Agenda 06-17-2025; 8-m - Amendment to the Purchase and Sale Agreement for the Property for the Crisis Diversion Facility

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5 responsible to restore any damage the original condition of Buyer's facilities. The cost for repair and maintenance of the temporary stormwater drainage facility shall be shared between the owners of New Lot 1 and Buyer's Parcel pro rata based on the square footage of impervious surface located on, or to be located on, the respective parcels unless or until Buyer is no longer utilizing the temporary stormwater drainage facility. Except as provided in the following language of this Section 2.b., the owner of New Lot 1 shall not be required to share in the repair and maintenance of the temporary stormwater drainage facility until construction begins on New Lot 1 after receipt of all necessary permits from the relevant governmental agencies. The owner of Buyer's Parcel shall have no obligation to contribute to the cost of maintenance,construction,or repair of the temporary stormwater drainage facility after Buyer's Parcel is no longer utilizing the temporary stormwater drainage facility.Provided,however,Buyer will provide Seller notice before it removes the temporary facility and returns it to a natural state when it converts the stormwater system to the permanent detention basins. Within fifteen(15) days of receipt of such notice, Seller may elect to assume sole and exclusive responsibility for the operation, maintenance and removal of the temporary stormwater drainage facility as well as returning it to its natural state if, and only if, (i) Seller's assumption of the operation and maintenance of the temporary stormwater drainage facility does not delay or inhibit the use of Buyer's facilities or the issuance of any certificate of occupancy or other governmental permit necessary to formally close out Buyer's construction project,and(ii)Seller presents Buyer with an acceptable permanent easement providing for Buyer's use of the temporary stormwater drainage facility. Seller shall bear all costs and expenses associated with assuming the temporary stormwater drainage facility, including, but not limited to amending Buyer's permits and plan applications to reflect Seller's continued use of the stormwater facility and recording the necessary easement. The Owner of New Lot 1 will exclusively maintain and repair any and all piping conveying stormwater from new Lot 1 to the temporary stormwater drainage facility that it constructs, and the owner of the Buyer's Parcel will exclusively maintain and repair any and all piping conveying stormwater from Buyer's Parcel to the temporary stormwater drainage facility it constructs. 3. CROSS-ACCESS EASMENT. The Declaration (with easements) will provide for a non- exclusive cross-access easement,for ingress,egress,regress and utilities in favor of Seller to access New Lot 1 (see Plan Set Sheet C3.0 of Exhibit A). The cross-access easement will serve both the County's building and the future building on Seller's New Lot 1. For purposes of further clarity, the description of the cross-easement road should be: starting where the eastbound private road intersects with the public right-of-way of the southbound entrance road, running 320' east, more or less, to where the road turns southbound towards the County's building. The cross-access easement shall provide access for all potential users of Buyer and Seller. Except as provided herein below, Buyer shall maintain and repair the asphalt improved cross-access easement road in good repair,but in the event, Buyer fails to maintain the road to reasonable commercial standards, Seller shall have the right to maintain the road at Seller's expense (e.g. snow plowing). The area within the cross-access easement maybe used as a construction entrance for the development of New Lot 1 if necessary, however, Seller shall (i) keep the cross-access easement open for Buyer's use at all times, (ii) keep the cross-access easement area clean and free of debris during all periods of construction, and (iii) repair and restore the cross-access easement area to the same condition is was in prior to the start of Seller's construction at its sole cost and expense. Except as provided in the preceding sentence, the cost for repair and maintenance of the area within the cross- access easement will be shared between the owners of New Lot 1 and Buyer's Parcel pro rata based on the square footage of the buildings located on the respective parcels. Except for the obligations of the owner of New Lot 1 related to use of the cross-access easement area during construction on New Lot 1, the owner of New Lot 1 shall not be required to share in the maintenance of the cross-access easement 3 4918-0066-5674,v.2