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Backup Documents 12/10/2024 Item #16A11 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 16 A 1 1 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3 County Attorney Office County Attorney Office OPe 11,1(61-797 4. BCC Office Board of County Commissioners C(t J /Oki (Z/tl/tY 5. Minutes and Records Clerk of Court's Office 5/•1 /71/qA1 PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Michael Stark—GMCD ORM Director Phone Number 252-8741 Contact/Department Agenda Date Item was 12/10/2024 BCC Meeting Agenda Item Number 16.A11 Approved by the BCC Type of Document Resolution* Number of Original Z I Attached Y— Z30 Documents Attached PO number or account number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? MS 2. Does the document need to be sent to another agency for additional signatures? If yes, NA provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be MS signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's NA Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the MS document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's MS signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip NA should be provided to the County Attorney Office at the time the item is input into CivicPlus. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. 8. The document was approved by the BCC on 12/10/2024 and all changes made during the /A is no meeting have been incorporated in the attached document. The County Attorney's Office �YJ, option for has reviewed the changes, if applicable. $lute.! 9. Initials of attorney verifying that the attached document is the version approved by the Q BCC,all changes directed by the BCC have been made,and the document is ready for the 191 / an co, < >g Chairman's signature. thts;li» *Please email a fully executed Resolution to Michael Stark at Michael.Stark@colliercountyfl.gov I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 - 16A11 RESOLUTION NO. 2024 - 230 A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, PROVIDING FOR A FINAL ORDER, PURSUANT TO SECTION 1-19, COLLIER COUNTY ORDINANCE NO. 96-6, AS AMENDED, APPROVING THE TRANSFER OF ALL WASTEWATER UTILITY FACILITIES OWNED AND OPERATED BY NORTH MARCO UTILITY CO., INC. TO THE CITY OF MARCO ISLAND AND CANCELLING FRANCHISE CERTIFICATE 02S. WHEREAS, Collier County Ord. No. 96-6, as amended, the Collier County Water and Wastewater Utilities Regulatory Ordinance ("Regulatory Ordinance"), established regulations for utilities providing utility service within Collier County; and WHEREAS, on August 13, 1996, Resolution No. 96-361, the Board of County Commissioners ("Board") granted North Marco Utility Co., Inc. Wastewater Certificate 02S for the provision of wastewater treatment service to Marco Island service areas; and WHEREAS, section 1-19.F. of the Regulatory Ordinance provides a process for utilities under rate and service regulatory jurisdiction of the Collier County Water and Wastewater Authority to file applications for transfer of water and/or wastewater certificates, facilities, or control of said facilities to governmental agencies; and WHEREAS, on November 22nd, 2023, North Marco Utility Co., Inc. ("Transferor") filed an application for transfer of the Marco Island wastewater systems; and WHEREAS, on December 10, 2024, the Board considered this Application during its regularly scheduled meeting for the purposes of receiving evidence and testimony regarding the Application for the transfer of facilities and control to the City of Marco Island, a municipal corporation; and WHEREAS, pursuant to section 1-19.C. of the Regulatory Ordinance, the Board may waive application fees should the proposed transferee be a Governmental Agency; and WHEREAS, pursuant to section 1-19.F. of the Regulatory Ordinance, such transfers to Governmental Agencies, absent compelling reasons against, shall be approved as a matter of right. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, that: 1. The transfer of all wastewater utility facilities owned and operated by North Marco Utility Co., Inc. to the City of Marco Island is approved. 2. Franchise Certificate 02S is cancelled because the utility is being transferred to the City of Marco Island in accordance with the Regulatory Ordinance and Res. No. 96-361. [24-OPS-01079/1906838/1] Page 1 of 2 CAO 1 6 A 1 1 3. This action makes no change to any service area boundaries or to any rates or tariffs for either system. 4. This resolution shall be construed as a Final Order, pursuant to the Regulatory Ordinance, and shall become effective upon execution. This resolution adopted after motion, second, and majority vote favoring same, this 10th day of December 2024 ATTEST: BOARD OF COUNTY COMMISSIONERS CRYSTAL K. KINZEL, CLERK COLLIER COUNTY, FLORIDA 4, , f. ,, :I) By: Deputy Clerk Chris , Chairman A signature ontt Approved as to faun and legality: DereCI . Perry Q N\ Assistant County Attorney 1�ti \\\� [24-OPS-01079/1906838/1] Page 2 of 2 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 16AI 1 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to he forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office .ND e 1-11 4. BCC Office Board of County Commissioners r f{Jy't j 114/ 5 5. Minutes and.Records Clerk of Court's Office /', PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Lucia S.Martin Phone Number x-2279 Contact/ Department Agenda Date Item was 11/14/2023 Agenda Item Number 16.A.11 Approved by the BCC Type of Document Bond,Maintenance Agreement Number of Original 2 Attached Documents Attached PO number or account number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? LM 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name; Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. LM 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the LM document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's LM signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 11/14/23,and all changes made during N/A is not the meeting have been incorporated in the attached document. The County /39? an option for Attorney's Office has reviewed the changes,if applicable. Iv Ohis line.' 9. Initials of attorney verifying that the attached document is the version approved by the D N/A is not BCC,all changes directed by the BCC have been made,and the document is ready for the O�1 an option for Chairman's signature. this line„ I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 16A11 CONSTRUCTION AND MAINTENANCE AGREEMENT FOR SUBDIVISON IMPROVEMENTS THIS CONSTRUCTION AND MAINTENANCE AGREEMENT FOR SUBDIVISION IMPROVEg�NTSf („�,.r entered into this 'L y 5t day of ("one , 20 ?..1/1* between/AP($ CribJe$ `"iereina er referred to as "Developer", and Board of County Commissioners of Collier County, Florida, hereinafter referred to as the "Board". RECITALS: A. Developer has, simultaneously with the delivery of this Agreement, applied for the approval by the Board of certain plat of a subdivision to be known as: ( jvt "6Ay‘ B. Chapter 4 and 10 of the Collier County Land Development Code required the Developer to post appropriate guarantees for the construction of the improvements required by said subdivision regulations, said guarantees to be incorporated in a bonded agreement for the construction of the required improvements. NOW, THEREFORE, in consideration of the foregoing premises and mutual covenants hereinafter set forth, Developer and the Board do hereby covenant and agree as follows: 1. Developer will cause to be constructed: 6 ute Lc.1o&K per ?pt i 4" within ',ell months from the date of approval said subdivision plat, said improvements hereinafter referred to as the required improvements. p 2. Developer herewith tenders its subdivision performance'securit4y (attached hereto as Exhibit "A" and by reference made a part hereof) in the amount of$ which amount represents 10% of the total contract cost to complete the construction plus 100% of the estimated cost of to complete the required improvements at the date of this Agreement. 3. In the event of default by the Developer or failure of the Developer to complete such improvements within the time required by the Land Development Code, Collier County, may call upon the subdivision performance security to insure satisfactory completion of the required improvements. 4. The required improvements shall not be considered complete until a statement of substantial completion by Developer's engineer along with the final project records have been furnished to be reviewed and approved by the County Manager or his designee for compliance with the Collier County Land Development Code. 5. The County Manager or designee shall, within sixty (60) days of receipt of the statement of substantial completion, either: a) notify the Developer in writing of his preliminary approval of the improvements; or b) notify the Developer in writing of his refusal to approve improvements, therewith specifying those conditions which the Developer must fulfill in order to obtain the County Manager's approval of the improvements. However, in no event shall the County Manager or designee refuse preliminary approval of the improvements if they are in fact constructed and submitted for approval in accordance with the requirements of this Agreement. 6. The Developer shall maintain all required improvements for a minimum period of one year after preliminary approval by the County Manager or his designee.After the one-year maintenance period by the Developer has terminated, the Developer shall petition the County Manager or designee to inspect the required improvements. The County Manager or designee shall inspect the improvements and, if found to be still in compliance with the Land Development Code as reflected by final approval by the Board, the Board shall release the remaining 10% of the subdivision performance security. The Developer's responsibility for maintenance of the required improvements shall continue unless or until the Board accepts maintenance responsibility for and by the County. 7. Six (6) months after the execution of this Agreement and once within every six (6) months thereafter the Developer may request the County Manager or designee to reduce the dollar amount of the subdivision 11/23/2021 Page 1 of 2 16A11 performance security on the basis of work complete, Each request for a reduction in the dollar amount of the subdivision performance security shall be accompanied by a statement of substantial completion by the Developer's engineer together with the project records necessary for review by the County Manager or designee. The County Manager or designee may grant the request for a reduction in the amount of the subdivision performance security for the improvements completed as of the date of the request. 8. In the event the Developer shall fail or neglect to fulfill its obligations under this Agreement, upon certification of such failure, the County Manager or designee may call upon the subdivision performance security to secure satisfactory completion, repair and maintenance of the required improvements. The Board shall have the right to construct and maintain, or cause to be constructed or maintained, pursuant to public advertisement and receipt and acceptance of bids, the improvements required herein. The Developer, as principal under the subdivision performance security, shall be liable to pay and to indemnify the Board, upon completion of such construction, the final total cost to the Board thereof, including, but not limited to, engineering, legal and contingent costs, together with any damages, either direct or consequential, which the Board may sustain on account of the failure of the Developer to fulfill all of the provisions of this Agreement. 9. All of the terms, covenants and conditions herein contained are and shall be binding upon the Developer and the respective successors and assigns of the Developer. IN WITNESS WHEREOF, the Board and the Developer have caused this Agreement to be executed by their duly authorized representatives this 2(S''day of Gro gei , 20 2'4 SIGNED IN THE PRESENCE OF: - (Name of Entity) ! N q?I R1 6,(04es for t p L.Le. Witness: f r - r. D U-^►i iL By: l� 'l - Printed Na Witness: Printed Name/Title (President,VP,or CEO) —" (Provide Proper Evidence of Authority) Printed Name: ATTEST: CRYSTAL K.KINZEL, CLERK BOARD OF COUNTY COMMISSIONERS OF C I COUNTY,FLORIDA , ff _, } B BY: Deputy Clerk y Chair G',;s flAil Approved as to form and,telality: i j A.0 li:41(7 Derek1 erry Assistant County Attorney 11/23/2021 Page 2 of 2 EXHIBIT "A" 16 A 11 PERFORMANCE BOND BOND NO. 016246272 KNOW ALL PERSONS BY THESE PRESENTS:that Naples Groves Lot 113 LLC (Name of Owner) 2400 Davis Blvd., Suite 101 (Address of Owner) Naples, FL 34104 (Address of Owner) (Hereinafter referred to a "Owner") and The Ohio Casualty Insurance Company (Name of Surety) 175 Berkeley Street (Address of Surety) Boston, MA 02116 (Address of Surety) 617-357-9500 (Telephone Number) (hereinafter referred to as "Surety") are held and firmly bound unto Collier County, Florida, (hereinafter referred to as "County") in the total aggregate sum of One Million Five Hundred Ninety Four Thousand Six Hundred Twenty Three Dollars ($1,594,623.00 ) in lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. Owner and Surety are used for singular or plural, as the context requires. THE CONDITION OF THIS OBLIGATION is such that whereas, the Owner has submitted for approval by the Board of a certain subdivision plat named Grove Bayshore and that certain subdivision shall include specific improvements which are required by Collier County Ordinances and Resolutions (hereinafter "Land Development Regulations"). This obligation of the Surety shall commence on the date this Bond is executed and shall continue until the date of final acceptance by the Board of County Commissioners of the specific improvements described in the Land Development Regulations(hereinafter the "Guaranty Period"). NOW THEREFORE, if the Owner shall well, truly and faithfully perform its obligations and duties in accordance with the Land Development Regulations during the guaranty period established by the County, and the Owner shall satisfy all claims and demands incurred and shall fully indemnify and save harmless the County from and against all costs and damages which it may suffer by reason of owner's failure to do so, and shall reimburse and repay the County all outlay and expense which the County may incur in making good any default,then this obligation shall be void, otherwise to remain in full force and effect. PROVIDED, FURTHER, that the said Surety, for value received hereby, stipulates and agrees that no change, extension of time, alteration, addition or deletion to the proposed specific improvements shall in any way affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration, addition or deletion to the proposed specific improvements. PROVIDED, FURTHER, that it is expressly agreed that the Bond shall be deemed amended automatically and immediately,without formal and separate amendments hereto,so as to bind the 16A11 Owner and the Surety to the full and faithful performance in accordance with the Land Development Regulations. The term "Amendment", wherever used in this Bond, and whether referring to this Bond, or other documents shall include any alteration, addition or modification of any character whatsoever. IN WITNESS WHEREOF, the parties hereto have caused this PERFORMANCE BOND to be executed this 16th day of October / 2024 / WITNESSES: (Owner Name and Title if Corporation) / '( Naples Groves Lot 113 LLC 04 By: 14.4....cA.Q 4 (ed N 4111#11111 Printed Name/Title M`iC 4Q( T' /, C A(e t1 11/5.17 (Provide Proper Evidence of Authority) Pr' ted Name �i�it✓* 'NJIA vJ ACKNOWLEDGEMENT STATE OF Pt'net aC4 COUNTY OF _..()\`,lGr THE FOREGOING PERFORMANCE BOND WAS ACKNOWLEDGED BEFORE ME BY MEANS OF PHYSICAL PRESENCE OR ❑ ONLINE NOTARIZATION THIS DAY OF ID / / 20 X.4_, by 1 C-hC,.&t. S� \e.r.. (NAME OF ACKNOWLEDGER) AS (TITLE) OFaC ej ,cb'...n4SLd*Ir &4NAME OF COMPANY) WHO IS PERSONALLY KNOWLIQ ME, OR HAS PRODUCED AS IDENTIFICATION. Notary Public—State of F'rc rt( k (SEAL) a"eu SARAHD'AGATA ek 53.1r6/r170 • <•• • MY COMMISSION itHH 150033 EXPIRE :November 6,2025 . ii °e'' Banded ThruS SNotary Public underwrNeta Printed Name WITNESSES: (Surety Name and Title if Corporation) The Ohio Casuu Insuranc .Company By: Madiso , o e in aF ct — Printed Name Printed Name/Title Averi Stockton (Provide Proper Evidence of Authority) Printed Name Walker Wyatt 16A11 ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF HARRIS THE FOREGOING PERFORMANCE BOND WAS ACKNOWLEDGED BEFORE ME BY MEANS OF E PHYSICAL PRESENCE OR ❑ ONLINE NOTARIZATION THIS DAY OF October / 16 / , 20 24 , by Madison Diaz (NAME OF ACKNOWLEDGER) AS Attorney-in-Fact (TITLE) OF The Ohio Casualty Insurance Company (NAME OF COMPANY) WHO IS PERSONALLY KNOW TO ME,OR HAS PRODUCED AS IDENTIFICATION. Notary Public—State of Texas (SEAL) - L srµry JENNIE GOONIE Jennie Goonie :* NotaryPublic,State of Texas �.y`► � Comm.Expires 06-15-2026 Printed Name '�or � �.,,,,,,,,s Notary ID 125034504 v — 1 6 A 1 1 This Power of Attorney limits the acts of those named herein,and they have no authority to bind the Company except in the manner and to the extent herein stated. A ' Liberty Liberty Mutual Insurance Company (t ` Mutual. The Ohio Casualty Insurance Company Certificate No:8210596-022029 West American Insurance Company SURETY POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire,that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana(herein collectively called the"Companies"),pursuant to and by authority herein set forth,does hereby name,constitute and appoint, Mario Arzamendi,Madison Diaz,Mary Ann Garcia,Jennie Goonie,Stephanie Gross,Teuta Luri,Cristina Nino,Jessica Richmond,Laura E.Sudduth,Amanda R.Turman- Avina,Misty Witt all of the city of Houston state of TX each individually if there be more than one named,its true and lawful attorney-in-fact to make, execute,seal,acknowledge and deliver,for and on its behalf as surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 11th day of August , 2023 . Liberty Mutual Insurance Company v Wsu , ASV tNsvp , tNsuR The Ohio Casualty Insurance Company Jp'GoaPD... + yJPGOaPOR4r•qy `,Q'ooaPOR..1CP West American Insurance Company 3t cn Q 3 Fo c� ? Fo m • 1912 o - 1919 0 11 1991 arn E a) rvby31.aF e` Q 3dt#4,11.7"4 NO adJ,SS4cHo .dD BHA MPS aO ems, �NDwit- .4 'C Uei7 * 0 �'y1 * *N ' t * 1-� By: co co — David M.Carey,Assistant Secretary 6� 4-7 c`o State of PENNSYLVANIA ss — .- 2 rn County of MONTGOMERY o D On this 11th day of August , 2023 before me personally appeared David M.Carey,who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance 8 0_ Company,The Ohio Casualty Company,and West American Insurance Company,and that he,as such,being authorized so to do,execute the foregoing instrument for the purposes E- therein contained by signing on behalf of the corporations by himself as a duly authorized officer.=Toj ct I'D v IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at Plymouth Meeting,Pennsylvania,on the day and year first above written. D CO y ,\ Ov== O i ''�00:t y\.l, Commonwealth of Pennsylvania-Notary Seal >,_ 6 i +o J .t,\c Teresa Pastella,Notary Public a)'a3 O -I" Montgomery County //����,,e,�, �J y/�//) 7 ®� o�U Of My commission expires March 28,2025 By: ![[/K /[!'2i c�vl 0 N .7 Commission number 1126044 0)-. Qs.,�fSYVtPz 42C'/ Member,Pennsylvania Association of Notaries Teresa Pastella,Notary Public Q OO c6 N 4(?y PVQ �i (NI1=. i This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual EL M O. Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: a? ARTICLE IV—OFFICERS:Section 12.Power of Attorney. O.0 — a Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President,and subject to such limitation as the Chairman or the President 2 U may prescribe,shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety any and all m 2 To N undertakings,bonds,recognizances and other surety obligations.Such attorneys-in-fact,subject to the limitations set forth in their respective powers of attorney,shall have full-08 power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation.When so executed,such instruments shall o a, z• c) be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney-in-fact under the provisions of this f N article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. li n ARTICLE XIII—Execution of Contracts:Section 5.Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings, bonds,recognizances and other surety obligations.Such attorneys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company.When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation—The President of the Company,acting pursuant to the Bylaws of the Company,authorizes David M.Carey,Assistant Secretary to appoint such attorneys-in- fact as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Authorization—By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company,wherever appearing upon a certified copy of any power of attomey issued by the Company in connection with surety bonds,shall be valid and binding upon the Company with the same force and effect as though manually affixed. I,Renee C.Llewellyn,the undersigned,Assistant Secretary,The Ohio Casualty Insurance Company,Liberty Mutual Insurance Company,and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full,true and correct copy of the Power of Attorney executed by said Companies,is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 16th day of October , 2024 . v mu'? ,jY INsu 1NSUR J Poov."01;14'n Q PO°aP OR4ro92% �Pc°aP OR4T9yC' a. 3 m 3 m r Fo m _ 1912 0 1919 f 1991 NaMt�/.I -- Y vy tN 3 i aF ri' ° Q y� By: d��,m4CHvu b °J,�NAMPS+aa3 4 'NDtAte` At. Renee C.Llewellyn,Assistant Secretary * > Hl * 0 ''M * tee LMS-12873 LMIC OCIC WAIC Multi Co 02/21 16A11 z e rk� l'tk� .A�tr}y+�g• XM *fit v _ �'i �y�w,:,.1`]' .F 1'i.31. I!��,r t-r�.Y w+ ':.xia e1`,1 5 .0 si THE GROVE BAYSHORE Engineer's Opinion of Probable Cost Jun-24 Summary Erosion Control $ '10,374 Earthwork $ 294,730.00 Potable Water and Fire $ 249,813 Sanitary Sewer $ 24,000 And re signed Digitally by Andres ral Drainage $ 387,860 Date: s B o ra l 20 083905 54'00' Paving $ 424,994 Landscape $ 130,852 Lighting $ 72,000 Total: $ 1,594,623.00 Notes: 1.This Opinion of Probable Cost(OPC)is based on the Site Construction Plans and is intended to provide a general idea of the site-civil engineering related construction costs which may be incurred at time of site development.Estimated quantities for materials as shown are general estimates only and should not be construed as an accurate depiction of the final design amount.Substantial changes to the conceptual site plan would render this OPC void and a new estimate should be generated. 2.Costs provided in this OPC are based on the engineers'latest known unit costs.These costs cannot be guaranteed due to unpredictable and uncontrollable increases in the cost of concrete,petroleum,or the availability of materials and labor. 3.This OPC does not include materials and labor costs for installation of specific utilities such as communications, electrical,etc.Only those items listed in the individual tabs are included in this cost estimate. 4.Certain infrastructure to be designed and permitted by others has been estimated for this OPC.All material and labor costs should be verified by an appropriate entity who would be responsible for their design and construction. 5.Cost Estimate based on work completed as of June 3,2024. 6.This OPC will changed based on comments received by the different reviewing agencies.This OPC is an estimate and is only intended to provide a general idea of the site construction costs based on the plans prepared. 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Erosion Control Description Quantity Unit Unit Price Amount Silt Fence and Turbidity Barrier 3,237 LF $ 2.00 $ 6,474 Temporary Construction Entrance 1 LS $ 3,900.00 $ 3,900 Erosion Control $ 10,374 Notes: 1.Turbidity Barrier will surround on site construction and road construction. 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Earthwork Description Quantity Unit Unit Price Amount Clear, Grub and Strip Site 1 LS $ 40,000.00 $ 40,000 Tree Removal 1 LS $ 3,000.00 $ 3,000 Final Grading 1 LS $ 25,000.00 $ 25,000 Import Compacted Fill(2) 16,710 CY $ 13.00 $ 217,230 Mobilization 1 LS $ 5,000.00 $ 5,000 Maintenance of Traffic 1 LS $ 4,500.00 $ 4,500 Earthwork $ 294,730.00 Notes: 1. Estimate based on a proposed building F.F.E.of 8.00'and driveway elevation from 6.30'to 7.00' 2. Estimate based on work completed as of June 3, 2024. 16A1 1 THE GROVE BAYSHORE Opinion of Probable Cost-Potable Water&Fire Description Quantity Unit Unit Price Arnovn 8"Hot Tap w/Gate Valve 1 EA $ 5,400.00 $ 5,400.00 1-2"PVC Water Service 352 LF $ 16.00 $ 5,632.00 6"x 6"x 2"Tees 16 EA $ 45.00 $ 720.00 1"or 2"Water Meter 32 EA $ 1,000.00 $ 32,000.00 6-8"Water Main 2,647 LF $ 63.00 $ 166,761.00 6-8"45 degree bends 6 EA $ 250.00 $ 1,500.00 Fire Hydrants 7 EA $ 5,400.00 $ 37,800 Potable Water&Fire $ 249,813 Notes: 1. Potable water to the buildings will be supplied by City of Naples Utilities,brought in from the existing Water Main on Bayshore Drive. 2.7 fire hydrant are proposed throughout the subject site. 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Sanitary Sewer Description Quantity UA Unit Price Amount - 6"Sewer Service w/Cleanout 16 EA $ 1,500.00 $ 24,000 Sanitary Sewer $ 24,000 Notes: 1.Approximately 16 Clean-Outs will be required for the building. 2. Estimate based on work completed as of June 3,2024. 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Drainage Description Quantity Unit Unit Price Amount Type"C;"Inlet 6 EA $2,500.00 $ 15,000 Type"D"Inlet 16 EA $ 2,750.00 $ 44,000 18"MES 4 EA $ 1,100.00 $ 4,400 24" MES 8 EA $ 1,200.00 $ 9,600 18'Y15"ADS Pipe 2,476 LF $ 45.00 $ 111,420 24"ADS Pipe 3,284 LF $ 60.00 $ 197,040 Yard Drain 32 EA $ 200.00 $ 6,400 Drainage $ 387,860 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Paving Description Quantity Unit Unit Price Amount 4"Thick Brick Pavers Sidewalk 1,528 SY $ 40.00 $ 61,120 (2)3/4"Asphaltic Concrete Lifts,Type S-III 8,380 SY $ 9.75 $ 81,705 6"Limerock Base(compacted&primed) 8,380 SY $ 11.50 $ 96,370 12"Stabilized Subgrade(compacted) 11,355 SY $ 5.00 $ 56,775 Turf Block Pavers 13,024 SF $ 4.00 $ 52,096 Type'D'Curb 2,534 LF $ 12.00 $ 30,408 Valley Gutter Curb 2,762 LF $ 10.00 $ 27,620 Striping and Signage 1 LS $ 15,000.00 $ 15,000 ADA Detectable Warning Mat 15 EA $ 260.00 $ 3,900 Paving $ 424,994 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Landscape Description Quantity Unit Unit Price Amount 10'Height Laurel Oak Trees 49 EA $ 250.00 $ 12,250 10'Height Slash Pine Trees 18 EA $ 250.00 $ 4,500 10'Height Dahoon Holly Trees 14 EA $ 150.00 $ 2,100 10'Height Live Oak Trees 31 EA $ 250.00 $ 7,750 10'Clear Trunk Ht.Sabel Palm Trees 42 EA $ 150.00 $ 6,300 10 Gallon 60" Height Cocoplum Shrubs 398 EA $ 50.00 $ 19,900 St.Augustine Sod or Approved Equivalent 12,684 SY $ 3.00 $ 38,052 Irrigation System 1 LS $ 40,000.00 $ 40,000 Landscape $ 130,852 Notes: 1. Includes only code-minimum required landscaping. 16A11 THE GROVE BAYSHORE Opinion of Probable Cost-Lighting Description Quantity Unit Unit Price Amount Light Fixtures&Light Poles 30 EA $ 2,400.00 $ 72,000 Lighting $ 72,000 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1 g A 1 1 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document, The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda, All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting, **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a tine through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1, 2. 3. County Attorney Office County Attorney Office Coo' 12(9121 4. BCC Office Board of County Commissioners t lr jj�/ 5. Minutes and Records Clerk of Court's Office .� " ( i I PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary, Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Lucia S. Martin Phone Number x-2279 Contact/ Department Agenda Date Item was 11/14/2023 Agenda Item Number 16.A.11 Approved by the BCC Type of Document Plat Number of Original 1 Attached Documents Attached PO number or account number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? LM 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman, with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. LM 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the LM document or the final negotiated contract date whichever is applicable. _ 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's LM signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 11/14/2023 and all changes made ir1/A is not during the meeting have been incorporated in the attached document. The County O0 1 an option for, Attorney's Office has reviewed the changes,if applicable. this line., 9, Initials of attorney verifying that the attached document is the version approved by the N/A is not BCC,all changes directed by the BCC have been made,and the document is ready for the ,/2 j2, an option for Chairman's signature. this line.; 1:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 16P11 After recording return to: Matthew L. Grabinski,Esq. Coleman,Yovanovich,&Koester,P.A. 4001 Tamiami Trail North Suite 300 Naples,Florida 34103 JOINDER AND CONSENT OF MORTGAGEE KNOW ALL MEN BY THESE PRESENTS that the undersigned, ALC Investments, LLC dlb/a ALCI-FL, LLC, a Minnesota limited liability company, the owner and holder of the mortgage which encumbers the lands in Collier County,Florida,more particularly described as follows: See Exhibit"A", attached hereto which mortgages are recorded in O.R.Book 6077,page 880 of the public records of Collier County, Florida(collectively,the"Mortgages"). The undersigned hereby joins in and consents in the making of the plat of THE GROVE (the "Plat"), to be recorded in the Official Records of Collier County, Florida, and agrees that the Mortgages and the liens thereof shall be subordinated to the dedications on the Plat. IN WITNESS WHEREOF, the undersigned has caused this Joiner and Consent of Mortgagee to be signed this day of , 2023. MORTGAGEE: WITNESS: ALC Investments, LLC d/b/a ALCI-FL, LLC ctIA %W/47p1 f Print Name: )ait t t I�tar-4-, (Li By: Print Name: Kyle Ambrasas c.,. Title: Chief Executive Officer Print Name: (corporate seal) MORTGAGEE CONSENT TO PLAT PAGE 1 16A11 STATE OF MINNESOTA COUNTY OF FLORIDA The foregoing was acknowledged before me x in person or by online notarization on this 19th day of April, 2023, by Kyle Ambrasas the Chief Executive Officer of ALC Investments, LLC d/b/a ALCI.FL, LLC. He/she is ✓personally known to me or has produced as identification. Notary Public rf aY, Printed Name: Paula Kathryn Johnson `+;R�, kfla ow,/�P ubf c tr;N My p Commission Expires: January31, 2025 ' State of M!lintsote .‘,'1, , n .'rrirr+imon CDC .r9 f y `011~111r..+0 MORTGAGEE CONSENT TO PLAT PAGE 2 1FAi1 Exhibit"A" [Legal Description of Proposed Plat for The Grove] LEGAL DESCRIPTION: LOT 113, NAPLES GROVES AND TRUCK CO'S LITTLE FARMS NO. 2, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 1, PAGE 27A, OF THE PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA. LESS THE WEST 25 FEET OF SAID LOT 113 PER OFFICIAL RECORDS BOOK 28, PAGE 76, COLLIER COUNTY, FLORIDA. MORTGAGEE CONSENT TO PLAT PAGE 3 16A11 This Instrument Prepared By: Brian A.Cordero,Esq. Woods,Weidenmiller,Michetti&Rudnick,LLP 9045 Strada Steil Court,4th Floor Naples,FL 34109 DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS FOR THE GROVE BAYSHORE THIS DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS FOR THE GROVE BAYSHORE ("Declaration") is made this 'f 4day of NO V e +M 16 !f 202 if,by,NAPLES GROVES LOT 113 LLC,a Florida limited liability company,hereinafter called the "Decfarant",for itself and its successors, grantees,and assigns. WITNESSETH: WHEREAS, the Declarant owns certain real property located in Collier County, Florida. The Declarant intends to create thereon a Community of a commercial parcel and single-family homes and related common facilities to be known as The Grove Bayshore; and WHEREAS, the real property which is intended to be developed as The Grove Bayshore (the "Lands")is described in Exhibit"A"to this Declaration, as it may be amended from time to time;and WHEREAS, Declarant desires to promote the general health, safety and welfare of residents, provide for the maintenance of the land comprising The Grove Bayshore,and the improvements thereon, and to provide for preservation of the property values, and to this end desires to subject the real property to the protective covenants,conditions, restrictions, and other provisions hereinafter set forth; and WHEREAS,to provide a means for meeting the purposes and intents herein set forth,The Grove Bayshore Property Owners Association, Inc., a Florida not for profit corporation has been incorporated (hereinafter the "Association"); and WHEREAS, Declarant may, in its sole discretion, from time to time, convey, lease or grant a license or other use right to lands within The Grove Bayshore by deed, easement, or otherwise to the Association (which must accept the same) for the purpose of maintenance, landscaping, drainage, recreation or other purposes for the use and benefit of owners and their families, tenants, guests and invitees. NOW THEREFORE, the Declarant, and any other person owning an interest in the subject property who at any time consents to or joins in the making of this Declaration,hereby declares that the real property described in Exhibit "A" hereto, is and shall be owned, used, sold, conveyed, encumbered, demised and occupied subject to the provisions of this Declaration, which shall run with the Land and be binding on all parties having any right,title or interest in the real property or any part thereof,their heirs, successors and assigns, and shall inure to the benefit of each owner thereof Nothing herein contained, and no violation of these covenants, conditions and restrictions, shall invalidate or impair the lien of any mortgage or deed of trust given in good faith and for value. Further,the express intent of Declarant is that substantive contract rights created hereunder shall not be retroactively affected by legislation enacted subsequent to the recording of this Declaration. 16A11 1. DEFINITIONS. The following definitions shall apply to the terms used in this Declaration and its recorded exhibits, unless the context clearly requires another meaning. 1.1 ""Architectural Review Committee" or "ARC" means the Architectural Review Committee as established and empowered in Section 6 of this Declaration. 1.2 "Association" means The Grove Bayshore Property Owners Association, Inc., a Florida corporation not for profit. 1.3 "Assessment" or "Assessments" means a share of the funds required for the payment of the expenses of the Association which from time to time is assessed against the Members, including without limitation annual assessments and special assessments, as authorized by Section of this Declaration. 1.4 "Board" means the Board of Directors of The Grove Bayshore Property Owners Association,Inc., a Florida corporation not for profit. 1.5 "Commercial Unit" shall mean Tract B as described in the plat of Grove Bayshore and any structure thereon. 1.6 "Common Areas" means any and all real property and improvements within The Grove Bayshore owned by, leased to, or dedicated to the Association for the use and benefit of its Members. Common Areas shall include those areas dedicated to the Association on the subdivision plat to be recorded in connection herewith. 1.7 "Community" or "Properties" means all real property comprising The Grove Bayshore, and the improvements thereon. 1.8 "County" or "the County" means Collier County, Florida. 1.9 "Declarant" means Naples Groves Lot 113 LLC, a Florida limited liability company, its successors, grantees or assigns or any other entity to which the Declarant specifically assigns any or all of the development rights it may have under this Declaration to develop part or all of The Grove Bayshore. 1.10 "Preserve Easement"means that certain area shown as Tract C on the plat of Grove Bayshore being recorded concurrently herewith. 1.11 "Family"means one natural person or two or more natural persons each of whom are related to each other by blood, marriage, or adoption and who customarily reside and live together and otherwise hold themselves out as a single housekeeping unit or not more than two natural persons who are not related to each other by blood or adoption, who customarily reside and live together with their biological and/or adopted children and otherwise hold themselves out as a single housekeeping unit. The decision as to whether two persons reside and constitute a qualifying family unit shall be a matter for the Board of Directors in their sole and unbridled discretion. 1.12 "Governing Documents" means this Declaration, the Articles of Incorporation, the Bylaws, and the Rules and Regulations of the Association, all as lawfully amended from time to time. In the event of an irreconcilable conflict between any two of the Governing Documents,the order of priority shall be 2 16A11 the same as the order in which they are named in this paragraph. 1.13 "Guest"means any person who is physically present in, or occupies a Living Unit or a Commercial Unit on a temporary basis at the invitation of the Owner or other legally permitted occupant, without the payment of consideration. 1.14 "Institutional Mortmee" means: (A) a lending institution having a first mortgage lien upon a Lot, or Tract, including any of the following institutions: a Federal or State savings and loan or building and loan Association, a bank chartered by a state or federal government, a real estate investment trust, a pension and profit sharing trust, a mortgage company doing business in the State of Florida, or a life insurance company; or (B) a governmental, quasi-governmental or private agency that is engaged in the business of holding, guaranteeing or insuring residential mortgage loans (including without limitation the Federal National Mortgage Association), Governmental National Mortgage Association, Federal Home Loan Mortgage Corporation, Federal Housing Administration and Veterans Administration and which holds, guarantees or insures a first mortgage upon a Lot; or (C) the Declarant and any and all investors or lenders, or the successors and assigns of such investors or lenders which have loaned money to Declarant to acquire, develop, or construct improvements upon the Properties and who have a mortgage lien on all or a portion of the Properties securing such loan. An "Institutional Mortgage" is a first mortgage held by an Institutional Mortgagee encumbering a Lot. 1.15 "Lands"means the land described in Exhibit"A"to this Declaration,as it may be amended from time to time. 1.16 "Lease" when used in connection with a Living Unit, means the grant by the Owner of the Living Unit of a temporary right of use of the Living Unit for valuable consideration. 1.17 "Living Unit," or "Unit" means a single family dwelling unit, located within The Grove Bayshore and intended for use by one family as their place of residence. The use of the term "Living Unit" or "Unit" shall be interpreted as if the term was followed immediately by the words "and the Lot on which it is located." 1.18 "Lot" means one or more of the platted portions of land into which parts of The Grove Bayshore have been subdivided,upon each of which a single Living Unit or Commercial Unit has been, or is intended to be,constructed. It is synonymous with the word "parcel" as used in Section 720, Florida Statutes. 1.19 "Member" means a person who is entitled to Membership in the Association, as provided in Section 2 of the Bylaws. Membership is mandatory for the Owners of all Lots, the Commercial Unit or Living Units. 1.20 "Occupy" when used in connection with a Living Unit, means the act of using a Living Unit as 3 16A11 one's place of residence for two (2) or more consecutive days. An "Occupant" is one who occupies a Living Unit, other than the Owner or his family as defined above. 1.21 "Owner" means the record Owner of legal title to any Lot. 1.22 "Rules and Regulations" means the administrative regulations governing use of the Common Areas and procedures for operating the Association, as adopted, amended and rescinded from time to time by resolution of the Board of Directors. 1.23 "SFWMD" means South Florida Water Management District. 1.24 "Structure" means something built or constructed, or any piece of work artificially built up or composed of parts joined together in some definite manner, the use of which requires a more or less permanent location on the ground, or which is attached to something having a permanent location on the ground. The term shall be construed as if followed by the words "or part thereof." The term includes, without limitation, all Commercial Units, Living Units, swimming pools, spas, fences, flagpoles, antennas, basketball backboards,skateboard ramps,swing sets or other play equipment,and storage sheds. 1.25 "Surface Water Management Systems Facilities"the Surface Water Management System Facilities shall include, but is not limited to: all inlets, ditches, swales, culverts, water control structures, retention ponds and detention areas,ponds,lakes,floodplain compensation areas,wetlands and any associated buffer areas, and wetland mitigation areas. 1.26 "Voting Interests" means the arrangement established in Section 2 of the Bylaws of the Association by which the Owners of each Lot are entitled to vote in the affairs of the Association, whenever a vote of the Owners is permitted or required as to any Association business. 1.27 "The Grove Bayshore" is the name of the community. 2. GENERAL DEVELOPMENT PLAN. The primary development objective is the construction and development of approximately thirty-two (32) single family dwelling units and one commercial parcel. The general development plan for the Community does not include any recreational amenities 2.1 Renderings, Plans and Models. From time to time, Declarant and others may present to the public certain renderings, plans and models showing possible future development of The Grove Bayshore. Declarant does not warrant in any way the schemes in these renderings,plans or models or how the future improvements in this Community will actually be developed. Any such renderings, plans or models are primarily schematic, and in no way represent a guaranteed final development plan. 2.2 Right to Use Common Areas.The non-exclusive right to use the Common Areas shall be appurtenant to and shall run with each Owner's Membership in the Association, subject to this Declaration and its recorded exhibits. The Association has the right to enter into Agreements with other entities for the maintenance and operation of the Common Areas. 2.3 Owner and Member Compliance. The protective covenants, conditions, restrictions and other provisions of this Declaration shall apply not only to the Members, and persons to whom an Owner has delegated his right of use in and to the Common Areas,but also to any other person occupying an Owner's 4 1 ' Al 1 Living Unit or Commercial Unit under lease from the Owner,or by permission or invitation,expressed or implied,of the Owner or his tenants,licensees,invitees or guests.Failure of an Owner to notify any person of the existence of the easements, covenants, conditions, restrictions, and other provisions of this Declaration shall not in any way act to limit or divest the right of Declarant or the Association of enforcement of these provisions and, in addition,the Owner shall be responsible for any and all violations of these provisions by his tenants, licensees, invitees or guests, and by the guests, licensees and invitees of his tenants at any time. 2.4 Members' Rights and Easements. (A) Every Member of the Association, and its tenants, invitees, licensees, guests, contractors, subcontractors shall have a non-exclusive right and easement for access to and the use and enjoyment of the Common Areas. The right and easement shall be appurtenant to and shall pass with the title to every Lot subject to any limitation set forth in this Declaration, including without limitation: (l) The right of the Association to determine the annual and special assessments to be paid by the Members; (2) The right of the Association to dedicate or transfer all or any part of the Common Areas to any governmental agency, public authority, or utility; (3)The right of the Association to grant easements over,across or through the Common Area or any part thereof; (4)The right of the Association to borrow money for the accomplishment of its purposes of improving the Common Areas, and in aid thereof, to mortgage Common Areas; (5) The right to take such steps as are reasonably necessary to protect Common Areas against foreclosure; (6) The right to enforce the Articles of Incorporation and Bylaws of the Association; and any rules and regulations governing use and enjoyment of the Common Areas adopted by the Association; (7)The right of the Association to charge use fees or Membership fees. (B)Delegation of Rights. Each Owner may temporarily delegate his right of use in and to the Common Areas to his non-resident guests (if the guests are accompanied by the Owner) or to tenants who reside in the Living Unit of the Owner, but only to the extent and subject to conditions, limitations and restrictions as may be provided for in the Governing Documents. Each Owner of a Living Unit shall be financially and legally responsible for the actions of any person to whom the Owner has delegated his right to use the Common Areas. 5 AA1T 2.5 Conveyance and Use. (A)Any real property conveyed,leased,or the use of which has been granted by Declarant or any third party to the Association as Common Areas is not and shall not be deemed dedicated for use by the general public but is, and shall be, deemed restricted for the common use and enjoyment of Members of the Association. (B) The Declarant, may convey property to the Association in either an improved or an unimproved condition, with or without any specific restrictions on its use, and the Association must accept such property. The Association shall not accept the conveyance of real property from any third party, in either an improved or unimproved condition, without the prior written consent of Declarant, so long as Declarant owns any property in the Association. 2.6 Quiet Enjoyment. Full development of The Grove Bayshore will likely span a number of years. Incident to the development process,the quiet enjoyment of the Community may be unavoidably interfered with to some extent by construction operations. 3. THE ASSOCIATION'S PURPOSES AND POWERS. The primary purposes of the Association are to operate and maintain the Common Areas; to enforce restrictive covenants applicable to the Community;to provide architectural and aesthetic control; and to take such other action as the Association is authorized or required to take with regard to the Community pursuant to the Governing Documents. The Association shall operate, insure, maintain and repair all property and related improvements designated by Declarant as Common Areas,regardless of whether legal title to that property has been formally conveyed to the Association.If required by governmental agencies,the Association shall accept the transfer of all permits, and assume responsibility for maintenance and monitoring of on-site and off-site wetland preserve areas located on the Common Areas. 3.1 Common Areas. The Association shall operate,maintain and, if deeded by the Declarant,hold record title to the Common Areas. The Common Areas may include,but shall not be limited to,roads, sidewalks, drainage areas, preserve areas, landscaping, signage, street lights, and certain utilities serving Association property or other Common Areas.The Board of Directors may promulgate reasonable rules and regulations regarding use of the Common Areas consistent with the Governing Documents. Use of Common Areas shall be available to all Members and their invitees, guests,family Members and tenants, subject to the Rules and to the Governing Documents. The costs of operating, maintaining, repairing, insuring and protecting the Common Areas and the facilities located thereon or connected therewith shall be assessed equally against all Lots. The Association shall have, without limitation, the following powers: (A)To exercise the rights as set forth in the Declaration. (B)To enter into Agreements for the maintenance and operation of the Common Areas. (C)To enter into Agreements to cause additional properties and amenities to become Common Areas if such properties are of common benefit to the Community. 3.2 Manager.The Association may contract,employ and pay for the services of an entity or person to assist 6 16A11 in managing its affairs and carrying out its responsibilities, and may employ other personnel as the Association shall determine to be necessary or desirable. 3.3 Personal Property. The Association may acquire and hold tangible and intangible personal property and may dispose of the same by sale or otherwise. 3.4 Insurance. The Association at all times shall procure and maintain adequate policies of public liability and other insurance as it deems advisable or necessary-and as required elsewhere in this Declaration. The Association additionally shall cause all persons with access to Association funds to be insured or bonded with adequate fidelity insurance or bonds. 3.5 Express and Implied Powers. The Association may exercise any rights, powers or privileges given to it expressly by the Governing Documents or by the law in effect at the time this Declaration is recorded, and every other right,power or privilege reasonably inferable therefrom. 3.6 Acts of the Association. Unless the approval or affirmative vote of the Members is specifically made necessary by some provision of applicable law or the Governing Documents, all approvals or actions permitted or required to be given or taken by the Association may be given or taken by its Board of Directors, without a vote of the Members. The officers and Directors of the Association have a fiduciary relationship to the Association and its Members. A Member does not have the authority to act for the Association by reason of being a Member. 3.7 Member Approval of Certain Litigation. After turnover, and notwithstanding any other provisions of the Association Documents, the Board of Directors shall be required to obtain the prior approval of at least two-thirds(2/3rds)of the voting interests of the Association prior to the payment of,or contracting for the payment of, legal fees to any person engaged by the Association for the purpose of commencing any lawsuit, other than for the following purposes: (A)collection of assessments; (B)collection of other charges which Members are obligated to pay; (C)enforcement of the Governing Documents; (D)enforcement of the rules and regulations of the Association; (E)in an emergency, when waiting to obtain the approval of the Member creates substantial risk of irreparable injury to the Association or its Members; or (F)filing a compulsory counterclaim. 3.8 Articles of Incorporation. The Articles of Incorporation of the Association are attached as Exhibit 3.9 Bylaws. The Bylaws of the Association shall be the Bylaws attached as Exhibit"C" as they may be amended from time to time. 3.10 Official Records. The official records of the Association, as defined by Chapter 720, Florida 7 1 6A11 Statutes, as amended, shall be maintained within the State of Florida and must be open to inspection and available for photocopying as provided for in the Bylaws. The Association may adopt reasonable written rules governing the frequency, time, location, notice, and manner of inspection, and may impose fees to cover the costs of providing copies of the official records, including, without limitation, the costs of copying. The Association shall maintain an adequate number of copies of the Governing Documents, to ensure their availability to Members and to prospective purchasers, and may charge its actual costs for reproducing and furnishing these documents to those persons who are entitled to receive them. 3.11 Rules and Regulations. Subject to this Declaration and any other applicable recorded instrument, the Association shall have the right and the power to develop, promulgate and enforce reasonable rules and regulations for the use and enjoyment of the Common Areas. No Common Areas shall be used in violation of any rule or regulation adopted by the Association pursuant to Section 5 of the Bylaws. 3.12 Acquisition of Property. Subject to Section 2.5 above, the Association has the power to acquire property, both real and personal. The power to acquire personal property shall be exercised by the Board of Directors. The power to acquire Ownership interests in real property shall be exercised by the Board of Directors, but only after approval by at least a majority of the voting interests. 3.13 Disposition of Property.Subject to Section 2.5 above,any property owned by the Association,whether real,personal or mixed,may be mortgaged, sold, leased or otherwise encumbered or disposed of by the same authority as would be required to acquire it under Section 3.13 above. 4. MEMBERSHIP AND VOTING RIGHTS. Every Owner of record legal title to a Lot within The Grove Bayshore shall be a Member of the Association as further defined in Section 4.1 below. The Declarant shall hold Declarant Membership as provided for in Section 4.1 below.Membership is appurtenant to, and may not be separated from, Ownership of a Lot. The rights, powers, duties and privileges of Members shall be as set forth in this Declaration, and in the Articles of Incorporation and Bylaws of the Association. 4.1 Classes of Membership. The Association will initially have two (2)classes of voting Membership as follows: (A) Members or Class "A" Members. Every Owner of a Lot shall be a Member, which Membership has been given as an appurtenance. Members shall be all Owners of Lots within The Grove Bayshore. The Declarant shall create a Membership for every Lot. Members shall have full rights of use in the Common Areas. The actual number of Memberships which may be created is in the discretion of the Declarant,but it is anticipated that the number will be 32 residential Memberships and one commercial Membership,each having equal voting rights. Except for temporary delegations as provided in Section 4.4 below,a Membership shall not be assignable and/or transferable by any method other than the sale, lease or conveyance of record legal title to the Lot to which it is appurtenant.Upon sale or other transfer of Ownership of a Lot to which a Membership is appurtenant, the transferor shall be deemed to have automatically assigned and transferred the Membership with his property. A Member's rights to use the Common Area and other recreation facilities shall be limited as set forth in this Declaration and in the Bylaws. Any attempt to separate the Membership from the interest in real property upon which it is based shall be null and void. 8 6A11. (B)Declarant Member or Class`B"Member. The Declarant shall be a voting Member for each Lot it owns. Declarant Membership and voting rights shall cease to exist at the Turnover Meeting described in Section 8.2 of the Bylaws, but all of the Declarant's other rights and privileges as the Declarant, as set forth elsewhere in this Declaration or in the Bylaws,shall continue as long as the Declarant holds any property within the Community for sale in the ordinary course of business. If the Declarant conveys undeveloped property within the Community to a successor developer, the Declarant may assign its Declarant Membership and/or some or all of its voting rights and privileges to the successor developer. 4.2 Voting.The Association shall have two classes of voting Membership, Class"A,"and Class"B," (A) Class "A". Class "A" Members shall be all Owners except the Class `B" Member. Class"A"Members shall have one equal vote for each Lot in which they hold the interest required for Membership under Section 4.1, except that there shall be only one vote per Lot and no vote shall be exercised for any property which is exempt from assessment under Section 9.9. All Class"A"votes shall be cast as provided in Section 4.2(C)below. (B) Class `B". The sole Class `B" Member shall be the Declarant. Until the Class `B" Membership expires or is terminated,the Class`B"Member may appoint a majority of the Members of the Board of Directors as specified in the By-Laws. Additional rights of the Class `B" Member, including the right to approve, or withhold approval of, actions proposed under this Declaration,the By-Laws and the Articles,are specified in the relevant sections of this Declaration, the By-Laws and the Articles. The Declarant shall have the number of votes in all matters equal to the total combined votes of the other classes of members,plus 100 votes until the Class"B"Membership expires or is terminated. The Class`B"Membership shall terminate upon the earlier of: (i)three months after 90%of the maximum number of residential dwelling units which may be created and developed as part of the Properties, have been constructed and conveyed to Class"A"Members; or (ii) when, in its discretion, the Declarant so determines and declares in a written instrument recorded in the Public Records. Upon termination of the Class `B" Membership, the Declarant, provided Declarant is also an Owner, shall be a Class "A" Member entitled to one Class "A" vote for each Lot which it owns. (C)Exercise of Voting Rights. In any situation where there is more than one Owner of a Lot,the vote for such Lot shall be exercised as the co-owners determine among themselves and advise the Secretary of the Association in writing prior to the vote being taken.Absent such advice,the Lot's vote shall be suspended if more than one person attempts to exercise it. 4.3 Association Rights and Easements. Members in good standing have the non-exclusive right to use the 9 16A11 Common Areas subject to: (A)The right of the Association, by and through its Board of Directors,to adopt the annual budget and to determine the annual assessments to be paid by Members; (B) The right of the Association,by and through its Board of Directors,to dedicate or transfer all or any part of the Common Areas to any governmental agency,public authority, or utility; (C)The right of the Association, by and through its Board of Directors,to grant easements over,across or through the Common Areas; (D)The right of the Association, by and through its Board of Directors,with the prior assent of a majority of the voting interests, to borrow money for the purpose of improving the Common Areas, and in aid thereof,to mortgage Common Areas; (H)The right of the Association,by and through its Board of Directors,to take such steps as are reasonably necessary to protect the Common Areas; (I)The right of the Association, by and through its Board of Directors,to close or restrict access to the Common Areas for limited periods of time to conduct special events, including those intended primarily to benefit the Declarant or its sales efforts; (J)The right of the Association,by and through its Board of Directors,to regulate parking and traffic on the private roads within The Grove Bayshore,including without limitation the use of access gates or speed bumps; (K)The provisions of this Declaration,the Articles of Incorporation and Bylaws of the Association; and any rules and regulations governing use and enjoyment of the Common Areas adopted by the Association; So long as there is a Declarant Member, any and all rights of Members, and any and all restrictions, limitations, conditions and rules and regulations that a Member shall be subject to,shall not be amended without the consent of the Declarant. 4.4 Defecation of Use Rights In Common Areas. Guests accompanied by a Member shall have the right to use the Common Areas, but only to the extent provided in Section 2.4 of the Bylaws, or in the Association's rules and regulations, and subject to the conditions, limitations and restrictions as may be stated therein. Each Member shall be financially and legally responsible to the Association for the actions and debts to the Association of any person to whom the Member has delegated his right to use the Common Areas. The Member may not delegate the obligation to pay Association assessments. Upon the lease of a Lot to which a Membership is appurtenant,the lessor may retain the right to use the Membership,in which case the tenant shall have no such rights. 4.5 Separation of Ownership. The Ownership of a Lot, and the Ownership of the Commercial Unit or Living Unit constructed thereon, may not be separated or separately conveyed, nor may any person who does not own record legal title to at least one Lot,hold Membership in the Association. 10 1 6 A I 5. GENERAL COVENANTS AND USE RESTRICTIONS. 5.1 Residential Use. Each Living Unit shall be occupied by only one family and its temporary guests at any time, as a residence and for no other purpose. No time-sharing, business or commercial activity shall be conducted in or from any Living Unit. Co-Ownership of units is permitted. However, if the co-Owners are other than a legally married couple, the co-Owners shall designate one (1) of the co- Owners as the "primary occupant." The use of the Living Unit by other co-Owners shall be as though the primary occupant were the only actual Owner. Those co-Owner(s)whom have not been designated as the primary occupant shall be treated as guests of the primary occupant. Both the initial approval and the continued approval of a trustee, corporation, or other entity as an Owner, shall be conditioned upon designation of one (1)natural person to be the"primary occupant", and the use of the Living Unit by other persons shall be as though the primary occupant were the only actual Owner. Those co- Owner(s) whom have not been designated as the primary occupant shall be treated as guests of the primary occupant. Any change in the primary occupant shall be treated as a transfer of Ownership by sale or gift. No more than one(1)such change shall be approved in any twelve(12)month period. The intent of this provision is to allow flexibility in estate, financial or tax planning and not to create circumstances in which the Living Unit may be used as short term accommodations for several families or individuals. No person may publicly advertise the address of a Living Unit as the address of any business. The use of a Living Unit as a public lodging establishment shall be deemed a business or commercial use. This Section 5.1 shall not be construed to prohibit any Living Unit occupant from maintaining a personal or professional library, from keeping his personal, business or professional records in his Living Unit, or from handling his personal, business or professional telephone calls, written correspondence, or other communications in and from his Living Unit. Such uses are expressly declared customarily incident to residential use. This Section 5.1 is, however, intended to prohibit commercial or business activity by an Owner of a Living Unit, or make it obvious that a business is being conducted in a Living Unit, such as by regular or frequent traffic in and out of the Community by persons making deliveries or pick-ups, or by employees and business associates, or by customers and clients. None of the above prohibitions and restrictions found in this Section 5.1 shall apply to the Commercial Unit. 5.2 Occupancy of Living Unit when Owner is not in Residence. An Owner may occasionally allow family, friends or business associates in reasonable numbers to temporarily occupy his Living Unit in his absence. Except as otherwise provided in Section 5.3 below,this provision is not intended to allow any Owner to use his Living Unit as short-term transient accommodations for several individuals or families. The Owner must register all guests with the Association in advance, giving such information about the guests and the period of their stay as the Board may reasonably require. The Owner is responsible for the conduct of his guests. When the Owner is not in residence, no more than six (6) overnight occupants are allowed at any time. 5.3 Leasing.The Board of Directors has the right but not the obligation to approve leases for Living Units. If the Board chooses to exercise its right to approve leases,it shall adopt,by Board resolution,the procedure and criteria for approval of all leases, which shall apply to all leases subsequent to the adoption of the resolution. However, in all cases,the requirements of this Section 5.3 shall apply to any lease for a Living Unit in The Grove Bayshore. The minimum allowable lease period shall be sixty (60) consecutive days. No Living Unit may be rented or leased more than two(2)times in any calendar year. No lease may begin sooner than thirty (30) days after the first day of occupancy under the last previous lease. All leases are subject to the following restrictions and conditions: 11 16A11 (A) The lease must be written, and a fully executed copy must be provided to the Association not less than fifteen(15)days before the beginning of the lease term,together with such other information about the tenants as the Board may reasonably require. (B)No lease may be for a period of less than sixty(60)consecutive days. (C)No subleasing or assignment of lease rights is allowed. (D)No one but the lessee and the lessee's Family as defined in Section 1.15 may occupy the Living Unit during a lease. All of the provisions of the Governing Documents and the Rules and Regulations of the Association shall be applicable to and enforceable against any person occupying a Living Unit as a lessee or guest, to the same extent as against an owner, and a covenant on the part of each occupant to abide by the rules and regulations of the Association and the provisions of the Governing Documents,designating the Association as the owner's agent,with the authority to terminate any lease and evict the tenant in the event of violations by the tenant of such covenant, shall be deemed to be included in every lease whether oral or written, and whether specifically expressed in such lease or not. Any lease entered into without notice, or otherwise in violation of the above provisions shall, at the option of the Board, be treated as a nullity, and the Board shall have the power to evict the lessee by summary proceedings without securing consent to such eviction from the owner. THE DECLARANT MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE FINANCIAL FEASIBILITY OF RENTING LIVING UNITS OR THE INCOME TO BE DERIVED THEREFROM.ANY OWNER WHO DESIRES OR INTENDS TO RENT A LIVING UNIT MUST INDEPENDENTLY DETERMINE AND ASSUME RESPONSIBILITY FOR THE FEASIBILITY OF RENTING, AND SHOULD CONSULT HIS OR HER OWN ADVISOR WITH RESPECT TO THE TAX CONSEQUENCES AND ECONOMIC ADVANTAGE OF OWNERSHIP. 5.4 Nuisance. No Member shall use or permit a Living Unit to be used in any manner which would be unreasonably disturbing, detrimental or a nuisance to the occupant of another Living Unit or the Commercial Unit or which would not be consistent with the maintenance of the highest standards for the first class residential development,nor permit the premises to be used in a disorderly or unlawful way.The use of each Living Unit and Common Area shall be consistent with existing laws and the Governing Documents, and residents shall at all times conduct themselves in a peaceful and orderly manner. No unlawful, disorderly or offensive activity shall be carried on upon any Lot or in any Living Unit,nor shall any Owner permit or condone any activity that is, or may reasonably become, a source of annoyance or nuisance to other residents. 5.5 Temporary Structures. Temporary structures, including trucks, trailers, motor homes, recreational vehicles, tents or shacks shall not be used on any Lot at any time as a residence, either temporary or permanent. 5.6 Signs.In order to maintain an attractive community,no sign,banner,advertisement or poster (including "open house", "for sale" or "for rent" signs) shall be exhibited,displayed, inscribed, painted, or affixed, in, on or upon any part of the Properties without prior approval of the ARC,which approval may be withheld 12 1 6 A 1 1 for any reason. This provision includes signs inside of Living Unit windows or the windows of motor vehicles. However, notwithstanding anything contained herein to the contrary, this Section 5.6 shall not apply to signs used by Declarant or its agents to market the Commercial Unit or Living Units owned by Declarant, it being the intent that the Declarant shall have the unilateral right to market the Commercial Unit and Living Units until the last of such Units owned by the Declarant in the Community is sold.None of the restrictions or requirements of this Section 5.6 shall apply to the Commercial Unit,and the Owner of the Commercial Unit may construct, maintain and place any signage permissible under applicable law. 5.7 Appearance; Refuse Disposal. Each Owner shall keep his Lot free of trash and debris and shall reasonably maintain his Commercial or Living Unit. Personal property of residents shall not be left on the lawns or landscaped areas outside the Living Units,except that patio furniture may be stored in unscreened patios.Trash,garbage or other waste must be kept in appropriate bear proof trash containers not exceeding forty(40)gallons in size and shall have two handles and a tight fitting lid. Trash containers must be stored in the garage of a Living Unit and shall be taken to the curbside in front of the Living Unit no earlier than the evening before a scheduled pickup and returned to their area of storage by the end of the day on which trash was collected. Porches and lanais shall be used only for the purposes intended, and shall not be used for hanging or drying clothing, for cleaning of rugs or other household items, or for storage of bicycles or other personal property. 5.8 Maintenance. The Declarant shall care for unimproved Lots within the Properties at its expense, remove and destroy tall grass, undergrowth, weeds and rubbish therefrom, and do any other things and perform any labor necessary to keep the Lot in reasonable order. The Association shall have the right to repair any structure or improvement on any Lot which, in the opinion of the Board, constitutes a safety hazard or nuisance,or is unsightly,or is in a state of disrepair,provided that the Lot Owner is given no less than five (5) days' notice of the Association's intent to do so, which reasonably specifies the proposed action. The Association shall charge the expense of same against the Owner of the Lot,which charge shall be a lien on the Lot which may be foreclosed and shall include the Association's attorney fees and other costs in connection with the lien and foreclosure. 5.9 Awnings, Shutters, and Windows. Awnings, storm shutters, solar film, and other window coverings shall be subject to the prior approval and control of the ARC. Storm shutters may be installed only temporarily,and other precautions may be taken to protect structures or Lots while the threat of a hurricane, tornado,or other violate storm is imminent,but all such temporary shutters and other exterior alterations or additions made as a temporary storm precaution shall be promptly removed when the threat of storm has passed. 5.10 Fences. No fence, wall, hedge or other physical and visual barrier shall be erected in the Common Areas,except as originally installed by Declarant, or as approved by the ARC. 5.11 Driveways and Parking Areas. Driveways and parking areas must be paved with only stamped or decorative concrete as approved by the ARC, paver blocks, or another hard surface approved by the Declarant.Maintenance and repair of all driveways, parking and other paved parking facilities shall not be the responsibility of the Association. Driveways must be kept clean and free from excessive oil, rust or other unsightly stains. 5.12 Water Supply;Wells; Water Rights. The Commercial Unit and each Living Unit shall be equipped with dual water lines, one of which shall be designated to utilize non-potable water. All irrigation systems 13 16A1 , must be connected to the non-potable water line and all outside spigots must be connected to the potable water line. Each Owner shall be required to connect the water lines on his Lot to the lines of the utility provider(s) providing service to The Grove Bayshore.No Owner may install or operate a private well for any reason, including operation of a water source heat pump, except that the Association may operate a well to irrigate the Common Areas. 5.13 Landscaping. The Association has the right, but not the obligation, to assume the responsibility to maintain the exterior landscaped portions of the Living Units, which includes lawn, shrubs, trees, and other landscaping, except for any areas enclosed by fencing or other screening or otherwise not readily accessible from outside the Living Units. The Association's costs associated with the maintenance described in this Section shall be a Common Expense of the Association and shall to be allocated among all Living Units pursuant to Section 9.1 of the Declaration; provided, if appropriate, costs may be assessed as a Specific Assessment in, accordance with Section 9.5 of the Declaration. Regardless of whether the Association assumes the maintenance responsibility for the exterior portions of Lots, Owners shall be solely responsible for replacing, at the Owner's sole cost and expense, any and all landscaping contained on a Lot (including, but not limited to, shrubs, trees, plants, sod, and any irrigation system equipment or lines in accordance with Section 8.7 of the Declaration) if such landscaping either dies or requires replacement for any reason(including, but not limited to, irrigation issues, weather damage, insect or disease). The Association shall have a perpetual non-exclusive easement over all of The Grove Bayshore, including the Lots (but not inside any structure within a Living Unit), for the purpose of performing its maintenance responsibilities under this Section. Such easement may be exercised,without prior notice,by the Association, its officers, directors, employees, agents, and contractors, and entry upon any Living Unit for such purpose shall not be deemed a trespass.No landscaping shall be added,augmented,replaced, cut down,destroyed or removed without the prior written approval of the ARC. No artificial grass, plants or other artificial vegetation shall be placed or maintained upon any Lot outside of the Living Unit and the Living Unit's privacy walls, unless approved by the ARC. 5.14 Pets. The Owner of each Living Unit may keep not more two (2) animals, in the aggregate, which may only be domestic cats and/or dogs, unless such animals are of a breed prohibited by County, City or any other ordinance.Notwithstanding the foregoing,wolf hybrids or other recognized aggressive breeds of dogs shall be prohibited regardless of size or weight. The Association may prohibit other breeds of dogs that the Board considers dangerous or exhibit aggressive behavior in its sole discretion. Any Owner who keeps or maintains any pet, in exchange for and in consideration of the privilege to keep the pet, hereby indemnifies and holds the Association and each Owner free and harmless from any loss, claim or liability of any kind or character of whatever nature arising from or related to the keeping or maintaining of such pet in the Community. Further,each Living Unit may house fish and/or two(2)domestic(household type) birds, as long as the fish and birds are kept indoors and do not become a source of annoyance to other Owners. Pets shall not be allowed on or about the Common Areas except on a leash of no longer than six (6)feet or when being carried by their owner. The Board of Directors may restrict the locations where pets may be walked. No pets shall be left unattended in or on the balcony,patio or other similar area even if the area has been enclosed.No reptiles,wildlife, amphibians, poultry or livestock shall be raised, bred or kept on or in any Property. No pets or other animals shall cause or be the source of annoyance, nuisance or disturbance to any other owner or occupant. Each pet owner shall be responsible for the removal and disposal of the pet's feces or waste. The ability to have and keep an animal or pet is a privilege,not a right, and the Board is empowered to order and enforce the removal of any animal or pet which becomes a source of annoyance to other residents or in any way causes any damage to the property. Pets may not be brought 14 16A11 or kept within the Properties for any commercial purposes, including boarding, grooming or breeding. Owners may provide in a lease that tenants shall not be permitted to keep or have pets of any kind. The pet restrictions provided for herein apply to pets visiting a Living Unit and pets permanently housed in a Living Unit. The Owner of the Commercial Unit may permit or restrict the entrance of pets onto the Commercial Unit at its sole discretion. 5.15 Parking and Storage of Vehicles. Except for service vehicles temporarily present on the property, Owners and occupants of Living Units may not park,store or keep on the Properties,any commercial truck or other commercial vehicle, or any boat,trailer, semi-trailer,recreation vehicle,motorcycle,house trailer, mobile home,motor home,bus,tractor, or any other such vehicle,unless it is enclosed within a garage.No person may park, store or keep any motor vehicle on grassed or landscaped areas, or any places outside of paved driveways,garages,or other designated parking areas.In no manner shall a vehicle block or impede, in whole or in part, a sidewalk. Vehicles which are in wrecked,junked, partially dismantled, inoperative or abandoned condition, whether attended or not, and those not bearing current license plates, are not permitted on the Properties.Because guest parking may be limited in some areas,each Owner is specifically cautioned that he and the other occupants of his Living Unit may be limited or restricted as to the number of motor vehicles they may keep on the Properties.The repair of motor vehicles,except emergency repairs, is not permitted on any Living Unit. For purposes of this paragraph "kept" shall mean present for either a period of twelve (12) consecutive hours or overnight, whichever is less. No house trailer, mobile home, motor home and the like may be kept more than two (2) times in any month and any such house trailer, mobile home, motor home and the like shall be subject to the provisions of this Section 5.15 above. Any vehicle parked in violation of this Section is subject to being towed away at the Owner's expense without further warning.The Owner of the Commercial Unit may restrict or permit parking on the Commercial Unit in its sole discretion. 5.16 Antennas,Radio Equipment and Flagpoles.No outside television,radio,or other electronic towers, aerials,antennae,satellite dishes or device of any type for the reception or transmission of radio or television broadcasts or other means of communication shall hereafter be erected, constructed,placed or permitted to remain on any Lot upon which a Living Unit is located,or upon any improvements thereon,unless expressly approved in writing by the ARC, except that this prohibition shall not apply to those antennae specifically covered by 47 C.F.R. Part 1, Subpart S, Section 1.4000, as amended, promulgated under the Federal Telecommunications Act of 1996, as amended from time to time. The Association shall be empowered to adopt rules governing the types of antennae, restrictions relating to safety, location and maintenance of antennae. The Association may adopt and enforce reasonable rules limiting installation of permissible dishes or antennae to side or rear yard locations, not visible from the street or neighboring properties, and integrated with the residence and surrounding landscape,to the extent that reception of an acceptable signal would not be unlawfully impaired by such rules.Antennae shall be installed in compliance with all federal, state and local laws and regulations, including zoning, land-use and building regulations. A flagpole, for display of the American Flag only, may be permitted if its design and location are first approved by the ARC.An approved flagpole shall not be used to mount an antenna. It is the intent of this Section to protect residents from unreasonable interference with television reception,electronic devices, and the operation of home appliances which is sometimes caused by ham radios, CB base stations or other high-powered broadcasting equipment. This Section 5.16 shall not apply to the Declarant or its agents to market Living Units owned by Declarant. 5.17 Garages. Each Living Unit shall contain an automobile garage which can accommodate two (2) or more full size automobiles. No garage shall be permanently enclosed or converted to any other use without 15 16A11 the prior written approval of the Board and the ARC. The garage door shall remain closed at all times except when being used for ingress or egress. Repair of vehicles shall only be permitted inside a garage. 5.18 Storage Areas. No exterior storage area shall be permitted. 5.19 Clothes Lines; Laundry. No part of the Common Areas or any part of a Lot visible from the Common Areas shall be used for the washing, drying, hanging, or storing of clothes, towels, blankets, or other items of personal property. 5.20 Solar Energy Panels/Collectors. The ARC must approve all solar energy panels/collectors and other energy conservation equipment prior to installation of such equipment on a Living Unit. All solar heating apparatus must conform to the standards set forth in the HUD (Housing and Urban Development)Intermediate Minimum Property Standards Supplement for Solar Heating and Domestic Water Systems, or other applicable governmental regulations and/or ordinances. No solar panel, collector,vent,or other roof mounted,mechanical equipment shall project more than one(1)foot above the surface of the roof of a Living Unit, and all such equipment,other than solar panels, shall be painted consistent with the color scheme of the portion of the Living Unit for which such equipment is installed. 5.21 Chemical Applications. No fertilizers, pesticides, insecticides, herbicides, nematicides or other chemicals may be utilized on the Properties, except in accordance with all applicable governmental regulations by licensed professionals authorized by Collier County to perform such activities. 5.22 Prohibition on Illumination of Conservation, Preservation and Restoration Areas. All Owners, including the Declarant, any builder, and the Association are prohibited from utilizing any lighting which directly illuminates the Preserve Easement, conservation areas, preservation, and restoration areas. 5.23 Wildlife.As a result of the open spaces and bodies of water in and around the Community,Owners may periodically find wild animals within the confines of the Community including, but not limited to, Florida panther, Florida black bear, American alligators, deer, swine, raccoons, spiders, snakes, bees, fire ants, other reptiles and other insects common to the area. Each Owner acknowledges the sensitive setting of the Community and surrounding properties, in which protected wildlife may exist. Contact with any wild animal can be dangerous and it is illegal to feed or harass many wild animals, including but not limited to alligators and panthers. Should any Owner encounter any such animal,the Owner is encouraged to contact the local animal control office for further instructions. 5.24 Commercial Unit. The Commercial Unit maybe used for any purpose permitted by the codes, ordinances,rules and regulations of the applicable governmental entity. 6. ARCHITECTURAL AND AESTHETIC CONTROL. 6.1 General. Except for the Commercial Unit, and except for the initial construction of Living Units, Common Area facilities, and related improvements by the Declarant, no building, structure or other improvement shall be erected or altered,nor shall any grading,excavation, landscaping, change of exterior color, or other work which in any way materially alters the exterior appearance of any structure, Lot, Living Unit, or Common Area be performed without the prior written approval of the ARC. In obtaining 16 16A1- 1 said written approval,an Owner or any other person applying shall comply with all applicable requirements and procedures. For the avoidance of doubt, this Section 6 shall not apply to the Commercial Unit and neither the Association nor the ARC shall have any right to review or approve an improvements that may be made from time to time to the Commercial Unit. 6.2 Architectural Review Committee. The architectural and aesthetic review and control functions of the Association shall be administered and performed by the ARC. The ARC shall consist of not less than three (3) individuals, who need not be Members of the Association. The term of office, composition, compensation (if any), qualifications and meeting procedures of the ARC shall be as provided in Section 6 of the Bylaws. Notwithstanding the foregoing, prior to Association turnover, the Declarant shall have the sole right to appoint one individual who may or may not be a Member of the Association, who shall have the full and unilateral power to act on behalf of the ARC body and no meeting or notice to Members of any meeting is required. 6.3 Guidelines.The Declarant may prepare Community Development Standards and Design Guidelines, which may contain general provisions applicable to all Living Units. The Community Development Standards and Design Guidelines, if prepared, are intended to provide guidance to Owners regarding matters of particular concern to the ARC in considering applications hereunder. The Community Development Standards and Design Guidelines are not the exclusive basis for decisions of the ARC and compliance with the Community Development Standards and Design does not guarantee approval of any application. The Declarant shall have sole and absolute authority to amend any Community Development Standards and Design Guidelines as long as it owns any portion of the Properties or has a right to expand or reduce the Properties pursuant to Section 6.6, notwithstanding a delegation of reviewing authority to the ARC. Upon termination or delegation of the Declarant's right to amend the Community Development Standards and Design Guidelines, the ARC shall have the authority to amend the Community Development Standards and Design Guidelines with the consent of the Board. Any amendments to the Community Development Standards and Design Guidelines shall be prospective only and shall not apply to require modifications to or removal of structures previously approved once the approved construction or modification has commenced.There shall be no limitation on the scope of amendments to the Community Development Standards and Design Guidelines, provided such amendments may remove requirements previously imposed or otherwise make the Community Development Standards and Design Guidelines less restrictive. The ARC shall make any Community Development Standards and Design Guidelines available to Owners who seek to engage in development or construction within the Properties. In the Declarant's discretion, such Community Development Standards and Design Guidelines may be recorded in the Public Records, in which event the recorded version, as it may be amended from time to time, shall control in the event of any dispute as to which version of the Community Development Standards and Design Guidelines was in effect at any particular time. 6.4 Powers. The ARC shall have the power, subject to and limited by the guidelines of the approved regulatory permits of local ordinances for The Grove Bayshore. (A) Require submission to the ARC of complete plans and specifications for any building, structure, or other improvement proposed to be erected or altered, or any 17 16A11 proposed grading, excavation, tree or other landscape material removal or installation, change of exterior color or other work which materially alters the exterior appearance of any Living Unit or Common Area. The ARC may also require submission of samples of building materials or colors proposed for use on any Living Unit, and may require such additional information as may reasonably be necessary for the ARC to fully evaluate the proposed work; (B) Approve or disapprove the erection or alteration of any building, structure or other improvement; or any grading, excavation, landscaping,change of exterior color,or other work which in any way materially alters the exterior appearance of any structure Living Unit or Common Area. All decisions of the ARC shall be forwarded in writing to the Board. Any person aggrieved by a decision of the ARC shall have the right to make a written appeal to the Board within thirty(30)days after notification of the decision. The determination by the Board,upon prompt review of any such decision,shall,in all events, be final, and shall not be unreasonably delayed; (C)Adopt procedures and a schedule of reasonable fees for processing requests for ARC review. Fees, if any, shall be payable to the Association, in cash or check, at the time the request is submitted to the ARC; or (D) Adopt procedures for inspecting approved changes during and after construction, to ensure conformity with approved plans. 6.5 Enforcement.Any decisions of the ARC may be enforced by the Association. 6.6 Declarant's Rights. Until 100% of the property described on Exhibit"A" has been developed and conveyed to Owners, the Declarant shall have the exclusive right to exercise design review under this Section. The rights reserved to Declarant under this Section shall continue so long as Declarant owns any portion of the Properties or any real property adjacent to the Properties, unless earlier terminated in a written instrument executed by Declarant and recorded in the Public Records. Upon such time as Declarant no longer owns any portion of the Properties or any real property adjacent to the Properties,the Association shall automatically inure to the powers and rights of Declarant under this Section 6. The Declarant may, in its sole discretion, designate one or more Persons from time to time to act on its behalf in reviewing applications hereunder. Each Owner, by accepting a deed or other instrument conveying any interest in any portion of the Properties, acknowledges that, as the developer of the Properties and as an Owner of portions of the Properties as well as other real estate within the vicinity of the Properties, Declarant has a substantial interest in ensuring that the improvements within the Properties preserve its reputation and do not impair the Declarant's ability to market its property. Therefore, each Owner covenants and agrees that no activity within the scope of this Section ("Work") shall be commenced on such Owner's Living Unit unless and until the Declarant or its designee has given its prior written approval for such Work, which approval may be granted or withheld in the Declarant's or its designee's sole and absolute discretion. In reviewing and acting upon any request for approval Declarant and its designee shall owe no duty to any other person. 6.7 No Waiver of Future Approvals.Each Owner acknowledges that the persons reviewing applications under this Section will change from time to time and that opinions on aesthetic matters, as well as interpretation and application of the Community Development Standards and Design Guidelines, may vary accordingly. In addition, each Owner acknowledges that it may not always be possible to identify 18 16A11 objectionable features of proposed Work until the Work is completed, in which case it may be unreasonable to require changes to the improvements involved,but the ARC may refuse to approve similar proposals in the future.Approval of applications or Plans for any Work done or proposed,or in connection with any other matter requiring approval, shall not be deemed to constitute a waiver of the right to withhold approval as to any similar applications, Plans, or other matters subsequently or additionally submitted for approval. 6.8 Variances. The ARC may authorize variances from compliance with any of its guidelines and procedures when circumstances such as topography, natural obstructions, hardship, or aesthetic or environmental considerations require. Such variances may only be granted, however, when unique circumstances dictate and no variance shall (a) be effective unless in writing; (b) be contrary to this Declaration; (c)estop the ARC from denying a variance in other circumstances; or(d) shall be effective unless approved by Declarant, provided Declarant is also an Owner at the time such variance is contemplated. For purposes of this Section,the inability to obtain approval of any governmental agency, the issuance of any permit, or the terms of any financing shall not be considered a hardship warranting a variance. 6.9 Limitation of Liability.The standards and procedures established by this Section 6 are intended as a mechanism for maintaining and enhancing the overall aesthetics of the Properties,but shall not create any duty to any person.Review and approval of any application pursuant to this Section 6 is made on the basis of aesthetic considerations only and the ARC shall not bear any responsibility for ensuring the structural integrity or soundness of approved construction or modifications, nor for ensuring compliance with building codes and other governmental requirements,nor for ensuring that all dwellings are of comparable quality,value or size or of similar design nor for ensuring that the dwelling units are marketable.Neither the Declarant, the Association, the Board, any committee, nor Member of any of the foregoing shall be held liable for soil conditions, drainage or other general site work, nor for any defects in plans revised or approved hereunder,nor for any injury,damages,nor loss arising out of the manner or quality of approved construction on or modifications to any Unit.In all matters,the ARC and all persons comprising the ARC shall be defended and indemnified by the Association. 7. EASEMENTS. In addition to any easements created elsewhere herein or that otherwise exist on the Properties,easements are hereby provided for: 7.1 Utilities, Services and Support. Each Lot, Living Unit, and Common Area (except the Preserve Easement ) is and are hereby subjected to easements for public services, communications and telecommunications, and utilities purposes including, but not limited to, fire, police protection, and emergency services,garbage and trash removal,potable and non-potable water,sewage,telephone,electric and gas service, lake maintenance, and cable television. The utilities and governmental agencies having jurisdiction,and their employees and agents, shall have the right of access to any Lot,Living Unit,and the Common Area in furtherance of such easements. The easement areas on any Lot,whether or not shown on any plat, shall at all times be properly maintained by the Owner, whether or not the utility or service company property maintains the easement area. (A) There is hereby reserved, for the purpose of installing, operating and maintaining governmental, public or private utility facilities, and for other purposes incidental to the development of the Community, those easements described herein and those shown upon the recorded plat of the Community,and there are also reserved such easements and rights- 19 16A11 of-way for any other purposes as Declarant in its sole discretion may in the future grant. (B) Declarant hereby reserves the right, and the power, during a period of ten (10) years from the date of recording this Declaration, to declare, grant and record additional easements for drainage facilities, sanitary sewer lines, potable and irrigation water lines, storm sewers, gas and electric lines, telephone and other telecommunication lines, cable television lines, and such other service facilities as Declarant may deem necessary or desirable, along the various utility service routes,through, in,over and under all Lots, and Common Areas. The purpose, duration and scope of any such easement shall be set forth in an instrument of public record. Said easements and the rights granted shall not be inconsistent with the then existing improvements on the applicable portions of the Lot or Common Area,or materially change the rights of the Owners. If any agreement is entered into by the Association for the exclusive provision of System services or other services to the Community, as described in either Section 7.2, 7.3 or both below, it shall be the affirmative obligation of the Association to grant all appropriate and reasonably necessary easements for the furnishing of those services; and upon the expiration or termination of such agreement,to provide subsequent or alternate easements so as to insure the continuous accessibility and availability to the Community, of those services. 7.2 Cable TV and Telecommunications System. The Declarant hereby reserves for itself and its successors,assignees and licensees,the right,without obligation,to construct or install over,through,under, across and upon any portion of the Community for the use and benefit of the Owner and that committed or authorized guests, invitees,tenants and family Members,one(1)or more cable and/or telecommunications receiving and distribution systems and electronic surveillance systems, emergency, medical and surveillance monitoring, or alarm systems (all or any part of which shall be referred herein collectively as the "System"), the exact description, location and nature of which may have not yet been fixed or determined. Declarant shall have and hereby reserves to itself and its designees, successors, assignees and licensees, a perpetual and exclusive right, privilege, easement and right-of-way for the installation, construction and maintenance of the System (the scope, extent, size and location of which over, across, upon and through the Community shall be determined solely by Declarant, its successors, designees and assigns)together with a perpetual and exclusive right and privilege of: (A) Unlimited ingress and egress thereto for installing, constructing, inspecting, maintaining, altering, moving, improving and replacing the facilities and equipment constituting the System including, without limitation, any towers, antennas, conduits, wires, cables, lines, panels, boxes, housings, connections, insulators and amplifiers necessary or desirable to receive and distribute services of the System including,without limitation, television and radio signals, electronic banking, surveillance, fire, police and emergency medical protection. (B) Transmitting the facilities and equipment of which, shall be owned and exclusively controlled by Declarant, its successors and assigns or its designees. (C) Each Lot is subject to a permanent easement in favor of the Association to remove and/or destroy invasive exotic vegetation species. 7.3 Contracts With Service Providers. Declarant, or the Association, or both, shall have the right, but not the obligation, to enter into Contracts for the exclusive provision of the System, as Declarant and the 20 16A , 1 Association shall deem, in their sole respective discretion, to be in the best interest of the Community. Either the Declarant or the Association may receive valuable consideration for the grant of the exclusive right to provide System services.As used herein,the term"contractual designee"means the service provider with which Declarant or the Association contracts for the furnishing of System services. Should Declarant enter into a contract or contracts pursuant to this Section 7.3, the Association shall, to the extent the Declarant assigns its rights and obligations under such contract or contracts, accepts such assignment, and is bound by all the terms and provisions of the contract or contracts. 7.4 Collection of "System" Assessments by Association. Every Lot to which the service System is available for contractual designee(s) shall be subject to a System service assessment, payable per Lot for System services, including, without limitation, cable television services. The Association shall bill the appropriate System service assessment to each Lot along with other assessments for common expenses, which may be due and payable at the same time,and shall collect same and remit payment to the contractual designee(s)providing the System services. 7.5 Declaration of Easement for Dry Detention Easement Areas. Declarant hereby reserves unto itself and the Association an easement over,under, across and through all dry detention easement areas as shown on the plat of GROVE BAYSHORE,as recorded concurrently herewith in the Public Records of Collier County, Florida as may be required for the development, construction, maintenance, and operation of the dry detention easement areas, any retaining wall, and any other development, construction, maintenance, and operation of the Community as may be necessary by the Declarant or the Association to perform its duties and obligations under this Declaration. 7.6 Declaration of Easement for Retaining Wall.To the extent there is any retaining wall which is a part of a Lot, Declarant hereby reserves unto the Association an easement over, under, across and through the portions of all Lots as may be necessary for the Association to maintain, repair, and replace any retaining wall and perform its duties and obligations under this Declaration. 8. COMMON AREAS; CONVEYANCE,USE AND MAINTENANCE. 8.1 Designation. Except for the Preserve Easement, and the Stormwater Management System, Declarant shall have the right, and the power, in their sole discretion, to determine which parts of the Property shall be Common Areas, and to convey, lease or grant a license or other right to use real property within the Common Areas. (A) Any such conveyance, lease or grant of license or use right may be exclusive or non-exclusive, so that persons or entities other than the Association may or may not have a right, power, duty, or privilege with respect to all or any part of any real property so conveyed, leased, licensed or the use of which has been granted: The Association must accept from Declarant any such conveyance, lease, grant of license or grant of use right. The Association shall not accept, from any person other than Declarant, a conveyance, lease, grant or license or grant of use right except upon the prior written approval of the Declarant. (B) Prior to the conveyance of Common Areas by Declarant to the Association, the Association shall have the right to charge reasonable fees,rents,or other charges for the use of the property; however, rents, fees and other charges required to be paid to Declarant under leases, grants, 21 1 6 A 1 1 licenses or contracts creating use rights to third parties shall continue to be paid. 8.2 Conveyance and Use. Declarant will initially hold the legal title to the Common Areas. Not later than ninety (90) days after the date when the Members first elect a majority of the Board of Directors, the Declarant shall convey the Common Areas to the Association by quit claim deed, and the Association shall accept such conveyance, subject to taxes for the year of conveyance (if any) and to mortgages, restrictions, limitation, conditions, reservation and easements of record. The Declarant may, however, convey title at any earlier time the Declarant chooses. Commencing with the date this Declaration is recorded in the Public Records of the County,the Association shall be responsible for the maintenance and administration of all areas and facilities designated by the Declarant as Common Areas. Declarant shall have the right from time to time to enter upon the Common Areas during periods of construction upon adjacent property and for the purpose of construction of any facilities on the Common Areas that Declarant elects to build. (A)Any real property conveyed,leased,or the use of which has been granted by Declarant,or any third party to the Association as Common Areas, is not and shall not be deemed dedicated for use by the general public but is, and shall be, deemed restricted for the common use and enjoyment of Members and their guests,tenants and invitees. (B)Declarant may convey property to the Association in either an improved or an unimproved condition, with or without any specific restrictions on its use, and the Association must accept such property, including any governmental permits pertaining to said property. The Association shall not accept conveyance of real property from any third party, in either an improved or unimproved condition,without the prior written consent of Declarant,so long as Declarant owns any property in the Community. THE ASSOCIATION AND THE NON-DECLARANT MEMBERS ARE OBLIGATED TO ACCEPT THE COMMON AREAS, AND ANY RELATED PERMITS REQUIRED BY GOVERNMENTAL AGENCIES, AND FACILITIES, IN THEIR "AS IS" CONDITION, WITHOUT RECOURSE WHEN CONVEYED OR TRANSFERRED BY THE DECLARANT.THE DECLARANT MAKES NO REPRESENTATIONS, AND TO THE FULLEST EXTENT PERMITTED BY LAW THE DECLARANT DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, IN LAW OR IN FACT, WITH. RESPECT THERETO, INCLUDING WITHOUT LIMITATION, REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, AND REPRESENTATIONS OR WARRANTIES REGARDING THE CONSTRUCTION, DESIGN, ADEQUACY OF SIZE OR CAPACITY IN RELATION TO THE UTILIZATION, DATE OF COMPLETION OR THE FUTURE ECONOMIC PERFORMANCE OR OPERATIONS OF,OR THE MATERIALS,FURNITURE OR EQUIPMENT WHICH WILL BE USED IN THE COMMON AREAS AND FACILITIES.AT THE TIME OF CONVEYANCE, DECLARANT SHALL TRANSFER OR ASSIGN TO THE ASSOCIATION, WITHOUT RECOURSE, ALL EXISTING WARRANTIES IT RECEIVED FROM MANUFACTURERS AND SUPPLIERS RELATING TO ANY OF THE FACILITIES WHICH ARE ASSIGNABLE. 8.3 Partition, Subdivision and Encumbrance. Except as hereinafter provided, after legal title to the Common Areas, or any portion thereof, becomes vested in the Association, the Common Areas shall not be abandoned, partitioned, subdivided, alienated, released, transferred, hypothecated, or otherwise 22 16A111 encumbered, without first obtaining the approval of not less than a majority of the voting interests. The foregoing shall not be construed to limit the authority of the Declarant or the Association through its Board of Directors to grant such easements over, across and through the Common Areas,as may be necessary for the effective and efficient operation of the facilities or for the general benefit of the Members. Nothing herein shall be construed to prohibit judicial partition of any Lot owned in co-tenancy. 8.4 Association's Rights and Powers. No Common Areas shall be used in violation of any rule or regulation or other requirement of the Association established pursuant to the provisions of this Declaration or the Bylaws. 8.5 Alteration, Expansion or Modification of Common Areas. Additions or modifications to the Common Areas may be made if not inconsistent with the applicable governmental permits and regulation and any amendments thereto. The Declarant shall not be obligated, however, to make any additions or modifications. The Declarant further reserves the right to change the configuration or legal description of the Common Areas due to changes in development plans. Funds necessary for material alterations or substantial additions to the Common Areas by the Association may be levied as special assessments by the Association only upon prior approval by a majority of the Board of Directors and approval by two-thirds (2/3rds)of the voting interests present and voting at a meeting called for the purpose. However, if changes that are necessary to enable the Association to perform its legal duty to protect, insure,maintain,repair or replace the Properties also happen to constitute material alterations or substantial additions, no prior approval by the owners is necessary. 8.6 Maintenance of Common Areas. Except as otherwise provided herein or as required by any governmental agency, the Association shall maintain, repair and replace any and all improvements constructed on the Common Areas, including without limitation, all landscaping, rights of way, roads, access and utility easements dedicated to the Association, conservation areas, recreational areas, the components of the irrigation systems, including but not limited to the tap into the main line, timers, switching devices and heads,drainage structures,utility lines,walkways,light fixtures,and other structures. Additionally, where the Common Areas are contiguous to the right-of-way of a road,the Association shall maintain all landscaping(if any) between the Common Areas and the pavement within such right-of-way. The Owners have the right to enforce, by appropriate legal means, the Association's duty to operate, maintain, repair, replace and insure the Common Areas, including without limitation all improvements placed thereon. 8.7 Maintenance of Lots. Each Owner must maintain his or her Lot, including, without limitation, all structures, landscaping, and other improvements comprising the Lot, in a manner consistent with the Governing Documents,the community-wide standard as determined by the ARC,and any,other applicable covenants, except to the extent that such maintenance responsibility is assigned to or assumed by the Association pursuant to this Declaration or any amended Declaration or additional covenants applicable to such Lot. In addition,each Owner shall maintain the sidewalk, if any,and landscaping located between the boundary of such Owner's Lot and the back-of-curb of any roadway lying adjacent to the boundary of his or her Lot, unless the Association assumes all or part of such maintenance responsibility, and then only to the extent not assumed by the Association. (A) At the discretion of the Board, the following services may be the responsibility of the Association: 23 16A11 (i)maintenance(including,mowing,fertilizing,watering,pruning,and controlling disease and insects) of all lawns and landscaping installed in the Lot as part of the initial construction on the Lots,specifically excluding any enclosed courtyard,patio or other area not readily accessible from outside the dwelling. Regardless of whether the Association assumes the maintenance responsibility for the exterior portions of Lots, Owners shall be solely responsible for replacing, at the Owner's sole cost and expense, any and all landscaping contained on a Lot(including, but not limited to, shrubs,trees, plants, and sod) if such landscaping either dies or requires replacement for any reason (including, but not limited to, weather damage, insect or disease); (ii) operation and control of any irrigation master distribution system (including,without limitation, any pumps, distribution water lines and control time clocks) serving the Lots, except that the Association shall have no responsibility for any sprinklers or other irrigation piping installed within any Lot; (iii) repair or replacement of any lamp post(s) and mail kiosk, if any, originally installed by Declarant,whether on a Lot or in the Common Area; and (iv) repair and replacement of any fixtures or furnishings originally placed or installed by Declarant on any recreational amenity situated in a Common Area, if any. (B) The Association shall be responsible for maintaining, repairing, replacing and/or reconstructing any and all retaining wall,regardless of where located. (C) Each Owner shall be responsible for: (i) painting of all exterior painted portions of any dwelling, including any garage, garage door, exterior doors, shutters, fascia on the dwelling, and any fence or perimeter walls erected along the Lot boundaries as part of the original construction on the Lots or any replacement thereof("Boundary Fences"); (ii) clean, repair and/or replacement of the roofs of dwellings and garages (all tile roofs shall be power washed no less than once every other year or as needed); (iii) repair and replacement of any Boundary Fences on Lots originally installed by Declarant, by the Owner, or a previous owner; and (iv) repair or replacement of any damaged garage door and exterior door hardware; and (v) repair and replacement of irrigation equipment (including, without limitation, any sprinklers and water lines within the Lot); and The Association's responsibility to maintain,repair,or replace items or components listed above is limited to the maintenance, repair and replacement due to ordinary wear and tear and not a result of a casualty event. If any items or components for which the Association has responsibility to maintain, repair, or replace suffer damage or are in need of replacement as a result of a casualty event,then the Owner bears the sole responsibility for making these repairs or replacements at the 24 16A11 Owner's sole cost and expense. In addition, in the event of a casualty event such as a hurricane or other storm-related event, each Owner shall be responsible for clearing all debris and restoring the landscaping on each Owner's Lot. All other portions of the Lots(and the improvements located thereon)shall be the responsibility of the respective Owners, including, without limitation, maintenance, repair and replacement, as necessary, of all pipes, lines,wires, conduits, or other apparatus which serve only the Lot,whether located within or outside the Lot's boundaries (including all utility lines and courtyard drain and associated pipes serving only the Lot) and all landscaping located on or within the rear of the Lot. (D)Declarant or a Builder may have constructed or installed drainage swales,drainage lines,and/or other equipment on a Lot for the purpose of managing and/or containing the flow of surface water, if any, found upon such Lot from time to time. Except to the extent that such responsibility is assigned to or assumed by the Association pursuant to this Declaration or any amended Declaration, each Owner shall be responsible for the maintenance, operation, and repair of such drainage swale(s),drainage lines, and other equipment on his or her Lot.Maintenance,operation,and repair shall mean and include, without limitation, the exercise of practices, such as mowing and erosion repair, which allow the drainage swales, drainage lines, and other equipment to provide drainage, water storage,conveyance,or other storm water management capabilities as permitted by the South Florida Water Management District. Filling, excavation, construction of fences, or otherwise obstructing the surface water flow in or into the drainage swales, drainage lines, and other equipment is prohibited. No alteration of a drainage swale, drainage lines, and other equipment shall be authorized and any damage to any drainage swale, drainage lines, and other equipment, whether caused by natural or human-induced phenomena, shall be repaired and the drainage swale, drainage lines and other equipment returned to its former condition as soon as possible by the Owner(s)of the Lot upon which the drainage swale,drainage lines,and other equipment is located. (E) Unless otherwise specifically provided in the Governing Documents or in other instruments creating and assigning maintenance responsibility, responsibility for maintenance includes responsibility for repair and replacement. The maintenance, repair, replacement, and other obligations of the Association and Owner specified in this Declaration shall be performed as and when the Board determines it necessary to maintain the property to a level consistent with the community-wide standard established by the ARC. 8.8 Enforcement of Maintenance. If the Owner of a Lot fails to maintain it as required above, the Association shall have the right to institute legal proceedings to enforce compliance, or may take any and all other steps necessary to remedy such violation, including but not limited to entering the Lot, with or without consent of the owner. The Association may repair,replace, or maintain any item which constitutes an immediate hazard to other property or residents,or which has a material adverse effect on the appearance of the Community. Any expenses so incurred by the Association shall be assessed against the owner, together with reasonable attorney's fees and other expenses of enforcement. 8.9 Negligence; Damage Caused by Condition in Living Unit or Lot. The Owner of each Lot shall be liable for the expenses of any maintenance, repair or replacement made necessary by his negligence or by that of any Member of his family or his guests, employees, agents, or lessees, only to the extent that such expense is not met by proceeds of insurance. Each Owner has a duty to maintain his Lot, and the personal property therein, in such a manner as to prevent foreseeable and reasonably preventable damage to other 25 16A1 1 Lots, the Common Areas or the property of other Owners and residents. If any condition, defect or malfunction, resulting from the Owner's failure to perform this duty causes damage to other Lots, the Common Areas, Association property or property within other Lots,the Owner of the offending Lot shall be liable to the person or entity responsible for repairing the damaged property for all costs of repair or replacement not paid by insurance. If one or more of the Lots involved is not occupied at the time the damage is discovered, the Association may enter the Lot without prior notice to the Owner and take reasonable action to mitigate damage or prevent its spread. The Association may, but is not obligated to, repair the damage with the prior consent of the Owner. 9. ASSESSMENTS. 9.1 Budgeting and Allocating Common Expenses; Base Assessments. The Association is hereby authorized to levy "Base Assessments" against all Lots subject to assessment under Section 9.6 to fund the Common Expenses. The Board shall establish the rate of assessment equally against all Lots within The Grove Bayshore. If any proposed budget is disapproved or the Board fails for any reason to determine the budget for any year, then the budget most recently in effect shall continue in effect until a new budget is determined. The Board may revise the budget and adjust the Base Assessment from time to time during the year, subject to the notice requirements set forth in this Declaration,the Bylaws or pursuant to Florida law. 9.2 Intentionally Omitted. 9.3 Budgeting for Reserves. The Board may, but shall not be obligated to, periodically prepare a reserve budget for the Common Areas. In the event that the Board elects to fund voluntary, non- statutory reserves under this Section 9.3, the reserve budget shall take into account the number and nature of replaceable assets, the expected life of each asset, and the expected repair or replacement cost. Funding for any such reserves shall be funded primarily through the capitalization assessments specified in Section 9.10; provided, however, the Board may, but shall not be obligated to, include capitalization assessments in the Common Expense budget adopted pursuant to Section 9.1 to fund reserves. No such reserves shall be established without the consent of the Declarant, and if the Declarant consents, Declarant and Builders shall have no obligation to contribute to such reserves. Furthermore, the Declarant shall have no obligation to fund any deficit in reserves under any deficit funding obligations it may have with respect to operating expenses and assessments elsewhere herein. 9.4. Special Assessments. In addition to other authorized assessments, the Association may levy Special Assessments to cover unbudgeted expenses or expenses in excess of those budgeted. Any such Special Assessment may be levied against the entire Membership, if such Special Assessment is for Common Expenses, or against the Lots if such Special Assessment pertains to expenses for a particular Lot as provided in section 9.5 below. For such time as the Declarant Membership remains in existence, all Special Assessments shall require the affirmative vote or written consent of the Declarant Member. Special Assessments shall be payable in such manner and at such times as determined by the Board, and may be payable in installments extending beyond the fiscal year in which the Special Assessment is approved. 9.5 Specific Assessments.The Association shall have the power to levy Specific Assessments against a particular Lot as follows: (A) to cover the costs, including overhead and administrative costs, of providing services to Lots upon request of an Owner pursuant to any menu of special services which may be offered 26 16A1y by the Association. Specific Assessments for special services may be levied in advance of the provision of the requested service; and (B) to cover costs incurred in bringing the Living Unit into compliance with the Governing Documents, or costs incurred as a consequence of the conduct of the Owner or occupants of the Living Unit, their agents, contractors, employees, licensees, invitees, or guests; provided, the Board shall give the Owner prior written notice and an opportunity for a hearing, in accordance with the By-Laws, before levying any Specific Assessment under this subsection (B). 9.6 Authority to Assess Owners; Time of Payment. The Declarant hereby establishes and the Association is hereby authorized to levy assessments as provided for in this Section and elsewhere in the Governing Documents. The obligation to pay Base Assessments and Special Assessments shall commence as to each Lot on the day of the first conveyance of the Lot to an Owner other than the Declarant, except that no Lot shall be subject to assessment until a certificate of occupancy or like authorization has been issued by the County as to the Commercial or Living Unit located on the Lot.The first annual Base Assessment, if any, levied on each Lot shall be prorated to the actual date of closing according to the number of days remaining in the fiscal year at the time assessments commence on the Lot. Assessments shall be paid in such manner and on such dates as the Board may establish, The Board may require advance payment of assessments, including but not limited to Base Assessments, Special Assessments, and Resale Capital Assessments as provided in Section 9.10 of this Declaration, at closing of the transfer of title to a Lot and impose special requirements for Owners with a history of delinquent payment. If the Board so elects, assessments may be paid in two or more installments. Unless the Board otherwise provides, assessments shall be due and payable in advance on the first day of each fiscal year. If any Owner is delinquent in paying any assessments or other charges levied on his Lot, the Board may require the outstanding balance on all assessments to be paid in full immediately. 9.7 Obligation for Assessments. 9.7.1 Personal Obligation. Each Owner, by accepting a deed or entering into a recorded contract of sale for any portion of the Properties, is deemed to covenant and agree to pay all assessments authorized in the Governing Documents. All assessments, together with interest computed from its due date at maximum rate allowed by Florida law (currently 18%) per annum late charges as determined by Board resolution subject to the limitations of Florida law, costs, fees, and reasonable attorneys' fees, shall be the personal obligation of each Owner and a lien upon each Lot until paid in full. Upon a transfer of title to a Lot, the grantee shall be jointly and severally liable for any assessments and other charges due at the time of conveyance. Failure of the Board to fix assessment amounts or rates or to deliver or mail each Owner an assessment notice shall not be deemed a waiver, modification, or a release of any Owner from the obligation to pay assessments. In such event, each Owner shall continue to pay Base Assessments, on the same basis as during the last year for which an assessment was made, until a new assessment is levied, at which time the Association may retroactively assess any shortfalls in collections. No Owner may exempt himself from liability for assessments by non-use of Common Area, 27 16A11 abandonment of his Lot, or any other means. The obligation to pay assessments is a separate and independent covenant on the part of each Owner. No diminution or abatement of assessments or set- off shall be claimed or allowed for any alleged failure of the Association or Board to take some action or perform some function required of it, or for inconvenience or discomfort arising from the making of repairs or improvements, or from any other action it takes. The Association shall, upon request, furnish to any Owner liable for any type of assessment a certificate in writing signed by an Association officer setting forth whether such assessment has been paid. Such certificate shall be conclusive evidence of payment which may be relied upon by any person other than the Owner of the Lot requesting such certificate. The Association may require the advance payment of a reasonable processing fee for the issuance of such certificate. 9.7.2 Declarant's Option to Fund Budget Deficits. During the Declarant Membership, Declarant, at its sole option, may satisfy its obligation for assessments on Lots which it owns and are subject to assessment or for which it is contractually obligated to fund a Builder's assessment obligation either by: (a) paying such assessments in the same manner as any other Owner, or (b) by not paying such assessments in the same manner as any other Owner and in lieu thereof,paying the difference between (i)the amount of assessments levied on all other Lots subject to assessment and all other sources of income of the Association; and (ii) the amount of actual expenditures by the Association (excluding any amounts in the budget of Common Expenses for capital and contingency reserves) during the fiscal year, provided nothing contained herein shall obligate the Declarant to pay an amount greater than 100%of the Base Assessment and Special Assessments levied on the Lot for which the Declarant is responsible. Any further or additional deficiency shall be funded through a Special Assessment levied against Class A Members. Unless the Declarant otherwise notifies the Board in writing at least 60 days before the beginning of each fiscal year, the Declarant shall be deemed to have elected to continue paying on the same basis as during the immediately preceding fiscal year. Regardless of the Declarant's election, the Declarant's obligation hereunder may be satisfied in the form of cash or by "in kind" contributions of services or materials, or by a combination of these. After termination of the Declarant Membership,the Declarant shall pay assessments on its unsold Lots in the same manner as any other Owner. Notwithstanding any provision of this Declaration to the contrary, Declarant shall not be assessed and shall have no obligation for any assessments for any land not platted as individual lots owned or created as condominium units by Declarant that may be included within the Properties. Notwithstanding any provision of this Declaration to the contrary, Declarant shall not be assessed and shall have no obligation for any assessments for platted lots that the Declarant owns and will be conveying to other Builders within The Grove Bayshore. 9.8 Lien for Assessments. The Association shall have a lien against each Lot to secure payment of delinquent assessments, as well as interest, late charges (subject to the limitations of Florida law), and costs of collection(including attorneys' fees). Such lien shall be superior to all other liens,except (a) the liens of all taxes, bonds, assessments, and other levies which by law would be superior, and (b) the lien or charge of any first Mortgage of record (meaning any recorded Mortgage with first priority over other Mortgages) made in good faith and for value and recorded prior to the date the Association perfects its lien. Such lien, when delinquent, may be enforced by suit, judgment, and foreclosure in the same manner as mortgages on real property are foreclosed under Florida law. The Association may bid for the Lot at the foreclosure sale and acquire, hold, lease, mortgage, and convey the Lot. While a Lot is owned by the Association following foreclosure: (a)no right to vote 28 16A11 shall be exercised on its behalf, (b) no assessment shall be levied on it; and (c) each other Lot shall be charged, in addition to its usual assessment, its pro rata share of the assessment that would have been charged such Lot had it not been acquired by the Association. The Association may sue for unpaid assessments and other charges authorized hereunder without foreclosing or waiving the lien securing the same. The record Owner of legal title of each Lot, regardless of how title was acquired, is liable for all assessments or installments thereon coming due while the Owner owns the Lot. Multiple Owners are jointly and severally liable. The liability for assessments may not be avoided or abated by waiver of the use or enjoyment of any Common Area, by abandonment of the Lot for which the assessments are made, or by interruption in the availability of services to the Lot, Living Unit or Common Area for any reason whatsoever. Except as provided in the following paragraph,whenever title to a Lot is transferred for any reason, the transferee is jointly and severally liable with the transferor for all unpaid assessments against the transferor, without prejudice to any right the transferee may have to recover from the transferor any amounts paid by the transferee. A first mortgagee that acquires title to a Lot through mortgage foreclosure, or acceptance of a deed in lieu of foreclosure. in which the Association has been named as a defendant in the initial complaint, shall be liable for assessments levied against such Lot in the same manner as provided in the preceding paragraph unless the mortgagee is entitled to limited liability for delinquent assessments as provided in Chapter 720, Fla. Stat., as such may be amended by time to time. The foregoing sentence pertaining to entitlement to limited liability shall not be construed to negate the authority of a court to order a mortgagee to pay a surcharge pursuant to 11 USC Section 506(c), or grant other relief that may be found to be applicable under federal or state law. 9.9 Exempt Property. The following property shall be exempt from payment of Base Assessments, and Special Assessments: (A) All Common Areas; and (B) Any property conveyed, sold or dedicated to and accepted by any governmental authority or public utility; 9.10 Resale Capital Assessments. The Association may levy a Resale Capital Assessment upon the transferee in any conveyance of a Lot by a Member. The amount of the Resale Capital Assessment and the manner of payment shall be as determined by resolution of the Board from time to time;provided,however, all Lots similarly situated shall be assessed at a uniform rate. Unless subsequently adjusted by the Board, the amount of the Resale Capital Assessment shall be initially set as $1,500.00. After turnover of control of the Association, the Board may increase the Resale Capital Assessment in subsequent years, but the amount of the Resale Capital Assessment shall not increase by more than ten percent (10%) over the previous calendar year. Said funds may be used for any purpose whatsoever in the discretion of the Board, including but not limited to, using said funds to fund or pay any operating deficit or any operating expense regardless whether or not the Association is controlled by the Declarant at the time the funds are used to pay, cover, or defray any expense of the Association. This amount shall be in addition to,not in lieu of,the annual Base Assessment and shall not be considered an advance payment of such assessment. This amount shall be paid to the Association by separate check upon the closing. 29 16A11 Payment of the Resale Capital Assessment shall be the legal obligation of the transferee.Any unpaid Resale Capitalization Assessment shall constitute a lien in favor of the Association against the Lot as provided in this Section. For purposes of this Section,the term "conveyance" shall mean the transfer of record legal title to a Lot by deed or other authorized means of conveyance,with or without valuable consideration,and shall also refer to a transfer of possession and beneficial ownership by means of an agreement for deed. It does not refer to a transfer of title resulting from foreclosure of a lien, or the death of the transferee,nor to a transfer of title to a Director or the transferor's spouse without changing occupancy, solely for estate planning or tax reasons.Resale Capital Assessments shall be considered an assessment and can be collected as such in accordance with the provisions of this Section 9. No Resale Capital Assessment shall be levied pursuant to any transfer of the Commercial Unit. 9.11 Exempt Transfers. Notwithstanding the above, no Resale Capital Assessment shall be levied upon transfer of title to a Lot: (A) by the Declarant to the initial Owner; (B) by the Declarant to a Builder; (C) by a Builder to a bona fide third-party end user purchaser; (D) by an Owner to a trust, partnership, corporation, or other entity so long as such entity is and remains wholly-owned by the Owner or by such Owner or the Owner's spouse and/or children; provided,however,if the immediately preceding transfer of the Lot was exempted from payment of the transfer fee pursuant to this subsection, then this subsection shall not apply and the Lot shall be subject to the transfer fee; (E) by an Owner or such Owner's estate to the Owner's spouse and/or children; provided, however, if the immediately preceding conveyance of the Lot was exempted from payment of the transfer fee pursuant to this subsection, then this subsection shall not apply and the Lot shall be subject to the transfer fee; and (F) of an undivided interest in a Lot by the Owner thereof to any then existing co- Owner(s) of such Lot; or (G)to an institutional lender pursuant to a Mortgage or upon foreclosure of a Mortgage. 9.12 Declarant Advances. Declarant may, in its sole and unbridled discretion, advance and loan monies or other property in lieu of monies to the Association for any purpose including providing working capital. Such advances shall be considered a loan by the Declarant to the Association and may be evidenced by a promissory note executed by the Association in favor of the Declarant. The Association, by and through its officers, directors and agents are hereby empowered to, and shall have the authority to, execute such promissory notes in favor of, and on behalf of, the Association and obligate the Association to repay all funds, monies or property so advanced. Even if the advances are not evidenced by promissory notes, the amounts so advanced shall be considered loans which may be due upon demand before or after turnover. 10. COVENANT AND RULE ENFORCEMENT. 10.1 Enforcement Action. Judicial enforcement of these covenants and restrictions shall be by a 30 1 6 A 1 1 proceeding at law or in equity against any person or persons violating or attempting to violate any covenant or restriction, either to restrain violation or to recover damages, and against the land to enforce any lien created by these covenants;and failure by the Association or any Owner to enforce any covenant or restriction herein contained shall in no event be deemed a waiver of the right to do so thereafter. 10.2 Self-Help Remedies. Violation of any conditions or restrictions or breach of any covenant herein contained or in any of the Governing Documents shall also give the Declarant,its successors and assigns, and/or the Association and its authorized agent or representative, in addition to all other remedies, the right to enter upon the land where such violation or breach exists and summarily abate and remove,at the expense of the Owner of the land, any construction or other violation that may be or exist thereon. The Declarant, its successors and assigns and/or the Association and its authorized agents shall not thereby become liable in any manner for trespass, abatement or removal. 10.3 Fines. The Association may levy reasonable fines,not to exceed the amount allowed by law,against any Member or any tenant, guest, or invitee for any violation of the Governing Documents. (A)A fine may not be imposed without notice of at least fourteen(14)days to the person sought to be fined or suspended and an opportunity for a hearing before a committee of at least three (3) Members appointed by the Board who are not officers, Directors, or employees of the Association, or the spouse, parent, child, brother, or sister of an officer, Director, or employee. If the committee, by majority vote, does not approve a proposed fine, it may not be imposed. (B) The amount of a fine shall not exceed One Hundred Dollars ($100.00) per violation, per day. A fine may be levied for each day of a continuing violation, with a single notice and opportunity for hearing. A fine for a continuing violation may not exceed Ten Thousand Dollars($10,000.00).A fine of One Thousand Dollars($1,000.00)or more may become a lien against the Lot. (C) The requirements of this subsection do not apply to the imposition of fines upon any Member because of the failure of the Member to pay assessments or other monetary obligations when due. Lot (D) Collection of Fines. A fine shall be treated as a special charge due to the Association ten (10) days after written notice from the Association to the Owner of the imposition of the fine.If not paid by the due date,the fine shall accrue interest at the highest rate allowed by law,and may be the subject of a late payment fee. (E)Application. All monies received from fines shall become part of the common surplus. (F) Nonexclusive Remedy. Fines shall not be construed to be an exclusive remedy, and shall exist in addition to all other rights and remedies to which the Association may be otherwise legally entitled; however, any fine paid by the offending Owner shall be deducted from or offset against any damages that the Association may otherwise be entitled to recover at law from such Owner. 31 tihl 11.ENVIRONMENTAL AREAS AND ISSUES. 11.1 Assignment of Responsibilities.Within and adjacent to The Grove Bayshore there are various types of property such as wetlands, drainage areas, conservation areas, open spaces and buffers upon which restrictions,monitoring requirements, or other obligations may be imposed by local, state,federal or other governmental agencies. The Declarant may from time to time and at any time deed, convey, transfer, or assign any or all of the foregoing areas or responsibilities to the Association, which shall accept, own, maintain, and preserve the foregoing areas in accordance with the requirements of such agencies.All such areas that are conveyed, transferred, assigned to the Association, or otherwise placed within the Association's responsibility, shall become a portion of the Common Area, and the ownership, operation, and maintenance thereof shall be a Common Expense. Alternatively, the Declarant may deed, convey, transfer, or assign any or all of the foregoing areas or responsibilities to another community association, tax-exempt organization,community development district,or similar type entity with which the Association shall cooperate,perform the responsibilities and obligations as set forth therein, and share in the costs. 11.2 Surface Water Management Systems. The Association shall be responsible for the operation and maintenance of all Surface Water Management System Facilities in the development as permitted under South Florida Water Management District Permit No. ,attached as Exhibit"D"hereto. Copies of the permit and any future SFWMD permit actions shall be maintained by the Association's Registered Agent for the Association's benefit. All Surface Water Management System Facilities within The Grove Bayshore which are constructed by the Association, excluding those areas (if any) normally maintained by the County, will be the ultimate responsibility of the Association, which may enter a Tract and make whatever alterations, improvements or repairs that are deemed necessary to provide or restore proper water management.Nothing in this Section shall be construed to allow any person or entity to construct any new water management facility,or to alter any storm management systems or the Preserve Easement, without first obtaining the necessary permits from all governmental agencies having jurisdiction as well as approval from the Association. (A) Without limiting any rights of Declarant hereunder, no structure of any kind shall be constructed or erected in or on,nor shall an Owner in any way change,alter,impede,revise or otherwise interfere with the flow or volume of water in, any portion of any water management area including,but not limited to lakes, ponds, swales, drainage ways,or wet retention ponds or areas intended for the accumulation of runoff waters, without the specific written permission of the Association. (B) No Owner or other person shall unreasonably deny or prevent access to water management areas for maintenance, repair, or landscaping purposes by Declarant, the Association, or any appropriate governmental agency that may reasonably require access. Nonexclusive easements therefore are hereby specifically reserved and created. (C) No Tract or Common Area shall be increased in size by filling in any lake, pond or other water retention or drainage areas which it abuts. No person shall fill, dike, rip-rap, seawall, bulkhead, block, divert or change the established water retention and drainage areas that have been or may be created without the prior written consent of the Association. No person other than the Declarant or the Association may draw water for irrigation or other purposes from any lake,pond or other water management area,nor is any swimming 32 1 6 A I I or wading in such areas allowed. (D) All Surface Water Management System Facilities, excluding those areas (if any) maintained by the County, will be the ultimate responsibility of the Association. The Association may enter any Tract and make whatever alterations, improvements or repairs are deemed necessary to provide, maintain, or restore proper surface water management. NO OWNER MAY REMOVE NATIVE VEGETATION THAT MAY BECOME ESTABLISHED WITHIN THE PRESERVE EASEMENT OR ANY DETENTION AREAS. "REMOVAL" INCLUDES DREDGING, APPLICATION OF HERBICIDE, PULLING AND CUTTING. (E) Nothing in this Section shall be construed to allow any person to construct any new water management facility, or to alter any Surface Water Management System Facilities or the Preserve Easement , without first obtaining the necessary permits from all governmental agencies having jurisdiction, including South Florida Water Management District or the Association. (F) The Association may be responsible for collecting assessments for the operation, maintenance and, if necessary, replacement of the Surface Water Management System Facilities, as further provided in this Section 11.2 of the Declaration. (G) The Association may be responsible for allocating sufficient funds in its budget for monitoring and maintenance of the wetland mitigation area(s)each year until the SFWMD determines that the area(s) is successful in accordance with the environmental resource permit. (H) Notwithstanding anything else to the contrary contained herein, Collier County Land Development Code required landscaping and vegetation shall be allowed to be located by the Declarant or the Association within dry detention drainage easements, as depicted on the subdivisions plats for the Property. The Association shall be responsible for maintenance and replacement of all such landscaping including annual maintenance and monitoring for nuisance and exotic plant species. (I) No construction activities may be conducted relative to any portion of the Surface Water Management System Facilities. Prohibited activities include but are not limited to: digging or excavation; depositing fill, debris or any other material or item; constructing or altering any water control structure; or any other construction to modify the Surface Water Management Facilities. No vegetation in any wetland mitigation area or wet detention pond, shall be removed, cut, trimmed or sprayed with herbicide without specific written approval from the Association. Construction and maintenance activities that are consistent with the design and permit conditions approved by the Association in the Environmental Resource Permit may be conducted without specific written approval from the Association. (J) If the Association ceases to exist, the assets owned by the Association, including the Surface Water Management Facilities, shall be conveyed or dedicated to an appropriate agency of local government, and if such agency refuses to accept such assets, then such assets shall be transferred to a non-profit corporation similar to the Association. 33 16A11 The South Florida Water Management District shall have the right to take enforcement actions, including civil actions for an injunction or penalty,against the violating party in order to compel the correction of any outstanding violations or problems with the surface water management system or conservation or mitigation areas. Each Owner hereby agree to indemnify and hold Declarant,the Association harmless from any and all claims,causes of action, injuries,and damages of any kind or nature,including without limitation actual attorney and paralegal fees, court costs, and other disbursements, including attorney and paralegal fees incurred on appeal, incurred by Declarant or the Association as a result of such Owner's use or misuse of any of the lakes or other bodies of water regardless of the type within the Properties. 11.3 Preserve Easement Area. THE PRESERVE EASEMENT AREA IS HEREBY DEDICATED AS COMMON AREAS.THEY SHALL BE THE PERPETUAL RESPONSIBILITY OF THE ASSOCIATION AND MAY IN NO WAY BE ALTERED FROM THEIR NATURAL OR PERMITTED STATE. ACTIVITIES PROHIBITED WITHIN THE PRESERVATION EASEMENT AREAS INCLUDE,BUT ARE NOT LIMITED TO, CONSTRUCTION OR PLACING OF BUILDINGS ON OR ABOVE THE GROUND; DUMPING OR PLACING SOIL OR OTHER SUBSTANCES SUCH AS TRASH; REMOVAL OR DESTRUCTION OF TREES, SHRUBS, OR OTHER VEGETATION — WITH THE EXCEPTION OF EXOTIC/NUISANCE VEGETATION REMOVAL; EXCAVATION, DREDGING OR REMOVAL OF SOIL MATERIAL; DIKING OR FENCING; ANY OTHER ACTIVITIES DETRIMENTAL TO DRAINAGE; FLOOD CONTROL, WATER CONSERVATION, EROSION CONTROL, OR FISH AND WILDLIFE HABITAT CONSERVATION OR PRESERVATION. Any portions of the Common Area designated as a conservation area shall be maintained and preserved by the Association in accordance with the rules and regulations of Collier County,Florida as well as the South Florida Water Management District and any recorded conservation easement. The Association shall not, and it shall not allow any person to, undertake or perform any activity or improvements to a conservation area,or remove any native vegetation,without the prior approval of the foregoing agencies.No excavation, placement of debris, dumping, construction, or other activity shall be permitted in a conservation area. Unless permitted by the Collier County Land Development Code, the following acts and activities are expressly prohibited within the boundaries of any conservation or preserve easement without the prior consent of Collier County, SFWMD, U.S. Army Corps of Engineers, and the United States Fish and Wildlife Service: (A)Construction or placing of buildings, roads, signs, billboards or other advertising, or other structure on or above the ground. (B) Construction or placing of utilities on, below or above the ground without appropriate local, state and federal permits or other authorization. (C) Dumping or placing of soil or other substances or material as landfill or dumping or placing trash, waste,unsightly or offensive materials. (D) Removal,mowing, or trimming of trees, shrubs or other vegetation. 34 16Ai1 (E) Application of herbicides,pesticides, or fertilizers. (F) Excavation, dredging or removal of loam, peat, gravel, soil, rock or other material substances in such manner as to affect the surface. (G) Surface use except for purposes that permit the land or water areas to remain in its natural condition 11.4 Open Space and Buffers.Any property conveyed or dedicated to the Association,which is designated as open space, landscape buffer, preserve area, upland, community common area or conservation area on any plat,permit, or other document recorded in the Public Records, shall be owned and maintained by the Association in a natural open condition. The Association or any Owner shall not do anything that diminishes or destroys the open space,buffers,preserve area or conservation areas,and such areas shall not be developed for any purpose except that which improves or promotes the use and enjoyment of such areas as open space. Any landscape buffer installed and maintained in the Common Area under requirements of Collier County ordinances,or the requirements of any other governmental entity,and which is located in an easement area shall be permanently maintained by the Association. In the event that any portion of the landscaping consisting of trees and shrubs in such easement areas are removed, the Association shall replace the trees and shrubs with like size and species as a Common Expense of the Association and without expense to Collier County,Florida or such other governmental entity with jurisdiction over the buffer. 11.5 Effluent Disposal and Water Supply. By the act of purchasing or occupying a Lot within the Properties, all Owners understand and irrevocably consent to the possibility of irrigation of the Common Area with underground well water, and other areas within the Properties with treated effluent distributed by the City of Naples.. All Lots within the Properties shall be equipped with dual water lines, one of which shall be designated to utilize non-potable water. All underground irrigation systems must be connected to the non-potable water line and all spigots on the exterior portion of a structure shall be connected to the potable water line, both of which shall be provided by the applicable utility provider. OWNERS ARE HEREBY ADVISED THAT THE EFFLUENT AND NON-POTABLE WATER EMANATING FROM THE NON-POTABLE WATER SYSTEMS THROUGHOUT THE PROPERTIES MAY NOT BE SAFE OR APPROVED FOR HUMAN OR ANIMAL CONSUMPTION. ONLY THE POTABLE WATER AVAILABLE AT THE PROPERTIES SHALL BE CONSUMED. Each Owner shall be required to connect the water lines on his Lot to the lines of the utility provider(s) providing service within the Properties. Notwithstanding the foregoing, irrigation of the Common Areas may be via a well located within the Common Areas. The Declarant, its designees, successors or assigns shall have the exclusive right to develop and utilize the ground and surface water resources of the Properties for any legal purpose, including the distribution and use of such water within and beyond the Properties. The conveyance of any Lot or Living Unit to an Owner or parcel to a Builder by Declarant does not include the right to develop or utilize the ground or surface water resources within such Lot or parcel or the right to use or extract any of the subsurface oil, gas, or minerals within such Lot or parcel 11.6 Environmental Permits and Reporting. The Association shall be responsible for monitoring, 35 16A11 maintaining, repairing, reporting and performing obligations including providing evidence of financial assurances for the performance of said obligations arising out of any environmental permits as may be designated by Declarant from time to time.Declarant may notify the Association in writing of the applicable environmental permit along with a copy thereof or summary of the monitoring, maintenance, repair, reporting or other performance obligations. An Owner shall in no way deny or prevent ingress and egress by the Declarant or the Association to areas necessary for the performance of such obligations arising under such environmental permits.The right of ingress and egress,and easements therefor,are hereby specifically reserved and created in favor of the Association, any appropriate governmental or quasi-governmental agency that may reasonably require such ingress and egress for purposes related to any environmental permits,and Declarant for so long as Declarant owns any Property for development and sale in the ordinary course of business. 12. INSURANCE. 12.1 Duty to Insure and to Reconstruct.Each Owner shall at all times maintain property insurance on his Commercial Unit and Living Unit and all other insurable improvements in an amount equal to the full replacement cost thereof If any Commercial Unit, Living Unit or other improvements located on any Lot is destroyed or damaged as a result of fire,windstorm,flood,tornado,hurricane or other casualty,the Owner of such improvements shall cause repair or replacement' to be commenced within a reasonable period of time from the date that such damage or destruction occurred, and shall complete the repair or replacement within a reasonable period of time thereafter, except that the Owner of the Commercial Unit shall not be required to repair or replace the Commercial Unit as long as such Owner demolishes any remaining improvements on its Lot and clears the Lot of any debris.All such repairs or replacements must restore the improvements to substantially their original character,design and appearance,and shall utilize and conform with the original foundation and appearance of the original improvements, except as otherwise approved by the ARC. 12.2 Failure to Reconstruct. Except as excepted in Section 12.1, if the Owner of any Lot or Living fails to commence or complete construction to repair or replace any damaged or destroyed improvements within the time periods provided for in Section 12.1 above,the Association shall give written notice to the Owner of his default. If the Owner has not notified the Association of satisfactory arrangements to meet his obligations within thirty(30)days after the Association mailed such notice,the Association shall be deemed to have been granted the right by the Owner, as such Owner's attorney-in-fact, to remove all debris and damaged improvements, or to commence and/or complete the repairs sufficient to substantially restore the improvements to their original condition, according to the plans and specifications of the original improvements. If the Association exercises the rights afforded to it by this Section, which shall be in the sole discretion of the Board of Directors, the Owner of the Lot shall be deemed, to have assigned to the Association any right he may have to insurance proceeds that may be available because of the damage or destruction of the improvements.The Association shall have the right to recover from the Owner any costs not paid by insurance,and shall have a lien on the Lot to secure payment. 12.3 Failure to Insure; Association as Additional Insured. For the purpose of this Section 12, each Owner of a Lot within The Grove Bayshore agrees that the Association shall be an additional insured under any contract of property insurance and/or flood insurance relating to his Lot and improvements constructed thereon.Further,the Association may require that all such policies be in an amount sufficient to finance the repair or replacement of the improvements,taking into account local construction costs and property values as they may,from time to time exist. The Association has the right to require each Owner to produce proof 36 16A11 of insurance.If an Owner fails or refuses to maintain such insurance coverage deemed reasonably necessary by the Association, or if the Owner allows the required insurance coverage to lapse, or for some other reason, causes the same to become ineffective, the Association may but is not obligated to, purchase whatever coverage it deems reasonably necessary for the Association's benefit. The costs incurred by the Association in procuring insurance shall become due and payable by the Owner in all respects, together with interest,reasonable attorney's fees and costs of collection,immediately upon the Association notifying the Owner, in writing, that it has procured such insurance, and the costs thereof 12.4 Association's Right of Entry. For the purpose of performing the duties authorized by this Section 14, the Association, through its duly authorized agents and employees, shall have the right, after reasonable notice to the Owner,to enter upon the Lot at reasonable hours. 12.5 Association Insurance: Duty and Authority to Obtain. The Board of Directors shall obtain and keep in force at all times the insurance coverage which it is required to carry, and may obtain and keep in force any or all of such other or additional insurance coverage as it may deem necessary. The premiums shall be a common expense. The name of the insured shall be the Association as agent for the Owners without naming them, and their mortgagees. 12.6 Required Coverage. The Association shall maintain adequate liability insurance and casualty insurance covering all buildings and other insurable improvements(if any)within the Common Areas,with coverage equal to the maximum insurable replacement value thereof,as determined annually by the Board of Directors; such insurance to afford the following protection: (A)Property.Loss or damage by fire,extended coverage(including windstorm)vandalism, and malicious mischief, and other hazards covered by what is commonly referred to as an "all risk" property contract. (B) Liability. Premises and operations liability for bodily injury and property damage in such limits of protection and with such coverage as shall be required by the Board of Directors,with cross liability endorsement to cover liabilities of the Owners as a group to any single Owner. (C) Automobile. Automobile liability for bodily injury and property damage for owned and/or non-owned motor vehicles, in such limits of protection and with such coverage as shall be required by the Board of Directors. (D)Fidelity Bonding. Adequate fidelity bond coverage for all individuals having control of or access to Association funds. Premiums for all insurance on the Common Areas shall be Common Expense. 12.7 Description of Coverage. A detailed summary of the coverage included in the Association's policies shall be available for each Owner upon request. All Association insurance policies shall be available for inspection by Owners upon request. 12.8 Waiver of Subrogation. If available and where applicable, the Board of Directors shall endeavor to obtain insurance policies which provide that the insurer waives its right to subrogate as to any claim against 37 16A11 Owners,the Association,or their respective servants,agents or guests,except for any claim based primarily upon gross negligence evidencing reckless,willful or wanton disregard for life or property. 12.9 Insurance Proceeds. All insurance policies purchased by the Association shall be for the benefit of the Association,and all proceeds shall be payable to the Association. 12.10 Distribution of Proceeds. Proceeds of insurance policies received by the Association shall be used to defray the cost of repair or reconstruction. Any proceeds remaining after defraying costs shall become part of the Association's common surplus. 12.11 Association as Agent. The Association is hereby irrevocably appointed agent for each Owner to adjust all claims arising under insurance policies purchased by the Association for damage or loss to the Living Units. 12.12 Reconstruction of Common Areas. Damaged improvements on the Common Area shall be repaired or reconstructed unless the Declarant Member, if any,votes not to repair or reconstruct or after the period of the Declarant Membership the Members representing at least 75% of the total Class "A" votes in the Association vote not to repair or reconstruct. Except as otherwise provided in any written agreement between Declarant and Declarant's Mortgagee, no Mortgagee shall have the right to participate in the determination of whether the damage or destruction to the Common Area shall be repaired or reconstructed. If a decision is made not to restore the damaged improvements, and no alternative improvements are authorized, the affected property shall be cleared of all debris and ruins and thereafter shall be maintained by the Association in a neat and attractive, landscaped condition. Any insurance proceeds remaining after paying the costs of repair or reconstruction, or after such settlement as is necessary and appropriate, shall be retained by the Association for the benefit of its Members and placed in a capital improvements account. This is a covenant for the benefit of Mortgagees and may be enforced by the Mortgagee of any affected Lot. If insurance proceeds are insufficient to cover the costs of repair or reconstruction, the Board may, without a vote of the Membership, levy Special Assessments to cover the shortfall. 13. RIGHTS OF DECLARANT, DEVELOPERS, AND BUILDERS. In addition to those provided elsewhere in the Governing Documents,the Declarant shall have the following rights and privileges: 13.1 Sales Activity.While one or more Lots or Living Units are for sale in the ordinary course of business, the Declarant shall have the right to use those Lots or Living Units and the Common Areas (including,but not limited to, all recreational facilities) to establish, modify, maintain and utilize, as it and they deem appropriate, model Living Units, sales offices, or other offices for use in selling or providing warranty services to any part of the Community including temporary trailers or other structures used for sales marketing, or construction purposes. Without limiting the generality of the foregoing, the Declarant, Builders and their respective designees may show model Living Units or the Common Areas,as applicable, to prospective purchasers or tenants, advertise, erect signs, conduct promotional activities and special events, and take all other action helpful for sales, leases and promotion of The Grove Bayshore. Notwithstanding the foregoing, Builders shall have all of the same rights and privileges availed to the Declarant under this Section 17.1,provided,however,that all Builder rights and privileges shall be limited only to the use of any Lots owned by such Builder.No Owner may interfere with,or do anything detrimental to,the Declarant's or Builder's sales efforts. 38 16A11 13.2 Assignment of Rights to Successor Declarant.Except as otherwise specifically provided herein, Declarant reserves the right and the power to delegate or assign, either exclusively or non-exclusively, partially or completely, to any person or entity, any or all of its development rights, powers, duties, privileges created in or provided for by this Declaration. Such assignment shall not in any way lessen the Declarant's rights with respect to property not subject to such assignment. 13.3 Use of Common Areas.The Declarant has the right and authority,as long as that Declarant owns any Lot,to use the Common Areas without charge for a sales office,for promotional activities,and other special events whether private or open to the public,to promote the Community and to assist in its overall marketing effort. 13.4 Security; Non-Liability of Declarant and Association. The Declarant and the Association shall not be liable if security services are not provided. ALL PERSONS USING OR OCCUPYING ANY PORTION OF THE COMMUNITY ARE RESPONSIBLE FOR THEIR OWN SECURITY AND THE SECURITY OF THEIR OWN PROPERTY. NEITHER THE ASSOCIATION NOR THE DECLARANT ARE INSURERS OR GUARANTORS OF SECURITY FOR PERSONS OR PROPERTY WITHIN THE COMMUNITY. NEITHER THE ASSOCIATION NOR THE DECLARANT SHALL BE LIABLE IN ANY WAY ON ACCOUNT OF LOSS, DAMAGE OR INJURY RESULTING FROM LACK OF SECURITY, OR THE LACK OF EFFECTIVENESS OF ANY SECURITY MEASURES UNDERTAKEN. THE DECLARANT MAKES NO REPRESENTATIONS OR WARRANTIES,EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, RELATIVE TO ANY FIRE PROTECTION SYSTEM AND/OR BURGLAR ALARM SYSTEMS, OR OTHER SECURITY SYSTEMS RECOMMENDED OR INSTALLED, OR ANY SECURITY MEASURES UNDERTAKEN WITHIN THE COMMUNITY. 13.5 Miscellaneous. (A)Declarant shall have the right and the power to regulate and control the external design and appearance of all Common Areas in such a manner as to: (1) Promote a quality environment which will preserve the value of the Lots, Commercial Unit and Living Units; and (2) Foster the attractiveness and functional utility of the Community as a place to live and play, including a harmonious relationship among structure,vegetation and topography. (B) Any use of Common Areas other than the uses intended pursuant to this Declaration shall be subject to the prior written approval of the Declarant so long as it owns any land in The Grove Bayshore which it holds for the purpose of development. (C) The Declarant has the right to replat unsold portions of the Properties without the 39 16A1. 1 joinder or consent of any Owner. (D)The Declarant has the right to receive a refund of any and all deposits or other payments made to utility companies or governmental authorities which are refunded in the course of development, even if such refunds occur after the sale of the last Lot in The Grove Bayshore to an Owner other than the Declarant. 13.6 Management Contract. Declarant shall have the right and the power to enter into professional management contracts on behalf of the Association before turnover of control of the Association. 13.7 Appointment of Directors. As further provided in the Bylaws,the Declarant shall have the right to appoint all of the Board of Directors of the Association, provided,however,that Members other than the Declarant are entitled to elect at least one Director of the Association(but not a majority of the Directors of the Board) once 50% percent of the Living Units and parcels in all phases of the Community which will ultimately be operated by the Association have been conveyed to Members. Declarant shall have the right to appoint at least one Director until the time specified in Section 8.4 of the Bylaws. 13.8 Declarant's Inaction.Neither the execution and recordation of this Declaration,nor the creation of any Association or other entity, nor the recordation of any other instrument subjecting any land in The Grove Bayshore to protective covenants, conditions or restrictions or other provisions, shall obligate or require: (A) Declarant to grant any right, power, duty or privilege of any nature or kind to the Association or to any other entity; or (B) Declarant, the Association or any other entity, to perform any act permitted by this Declaration or by any other recorded instrument, or to enforce any covenant, condition, restriction or other provision hereof or thereof, or to do anything which it does not, in its sole discretion, elect to do. 13.9 Assignment of Rights to Builders. In addition to any other rights of assignment, any or all of the rights and obligations of the Declarant set forth in this Declaration or the Bylaws may be transferred and assigned, in whole or in part, to any Builder, provided that transfer shall not reduce an obligation nor enlarge a right beyond that which the Declarant has under this Declaration or Bylaws. No such transfer or assignment shall be effective unless it is in a written instrument signed by the Declarant. The foregoing sentence shall not preclude Declarant from permitting Builders or other persons to exercise on a one time or limited basis, any right reserved to Declarant in this Declaration where Declarant does not intend to transfer such right in its entirety, and in such case it shall not be necessary to record any written assignment. 14. RIGHTS OF MORTGAGEES. 14.1 Notice of Casualty or Condemnation. In the event of condemnation, eminent domain proceedings, or very substantial damage to, or destruction of any significant portion of the Common Areas, the record holder of any first mortgage on the Common Areas who has requested such notice in writing, shall be entitled to written notice. 40 16Ayy 14.2 Mortgage Foreclosure.Except as otherwise provided by Florida law as amended from time to time, an Intuitional Mortgagee that acquires title to a Lot through mortgage foreclosure, or acceptance of a deed in lieu of foreclosure.in which the Association has been named as a defendant in the initial complaint, shall be liable for assessments levied against such Lot in the same manner as provided in the preceding paragraph unless the mortgagee is entitled to limited liability for delinquent assessments as provided in Chapter 720, Fla. Stat., which currently requires the lender to pay the Association the lesser of 1% of the original mortgage indebtedness,or the sum of the regular and special assessments that accrued or became due during the 12 months immediately preceding acquisition of title by the lender, and as Chapter 720, Fla Stat., may be amended by time to time. The foregoing sentence pertaining to entitlement to limited liability shall not be construed to negate the authority of a court to order a mortgagee to pay a surcharge pursuant to 11 USC Section 506(c), or grant other relief that may be found to be applicable under federal or state law. Any unpaid assessment or charges for which such acquirer is exempt from liability becomes an expense collectible from all Owners, including such acquirer and his successors and assigns.No Owner or acquirer of title to a Lot by foreclosure(or by a deed in lieu of foreclosure)may,during the period of his Ownership, be excused from the payment of any assessments or charges coming due during the period of such Ownership. 14.3 Right to Inspect Documents and Books. The Association shall make available to Institutional Mortgagees requesting same the current Governing Documents and Rules and Regulations of the Association and financial statements of the Association. "Available" shall mean ready for inspection,upon written request, during normal business hours, or under other reasonable circumstances. Photocopies shall be at the expense of the mortgagee requesting same. 14.4 Financial Statement. Any Institutional Mortgagee is entitled, upon written request, to a copy of the financial statements of the Association for the immediately preceding fiscal year. 14.5 Lender's Notices. Upon written request to the Association, any Institutional Mortgagee shall be entitled to timely written notice of: (A)Any delinquency of more than sixty(60)days in the payment of assessments or charges owed by the Owner of any Lot on which it holds a mortgage. (B)A lapse,cancellation,or material modification of any insurance policy or fidelity bond maintained by the Association. An increase in coverage or a change of insurer does not require notice under this Paragraph. (C) Any proposed action that requires the consent of a specified percentage of mortgage holders. 15.DURATION OF COVENANTS; AMENDMENT. 15.1 Duration of Covenants. The covenants, conditions, easements and restrictions in this Declaration shall run with and bind the property within the Community, and shall inure to the benefit of and be enforceable by the Association, the Declarant and any Owner, their respective legal representatives, heirs, successors, and assigns, for an initial period to expire on the twenty-fifth(25th) anniversary of the date of recording this Declaration in the Public Records of Collier County, Florida. Upon the expiration of said initial period, this Declaration shall be automatically renewed and extended for an unlimited number of 41 1 6 A 1 1 successive ten(10)year periods,unless otherwise terminated pursuant to the procedures required to amend this Declaration as hereinafter provided. No termination shall occur unless the property consisting of the surface water management system is conveyed and/or dedicated to an appropriate local government or to a similar non-profit association approved in accordance with the terms of all applicable governmental permits.. 15.2 Amendments. Subject to Section 15.12,below,this Declaration may be amended at any time.Except as otherwise specifically provided, amendments to this Declaration may be proposed by the Board of Directors or by written petition of at least one-fourth(1/4th)of the voting interests. 15.3 Procedure. Upon any amendment or amendments to this Declaration being proposed as provided above,the proposed amendment or amendments shall be submitted to a vote of the Members not later than the next annual meeting for which proper notice can be given. 15.4 Vote Required. Subject to Section 15.12, below, and except as otherwise provided by law, or by specific provision of this Declaration, a proposed amendment to this Declaration shall be adopted if it is approved at an annual or special meeting called for the purpose by at least sixty-six and two-thirds (66- 2/3rds)of the voting Members present, in person or by proxy and voting,provided that notice of the text of each proposed amendment was sent to the Members with notice of the meeting. 15.5 Certificate; Recording.A copy of each adopted amendment shall be attached to a certificate that the amendment was duly adopted as an amendment to the Declaration, which certificate shall be executed by officers of the Association with the formalities of a deed. The amendment shall be effective when the certificate and copy of the amendment are recorded in the public records of the County.The certificate must set forth the location in the public records of the County where this Declaration was originally recorded. 15.6 Proviso. Regardless of any other provision in this Declaration, no amendment of the governing documents by any person,and no termination or amendment of this Declaration,can be effective to change the Association's responsibilities for the Surface Water Management System Facilities, unless the amendment has been consented to in writing by the SFWMD. Any proposed amendment which would affect the Surface Water Management System Facilities must be submitted to the SFWMD for a determination of whether the amendment necessitates a modification of the surface water management permit. 15.7 Exceptions. Wherever in this Declaration the consent, approval, or affirmative vote of two-thirds (2/3rds) or more of the voting interests of the Members is required to authorize or take a particular action, the language requiring the particular number of consents, approvals, or votes may not be amended except by the same vote required to authorize or take the action. This provision does not apply to amendments by the Declarant. 15.8 Amendment of Provision Relating to Declarant. As long as a Declarant holds any Lot for sale in the ordinary course of business, no amendment shall have the effect of changing any provision relating specifically to the Declarant without its written consent. 15.9 Amendment by Declarant. In addition to any other right of amendment or modification provided for in this Declaration, in which case those provisions shall apply, Declarant, may, in its sole discretion (but subject to Section 15.12, below), by an instrument filed of record, unilaterally modify, enlarge, amend, 42 16A11 waive or add to the covenants, conditions, restrictions and other provisions of this Declaration, and any recorded exhibit hereto. In addition, Declarant shall have the unilateral right to add, annex, withdraw or subtract any property from the jurisdiction of this Declaration. This right shall expire at such time as no Declarant holds any property for sale in the ordinary course of business within the Community. 15.10 Limitations.No amendment to any of the Governing Documents shall be effective to materially and adversely change any Member's voting rights, unless all Members affected first consent in writing to said amendment. 15.11 Exhibits. Exhibit"A" attached to this Declaration is incorporated by this reference and amendment of such exhibit shall be governed by this Section. 15.12 Amendment of Provision Relatinz to Commercial Unit.Notwithstanding any provision herein to the contrary, no amendment to this Declaration (or any of its exhibits) may materially or adversely affect the rights of the Commercial Unit or impose any additional rules or restrictions on the Commercial Unit without the written consent and joinder to such amendment by the then record Owner of the Commercial Unit(and such consent may be withheld at the Owner of the Commercial Units sole and absolute discretion). 16. GENERAL PROVISIONS. 16.1 Other Documents.Declarant and the Association shall have such rights,powers,duties,and privileges as are set forth in the Governing Documents. This Declaration and its provisions shall prevail in all events of conflict. 16.2 Severability. If any covenant,condition,restriction or other provision of this Declaration is held to be invalid in whole or in part by any court of competent jurisdiction, the holding shall in no way affect the validity of the remaining provisions of this Declaration, all of which shall remain in full force and effect. 16.3 Intentionally Omitted. 16.4 Dissolution. If the Association is dissolved other than by a merger or consolidation as provided for above, each Lot shall continue to be subject to the assessments provided for in Section 9, and each Owner shall continue to be personally obligated to Declarant or the successor or assigns of the Association(as the case may be) for such assessment to the extent that such assessments are required to enable Declarant or any such successors or assigns acquiring any real property previously owned by the Association to properly maintain,operate and preserve it. 16.5 Gender; Number. Wherever in this Declaration the context so requires, the singular number shall include the plural, and the converse; and the use of any gender shall be deemed to include all genders. 16.6 Notices. (A)To Declarant.Notices to Declarant as may be required herein shall be in writing and delivered or mailed to Declarant at its principal place of business as shown by the records of the Secretary of State,or at any other location designated by Declarant. 43 16A11 (B) To the Association. Notices to the Association shall be in writing and delivered or mailed to the Association at its principal place of business as shown by the records of the Secretary of the State of Florida, or at any other location designated by the Association. (C) To Owners. Notices to any Owner as may be required herein shall be in writing and shall be delivered or mailed to the Owner at his last known address,or at the address shown on the deed recorded in the public records of the County. 16.7 Construction. The provisions of this Declaration shall be liberally interpreted and construed to provide maximum flexibility consistent with the general development plan and the purposes set forth herein, including the premises. 16.8 Captions,Headings and Titles.Captions,headings,capitalization of certain words,and titles inserted throughout the Governing Documents are for convenience only,and in no way shall such captions,headings or titles define, limit, or in any way affect the subject matter, content or interpretation of the terms and provisions of the Governing Documents. 16.9 Interpretation. The Board of Directors of the Association shall be responsible for interpreting the provisions of the Governing Documents.Their interpretation shall be binding upon all parties unless wholly unreasonable. A written opinion rendered by Association legal counsel that an interpretation adopted by the Board is not wholly unreasonable shall conclusively establish the validity of such interpretation. 16.10 Applicable Statutes. The validity, application, and construction of this Declaration and its exhibits shall be governed by the Laws of Florida, as they exist on the date of recording this Declaration. 16.11 Rights Limited to Express Terms of Governing Documents. Every Member of the Association acknowledges that his or her rights,duties or obligations arc limited to the express terms of the Declaration, Articles of Incorporation, Bylaws and the Rules and Regulations (Governing Documents). Every prospective Member should make his decision to purchase within The Grove Bayshore based upon these representations as set out in the Governing Documents which contain the entire understanding at the parties and no prior or present agreements or representation shall be binding upon the Declarant unless included in the Governing Documents. [Signatures to Follow] 44 16A11 IN WITNESS WHEREOF,the Declarant has cause this Declaration to be duly executed and its corporate seal to be hereunto affixed this '}: day of) t i Ci ,2024. WITNESSES: NAPLES GROVES LOT 113 LLC, L a Florida limited liability company Pri i • Ci•v) rr ff By: N 1(1‘.' Print name: M. 1 ^14 STATE OF FLORIDA ) ) SS.: COUNTY OF COLLIER ) T14foregoing instrument was acknowledged before me by means of physical presence his +. -1 day of I �tY.�raF=�( , 202`~- by1 \ r-Y-Ct.TS-10 .r , as 1 tom of NAPLES GROVES LOT 113 LLC, a Florida limited liability company, on behalf of the co pany,who is personally known to me. My commission expires: t sY: SARAN D'AGATA NOTARY PU, L1C, State'o lorid .• * W COMAISSION#HH 150033 Print name: ,7 �~`� d 1'i� I�.���.Pa= EXPIRES:November6,2025 '•,Foe V;4•' Bonded r+W Notary Pubic(jb3rmiters 45 16A11 JOINDER AND CONSENT TO DECLARATION OF COVENANTS, CONDITIONS,RESTRICTIONS AND EASEMENTS FOR THE GROVE BAYSHORE KNOW BY ALL MEN THESE PRESENTS,that ALC Investments,LLC d/b/a ALCI-FL, LLC("Mortgagee"),whose address is 16233 Kenyon Avenue,Suite 120,Lakeville,MN 55044 is the owner and holder of that certain Mortgage and Security Agreement given by Naples Groves Lot 113 LLC, a Florida limited liability company ("Mortgagor") recorded January 29, 2022 and recorded in Official Records Book 6077,Page 880, Public Records of Collier County,Florida, encumbering the land described in the foregoing Declaration Of Covenants, Conditions, Restrictions And Easements For The Grove Bayshore, an Owner's Association, hereby joins in and consents to the said Declaration. The joinder by the undersigned to the Declaration Of Covenants, Conditions, Restrictions And Easements For The Grove Bayshore is required by Section 720.312, Florida Statutes, and shall not be construed in a manner which affects the priority of the lien of the undersigned's mortgage or the terms thereof. Mortgagee has executed this Joinder and Consent as of the 3151 day of October, 2024. ALC Investments, LLC d/b/a ALCI-FL,LLC, a Minnesota Limited Liability Company By: ` �' -- (Prin lame) / } Pe--,.- -cc C .JJ Name: Kyle Ambrasas . Its: Chief Executive Officer (Print Name)di. LI 1. rear t J STATE OF Minnesota COUNTY OF Dakota The foregoing instrument was signed, sealed,delivered,and acknowledged before me by means of physical presence this 31 st day of October 2024, by Kyle Ambrasas as Chief Executive Officer of ALC Investments, LLC d/b/a ALCI-FL, LLC, a Minnesota Limited Liability Company, on behalf of the Company. Such person is personally known to me or produced as identification. NOTE: If a type of identification is not inserted in the blank provided, then the person(s) executing this instrument was personally known to me. (NOTARY SEAL) < C A- Ck-4-- c - 3 ' PAULA KATHRYN JOHNSON ,• Printed/typed name: °. n'46 Notary Public Notary Public-State of: o ,,.r s`s State of Minnesota Mycommission expires: iy=-�_4,a: My Commission Expires p s,vs,' January 31,2030 Commission number: JOINDER AND CONSENT TO DECLARATION OF DECLARATION OF COVENANTS,CONDITIONS,RESTRICTIONS AND EASEMENTS Page 1 of 1 16A1 EXHIBIT"A" (Legal Description of the Lands) A REPLAT OF LOT 113, NAPLES GROVES AND TRUCK CO'S LITTLE FARMS NO. 2,ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 1, PAGE 27A,OF THE PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA, LESS THE WEST 25 FEET OF SAID LOT 113, PER THE DEED RECORDED AT OFFICIAL RECORDS BOOK 28, PAGE 74, COLLIER COUNTY, FLORIDA. A SUBDIIVISION LOCATED IN SECTION 14,TOWNSHIP 50 SOUTH, RANGE 25 EAST, COLLIER COUNTY, FLORIDA • • 16A1 1 EXHIBIT "B" (Articles of Incorporation) 1. 6 A 1 If ,sue ARTICLES 'I F INCORPORATION ".:•r„ rr+ OF THE GROVE BAYSPIORE PROPERTY OWNERS ASSOCIATION, INC. • Pursuant to Section 617.01201, Florida Statutes, these Amended and Restated Articles of Incorporation (hereinafter "Articles of Incorporation") are created by G. Helen Athan, Esq., 4001 Tamiami Trail N, Suite 300,Naples,FL,34103,as sole incorporator,for the purpose set forth below. ARTICLE I NAI'✓IE: The name of the corporation is The Grove Bayshore Property Owners Association, Inc., a Florida not for profit corporation,sometimes hereinafter referred to as the"Association". ARTICLE II PRINCIPAL OFFICE: The initial principal office of the corporation is located at 2400 Davis Blvd., Suite 101,Naples,FL 34104. ARTICLE III PURPOSE AND POWERS: This Association will not permit pecuniary gain or profit nor distribution of its income to its members,officers or Directors. It is a corporation not for profit organized on a non-stock basis for the purpose of providing a commercial and residential homeowners' association. For the accomplishment of its purpose, the Association shall have all of the common law and statutory powers and duties of a corporation not for profit, except as limited or modified by these Articles and a Declaration of Covenants, Conditions and Restrictions recorded in the Public Records of Collier County, Florida, and shall have all of the powers and authority reasonably necessary or appropriate to the operation and regulation of a community subject to the said recorded Declaration, as it may from time to time be amended, including but not limited to the power to: (A)Fix, levy, collect and enforce payment by any lawful means all charges or assessments levied pursuant to the Declaration; to pay all expenses in connection therewith and all office and other expenses incident to the conduct of the business of the Association, including all license fees, taxes or governmental charges. (B) Enforce any and all covenants, conditions, restrictions and agreements applicable to the community known as The Grove Bayshore. (C) Acquire (by gift, purchase or otherwise) own, hold, improve, build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use or otherwise dispose of real or personal property in connection with the affairs of the Association. (D) Borrow money, and mortgage, pledge, deed in trust, or hypothecate any or all of its real or personal property as security. ;& ARTICLES OF INCORPORATION 1 1 6A 1 1 (E)Dedicate,sell or transfer all or any part of the Common Areas to any public agency,authority, or utility for such purposes and subject to such conditions as may be agreed to by the members. (F) Purchase policies of insurance upon the Properties and use the proceeds from such policies to effectuate its purposes. (G) Participate in mergers and consolidations with other non-profit corporations organized for the same or similar purposes, or to annex additional property and common areas, provided that merger, consolidation or annexation shall have the consent of at least two-thirds (2/rs) of the voting interests of the Association. (H)Establish Rules and Regulations in accordance with the Governing Documents. (I) Sue and be sued. (J) Exercise any and all powers, rights and privileges under Florida law and/or Chapter 720, Florida Statutes, as applicable, or may now or hereafter have or exercise; subject always to the Declaration as amended from time to time. (IC) Contract for services necessary to operate and maintain the Common Areas and improvements located thereon. (L) To be the responsible entity to operate and maintain the Surface Water Management System as permitted by the South Florida Water Management District, including but not limited to, all lakes,retention areas,culverts and related appurtenances. ARTICLE IV MEMBERSHIP AND VOTING RIGHTS: Membership and voting rights shall be as set forth in the Bylaws of the Association. However, all owners of lots or parcels within The Grove Bayshore Property Owners Association,Inc. shall be members of the Association. ARTICLE V TERM: The Association shall have perpetual existence. Notwithstanding anything in the foregoing to the contrary, the Association may be terminated in accordance with the Declaration and the Bylaws, subject however to any required prior governmental approval, and provided that upon such termination proper written consent must be duly recorded in the Public Records of Collier County, Florida. In the event of dissolution, the assets owned by the Association, including without limitation, the control and right of access to all surface water management system facilities, shall be conveyed or dedicated to an appropriate agency of local government, and if such agency refuses to accept such assets,then such assets shall be transferred to a non-profit corporation similar to the Association. ARTICLE VI BYLAWS: The Bylaws of the Association may be altered,amended or rescinded in the manner provided therein. ARTICLE VII AMENDMENTS: Amendments to these Articles of Incorporation shall be proposed and adopted in the following manner: T. ARTICLES OF INCORPORATION 2 4 r Y f Z7 •, `T,�Ln v 16A11 (A) Proposal. Amendments to these Articles of Incorporation may be proposed by a majority of the Board or by petition to the Board signed by at least one-fourth(1/4)of the voting interests. (B)Procedure.A proposed amendment must be submitted to a vote of the members not later than the next annual meeting for which proper notice can still be given. (C) Vote Required. Except as otherwise required by Florida law,a proposed amendment to these Articles of Incorporation shall be adopted if it is approved at any annual or special meeting called for the purpose by at least a majority of the voting interests of the Association,or if it is approved in writing by a majority of the voting interests without a meeting, as authorized in these Bylaws, provided that notice of any proposed amendment must be given to the members of the Association,and the notice must contain the full text of the proposed amendment. (D)Effective Date. An amendment becomes effective upon filing with the Secretary of State and retarding a certified copy in the Public Records of Collier County, Florida, with the same formalities as are required in the Declaration for recording amendments to the Declaration. ARTICLE VIII DIRECTORS AND OFFICERS: (A)The affairs of the Association will be administered by a Board of Directors consisting of the number of Directors set in the Bylaws, but never less than three (3), and in the absence of a Bylaw provision shall consist of five(5)Directors. (B) Directors of the Association shall be elected by the members in the manner determined by the Bylaws. Directors may be removed and vacancies on the Board of directors shall be filled in the manner provided by the Bylaws. (C)The business of the Association shall be conducted by the officers designated in the Bylaws. The officers shall be elected by the Board of Directors at its first meeting after the annual meeting of the members and shall serve at the pleasure of the Board. ARTICLE IX INITIAL DIRECTORS: The initial Directors of the Association and addresses of such Directors shall be the following: Michael Whalen 2400 Davis Blvd. Suite 101 Naples, FL 34104 i o Jerald R.Maxson 2400 Davis Blvd. -- Suite 101 • Z' Naples,FL 34104 Alison I. Whalen 2400 Davis Blvd.,Suite 101•' ' '1 Suite 101 Naples,FL 34104 �a ARTICLES OF INCORPORATION 3 16A11 ARTICLE X INITIAL OFFICERS: The names of the initial Officers of the Association shall be the following: 1 W Michael Whalen President x„, Jerald R. Maxson Vice President •... Michael Whalen Secretary Michael Whalen Treasurer ARTICLE XI REGISTERED OFFICE AND INITIAL REGISTERED AGENT: The street address of the initial Registered Office of the Association is 2180 Immokalee Rd., Suite 316, Naples, FL, 34110. The name of the initial Registered Agent of the Association is Kevin A. Denti, P.A., 2180 Immokalee Rd., Suite 316,Naples, FL,34110. ARTICLE XII INDEMNIFICATION: To the fullest extent permitted by Florida law, the Association shall indemnify and hold harmless every Director and every officer of the Association against all expenses and liabilities, including attorney's fees, actually and reasonably incurred by or imposed on him in connection with any legal proceeding (or settlement or appeal of such proceeding) to which he may be a party because of his being or having been a Director or officer of the Association. The foregoing right of indemnification shall not be available if a judgment or other final adjudication establishes that his actions or omissions to act were material to the cause adjudicated and involved: (A) Willful misconduct or a conscious disregard for the best interests of the Association, in a proceeding by or in the right of the Association to procure a judgment in its favor. (B)A violation of criminal law, unless the Director or officer had no reasonable cause to believe his action was unlawful or had reasonable cause to believe it was lawful. (C)A transaction from which the Director or officer derived or sought to derive an improper personal benefit. (D)Recklessness,or an act or omission which was committed in bad faith or with malicious purpose or in a manner exhibiting wanton and wilful disregard for human rights, safety or property, in an action by or in the right of someone other than the association or a member. (E) Wrongful conduct by Directors or officers appointed by the Developer, in a proceeding brought by or on behalf of the Association. In the event of a settlement, there is no right to indemnification unless a majority of the disinterested Directors approve such settlement as being in the best interest of the Association.The foregoing rights of ARTICLES OF INCORPORATION 4 1 6 A 1 1 indemnification shall be in addition to,and not exclusive of, all other rights to which a Director or officer may be entitled. For the purpose of forming this Association under the Laws of the State of Florida, the undersigned, G. Helen Athan, being the incorporator of this Association, and Kevin A. D�Snti, P.A., the Re istered Agent, has executed these Articles of Incorporation as of the I , day of .\t�I,t'e;.,-. ,2023. 1,,,,,,,,,,L,e,<It tuLe._____ 1 Michael Whalen,as Incorporator I I STATE OF FLORIDA ) i COUNTY OF COLLIER ) ,_r The foregoing instrument was acknowledged before me by means of physical presence this 1 q day of hM(rrlti ,2023,by Michael Whalen,who is personally known to me. 1144-- (Seal) 4a- --•.,�.—_.- �n ...,_T_ Notary Public 4017°44:. GEORGIA HELEN ATHAN Printed Name: 3 MY COMMISSION#HH 001645 Commission Expires: :;;,a`,',;, EXPIRES:September 19.2024 •' •••.�P: Bonded Pro Notary Public Underwriters •,,OV Fb•, �.,r., c <•v y 1~�J it 4'u 1 ARTICLES OF INCORPORATION 1 'tea 5 - ..,I ' ' cr 1 6 A 1 1 I ACCEPTANCE BY REGISTERED AGENT • The undersigned, having been named to accept service of process for the above-stated Association at the place designated in this certificate, hereby agrees to act in this capacity, is familiar with, and accepts,the obligations of this position and further agrees to comply with the provisions of all statutes relative to the proper and complete performance of my duties. Dated this .7G, day of Ph MA 2023. 'like/64./0 " Michael Whalen • I - %.0 vl 11, 7 t• �i two .net, ARTICLES OF INCORPORATION • 6 16A11 EXHIBIT "C" (Bylaws) 1 6 A 1 1 EXHIBIT "C" BYLAWS OF THE GROVE BAYSHORE PROPERTY OWNERS ASSOCIATION, INC. 1. GENERAL These are the Bylaws of The Grove Bayshore Property Owners Association, Inc., (hereinafter the"Association"), a Florida corporation not for profit organized for the purposes set forth in the Articles of Incorporation. 1.1 Principal Office. The principal office of this corporation shall initially be located at 2400 David Blvd., Suite 101, Naples, FL 34104 and subsequently at such other place as may be established by resolution of the Board of Directors. 1.2 Definitions. All terms defined in the Declaration of Covenants, Conditions, Restrictions, and Easements for The Grove Bayshore ("Declaration") to which these Bylaws were attached as an exhibit when it was originally recorded, shall be used with the same meanings as defined therein. 1.3 Seal. The seal of the Association shall be inscribed with the name of the Association, the year of its organization, and the words "Florida" and "corporation not for profit". The seal may be used by causing it, or a facsimile of it, to be impressed, affixed, reproduced or otherwise placed upon any document or writing of the corporation where a seal may be required. 2. MEMBERSHIP AND VOTING RIGHTS. The classes of membership shall be as more fully set forth in Article 4 of the Declaration. 2.1 Membership. Every person or entity who or which is a record owner of a fee or undivided fee interest in any Lot or Living Unit which is subject to the Declaration shall be a Member of the Association, provided that any such person or entity who merely holds record ownership merely as security for the performance of an obligation shall not be a Member of the Association. 2.2 Voting Rights. The votes of the classes of Members of the Association shall be cast by their respective classes of voting Members as follows: Class A. Class A Members shall be all those owners, as defined in Section 4.1, with the exception of the Declarant (as to Declarant, as long as the Class B Membership shall exist, and thereafter, the Declarant shall be a Class A Member to the extent it would otherwise qualify). Class B. The Declarant shall be a voting Member for each Lot or Living Unit it owns. Declarant Membership and voting rights shall cease to exist at the Turnover Meeting described in Section 8 of these Bylaws, but all of the Declarant's other rights and privileges as the Declarant, as set forth elsewhere in this Declaration or in the Bylaws, shall continue as long as the Declarant holds any property within the Community for sale in the ordinary course of business. If the Declarant conveys undeveloped property within the Community to a successor developer, the Declarant may assign its Declarant Membership and/or some or all of its voting rights and privileges to the successor developer. Until the turnover of control as described in Section 8 below, the Declarant shall have the number of votes in all matters equal to the total combined votes of the other classes of members,plus one hundred(100)votes. 16A11 2.3 Rights and Privileges of Members. (A)Every Member shall have the right to: (1)Have his vote cast at the meetings of the members; (2) Serve on the Board if elected; (3) Serve on committees; and (4)Attend membership meetings. Each member is encouraged to take an active interest in Association affairs. (B) Every member in good standing shall have the privilege of using and enjoying the Common Areas in accordance with the type of membership held by the member, subject to the rules of the Association and the right of the Association to charge admission and other fees for the use of any facilities. (C) A member is in good standing if he is current in the payment of all assessments and other financial obligations to the Association,and his membership is not suspended. 2.4 Delegation of Rights to use Common Areas. (A) In accordance with Section 4.4 of the Declaration, a member may delegate his privilege to use the Common Areas to: (1)A reasonable number of guests if accompanied by the member; or (2) Residential tenants who reside in the member's Living Unit, or commercial tenants in the Commercial Unit. (B) In the case of residential tenants of the member's Living Unit, the delegating member must give prior written notice to the Association of such delegation. The written notification shall state the name, age, permanent address, intended length of time the delegation will be effective, and such other information about each residential tenant as the Board shall require. (D) Members shall be responsible for keeping the Association informed as to the identity and relationship of any persons who normally reside with the Member and intend to utilize the Common Areas. (E) The Board of Directors may limit the number of guests or the frequency or duration of any member's delegation of use rights, and may impose fees for the delegation of such rights of use of the facilities by renters or guests, which fees may be different from fees charged to members for their use. 2.5 Electronic Voting. Electronic voting may occur in and for the Association under the terms and provisions of the following: (A)In order for electronic voting to occur on any Association matter, the Board must first pass a resolution authorizing same, which resolution must: 14 ;'' iIiI (1) provide that Members receive notice of the opportunity to vote through an online voting system; (2) establish reasonable procedures and deadlines for Members to consent, in writing,to online voting; and (3) establish reasonable procedures and deadlines for Members to opt out of online voting after giving consent. (B) Once such a resolution has been passed, elections and other membership votes may be conducted through an internet-based online voting system if a Member consents, in writing, to online voting and if the following requirements are met: (1) The Association shall provide each Member with a method or means: (i)to authenticate the Member's identity to or within the online voting system; (ii)to confirm, at least 14 days prior to the date of the vote or the voting deadline, that the Member's electronic device can successfully communicate with the online voting system; and (iii) that is consistent with the election and voting procedures in these Bylaws and the other Governing Documents;and (2) The Association utilizes an online voting system that is able to: (i)authenticate the Member's identity; (ii) authenticate the validity of each electronic vote to ensure that the vote is not altered in transit; (iii)transmit a receipt from the online voting system to each Member who casts an electronic vote; (iv) permanently separate any authentication or identifying information from the electronic election ballot, rendering it impossible to tie an election ballot to a specific Member (this provision only applies if these Bylaws provide for secret ballots for the election of Directors); and (vi) store and keep electronic ballots accessible to election officials for recount, inspection,and review. (C)A Member voting electronically pursuant to or as a result of this Section 2.6 shall be counted as being in attendance at the meeting for purposes of determining a quorum. (D)A Member's consent to online voting is and shall remain valid until the Member opts out of online voting pursuant to the procedures established by the Board. (E) This Section 2.6 shall apply to any matter that requires a vote of the Members. 3.MEMBERS' MEETINGS. 16A11 3.1 Annual Meeting. The annual meeting shall be held in Collier County, at a date, place and time designated by the Board of Directors, for the purpose of electing Directors and transacting any other business duly authorized to be transacted by the members. The annual meeting is a general meeting, and unless the law or the Governing Documents require otherwise, notice of an annual meeting need not include a description of the purpose or purposes for which the meeting is called. 3.2 Special Members' Meetings. Special members' meetings must be held whenever called for by the President or by a majority of the Directors, and must be promptly called by the Board upon receipt of a written request signed by members entitled to cast at least ten percent (10%) of the votes of the Association. Such requests shall be in writing and shall state the purpose or purposes of the meeting. Business at any special meeting shall be limited to the item specified in the request or contained in the notice of meeting. 3.3 Quorum.A quorum shall be attained at a members meeting by the presence, in person or by proxy, of at least thirty percent(30%)of the total voting interests. 3.4 Vote Required to Transact Business. The acts or resolution approved by at least a majority of the votes cast at a duly called meeting at which a quorum has been attained shall be the act of the Members, unless a higher vote is specifically required by law or by the Governing Documents. 3.5 Notice of Meetings. Written notice of meetings shall be mailed or hand-delivered to each member at the address last provided to the Association by the members. The notices must be mailed or delivered by the Association not less than fourteen (14) days prior to the date of the meeting. Notice may also be furnished by electronic transmission to any member who has consented to receive notice by electronic transmission. Consent by a member to receive notice by electronic transmission shall be revocable by the member by written notice to the Association. 3.6 Adjourned Meetings. Any duly called meeting of the members may be adjourned to be reconvened at a later time by vote of the majority of the voting interests present, regardless of whether a quorum has been attained. Unless the Bylaws require otherwise, adjournment of annual or special meeting to a different date,time or place must be announced at that meeting before an adjournment is taken, or notice must be given of the new date, time, or place pursuant to Chapter 720.303(2), Florida Statutes, as amended. Any business that might have been transacted on the original date of the meeting may be transacted at the adjourned meeting. If a new record date for the adjourned meeting is or must be fixed under Chapter 617.0707, Florida Statutes, as amended, notice of the adjourned meeting must be given to persons who are entitled to vote and are members as of the new record date but were not members as of the previous record date. 3.7 Order of Business. The order of business at Members'meetings shall be substantially as follows: (A)Determination that a quorum has been attained. (B)Reading or waiver of reading of minutes of last Members'meeting. (C)Reports of Officers (D)Reports of Committees (E)Election of Directors(when appropriate) 16A11 (F)Unfinished Business (G)New Business (H)Adjournment 3.8 Minutes. Minutes of all meetings of the Members must be maintained in written form, or in another form that can be convened into written form within a reasonable time. 3.9 Parliamentary Rules. Roberts' Rules of Order (latest edition) shall govern the conduct of the Association meetings when not in conflict with the law, with the Declaration, or with these Bylaws. The presiding officer may appoint a Parliamentarian, but the decision of the presiding officer on questions of parliamentary procedure shall be final.Any question or point of order not raised at the meeting to which it relates shall be deemed waived. 3.10 Action by Members without a Meeting. Except the holding of the annual meeting and annual election of Directors, any action required or permitted to be taken at a meeting of the Members may be taken by mail without a meeting if written instruments expressing approval of the action proposed to be taken are signed and returned by Members having not less than the minimum number of votes that would be necessary to take such action at a meeting at which all of the voting interests were present and voting. If the requisite number of written consents are received by the Secretary within sixty (60) days after the earliest date which appears on any of the consent forms received, the proposed action so authorized shall be of full force and effect as if the action had been approved at a meeting of the Members held on the sixtieth(60th)day. Within ten(10) days thereafter,the Board shall send written notice of the action taken to all Members who have not consented in writing. Nothing in this paragraph affects the rights of members to call a special meeting of the membership,as provided for by Section 3.2 above, or by law. 4. BOARD OF DIRECTORS. The administration of the affairs of the Association shall be by a Board of Directors. All powers and duties granted to the Association by law, as modified and explained in the Declaration, Articles of Incorporation, and these Bylaws, shall be exercised by the Board, subject to the approval or consent of the members only when such is expressly required. 4.1 Powers.The Board shall have the authority to: (A)Manage and control the affairs of the Association. (B) Appoint and remove at its pleasure all officers, agents and employees of the Association, prescribe their duties, fix their compensation and require of them such security or fidelity bond as it may deem expedient.Nothing in these Bylaws shall be construed to prohibit the employment of any member,officer or Director of the Association in any capacity whatsoever. (C) Establish, levy, assess, and collect any assessment or charge provided for in the Governing Documents. (D) Designate one or more financial institution(s) as depository for Association funds, and the officer(s)authorized to make withdrawals therefrom. (E) With the prior consent of at least a majority of the voting interests, borrow money for Association purposes, and assign, pledge, mortgage or encumber any Common Areas or future revenues of the Association as security therefor; 16A11 (F)Adopt, amend or revoke rules and regulations relating to the use of Common Areas, and such sanctions for noncompliance therewith, as it may deem necessary for the best interest of the Association and its Members. The Board may also establish and levy fees for the use of Common Areas or Association property; (G) Cause the Association to employ sufficient personnel to adequately perform the responsibilities of the Association; (H)Negotiate and enter into contracts for the maintenance and operation of the Common Areas; (I) Make improvements to the Common Areas. (J) Establish committees of the Association and appoint the members thereof. It may assign to such committees responsibilities and duties not inconsistent with the provisions of these Bylaws as it may deem appropriate; (K) Acquire property, real or personal, and enter into agreements with any persons, including Declarant, relating to the orderly transfer of property from said person to the Association and such other matters as the Board may deem appropriate. (L) Perform all other acts not inconsistent with law or the Governing Documents and necessary for the proper functioning of the Association. 4.2 Number; Qualifications. The property, business and affairs of the Association shall be managed and conducted by a Board of Directors of three (3) persons. Initially the Board of Directors shall consist of three (3) Directors appointed by the Declarant, who are not subject to removal by the Members, and who need not be Members of the Association. Each Director elected by the non-Declarant Members must be a Member,or the spouse of a Member. 4.3 Election of Directors. Except for the first Board of Directors and their Declarant-appointed replacements, Directors shall be elected by the Members at the annual meeting of the Association. Notwithstanding the foregoing, until such time as the Class B Membership in the Association terminates, the Class B Voting Member shall have the right to appoint Directors in accordance with the provisions of the Declaration and Chapter 720, Florida Statutes. At the annual meeting next following the date upon which ninety percent (90%) of the Lots to ultimately be located within the Lands have been conveyed to Class A Members,the Class A Members shall elect a majority of the Board of Directors. (A)Election Procedures.Directors from each Voting District shall be elected in accordance with Chapter 720, Florida Statutes, these Bylaws and the election rules, if any, and process established and utilized by the Board of Directors. Not less than sixty (60) days before a scheduled election, the Association shall mail, or deliver, whether by separate Association mailing or included in another Association mailing or delivery including regularly published newsletters, and including electronic transmission for those Members who have so consented, to each Member entitled to vote within a Voting District, a first notice of the date of the election. Any eligible person who nominates himself to be a candidate for his Voting District may do so no later than forty(40)days prior to the annual meeting and may also submit a resume by such deadline on one side of an 8 and W' x 11" sheet of paper. As Members have been given the opportunity to nominate themselves in advance and prior to the annual meeting where the election will take place, nominations from the floor shall not be accepted. Not less than fourteen (14) days prior to the annual meeting, the Association shall send a Second Notice of Annual Meeting to all Members, along with the election ballot for the election of Directors and any timely submitted candidates' 1 6A1 resumes for the applicable Voting District, a proxy and any other documents in the Board's discretion. The election ballot shall contain the names of all candidates for the applicable Voting District who nominated themselves in a timely manner, listed alphabetically by surname. If a voter checks off the names of more candidates than the number of Directors for his Voting District to be elected, the election ballot shall not be counted for the election. Elections for each Voting District shall be determined by a plurality of the votes cast in the applicable Voting District only. However, in order for a valid election to occur, at least ten percent (10%) of the eligible Members within the applicable Voting District must cast a ballot. The candidates who are elected shall take office upon the adjournment of the annual meeting. The use of secret balloting provided for in Section 720.306(8) of Chapter 720, Florida Statutes, shall be followed. The Board may require all ballots to be received by the Association at some point prior to the annual meeting so that votes can be tallied prior to the annual meeting and the results announced at the annual meeting. No election from a Voting District shall be necessary if the number of candidates is less than or equal to the number of vacancies. In addition to the foregoing, to the extent that the Association wishes to provide for and allow Members to vote electronically, Members who have consented to vote electronically shall be permitted to do so as otherwise provided for by Florida Statute Section 720.317(2018), or as later amended. (B) Written Certification or Educational Certificate. Within ninety (90) days after being elected or appointed to the Board, each Director shall certify in writing to the secretary of the Association that he or she has read the Association's declaration of covenants, articles of incorporation, bylaws and current written rules and policies; that he or she will work to uphold such documents and policies to the best of his or her ability; and that he or she will faithfully discharge his or her fiduciary responsibility to the Association's members. In lieu of the written certification, the newly elected or appointed director may submit a certificate of having satisfactorily completed the educational curriculum administered by a Division-approved education provider within 1 year before or ninety (90) days after the date of election or appointment. The written certification or educational certificate is valid for the uninterrupted tenure of the director on the Board.A director who does not timely file the written certification or educational certificate is suspended from the Board until he or she complies with the requirement. The Board may temporarily fill the vacancy during the period of suspension. The Association shall retain each director's written certification or educational certificate for five (5) years after the director's election; however, the failure to retain the certificate does not affect the validity of any Board action. 4.4 Term of Office. Except as provided herein to the contrary, the term of each Director's service shall extend until the next Annual Meeting and subsequently until his successor is duly elected and has taken office, or until he is removed in the manner elsewhere provided. Notwithstanding the foregoing, any Director designated by the Class B Voting Member shall serve at the pleasure of the Class B Voting Member. 4.5 Vacancies and Removal. (A)Except as to vacancies resulting from removal of Directors by Voting Members(as addressed in subsection (B) below), vacancies in the Board of Directors occurring between Annual Meetings of Members shall be filled by the remaining Directors at any Board meeting, provided that (i) all vacancies in directorships to which Directors were appointed by the Class B Member shall be filled by the Class B Member without the necessity of any meeting and(ii)a vacancy in a directorship elected by Class A Voting Members shall be filled with a Class A Member. (B) Any Director elected by the Voting Members (other than the Class B Member) may be removed by concurrence of a majority of the votes of the Class A Voting Members at a special 16A11 meeting called for that purpose or by written agreement signed by the Voting Members entitled to cast a majority of the Class A votes. The vacancy in the Board of Directors so created shall be filled by the Voting Members at a special meeting called for such purpose, or by the Board of Directors if such meeting does not occur within five(5)days of the removal. (C) A Director or Officer charged by information or indictment with a felony theft or embezzlement offense involving the Association's funds or property is removed from office. The Board shall fill the vacancy according to general law until the end of the period of the suspension or the end of the director's term of office, whichever occurs first. However, if the charges are resolved without a finding of guilt or without acceptance of a plea of guilty or nolo contendere, the Director or Officer shall be reinstated for any remainder of his or her term of office. 4.6 Organizational Meeting. An organizational meeting of a new Board of Directors shall be held within ten (10) days after the election of new Directors at such place and time as may be fixed by the new Directors at the meeting when they were elected. 4.7 Regular Meetings. After turnover of control, regular meetings of the Board shall be held at such time and place in Collier County, Florida, as shall be determined from time to time by the Directors. A regular meeting of the Board of Directors is any meeting held according to a regular weekly, monthly or other periodic schedule adopted from time to time by the Board. Notice of regular meetings shall be given to each Director, personally or by mail, telephone or telegram, at least ten (10) days before the day named for such meeting. At regular meetings any business of the Association may be transacted. If any Director elected by the Members shall be absent for any reason from three(3)consecutive regular meetings of the Board,the Board may, by vote of at least a majority of the whole Board taken at the next meeting,declare the office of said Director to be vacant, and may appoint a successor. 4.8 Special Meetings. Special meetings of the Board are all meetings other than the annual organizational meeting and regular meetings. Special meetings may be called by the President, the Secretary, or by a majority of the Directors. Not less than two (2) days' notice of a special meeting shall be given to each Director, personally or by mail, facsimile, telephone or telegram, which notice shall state the time,place, and purposes of the meeting. Business conducted at a special meeting shall be limited to the items specified in the notice of the meeting. 4.9 Waiver of Notice by Directors. Any Director may waive notice of a Board meeting before or after the meeting, and such waiver shall be deemed equivalent to the receipt of notice. Attendance at a meeting by any Director constitutes waiver of notice, unless that Director objects to the lack of notice at the beginning of the meeting. 4.10 Board Meetings; Notice to Members. A meeting of the Board of Directors occurs whenever a quorum of the Board gathers and conducts Association business. All meetings of the Board shall be open to all members, except as otherwise provided by law. Notice of all Board meetings shall be posted in a conspicuous place on the Common Areas at least forty-eight(48)hours in advance of a meeting, except in an emergency. An assessment may not be levied at a Board meeting unless the notice of the meeting includes a statement that assessments will be considered and the nature of such assessments. Any owner may tape-record or videotape meetings of the Board and meetings of the members. The Board may adopt reasonable rules governing the taping of meetings of the Board and the membership. 4.11 Quorum of Directors. A quorum at a Board meeting shall exist only when a majority of all Directors are present in person. Directors may not vote by proxy or secret ballots at Board meetings, except that secret ballots may be used in electing officers. Any Director has a right to participate in any meeting of the Board, or meeting of an executive or other committee,by means of a conference telephone 16A11 call or similar communicative arrangement whereby all persons present can hear and speak to all other persons. Participation by such means shall be deemed equivalent to presence in person. 4.12 Vote Required. Except as otherwise required by law or the Governing Documents, the acts approved by a majority of the Directors present and voting at a duly called Board meeting at which a quorum exists shall constitute the acts of the Board of Directors. 4.13 Adjourned Meetings. The majority of the Directors present at any meeting of the Board,regardless of whether a quorum exists, may adjourn the meeting to be reconvened at a later time. When the meeting is reconvened, provided a quorum exists, any business that might have been transacted at the meeting originally called may be transacted without further notice. 4.14 The Presiding Officer.The President of the Association, or in his absence,the Vice-President,shall be the presiding officer at all meetings of the Board of Directors. If neither is present,the presiding officer shall be selected by majority vote of those present. 4.15 Compensation of Directors and Officers.Neither Directors nor officers shall receive compensation for their services as such. Directors and officers may be compensated for all actual and proper out-of-pocket expenses relating to the proper discharge of their respective duties. 4.16 Emergency Powers. In the event of an "emergency" as defined in Paragraph 4.16(G) below, the Board of Directors of the Association may exercise the emergency powers as described in this Section, and any other emergency powers authorized by Chapters 617.0207, and 617.0303, Florida Statutes, as amended from time to time. (A) The Board may name as assistant officers persons who are not Directors, which assistant officers shall have the same authority as the executive officers of whom they are assistant during the period of the emergency,to accommodate the incapacity of any officer of the Association. (B) The Board may relocate the principal office or designate alternative principal offices or authorize the officers to do so. (C) During any emergency the Board may hold meetings with notice given only to those Directors with whom it is practicable to communicate, and the notice may be given in any practical manner, including publication or radio. The Director or Directors in attendance at such a meeting shall constitute a quorum. (D) Corporate action taken in good faith during an emergency under this Section to further the ordinary affairs of the Association shall bind the Association; and shall have the rebuttable presumption of being reasonable and necessary. (E) Any officer, Director or employee of the Association acting with a reasonable belief that his actions are lawful in accordance with these emergency Bylaws shall incur no liability for doing so,except in the case of willful misconduct. (F) The provisions of these emergency Bylaws shall supersede any inconsistent or contrary provisions of the Bylaws during the period of the emergency. 16A11 (G) For purposes of this Section, an "emergency" exists only during a period of time that the Community, or the immediate geographic area in which the Community is located, is subjected to: (1)a state of emergency declared by law enforcement authorities; (2)a hurricane warning; (3)a partial or complete evacuation order; (4) designation by federal or state government as a"disaster area;" or (5) a catastrophic occurrence, whether natural or man-made, which seriously damages or threatens serious damage to the Community, such as an earthquake, tidal wave, fire, hurricane,tornado,war,civil unrest,or acts of terrorism. 4.17 Committee Meetings. The provisions of this Section 4 governing the calling and holding of Board meetings shall also apply to the meetings of all committees or other similar bodies specified in the Governing Documents, and to any committee or similar body appointed by the Board or any member thereof, or elected by the members, to which the Board has delegated its decision-making powers. The meetings of any committee vested with the power to approve or disapprove architectural decisions with respect to a specific parcel of residential property owned by a member of the Association must be conducted with the same formalities as required for meetings of the Board. 5. OFFICERS. 5.1 Officers and Elections. The executive officers of the Association shall be a President, and one or more Vice-Presidents, who must be Directors of the Association, as well as a Treasurer and a Secretary, all of whom shall be elected annually by majority vote of the Board of Directors. Any officer may be removed, with or without cause, by vote of a majority of all Directors at any meeting. Any person except the President may hold two or more offices. The Board of Directors shall, from time to time, appoint such other officers, and designate their powers and duties, as the Board shall find to be required to manage the affairs of the Association. If the Board so determines,there may be more than one Vice-President. 5.2 President. The President shall be the chief executive officer of the Association; he shall preside at all meetings of the Members and Directors, shall be ex-officio a member of all standing committees, shall have general and active management of the business of the Association, and shall see that all orders and resolutions of the Board are carried into effect. He shall execute bonds, mortgages and other contracts or documents requiring the seal of the Association, except where such are permitted by law to be otherwise executed, and the power to execute is delegated by the Board of Directors to another officer or agent of the Association. 5.3 Vice-Presidents. The Vice-Presidents in the order of their seniority shall, in the absence or disability of the President, perform the duties and exercise the powers of the President; and they shall perform such other duties as the Board of Directors shall prescribe. 5.4 Secretary. The Secretary shall attend the meetings of the Board and meetings of the members, and shall record all votes and the minutes of all proceedings in a book or books to be kept for the purpose, and shall perform like duties for the standing committees when required. He shall give, or cause to be given, notice of all meetings of the members and of the Board of Directors, and shall perform such other duties as may be prescribed by the Board or the President. He shall keep in safe custody the seal of the 1 6 A 1 1 Association and, when authorized by the Board, affix the same to any instrument requiring it. The Secretary shall be responsible for the proper recording of all duly adopted amendments to the Governing Documents. Any of the foregoing duties may be performed by an Assistant Secretary, if any has been designated. 5.5 Treasurer. The Treasurer shall have responsibility for the collection, safe-keeping, and disbursement of funds and securities of the Association, shall keep full and accurate accounts of receipts and disbursements in books belonging to the Association, and shall deposit all monies and other valuable effects in the name and to the credit of the Association in such depositories as may be designated by the Board of Directors, and prepare the budget for the Association. He shall disburse the funds of the Association, making proper vouchers for such disbursements, and shall render to the President and Directors, at the regular meetings of the Board, or whenever they may require it, an account of all transactions and of the financial condition of the Association. Any of the foregoing duties may be performed by an Assistant Treasurer, if any has been designated. 6. ARCHITECTURAL REVIEW COMMITTEE. The ARC provided for in Section 6 of the Declaration shall be selected,and conduct its affairs as provided in this Section. 6.1 Members; Qualification.The Architectural Review Committee,hereinafter the"ARC," shall initially be composed of three (3) persons, all appointed by the Declarant, who may also be Directors of the Association.Except for those appointed by the Declarant,and as otherwise provided in Section 6.5 below, no member of the ARC shall be a Director. Whenever possible and practical, one of the committee members should be an architect, general contractor, or other person with professional expertise in building, landscaping,or architectural design. 6.2 Selection; Terms. The members of the ARC shall be appointed by the President of the Association to serve terms of one (1) year beginning on January 1 of each year. If a mid-term vacancy occurs for any reason, the President shall appoint a successor to fill the unexpired term. Members of the ARC, once appointed,may be removed only by vote of a majority of all the voting interests, and not by the officers or Directors. 6.3 Compensation. If approved by the Board of Directors, any or all members of the ARC may be compensated for their services. 6.4 Meetings. The ARC shall meet as necessary, and otherwise at the call of the Chairman as necessary, to carry out its duties and functions. The ARC shall meet with the same formalities and notice requirements as required for Board meetings, unless otherwise permitted by law. Written notice of meetings shall be provided to each owner at least one (1) week in advance, and any Owner wishing to appear before the ARC may do so. Special meetings may be called as needed by the Chairman. Notwithstanding anything herein to the contrary, during Declarant control,the Declarant may appoint one (1)person who shall be empowered to serve on behalf of and act for the Architectural Review Committee. 6.5 Procedures, Voting. A majority of the members of the ARC present in person at any duly called meeting shall constitute a quorum. All questions shall be decided by a majority of the entire committee. Where a question involves proposed changes to a Lot or Living Unit owned by a member of the ARC, that member shall be disqualified from participation in the proceedings, and his place shall be taken by the then President of the Association. If a proposed change is not approved, the reasons for disapproval shall be stated in writing. Minutes of all meetings of the ARC shall be kept in a business-like manner, and shall be available at reasonable times for inspection or photocopying by any owner. Copies of the plans and specifications for all approved changes and construction shall be kept for at least five(5)years. 1 6 A 1 1 7. FISCAL MATTERS. The provisions for assessments and fiscal management of the Association set forth in the Declaration of Covenants shall be supplemented by the following provisions: 7.1 Depository. The Association shall maintain its accounts in federally insured accounts at financial institutions doing business in the State of Florida as may be designated from time to time by the Board. Withdrawal of monies from such accounts shall be only by such persons as are authorized by the Board. The Board may invest Association funds in interest-bearing accounts, money market funds, certificates of deposit, U.S. Government securities, and other similar investment vehicles, provided they are federally insured, or backed by the full faith and credit of the United States. 7.2 Budget. The Board of Directors shall, at a meeting each year, adopt a budget of general expenses for the next fiscal year. The budget must reflect the estimated revenues and expenses for that year and the estimated surplus or deficit as of the end of the current year. The budget must set out separately all fees or charges for recreational amenities, whether owned by the Association, the Declarant, or another person. The Association shall provide each member with a copy of the annual budget or a written notice that a copy of the budget is available upon request at no charge to the member. The proposed budget shall be detailed and shall show the amounts budgeted by accounts and expense classifications. 7.3 Reserves. The Board may, but shall not be obligated to, establish in the budgets one or more reserve accounts for contingencies, operating expenses, repairs, improvements, capital expenditures or deferred maintenance. The purpose of the reserves is to provide financial stability and to avoid the need for special assessments. The amounts proposed to be so reserved shall be shown in the proposed annual budgets each year. These funds may be spent only for purposes for which they were reserved, unless another use is approved by unanimous consent of the entire Board. 7.4 Fidelity Bonds. The Treasurer, and all other officers who are authorized to sign checks, and all Directors and employees of the Association handling or responsible for Association funds, shall be bonded in such amounts as determined by the Board of Directors. The premiums on such bonds shall be paid by the Association. 7.5 Accounts and Accounting Procedures. The financial and accounting records of the Association must be kept according to good accounting practices. All financial and accounting records must be maintained for a period of at least seven(7)years. The financial and accounting records must include: (A)Accurate, itemized, and detailed records of all receipts and expenditures. (B) A current account and a period statement of the account for each member, designating the name and current address of each member who is obligated to pay assessments, the due date and amount of each assessment or other charge against the member, the date and amount of each payment on the account, and the balance due. (C)All tax returns,financial statements,and financial reports of the Association. (D)Any other records that identify,measure,record or communicate financial information. 7.6 Financial Reporting. The Association shall prepare an annual financial report within sixty(60) days after the close of the fiscal year. The Association shall, within ten (10) business days after the report is prepared, provide each member with a copy of the report, or a written notice that a copy of the financial report is available upon request at no charge to the member. 7.7 Application of Payments and Commingling of Funds.All monies collected by the Association may be commingled, for investment purposes only, in a single fund, or divided into two or more funds, as 16A11 determined by the Board of Directors. The books and records of the Association shall be kept in conformity to generally accepted accounting principles and the audit and accounting guide for Common Interest Realty Associations of the American Institute of Certified Public Accountants. All payments on account by an Owner shall be applied as to interest, delinquencies, costs and attorney's fees, other charges, and annual or special assessments, in such manner and amounts as the Board of Directors may determine,or as may be required by law. 7.8 Fiscal Year. The fiscal year for the Association shall begin on the first day of January each year. The Board of Directors may change to a different fiscal year in accordance with the provisions and regulations from time to time prescribed in the Internal Revenue Code of the United States. 7.9 Payment of Assessments. The Association shall make annual assessments based on the adopted budgets shall be payable quarterly(due on January 1, April 1, July 1, and October 1 of each year or such other date as the Board of Directors may determine). Assessments and Special Assessments as the term is used in this Section 7.9 and 7.10 are assessments levied by the Association and shall not be confused with assessments which are levied by any local government(county, municipality or CDD). Written notice of the annual assessment shall be sent to all owners at least thirty (30) days prior to the due date. Failure to send or receive such notice shall not,however,excuse the obligation to pay. By resolution,the Board may establish the place for payment,the method of payment, and a late payment fee. 7.10 Special Assessments. Special assessments may be imposed by the Association's Board of Directors whenever necessary to meet unbudgeted, emergency, or non-recurring expenses, or for such other purposes as are authorized by the Declaration or these Bylaws. Special assessments are due on the day specified in the resolution of the Board approving such assessment. 7.11 Proof of Payment. Within ten business (10) days after receipt of request from the Owner, mortgagee, or purchaser of a Lot or Living Unit, the Association shall furnish a written statement certifying that all assessments then due from any Lot or Living Unit have been paid, or indicating the amounts then due. 7.12 Suspension. The Association shall not be required to transfer Memberships on its books or to allow the exercise of any rights or privileges of Membership on account thereof to any owner, or to any persons claiming under an owner, unless and until all assessments and charges to which said owner and his Lot or Living Unit is subject have been paid in full. 8. TURNOVER OF CONTROL OF ASSOCIATION. 8.1 Time of Turnover. Turnover of control of the Association occurs when the Class A Members are first entitled to elect a majority of the Directors of the Association. Class A Members shall be entitled to assume control of the Association by electing the entire Board of Directors not later than ninety(90)days after the conveyance of title, to owners other than Declarant, of at least ninety percent(90%) of the Lots within the Lands. At that time the Directors appointed by the Declarant shall resign. The election shall occur at a meeting of the members(the Turnover Meeting). 8.2 Procedure for Calling Turnover Meeting. No less than sixty (60) days prior to the Turnover Meeting, the Association shall notify in writing all Members of the date of the Turnover Meeting. At the Turnover Meeting the Directors elected by the Members as further provided in Section 4 above, and all but one of the Directors previously appointed by the Declarant, shall resign. 8.3 Early Turnover. The Declarant may turn over control of the Association to the Members prior to the time for turnover set forth above, by causing all but one of its appointed Directors to resign,whereupon it shall be the affirmative obligation of the Class A Members to elect the other Directors and assume control 16A11 of the Association. If at least sixty (60) days' notice of Declarant's decision to cause its appointees to resign is given as described in Section 8.2 above,neither the Declarant,nor such appointees shall be liable in any manner in connection with such resignations if the Members refuse or fail to assume control. 8.4 Declarant Representative. The Declarant is entitled to appoint at least one member of the Board of Directors as long as the Declarant holds for sale in the ordinary course of business at least five percent (5%) of the Lots or Living Units in the Community. After the Declarant relinquishes control of the Association, the Declarant may exercise the right to vote any Declarant-owned interests in the same manner as any other member, except for purposes of reacquiring control of the Association or selecting a majority of the Directors. 8.5 Turnover - "As Is". When owners other than Declarant assume control of the Association by electing the majority members on the Board of Directors, the Association will accept turnover of the common areas and facilities in their "as is" condition, without recourse. The Declarant makes no representations, to the fullest extent permitted by law, and disclaims all warranties, expressed or implied, in law or in fact, with respect thereto, including without limitation representations or warranties or merchantability or fitness for any particular purpose, in representations or warranties regarding the construction, design, adequacy of size or capacity in relation to the utilization, date of completion,future economic performance, or operations of, or the materials, furniture, or equipment which have been used in the common areas and facilities at the time of turnover, the Association accepts the conditions of all common areas and common area facilities from the Declarant without recourse against the Declarant herein. 9. AMENDMENT OF BYLAWS. Amendments to these Bylaws shall be proposed and adopted in the following manner: 9.1 Proposal. Amendments to these Bylaws may be proposed either by a resolution approved by a majority of the whole Board of Directors, or by a petition to the Board signed by at least twenty-five percent (25%) of the voting interests of the Association. Once so proposed, the amendments shall be submitted to a vote of the Members at a meeting no later than the next annual meeting for which notice can still properly be given. 9.2 Vote Required. Except as otherwise provided by law, or by specific provision of the Governing Documents, these Bylaws may be amended by concurrence of at least two thirds (2/3) of the voting interests present and voting at any annual or special meeting, provided that the text of any proposed amendment has been given to the Members with notice of the meeting. 9.3 Amendment by Board.As long as Declarant Membership exists,the Board of Directors,by majority vote, may unilaterally amend these Bylaws in any manner which it deems advisable, including but not limited to amendments to correct errors or conform the Bylaws to any applicable statute or local ordinance. Such amendments shall not require consent of the Members. 9.4 Certificate; Recording. A copy of each approved amendment shall be attached to a certificate reciting that the amendment was duly adopted, which certificate shall be executed by the President or Vice-president of the Association with the formalities of a deed. The amendment shall be effective when the certificate and copy of the amendment are recorded in the Public Records of the County. The certificate must identify the book and page of the Public Records where the Declaration was originally recorded. 10. MISCELLANEOUS. 16A11 10.1. Gender; Number. Whenever the masculine or singular form of the pronoun is used in these Bylaws, it shall be construed to mean the masculine, feminine or neuter; singular or plural, as the context requires. 10.2 Severability. Should any portion hereof be void or become unenforceable,the remaining provisions of the instrument shall remain in full force and effect. 10.3 Conflict. If any irreconcilable conflict should exist, or hereafter arise, with respect to the interpretation of these Bylaws and the Declaration or the Articles of Incorporation of the Association, the provisions of the Declaration or Articles of Incorporation shall prevail over the provisions of these Bylaws. 16A1 1 4 South Florida Water Management District Water Use Noticed General Permit Application Number: 230915-40403 Permit Number: 11-04321-W Date Issued: September 22, 2023 Expiration Date: September 22, 2043 Permittee: Naples Groves Lot 113, LLC 2400 Davis Boulevard Suite 101 Naples , FL 34104 Project Name: The Grove Bayshore Project Location: Collier County Permit Status: New This is to notify you of the South Florida Water Management District's (District) agency action concerning your Notice of Intent to use water. This action is taken pursuant to Chapter 40E-2, Florida Administrative Code (F.A.C.). Based on the information provided and certified to, District rules have been adhered to and a Water Use Noticed General Permit is in effect for this project subject to: 1. Not receiving a filed request for a Chapter 120, Florida Statutes (F.S.), administrative hearing; and 2. The attached Permit Conditions. Should you object to the Permit Conditions, please refer to the attached "Notice of Rights" which addresses the procedures to be followed if you desire a public hearing or other review of the proposed agency action. Please contact this office if you have any questions concerning this matter. If we do not hear from you prior to the time frame specified in the "Notice of Rights,"we will assume you concur with the District's recommendations. CERTIFICATE OF SERVICE I HEREBY CERTIFY THAT this written notice has been mailed or electronically transmitted to the Permittee (and the persons listed in the attached distribution list) on September 22, 2023, in accordance with Section 120.60(3), F.S. Notice was also electronically posted on this date through a link on the home page of the District's website (my.sfwmd.gov/ePermitting). Brad D. Cook, P.G. Section Leader, Water Use Bureau 16A11 EXHIBIT "D" SFWMD Permit 1 6 A I 1 SPECIAL PERMIT CONDITIONS 1. This permit is issued to: Michael Whalen Naples Groves Lot 113, LLC 2400 Davis Boulevard Suite 101 Naples, FL 34104 2. This permit shall expire on September 22, 2043. 3. Use classification is: Landscape 4. Source classification is: Groundwater Surface Water Lower Tamiami Aquifer 5. Allocation: Description Total Annual Total Maximum Monthly Average Daily Allocation (MGY) Allocation (MGM) Allocation (MGD) Permit 2.73 0.33 0.0075 These allocations represent the amount of water required to meet the water demands as a result of a rainfall deficit during a drought with the probability of recurring one year in ten. The Permittee shall not exceed these allocations in hydrologic conditions less than a 1-in-10 year drought event. Compliance with the annual allocation is based on the quantity withdrawn over a 12-month time period. Compliance with the maximum monthly allocation is based on the greatest quantity withdrawn in any single month. The annual allocation expressed in GPD or MGD is for informational purposes only. If the rainfall deficit is more severe than that expected to recur once every ten years, the withdrawals shall not exceed that amount necessary to continue to meet the reasonable- beneficial demands under such conditions, provided no harm to the water resources occur and: 1. All other conditions of the permit are met; and 2. The withdrawal is otherwise consistent with applicable declared Water Shortage Orders in effect pursuant to Chapter 40E-21, F.A.C. 6. Withdrawal facilities: Source Status Count Lower Tamiami Aquifer Proposed 1 7. The Permittee shall submit all data as required by the implementation schedule for each of the permit conditions to: SFWMD at www.sfwmd.gov/ePermitting, or Regulatory Support, 3301 Gun Club Road, West Palm Beach, FL 33406. 8. The Permittee must submit the appropriate application form incorporated by reference in Rule 40E-2.101, F.A.C., to the District prior to the permit expiration date in order to continue the use of water. Permit No: 11-04321-W, Page 2 of 10 9. The Permittee shall secure a well construction permit prior to construction, repair, or abandonment of all wells, as described in Chapter 40E-3, F.A.C. 10. If at any time there is an indication that the well casing, valves, or controls leak or have become inoperative, repairs or replacement shall be made to restore the system to an operating condition. Failure to make such repairs shall be cause for filling and abandoning the well, in accordance with procedures outlined in Chapter 40E-3, F.A.C. 11. The Permittee shall submit to the District an updated "Summary of Groundwater (Well) Facilities" table ("Section IV - Sources of Water", Water Use Permit Application Form 1379) within 90 days of completion of the proposed wells identifying the actual total and cased depths, pump manufacturer and model numbers, pump types, intake depths and type of meters. 12. Landscape irrigation shall be restricted to the hours and days described in Rule 40E-24.201, F.A.C., or alternative landscape irrigation conservation measures adopted by local government ordinance in accordance with Rule 40E-24.301, F.A.C. 13. If reclaimed water becomes available prior to the expiration date of this permit, the Permittee shall apply for a modification of the water use permit to reflect that portion of the allocation which is to be provided for by reclaimed water. The permittee is required to request a permit modification when an agreement has been executed between both parties, the transmission lines are constructed to the project site, and the necessary on-site modifications and authorizations are obtained. 14. The Permittee shall submit to the District an updated "Summary of Groundwater (Well) or Surface Water (Pump or Culvert) Facilities" table ("Section IV - Sources of Water", Water Use Permit Application Form 1379) at least 30 days prior to a change in any facility status (e.g. installation, relocation, abandonment) to include all specifications of the well, pump or culvert (e.g. actual total and cased depths, pump manufacturer and model numbers, pump types, intake depths and type of meters, culvert type, length, cross-section, diameter, height, width, invert elevation, control device, and water use accounting method). Permit No: 11-04321-W, Page 3 of 10 16A1 1 STANDARD PERMIT CONDITIONS 1. All water uses authorized by this permit shall be implemented as conditioned by this permit, including any documents incorporated by reference in a permit condition. The District may revoke this permit, in whole or in part, or take enforcement action, pursuant to Section 373.136 or 373.243, F.S., unless a permit modification has been obtained to address the noncompliance. The Permittee shall immediately notify the District in writing of any previously submitted material information that is later discovered to be inaccurate. 2. The Permittee is advised that this permit does not relieve any person from the requirement to obtain all necessary federal, state, local and special district authorizations. 3. The Permittee shall notify the District in writing within 30 days of any sale, transfer, or conveyance of ownership or any other loss of permitted legal control of the Project and/or related facilities from which the permitted consumptive use is made. Where Permittee's control of the land subject to the permit was demonstrated through a lease, the Permittee must either submit a new or modified lease showing that it continues to have legal control or documentation showing a transfer in control of the permitted system/project to the new landowner or new lessee. All transfers of ownership are subject to the requirements of Rule 40E-1.6107, F.A.C. Alternatively, the Permittee may surrender the consumptive use permit to the District, thereby relinquishing the right to conduct any activities under the permit. 4. Nothing in this permit should be construed to limit the authority of the District to declare a water shortage and issue orders pursuant to Chapter 373, F.S. In the event of a declared water shortage, the Permittee must adhere to the water shortage restrictions, as specified by the District. The Permittee is advised that during a water shortage, reports shall be submitted as required by District rule or order. The Permittee is advised that during a water shortage, pumpage, water levels, and water quality data shall be collected and submitted as required by District orders issued pursuant to Chapter 40E-21, F.A.C. 5. This permit does not convey to the Permittee any property rights or privileges other than those specified herein, nor relieve the permittee from complying with any applicable local government, state, or federal law, rule, or ordinance. 6. With advance notice to the Permittee, District staff with proper identification shall have permission to enter, inspect, observe, collect samples, and take measurements of permitted facilities to determine compliance with the permit conditions and permitted plans and specifications. The Permittee shall either accompany District staff onto the property or make provision for access onto the property. 7. A. The Permittee may seek modification of any term of an unexpired permit. The Permittee is advised that Section 373.239, F.S., and Rule 40E-2.331, F.A.C., are applicable to permit modifications. B. The Permittee shall notify the District in writing 30 days prior to any changes to the project that could potentially alter the reasonable demand reflected in the permitted allocation. Such changes include, but are not limited to, change in irrigated acreage, crop type, irrigation system, large users agreements, or water treatment method. Permittee will be required to apply for a modification of the permit for any changes in permitted allocation. 8. If any condition of the permit is violated, the permit shall be subject to review and modification, enforcement action, or revocation pursuant to Chapter 373, F.S. 9. The Permittee shall mitigate interference with existing legal uses that was caused in whole or in part by the Permittee's withdrawals, consistent with the approved mitigation plan. As necessary to offset the interference, mitigation will include pumpage reduction, replacement Permit No: 11-04321-W, Page 4 of 10 16A11 of the impacted individual's equipment, relocation of wells, change in withdrawal source, or other means. Interference to an existing legal use is defined as an impact that occurs under hydrologic conditions equal to or less severe than a 1-in-10 year drought event that results in the: A. Inability to withdraw water consistent with provisions of the permit, such as when remedial structural or operational actions not materially authorized by existing permits must be taken to address the interference; or B. Change in the quality of water pursuant to primary State Drinking Water Standards to the extent that the water can no longer be used for its authorized purpose, or such change is imminent. 10. The Permittee shall mitigate harm to the natural resources caused by the Permittee's withdrawals, as determined through reference to the conditions for permit issuance. When harm occurs, or is imminent, the District will require the Permittee to modify withdrawal rates or mitigate the harm. Harm, as determined through reference to the conditions for permit issuance includes: A. Reduction in ground or surface water levels that results in harmful lateral movement of the fresh water/salt water interface, B. Reduction in water levels that harm the hydroperiod of wetlands, C. Significant reduction in water levels or hydroperiod in a naturally occurring water body such as a lake or pond, D. Harmful movement of contaminants in violation of state water quality standards, or E. Harm to the natural system including damage to habitat for rare or endangered species. 11. The Permittee shall mitigate harm to existing off-site land uses caused by the Permittee's withdrawals, as determined through reference to the conditions for permit issuance. When harm occurs, or is imminent, the District will require the Permittee to modify withdrawal rates or mitigate the harm. Harm as determined through reference to the conditions for permit issuance, includes: A. Significant reduction in water levels on the property to the extent that the designed function of the water body and related surface water management improvements are damaged, not including aesthetic values. The designed function of a water body is identified in the original permit or other governmental authorization issued for the construction of the water body. In cases where a permit was not required, the designed function shall be determined based on the purpose for the original construction of the water body (e.g. fill for construction, mining, drainage canal, etc.) B. Damage to agriculture, including damage resulting from reduction in soil moisture resulting from consumptive use; or, C. Land collapse or subsidence caused by reduction in water levels associated with consumptive use. Permit No: 11-04321-W, Page 5 of 10 16A .4 PERMIT INFORMATION Application Number: 230915-40403 Permit Number: 11-04321-W Project Name: The Grove Bayshore Location: Collier County Applicant's Name and Address: Naples Groves Lot 113, LLC 2400 Davis Boulevard Suite 101 Naples , FL 34104 Water Use Classification: Landscape Sources: Groundwater Surface Water Lower Tamiami Aquifer Authorized Allocations: Total Annual Allocation (MG) Total Maximum Monthly Allocation (MG) 2.73 0.33 Project Description: The purpose of this application is to obtain a water use permit for Landscape irrigation. Additional information on the water use and withdrawal facility details are shown below. Irrigation Details: Crop Type Crop Irrigated Acres Irrigation Method Turf 1.94 Solid Set Sprinkler Withdrawal Facilities: Source Status Count Lower Tamiami Aquifer Proposed 1 Prior to drilling the proposed well, it will be necessary to obtain a well construction permit from Collier County. Permit No: 11-04321-W, Page 6 of 10 16A11 Distribution List Evan Lentz , Water Science Associates, LLC Permit No: 11-04321-W, Page 7 of 10 16A11 Exhibits The following exhibits to this permit are incorporated by reference. The exhibits can be viewed by clicking on the links below or by visiting the District's ePermitting website at hti_ ://my.sfwmd.gov/ ePermitting and searching under this application number 230915-40403 . Exhibit 1 Project Site Map/Facility Locations Exhibit 2 Description of Wells Exhibit 3 Calculations of Irrigation Requirements Permit No: 11-04321-W, Page 8 of 10 16A11 NOTICE OF RIGHTS As required by Chapter 120, Florida Statutes, the following provides notice of the opportunities which may be available for administrative hearing pursuant to Sections 120.569 and 120.57, Florida Statutes, or judicial review pursuant to Section 120.68, Florida Statutes, when the substantial interests of a party are determined by an agency. Please note that this Notice of Rights is not intended to provide legal advice. Some of the legal proceedings detailed below may not be applicable or appropriate for your situation. You may wish to consult an attorney regarding your legal rights. RIGHT TO REQUEST ADMINISTRATIVE HEARING A person whose substantial interests are or may be affected by the South Florida Water Management District's (District) action has the right to request an administrative hearing on that action pursuant to Sections 120.569 and 120.57, Florida Statutes. Persons seeking a hearing on a District decision which affects or may affect their substantial interests shall file a petition for hearing in accordance with the filing instructions set forth herein within 21 days of receipt of written notice of the decision unless one of the following shorter time periods apply: (1) within 14 days of the notice of consolidated intent to grant or deny concurrently reviewed applications for environmental resource permits and use of sovereign submerged lands pursuant to Section 373.427, Florida Statutes; or (2) within 14 days of service of an Administrative Order pursuant to Section 373.119(1), Florida Statutes. "Receipt of written notice of agency decision" means receipt of written notice through mail, electronic mail, posting, or publication that the District has taken or intends to take final agency action. Any person who receives written notice of a District decision and fails to file a written request for hearing within the timeframe described above waives the right to request a hearing on that decision. If the District takes final agency action that materially differs from the noticed intended agency decision, persons who may be substantially affected shall, unless otherwise provided by law, have an additional point of entry pursuant to Rule 28-106.111, Florida Administrative Code. Any person to whom an emergency order is directed pursuant to Section 373.119(2), Florida Statutes, shall comply therewith immediately, but on petition to the board shall be afforded a hearing as soon as possible. A person may file a request for an extension of time for filing a petition. The District may grant the request for good cause. Requests for extension of time must be filed with the District prior to the deadline for filing a petition for hearing. Such requests for extension shall contain a certificate that the moving party has consulted with all other parties concerning the extension and whether the District and any other parties agree to or oppose the extension. A timely request for an extension of time shall toll the running of the time period for filing a petition until the request is acted upon. FILING INSTRUCTIONS A petition for administrative hearing must be filed with the Office of the District Clerk. Filings with the Office of the District Clerk may be made by mail, hand-delivery, or e-mail. Filings by facsimile will not be accepted. A petition for administrative hearing or other document is deemed filed upon receipt during normal business hours by the Office of the District Clerk at the District's headquarters in West Palm Beach, Florida. The District's normal business hours are 8:00 a.m. — 5:00 p.m., excluding weekends and District holidays. Any document received by the Office of the District Clerk after 5:00 p.m. shall be deemed filed as of 8:00 a.m. on the next regular business day. Additional filing instructions are as follows: • Filings by mail must be addressed to the Office of the District Clerk, 3301 Gun Club Road, West Palm Beach, Florida 33406. Rev. 1/16/20 1 Permit No: 11-04321-W, Page 9 of 10 16A11 • Filings by hand-delivery must be delivered to the Office of the District Clerk. Delivery of a petition to the District's security desk does not constitute filing. It will be necessary to request that the District's security officer contact the Office of the District Clerk. An employee of the District's Clerk's office will receive and process the petition. • Filings by e-mail must be transmitted to the Office of the District Clerk at clerk@sfwmd.gov. The filing date for a document transmitted by electronic mail shall be the date the Office of the District Clerk receives the complete document. INITIATION OF AN ADMINISTRATIVE HEARING Pursuant to Sections 120.54(5)(b)4. and 120.569(2)(c), Florida Statutes, and Rules 28-106.201 and 28-106.301, Florida Administrative Code, initiation of an administrative hearing shall be made by written petition to the District in legible form and on 8 1/2 by 11 inch white paper. All petitions shall contain: 1. Identification of the action being contested, including the permit number, application number, District file number or any other District identification number, if known. 2. The name, address, any email address, any facsimile number, and telephone number of the petitioner, petitioner's attorney or qualified representative, if any. 3. An explanation of how the petitioner's substantial interests will be affected by the agency determination. 4. A statement of when and how the petitioner received notice of the District's decision. 5. A statement of all disputed issues of material fact. If there are none, the petition must so indicate. 6. A concise statement of the ultimate facts alleged, including the specific facts the petitioner contends warrant reversal or modification of the District's proposed action. 7. A statement of the specific rules or statutes the petitioner contends require reversal or modification of the District's proposed action. 8. If disputed issues of material fact exist, the statement must also include an explanation of how the alleged facts relate to the specific rules or statutes. 9. A statement of the relief sought by the petitioner, stating precisely the action the petitioner wishes the District to take with respect to the District's proposed action. MEDIATION The procedures for pursuing mediation are set forth in Section 120.573, Florida Statutes, and Rules 28-106.111 and 28-106.401—.405, Florida Administrative Code. The District is not proposing mediation for this agency action under Section 120.573, Florida Statutes, at this time. RIGHT TO SEEK JUDICIAL REVIEW Pursuant to Section 120.68, Florida Statutes, and in accordance with Florida Rule of Appellate Procedure 9.110, a party who is adversely affected by final District action may seek judicial review of the District's final decision by filing a notice of appeal with the Office of the District Clerk in accordance with the filing instructions set forth herein within 30 days of rendition of the order to be reviewed, and by filing a copy of the notice with the appropriate district court of appeals via the Florida Courts E-Filing Portal. Rev 1/16/20 2 Permit No: 11-04321-W. Paae 10 of 10 16A11 �,tER t�\ /a �;` South Florida Water Management District i ,1 Individual Environmental Resource Permit No. 11-109331-P s„. , ' Date Issued: November 17, 2023 Perrnittee: Naples Groves Lot 113, LLC 2400 Davis Blvd Suite 101 Naples, FL 34104 Project: The Grove Bayshore Application No. 230426-38429 Location: Collier County, See Exhibit 1 Your application for an Individual Environmental Resource Permit is approved. This action is taken based on Chapter 373, Part IV, of Florida Statutes (F.S.) and the rules in Chapter 62-330, Florida Administrative Code (F.A.C.). Unless otherwise stated, this permit constitutes certification of compliance with state water quality standards under section 401 of the Clean Water Act, 33 U.S.C. 1341,and a finding of consistency with the Florida Coastal Management Program. Please read this entire agency action thoroughly and understand its contents. This permit is subject to: • Not receiving a filed request for a Chapter 120, F.S., administrative hearing. • The attached General Conditions for Environmental Resource Permits. • The attached Special Conditions. • All referenced Exhibits. All documents are available online through the District's ePermitting site at keww.sfwmei.gov/aPermittinn . If you object to these conditions, please refer to the attached "Notice of Rights" which addresses the procedures to be followed if you desire a public hearing or other review of the proposed agency action. Please contact this office if you have any questions concerning this matter. If we do not hear from you in accordance with the "Notice of Rights",we will assume that you concur with the District's action. The District does not publish notices of action. If you wish to limit the time within which a person may request an administrative hearing regarding this action, you are encouraged to publish, at your own expense, a notice of agency action in the legal advertisement section of a newspaper of general circulation in the county or counties where the activity will occur. Legal requirements and instructions for publishing a notice of agency action, as well as a noticing format that can be used, are available upon request. If you publish a notice of agency action, please send a copy of the affidavit of publication provided by the newspaper to the District's West Palm Beach office for retention in this file. If you have any questions regarding your permit or need any other information, please call us at 1-800-432-2045 or email epermits(@swmd.gov. Gary R. Priest, P.E. Engineering Section Administrator, Environmental Resource Bureau 16A11 South Florida Water Management District Individual Environmental Resource Permit No. 11-109331 P Date Issued: November 17,2023 Expiration Date: November 17,2028 Project Name: The Grove Bayshore Permittee: Naples Groves Lot 113, LLC 2400 Davis Blvd Suite 101 Naples, FL 34104 Operating Entity: The Grove Bayshore Property Owners Association, Inc. 2400 Davis Blvd Suite 101 Naples, FL 34104 Location: Collier County Permit Acres: 9.86 acres Project Land Use: Residential Special Drainage District: N/A Water Body Classification: CLASS III FDEP Water Body ID: 3278R1 Wetland and Surface Water Impacts:0.86 acres Conservation Easement to District: No Sovereign Submerged Lands: No Project Summary This Environmental Resource Permit (ERP) authorizes Construction and Operation of a stormwater management(SWM)system serving 9.86 acres of residential development known as The Grove Bayshore. The proposed project is for the construction of a single family-residential development and associated roadway and landscaped areas. The proposed project includes a commercial outparcel for future development and to be permitted separately. The SWM system includes the construction of inlets and storm sewer to capture and convey runoff to the proposed dry retention areas for water quality treatment and storage prior to overflow to the municipal SWM system along Bayshore Dr.via a proposed control structure. Refer to the Engineering Evaluation and Exhibit Nos.2.0 and 2.1 for additional information. Issuance of this permit constitutes certification of compliance with state water quality standards in accordance with Rule 62-330.062, F.A.C. Site Description The site is a vacant parcel located between Barrett Ave. and Van Buren Ave. along the east side of Bayshore Dr. in Collier County. Refer to Exhibit No. 1.0 for a location map. For information on wetland and other surface water (OSW) impacts, please see the Wetlands and OSWs section of this permit. Permit No: 11-109331-P, Page 2 of 18 6A11 Ownership and Operation and Maintenance(O&M) Perpetual O&M of the SWM system is the responsibility of The Grove Bayshore Property Owners Association, Inc. as indicated in the submitted draft governing documents (Please refer to Exhibit No.4.0). Upon completion of construction and in conjunction with submittal of the construction completion certification (CCC), a request for transfer to the operating entity and recorded copies of its governing documents must be submitted in accordance with General Condition No.7. Permit No: 11-109331-P, Page 3 of 18 1'6A11 Engineering Evaluation: Land Use Refer to the Engineering Evaluation Table for the projects land use breakdown. A separate land use breakdown of the commercial outparcel is found in Exhibit No.2.1. Water Quality The project is located within a watershed identified by the Florida Department of Environmental Protection as impaired therefore, the design includes a site-specific pollutant loading analysis and an additional 50% water quality treatment volume above the amounts required pursuant to Section 4.2.1, ERP Applicant's Handbook (AH) Volume (Vol.) II, as reasonable assurances that the projects discharge will not cause or contribute to violations of State water quality standards. The project provides 1.69 ac-ft of water quality treatment. The project includes implementation of a Turbidity and Erosion Control Plan(Exhibit No. 2.0)as additional reasonable assurance of compliance with water quality criteria during construction. Water Quantity Discharge As found in the Water Quantity Data Table,the SWM design meets the criteria of Section 3.2(a), ERP AH Vol. II based on a pre-vs. post-development analysis. Additionally, the applicant demonstrated the post- development discharge is less than 0.15 cfs/acre as required by Collier County. Road Design As found in the Water Quantity Data Table, minimum road crown elevations have been set at or above the peak design storm elevation. Perimeter Berm As found in the Water Quantity Data Table, minimum perimeter berm elevations have been set at or above the peak design storm elevation. Finished Floors As found in the Water Quantity Data Table, minimum finished floor elevations have been set at or above the peak design storm elevation. Certification and O&M Pursuant to Chapter 62-330.310, F.A.C., Individual Permits will not be converted from the construction phase to the operation phase until construction completion certification (CCC)of the project is submitted to and accepted by the District. This includes compliance with all permit conditions, except for any long-term maintenance and monitoring requirements. It is suggested that the permittee retain the services of an appropriate professional registered in the State of Florida for periodic observation of construction of the project. For projects permitted with an operating entity that is different from the permittee, it should be noted that until the CCC is accepted by the District and the permit is transferred to an acceptable operating entity pursuant to Sections 12.1 - 12.3, ERP AH Vol. I and Section 62-330.310, F.A.C., the permittee is liable for O&M in compliance with the terms and conditions of this permit. In accordance with Section 373.416(2), F.S., unless revoked or abandoned, all SWM systems and works permitted under Part IV of Chapter 373, F.S., must be operated and maintained in perpetuity. The efficiency of SWM systems, dams, impoundments, and most other project components will decrease over time without periodic maintenance. The O&M entity must perform periodic inspections to identify if Permit No: 11-109331-P, Page 4 of 18 16A11 there are any deficiencies in structural integrity, degradation due to insufficient maintenance, or improper operation of projects that may endanger public health, safety, or welfare, or the water resources. If deficiencies are found, the O&M entity is responsible for correcting the deficiencies in a timely manner to prevent compromises to flood protection and water quality. See Section 12.4, ERP AH Vol. I for Minimum Operation and Maintenance Standards. Notable project components requiring routine inspection and maintenance include but are not limited to: • Side slopes for stormwater lakes and ponds — maintain side slopes no steeper than 4:1 (horizontal:vertic al)to a depth of 2.0 feet below the control elevation and nurtured or planted from 2.0 feet below to 1.0 feet above the control elevation pursuant to Section 5.4.2, ERP AH Vol. II. • Conveyance pipes, conveyance structures and discharge structures—all pipes and structures must be inspected for structural integrity and be maintained clear of trash,sediment and vegetative debris. • Exfiltration trenches — all pipes and structures must be inspected for structural integrity and be maintained clear of trash, sediment and vegetative debris. • Swales—maintain the permitted cross-section and vegetative cover. • Underground storage facilities—all facilities must be inspected for structural integrity and be maintained clear of trash,sediment and vegetative debris. • Pumps—float switches should be inspected and any obstructions removed to ensure proper operation; intake and discharge pipes should be maintained clear of trash, sediment and vegetative debris; motors should be maintained to ensure proper operation. Permit No: 11-109331-P, Page 5 of 18 i ttiA11 Engineering Evaluation Tables: . Land Use Basin Land Area ac %of Total Type ( ) Basin Building Coverage 2.03 20.59 Impervious 3.26 33.06 Site Pervious 4.57 46.35 Total: 19.86 100% Water Quality Treatment Treatment Volume Volume Basin Required Provided Area(ac) j Type System (ac-ft) (ac ft) I Site I Treatment I DRY RETENTION 11.69 1.69 0.89 Water Quantity Storm Peak Allowable Elevation Precipitation Peak Stage(ft Min.EL(ft Basin Event Discharge Discharge Type (Yr/Day) Depth(in) NAVD88) NAVD88) Rate(cfs) Rate(cfs) It Finished 100Y3D 14.10 7.55 9.00 N/A 1 N/A Floor I1 Perimeter f ! r . Site Berm/ 25YR3D 11.40 7.10 8.00 0.46 11.48 Discharge Crown 10YR1 D 7.00 6.26 7.30 N/A N/A Bleeder 1 Basin i Control NAVD88) Structure Structure [ nt Type i Dia.(in) Invert EL(ft Receiving i YP NAVD88) Body r Site 1.75 OCS-1 Water 1 Circular 4.00 5.70 Bayshore Quality Orifice Dr. Inlets ' Basin' Control EL(ft Structure structure Count Type Length Width Crest EL(ft Receiving NAVD88) # Type (in) (in) NAVD88) Body Site i 1.75 OCS-1 SWM 11 i INLET;24.0 37.0 7.20 1 BDayshore Permit No:11-109331-P,Page 6 of 18 • 16A1 1 Environmental Evaluation: Wetland and OSW Description The project site contains one (1)wetland totaling 0.86 acre. Please see Exhibit No.3.0 for wetland location. The wetlands can generally be described as hydric pine flatwoods. Additional wetland descriptions are available in the ePermitling file. Wetland and OSW Impacts The project will result in 0.86 acre of wetland impacts as described in Environmental Data Table. Exhibit No. 3.0 identifies the locations of the wetlands being impacted. Secondary Impacts There are no secondary impacts associated with this application. Elimination and Reduction of Impacts The ecological value of the functions provided by the area of wetlands being impacted is low, based on a site specific analysis using the factors in Section 10.2.2.3 A.H. of Applicant's Handbook Volume I. The proposed mitigation will provide greater long term ecological value than the area of wetland to be adversely impacted,therefore the criteria of Section 10.2.1 of Applicant's Handbook Volume I have been met. Mitigation Plan To mitigate for the wetland impacts, the permittee will purchase 0.26 freshwater forested credits from Panther Island Mitigation Bank Extension as depicted in Exhibit 3.0. The amount of required mitigation was determined using the Uniform Mitigation Assessment Method in Chapter 62-345, F.A.C. Cumulative Impact Analysis The proposed mitigation is located within the same basin as the impacts, therefore pursuant to Section 10.2.8, ERP AH Vol. I,the project will not result in unacceptable cumulative impacts to the Basin. Fish,Wildlife,and Listed Species The project will include a small native vegetation preservation area that will be maintained according to Collier County requirements. The upland preserve area totals 0.31 acre. The preserve area contains a tree which has in the past supported a bald eagle nest.The nest is no longer present but the preserve area and included trees will be maintained in its natural condition and monitoring will occur to determine if nesting is undertaken in the future. A Bald Eagle Management Plan for the project is included in Exhibit No.3.1. No wetland-dependent endangered or threatened species or species of special concern were observed onsite.Submitted information indicates that potential use of the site by such species is minimal. This permit does not relieve the permittee from complying with all applicable rules and any other agencies' requirements if, in the future, endangered or threatened species or species of special concern are discovered on the site. Permit No: 11-109331-P, Page 7 of 18 16A11 Environmental Evaluation Tables: Summary Wetlands and Other Surface 0.86 acres Waters: Direct Impacts: 0.86 acres Secondary impacts: 0 acres Net UMAM Functional Loss! 0 units Gain: Total Onsite Mitigation Area: 0 acres Total Offsite Mitigation Area: 0 acres Total Mitigation Bank Credits Provided Total Mitigation Bank Type Credits Panther Island FF 0.26 Expansion Total: 0.26 The Grove Bayshore Activities ire Wetlands or Other Surface Waters,With Mitigation at a Bank Community Current With Ratio or Minimum ID Acres Description Bank Name Method Score Score Add'I factor Credits Needed W-1 0.86 Cypress-Pine- Panther Island UMAM 0.3 0 1 0.26 Cabbage Palm ,Expansion Total: 0.86 Permit No: 11-109331-P., Page 8 of 18 16A11 Related Concerns: Water Use Permit Status The permittee has indicated that a groundwater well will be used as a source for irrigation water for the project.Water Use Application No.230915-40403 is being processed concurrently with this permit. Water Use Application No.230915-2 is being reviewed concurrently for this project. This permit does not release the permittee from obtaining all necessary Water Use authorizations)prior to the commencement of activities which will require such authorization, including construction dewatering and irrigation. Water and Wastewater Service Collier County-Wasterwater City of Naples-Potable Water HistoricaU Archaeological Resources The District has received correspondence from the Florida Department of State, Division of Historical Resources indicating that no significant archaeological or historical resources are recorded on the project site;therefore,the project is unlikely to have an effect upon any such resources. This permit does not release the permittee from complying with any other agencies requirements in the event that historical and/or archaeological resources are found on the site. Permit No: 11-109331-P, Page 9 of 18 16A 1 1 General Conditions for Individual Environmental Resource Permits,62-330.350,F.A.C. 1. All activities shall be implemented following the plans, specifications and performance criteria approved by this permit. Any deviations must be authorized in a permit modification in accordance with rule 62-330.315, F.A.C. Any deviations that are not so authorized may subject the permittee to enforcement action and revocation of the permit under Chapter 373, F.S. 2. A complete copy of this permit shall be kept at the work site of the permitted activity during the construction phase,and shall be available for review at the work site upon request by the Agency staff. The permittee shall require the contractor to review the complete permit prior to beginning construction. 3. Activities shall be conducted in a manner that does not cause or contribute to violations of state water quality standards. Performance-based erosion and sediment control best management practices shall be installed immediately prior to, and be maintained during and after construction as needed, to prevent adverse impacts to the water resources and adjacent lands. Such practices shall be in accordance with the State of Florida Erosion and Sediment Control Designer and Reviewer Manual (Florida Department of Environmental Protection and Florida Department of Transportation, June 2007), and the Florida Stormwater Erosion and Sedimentation Control Inspector's Manual (Florida Department of Environmental Protection, Nonpoint Source Management Section, Tallahassee, Florida, July 2008), which are both incorporated by reference in subparagraph 62-330.050(9)(b)5., F.A.C., unless a project- specific erosion and sediment control plan is approved or other water quality control measures are required as part of the permit. 4. At least 48 hours prior to beginning the authorized activities, the permittee shall submit to the Agency a fully executed Form 62-330.350(1), "Construction Commencement Notice," (October 1, 2013), (httpi/ www.flrules.org/Gateway/reference.asp?No=Ref-02505),incorporated by reference herein, indicating the expected start and completion dates.A copy of this form may be obtained from the Agency, as described in subsection 62-330.010(5), F.A.C., and shall be submitted electronically or by mail to the Agency. However, for activities involving more than one acre of construction that also require a NPDES stormwater construction general permit, submittal of the Notice of Intent to Use Generic Permit for Stormwater Discharge from Large and Small Construction Activities, DEP Form 62-621.300(4)(b), shall also serve as notice of commencement of construction under this chapter and, in such a case, submittal of Form 62-330.350(1)is not required. 5. Unless the permit is transferred under rule 62-330.340, F.A.C., or transferred to an operating entity under rule 62-330.310, F.A.C., the permittee is liable to comply with the plans, terms, and conditions of the permit for the life of the project or activity. 6. Within 30 days after completing construction of the entire project, or any independent portion of the project,the permittee shall provide the following to the Agency,as applicable: a. For an individual, private single-family residential dwelling unit, duplex, triplex, or quadruplex- "Construction Completion and Inspection Certification for Activities Associated With a Private Single- Family Dwelling Unit"[Form 62-330.310(3)];or b.For all other activities-"As-Built Certification and Request for Conversion to Operational Phase'[Form 62-330.310(1)]. c. If available, an Agency website that fulfills this certification requirement may be used in lieu of the form. 7. If the final operation and maintenance entity is a third party: a. Prior to sales of any lot or unit served by the activity and within one year of permit issuance, or within 30 days of as-built certification, whichever comes first, the permittee shall submit, as applicable, a copy of the operation and maintenance documents(see sections 12.3 thru 12.3.4 of Volume I)as filed with the Florida Department of State, Division of Corporations, and a copy of any easement, plat, or deed restriction needed to operate or maintain the project, as recorded with the Clerk of the Court in the Permit No: 11-109331-P, Page 10 of 18 1 6 A 1 1 County in which the activity is located. b.Within 30 days of submittal of the as-built certification,the permittee shall submit"Request for Transfer of Environmental Resource Permit to the Perpetual Operation and Maintenance Entity" [Form 62-330.310(2)] to transfer the permit to the operation and maintenance entity, along with the documentation requested in the form. If available, an Agency website that fulfills this transfer requirement may be used in lieu of the form. 8. The permittee shall notify the Agency in writing of changes required by any other regulatory agency that require changes to the permitted activity, and any required modification of this permit must be obtained prior to implementing the changes. 9. This permit does not a. Convey to the permittee any property rights or privileges, or any other rights or privileges other than those specified herein or in Chapter 62-330, F.A.C.; b.Convey to the permittee or create in the permittee any interest in real property; c. Relieve the permittee from the need to obtain and comply with any other required federal, state, and local authorization,law, rule, or ordinance;or d.Authorize any entrance upon or work on property that is not owned, held in easement,or controlled by the permittee. 10. Prior to conducting any activities on state-owned submerged lands or other lands of the state, title to which is vested in the Board of Trustees of the Internal Improvement Trust Fund, the permittee must receive all necessary approvals and authorizations under Chapters 253 and 258, F.S. Written authorization that requires formal execution by the Board of Trustees of the Internal Improvement Trust Fund shall not be considered received until it has bean fully executed. 11. The permittee shall hold and save the Agency harmless from any and all damages, claims,or liabilities that may arise by reason of the construction, alteration,operation, maintenance, removal, abandonment or use of any project authorized by the permit. 12. The permittee shall notify the Agency in writing: a. Immediately if any previously submitted information is discovered to be inaccurate;and b.Within 30 days of any conveyance or division of ownership or control of the property or the system, other than conveyance via a long-term lease, and the new owner shall request transfer of the permit in accordance with Rule 62-330.340, FA.C.This does not apply to the sale of lots or units in residential or commercial subdivisions or condominiums where the stormwater management system has been completed and converted to the operation phase. 13. Upon reasonable notice to the permittee, Agency staff with proper identification shall have permission to enter, inspect, sample and test the project or activities to ensure conformity with the plans and specifications authorized in the permit. 14. If prehistoric or historic artifacts, such as pottery or ceramics, projectile points, stone tools, dugout canoes, metal implements, historic building materials, or any other physical remains that could be associated with Native American, early European,or American settlement are encountered at any time within the project site area, the permitted project shall cease all activities involving subsurface disturbance in the vicinity of the discovery. The permittee or other designee shall contact the Florida Department of State, Division of Historical Resources, Compliance Review Section (DHR), at (850)245-6333, as well as the appropriate permitting agency office. Project activities shall not resume without verbal or written authorization from the Division of Historical Resources. If unmarked human remains are encountered, all work shall stop immediately and the proper authorities notified in accordance with section 872.05, F.S. For project activities subject to prior consultation with the DHR and as an alternative to the above requirements,the permittee may follow procedures for unanticipated discoveries as set forth within a cultural resources assessment survey determined complete and sufficient by DHR and included as a specific permit condition herein. Permit No: 11-109331-P, Page 11 of 18 1 6 A 1 1 15. Any delineation of the extent of a wetland or other surface water submitted as part of the permit application,including plans or other supporting documentation,shall not be considered binding unless a specific condition of this permit or a formal determination under Rule 62-330.201, F.A.C., provides otherwise. 16. The permittee shall provide routine maintenance of all components of the stormwater management system to remove trapped sediments and debris. Removed materials shall be disposed of in a landfill or other uplands in a manner that does not require a permit under Chapter 62-330, F.A.C., or cause violations of state water quality standards. 17. This permit is issued based on the applicants submitted information that reasonably demonstrates that adverse water resource-related impacts will not be caused by the completed permit activity. If any adverse impacts result, the Agency will require the permittee to eliminate the cause, obtain any necessary permit modification, and take any necessary corrective actions to resolve the adverse impacts. 18. A Recorded Notice of Environmental Resource Permit may be recorded in the county public records in accordance with Rule 62-330.090(7), F.A.C. Such notice is not an encumbrance upon the property. Permit No: 11-109331-P, Page 12 of 18 16A11 Special Conditions for individual Environmental Resource Permits,62 330.350,F.A.C. 1. The construction authorization for this permit shall expire on the date shown on page 2. 2. Perpetual O&M of the SWM system shall be the responsibility of The Grove Bayshore Property Owners Association, Inc.. Upon completion of construction and in conjunction with submittal of the as-built certification, a request for transfer to the operating entity with supporting documentation must be submitted in accordance with General Condition No.7. 3. Prior to initiating construction activities associated with this ERP,the permittee is required to hold a pre- construction meeting with field representatives, consultants, contractors, District Environmental Resource Bureau(ERB)staff,and any other local government entities as necessary.The purpose of the pre-construction meeting is to discuss construction methods, sequencing, best management practices, identify work areas, staking and roping of preserves where applicable, and to facilitate coordination and assistance amongst relevant parties. To schedule a pre-construction meeting, please contact ERB staff from the Fort Myers Service Center at (239) 338-2929 or via e-mail at: precon@sfwmd.gov. When sending a request for a pre-construction meeting,please include the application number,permit number, and contact name and phone number. 4. This permit does not authorize the permittee to cause any adverse impact to or"take" of state listed species and other regulated species of fish and wildlife. Compliance with state laws regulating the take of fish and wildlife is the responsibility of the owner or permitee associated with this project.Please refer to Chapter 68A-27, F.A.C.for definitions of"take" and a list of fish and wildlife species. if listed species are observed onsite, FWC staff are available to provide decision support information or assist in obtaining the appropriate FWC permits. Most marine endangered and threatened species are statutorily protected and a °take" permit cannot be issued. Requests for further information or review can be sent to: FWCConservationPlanningServices@MyFWC.com. 5. Prior to commencement of construction,and in accordance with the work schedule herein, the permittee shall submit documentation from Panther Island Mitigation Bank Extension that 0.26 forested credits for this project have been paid for in full and deducted from the Panther Island Mitigation Bank Extension's ledger. 6. The permittee shall comply with the provisions of the eagle management plan approved for the site as shown on Exhibit No.3.1. Permit No: 11-109331-P,Page 13 of 18 16A1 1 Project Work Schedule for Permit No. 1 14 09331-P The following activities are requirements of this Permit and shall be completed in accordance with the Project Work Schedule below. Please refer to General Conditions, Special Conditions and/or Specific Conditions for more information.Any deviation from these time frames will require prior approval from the District's Environmental Resources Bureau and may require a modification to this permit. Such requests must be made in writing and shall include: (1) reason for the change, (2) proposed start/finish and/or completion dates,and(3)progress report on the status of the project. riata Condition No. Date Added N mbep)on(Application Due Date S shed 1 GC 4 — 111/1712023 Construction Prior to Construction Commencement Notice GC 6 11/17/2023 Submit Certification 130 Days After Construction 'Completion GC 7 11/17/2023 Submit Operation Transfer Within 30 days of Certification Request �— SC 3 11/17/2023 Pre-Construction Meeting Prior to Construction GC=General Condition SC=Special Condition Permit No: 11-109331-P,Page 14 of 18 1 ► 1 1 Distribution List The Grove Bayshore Property Owners Association, Inc. Andres Boral, Boral Engineering&Design, Inc Tim Hall,Turrell and Associates Inc Audubon of Florida Div of Recreation and Park-District 4 US Army Corps of Engineers-Permit Section Permit No: 11-109331-P,Page 15 of 18 1 $A11 Exhibits The following exhibits to this permit are incorporated by reference. The exhibits can be viewed by clicking on the links below or by visiting the District's ePermitting website at http;//my.sfwmd.gov/ePermitting and searching under this application number 230426-33;29. t_nhibit_No_t 'I Location Map Exhibit Nn:.2:0 Plans Exhibit No. 2.1 Calculation Exhibit N9. 3.0 Environmental Exhibits Exhibit No. 3.1 Bail Eagle Manggement Plen Exhibit No_4.0 O&M Documents Permit No: 11-109331-P, Page 16 of 18 16A11 NOTICE OF RIGHTS As required by Chapter 120, Florida Statutes, the following provides notice of the opportunities which may be available for administrative hearing pursuant to Sections 120.569 and 120.57, Florida Statutes,or judicial review pursuant to Section 120.68, Florida Statutes,when the substantial interests of a party are determined by an agency. Please note that this Notice of Rights is not intended to provide legal advice. Some of the legal proceedings detailed below may not be applicable or appropriate for your situation. You may wish to consult an attorney regarding your legal rights. RIGHT TO REQUEST ADMINISTRATIVE HEARING A person whose substantial interests are or may be affected by the South Florida Water Management District's (District) action has the right to request an administrative hearing on that action pursuant to Sections 120.569 and 120.57, Florida Statutes. Persons seeking a hearing on a District decision which affects or may affect their substantial interests shall file a petition for hearing in accordance with the filing instructions set forth herein within 21 days of receipt of written notice of the decision unless one of the following shorter time periods apply: (1)within 14 days of the notice of consolidated intent to grant or deny concurrently reviewed applications for environmental resource permits and use of sovereign submerged lands pursuant to Section 373.427, Florida Statutes; or (2) within 14 days of service of an Administrative Order pursuant to Section 373.119(1), Florida Statutes. "Receipt of written notice of agency decision" means receipt of written notice through mail, electronic mail, posting, or publication that the District has taken or intends to take final agency action. Any person who receives written notice of a District decision and fails to file a written request for hearing within the timeframe described above waives the right to request a hearing on that decision. If the District takes final agency action that materially differs from the noticed intended agency decision, persons who may be substantially affected shall, unless otherwise provided by law, have an additional point of entry pursuant to Rule 28-106.111, Florida Administrative Code. Any person to whom an emergency order is directed pursuant to Section 373.119(2), Florida Statutes, shall comply therewith immediately, but on petition to the board shall be afforded a hearing as soon as possible. A person may file a request for an extension of time for filing a petition. The District may grant the request for good cause. Requests for extension of time must be filed with the District prior to the deadline for filing a petition for hearing. Such requests for extension shall contain a certificate that the moving party has consulted with all other parties concerning the extension and whether the District and any other parties agree to or oppose the extension. A timely request for an extension of time shall toll the running of the time period for filing a petition until the request is acted upon. FILING INSTRUCTIONS A petition for administrative hearing must be filed with the Office of the District Clerk. Filings with the Office of the District Clerk may be made by mail, hand-delivery, or e-mail. Filings by facsimile will not be accepted. A petition for administrative hearing or other document is deemed filed upon receipt during normal business hours by the Office of the District Clerk at the District's headquarters in West Palm Beach, Florida. The District's normal business hours are 8:00 a.m. — 5:00 p.m., excluding weekends and District holidays. Any document received by the Office of the District Clerk after 5:00 p.m. shall be deemed filed as of 8:00 a.m. on the next regular business day. Additional filing instructions are as follows: • Filings by mail must be addressed to the Office of the District Clerk, 3301 Gun Club Road, West Palm Beach, Florida 33406. ;tev I. 3 20 Permit No: 11-109331-P, Page 17 of 18 16A 1 1 • Filings by hand-delivery must be delivered to the Office of the District Clerk. Delivery of a petition to the District's security desk does not constitute filing. It will be necessary to request that the District's security officer contact the Office of the District Clerk. An employee of the District's Clerk's office will receive and process the petition. • Filings by e-mail must be transmitted to the Office of the District Clerk at clerk@sfwmd.gov. The filing date for a document transmitted by electronic mail shall be the date the Office of the District Clerk receives the complete document. INITIATION OF ADMINISTRATIVE HEARING Pursuant to Sections 120.54(5)(b)4. and 120.569(2)(c), Florida Statutes, and Rules 28-106.201 and 28-106.301, Florida Administrative Code, initiation of an administrative hearing shall be made by written petition to the District in legible form and on 8 1/2 by 1'1 inch white paper. All petitions shall contain: 1. Identification of the action being contested, including the permit number, application number, District file number or any other District identification number, if known. 2. The name, address, any email address, any facsimile number, and telephone number of the petitioner, petitioner's attorney or qualified representative, if any. 3. An explanation of how the petitioner's substantial interests will be affected by the agency determination. 4.A statement of when and how the petitioner received notice of the District's decision. 5. A statement of all disputed issues of material fact. If there are none,the petition must so indicate. 6. A concise statement of the ultimate facts alleged, including the specific facts the petitioner contends warrant reversal or modification of the District's proposed action. 7. A statement of the specific rules or statutes the petitioner contends require reversal or modification of the District's proposed action. 8. If disputed issues of material fact exist, the statement must also include an explanation of how the alleged facts relate to the specific rules or statutes. 9.A statement of the relief sought by the petitioner, stating precisely the action the petitioner wishes the District to take with respect to the District's proposed action. MEDIATION The procedures for pursuing mediation are set forth in Section 120.573, Florida Statutes, and Rules 28-106.111 and 28-106.401—.405, Florida Administrative Code. The District is not proposing mediation for this agency action under Section 120.573, Florida Statutes, at this time. RIGHT TO SEEK JUDICIAL REVIEW Pursuant to Section 120.68, Florida Statutes, and in accordance with Florida Rule of Appellate Procedure 9.110,a party who is adversely affected by final District action may seek judicial review of the District's final decision by filing a notice of appeal with the Office of the District Clerk in accordance with the filing instructions set forth herein within 30 days of rendition of the order to be reviewed, and by filing a copy of the notice with the appropriate district court of appeals via the Florida Courts E-Filing Portal. F ey '1'6L'`i 2 Permit No: 11-109331-P, Page 18 of 18