RESOLUTION 2024-05 A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT AUTHORIZING A PETITION BE FILED WITH THE BOARD OF COUNTY COMMISSIONERS OF OSCEOLA COUNTY PURSUANT TO SECTION 190.046, FLORIDA STATUTES, TO EXPAND THE BOUNDARIES OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT; REQUESTING THAT THE BOARD OF COUNTY COMMISSIONERS OF OSCEOLA COUNTY ADOPT AN ORDINANCE AMENDING THE DISTRICT BOUNDARIES OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT; DIRECTING DISTRICT STAFF TO TAKE APPROPRIATE ACTION TO FILE THE PETITION AND DO ALL THINGS NECESSARY TO EXPAND THE BOUNDARIES OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. RECITALS: WHEREAS, the Bridgewalk Community Development District (the "District") is a local unit of special purpose government duly organized and existing under the provisions of the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the “Act”), and was created by Ordinance Number 2021-64 of the County Commission of Osceola County, Florida (the “County”), adopted on September 20th, 2021 and effective on September 23rd, 2021; WHEREAS, the District is located wholly within the boundaries of Osceola County, Florida; WHEREAS, the sole developer within the District is Lennar Homes, LLC, a Florida limited liability company (“Lennar”), and the majority landholder within the District is Standard Pacific of Florida, LLC, a Florida limited liability company, and its affiliated entities (“SPF” and together with “Lennar” are collectively hereinafter referred to herein as the “Developer”); WHEREAS, that certain real property, containing 83.47 acres of land, as generally described and depicted in Exhibit “A” attached hereto (the “Expansion Property”), is situated adjacent to the existing District boundaries; WHEREAS, SPF has requested, via written communication to the District, that the Expansion Property be included within the boundaries of the District; WHEREAS, subject to the conditions contained herein, the District's Board of Supervisors finds it to be in the best interest of the District that its boundaries be expanded pursuant to Section 190.046, Florida Statutes (the “Statute”) in order to include the Expansion Property; Resolution 2024-05 Approving Expansion of District Boundaries Bridgewalk Community Development District WHEREAS, the District desires to authorize and direct the District Manager and District Counsel, inter alia, to prepare the necessary Petition to expand the boundaries of the District (the “Petition”) to the County in order to comply with the applicable provisions of Chapter 190, Florida Statutes, for the effective expansion of the boundaries of the District as contemplated herein; and WHEREAS, the District's Board of Supervisors desires that the County adopt a nonemergency ordinance to provide for the expansion of the boundaries of the District in accordance with the Statute and as contemplated herein. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT: SECTION 1. INCORPORATION OF RECITALS. All of the representations, findings, and determinations contained within the above Recitals of this Resolution are recognized as true and accurate, and are expressly incorporated into this Resolution. SECTION 2. AUTHORIZATION FOR PETITION. Subject to the District’s receipt of a written acknowledgement or letter agreement from SPF and/or Lennar committing SPF and/or Lennar to pay for any and all reasonable fees and costs incurred by the District in association with the boundary expansion contemplated herein (regardless of whether it is successful), the District hereby authorizes the Petition be filed with the County pursuant to Section 190.046, Florida Statutes, to expand the boundaries of the District to include the Expansion Property. SECTION 3. REQUEST FOR ACTION. The District hereby requests, and such request shall be repeated in the Petition, that the County adopt a non-emergency ordinance in accordance with Chapter 190, Florida Statutes, providing for the expansion of the boundaries of the District to include the Expansion Property. SECTION 4. DIRECTION TO DISTRICT STAFF. The District Manager, District Counsel, District Engineer, and any other District staff deemed necessary, are hereby authorized and directed by the Board to: (i) prepare and file the Petition in a timely manner; (ii) work with all necessary parties to transmit this Resolution to the County along with the Petition to expand the boundaries of the District as contemplated herein; and (iii) take all appropriate actions and make all necessary filings to effectuate the expansion of the boundaries of the District consistent with the terms of this Resolution and applicable law. SECTION 5. RATIFICATION OF PAST ACTIONS. The District hereby ratifies all past actions taken by the District Manager, District Counsel, District Engineer and any other District staff as reasonable or necessary to the preparation of this Resolution, the Petition, or any other associated documentation, including, but not limited to exhibits, memoranda, letters, emails and other communications. SECTION 6. SEVERABILITY. Should any court of competent jurisdiction find or hold any one or more provisions of this Resolution to be invalid or unenforceable, then such Resolution 2024-05 Approving Expansion of District's Boundaries Bridgewalk Community Development District provision or provisions, as the case may be, shall not affect the validity or enforceability of the remaining portions of this Resolution, or any part thereof. SECTION 7. EFFECTIVE DATE. This Resolution shall take effect immediately upon the passage and adoption of this Resolution by the Board of Supervisors of the District. PASSED AND ADOPTED this 18th day of March, 2024. ATTEST: X ____________________________ Secretary/Asst. Secretary BOARD OF SUPERVISORS OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT By: ______________________________ Chairman/Vice-Chairman EXHIBIT “A” EXPANSION PROPERTY [Please see attached.] RESOLUTION 2024-06 A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT APPROVING THE CONVEYANCE OF REAL PROPERTY AND IMPROVEMENTS FROM STANDARD PACIFIC OF FLORIDA, LLC TO THE BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT AND OSCEOLA COUNTY; AUTHORIZING DISTRICT STAFF AND THE CHAIRMAN TO REVIEW, EXECUTE AND ACCEPT ALL DOCUMENTS TO EFFECTUATE SUCH CONVEYANCE; PROVIDING FOR SEVERABILITY AND AN EFFECTIVE DATE. WHEREAS, the Bridgewalk Community Development District (the “District”) is a local unit of special purpose government duly organized and existing under the provisions of the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the “Act”), for the purpose of, among other things, financing and managing the acquisition, construction, maintenance and operation of certain infrastructure within and without the boundaries of the premises to be governed by the District; WHEREAS, the District has the authority, generally under the Act, and specifically under Section 190.012, Florida Statutes, to acquire real property and improvements for, among other things, the purposes of operating and maintaining systems, facilities, and basic infrastructure within the District; WHEREAS, the District has the authority, generally under Florida Law and the Act, and specifically under Section 190.011(7)(a), Florida Statutes, to acquire, dispose of any real property, dedications or platted reservations in any manner so long as it is in the best interest of the District; WHEREAS, Standard Pacific of Florida, LLC, a Florida limited liability company (hereinafter “SPF”), has requested the transfer and acceptance of real property and infrastructure improvements, as more particularly described in the Special Warranty Deed, Bills of Sale Absolute and Agreement, Agreement Regarding Taxes, Owner’s Affidavit and Certificate of District Engineer, attached hereto as Exhibit “A” (the “Conveyance Documents”), and the transfer of certain infrastructure improvements from the District to Tohopekaliga Water Authority (“TWA”), Osceola County, Florida (the “County”) and Orlando Utility Commission (“OUC”), as applicable; WHEREAS, the District Counsel and the District Manager have reviewed the Conveyance Documents and the District Engineer has also reviewed the conveyances and has provided a Certificate of District Engineer for each conveyance, attached hereto as part of Exhibit “A,” to evidence compliance with the requirements of the District for approving and accepting the conveyances. NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of the District (the “Board”), as follows: 1. Incorporation of Recitals. The above recitals so stated are true and correct and by this reference are incorporated into and form a material part of this Resolution. 2. Approval of Acquisition and Transfer of the Real Property and Improvements. The Board hereby approves the transfer and acceptance of the real property and improvements described in Exhibit “A,” from SPF to the District and from the District to TWA, the County and OUC, as applicable, and approves and accepts the documents evidencing such conveyances in Exhibit “A.” 3. Authorization of District Staff. The Chairman, the Vice Chairman, the Secretary, any Assistant Secretary and the District Manager of the District, and any authorized designee thereof (collectively, the "District Officers"), District Counsel, and the District Engineer are hereby authorized and directed to take all actions necessary or desirable in connection with the conveyance of the real property and improvements described in Exhibit “A,” and all transactions in connection therewith. The District Officers are hereby authorized and directed to execute all necessary or desirable certificates, documents, papers, and agreements necessary to the undertaking and fulfillment of all transactions contemplated by this Resolution. 4. Ratification of Prior Actions. All actions taken to date by the District Officers, District Manager, District Counsel, District Engineer, are hereby ratified and authorized on behalf of the District. 5. Severability. If any section, paragraph, clause or provision of this Resolution shall be held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in full force and effect, it being expressly hereby found and declared that the remainder of this Resolution would have been adopted despite the invalidity or ineffectiveness of such section, paragraph, clause or provision. 6. Effective Date. This Resolution shall take effect immediately upon its adoption. [Continues on the Following Pages] PASSED in public meeting of the Board of Supervisors of the Bridgewalk Community Development District, this 18th day of March, 2024. BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT Attest: ______________________________ By: __________________________________ Print: _________________________ Name: _______________________________ Secretary/Asst. Secretary Title: _________________________________ EXHIBIT “A” CONVEYANCE DOCUMENTS 1. Special Warranty Deed 2. Bill of Sale Absolute and Agreement to the District 3. Owner’s Affidavit 4. Agreement Regarding Taxes 5. Certificate of District Engineer THIS INSTRUMENT PREPARED BY AND TO BE RETURNED TO: Jan Albanese Carpenter, Esq. Latham, Luna, Eden & Beaudine, LLP P.O. Box 3353 Orlando, Florida 32802 SPECIAL WARRANTY DEED THIS SPECIAL WARRANTY DEED made as of this _______ day of March, 2024 by STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company (the “Grantor”), whose principal address is 5505 Blue Lagoon Drive, Miami, Florida 33126, to BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT, a Florida community development district (the “Grantee”), whose address is c/o Governmental Management Services – Central Florida, LLC, 219 E. Livingston Street, Orlando, Florida 32801. (Whenever used herein the terms “Grantor” and “Grantee” include all the parties to this instrument and the heirs, legal representatives and assigns of individuals, and the successors and assigns of corporations). That the Grantor, for and in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable considerations, receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, releases, conveys and confirms unto the Grantee, all that certain land situate in Osceola County, Florida, more particularly described as follows (the “Property”). SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY REFERENCE. TOGETHER WITH all tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD, the same in fee simple forever. AND the Grantor does hereby covenant with Grantee that the Grantor is lawfully seized of said land in fee simple; that the Grantor has good right and lawful authority to sell and convey this land; that the Grantor hereby warrants that title to the land is free from all encumbrances except for restrictions, covenants, conditions, easements and other matters of record (provided, however, that reference thereto shall not serve to re-impose same) and taxes for the year 2024 and subsequent years, and that the Grantor will defend title to the land against the lawful claims of all persons claiming by, through or under Grantor, but against none other. NOTE TO RECORDER: This deed is a conveyance of unencumbered property for no consideration and is exempt from documentary stamp tax pursuant to Florida Administrative Code Rule 12B-4.014(2)(b). Minimum documentary stamp tax of $0.70 is being paid herein. [SIGNATURES ON FOLLOWING PAGE] IN WITNESS WHEREOF, the said Grantor has caused these presents to be executed in its name, the day and year first above written. Signed, sealed and delivered in our presence: (Signature) (Print Name) Address: 6675 Westwood Blvd., 5th Floor Orlando, Florida 32821 (Signature) (Print Name) Address: 6675 Westwood Blvd., 5th Floor Orlando, Florida 32821 “GRANTOR” STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company By: ________________________________ Print: Mark McDonald Title: Vice President Address: 6675 Westwood Blvd., 5th Floor Orlando, Florida 32821 STATE OF FLORIDA COUNTY OF ORANGE The foregoing instrument was acknowledged before me by means of [ ] physical presence or [ ] online notarization, this _____ day of ____________, 2024, by Mark McDonald, as Vice President of STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company, on behalf of the limited liability company. Said person is [ ] personally known to me or [ ] has produced ___________________ as identification. _________________________________________ Notary Public; State of Florida (SEAL) Print Name: _______________________________ Comm. Exp.: __________; Comm. No.: _________ EXHIBIT “A” Description of the Property Tract EE, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract M, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract N, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract O, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract P, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract L, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tracts Howley Alley 1, Howley Alley 2, Howley Alley 3 and Avocet Alley, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract U, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract G, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract E, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tracts AA, B, C, D, F, I, J, K, V, Y, Z, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. BILL OF SALE ABSOLUTE AND AGREEMENT Bridgewalk Community Development District (Bridgewalk Phase 1A Plat and Phase 1B 2A and 2B Plat) THIS BILL OF SALE ABSOLUTE AND AGREEMENT (“Agreement”) is made as of this _______ day of March, 2024, by and between BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT (hereinafter referred to as the “District”), a Florida community development district created pursuant to Chapter 190, Florida Statutes, whose address is c/o Governmental Management Services – Central Florida, LLC, 219 E. Livingston Street, Orlando, Florida 32801, and STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company (hereinafter referred to as “Developer”) whose address is 5505 Blue Lagoon Drive, Miami, Florida 33126, and RECITALS WHEREAS, Developer owns certain improvements, equipment and personal property located within the boundaries of the District, and the extent, nature and location of such improvements and equipment is more fully set forth in Exhibit “A” attached hereto (collectively, the “Improvements”); and WHEREAS, both Developer and the District find it to be in the best interest of both parties for the District to perpetually own, operate and maintain the Improvements, as the District may deem reasonable or appropriate, within its sole discretion, for the benefit of the District; and WHEREAS, Developer desires to convey the Improvements to the District to allow such perpetual ownership, operation and maintenance, and the District desires to accept such ownership, operation and maintenance. NOW, THEREFORE, the parties hereto hereby agree to and acknowledge the following: 1. The above recitals are true and correct and are hereby incorporated into this Agreement. 2. KNOW ALL MEN BY THESE PRESENTS that Developer, of the County of Osceola and the State of Florida, for and in consideration of the sum of Ten Dollars ($10.00) lawful money of the United States, to it paid by the District, the receipt whereof is hereby acknowledged, has granted, bargained, sold, transferred and delivered, and by these presents does grant, bargain, sell, transfer, set over and deliver unto the District, its executors, administrators and assigns, and the District hereby accepts, all of Developer’s right, title and interest in and to the Improvements, to have and to hold the same unto the District, its executors, administrators and assigns forever, and the District hereby accepts, all of the Developer’s right, title and interest in and to the Improvements, to have and to hold the same unto the District, its executors, administrators and assigns forever, together with all of the Developer’s right and title to any and all contracts, warranties, guarantees, permits, approvals and similar rights in favor of or which may have accrued to the Developer from any and all persons, firms, agencies or corporations who have performed work or labor or supplied goods, materials or services to or for the benefit of or comprising any part of the Improvements to the extent they are assignable, together with any related documents, materials, data, letters, and agreements, to have and to hold unto District, its successors and assigns, to and for its or their use, forever. 3. Developer agrees that any of the above-referenced contracts, warranties, permits, approvals and guarantees which are not assignable by their terms or in respect of which consents to their assignment are required but are not available, shall be held in trust for the District by the Developer (and, if required, performed by the Developer on behalf of the District) and all benefits derived thereunder shall be for the benefit of the District. 4. The Developer represents and warrants to the District that the Developer has good and lawful right, title and interest in the Improvements and that the Improvements is free and clear of any and all liens or encumbrances, that the Improvements are in good working conditions, and as of the date hereof, there are no defaults or violations of the terms and conditions of any contracts, warranties, permits, approvals and guarantees. 5. The above recitals are true and correct and are incorporated herein by reference. 6. This Bill of Sale may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. . [SIGNATURES APPEAR ON THE FOLLOWING PAGES] IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed in their respective names, by their proper officer thereunto duly authorized, as of the day and year first above written. STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company By:______________________________ Print: Mark McDonald Title: Vice President STATE OF FLORIDA COUNTY OF ORANGE The foregoing instrument was acknowledged before me by means of [ ] physical presence or [ ] online notarization, this _____ day of _________________, 2024, by Mark McDonald as Vice President of STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company, on behalf of the limited liability company. Said person is [ ] personally known to me or [ ] has produced ___________________ as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: COUNTERPART SIGNATURE PAGE TO BILL OF SALE Bridgewalk Community Development District (Bridgewalk Phase 1A Plat and Phase 1B 2A and 2B Plat) BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT, a Florida community development district ATTEST: By:_________________________________ By: ____________________________ Print: Adam Morgan Secretary/Asst. Secretary Title: Chairman STATE OF FLORIDA COUNTY OF ORANGE The foregoing instrument was acknowledged before me by means of [ ] physical presence or [ ] online notarization, this _____ day of ___________, 2024, by Adam Morgan, as Chairman of the Board of Supervisors of the BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT, a Florida community development district, on its behalf. Said person is [ ] personally known to me or [ ] has produced ______________________ as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: EXHIBIT “A” LOCATION OF IMPROVEMENTS The Improvements are located on the following real property tracts: Tract EE, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract M, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract N, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract O, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract P, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract L, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tracts Howley Alley 1, Howley Alley 2, Howley Alley 3 and Avocet Alley, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract U, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract G, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract E, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tracts AA, B, C, D, F, I, J, K, V, Y, Z, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Description of Improvements: -Storm Water Management Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50, of the Public Records of Osceola County, Florida. -Potable Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Sanitary Sewer Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Reclaimed Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Roadway improvements located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. OWNER’S AFFIDAVIT Bridgewalk Community Development District – Lift Station (Bridgewalk Phase 1A Plat and Phase 1B 2A and 2B Plat) STATE OF FLORIDA COUNTY OF ORANGE BEFORE ME, the undersigned authority, personally appeared Mark McDonald (“Affiant”) as Vice President of Standard Pacific of Florida, LLC, a Florida limited liability company, authorized to do business in Florida, whose principal address is 5505 Blue Lagoon Drive, Miami, Florida 33126 (the “Owner”), who being first duly sworn on oath says: 1. That Affiant knows of his own knowledge that the Owner is the fee simple title holder to certain lands located in Osceola County, Florida (the “Property”) and of certain infrastructure improvements on the Property (the “Improvements”), as more particularly described on Exhibit “A” attached hereto, and that Affiant is the Vice President of the Owner, is making this Affidavit in that capacity only, and that no recourse shall be made against Affiant individually. 2. That the Property and Improvements, as described in the Special Warranty Deed and Bill of Sale Absolute and Agreement, dated as of the date hereof, are free and clear of all liens and encumbrances except for those encumbrances and matters affecting title included in the following plats: (1) Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50, of the Official Records of Osceola County, Florida; and (2) Bridgewalk Phase 1B 2A and 2B plat, as recorded in Plat Book 32, page 143, of the Official Records of Osceola County, Florida (collectively, the “Plat”). The District can rely on the Property and Improvements being capable of being used for the purposes intended. 3. That Affiant knows of no facts by reason of which the title to, or possession of, the Property and Improvements might be disputed or questioned, or by reason of which any claim to any part of the Property and Improvements might be asserted adversely to Owner. 4. That there have been no liens filed against the Property or the Improvements as a result of any labor, materials, equipment or other work authorized by Owner, its employees, or agents or of which Owner has actual knowledge, nor any unpaid bills of any nature as a result of any labor, materials, equipment or other work authorized by Owner, its employees, or agents or of which Owner has actual knowledge either for services of any architect, engineer, or surveyor, or for labor or material that may have been placed on the Property or Improvements, either in the construction or repair of the Improvements, or otherwise in connection with the Property which bills may have been incurred during the last ninety (90) days. 5. That no proceedings in bankruptcy or receivership have ever been instituted by or against the Owner, nor has Owner ever made an assignment for the benefit of its creditors. 6. That Affiant knows of no action or proceeding relating to the Property or Improvements which is now pending in any state or federal court in the United States affecting the Property, nor does Affiant know of any state or federal judgment or any federal lien of any kind or nature that now constitutes a lien or charge upon the Property or Improvements. 7. That, except as set forth in the Plat, Affiant knows of no unrecorded easements, liens, or assessments for sanitary sewers, streets, roadways, paving, other public utilities or improvements against the Property, nor are there any special assessments or taxes which are not shown as existing liens by the public records. 8. That this Affidavit is given for the purposes of inducing the Bridgewalk Community Development District (the “District”), a Florida community development district and local unit of special-purpose government, to accept the Owner’s conveyance of the Property and Improvements to the District, and for the District’s subsequent conveyance of certain improvements to Tohopekaliga Water Authority, Osceola County or Orlando Utility Commission, as described in Exhibit “B” attached hereto. 9. That there are no matters pending against Owner that could give rise to any lien(s) that could attach to the Property or the Improvements between the effective date of the Plat and the recording of the deed of conveyance, and that Affiant shall not execute nor permit the execution or recording of any instruments that would adversely affect title of the Property or the ownership of the Improvements. 10. Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. To inform the District and Latham, Luna, Eden & Beaudine, LLP (“LLEB”), that withholding of tax is not required upon the disposition of a U.S. real property interest by Owner, Owner hereby swears, affirms and certifies the following to District and LLEB that Owner: (i) is not a foreign person, foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations); (ii) is not a disregarded entity as defined in Section 1.1445-2(b)(2)(iii); (iii) is not a non-resident alien (as such term is defined in the Internal Revenue Code and Income Tax Regulations) for the purposes of U.S. income taxation; (iv) has an EIN/Federal Tax Identification Number of 26-4786185; (v) has a mailing address of 5505 Blue Lagoon Drive, Miami, Florida 33126. Affiant understands that this certification may be disclosed to the Internal Revenue Service by Owner and that any false statement contained herein could be punished by fine, imprisonment, or both. Affiant understands that the District and LLEB are relying on this certification in determining whether withholding is required upon said transfer. 11. That Affiant is familiar with the nature of an oath and with the penalties as provided by the laws of the State of Florida for falsely swearing to statements made in an instrument of this nature. Affiant further certifies that he has read the full facts set forth in this Affidavit and understands its content and context to be correct in all respects. [SIGNATURES ON FOLLOWING PAGE] FURTHER AFFIANT SAYETH NAUGHT. DATED: _________________ , 2024 Signed, sealed and delivered in our presence: (Signature) (Print Name) (Signature) (Print Name) STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company By:________________________________ Print: Mark McDonald Title: Vice President STATE OF FLORIDA COUNTY OF ORANGE Sworn to (or affirmed) and subscribed before me by means of [ ] physical presence or [ ] online notarization, this _____ day of _____________, 2024, by Mark McDonald, as Vice President of STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company. He has produced ________________________ as identification or is personally known to me. ______________________________ Notary Public Print Name:____________________ My Commission Expires: _________ My Commission No.: ____________ EXHIBIT “A” DESCRIPTION OF THE PROPERTY AND IMPROVEMENTS PROPERTY Tract EE, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract M, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract N, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract O, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract P, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract L, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tracts Howley Alley 1, Howley Alley 2, Howley Alley 3 and Avocet Alley, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract U, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract G, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract E, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tracts AA, B, C, D, F, I, J, K, V, Y, Z, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. IMPROVEMENTS -Storm Water Management Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50, of the Public Records of Osceola County, Florida. -Potable Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Sanitary Sewer Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Reclaimed Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Roadway improvements located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. EXHIBIT “B” Improvements Subsequently conveyed to Toho: -Potable Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Sanitary Sewer Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Reclaimed Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. Improvements Subsequently conveyed to Osceola County: -Roadway improvements located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. Improvements Subsequently conveyed to OUC: -Underground electrical system located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. AGREEMENT REGARDING TAXES Bridgewalk Community Development District (Bridgewalk Phase 1A Plat and Phase 1B 2A and 2B Plat) THIS AGREEMENT REGARDING TAXES (“Agreement”) is entered into this ____ day of March, 2024, by and between STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company, whose address is 5505 Blue Lagoon Drive, Miami, Florida 33126 (the “Developer”), and the BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT, a Florida community development district, whose address is c/o Governmental Management Services – Central Florida, LLC, 219 E. Livingston Street, Orlando, Florida 32801 (the “District”). WITNESSETH WHEREAS, Developer is the owner and developer of certain real property located within the boundaries of the District, as such property is described on Exhibit “A” attached hereto and incorporated herein (the “Property”); WHEREAS, Developer is the owner and developer of infrastructure improvements and personal property, made in, on, over, under and through the Property and the land owned by the District, as described on Exhibit “A” attached hereto and incorporated herein (the “Improvements”); WHEREAS, the District is a Florida community development district and local unit of special-purpose government created pursuant to Chapter 190, Florida Statutes; WHEREAS, as part of the ongoing development activities within the boundaries of the District, Developer has, simultaneously with the execution of this Agreement, conveyed the Property and the Improvements to the District by Warranty Deed and Bill of Sale Absolute and Agreement; WHEREAS, all or a substantial portion of real property already owned by the District is either exempt from ad-valorem taxes or has been given a minimal valuation by the Osceola County Property Appraiser because of the District’s status as a governmental entity; WHEREAS, in conjunction with the conveyance of the Property and Improvements from Developer to District, Developer and District are desirous of setting forth in this Agreement their respective responsibilities with regard to applicable ad-valorem taxes and assessments on the Property; and NOW, THEREFORE, in consideration of the sum of Ten and 00/100 Dollars ($10.00) and other valuable considerations, paid by each party to the other, the receipt and sufficiency of which is hereby acknowledged, and in further consideration of the mutual covenants and conditions contained herein, the parties hereto agree as follows: 1. The above recitals are true and correct and are incorporated herein by reference. 2. Developer hereby represents that all ad-valorem taxes and assessments relating to the Property, or any portion thereof, for tax year 2023 and all prior years have been paid in full. 3. Developer hereby agrees to pay in full, and prior to their becoming delinquent, any and all ad-valorem taxes and assessments, if any, levied on the Property for the tax year 2024. 4. District shall, within thirty (30) days of receipt, forward to the Developer, at their address set forth above and via U.S. mail, any correspondence, notice or bill from Osceola County Tax Collector relating to the Property for tax year 2024 that the District actually received in its office. 5. Subsequent to the District’s acceptance of the Property and Improvements, and only in the event the Property is not conveyed to another governmental entity, the District shall endeavor to either obtain an exemption from ad-valorem taxes pertaining to the Property or, in the alternative, shall seek a minimal valuation of the Property, from the Osceola County Property Appraiser and, subsequent to tax year 2024, Developer shall have no further responsibility with regard to ad-valorem taxes or assessments levied against the Property and/or Improvements, as applicable. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on their behalf by their duly authorized representatives, all as of the date first set forth above. [SIGNATURE PAGE FOLLOWS] SIGNATURE PAGE TO AGREEMENT REGARDING TAXES Bridgewalk Community Development District (Bridgewalk Phase 1A and Phase 1B 2A and 2B Plat) WITNESSES: X ______________________________ Print: ___________________________ X ______________________________ Print: ___________________________ STANDARD PACIFIC OF FLORIDA, LLC, a Florida limited liability company By: ___________________________________ Print: Mark McDonald Title: Vice President BRIDGEWALK COMMUNITY DEVELOPMENT DISTRICT, a Florida community development district ATTEST X ______________________________ By: ___________________________________ Print: _________________________ Print: Adam Morgan Secretary/Asst. Secretary Title: Chairman EXHIBIT “A” DESCRIPTION OF THE PROPERTY AND IMPROVEMENTS PROPERTY Tract EE, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract M, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract N, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract O, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract P, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract L, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tracts Howley Alley 1, Howley Alley 2, Howley Alley 3 and Avocet Alley, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract U, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract G, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract E, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tracts AA, B, C, D, F, I, J, K, V, Y, Z, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. IMPROVEMENTS -Storm Water Management Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50, of the Public Records of Osceola County, Florida. -Potable Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Sanitary Sewer Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Reclaimed Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Roadway improvements located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. CERTIFICATE OF DISTRICT ENGINEER Bridgewalk Community Development District (Bridgewalk Phase 1A Plat and Phase 1B 2A and 2B Plat) I, Broc Althafer, P.E. of Osceola Engineering, Inc., a Florida corporation, authorized to transact business in Florida, and licensed to provide professional engineering services to the public in the State of Florida under Florida License No. 72321 and Florida License No. 26265, with offices located at 1003 Florida Avenue, St. Cloud, Florida 34769 (“Osceola Engineering”), hereby acknowledge and certify the following, to the best of my knowledge, information and belief, to be true and correct in all respects: 1. That I, through Osceola Engineering, currently serve as District Engineer to the Bridgewalk Community Development District (the “District”). 2. That the District proposes to accept from Standard Pacific of Florida, LLC, a Florida limited liability company (“Developer”), for ownership, operation and maintenance, certain real property described in Exhibit “A” attached hereto and incorporated herein (collectively, the “Property”), plus infrastructure improvements and personal property, made in, on, over, under and through the Property and the land owned by the District, as described more completely in Exhibit “A” attached hereto and incorporated herein (collectively, the “Improvements”), and subsequently convey certain improvements described in Exhibit “B” attached hereto to the Tohopekaliga Water Authority, an independent special district, established and created pursuant to Chapter 189, Florida Statutes, by special act of the Florida Legislature, whose address is 951 Martin Luther King Blvd., Kissimmee, Florida 34741 (“Toho”), Osceola County and Orlando Utility Commission (“OUC”). Any real property being conveyed to the District is being transferred at only nominal cost to the District, so no review of an appraisal or similar documentation to reasonableness of purchase price or other valuation is required or being rendered. 3. That this certification (the “Certification”) is provided in conjunction with, and in support of, the District’s approval of the conveyance of the Property and Improvements from the Developer to the District and the District’s acceptance of such Property and Improvements, and the District’s subsequent conveyance of those certain improvements described in Exhibit “B” attached hereto to Toho, Osceola County and OUC. The District will rely on this Certification for such purposes. 4. That the Improvements were constructed, installed, and/or completed, as appropriate, in accordance with known plans, specifications, contracts and permits required and/or approved by any known governmental authorities, as applicable. I have reviewed the actual cost of the Improvements built or constructed by or at the direction of the Developer and the District is paying no more than the actual cost incurred, or the current value thereof, whichever is less. The Property and Improvements are in a condition acceptable for acceptance by the District and conveyance to Toho, Osceola County and OUC, as applicable. The conveyances contemplated herein are consistent with the development plans for the District. 5. That the Improvements are properly permitted by the appropriate governmental entities, and that copies of the applicable plans, specifications and permits relating to the Improvements, if any, that have actually been provided to Osceola Engineering are being held by Osceola Engineering as records of the District on its behalf. 6. That the actual cost of the Improvements built or constructed by or at the direction of the Developer, and the District shall pay no more than the actual cost incurred, or the current value thereof, whichever is less, as determined by the District Engineer. [Signature page to follow.] SIGNATURE PAGE TO CERTIFICATE OF DISTRICT ENGINEER Bridgewalk Community Development District (Bridgewalk Phase 1A and Phase 1B 2A and 2B Plat) DATED: _______________, 2024 Witness: ___________________________ _______________________________________ Print: ______________________________ Broc Althafer, P.E. State of Florida License No.: 72321 on behalf of the company, Osceola Engineering, Inc. Witness: ___________________________ Print: ______________________________ STATE OF FLORIDA COUNTY OF ORANGE The foregoing instrument was acknowledged before me by means of [ ] physical presence or [ ] online notarization, this _____ day of ___________, 2024 by BROC ALTHAFER of Osceola Engineering, Inc., a Florida corporation, on behalf of said corporation. Said person is [ ] personally known to me or [ ] has produced a valid driver’s license as identification. __________________________________ Notary Public; State of Florida (SEAL) Print Name: ________________________ Comm. Exp.: _______________________ Comm. No.: ________________________ EXHIBIT “A” DESCRIPTION OF THE PROPERTY AND IMPROVEMENTS PROPERTY Tract EE, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract M, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract N, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract O, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract P, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tract L, according to the BRIDGEWALK PHASE 1B 2A AND 2B plat, as recorded in Plat Book 32, Page 143, Public Records of Osceola County, Florida. Tracts Howley Alley 1, Howley Alley 2, Howley Alley 3 and Avocet Alley, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract U, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract G, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tract E, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. Tracts AA, B, C, D, F, I, J, K, V, Y, Z, according to the BRIDGEWALK PHASE 1A plat, as recorded in Plat Book 30, Page 50, Public Records of Osceola County, Florida. IMPROVEMENTS -Storm Water Management Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50, of the Public Records of Osceola County, Florida. -Potable Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Sanitary Sewer Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Reclaimed Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Roadway improvements located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. EXHIBIT “B” Improvements Subsequently conveyed to Toho: -Potable Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Sanitary Sewer Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. -Reclaimed Water Distribution Facilities located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. Improvements Subsequently conveyed to Osceola County: -Roadway improvements located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida. Improvements Subsequently conveyed to OUC: -Underground electrical system located in the Bridgewalk Phase 1A plat, as recorded in Plat Book 30, Page 50 of the Public Records of Osceola County, Florida.