Heritage Landing Community Development District

Board of Supervisors’ Meeting
December 10, 2020

District Office: 2806 N. Fifth Street Unit 403
St. Augustine, FL 32084 www.heritagelandingcdd.org

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT

Rizzetta & Company, Inc., 2806 North Fifth Street, Unit 403, St Augustine, FL 32084

Board of Supervisors	Alan Fernandez Robert Och Achara Tarfa Michael Taylor Kevin Austin	Vice Chairman Assistant Secretary Assistant Secretary Assistant Secretary Board Member	
District Manager	Melissa Dobbins	Rizzetta & Company, Inc.	
District Counsel	Wes Haber	Hopping Green & Sams, P.A.	
District Engineer	Scott Lockwood	England-Thims & Miller, Inc.	

All cellular phones must be placed on mute while in the meeting room.

The first section of the meeting is called Audience Comments, which is the portion of the agenda where individuals may make comments on Agenda Items. The final section of the meeting will provide an additional opportunity for Audience Comments on other matters of concern that were not addressed during the meeting. Individuals are limited to a total of three (3) minutes to make comments during these times.

Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations to participate in this meeting/hearing/workshop is asked to advise the District Office at least forty-eight (48) hours before the meeting/hearing/workshop by contacting the District Manager at (904) 436-6270. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1-800-955-8771 (TTY)
1-800-955-8770 (Voice), who can aid you in contacting the District Office.

A person who decides to appeal any decision made at the meeting/hearing/workshop with respect to any matter considered at the meeting/hearing/workshop is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made including the testimony and evidence upon which the appeal is to be based.

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
DISTRICT OFFICE  2806 N. FIFTH STREET  UNIT 403  ST AUGUSTINE, FL 32084  904-436-6270
www.heritagelandingcdd.org

Board of Supervisors Heritage Landing Community Development District

Dear Board Members:

AGENDA

December 3, 2020

The regu la r m eet in g of th e Boa rd of S uper v i s or s of t he H er i t age Landi ng 
Com munity Development District will be held on Thursday, December 10, 2020 at 10:00 a.m. at the Heritage Landing Amenity Center, located at 370 Heritage Landing Parkway, St. Augustine, Florida 32092. The following is the agenda for this meeting.
CALL TO ORDER/ROLL CALL
PUBLIC COMMENTS ON AGENDA ITEMS ONLY
BUSINESS ADMINISTRATION
Administration of Oath of Office	Tab 1
Consideration of Resolution 20201-01, Redesignating Officers	Tab 2
Consideration of the Board of Supervisors’ Regular Meeting Minutes
held on November 12, 2020	Tab 3
B.	Ratification of the Operation and Maintenance Expenditures for
October 2020	Tab 4
STAFF REPORTS
District Counsel
District Engineer
Security Update
Landscape and Maintenance
1.) BrightView Landscape Report, December 1, 2020	Tab 5
2.) Consideration of Proposals for Sunshine Ligustrum at Swallowtail
(Under Separate Cover)
3.) Consideration of Proposals FOR Tree Install at Silver Glen
(Under Separate Cover)
Amenity Center and Field Maintenance
1.) Amenity Manager Report, December 2020	Tab 6
i.) Discussion Regarding Heritage Landing Logo Submissions
ii.) Consideration of Proposals for Music License	Tab 7
2.) Field Maintenance Manager Report, November 30, 2020	Tab 8
3.) Charles Aquatics Pond Report, November 20, 2020	Tab 9
District Manager
BUSINESS ITEMS
Discussion Regarding Teen Amenity Center Options
Consideration of Vesta Proposal for Al-a-cart Services (under separate cover)
Discussion Regarding Procedure for Small Projects
AUDIENCE COMMENTS AND SUPERVISOR REQUESTS
ADJOURNMENT
I look forward to seeing you at the meeting. In the meantime, if you have any questions, please do not hesitate to contact me at (904) 436-6270.
Very truly yours, Melissa Dobbins Melissa Dobbins
Heritage Landing Community Development District

CALL TO ORDER / ROLL CALL

AUDIENCE COMMENTS ON AGENDA ITEMS

BUSINESS ADMINISTRATION

Tab 1

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
BOARD OF SUPERVISORS OATH OF OFFICE

I, 	, A CITIZEN OF THE STATE OF FLORIDA AND OF THE UNITED STATES OF AMERICA, AND BEING EMPLOYED BY OR AN OFFICER OF HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT AND A RECIPIENT OF PUBLIC FUNDS AS SUCH EMPLOYEE OR OFFICER, DO HEREBY SOLEMNLY SWEAR OR AFFIRM THAT I WILL SUPPORT THE CONSTITUTION OF THE UNITED STATES AND OF THE STATE OF FLORIDA.

Board Supervisor
ACKNOWLEDGMENT OF OATH BEING TAKEN STATE OF FLORIDA
COUNTY OF ST. JOHNS
The foregoing oath was administered before me by means of ▢physical  presence
or	▢ online	notarization	this	 		day	of	 	,	2020,	by

personally known to me or has produced

,  who  personally  appeared  before  me,  and  is
as identification,

and is the person described in and who took the aforementioned oath as a Member of the
Board of Supervisors of the Heritage Landing Community Development District and acknowledged to and before me that he/she took said oath for the purposes therein expressed.

(NOTARY SEAL)

Notary Public, State of Florida

Print Name:  	

Commission No.: 	Expires:  	

Tab 2

RESOLUTION 2021-01

A RESOLUTION OF THE BOARD OF SUPERVISORS OF HERITAGE LANDING	COMMUNITY	DEVELOPMENT	DISTRICT REDESIGNATING THE OFFICERS OF THE DISTRICT, AND PROVIDING FOR AN EFFECTIVE DATE

WHEREAS, Heritage Landing Community Development District (hereinafter the “District”) is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated entirely within St. Johns County, Florida; and

WHEREAS, the Board of Supervisors of the District desires to designate the Officers of the District.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT:

Section 1. 		is appointed Chairman.

Section 2. 		is appointed Vice Chairman.

Section 3. 		is appointed Assistant Secretary.
 		is appointed Assistant Secretary.
 		is appointed Assistant Secretary.
 		is appointed Assistant Secretary.
 		is appointed Assistant Secretary.

Section 4. This Resolution shall become effective immediately upon its adoption.

PASSED AND ADOPTED THIS 10th DAY OF DECEMBER, 2020.

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT

CHAIRMAN/VICE CHAIRMAN

ATTEST:

SECRETARY/ASST. SECRETARY

Tab 3

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
November 12, 2020 Minutes of Meeting
Page 1

1	MINUTES OF MEETING
2
Each person who decides to appeal any decision made by the Board with respect to any
matter considered at the meeting is advised that the person may need to ensure that a
verbatim record of the proceedings is made, including the testimony and evidence upon which
such appeal is to be based.
7
8	HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
9
The regular meeting of the Heritage Landing Community Development District was held on
Thursday, November 12, 2020 at 6:00 p.m. at the Heritage Landing Amenity Center, located at
370 Heritage Landing Parkway, St. Augustine, Florida 32092. The following is the agenda for
this meeting.
14
15	Present and constituting a quorum:
16
Timothy Fleming	Board Supervisor, Chairman (via speakerphone)
Alan Fernandez	Board Supervisor, Vice Chairman
Robert Och	Board Supervisor, Assistant Secretary
Achara Tarfa	Board Supervisor, Assistant Secretary
Michael Taylor	Board Supervisor, Assistant Secretary
22
23	Also present were:
24
Melissa Dobbins	District Manager, Rizzetta & Company, Inc.
Wes Haber	District Counsel, Hopping Green & Sams, P.A.
(via speakerphone)
Scott Lockwood	District Engineer, England-Thims & Miller
Jacqueline Naumann	Facility Manager, Vesta Property Services
Lourens Erasmus	Field Operations Manager, Vesta Property Services
Dan Fagen	Director of Operations, Vesta Property Services
Scott Smith	Director of Operations, Vesta Property Services
Billy Buerki	Representative, BrightView Landscaping
(via speakerphone)
Nathan Scott	Representative, Giddens Security (via speakerphone)
36
37	Public via Teleconference Present
38
39	FIRST ORDER OF BUSINESS	Call to Order
40
41	Mr. Fernandez called the meeting to order at 6:05 p.m. and read the roll call.
42
43	SECOND ORDER OF BUSINESS	Public Comments
44
A public comment was made in appreciation of the ability for residents to be able to call into this
meeting.
47
48
49
50

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT	
				November 12, 2020 Minutes of Meeting	
				Page 2	
51	THIRD ORDER OF BUSINESS	Consideration of the Board of Supervisors’	
52			Regular Meeting held on October 8, 2020	
53					
	On a motion by Mr.	Taylor, seconded by Mr.	Fernandez, with all in favor, the Board	
approved the minutes of the Board of Supervisors’ Regular Meeting held October 8, 2020	
for Heritage Landing Community Development District.	
54					
55	FOURTH ORDER OF BUSINESS	Ratification of the Operation and	
56		Maintenance Expenditures for September	
57	2020
58

On a motion by Mr. Taylor, seconded by Mr. Och, with all in favor, the Board ratified the Operation and Maintenance Expenditures for September 2020 in the amount of
$122,616.51 for Heritage Landing Community Development District.

59
60	FIFTH ORDER OF BUSINESS	Staff Reports
61
A.	District Engineer
1.)	Update on Teen Amenity Center Options
Ms. Tarfa reviewed pro’s and con’s regarding Teen Options and discussed Teen
Center alternative location plans drafted by the District Engineer.
66
The Board also discussed Trail Fitness Equipment options and possible locations.
The  Board  directed  Mr.  Erasmus  to  review  trail  or  best  spots  to  install fitness
equipment and send out a survey to have resident comments on the type of
equipment choices and rank them.
71
The Board will further review these topics more and set a budget at the December
2020 meeting.
74
B.	District Counsel
Mr.  Taylor requested Counsel to  give  an update regarding the Governor possibly
allowing virtual meetings again. Mr. Haber noted that there isn’t any update at this
time, but is aware that some CDD’s are canceling meetings and putting pressure
on the Governor by hiring legal representation.
80
81	C.	Security Update
82		Mr. Scott provided security update since the last meeting.	
83					
84	D.	Landscape and Maintenance		
85		1.) BrightView Landscape Report, November 5, 2020	
86		Mr. Buerki reviewed report found behind Tab 3 of the agenda and presented two	
87		(2) options for further improvement of the FPL area (Exhibit A). Discussions	
88		ensued.			
89					
On a motion by Mr.	Taylor, seconded by Mr.	Fernandez, with all in favor, the Board	
approved BrightView proposal for FPL Area Refurbishment in the amount of $1,727.38 for	
Heritage Landing Community Development District.	
90

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
November 12, 2020 Minutes of Meeting
Page 3
91		Mr. Fernandez then requested Mr. Buerki to provide proposal for Sunshine	
92		Ligustrum along Swallowtail Lane for the next meeting.	
93			
94	E.	Amenity Center and Field Maintenance	
95		1.) Amenity Manager Report, November 2020	
96		i.) Presentation of Heritage Landing New LogoSubmissions	
97		2.) Field Maintenance Manager Report, October 29, 2020	
98		3.) Charles Aquatics Pond Report, October 22, 2020	
99		Ms. Naumann acknowledged Mr. Fleming for his dedication and years of service	
100		on the CDD Board. She then reviewed her report found under Tab 4 of the	

101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116

agenda. She stated the gym will be closed for two (2) hours for an installation,
which she noted will be a surprise. She also requested approval to purchase additional weights for the Smith Machine. The Board approved the Amenity Manager to purchase small necessary items when needed for the center, but noted they should approve a specific threshold at the next meeting.

The Board discussed additional holiday lights at the amenity center and requested Staff to inform the Community when they would all be turned on to make a small event out of it.

The Board tabled the Heritage Landing Logo topic until the next meeting.

Mr. Erasmus reviewed his report under Tab 5 of the agenda. He noted community signage (street signs and traffic signs) needs to be cleaned and painted. Discussions ensued.

On a motion by Mr. Fernandez, seconded by Mr. Taylor, by majority vote, with Mr. Fleming opposed, the Boar approved additional Vesta Field Maintenance hours with a not to exceed amount of $3,000.00, at an hourly rate of $27.00 to have Vesta Maintenance Staff clean and paint community signage over the next couple of months for Heritage Landing Community Development District.

117
The Board also discussed additional sidewalk pressure washing and field service
hours. The Board requested proposals for the next meeting.

Mr. Erasmus reviewed proposal behind Tab 6. The Board discussed alternative
options besides fencing at FPL and SR 16 to block access. The Board
requested a proposal for a row of trees.

F.	District Manager
126	Ms. Dobbins reported that the District received $377.20 from the vending machine	
127	company from July 2020 through September 2020. She also updated the Board	
128	that she inquired with the St. Augustine Record if the fee for on-line advertising	
129	could be removed and if the District could only be charged to advertise in the hard	
130	copy newspaper. The St. Augustine Record stated that it is one inclusive fee and	
131	automatically gets posted in both places. The invoice splits it up in that way for	
132	internal accounting reasons. The Board noted if there was a less expensive paper	
133	that met the legal requirements to proceed in using them.	
134		
135		
136		

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
November 12, 2020 Minutes of Meeting
Page 4

Both Counsel and the District Manager noted that they were not aware of any
other paper for the St. Johns county area, but if someone provided an alternative
to Staff we would review and see if it did meet the legal requirements to advertise
for District meetings.

SIXTH ORDER OF BUSINESS	Review of Vesta Services in light of Removal
of Lifestyle Services

The Board reviewed amendments under Tab 8, to Vesta’s services regarding activities provided
by Vesta or an independent contractor at no cost to the District. In addition, foregoing its exclusive
right to offer and perform all personalized instruction. Discussions ensued.

On a motion by Mr. Fernandez, seconded by Mr. Taylor, with all in favor, the Board approved amendments, as presented, for Vesta Services Agreement for Heritage Landing Community Development District.

The Board directed the District Manager to work with the Amenity Manager to set up a procedure
and policy to allow private instruction at the amenity facility.

The Board also requested they review al-a-cart services with Vesta to hold special events at the
next meeting. In the meantime, the Board authorized Vesta to organize a holiday event.

On a motion by Ms. Tarfa, seconded by Mr. Fernandez, by majority vote, with Mr. Fleming and Mr. Taylor opposed, the Board authorized Vesta to organize a Holiday Event with a not to exceed amount of $250.00 for Heritage Landing Community Development District.

SEVENTH ORDER OF BUSINESS	Audience Comments and Supervisors
Request

Mr. Austin noted he is excited to join the Board and agrees with dressing up the Heritage Room
and would like a large television in the room to help with meetings.

Mr. Taylor acknowledged all the achievements and items that have been completed during his
years on the Board with Mr. Fleming being Chairman and thanked him for his services.

Ms. Tarfa requested the Board to discuss the procedure on how they and/or staff should handle
small projects.

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT
November 12, 2020 Minutes of Meeting
Page 5	
180
181
182	
EIGHTH ORDER OF BUSINESS	
Adjournment	
	On a motion by Mr. Fernandez seconded by Mr. Taylor, with all in favor, the Board adjourned the meeting at 9:19 p.m. for Heritage Landing Community Development District.	

183		
184		
185		
186	 		 		
187	Secretary/Assistant Secretary	Chairman/Vice Chairman	
188		
189		
190		
191		
192		
193		
194		
195		
196		

Tab 4

HERITAGE LANDING COMMUNITY DEVELOPMENT DISTRICT

DISTRICT OFFICE · 2806 N. FIFTH STREET · UNIT 403 · ST. AUGUSTINE, FLORIDA 32084

Operation and Maintenance Expenditures
October 2020 Presented For Board Approval

Attached please find the check register listing the Operation and Maintenance expenditures paid from October 1, 2020 through October 31, 2020. This does not include expenditures previously approved by the Board.

The total items being presented: $90,050.26

Approval of Expenditures:

 	 Chairperson

 	 Vice Chairperson

 	 Assistant Secretary

Heritage Landing Community Development District

Paid Operation & Maintenance Expenditures	
October 1, 2020 Through October 31, 2020	

Vendor Name		
Check Number  Invoice Number		
Invoice Description		
Invoice Amou	

Advanced Disposal	
007756	
PW0000091265	
Amenity Recycle Services 10/20	
$	
175.40	
Alan Fernandez	007769	AF100820	Board of Supervisors Meeting 10/2020	$	200.00	
BrightView Landscape Services, Inc.	007757	7011986	Irrigation Repair 09/20	$	688.76	
BrightView Landscape Services, Inc.	007778	7015373	Landscape Maintenance 10/20	$ 16,249.00	
BrightView Landscape Services, Inc.	007785	7052287	Irrigation Repair 10/20	$	717.50	
Charles Aquatics, Inc.	007780	39842	Monthly Aquatic Mgmt Svcs - 13 Ponds	$	975.00	
			10/20			
Charles Aquatics, Inc.	007758	39965	Pond 8 Fountain Replaced 2 Light Bulbs	$	60.00	
Chiller Medic, Inc.	007759	4674	Qtrly Maint 09/20	$	285.00	
Chiller Medic, Inc.	007759	4781	AC Repair 09/20	$	186.00	
Chiller Medic, Inc.	007759	4786	AC Repair 09/20	$	1,000.00	
Comcast	007786	8495 74 140 0429787	370 Heritage Landing Parkway 10/20	$	420.42	
		10/20				
Dan S. Crawford IV dba Gary's Home	007760	000101	Pressure Washing Monuments & Entrance	$	647.00	
Services			09/20			
de Beaubien, Simmons, Knight,	007761	436251	Legal Assistance for A. Tarfa	$	60.00	
Mantzaris & Neal LLP dba DSK						

Heritage Landing Community Development District

Paid Operation & Maintenance Expenditures	
October 1, 2020 Through October 31, 2020	

Vendor Name		
Check Number  Invoice Number		
Invoice Description		
Invoice Amou	

England Thims & Miller, Inc.	
007787	
0195676	
General Consulting Services 09/20	
$	
801.00	
Florida Department of Revenue	007781	658015563124-2	Sales and Use Tax 09/2020	$	63.01	
		Sales and Use Tax				
Florida Power & Light Company	007762	87098-35048 9/20	County Rd 13 N 09/20	$	3,761.15	
Florida Power & Light Company	007771	FPL Summary 09/20	Electric Summary 09/20	$	3,416.80	
Giddens Security Corporation	007763	23460960	Security Guard Contract 09/20	$	4,270.00	
Hopping Green & Sams	007788	117753	General/Monthly Legal Services 08/20	$	2,638.29	
Leslie Achara McNair-Tarfa	007768	AT100820	Board of Supervisors Meeting 10/20	$	200.00	
M&G Holiday Lighting	007772	1620	Holday Lighting 10/20	$	2,834.05	
McCall Tree Health & Consulting, Inc.	007773	1794	Arborist Report 09/20	$	306.75	
Michael C. Taylor	007775	MT100820	Board of Supervisors Meeting 10/2020	$	200.00	
NEWAGETUTORS LLC dba.	007777	1991	Website ADA Compliance 10/20	$	250.00	
VGlobaltech						
Poolsure	007764	131295595517	Monthly Pool Maint & Chemicals 10/20	$	1,904.96	
Rizzetta & Company, Inc.	007765	INV0000053360	District Management Fees 10/20	$	5,800.00	

Heritage Landing Community Development District

Paid Operation & Maintenance Expenditures	
October 1, 2020 Through October 31, 2020	

Vendor Name		
Check Number  Invoice Number		
Invoice Description		
Invoice Amou	

Rizzetta & Company, Inc.	
007765	
INV0000053616	
Assessment Roll FY 20/21	
$	
5,000.00	
Rizzetta Technology Services, LLC	007782	INV0000006411	Website Hosting Services 10/20	$	100.00	
Robert Och	007774	RO100820	Board of Supervisors Meeting 10/2020	$	200.00	
St. Johns County Utility Department	007766	503699-115198 09/20 370 Heritage Landing Blvd/Amenity Center	$	516.95	
			09/20			
St. Johns County Utility Department	007766	533275-126033 09/20 570 Steamboat Landing Dr 09/20	$	12.98	
The St. Augustine Record Dept 1261	007789	09242020 09/30	Acct #15635 Legal Advertising 09/20	$	157.07	
Timothy Fleming	007770	TF100820	Board of Supervisors Meeting 10/2020	$	200.00	
Turner Pest Control, LLC	007783	11012020	Annual Termite Bond 2020	$	575.00	
Turning Point at Calvary	007779	101220	Christmas Tree 10/20	$	125.00	
Vesta Property Services, Inc.	007767	374126	Camp Heritage Fees 10/20 1st Half	$ 13,734.90	
Vesta Property Services, Inc.	007784	374127	Camp Heritage Fees 10/20 2nd Half	$ 13,734.90	
Vesta Property Services, Inc.	007767	374344	Additional Office Hours 09/20	$	1,075.08	
Vesta Property Services, Inc.	007776	374680	Lifeguard 09/20	$	4,883.29	

Heritage Landing Community Development District
Paid Operation & Maintenance Expenditures
October 1, 2020 Through October 31, 2020	

Vendor Name		
Check Number  Invoice Number		
Invoice Description		
Invoice Amou	

Wayne Automatic Fire Sprinklers Inc.	
007790	
845087	
Fire Extinguisher Repairs 10/20	
 $		
1,625.00	

Report Total	
 $ 90,050.26	

STAFF REPORTS

District Counsel

District Engineer

SECURITY UPDATE

Landscape and  Maintenance

Tab 5

Quality Site Assessment

General Information

Property Name: Heritage Landing @ WGV
Date: Tuesday, December 01, 2020
Next Inspection Date: Saturday, January 04, 2020
Client Attendees:
Brightview Attendees: William Buerki

CUSTOMER FOCUS AREA:

Amenities, Heritage Landing pkwy, Common elements

MAINTENANCE ITEMS:

Fall flowers are still performing well. Crew is removing weeds and dead heads from flowers weekly to promote healthy growth.

..2) Maintenance crew has begun their contractual limb ups on non-mow weeks. We will be working from the back of Heritage Landing Parkway towards the front.

..4) Sod replacement at multipurpose field is scheduled to be completed weekending December 6.
This work will be completed at no charge to the community as the damage fell under our management of the turf.

3) Approved refurbishment of the powerline area on Heritage Landing Parkway is scheduled to be completed weekending December 6
5) Overall turf health throughout the community is good. The color is what is to be expected this time of year and weed populations are under control.

..6) Turf weeds have been treated at the entrance to Legacy as well as the common ground on Silver Glen.

7) Maintenance crew is servicing each of the cul-de-sacs throughout the community to be sure they are trash free and the population of weeds are being controlled in the plant beds.

RECOMMENDATIONS FOR PROPERTY ENHANCEMENTS:

1) Developing a proposal for the back of Silver Glen to stop residence from cutting through turf area to side Road. We will have this proposal ready to present at the next meeting.

NOTES TO OWNER/CLIENT:

Sunshine ligustrum were replaced at roundabout. There was no charge for these plants as they were warranty from recent install. I will be bringing out one additional sunshine ligustrum in the coming week to replace another that was failing.
Conditions have been ideal for brown patch fungus in the Saint Augustine turf. We did see a few spots pop up and scheduled treatment immediately. We will monitor the presence of fungus over the coming weeks and treat as needed to hold it at bay. This fungus does not kill the turf but will strip it of its green color. Green color will return in the spring months.

BrightView.com

Confidential Page 1 of 3

Quality Site Assessment

Fall flowers are still performing well. Crew is removing weeds and dead heads from flowers weekly to promote healthy growth.

[ 1 / 6 ]

Maintenance Items

Maintenance crew has begun their contractual limb ups on non-mow weeks. We will be working from the back of Heritage Landing Parkway towards the front.

[ 2 / 6 ]

Maintenance Items

Approved refurbishment of the powerline area on Heritage Landing Parkway is scheduled to be completed weekending December 6

[ 3 / 6 ]

Maintenance Items

Overall turf health throughout the community is good. The color is what is to be expected this time of year and weed populations are under control.

[ 4 / 6 ]

Maintenance Items

BrightView.com

Confidential Page 2 of 3

Quality Site Assessment

Turf weeds have been treated at the entrance to Legacy as well as the common ground on Silver Glen.

[ 5 / 6 ]

Maintenance Items

Maintenance crew is servicing each of the cul-de-sacs throughout the community to be sure they are trash free and the population of weeds are being controlled in the plant beds.

[ 6 / 6 ]

Maintenance Items

BrightView.com

Confidential Page 3 of 3

Consideration of Proposals for Sunshine Ligustrum at Swallowtail
(Under Separate Cover)

Consideration of Proposals for Tree Install at Silver Glen (Under Separate Cover)

Amenity Center and Field Maintenance

Tab 6

Manager’s Report December 2020	Jacqui Naumann, Amenity Manager

Amenity Center Holiday Event:
Holidays are great occasions to reconnect with people we don't see or hear from enough during the rest of the year. What better way to say Happy Holidays than to host an Amenity Center Holiday Lighting Event. There were over 100 residents who attended overall. Short of amazing, our staff put this event together at a moment's notice. There was hot chocolate, candy canes, chocolate treats, crafts & plenty of fun for all.
The left photo above is the view of the holiday lights in the back of the Amenity Center which can be seen from Heritage Landing Parkway. The right photo is from the front of the Amenity Center.

We are excited to present this year's holiday celebration with a ''Grinchmas" Party. Residents can join us at the Amenity Center parking lot to enjoy some of the fabulous flavors from the scheduled food trucks starting at 5:00 PM. Then at 6:00 PM mosey over to the Heritage Room where you will meet the Grinch himself! There will be activities for the kiddos and some yummy treats for all. At 7:00 PM we will move outside to enjoy this year's feature film "The Grinch Who Stole Christmas" while enjoying a cold weather favorite, hot cocoa... and what would a movie be without popcorn!

Fitness Center Equipment:
The additional equipment was purchased for the gym. Some of the items are currently on backorder.
Heritage Landing Logo:
Samples sent last month to be discussed. No other samples have been provided at this time.
Music License:
ASCAP $330.00 & BMI $1422.00 or less - Both Annually

Should you have any comments or questions feel free to contact me directly.

HERITAGE LANDING
At World Golf Village	HERITAGE  LANDING
At World  Golf Village

HERITAGE LANDING
At World  Golf Village

HERITAGE LANDING
At World  Golf Village

HERITAGE LANDING 
At World  Golf Village

HERITAGE LANDING

At World  Golf Village

HERITAGE LANDING 
At World  Golf Village

HERITAGE LANDING
At World Golf Village

HERITAGE LANDING

At World Golf Village

HERITAGE LANDING 
At World  Golf Village

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

 	  HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

HERITAGE LANDING
AT WORLD GOLF VILLAGE

Colors:

 	 	

c: 60 m: 30 y: 41 k: 84

c: 0 m: 35 y: 85 k: 11

c: 54 m: 39 y: 0 k: 0

Type Face:
TRAJAN PRO 3 (BOLD): HERITAGE LANDING
TRAJAN PRO 3 (regular): At World Golf Village

Phone: 828-421-2218
Email: alexwribs19@hotmail.com Webpage: alexwribeiro.myportfolio.com

ERITA	ELA	DI

 	I	

ERITA	ELA	DI

Tab 7

Music License for Residential Communities

DEFINITIONS
“Admission Charge/Cover Charge” shall mean any payment to enter the Licensed Premises, or Venue therein, including, but not limited to, minimum required purchases to enter or remain in certain parts of the Licensed Premises, excluding advance or hard ticket purchases sold through an outside independent ticket service and which are paid for pursuant to a valid separate BMI Music License.
“Chain Operation” shall mean seven (7) or more licensable locations that are commonly owned and operated by LICENSEE, and for which books, records and accounts are centrally maintained by LICENSEE.
“Clubhouse or Other Common Recreational Area” shall mean a meeting or gathering place used by members of the Residential Community for social, cultural, recreational, or entertainment purposes.
“Dancing” shall mean allowing patrons, residents or guests, performers or employees to dance, at any time, to live or recorded music anywhere on the Licensed Premises, whether or not a dance floor, dance stage or an area purposely used for dancing is provided.
“Enhanced Recorded Music” shall mean the use of video tapes, DVDs and other projected visual images as an accompaniment/enhancement to recorded music performances (i.e.; Karaoke). Enhanced Recorded Music does not include performances delivered by commercial broadcast, cablecast or satellite delivered television programming.
“Jukebox” shall mean a coin-operated phonorecord playing device which is licensable by the JLO (Jukebox License Office) pursuant to a Jukebox Licensing Agreement.
“Licensed Premises” shall mean each Residential Community listed on Page 4 or on an attached rider.
“Live Music-Multiple Singers/Instrumentalists” shall mean music performed by more than one musician, singer or other entertainer actually present and performing at the Licensed Premises.
“Live Music-Single Singer/Instrumentalist” shall mean music performed by one musician, singer or other entertainer actually present and performing at the Licensed Premises.
“Music Policy” shall mean the manner and frequency that Licensed Premises uses any single or combined form of the items defined in this Paragraph and included on the Music Policy/Fee Calculation page during a Contract Year.
“Occupancy” shall mean the total of maximum allowable occupancy loads/capacities for the entire premises of the Clubhouse or Other Common Recreational Area(s) calculated under adopted building/fire codes, which shall not be limited to the number of available seats. If no such regulations are in effect in the applicable jurisdiction, then maximum occupancy shall mean one (1) person for every twenty (20) square feet of such total premises. Occupancy is a component of LICENSEE’s Music Policy, which is subject to adjustment per Paragraph 8(a) of this Agreement.
“Recorded Music” shall mean the performance of background music, foreground music, or as part of audio-visual presentations, by mechanical or electronic means, including, but not limited to, digital music players (e.g., iPods, MP3 players, etc.), CDs, DVDs, records, and tapes.
“Residential Community” shall mean a group of owner occupied, leased or rented residences, wherein the residents are a group of interacting people living in a common location and who may have access to a Clubhouse or Other Common Recreational Area(s) within the community.
“Seasonal/Occasional Use” shall mean the total aggregate use of music described herein at the Licensed Premises which is open less than twelve (12) months in any one year, or the total aggregate music use as described herein, which occurs four (4) times or less in any one year and will require that LICENSEE contacts BMI for their Seasonal/Occasional Use Fee Calculation license.
“Television and/or Radio Only” shall mean televisions and/or radios that are utilized solely for the reception of commercial broadcast, cablecast or satellite
programming and only when no Recorded Music or Enhanced Recorded Music as defined in 1(e) and 1(l) is performed and paid for under this Agreement.
BMI GRANT
BMI hereby grants to LICENSEE a non-exclusive license to perform, present, or cause the public performance at the Licensed Premises of all musical works of which BMI shall have the right to grant public performance licenses during the Term. This license does not include: (i) dramatic rights, the right to perform dramatico-musical works in whole or in substantial part, the right to present individual works in a dramatic setting or the right to use the music licensed hereunder in any other context which may constitute an exercise of the “grand rights” therein; or (ii) the right to broadcast, cablecast, telecast or otherwise transmit (including by the Internet or on-line service) the performances licensed hereunder to persons outside of Licensed Premises, other than by means of a music- on-hold telephone system operated by LICENSEE at the Licensed Premises; or (iii) performances of music by means of a coin-operated phonorecord player (jukebox).
This license does not authorize live concert performances at the Licensed Premises when tickets for such live concert performances can be purchased from or through outside ticket services.
BMI reserves the right at its discretion to withdraw from the license granted hereunder any musical work as to which any legal action has been instituted or a claim made that BMI does not have the right to license the performing rights in such work or that such work infringes another composition.
INDEMNITY BY BMI
BMI agrees to indemnify, save harmless and defend LICENSEE, its officers and employees, from and against any and all claims, demands or suits that may be made or brought against them or any of them with respect to the performance of any material licensed under this Agreement. Such indemnity shall be limited to the works which are licensed by BMI at the time of LICENSEE’s performances. BMI will, upon reasonable written request, advise LICENSEE whether particular musical works are available for performance as part of BMI’s repertoire. LICENSEE shall provide the title and the writer/composer of each musical composition requested to be identified. LICENSEE agrees to give BMI immediate notice of any such claim, demand or suit, to deliver to BMI any papers pertaining thereto, and to cooperate with BMI with respect thereto, and BMI shall have full charge of the defense of any such claim, demand or suit.
BREACH OR DEFAULT/WAIVER
Upon any breach or default of the terms and conditions of this Agreement, BMI shall have the right to cancel this Agreement, but any such cancellation shall only become effective if such breach or default continues thirty (30) days after the date of BMI’s written notice to LICENSEE thereof. The right to cancel shall be in addition to any and all other remedies which BMI may have. No waiver by BMI of full performance of this Agreement by LICENSEE in any one or more instances shall be a waiver of the right to require full and complete performance of this Agreement thereafter or of the right to cancel this Agreement in accordance with the terms of this Paragraph.
OFFER OF COMPARABLE AGREEMENT
In the event that BMI, at any time during the Term hereof, shall for the same class and category as that of LICENSEE, issue licenses granting rights similar to those in this Agreement on a more favorable basis, BMI shall, for the balance of the Term, offer LICENSEE a comparable agreement.
CANCELLATION OF ENTIRE CATEGORY
BMI shall have the right to cancel this Agreement along with the simultaneous cancellation of the agreements of all other licensees of the same class and category as LICENSEE, as of the end of any month during the Term, upon sixty (60) days advance written notice.
LATE PAYMENT CHARGE
BMI may impose a late payment charge of one percent (1%) per month from the date any payment is due hereunder on any payment that is received by BMI more than one month after the due date.
CHANGES TO LICENSEE’s MUSIC POLICY
Except as provided for herein, LICENSEE may change its Music Policy upon which fees are assessed under this Agreement prospectively at any time during the Term on thirty (30) days prior notice to BMI, provided that its current policy has been in effect for at least thirty (30) consecutive calendar days. LICENSEE
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may change its fee no more than three (3) times in any Contract Year. LICENSEE may call a Customer Relations Executive at 1-800-925-8451 to notify BMI of a change in its Music Policy, and the change will be reflected in the next billing by BMI; however, doing so will not preserve LICENSEE’s right to dispute BMI billings unless LICENSEE sends BMI timely notice of a policy change in writing. Billings adjusted by BMI hereunder will include a pro rata credit for any unearned license fees paid in advance under the changed policy. LICENSEE also agrees that it will notify BMI of any changes in the music use at the Licensed Premises that would make LICENSEE’s representation of its Music Policy no longer accurate, and that any changes made to the Music Policy hereunder shall constitute a true and accurate representation of LICENSEE’s music usage from the date of the change. Any changes in Music Policy or Occupancy are subject to verification by any and all reasonable means which may include, but shall not be limited to, independent contacts by BMI representatives with LICENSEE’s business establishment, use of public records, advertisements and third party observations.
BMI may from time to time review LICENSEE’s Music Policy (including any changes made to the policy) and make inquiries in person or by phone as to its accuracy. If BMI thereafter believes that LICENSEE is not paying proper license fees because the use of music at the Licensed Premises should result in higher license fees under the criteria of this Agreement, BMI will notify LICENSEE by mail. If LICENSEE agrees to BMI’s assessment of LICENSEE’s Music Policy, the change will be reflected on the next billing. If LICENSEE disputes BMI’s assessment of its Music Policy, LICENSEE must notify BMI within thirty
(30) days of the notification by BMI. If within ninety (90) days of such notification by BMI LICENSEE does not respond or LICENSEE and BMI cannot agree upon an appropriate fee, either party may commence an arbitration proceeding pursuant to Paragraph 11 to resolve the dispute over the amount of license fees. Such right shall be in addition to any and all other remedies BMI may have under the Agreement, including the right to cancel this Agreement. LICENSEE may not change its Music Policy under subparagraph (a) above if its fee is subject to dispute hereunder.
In the event that LICENSEE temporarily discontinues the use of all music and LICENSEE sends written notice of the discontinuance to BMI by certified mail within thirty (30) days of the discontinuance, BMI will adjust the fees pro rata from the date of discontinuance. If such notice is received more than thirty (30) days after the discontinuance, such discontinuance will be effective commencing on the first of the month following the date of BMI’s receipt of the notice and BMI will adjust the fees prospectively for the remainder of the Contract Year in which BMI received the notice. In either event, LICENSEE’s credit adjustment hereunder shall not reduce the Annual Fee due BMI below the Annual Minimum Fee applicable under the Agreement. In the event of such temporary discontinuance, this license Agreement shall continue in effect, except that no minimum or other fee shall be payable during the period of discontinuance. LICENSEE agrees to notify BMI promptly when it resumes the use of music at the Licensed Premises and LICENSEE’s Music Policy in effect at the time of discontinuance will continue to be applicable until LICENSEE notifies BMI of a change. BMI reserves its right under subparagraph (b) hereof to review LICENSEE’s Music Policy and take appropriate steps in the event that BMI believes that LICENSEE has resumed the use of music under this Agreement.
FEES
LICENSEE agrees to pay to BMI an Annual Fee as follows:
The Annual Fee payment for the initial Contract Year shall be calculated pursuant to the Music Policy/Fee Calculation grid (on page 3) herein and shall be due in full upon signing this Agreement. The Annual Fee payment for subsequent Contract Years shall be due no later than thirty (30) days after the commencement date of any subsequent Contract Year.
BMI shall discount the Annual Fee by 10% in any Contract Year if (A) LICENSEE pays the Annual Fee in full and in a timely manner for such Contract Year in accordance with subparagraph (i) above; and (B) LICENSEE does not otherwise owe BMI any fees under this or any prior BMI agreement.
Upon request, BMI will allow LICENSEE to pay the Annual Fee on a semi-annual or quarterly basis, provided that LICENSEE’s account is current. Semi- annual and quarterly payments are due no later than thirty (30) days following the commencement of each semi-annual or quarterly period. The discount provided for in subparagraph (ii) shall not be available if the Annual Fee is paid on a semi-annual or quarterly basis.
Notwithstanding subparagraph (iii), if any semi-annual or quarterly payment is not received by the ninetieth (90th) day after such payment is due, LICENSEE’s ability to make semi-annual or quarterly payment shall immediately terminate for the remainder of this Agreement, and any unpaid portion of the Annual Fee will be immediately due and payable.
Each license fee variable shall be adjusted for each Contract Year after 2020 based upon any percentage increase in the United States Consumer Price Index (Urban, All Items) between October 2019 and October of the year prior to that Contract Year, rounded to the nearest five cents. The Annual Minimum Fee and the Jukebox Fee shall also be adjusted pursuant to the CPI increase outlined in this Paragraph and all increases shall be rounded to the nearest dollar. BMI will advise LICENSEE in writing of this adjustment as part of its annual billing process.
In no event, shall the Annual Fee due for any Contract Year be less than the Annual Minimum Fee (not including a Jukebox Fee, if any).
LICENSEE agrees that the Music Policy set forth herein is, and will continue to be, a true and accurate representation of LICENSEE’s music use at the Licensed Premises, unless such Music Policy is changed pursuant to Paragraph 8 of this Agreement.
TERMINATION OF AGREEMENT BY LICENSEE
If LICENSEE shall discontinue the use of all music or permanently cease to operate the Licensed Premises, whether by reason of sale or lease thereof or otherwise, this Agreement and LICENSEE’s obligation to BMI shall thereupon terminate, provided that LICENSEE shall, within ten (10) days thereafter, give written notice of such termination to BMI, setting forth the effective date thereof and the name of the new owner or operator of the premises, and that LICENSEE shall pay to BMI all fees due hereunder until said effective date. The fee due BMI by LICENSEE through the effective date of termination shall be a proration of the fee for the Contract Year of termination, but in no event less than the lowest appropriate fee indicated in the applicable category on the Music Policy/Fee Calculation page.
ARBITRATION
All disputes of any kind, nature or description arising in connection with the terms and conditions of this Agreement shall be submitted to the American Arbitration Association in the City, County and State of New York for arbitration under its then prevailing arbitration rules. The arbitrator(s) to be selected as follows: Each of the parties shall, by written notice to the other, have the right to appoint one arbitrator. If, within ten (10) days following the giving of such notice by one party the other shall not, by written notice, appoint another arbitrator, the first arbitrator shall be the sole arbitrator. If two arbitrators are so appointed, they shall appoint a third arbitrator. If ten (10) days elapse after the appointment of the second arbitrator and the two arbitrators are unable to agree upon the third arbitrator, then either party may, in writing, request the American Arbitration Association to appoint the third arbitrator. The award made in the arbitration shall be binding and conclusive on the parties and judgment may be, but need not be, entered in any court having jurisdiction. Such award shall include the fixing of the costs, expenses and attorneys' fees of arbitration, which shall be borne by the unsuccessful party.
REVIEW OF STATEMENTS AND/OR ACCOUNTINGS
BMI shall have the right, by its authorized representatives, at any time during customary business hours, and upon reasonable notice, to examine those portions of LICENSEE's books and records of account to such extent as may be necessary to verify any and all statements and/or accountings made hereunder or under prior agreement with BMI. BMI shall consider all data and information coming to its attention as the result of any such examination of LICENSEE’s books and records as confidential.
STATE OR LOCAL TAX
In the event that the payment of any license fee to BMI by LICENSEE pursuant to this Agreement causes BMI to become liable to pay any state or local tax which is based upon the license fees received by BMI from LICENSEE, LICENSEE agrees to pay to BMI the full amount of such tax together with license fee payment(s) as invoiced by BMI; provided, however, that BMI shall make reasonable efforts to be exempted or excused from paying such tax, and BMI is permitted by law to pass through such tax to LICENSEE.
OKLAHOMA RATE CHANGE NOTICE
BMI shall notify LICENSEE of any rate change thirty (30) days prior to the expiration date of this Agreement.
COLORADO 3 BUSINESS DAY REVIEW
LICENSEE shall have the right to rescind the Agreement for a period of three (3) business days after the execution of the Agreement.

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MUSIC POLICY / FEE CALCULATION

www.bmi.com/residential

For all of the ways music is used in your business, enter the corresponding amount under Rate Per Year Per Occupant
on the appropriate line(s) to the right.

Music Type	Frequency Per Week	Rate Per Year Per Occupant	Enter Fee Calculation	
Live Music*
Multiple Singers/Instrumentalist			5-7 nights	$6.30 How many nights per week? 			2-4 nights	$5.30 (1 night = no more than 5 times in any one month)	1 night or less		$4.75
Single Singer/Instrumentalist			5-7 nights	$4.60 How many nights per week? 			2-4 nights	$3.80 (1 night = no more than 5 times in any one month)	1 night or less		$3.50
Enter ONLY the highest amount that applies here			
2.	Enhanced Recorded Music*
Type of Enhanced Recorded? 		5-7 nights	$3.65
(Karaoke, DVDs, Video Tapes, VJs)	2-4 nights	$3.50
(1 night = no more than 5 times in any one month)	1 night or less	$3.40
How many nights per week?  	
Recorded Music*

Type of Recorded Music?	$3.15

(CDs/Tapes/Records, Free-Play Jukebox, IPOD/MP3/Other Digital Music)
Enter ONLY the highest amount that applies here…			
3.	Admission or Cover Charge* (at any time)	$2.00		
4.	Dancing to Live or Recorded Music* (at any time)	$2.00		
5.	Television and/or Radio* (skip this Section if you have entered a fee in Section 2)	$1.40		
6.	TOTAL RATE PER YEAR PER OCCUPANT (Sum of Lines 1–5)…			
Occupancy*
Clubhouse or Other Common Recreational Area(s) Occupancy  	
(If greater than 1,000 occupants, enter 1,000)
OR
If Occupancy cannot be established by local building/fire codes, use formula below:

Total Square Footage of Clubhouse or Other Common Recreational Area(s) 	÷ 20 = 	Occupancy		
	(Enter Occupancy)	
8.	SUBTOTAL (Multiply Line 6 by Line 7)
If $388.00 or Less, Enter Annual Minimum Fee of $388.00			
9.	Jukebox Fee*
If your jukebox is licensable by the JLO (Jukebox License Office) but is not already licensed under a JLO license, enter the fee here. If the jukebox is already licensed under the JLO license, please enter Vendor name, address and phone number below.

Jukebox Fee = $388.00 Name/Company 	JLO Cert. #  	 Address 		Phone  		
City 	State 	Zip  			
*Refer to Paragraph 1 on Page 1
GROSS FEE ALL USES (Add Lines 8 and 9) If More Than $11,570.00, Enter Maximum Fee of $11,570.00			

APPLICABLE DISCOUNT(S)			

*ANNUAL FEE			
*Eligible for 10% Timely Pay Discount if paying in FULL. If you wish to pay by Credit Card, Call Your BMI Representative at 1-888-689-5264.	

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NOTICES
Unless otherwise stated herein, all notices, if any, under this Agreement will be in writing and deemed given upon “mailing,” when sent by ordinary first-class U.S. mail to the party intended, at its mailing address herein stated, or any other address which either party may designate. Any such notices sent to BMI shall be to the attention of the Vice President, Licensing Department at 10 Music Square East, Nashville, TN 37203. Any notice sent to LICENSEE shall be to the attention of the person signing this Agreement on behalf of LICENSEE or such other person as LICENSEE may designate to BMI in writing.
MISCELLANEOUS
This Agreement constitutes the entire understanding between the parties, shall not be binding until signed by both parties, and cannot be waived or added to or modified orally, and no waiver, addition or modification shall be valid unless in writing and signed by the parties. The rights of LICENSEE shall not be assignable. This Agreement, its validity, construction and effect, shall be governed by the laws of the State of New York. The fact that any provisions herein are found by a court of competent jurisdiction to be void or unenforceable shall not affect the validity or enforceability of any other provisions. All headings in this Agreement are for the purpose of convenience and shall not be considered to be part of this Agreement.
CUSTOMER OUTREACH
LICENSEE agrees to accept from time to time pre-recorded telephone messages from BMI that may contain information regarding your account.
TERM OF AGREEMENT
The initial Term  of  this  annual  Agreement  shall  begin  on the   first  day  of (month/year) 	and end on the last day of (month/year)
 	 and shall continue thereafter unless cancelled by either party as of the end of the initial Term or any subsequent one (1) year Term (herein sometimes referred to as a “Contract Year”) upon thirty (30) days advance notice to the other party.
AGREEMENT
THIS AGREEMENT made and entered into on (Date will be entered by BMI upon execution 	between BROADCAST MUSIC, INC., a corporation with principal offices at 7 World Trade Center, 250 Greenwich Street, New York, N.Y. 10007-0030, herein referred to as BMI, and the entity described below and herein referred to as LICENSEE.

LEGAL NAME	LICENSED PREMISES	
(Name of Individual, Corporation, LLC, LLP, Partnership, or Government Entity, etc.)

TRADE NAME	(Street Address)	
	(City)	(State)	(Zip)	
(Doing business under the name of)

PLEASE COMPLETE LEGAL INFORMATION BELOW

Legal Structure 	
(Individual, Corporation, LLC, LLP, Partnership, Government Entity or Other)

State of Incorporation 	Federal Tax ID No.  	 Partners’ Names (If Partnership)
1.	 		(Phone)	(Phone 2)		
	(Contact Name)	(Title)		
	(Email Address)	(Web Address)		
	MAILING ADDRESS
(if different from Licensed Premises)	
2.	 		(Street Address)	
3.	 			
	(City)	(State)	(Zip)	
IF LEGAL STRUCTURE IS A GOVERNMENT ENTITY, PLEASE INDICATE BELOW				
	(Contact Name)	(Title)		
Local, State, or Federal 	_				
	(Contact Phone)	(Contact Phone 2)		
Municipality Name 	_
(City/State)				
	(Email Address – if different from above)	
		
TO BE COMPLETED BY LICENSEE
By signing this Agreement, you represent that you have the authority to bind LICENSEE and that you have read, understood and agree to all of the terms and conditions herein.	FOR ADMINISTRATIVE USE ONLY TO BE COMPLETED BY BMI BROADCAST MUSIC INC.	
Signature		
Print Name / Title		
Signatory Email Address*		
(if different from above)	FOR BMI USE ONLY	RESC1	LI-2019/APR	
Please Sign & Return this Entire License Agreement & Payment to: BMI, Licensing Dept
10 Music Square E., Nashville, TN 37203 Or Online at www.bmi.com/licensing		
	Customer Number	

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DocuSign Envelope ID: 08CF93B9-165F-4912-A853-1FA9BB4332B5

ASCAP LICENSE AGREEMENT FOR RESIDENTIAL COMMUNITIES

This ASCAP LICENSE AGREEMENT (“License Agreement”) is made and entered into as of January 1, 2021 (the “Effective Date”), by and between the AMERICAN SOCIETY OF COMPOSERS, AUTHORS AND PUBLISHERS (“ASCAP”), a voluntary membership association organized under the laws of the State of New York with offices at 250 West 57th Street, New York, NY 10107,and Heritage Landing Development District (“Licensee”) (ASCAP and Licensee are each referred to herein as a “Party” and collectively referred to as the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed them in the terms and conditions relating to the access to and use of the ASCAP website as set forth at www.ASCAP.com/about/legal-terms (the “Terms of Use”).
Article 1.	Certain Definitions.

“ASCAP Indemnitee” shall have the meaning ascribed in Section 8.1.

“ASCAP Member” means any individual or entity that has entered into a membership agreement with ASCAP.

“ASCAP Repertory” means all copyrighted Musical Works (a) written and/or published by ASCAP Members or by the members of any FPRO including Musical Works written and/or published during the Term and (b) for which ASCAP controls, during the Term, the non-dramatic public performance rights in the Territory, but solely to the extent such rights are or may during the Term be vested in or assigned to ASCAP by ASCAP Members or by the applicable FPRO or other rights holder(s).

“Business Information” means the information regarding the Residential Communities located at the Premises, as set forth on the Key Terms/Fee Schedule annexed and made a part hereto as Schedule A with and including all Schedules attached to such Key Terms/Fee Schedule (collectively the “Key Terms/Fee Schedule”).

“Common Areas” means lobby, meeting, gathering or other areas of a Residential Community other than personal residences, that are made available for use solely by residents of the Residential Community and their personal guests for social, cultural, recreational, or entertainment purposes.

“Dramatico-Musical Work” shall have the meaning ascribed in Section 5.1.

“Fees” means the fees, charges, rates and other amounts charged by or on behalf of ASCAP for the Licensed Rights, all as may be set forth on the Key Terms and Fee Schedule.

“FPRO” (i.e., ‘foreign performing rights organization’) means any entity incorporated or otherwise legally organized outside of the United States with which ASCAP has a written and binding agreement appointing ASCAP as an agent authorized to license and/or administer Musical Works owned or controlled by such entity to third parties on a non-exclusive basis.

“Initial Term” shall have the meaning ascribed in Section 7.1.

“License Payment Date” shall have the meaning ascribed in Section 6.1.

“Licensed Rights” shall have the meaning ascribed in Section 3.1.

“Licensee’s Operating Policy” means, collectively, the Business Information and Music Uses, as set forth on the Key Terms/Fee Schedule.

“Live Event” means an event or function organized or sponsored by Licensee or its affiliates or agents at which the performance of music is the primary focus, such as but not limited to musical concerts, music competitions and electronic dance music performance events.

“Music Uses” means the method and manner in which Musical Works are publicly performed at the Common Areas of the Premises, as set forth on the Key Terms/Fee Schedule.

“Musical Work” means any copyrightable musical composition, including any lyrics or words written to be used with such composition.

“Premises” means the physical location(s) of the Residential Communities listed and set forth on Schedule A-1 to the Key Terms/Fee Schedule.

DocuSign Envelope ID: 08CF93B9-165F-4912-A853-1FA9BB4332B5

“Renewal Term” shall have the meaning ascribed in Section 7.1.

“Residential Community” means a group of owner occupied or leased residences in a common physical location under central or common management or operation, wherein the residents thereof may have access to Common Areas within the location.

“State Disclosure Schedule” shall have the meaning ascribed in Section 4.2.

“Term” shall have the meaning ascribed in Section 7.1.

“Territory” means the United States of America, its territories, dependencies and possessions and the Commonwealth of Puerto Rico.

Article 2.	Authority and Binding Effect.

Authority; Authorization. BY ENTERING INTO THIS LICENSE AGREEMENT ON BEHALF OF LICENSEE, YOU (AS THE INDIVIDUAL ENTERING INTO AND AGREEING TO THIS LICENSE AGREEMENT) HEREBY REPRESENT AND WARRANT THAT (A) YOU HAVE THE FULL RIGHT, POWER AND AUTHORITY TO ENTER INTO THIS LICENSE AGREEMENT ON BEHALF OF LICENSEE AND TO CREATE A LEGAL, VALID AND BINDING OBLIGATION ON LICENSEE ENFORCEABLE AGAINST LICENSEE IN ACCORDANCE WITH THE TERMS AND CONDITIONS HEREOF; (B) ALL CORPORATE, ORGANIZATIONAL AND OTHER PROCEEDINGS REQUIRED TO BE TAKEN BY LICENSEE TO AUTHORIZE YOUR AGREEMENT TO, AND PERFORMANCE UNDER, THIS LICENSE AGREEMENT HAVE BEEN TAKEN AND ALL NECESSARY AUTHORIZATIONS, PERMITS, CONSENTS AND APPROVALS REQUIRED HAVE BEEN OBTAINED; AND (C) YOUR ENTERING INTO THIS LICENSE AGREEMENT ON BEHALF OF LICENSEE DOES NOT AND SHALL NOT VIOLATE ANY APPLICABLE LAW, RULE OR REGULATION OR REQUIRE ANY ADDITIONAL CONSENT OR OTHER ACTION BY ANY OTHER PERSON OR ENTITY.

ELECTRONIC SIGNATURE AND CONTRACTS. ASCAP PROVIDES ITS LICENSEES WITH THE ABILITY TO ENTER INTO AGREEMENTS AND TO PURCHASE LICENSES AND OTHER SERVICES ELECTRONICALLY. BOTH YOU (AS THE INDIVIDUAL ENTERING INTO AND AGREEING TO THIS LICENSE AGREEMENT ON BEHALF OF LICENSEE) AND LICENSEE HEREBY ACKNOWLEDGE AND AGREE THAT ELECTRONIC SUBMISSIONS CONSTITUTE LICENSEE’S AGREEMENT AND INTENT TO BE BOUND BY SUCH AGREEMENTS AND TO PROMPTLY PAY FOR ALL FEES AND OTHER APPLICABLE AMOUNTS PAYABLE. SUCH AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO (A) ALL TRANSACTIONS ENTERED INTO BY YOU OR LICENSEE IN CONNECTION WITH ASCAP, INCLUDING IN CONNECTION WITH THIS LICENSE AGREEMENT, AND
(B) OTHER COMMUNICATIONS ASCAP PROVIDES TO YOU ELECTRONICALLY (WHETHER BY POSTING ON ASCAP’S INTERNET PLATFORMS OR OTHERWISE), INCLUDING (TO THE FULL EXTENT ALLOWED BY LAW) NOTICES, DISCLOSURES, POLICIES, CONTRACTS, AMENDMENTS, PRICES CHANGES AND OTHERWISE, AND BOTH YOU AND LICENSEE AGREE THAT SUCH ELECTRONIC RECORDS AND COMMUNICATIONS SATISFY ANY LEGAL REQUIREMENT THAT SAME BE IN WRITING. ACCORDINGLY, YOU AND LICENSEE SHOULD MAINTAIN COPIES OF ELECTRONIC COMMUNICATIONS BY PRINTING A PAPER COPY OR SAVING AN ELECTRONIC COPY.

Article 3.	License Grant.

Scope of License. Subject to the terms and conditions of this License Agreement, ASCAP hereby grants to Licensee, and Licensee hereby accepts, a non-exclusive, non-transferable, non-assignable, non-sublicensable right and license, solely during the Term, to make non-dramatic public performances of the ASCAP Repertory (or any part thereof) in the Territory solely at the Common Areas of the Premises and solely in connection with the Music Uses (“Licensed Rights”).

Reservation of Rights. Except for the limited rights and licenses granted to Licensee pursuant to this License Agreement and subject to the applicable obligations and restrictions set forth herein, nothing shall be construed to restrict, impair, encumber, alter, deprive or adversely affect the ASCAP Repertory or any of ASCAP’s rights or interests therein or any other ASCAP intellectual property, brands, information, content, processes, methodologies, products, goods, services, materials or rights, tangible or intangible.

Article 4.	Additional Terms and Conditions.

Key Terms and Fee Schedule. The Key Terms/Fee Schedule (as set forth on Schedule A) sets forth certain terms and conditions, including the applicable Business Information, Music Uses, Fees, Premises and other business and legal terms applicable to Licensee’s license of the right to publicly perform the ASCAP Repertory. In the event of any conflict between the terms and conditions of this License Agreement and the terms and conditions

DocuSign Envelope ID: 08CF93B9-165F-4912-A853-1FA9BB4332B5

of the Key Terms/Fee Schedule, the terms and conditions of this License Agreement shall control to the extent necessary to resolve any such conflict.

State Disclosure and Related Information. Schedule B hereto sets forth certain disclosures, notices, rights and other terms and conditions that may apply to Licensee depending upon, among other things, the state, territory and/or the location of the Premises (“State Disclosure Schedule”). In the event of any conflict between the terms and conditions of this License Agreement and the terms and conditions of the State Disclosure Schedule, the terms and conditions of the State Disclosure Schedule shall control to the extent necessary to resolve any such conflict.

Article 5.	Restrictions and Conditions.

License Limited to Non-Dramatic Performances. The Licensed Rights are limited to non-dramatic performances of the Musical Works in the ASCAP Repertory. This License Agreement does not authorize the dramatic performances of any Musical Work in the ASCAP Repertory, nor does it authorize the public performance of any opera, operetta, musical comedy, play with music, revue, ballet or like production or performance, in whole or in part (each, a “Dramatico-Musical Work”). By way of example and not limitation, a dramatic performance shall include the following: (a) performance of a Dramatico-Musical Work in its entirety; (b) performance of one or more musical compositions from a Dramatico-Musical Work accompanied by dialogue, pantomime, dance, stage action and/or visual representation of the work from which the music is taken; (c) performance of one or more musical compositions as part of a story or plot, whether accompanied or unaccompanied by dialogue, pantomime, dance, stage action and/or visual representation; or (d) performance of a concert version of a Dramatico-Musical Work.

No Right to Sublicense or Redistribute. In no event shall Licensee sublicense, transfer, convey or assign this License Agreement and/or the rights granted to Licensee herein or otherwise license others, including any affiliate of Licensee, the right to perform publicly or redistribute in any way any Musical Work in the ASCAP Repertory. Nothing in this License Agreement shall be deemed to grant to any party other than Licensee any right to perform publicly by any means, method or process whatsoever any Musical Work in the ASCAP Repertory licensed pursuant to this License Agreement, including any transmission, retransmission or further transmission of any such Musical Works.

No Reproduction. Nothing in this License Agreement shall be construed to grant to Licensee, or any third party, any right to reproduce, copy or distribute by any means, method or process whatsoever, any Musical Works (or any part thereof) that are included in the ASCAP Repertory licensed under this License Agreement.

No Sound Recording Rights. Nothing in this License Agreement shall be construed to grant to Licensee, or to authorize Licensee to grant to any of its affiliates or any third party, the right to reproduce, copy, distribute or perform publicly by any means, method or process whatsoever, any sound recording embodying any Musical Works (or any part thereof) that are included in the ASCAP Repertory licensed under this License Agreement.

License Limited to the Common Areas of the Premises. Nothing in this License Agreement shall be construed to grant to Licensee, or to authorize Licensee to grant to any of its affiliates or any third party, the right to perform publicly the ASCAP Repertory (or any part thereof) to persons outside of the Common Areas of the Premises by any means, methodology or technology, including by wire, cable, electronic means or any internet- connected websites, software applications, systems, platforms, devices, products and/or services or any other means or methodology, without the prior written consent of, or valid license from, ASCAP in each instance.

Limitation on Live Events. Nothing in this License Agreement shall be construed to grant to Licensee,  or to authorize Licensee to grant to any of its affiliates or any third party, the right to perform publicly the ASCAP Repertory (or any part thereof) by means of Live Events to persons other than residents of the Residential Community and their personal guests.

Article 6.	Payment Requirements and Terms.

Payment of Fees. Subject to the terms and conditions of this License Agreement (including, without limitation, the terms and conditions set forth on the Key Terms/Fee Schedule) and the Terms of Use, in consideration for the rights and licenses granted by ASCAP to Licensee pursuant to this License Agreement Licensee hereby agrees to pay in full the Fees (including all applicable taxes and levies as described below) upon entering into this License Agreement and thereafter within 30 days after the commencement of each Renewal Term (each such date, a “License Payment Date”) using the payment method associated with Licensee’s User Account. Licensee acknowledges and agrees that the Fees for the Initial Term and each Renewal Term, if any, shall be determined based on Licensee’s Operating Policy in existence on the License Payment Date for such Initial Term or Renewal Term and in accordance with the terms and conditions set forth on the Key Terms/Fee Schedule.

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Licensee further acknowledges and agrees that the rates set forth on the Key Terms/Fee Schedule used to determine the Fees for each Renewal Term, if any, shall be the rates used to determine the Fees for the immediately preceding Renewal Term (or in the event of the first Renewal Term, the Initial Term) adjusted in accordance with the increase in the Consumer Price Index — All Urban Consumers - (CPI-U) during the twelve- month period concluding in the October immediately preceding the first day of the applicable Renewal Term (or in the event of the first Renewal Term, the Initial Term). If payment is not promptly received by ASCAP when due from Licensee or Licensee’s payment card issuer or its agents or other payment service provider, Licensee agrees to promptly pay all amounts due upon demand by ASCAP, together with a late payment charge equal to one and one half percent (1-1/2%) per month, or the maximum rate permitted by law, whichever is less, calculated from the date such payments were due.

Recurring/Automatic Billing. Unless Licensee otherwise modifies its User Account settings as described below, Licensee acknowledges and agrees that ASCAP may automatically charge Licensee on each License Payment Date (or in the event any License Payment Date is not a business day, the first business day thereafter) the applicable Fees for the continued right to use the Licensed Rights and Licensee hereby agrees to pay such Fees which may be billed via the payment card associated with Licensee’s User Account. The Fees charged will be the same as the Fees for the immediately preceding License Payment Date (or, in the event of the first License Payment Date, the same as the Effective Date), adjusted (a) as described in this License Agreement and/or (b) as otherwise notified by ASCAP in advance (including as may be posted on www.ASCAP.com) in accordance with this License Agreement. If Licensee wishes to disable the aforementioned automatic billing feature, Licensee must log into its User Account and modify its billing preferences accordingly.

FOR THE AVOIDANCE OF DOUBT, ASCAP MAY CONTINUE TO BILL LICENSEE’S PAYMENT CARD THE APPLICABLE FEES EACH AND EVERY LICENSE PAYMENT DATE AFTER THE INITIAL TERM OF THIS LICENSE AGREEMENT UNTIL LICENSEE DIRECTS ASCAP TO STOP; PROVIDED, HOWEVER, THAT ASCAP SHALL HAVE NO OBLIGATION TO AUTOMATICALLY BILL LICENSEE FOR THE APPLICABLE LICENSEE FEES VIA RECURRING OR AUTOMATIC BILLING, AND LICENSEE SHALL BE REQUIRED TO PAY ALL AMOUNTS DUE BY THE REQUIRED DATES. IN THE EVENT THAT
(X) ASCAP ELECTS TO AUTOMATICALLY BILL LICENSEE AND ASCAP IS UNABLE TO SUCCESSFULLY CHARGE THE APPLICABLE PAYMENT CARD AS PART OF LICENSEE’S USER ACCOUNT OR (Y) ASCAP ELECTS NOT TO AUTOMATICALLY BILL LICENSEE AND LICENSEE DOES NOT REMIT THE REQUIRED FEES BY THE LICENSE PAYMENT DATE (AS DEFINED ABOVE), ASCAP RESERVES THE RIGHT TO IMMEDIATELY TERMINATE THIS LICENSE AGREEMENT, WITHOUT NOTICE OR OTHER OBLIGATION OR LIABILITY TO LICENSEE OR ANY THIRD PARTY.

 Licensee’s Operating Policy. Licensee acknowledges that the Fees are determined by ASCAP, in whole or in part, based on the factors, parameters and criteria described on the Key Terms/Fee Schedule as applied to Licensee’s Operating Policy existing at the time of such determination. Licensee represents, warrants and covenants that all information provided by it in connection with this License Agreement, including Licensee’s Operating Policy, is true and correct. Licensee shall provide ASCAP with written notice of any change in Licensee's Operating Policy no later than the last day of the Initial term, and if applicable, the last day of each Renewal Term, and shall, at such time, furnish to ASCAP all requested information and certify that all information including any changes to Schedule A-1, so provided is true and correct and Licensee’s Operating Policy shall be considered so amended..

Taxes. Licensee shall be responsible for any taxes and/or levies imposed on any transactions conducted by it and any applicable taxes or levies may be added to the amount charged for the applicable transaction. Applicable taxes may include sales tax, use tax and other applicable taxes, which may be based on various factors, including the bill-to address, location of the Premises and tax rates in effect at the time Licensee’s transaction is completed. Further, in the event that Licensee’s payment of Fees under this License Agreement causes ASCAP to incur any liability to pay a gross receipts, sales, use, business use or other tax which is based on the amount of ASCAP's receipts from Licensee, the number of licensees of ASCAP, or any similar measure of ASCAP's activities, Licensee agrees to pay to ASCAP the full amount of such tax; provided, however, that ASCAP is permitted by law to pass through such tax to its licensees. No tax exemptions are permitted for transactions made on www.ASCAP.com.

No Refunds or Credits. All Fees are nonrefundable and ASCAP shall in no event provide any refunds, reimbursements or credits of any kind for any reason, including in connection any early termination of this License Agreement, partial or unused services or Licensed Rights, or any other product or service, in whole or in part.

Audit. ASCAP shall have the right, by its authorized representatives and/or third party designees, at any time during customary business hours, and upon 30 days written notice, to examine the books and records of account of Licensee to verify any statements of Licensee’s Operating Policy and any other information provided by Licensee. In the event any such audit shows Licensee to have underpaid the license fees due ASCAP by less than 5%, Licensee shall pay a finance charge on the additional license fees due of one and one half percent (1- 1/2%) per month, or the maximum rate permitted by law, whichever is less, from the date ASCAP demands payment of such amount. In the event any such audit shows Licensee to have underpaid the license fees due

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ASCAP by 5% or more, Licensee shall pay a finance charge on the additional license fees due of one and one half percent (1-1/2%) per month, or the maximum rate permitted by law, whichever is less, from the date(s) the additional license fees were due.

Article 7. Term and Termination.

Term. This License Agreement shall commence on the Effective Date and shall continue thereafter for a period of 12 months, unless earlier terminated in accordance with the terms and conditions set forth herein (the “Initial Term”). This License Agreement shall automatically renew for additional, successive 12-month periods (each, a “Renewal Term”), unless either Party provides the other with written notice of termination within 30 days prior to the expiration of the Initial Term (or any Renewal Term, as applicable) (the Initial Term and each Renewal Term shall be collectively referred to herein as the “Term”).

Termination for Breach. If Licensee breaches any provision, term or condition of this License Agreement, ASCAP may (reserving cumulatively all other remedies and rights pursuant to this License Agreement and in law and in equity) immediately terminate this License Agreement, in whole or in part, by providing notice to Licensee.

Termination for Insolvency. ASCAP may immediately terminate this License Agreement in the event that Licensee (a) admits in writing its inability to pay its debts as they become due, fails to satisfy any enforceable, final and material judgment against it, or otherwise ceases operations of its business in the ordinary course, (b) is adjudicated bankrupt or becomes insolvent, (c) winds up or liquidates its business voluntarily or otherwise, (d) applies for, consents to or suffers the appointment of, or the taking of possession of by, a receiver, custodian, assignee, trustee, liquidator or similar fiduciary of itself or of all or any substantial portion of its assets, (e) makes a general assignment for the benefit of creditors other than in the ordinary course of financing its ongoing operations, (f) commences a voluntary case under any state or federal bankruptcy laws (as now or hereafter in effect), (g) files a petition seeking to take advantage of any other law providing for the relief of debtors, (h) acquiesces to, or fails to have dismissed, within 30 days, any petition filed against it in any involuntary case pursuant to such bankruptcy laws or (i) takes any action for the purpose of effecting any of the foregoing.

 Termination for Interference in ASCAP’s Operations. ASCAP has the right to terminate this License Agreement, effective immediately upon notice, if there is any interference with, or material increase in the cost of, ASCAP’s operation as a result of any law in the state, territory, dependency, possession or political subdivision in which Licensee, its affiliates or its operations are located which is applicable to the licensing of performing rights.

Effect of Termination. Upon any termination or expiration of this License Agreement for any reason, all rights and licenses granted by ASCAP to Licensee herein shall immediately terminate.

Article 8. INDEMNIFICATION; DISCLAIMER; WAIVER.

Indemnification. Licensee agrees to defend and handle at its own cost and expense any claim or action against ASCAP, its affiliates and the ASCAP Members, and each of their respective officers, directors, employees, representatives and agents (each an “ASCAP Indemnitee”) based upon or in connection with (a) any actual or alleged breach of Licensee’s representations, warranties and covenants contained in this License Agreement and
(b) the Premises, but specifically excluding any claim or action caused by or based upon Licensee’s use of the ASCAP Repertory as specifically permitted pursuant to this License Agreement. Licensee agrees to indemnify and hold the ASCAP Indemnitees harmless from and against any and all liabilities, losses, damages, costs and expenses (including reasonable attorneys’ fees) associated with any such claim or action. Licensee shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise; provided, however, that (i) that no settlement or compromise affecting the financial or legal obligations of any ASCAP Indemnitee shall be entered into or agreed to without the applicable ASCAP Indemnitee’s prior written approval and unless such settlement contains an unconditional release by the claimant or the plaintiff of the ASCAP Indemnitee, its officers, directors, employees, representatives and agents from all liability in respect of such claim or action and (ii) each ASCAP Indemnitee has the right to participate, at its own expense, in the defense and/or settlement of any such claim or action in order to protect its own interests.

DISCLAIMER. THE MUSICAL WORKS IN THE ASCAP REPERTORY AND ALL OTHER PRODUCTS, SERVICES AND RIGHTS PROVIDED OR OTHERWISE MADE AVAILABLE BY OR ON BEHALF OF ASCAP ARE BEING PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT GUARANTEE, REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING AS TO THE IMPLIED WARRANTIES OF TITLE, NON- INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, SATISFACTORY QUALITY, QUIET ENJOYMENT, OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, AND ASCAP HEREBY EXPRESSLY DISCLAIMS ALL SUCH REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, OR ORAL OR WRITTEN, INCLUDING THAT LICENSEE’S EXPLOITATION OF ANY MUSICAL WORKS OR ANY

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OTHER INTELLECTUAL PROPERTY RIGHTS WILL NOT VIOLATE ANY INTELLECTUAL PROPERTY RIGHT OR OTHER PROPRIETARY RIGHT OWNED OR CONTROLLED BY ANY THIRD PARTY.

WAIVER. LICENSEE UNDERSTANDS AND AGREES THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, ASCAP, ITS AFFILIATES AND MEMBERS, AND EACH OF THE FOREGOING PARTIES’ RESPECTIVE SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATORS, SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING OUT OF THIS LICENSE AGREEMENT AND/OR FROM USE OF THE ASCAP REPERTORY, REGARDLESS OF THE FORM OF ACTION OR THE BASIS OF THE CLAIM OR WHETHER OR NOT ASCAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES.

Article 9.	Miscellaneous.

Notices. All notices and other communications required or permitted pursuant to this License Agreement shall be in writing and transmitted via email to the applicable Party at the addresses set forth on the Key Terms/Fee Schedule, unless, by notice, a Party changes or supplements the addressee and addresses for giving notice; provided, however, that ASCAP shall also have the right to provide notice and other communications to Licensee hereunder in writing that are delivered personally, mailed via certified mail, postage prepaid, or via a nationally recognized overnight courier. All notices shall be deemed given on the date personally delivered, when placed in the mail as specified above or when transmitted via email.

Assignment. This License Agreement shall be binding upon and inure to the benefit of the Parties and their permitted successors and assigns, except that Licensee shall not be permitted to assign, convey, transfer or subcontract this License Agreement or any of its rights or obligations hereunder, in whole or in part, without ASCAP’s prior written consent (which may be withheld in ASCAP’s sole and absolute discretion) and any purported assignment without such consent shall be void ab initio and of no force and effect.

Relationship; No Third Party Beneficiaries. Each Party is an independent contractor and each Party’s personnel are not employees or agents of the other Party for federal, state or other tax purposes or any other purposes whatsoever. Personnel of one Party have no authority to make representations, commitments, bind or enter into contracts on behalf of or otherwise obligate the other Party in any manner whatsoever. Nothing in this License Agreement shall be construed or deemed to constitute, create, give effect to or otherwise recognize a joint venture, partnership, business entity of any kind, nor constitute one Party an agent of the other Party. There are no third party beneficiaries, actual or intended, pursuant to this License Agreement.

Interpretation. Headings are for convenience only and are not to be considered in construing or interpreting this License Agreement. The terms “include,” “includes,” and “including,” whether or not capitalized, mean “include(s), but are not limited to,” and “including, but not limited to,” respectively and are to be construed as inclusive, not exclusive.

Amendment; Waiver; Severability. Except as otherwise expressly provided for herein, this License Agreement may not be amended, modified or terminated except by a written instrument signed by both of the Parties. No failure or delay by either Party to exercise any right or enforce any obligation shall impair or be construed as a waiver or on-going waiver of that or any or other right or power, unless made in writing and signed by both Parties. All remedies, rights, undertakings, and obligations contained in this License Agreement shall be cumulative and none of them shall be in limitation of any other remedy, right, undertaking, or obligation of either Party. If any term, covenant or condition of this License Agreement is held invalid, illegal or unenforceable in any respect, such provision shall be replaced by an enforceable provision that most closely meets the commercial intent of the Parties, and such holding shall not affect any other provision of this License Agreement, which shall be and remain effective as though such invalid, illegal or unenforceable provision had not been contained herein.

Governing Law. This License Agreement and all disputes, claims, actions, suits or other proceedings arising hereunder shall be governed by, and construed in accordance with, the substantive law of the State of New York applicable to contracts wholly made and to be performed within the State of New York. Each Party irrevocably submits to the sole and exclusive jurisdiction of the courts of New York State and the Federal courts of the Southern District of New York, situated in the City, County and State of New York. Each Party irrevocably consents to the exercise of personal jurisdiction over each of the Parties by such courts and waives any right to plead, claim or allege that New York is an inconvenient forum.

Publicity. Licensee shall not be permitted to use the name, service or trademarks, logos or otherwise identify or refer to ASCAP or any of its affiliates in any press releases, publicity, marketing or promotional material without the prior, express written approval of ASCAP, in its sole discretion, in each instance and only in accordance with the Terms of Use.

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Survival. Any provision of this License Agreement which, either by its terms or to give effect to its meaning, must survive, including Article 2, Section 3.2, Section 6.6, Article 7 through (and including) Article 9, shall survive the cancellation, expiration or termination of this License Agreement.

Entire Agreement. This License Agreement, together with the schedules and exhibits hereto which are incorporated herein by this reference, constitutes the entire agreement between the Parties and supersedes any prior or inconsistent agreements, negotiations, representations and promises, written or oral with respect to the subject matter hereof. Neither Party has made any representations or promises to the other in connection with this License Agreement or its subject matter that are not expressly set forth in this License Agreement.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

AMERICAN SOCIETY OF COMPOSERS, AUTHORS		LICENSEE Heritage Landing Development	
AND PUBLISHERS		District	

By:	
By:		

Name:    	
[Type or Print]	
Name:	
 		 [Type or Print]	
Title:	 		Title:	 		

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Schedule A

Key Terms and Fee Schedule

Licensee Name: Heritage Landing Development District
Contact Information: Telephone: (904) 940-6095
Email: jnaumann@vestapropertyservices.com

Licensee Contact Location:

Heritage Landing at World Golf Village 370 Heritage Landing Parkway St.
Saint Augustine, FL 32092

	List and addresses of each Premises for each Residential Community and the number of units in each Residential Community: See Attached Schedule A-1.
Fees: $330.00

License Payment Date(s):

ASCAP email contact information (for notices): pgibson@ascap.com

ASCAP RATE SCHEDULE FOR RESIDENTIAL COMMUNITIES

Based upon Licensee’s Operating Policy, the following rates are used to determine Fees: See Rate Schedule

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Schedule A-1 Residential Communities

Name of Community	

Address	
Number of Units	
# of Live Music Events	Mechanical Rate
(Sch. A # of Units X Rate)	
Live Music Rate (Sch.
B)	Total Rate (Sch. A +
Sch. B)	
Heritage Landing at World Golf Village			

6	

$0.00	
$330.00	
$330.00	

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Residential Community
2020 Rate Schedule

Schedule A. Recorded Music*	
Number of Units in Community Less than 150
151 - 500
More than 500	Fee Per Community
$380.00
$456.00
$521.00	

Recorded Music: This fee applies for the performance of music by mechanical or electronic devices, including, but not limited to, radio, compact discs, internet streaming and other digital audio formats (e.g. MP3/iPod), DVD and other digital audiovisual formats, including multiple or large screen televisions / projection screens.

Schedule B. Live Music

12 or Fewer Events Per Year - $326.00 per Community 13 - 24 Events Per Year- $650.00 per Community
More than 24 Events Per Year -$1,084.00 per Community

Live Music: This fee applies for the performance of music by live musicians or recorded music enhanced with such features as live disc jockeys, karaoke, emcee's, dancing, shows, acts or games.

*Licensees between 10 and 100 communities shall receive a 10% discount applied to the total fee.
*Licensees between 101 and 200 communities shall receive a 15% discount.
*Licensees over 200 communities shall receive a 20% discount.

LICENSE FEES FOR 2021 SEASON AND THEREAFTER
The license fees for each calendar year commencing 2021 shall be the license fee for the preceding calendar year, adjusted in accordance with the increase in the Consumer Price Index, All Urban Consumers - (CPI-U) between the preceding October and the next preceding October.

2020 Report Form

Name of Community	

Address	

Number of Units	

Live Music
Events Per Year	
Recorded Music (Fee
per   Schedule A)	

Live Music Rate (Sch.
B)	

Total Rate (Sch. A +
Sch. B)	

							

							

ASCAP
Toll Free: 1-800-505-4052 Fax: 615-691-7795
E-payment Websites: http://www.ascap.com/mylicense or http://www.ascap.com

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INVOICE

Heritage Landing Development District	December 3, 2020 370 Heritage Landing Parkway St.
Saint Augustine, FL 32092

Re:	Heritage Landing at World Golf Village 370 Heritage Landing Parkway St.
Saint Augustine, FL 32092

Billing Period: January 1, 2021 Thru December 31, 2021
Annual Rate:	$330.00 Amount Due:	$330.00

INVOICE NUMBER: 0010g00001nBO9f DUE UPON RECEIPT
TO PAY VIA CREDIT CARD, DEBIT CARD, OR E CHECK, PLEASE CONTACT Pam Gibson at (615) 727-5193

PLEASE MAIL YOUR CHECK TO: ASCAP, PO Box 331608, Nashville, TN 37203-7515

Payment Amount: $ 	

*Check No:   	

*Please note: "When you provide a check as payment, you authorize ASCAP to either use information from your check to make a one-time electronic fund transfer from your account or to process the payment as a check transaction. When we use information from your check to make an electronic fund transfer, funds may be withdrawn from your account as soon as the same day we receive your payment, and you will not receive your check back from your financial institution. However the transaction will appear on your bank statement. If we cannot post the transaction electronically, we may present a copy of your check for payment."

ASCAP License fees are due and payable in advance.   Retain bottom portion for your records.

Heritage Landing at World Golf Village 370 Heritage Landing Parkway St.
Saint Augustine, FL 32092

Billing Period: January 1, 2021 Thru December 31, 2021
Annual Rate:	$330.00 Amount Due:	$330.00

Tab 8

Heritage Landing
Field Operations Manager Report

Date of report: 11/30/2020	Submitted by: Lourens Erasmus Field operations and maintenance items:
The FPL marked out locations for the new lights.
The slide tower engineer’s agreement has been executed and awaiting next steps.
Our pool heaters had a bad compressor; the parts were replaced under warranty.
Cintas repaired the leaks we have in our fire sprinkler system, the condition of the pipes is little concerning and we will have to keep a closer eye on it.
Met with electrician to run wires for internet service in the heritage room and gym.
Met with Comcast about our current set up and what they offered to improve the Wi-Fi connections.
I staked out the locations along the pathway for the fitness equipment. Each location will need some work to be ready for equipment some more than others.
General maintenance around the facility continues.

Sprinkler pipe repaired:
We cut an access hatch for Cintas to install the new 10 feet of 6 inch pipe and the prefabricated 3 inch joint.

Grill repair:
The flavor bars rusted away and I replaced them with new ones from Weber direct.

Pavers releveled:
Some pavers have lifted from tree roots or sunk due to the rains, we pulled them up and releveled them.

Line trim RV lot:
The grass and weeds got tall and needed some cutting.

Christmas lights:
We installed Christmas lights around the front of the amenity center. We went and bought the tree and set it up in the heritage room.

Tab 9

 	6869 Phillips Pkwy Dr. South Jacksonville Fl 32256	
Fax: 904-807-9158	Phone: 904-997-0044
Service Report
Date: November 11 & 20, 2020	Biologist: Jim Charles

Client: Heritage Landing CDD Waterways: Thirteen Ponds Comments: Partly sunny, 72F and calm.
Pond 1: Pond was in good condition. Pond level is normal.

Pond 2: Pond was in fair to good condition. Pond level is normal. Both fountains running. Working on scheduling application to target the eel grass.

Pond 3: Pond was in fair to good condition. Water level is normal. The treated torpedo grass is dead and decaying.

Pond 4: Pond is in fair condition. Water level is normal. Both fountains running normally. Treated pond for minor spatterdock and perimeter algae on the 20th. Also added 4 gallons of pond dye.

Pond 5: Pond was in good condition. Pond level is normal. Treated minor spatterdock in this pond.

Pond 6: Pond was in fair to good condition. Water level is normal.

Pond 7: Pond was in fair condition. Pond level is normal.

Treated pond for spatterdock by airboat on the 20th.

Pond 8: Pond was in good condition. Fountain running normally. Water level is normal.

Pond 9: Pond was in good condition. Water level is good.

Pond 10: Pond was in good condition. Water level is normal.

Pond 11: Pond was in good condition. Pond level is normal.

Pond 12: Pond was in fair condition. Pond level is normal. Turf too wet to access this pond. Will treat perimeter next visit.

Pond 13: Pond was in good condition this month. Pond level is normal.

Jim Charles

District Manager

BUSINESS ITEMS

Discussion Regarding Teen Amenity Center Options

Consideration of Vesta Proposal for Al- a-cart Services
(under separate cover)

Discussion Regarding Procedure for Small Projects

AUDIENCE COMMENTS AND SUPERVISORS REQEUST

ADJOURNMENT