HomeMy WebLinkAboutSand Loch Capital Investors, LLC - Development Agreement 2020 09 28 Grant Maloy, Clerk Of The Circuit Court&Comptroller Seminole County, FL
Inst#2020134814 Book:9768 Page:996-1008; (13 PAGES) RCD: 11/23/2020 8:30:48 AM
REC FEE $112.00
THIS INSTRUMENT WAS PREPARED BY
AND SHOULD BE RETURNED TO:
Anthony A.Garganese
City Attorney of Winter Springs
Garganese,Weiss,D'Agresta&Salzman,P.A.
I I I N.Orange Avenue,Suite 2000
Orlando,FL 32802
(407)425-9566 FOR RECORDING DEPARTMENT USE ONLY
DEVELOPMENT AGREEMENT
(Sand Loch—Future Land Use Change and Rezoning)
THIS DEVE OP +NT AGREEMENT ("Agreement") is made and executed this
day of ? 2020, by and between the CITY OF WINTER SPRINGS,
a Florida Municipal Corporation ("City"), whose address is 1126 East S.R. 434, Winter Springs,
Florida 32708, and SAND LOCH CAPITAL INVESTORS, LLC, a Florida corporation
("Developer"),whose address is 7575 Dr.Phillips Blvd, Suite 265, Orlando,Florida 32819.
WITNESSETH:
WHEREAS, Developer is the owner of approximately 0.82 acres, more or less, of real
property located west of Hammock Lane, Winter Springs, Seminole County, Florida, more
particularly described herein ("Property"); and
WHEREAS, the Property is a small, remnant frontage parcel on SR 434 which was not
included in the Southern Oaks Phase Three subdivision, recorded in the Seminole County Plat
Book 81,Pages 72-74, and also not included in the Conservation Easement recorded in Seminole
County Official Records, Book 8466, Pages 1354-1365, which encumbers the.wetlands known
as Tract E of the Southern Oaks Phase Three subdivision; and
WHEREAS, the Developer desires to change the Future Land Use designation of the
Property from "Low Density Residential''to "Commercial" and rezone the Property from "One
Family Dwelling District" (R-IA) to "C-1 Neighborhood Commercial District" (C-1) for the
intended purpose of developing a single commercial building with associated parking and
stormwater facilities; and
WHEREAS, the Property was previously part of an 8.29-acre parcel for which the City
changed the Future Land Use designation from "Commercial"to "Low Density Residential" and
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 1 of 13
a
Book 9768 Page 997
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approved a rezone from C-1 Neighborhood Commercial District to R-lA One Family Dwelling
District, in Ordinances 2012-19 and 2012-20, on January 28, 2013; and
WHEREAS, these actions were premised largely upon the expanse of wetlands on the
8.29-acre property, which are now the subject of the Conservation Easement described above
and designated as Tract E in the Southern Oaks Phase Three plat, as the presence of the wetlands
and proximity to low-density single-family development rendered the larger parcel unconducive
to commercial development; and
WHEREAS, given that the separation and preservation of the wetlands has created
changed circumstances in which the much smaller, 0.82-acre subject Property may be
appropriately used for limited commercial development, the City Commission desires to approve
the Developer's request to change the Future Land Use designation and rezone the Property,
subject to the conditions contained in this Agreement; and
WHEREAS, pursuant to Chapter 20 Zoning, Article II, Division 1, Section 20-29.1 of
the Winter Springs City Code ("City Code"), a community workshop for the Project was held on
July 9, 2020; and
WHEREAS, Section 20-29(c) of the City Code requires that all rezonings shall be
binding on the use of the subject property and, further,that as a condition of approval by the City
Commission, all development projects requiring a community workshop pursuant to Section 20-
29.1 of the City Code shall be required to be memorialized in a binding development agreement;
and
WHEREAS, Section 20-31 of the City Code provides that speculative rezoning of land is
very disfavored by the city and that, in conjunction with a rezoning application, the Developer
shall be required to fully disclose any proposed new development project that will be pursued by
the applicant if the proposed rezoning request is approved; and
WHEREAS, in the compliance with City Code, the Developer has included a general
land use plan as described further herein, which shall be deemed to be binding on the Property,
and the change of zoning shall be deemed to be granted in reliance on said land use plan; and
WHEREAS, in approving a rezone, the City Commission may include use restrictions
greater than those otherwise specified for that particular zoning district; and
WHEREAS, this Development Agreement shall be recorded against the property so that
the terms and conditions of approval herein shall run with the land; and
NOW THEREFORE, in consideration of the mutual promises and covenants contained
herein,the parties mutually agree as follows:
1.0 Recitals. The foregoing recitals are true and correct and are hereby incorporated
herein by this reference.
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 2 of 13
Book 9768 Page 998
Instrument#2020134814
2.0 Authority, This Agreement is entered into pursuant to the Florida Municipal
Home Rule Powers Act.
3.0 The Property. The real property subject to this Agreement has a tax parcel
identification number of 25-20-31-5BA-0000-019A and is legally described in EXHIBIT "A",
attached hereto and fully incorporated herein by this reference ("Property").
4.0 Proiect Description and Requirements. The Developer agrees that the
Property shall be developed as a single commercial building, approximately 5,000 square feet in
size and a maximum of two (2) stories in height. The commercial building is intended to be
capable of being used for various limited commercial, retail, office, and clinic uses as described
further herein.
(Hereinafter,the project description and requirements are referred to as the "Project").
5.0 Land Use Plan. The Project shall be substantially developed in accordance
with the land use plan which is attached hereto as EXHIBIT "B" and incorporated herein by this
reference ("Land Use Plan"). The Land Use Plan is intended to be the general blueprint which
details key aspects of the future physical development of the Property. The Land Use Plan shall
also serve as a necessary guide for future permit applications and permitting necessary to
complete the construction of the Project. Developer shall have the obligation to further submit
and obtain the City's approval of a final site plan and final engineering plans and aesthetic
review ("Final Engineering Plans") consistent with the Land Use Plan in all material respects
and in compliance with the City Code. Developer acknowledges and agrees that the Land Use
Plan was not created with specific surveyed dimensions and that during the Final Engineering
Plan process such dimensions shall be surveyed, duly engineered, and provided to the City for
consideration under applicable City Codes. The Land Use Plan shall be subject to reasonable
adjustments at the Final Engineering Plan phase in order to bring the Project into full compliance
with the City Code, and as a result, the exact location, layout and dimensions of the building,
landscaping, entrances, utilities, parking and other site improvements may vary slightly between
Land Use Plan approval and approval of the Final Engineering Plans. These changes shall be
allowed as long as the changes are consistent with the development standards noted in this
Agreement and preserve the general character of the development shown on the Land Use Plan.
6.0 Permitted Uses. The Developer agrees that the Property is situated between
commercial development to the west, currently a child care facility, and single-family
development and wetlands to the east and south. As a consequence,the City Commission herein
imposes certain use restrictions greater than those otherwise specified in the C-1 zoning district
to ensure any negative impacts of the commercial development are minimized and to ensure the
future development is compatible with the surrounding uses. The following uses shall be
permitted on the Property:
1. Animal hospitals and veterinary clinics (with no outside kennels)
2. Art supplies and picture framing shops
3. Artists' (such as painters, sculptures, and craft makers) studios
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 3 of 13
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Instrument#2020134814
4. Cleaners,Alterations, Tailoring and Shoe Repair
5. Confectionary and ice cream stores (including outside dining)
6. Dance and music studios
7. Health and exercise clubs and athletic training facilities
8. Interior decorating and draperies
9. Office
a. Advertising Agencies
b. Attorney
c. Bookkeeper
d. Dental
e. Insurance
f. Medical
g. Professional and Business
h. Title Companies
i. Travel Agency
10.Pet shops and grooming
11. Photographic studios
12.Limited retail uses as follows:
a. Art supplies and picture framing shops
b. Bakery
c. Bicycle
d. Bookstore
e. Hardware
f. Health Food
g. Florist
h. Office and Stationary Supplies
13. Swimming pool sales, service and supplies
The Developer acknowledges and agrees that no other uses shall be permitted on the Property,
including, but not limited to, retail sales of alcohol or retail sales, manufacturing, or
compounding of any products derived from the hemp plant or cannabis plant, including CBD
(cannabidiol).
7.0 Future Permitting. Within thirty-six (36) months from the Effective Date of
this Agreement, the Developer, at its expense, shall prepare and file all required applications,
information, and engineering plans with the City that are necessary to obtain Final Engineering
approval for the Project consistent with the Land Use Plan. The Developer shall obtain Final
Engineering approval within forty-eight (48) months of the Effective Date of this Agreement. If
the Project fails to obtain such final approval from the City within the aforesaid forty-eight (48)
months, the City shall have the right to declare the Developer in default pursuant to Section 24.0
of this Agreement. If the Developer does not cure the default within the cure period, the City
shall have the right, but not obligation to, terminate this Agreement without penalty as provided
herein.
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 4 of 13
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Instrument#2020134814
8.0 Representations of the Parties. The City and Developer hereby each represent
and warrant to the other that it has the power and authority to execute, deliver and perform the
terms and provisions of this Agreement and has taken all necessary action to authorize the
execution, delivery and performance of this Agreement. This Agreement will, when duly
executed and delivered by the City and Developer, constitute a legal, valid and binding
obligation enforceable against the parties hereto. Upon acquisition of the Property by the
Developer and the recording of this Agreement in the Public Records of Seminole County,
Florida, the Agreement shall be a binding obligation upon the Property in accordance with the
terms and conditions of this Agreement. Developer represents that it has voluntarily and
willfully executed this Agreement for purposes of binding himself and the Property to the terms
and conditions set forth in this Agreement.
9.0 Successors and Assigns. This Agreement shall automatically be binding upon
and shall inure to the benefit of the City and Developer and their respective successors and
assigns. The terms and conditions of this Agreement similarly shall be binding upon the
Property and shall run with title to the same upon being duly recorded against the Property by the
City.
10.0 Applicable Law, Venue. This Agreement shall be governed by and construed in
accordance with the laws of the State of Florida. The venue of any litigation arising out of this
Agreement shall be in Seminole County,Florida or, for federal court actions, in Orlando,Florida.
11.0 Amendments. This Agreement shall not be modified or amended except by
written agreement duly executed by both parties hereto (or their successors or assigns) and
approved by the City Commission.
12.0 Entire Agreement; Exhibits. This Agreement and all attached exhibits hereto
supersede any other agreement, oral or written, regarding the Property and contain the entire
agreement between the City and Developer as to the subject matter hereof. The Exhibits
attached hereto and referenced herein are hereby fully incorporated herein by this reference.
13.0 Severability. If any provision of this Agreement shall beheld to be invalid or
unenforceable to any extent by a court of competent jurisdiction, the same shall not affect in any
respect the validity or enforceability of the remainder of this Agreement.
14.0 Effective Date. This Agreement shall become effective upon approval by the
City Commission and execution of this Agreement by both parties hereto.
15.0 Recordation. Upon full execution by the Parties, this Agreement shall be
recorded in the Public Records of Seminole County,Florida by the City.
16.0 Relationship of the Parties. The relationship of the parties to this Agreement is
contractual and Developer is an independent contractor and not an agent of the City. Nothing
herein shall be deemed to create a joint venture or principal-agent relationship between the
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 5 of 13
Book 9768 Page 1001
Instrument#2020134814
parties, and neither party is authorized to, nor shall either party act toward third persons or the
public in any manner,which would indicate any such relationship with the other.
17.0 Sovereign Immunity. Notwithstanding any other provision set forth in this
Agreement, nothing contained in this Agreement shall be construed as a waiver of the City's
right to sovereign immunity under section 768.28, Florida Statutes, or other limitations imposed
on the City's potential liability under state or federal law. As such, the City shall not be liable
under this Agreement for punitive damages or interest for the period before judgment. Further,
the City shall not be liable for any claim or judgment, or portion thereof, to any one person for
more than two hundred thousand dollars ($200,000.00), or any claim or judgment, or portion
thereof, which, when totaled with all other claims or judgments paid by the State or its agencies
and subdivisions arising out of the same incident or occurrence, exceeds the sum of three
hundred thousand dollars ($300,000.00).
18.0 City's Police Power. Developer agrees and acknowledges that the City hereby
reserves all police powers granted to the City by law. In no way shall this Agreement be
construed as the City bargaining away or surrendering its police powers.
19.0 Interpretation. The parties hereby agree and acknowledge that they have both
participated equally in the drafting of this Agreement and no parry shall be favored or disfavored
regarding the interpretation to this Agreement in the event of a dispute between the parties.
20.0 Third-Party Rights. This Agreement is not a third-party beneficiary contract and
shall not in any way whatsoever create any rights on behalf of any third party.
21.0 Specific Performance. Strict compliance shall be required with each and every
provision of this Agreement. The parties agree that failure to perform the obligations provided
by this Agreement shall result in irreparable damage and that specific performance of these
obligations may be obtained by a suit in equity.
22.0 Attorney's Fees. In connection with any arbitration or litigation arising out of
this Agreement, each party shall be responsible for their own attorney's fees and costs.
23.0 Development Permits. Nothing herein shall limit the City's authority to grant or
deny any development permit applications or requests subsequent to the effective date of this
Agreement. The failure of this Agreement to address any particular City, County, State and/or
Federal permit, condition, term or restriction shall not relieve Developer or the City of the
necessity of complying with the law governing said permitting requirement, condition, term or
restriction. Without imposing any limitation on the City's police powers, the City reserves the
right to withhold, suspend or terminate any and all certificates of occupancy for any building,
trailer, structure or unit if Developer is in breach of any term and condition of this Agreement.
24.0 Default. Failure by either party to perform each and every one of its
obligations hereunder shall constitute a default, entitling the non-defaulting party to pursue
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 6 of 13
Book 9768 Page 1002
Instrument#2020134814
whatever remedies are available to it under Florida law or equity including, without limitation,
termination of this Agreement or an action for specific performance and/or injunctive relief. In
addition, Developer specifically acknowledges and agrees that violations of this Agreement will
also constitute a violation of the Zoning Ordinances of the City, and this Agreement may be
enforced in the manner of zoning code violations pursuant to the City Code. Prior to any party
filing any court action as a result of a default under this Agreement, the non-defaulting party
shall first provide the defaulting party with written notice of said default. Upon receipt of said
notice, the defaulting party shall be provided a thirty (30) day opportunity in which to cure the
default to the reasonable satisfaction of the non-defaulting party prior to filing said action.
25.0 Termination. The City shall have the unconditional right, but not obligation, to
terminate this Agreement,without notice or penalty, if Developer fails to comply with the Future
Permitting requirements of Section 7.0. In addition, the City shall have the right, but not
obligation, to terminate the Agreement if Developer permanently abandons construction of the
Project, provided, however, the City shall first deliver written notice and an opportunity to cure
to the defaulting party as set forth in Section 24.0 above. If the City terminates this Agreement,
the City shall record a notice of termination against the Property in the public records of
Seminole County, Florida. Upon termination for any reason,the City may initiate a Future Land
Use designation amendment and rezoning of the Property to the preexisting designation and
zoning district(Low Density Residential/R-IA),the advertising and noticing costs of which shall
be borne by the Developer. In that circumstance,the Developer hereby waives the right to object
to, contest, or support others in objecting to or contesting the City's efforts to initiate such Future
Land Use designation amendment and rezoning of the Property to its preexisting designation and
zoning district.
26.0 Indemnification and Hold Harmless. Developer shall be solely responsible for
designing, permitting, constructing, operating and maintaining this Project. As such, Developer
hereby agrees to indemnify, release, and hold harmless the City and its commissioners,
employees and attorneys from and against all claims, losses, damages, personal injuries
(including, but not limited to, death), or liability (including reasonable attorney's fees and costs
through all appellate proceedings), directly or indirectly arising from, out of, or caused by
Developer and Developer's contractor's and subcontractor's performance of design, permit and
construction activities in furtherance of constructing the Project under this Agreement and the
operation and maintenance of the Project thereafter. This indemnification shall survive the
termination of this Agreement.
27.0 Force Maieure. The parties agree that in the event that the failure by either party
to accomplish any action required hereunder within a specified time period ("Time Period")
constitutes a default under the terms of this Agreement and, if any such failure is due to any
unforeseeable or unpredictable event or condition beyond the control of such party, including,
but not limited to, acts of God, acts of government authority(other than the City's own acts), acts
of public enemy or war, riots, civil disturbances, power failure, shortages of labor or materials,
injunction or other court proceedings beyond the control of such party, or severe adverse weather
conditions ("Uncontrollable Event"), then, notwithstanding any provision of this Agreement to
the contrary, that failure shall not constitute a default under this Agreement and any Time Period
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 7 of 13
Book 9768 Page 1003
Instrument#2020134814
proscribed hereunder shall be extended by the amount of time that such party was unable to
perform solely due to the Uncontrollable Event. The extended time period shall be agreed to in
writing by the parties and said agreement shall not be unreasonably withheld by either party.
28.0 Notice. Whenever either party desires to give notice to the other, notice shall be
sent by hand delivery or certified mail,return receipt requested, and shall be sent to:
For the City:
Shawn Boyle, City Manager
City of Winter Springs
1126 East S.R. 434
Winter Springs, Florida 32708
With additional notice to:
Anthony A. Garganese, City Attorney
Garganese, Weiss,D'Agresta& Salzman, P.A.
111 N. Orange Avenue, Suite 2000
Orlando, FL 32802
For Developer:
Dwight Saathoff
Sand Loch Capital Investors, LLC
7575 Dr.Phillips Blvd. Suite 265
Orlando, FL 32819
Either party may freely modify their respective contact person and address contained in
this Paragraph by providing written notice of the modification to the other party. Any Notice
given as provided herein shall be deemed received as follows: if delivered by personal service,
on the date so delivered; and if mailed, on the third business day after mailing.
29.0 Assignment. Prior to completing the construction of the Project and reaching
final build-out of the Project, Developer shall not assign this Agreement without the prior written
consent of the City. Such assignment shall also require the written approval of the City by
amendment to this Agreement, which shall not require a public hearing and shall not be
unreasonably withheld. However, Developer shall be entitled to assign its rights and obligations
under this Agreement to a parent, subsidiary, or affiliated entity in which Developer or its
members are members or interest holders without City consent, provided that the City is given
notice of such assignment in accordance with Section 28.0 herein. Any assignment authorized
by this subparagraph shall require the assignee to be a formal signatory to this Agreement and
fully assume all of Developer's obligations, commitments, representations, and warranties under
this Agreement. In any assignment, the rights and obligations contained herein shall be binding
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 8 of 13
Book 9768 Page 1004
Instrument#2020134814
on successors in interest to the Property, and the terms and conditions of this Agreement shall
bind and inure to the benefit of the parties hereto and any respective successors and assigns.
IN WITNESS WHEREOF, the parties have hereunto set their hands and seal on the
date first above written.
CITY OF WINTER SPRINGS
By:
Charles Lacey, M
Date:
ATTEST:
By:
Christian Gowan, Interim City Clerk
APPROVED AS TO FORM AND LEGALITY
For the use and reliance of the City of Winter Springs,
Florida only.
CITY SEAL Date: 12 10 o.,f)
By:
l OF Anthony A. Garganese, City Attorney for
�; •'•' ••••'••. the City of Winter Springs, Florida
0 —
STATE OF FLORIDA
COUNTY OF
SEMINOLE
The foregoing instrument was acknowledged before me by means of physical presence or
(__)online notarization, this 10 day of _AM✓-P,M Kg x, 2020,by Charles Lacey, Mayor of
THE CITY OF WINTER SPRINGS,FLORIDA, a municipal corporation, on behalf of the
corporation. He i ersona o o me or has produced as identification.
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 9 of 13
Book 9768 Page 1005
Instrument#2020134814
(NOTARY SEAL)
(Notary Public Signature)
1 S 1^l f1 PLO
y (Print Name)
ip '+1 Notary Public State of Florida Notary Public State of �Lo y i Ck A-
Tristin M Motter '
My Commission GG 963677 Commission No.:
►„ • Expires 02/O2/2024 My Commission Expires:
Signed, sealed and delivered in the SAND LOCH CAPITAL INVESTORS,LLC,
presence of the following witnesses: a Florida Limited Liability Company
iature of Witnes Print name and title: 4AA t •-ei/
Printed Name of Witness
Date:
of Witn s
CQ)r D-,S
Printed Name of Witness
STATE OF fLe--N�1 p'A
COUNTY OF or-A►mkajE�
The foregoing instrument was acknowledged before me by means of C2" physical
presence or ( ) online notarization, this 9,4-nl day of 67GTD�5 i, 2020,
by PV,�ILp"T �;A;,� , the-t AAAjA:(;a of Sand Loch Capital Investors, LLC,.
He/she is personally known to me or produced as identification.
Ey
Public State of Florida
salyn Anderson
mmission GG 192616
s 02/04/2022
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 10 of 13
Book 9768 Page 1006
Instrument#2020134814
(NOTARY SEAL) AQV�4'--g �-
7 P i Signature)
(Print Name)
Notary Public, State of ����
Commission No.: 1 'off!o (e2
My Commission Expires: Cl
DEVELOPER IS HEREBY ADVISED THAT SHOULD DEVELOPER FAIL TO
FULLY EXECUTE, AND DELIVER TO THE CITY, THIS AGREEMENT WITHIN
THIRTY (30) DAYS FROM THE DATE THAT THE CITY COMMISSION APPROVES
THIS AGREEMENT, THIS AGREEMENT, AND THE DEVELOPMENT PERMIT
APPROVALS REFERENCED HEREUNDER, SHALL AUTOMATICALLY BE
DEEMED NULL AND VOID.
DEVELOPMENT AGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 11 of 13
Book 9768 Page 1007
Instrument#2020134814
EXHIBIT A
Legal Description
COMMENCE AT THE WEST 1/4 CORNER OF SECTION 3, TOWNSHIP 21 SOUTH, RANGE 31
EAST, SEMINOLE COUNTY, FLORIDA; THENCE RUN N 89 DEGREES 41 MINUTES 15
SECONDS E, ALONG THE EAST-WEST CENTER SECTION LINE OF SAID SECTION 3, 20.00
FEET; THENCE RUN S 00 DEGREES 21 MINUTES 21 SECONDS E, ALONG THE EASTERLY
RIGHT-OF-WAY LINE OF BEACON STREET AND THE NORTHERLY EXTENSION THEREOF;
316.87 FEET TO THE POINT OF BEGINNING; THENCE RUN S 72 DEGREES 55 MINUTES 05
SECONDS E, 59.18 FEET; THENCE RUN N 87 DEGREES 16 MINUTES 54 SECONDS E, 66.11
FEET; THENCE RUN S 00 DEGREES 34 MINUTES 02 SECONDS E, 286.00 FEET TO THE
NORTHERLY RIGHT-OF-WAY OF STATE ROAD 434; THENCE RUN S 00 DEGREES 33
MINUTES 43 SECONDS E, ALONG SAID RIGHT-OF-WAY, 35.00 FEET; THENCE RUN S 89
DEGREES 26 MINUTES 17 SECONDS W, ALONG SAID RIGHT-OF-WAY, 123.70 FEET TO THE
EASTERLY RIGHT-OF-WAY OF BEACON STREET; THENCE RUN N 00 DEGREES 21 MINUTES
21 SECONDS W, ALONG SAID EASTERLY RIGHT-OFWAY, 336.45 FEET TO THE POINT OF
BEGINNING.
DEVELOPMENTAGREEMENT
City of Winter Springs and Sand Loch Capital Investors,LLC.
Page 12 of 13
Book 9768 Page 1008
Instrument#2020134814
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