expenses: The costs of administration for the corp~on, including any secretarial, bookkeeping and employees nece~o carry out the obligations and covenants of the Corporation, 1 be deemed to be Reserved Land Expenses hereunder. The fe ~costs of any management company retained by the Governors to a~ in the performing of the duties of the Corporation hereu~ shall be deemed to be part of the,,, mod "od hpm". ~ ART~II GENERAL~~9oNS A. Duration: The res~s covering the lands of Villages of Oriole and the co:~ contained herein providing for assessments shall run with and'j?:>~ land encumbered hereby, or subsequently encumbered by virtue~he filing of a Supplement, and shall inure to the benefit of the D@per, the Corporation and its members, his or its respective le~epresentatives, heirs, successors and assigns for a term of seve~e (75) years from the date this Covenant Declaration is recor~er which time said covenants shall be automatically extended for successive periods of ten (10) years unless after said seventy-five (75) year term an instrument signed by the persons or entities then owning two-thirds (2/3) of all Dwelling Units Subject to Assessment is recorded agreeing to terminate said covenants and restrictions. No such instrument shall be RUDEN, BARNETT, McCLOSKY, SCHUSTf;R & SCHMtR R, ATTORNEYS AT!-AW,900 N. E.26 T.,!;I AVE~U~!ft?RT!-:AyDe:~C~Lf:' F'LC?~II?~ BCC August 24, 2017 Page 281

94 effective, however, unless made and recorded one (1) year in advance of the effective date of such termination. B. Compliance With Regulations of Public Bodies: Th e su as a Res erved Land Expens e, perform and do such things as shall be lawfully required by any having jurisdiction over the same in order to comply requirements, fire hazard requirements, zoning requirem~ setback requirements, drainage requirements and o other simil~quirements designed to protect the public. C. ~l Use of Reserved Lands: The Corporation covenants and agrees tha~ill conform to and observe all ordinances, rules, laws and Florida, and the ations of Palm Beach County, the State of States of America, and all public authorities and boards of officer~ating to the Reserved Lands, or improvements upon the same, ~e thereof, and will not during such time permit the same to be us~r any illegal or immoral purpose, business or occupation. ~ D. Easements; The~d Lanas, Recreation Areas, Residential Property and com;~~reas shall be subject to easements in favor of the De~ the Corporation, its designees (including Managin~~nieS)' members and Dwelling Unit Owners and appropriate~ and other service corporations or companies for ingres~ egresss and to provide power, electric, sewer, water and other ~ity services and lighting facilities, irrigation, televisi~ansmission facilities, security service and facilities in connec~erewith' and the like. Developer and the Corporation sh~ute, deliver and impose, from time to time, such easements and cross easements for any of the foregoing purposes and at such location or locations as determined by Developer, or, upon the Turn-Over Date, as shall be agreed upon by Developer and Corporation. m;li2390 PAGE RUOf:N, BARNE.TT, McC/..OSKY, SCHUSTER & $CHMEAER, ATTORNEYS AT LAW, 900 N. E.26T~ AVtN~~, fc?~t LA.UI?ERI:?~LE, F'~?~IP~ BCC August 24, 2017 Page 282

95 E. Enforcement: The covenants and restrictions herein contained may be enforced by the Developer, the Corporation, any Association, or the owner or OWne1'S of not less than one land constituting Residential Property in any judicial pr s seeking any remedy recognizable at law or in equity, damages, injunction, and other mandatory relief against any pe ~ersons, firm, or entity violating or attempting to ViOla~y covenant or restriction or to enforce any lien o created by ~Developer. The failure either by the Developer, Corporation ~y other party to enforce any covenant or restriction herein contain~ll in no event be deemed a waiver of the right to do so thereafte~~prevailing party in any such litigation shall be enti tied to rea~e attorneys I fees and court costs. F. Amendment a Modification: The right to modify or amend this Covenants DeclaraO n is hereby reserved unto the Developer, and after the Turn-Over ~unto Developer and Corporation jointly, provided that any such mod~tion or amendment shall be reflected in an instrument ex~y the Developer (or Developer and Corporation after the Tu;~ODate) and placed amongst the Pub lie Records of Palm Beach co~n amendment executed prior to the Transfer shall, uponu~operls request, be joined in by Corporation. No amendment or ~ation shall be inconsistent with the intents and purp~'~""hereof nor shall the effect of any such modifi cation or amen@ increas e the limits of assessments set forth in ArticI~ereof. G. Subordination: The Developer~e Corporation agree that their respective interests in this cov~eclaration shall be subordinated to the lien and encumbrance of any existing mortgages and addi tional replacement or subs equent mortgages obtained by the Developer for the purpose of financing the construction of improvements to take place upon any portion of Villages of Oriole. The Corporation agrees to execute such instruments as may be neces'sary to evidence the subordination RUOE:N, BARNETT, McCL.OSKY, SCHUSTER & SCHMERER, ATTORNEYS AT!-AW, 900 N. E.26Ṭ,tI AV~N~E,.F'Pf{T ~UD~,RDAL.E. f~or'd~ BCC August 24, 2017 Page 283

96 of its interest to such mortgage. All mortgage payments pursuant to loans obtained by Developer as obligor shall be the obligation of the Developer. Severability: Invalidation of anyone of these cov or of any of the terms and conditions rule a tained, or the reduction in time by reason of any o perpetuities shall in no way effect any other provisio~ch shall remain in full force and effect for such o period of t~s may be permitted by law. IN WIT~WI-!EREOF this Declaration of Protective Covenants -=- ~~ By'" r~,,-~h~~.~ \~""" ~ULE VILLAGES 0) STATE OF FLORIDA COUNTY OF BROWARD )55: I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State and County aforesaid to take acknowledgements, personally appeared A. Nunez. Vice President an d E E Hllhshman I Asst Sec, of ORIOLE HOMES CORP., and that RUDE-N, BARNETT, McCLOSKY, SCHUSTER & SCHME.RER, ATTC)RNEYS AT LA~' epa ~. ~:~6T~ AV~NlJE, P'C'?RT L.A~C~R~AL.E. flc?~i~~ BCC August 24, 2017 Page 284

97 , they acknowledged executing the same freely and voluntarily under authority duly vested in them by said corporation and that the seal affixed thereto is the true corporate seal of the County and State this 30th day 0 f J.::.,.::.an.::.u:.:a:.:r.:.y, 19..l.L.- ~ STATE OF FLORIDA ~ )~ COUNTY OF BROWARD) ~ My Commission Expires: NOTARY PUBliC STATE N F!O~IDA" ;T! '".~. MY C:OMMI~s!nN FXP!R'ES MAP. 14,.".,..., uonded TIiRU Q;ENERAlINSUr.ANCl Ut"';;':;"''''.I.:' I HEREBY CERTIFY th duly authorized in the D this day, before me, an officer County aforesaid to take acknowledgements, personally a r!(j E. E. HU1>shman, Vice President and A. Nunez, Secretary ~Jj VILLAGES CENTER, INC. and that they acknowledged ex:cut~e same freely and voluntarily under authority duly ve@ in them by said corporation and that the seal affixe~to is the true corporate seal of said corporation. cq. WITNESS MY Hand and Official Seal in~ounty and State last aforesaid this 30t~ day of ~ My Commis sion Expi res:... :.:::,... ".. NOTARY puauc SlAlE OF norlna AT taog? ~AY COM.MISSION E)(P!J:.ES MI-,R. 1.ol, 1977 JONO~D IHR.'J Gi:.t~ERAl INsuRAtKE UNO=RWP,IlE:.R~ m;s\2390 face RUDEN, BARNETT, McCLOSKY, SCHUSTER & SCHMERE:R j ATTORNEYS AT!.AW, ~~o N. t.2st.!! AV!=N\:JE! f~~t I:AlJl?~~~~~~! FLt?R!I?A BCC August 24, 2017 Page 285

98 EXIIIBIT A PROPERTY one- tain parcel located in portions of the Northeast (NE 1/4) and the Southeast one-quarter (SE 1/4) of, Township 46 South, Range 42 East, together with the alf (S 1/2) of the Northwest one-quarter (NIV 1/4), toone-quarter (SW 1/4), the Northeast one-quarter the Southeast one-quarter (SE 1/4) of Section IS, o uth, Range 42 East, being more particularly described us lows: commen~othe Southwest Corner of the Southeast one-quarter (SE 1/4) of n 16, Township 46 South, Range 42 East and run Oil an assumed aring of North ' -47" East along the West Line of the Sout~le tone-quarter (SE 1/4) of said Section 16 for feet; ce run South 89-40' -59" East along the North Right of Wine of State Road No. S06 for feet to the Point of Begi~; thence run North 01' -IS' -47" East along the East Line of ~ot reservation for road purposes as filed in Deed Book t Page 180 of the Public Records of Palm Beach County, Flori for feet; thence run South 89-47' -04" East along the N~r Line of t.he South one-half (S 1/2) of the Southwest one-qua (SW 1/4) of the Northeast one-quarter (NE 1/4) of said Secti 16 for feet; thence run North 01-07' -35" East a long t Ivest Line of the Southeast one-quarter (SI' 1/4) of the Northeas -quarter (NE 1/4) of said Section 16 for feet; thence r th 89-44' -24" East along the North Line of the Southeas -quarter (SE 1/4) of the Northeast one-quarter (NE 1/4) of sai tion 16 for feet; thence run South 89-29' -04" East the North Line of the South one-half (S 1/2) of the Northw o~-quarter (NW 1/4) of Section IS, Township 46 South, Range t for feet; thence run South DO' -53' -00" West along.('~arallel to and feet East of, as measured at right a~he West Line of the East one-half (E 1/2) of said Section or feet to a point of curvature; thence run Easterly a curve concave to the North having a radius of fee a a central angle of 90' -34' -35" for an arc distance of 39. ; thence run South ' -25" West for 7.00 feet; th un North 89-41' -35" Ivest for feet; thence run North 9-40' -59" West for feet to a point on the West Line the Southwest on8- quarter (SW 1/4) of said Section 15; th run North ' -59" West for feet. said last th ntioned courses being coincident with the Northerly Right ay Line of State Road No. 806, to the Point of Beginning. Said lying and being in Palm Beach County. Florida. Containin C) 64 Acres, more or less. ~ m;i~2390 PAtE 924 RUDEN, BARNETT, McCLOSKY, SCHUSTER & SCHMERER,ATTORNEYS AT \...AW,SOO N. E.26T~.AVENUE,F'!'RT \..AUOE:RDAL.E,F'L.C?R!D!, BCC August 24, 2017 Page 286