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Home My WebLink AboutFR/SR Exhibit 10Execution Document • SCHEDULE 1(a) Real Property Legal Description: Lots 1 through 10, Block "C", LA. DANN SUBDIVISION, according to the Plat, as recorded in Plat Book 1, Page 36, of the Public Records of Miami -Dade County, Florida. StreetAddress: 1110 NE 1 at Avenue Miami, FL 33142 Execution Document SCHEDULE 1(b) Personal Property PLANT EQUIPMENT Mech. Hoist System Install Meter @AA Arena & Alarm Point Install Tank & Pipe Brominator Security System — New wire to the readers (Exit Reader for the Main Gate) OLD Security System — Pegasys card access system installation. Modular full -Feathered T11FT1 Multiplexer designed to support aq wide range of en -user applications. Security System — Update New wire to the readers (Exit Reader for the Main Gate) Security System Network Config. Attempts to link site with Tampa. Equipment Phase I (see attached) Equipment Phase 11 (see attached) COMPUTER EQUIPMENT 2800 Series 10S, Cisco 8 to 16 MB, Serial.Want interface Card Cisco 10/100 Ethernet Router W/2 WIC Slots 1 network MOD Slot Adtran TSU Dual FXD Opt WIID Adtran TSU 100 Dual voice plus on, HS Smartnet , Pro rate Maint to start 12116/01—8/31/02 Ultragrade, CPU, Class II Transformer, Touchpad & Display, Output Module 4DNS EBI UPGRADE Execution Document SCHEDULE 1Jc) Assigned and Assumed Contracts A. Client Contract.% 1. District Cooling Service Agreement, dated and effective as of December 1, 2000, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and Technology Center of the Americas LLC. 2. District Cooling Service Agreement, dated and effective as of December 1, 2000, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and NAP of the Americas, Inc., as amended by Amendment No. 1 to the District Cooling Service Agreement by and between TECO Thermal Systems, Inc. (formerly, FPL Thermal Systems, Inc.) and NAP of the Americas, Inc., dated as of September 1, 2002. 3. District Cooling Service Agreement, dated and effective as of April 15, 1998, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and Basketball Properties, Ltd., as amended by that certain Amendment, dated May 11,1998, between FPL Thermal Systems, Inc. and. Basketball. Properties, Ltd. B. Vendor Agreements; 1. Service Agreement, dated December 31, 2003, by and between TECO Energy Services, Inc. (now known as BGA, Inc.) and TECO Thermal Systems, Inc. C. Other Related Agreements: 1. District Cooling Access and Easement Agreement, dated and effective as of December 1, 2000, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and Technology Center of the Americas, LLC. Execution Document SCHEDULE 1(d1 Excluded Assets Accounts receivable and cash of TECO Thermal Systems, Inc. are excluded from the assets being transferred. Execution Document SCHEDULE 2(al Seller Bank Account/Wire Instructions. TECC Solutions JP Morgan Chase, NY ABA #021-000-021 Account #304282359 Execution Documen SCHEDULE 5 Permitted Exceptions 1. Matters set forth at Schedule B of Tile Insurance Commitment No. , dated and issued by Taxes and assessments for the year 2005 and subsequent years, which are not yet due and payable, 2. As to Lots 1, 2, 3, 8, 9 and 10 only: Deed made by Harvey Rendelman and Rose Rendelmen to the State of Florida dated January 3, 1968 filed January 11, 1968 under Clerk's File No. 68R 6312, conveys "Limited Access Rights Only, all rights of ingress, egress, light, air and view along the North line of Lot 3, Block "C", J.A. DANN'S SUBDIVISION recorded in Plat Book 1, page 36, Dade". 3. As to Lots 1, 2, 3, 8, 9, and 10 only: Order of Taking (in Eminent Domain Proceeding) "State Road Department of Florida vs. David Aderly, etal." Case No. 67-4570, recorded May 22, 1967 under Clerk's File No. 67R-78462, conveys "Limited Access Rights Only, all rights of ingress, egress, light, air and view along the North line of Lot 2, Block "C", J.A. DANN'S SUBDIVISION, Nat Book 1, page 36, Dade." 4. As to Lots 4 and South 10 feet of Lot 5, and all of Lots 6 and 7 only: Restrictions and easements contained in the following instrument: Deed to State of Florida dated February 7, 1968, filed February 7, 1968 under Clerk's File No. 68R-23858, Miami -Dade County, Florida. This instrument contains the following language: "Limited Access Rights Only - all rights of ingress and egress, light, air and view along the North line of Lot 4, Block "C", Plat Book 1, page 36", 5. Agreement for Water and Sanitary Sewage Facilities filed September 22, 1998 in Official Records Book 182844, Page 178. 6. Mesne Resolutions and Ordinances re: The Metromover Phase I Project, the last of which was filed September 15, 1997 in Official Book 17789, Page 637. Execution Document SCHEDULE 10(a)(iii) Seller's Knowledge Bruce Christmas Gordon Gillette William Cantrell Execution Document SCHEDULE 10(alOv) Known Claims Pursuant to an inspection of the Chiller Plant by or on behalf of Environmental Resources Management that took place on or about November 21, 2005, Seller received a Pollution Prevention Field Notice (the "Notice") requiring that the Seller apply for an 1W-5 Permit with the DERM Industrial Facilities Station. The Seller is reviewing this Notice and is in the process of preparing suitable application materials for the permit referenced in the Notice. Execution Document SCHEDULE 10(a)(ix) Seller's Brokers 1, International Management Consultants 2. BOA, Inc. Execution Document SCHEDULE 1O(bNviiI Buyer's Brokers None. Execution Document SCHEDULE 11(b) Required Consents and Approvals 1. District Cooling Service Agreement, dated and effective as of December 1, 2000, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and Technology Center of the Americas LLC. 2. District Cooling Service Agreement, dated and effective as of December 1, 2000, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and NAP of the Americas, Inc., as amended by Amendment No, 1 to the District Cooling Service Agreement by and between TECO Thermal Systems, Inc. (formerly, FPL Thermal Systems, Inc.) and NAP of the Americas; Inc., dated as of September 1, 2002. 3. District Cooling Service Agreement, dated and effective as of April 15,1998, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and Basketball Properties, Ltd., as amended by that certain Amendment, dated May 11, 1998, between FPL Thermal Systems, Inc. and Basketball Properties, Ltd. 4. Service Agreement, dated December 31, 2003, by and between TECO Energy Services, Inc. (now know as BGA, Inc.) and TECO Thermal Systems, Inc. 5. Termination of the Franchise Agreement between the City of Miami and TECO Thermal Systems, Inc. dated June 8, 1998 S. District Cooling Access and Easement Agreement, dated and effective as of December 1, 2000, by and between FPL Thermal Systems, Inc. (now known as TECO Thermal Systems, Inc.) and Technology Center of the Americas, LLC.