CANCELLATION AGREEMENT

This CANCELLATION AGREEMENT (the "Agreement") is made this _ _ day of

-----, 2019, by and between VICTOR A. CEPEDA (hereinafter referred to as "Purchaser") and LANDO RESORTS CORPORATION, a Florida corporation (hereinafter referred to as "Seller").

RECITALS:

A. On or about July 6, 2015 Purchaser entered into an agreement to purchase from Setler a timeshare interest described as One Biennial (ODD) Time-Share Interest, Assigned Unit Week 24, Assigned Unit 10504 at Vacation Village at Parkway (the "Timeshare Interval") under Contract Number XXX (the "Transaction").

B. Purchaser desires to cancel the Transaction and to be released from all financial obligations under the Transaction.

C. Seller has agreed to cancel the Transaction, release Purchaser from all financial obligations and retain all funds paid by Purchaser.

D. Purchaser agrees to make payment to Seller in the amount of Five Hundred Dollars ($500.00), as a Mortgage Release Fee and County Recording Fees.

E. Purchaser agrees to make payment to the Association for outstanding maintenance fees and property taxes in the amount of Nine Hundred and Sixty Nine Dollars ($969.00; the " Maintenance Fees").

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is acknowledged, and the mutual covenants set forth herein, the Parties agree as follows:

AGREEMENT

l. Recitals. The foregoing recitals are true and correct and incorporated herein by reference.

2. Cancellation. The cancellation of this Transaction shall become effective upon (i) the Parties execution of this Agreement, (ii) Purchaser's delivery of a cashier's check to Seller in the amount of Five Hundred Dollars ($500.00), (iii) a cashier's check to Association in the amount of Nine Hundred Sixty Nine Dollars ($969.00), and (iv) Purchaser's delivery of all documents necessary to ensure that title to the Timeshare Interval vests with Seller, or Seller's designee. Purchaser hereby waives any right to a refund of any monies paid in connection with the Transaction, including but not limited to maintenance fees and taxes . Should the need be required, Purchaser agrees to cooperate and execute any document necessary to ensure that title

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to the Timeshare Interval vests with Seller or Seller's designee after the cancellation of the

Transaction.

3. Purchaser Release. Purchaser does hereby release, acquit and forever discharge Seller, Associatioh, their affiliates and subsidiaries, and their respective employees, agents, representatives, successors and assigns (hereinafter collectively, the "Seller Entities") from any and all manner of action and actions, cause and causes of action, suits, sums of money, accounts, reckonings, covenants, contracts, controversies, agreements, promises, damages, judgments, claims and demands whatsoever kind or nature, in law or in equity, including but not limited to the Transaction, which Purchaser may have had, may now have, or may hereafter have against the Seller Entities from the beginning of time to the date of this Agreement.

4. Seller Release. Seller does hereby releases, acquits and forever discharges Purchaser from any and all manner of action and actions, cause and causes of action, suits, sums of money, accounts, reckonings, covenants, contracts, controversies, agreements, promises, damages, judgments, claims and de.mands whatsoever kind or nature, in law or in equity, including but not limited to the Transaction, which Seller may have had, may now have, or may hereafter have against Purchaser from the beginning of time to the date of this Agreement.

5. Consideration. The Parties admit the sufficiency and validity of the consideration set forth in this Agreement.

6. No Admission. The Parties do not admit any liability or responsibility of any sort by reason hereof. This Agreement is made in compromise and for the purpose of terminating the Transaction.

7. Confidentiality. Purchaser agrees to keep this Agreement, including but not limited to its existence and all terms and conditions hereof, confidential, and shall not divulge, make known, publish, or distribute by any means, or any manner whatsoever, either individually, or on behalf of any other person, firm, partnership, joint venture, association, group, corporation, or other entity, whether formal or informal , its existence or any of the terms and conditions hereof to any other person, persons or entity for any reason whatsoever. If Purchaser becomes legally compelled (by interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process) to disclose this Agreement in a manner not otherwise permitted by this Agreement, they will provide Seller with prompt notice of the request prior to disclosing or producing the Agreement so that it may seek an appropriate protective order or other appropriate remedy.

8. Remedies. If any dispute arises concerning the disclosure OT distribution of the terms of this Agreement or should any term, condition, or provision of this Agreement be breached or should there be a threat of such breach by Purchaser, as the case may be, the Seller or any one of Seller Entities, may seek injunctive relief against Purchaser restraining such disclosure, distribution, unauthorized use or violation of the terms, conditions and provisions of this Agreement. That remedy will be in addition to any other legal or equitable remedy otherwise available and it is expressly agreed that a denial by a court of competent jurisdiction of an application for injunctive relief as a result of a finding by the court that the Seller Entities, or

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any one of them, has not been irreparably harmed shall not impair or restrict such entity's right to pursue a claim for damages resulting from such breach. No bond or other security will be required in connection with the pursuit of that injunction.

9. Miscellaneous.

a. Purchaser hereby declares that the terms of this Agreement have been completely read, and fully explained, and are fully understood and voluntarily accepted for the purpose of making a full and final compromise, adjustment and settlement of any and all claims, disputed or otherwise, and it is specifically agreed that this Agreement shall be a complete bar to all claims or suits for damages of whatever nature that Purchaser had, has, could have had, or will have, against the Seller Entities from the beginning oftime to the date of this Agreement. The terms of this Agreement are contractual and are not a mere recital.

b. Purchaser states that it has carefully read this Agreement, knows the contents thereof, and signs the same freely and voluntarily.

c. This Agreement has been negotiated at arms length between persons knowledgeable in the matters dealt with herein.

d. This Agreement is to be interpreted in accordance with the laws of the State of Florida. Venue for any dispute concerning this Agreement shall be in Broward County, Florida. Should any court of competent jurisdiction deem any provision or clause of this Agreement to be illegal, invalid, or unconscionable and unenforceable, such provision or clause shall be fully severable from this Agreement and, in its place, there shall be added to this Agreement a similar provision as near in intent as possible which is not illegal or unconscionable, and this Agreement shall be construed and interpreted as if such illegal, invalid, or unconscionable and unenforceable provision or clause had never comprised a part of this Agreement.

e. Purchaser agrees and promises to immediately withdraw any complaint tiled by Purchaser with any local, state or federal agency, or any local , state or national television channel or network, or similar consumer complaint forum, in connection with or arising from or out of the Transaction and agrees to withhold any further comment or communication with any such entity regarding the Transaction.

f. Each Party hereto agrees to execute such other documents as may be reasonably requested by the other party to effect the terms of this Agreement, and to vest title to the Timeshare Interval with Seller.

g. In the event of any litigation arising under this Agreement, the prevailing party shall be entitled to the recovery of all court costs and attorneys' fees inclusive of court costs and attorneys' fees incurred in any appellate proceedings.

h. This Agreement may be executed any number of counterparts, each of which when so executed shall be an original, but such counterparts shall together constitute one and the same Agreement. Any signature of this Agreement delivered by a party via facsimile or email transmission shall be deemed to be an original thereto.

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10. Waiver of Jurv Trial. EACH PARTY HERETO KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, CROSS-CLAIMS, COUNTER-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER, OR IN CONNECTION WITH TffiS AGREEMENT OR BETWEEN THE PARTIES TO TIDS AGREEMENT, THEIR AFFILIATES, SUBSIDIARIES, SUCCESSORS, OR ASSIGNS AND IRRESPECTIVE OF WHETHER SUCH LITIGATION ARISES OUT OF THIS AGREEMENT, BY STATUTE, OR AS A MATTER OF TORT LAW AND THE PARTIES HERETO EXPRESSLY CONSENT TO A NON-JURY TRIAL IN THE EVENT OF ANY OF THE FOREGOING.

IN WITNESS WHEREOF, the parties have set their hands and seals as of the date and year first above written.

PURCHASER:

VICTOR A. CEPEDA

SELLER:

LANDO RESORTS CORPORATION, a Florida corporation

Tammy Archard, Authorized Agent

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