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HomeMy WebLinkAbout2005 02 28 Regular 502 Unit Town-House Development in the Town Center COMMISSION AGENDA ITEM 502 Consent Information Public Hearine Reeular X February 28.2005 Meeting MGR. ~ IDept.//Y" REQUEST: The Community Development Department requests the Commission consider a revised conceptual development plan and development agreement for a unit town-house development on 17.15 acres in the Town Center, located on the south side of Orange Avenue, immediately adjacent to the trail (south) and City recreation facilities (west). PURPOSE: The purpose of this Agenda Item is for the Commission to consider and approve a revised conceptual development plan and a development agreement for a 185 (had previously been 207) unit town house development on 17.15 acres within the Town Center. The developer has submitted a progressively refined concept subdivision plan and development agreement. APPLICABLE REGULATIONS: Chapter 5, City Code Chapter 9, City Code. Town Center District Code. Chapter 166, Florida Statutes CONSIDERATIONS: Overview The 17.15 acre site is a mixture of treed largely vacant property, with one existing residential structure, an existing borrow pit, and a wetland area. It is located within the Town Center on the south side of Orange Avenue, north of the Winter Springs High School and immediately adjacent to both the City's soccer fields and associated parking and the Cross Seminole Trail. The applicant proposes 185 rear loaded (garage entrances in the rear, with access from an alley) town house units, a recreation facility with a pool, park features, and a storm-water pond (at the northeast corner). The site has a significant slope from south to north toward Orange Avenue and Lake Jesup. The subdivision is planned so that the adjacent town houses face the ponds. As in the Highlander and Engle projects, some of the units do not front on a street, but instead front on common open space (not considered a problem from a planning February 28,2005 Regular Item 502 Page 2 of 4 perspective). The effective application oflife-safety codes to those units (1) that have no street frontage or (2) where neighborhood lanes allow on-street parking on both sides of a 26 foot wide roadway requires adequate alley access (20 feet of clear and paved surface with no obstructions). Utilities and garbage collection, as well as access to the garages, are proposed from the alleys. The Town Center Code addressed this property in its Squares, Parks, and Streets Map. This map depicts the site in a similar street layout, although much of this 17.15 acre site was not in the City when the Town Center Code was written and adopted. The original Town Center plan considered master planned stormwater management for the entire Town Center - which has not proven practical. Therefore, on-site stormwater had to be planned into the subdivision - for both the on-site drainage and for a portion of the adjacent Orange Avenue. The site has central water and sewer available, with adequate capacity. Archaeological and environmental studies were performed, in conjunction with the proposal. No significant archaeological findings were noted. On-site wetlands are depicted as a conservation overlay on the Future Land Use map. Their inclusion into the site is to be mitigated off-site by the purchase and dedication of a nearby wetland area along SR 434, immediately adjacent to Heritage Park. A conservation easement will be dedicated to the St. Johns River Water Management District and to the City to ensure its preservation. The only listed species (or evidence of) found on-site was an alligator in the existing borrow pit. Adiacent Properties The site is located on the north side of the Cross Seminole Trail from the Winter Springs High School, is immediately adjacent to the east side of the City's soccer fields and associated parking, is immediately adj acent to the east to approximately 8 acres that had been owned and occupied by Kathleen and Richard Roy. The Roys sold their property to a party that has been working with staff on an innovative plan for town homes. Tuscawilla Trace (24 single family residential lots and conservation areas on 11 acres) is located immediately east of the 8 acre Roy property. The north side of Orange Avenue contains single family residential development along Lake Jesup. The largest of these, the big pink mansion, is located west of the site, on the lake side of Orange Avenue. Transportation Town homes typically generate approximately 5.86 average annual trips per week day per unit (185 x 5.86 = 1,085 trips ), pursuant to Trip Generation. ih Edition, by the Institute of Transportation Engineers. Of course these national rates include both standard and neo-traditional developments. The number of vehicular trips should be lower in a neo-traditional development, where people have multiple transportation choices. A trip or trip end is a single or one-direction vehicle movement with either the origin or the destination (entering or exiting) inside a study site. For trip generation purposes, the total trip ends for a land use over a given period of time are the total of all trips entering plus all trips exiting a site during a designated time period. The AM peak hour trip generation per dwelling unit is 0.44 trips per unit (185 x 0.44 = 81) while the PM peak hour generation rate per dwelling unit is 0.52 trips per unit (185 x 0.52 = 96). The proposed development would have all of its direct access onto and from Orange Avenue through two entrance roadways, although two roadway connections are provided to the 8 acres to the east. A common alley is proposed to straddle the line between this site and the adjacent 8 acres, providing access to town homes in each development and connecting the above-noted two roadway connections. 2 February 28,2005 Regular Item 502 Page 3 of 4 Orange Avenue is a local roadway which was under Seminole County control, but which was recently taken over by the City. The county surfaced Orange Avenue pursuant to its dirt-road paving program - however, the "cold mix" pavement is deemed inadequate for the expected volume of traffic. The development agreement addresses the engineering and financing of the Orange Avenue improvements and along with initiating the process to make Orange Avenue a collector roadway. The proposed storm- water feature at the northeast end of the site will be designed for a proportional share of the Orange Avenue drainage as well as much of the drainage from the site. The plans and permits will probably need to be modified when the adjacent 8 acres to the east receives approval, in order to provide one larger pond to accommodate as much of the Orange Avenue drainage as possible. The concept plan deviates from the street layout and street types depicted in the Town Center master plan. These and other deviations are set forth in the proposed development agreement. The developer proposes 111 on-street parking spaces (56 striped on-street spaces and the other 55 along the neighborhood lanes - which allow on-street parking on both sides of the 26 foot wide pavement). Development Agreement The proposed development agreement addresses the following issues: the revised conceptual layout plan, utility provision; financing, design, phasing and construction of Orange Avenue; the internal (to the project) street system (layout and street type); the storm-water facility at the northeast corner of the site (where Orange Avenue Park was depicted on the Town Center master plan); on-site recreational features and green space; building orientation (e.g. some units do not front on a street); the lack of vehicular access to the high school property (except for emergency access); deviations from the 24" minimum first floor elevation above the sidewalk requirement; deviations from the 10 foot build-to line requirement; formation of a homeowners' association, buffer walls, fences, and trail access; signage; sidewalks; model units; garbage collection; platting; on-site wetland encroachment and mitigation; on-street (a.k.a. guest parking); the berm around the storm-water pond at the northeast corner of the site; tree mitigation; placing existing utilities along Orange Avenue underground; a construction truck route; and a shared cross-access alley along the eastern boundary of the site. Any deviation from the code that is not specifically addressed in the development agreement must be addressed by the City Commission through an amendment to the development agreement, a special exception, or some other appropriate legal mechanism. FINDINGS: 1. The proposed development is located within the City of Winter Springs Town Center. 2. The attached development agreement and concept plan are consistent with the Comprehensive Plan. 3. Any deviations from the Code must be addressed through a development agreement, special exception, or some other appropriate mechanism. RECOMMENDATION: Staff recommends the City Commission approve the attached development agreement and revised concept plan. 3 February 28,2005 Regular Item 502 Page 4 of 4 ATTACHMENTS: A - Squares, Parks, and Streets Map B - Draft Development Agreement C - Concept Plan COMMISSION ACTION: 4 ATTACHMENT A c. Squares, Parks and Streets Map ~.\ This drawing will be amended to reflect approved developments and refinements due to additional information. Such updates shall be agreed upon by both the DRC and affected property owners and are subject to final approval by the City Commission after . appropriatereviewb staff. Legend _Squares and Parks (pp.12-17) _Main Street (P~18) -SR 434 Fronta~e Road (optional) (p.19 - Urban Boulevard (p.lO) _Town Center Street (p.21) Edge Drive (p.22) -Neighborhood Street (p.23) _Neighborhood Lane (p.25) Town Center District Code June 11.:!OOIl Page 11 ATTACHMENT B DRAFT 2/22/05 THIS INSTRUMENT WAS PREPARED BY: Patrick K. Rinka, Esquire Lowndes, Drosdick, Doster, Kantor & Reed, P.A. 215 North Eola Drive Post Office Box 2809 Orlando, FL 32802-2809 (407) 843-4600 AND SHOULD BE RETURNED TO: Anthony Garganese, Esquire Brown, Garganese, Weiss & D' Agresta, P.A. 225 E. Robinson S1., Suite 660 Orlando, FL 32801 (407) 425-9566 DEVELOPER'S AGREEMENT THIS DEVELOPER'S AGREEMENT (the "Agreement") is made and executed this day of , 2005, by and between the CITY OF WINTER SPRINGS, a Florida municipal corporation (the "City"), whose address is 1126 East S.R. 434, Winter Springs, Florida 32708, and BARCLAY WOODS II, LLC, a Florida limited liability company ("Barclay Woods"), whose address is 1085 West Morse Boulevard, Suite A, Winter Park, Florida 32789. WIT N E SSE T H: WHEREAS, Barclay Woods is the fee simple owner of (or has the contractual right to purchase) certain real property located within the City in Seminole County, Florida and more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference (the "Property"); and WHEREAS, Barclay Woods intends to develop the Property as a single-family residential (townhouse) community at a density of approximately one hundred eighty-s* five (186~ units to be known as "Jesup's Landing" (the "Project"); and WHEREAS, pursuant to the approval of the City Commission on February 28, 2005, Barclay Woods desires to facilitate the orderly development of the Project on the Property as depicted in that certain Conceptual Plan for Winter Springs Town Center - 17.15 Acre Townhouse Site prepared by Canin Associates under Job No. 204055, dated February _, 2005 and approved by the City Commission on February 28, 2005 (the "Conceptual Plan") in compliance with the laws and regulations of the City; and Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 1 of 13 WHEREAS, the City Commission has recommended entering into this Agreement with Barclay Woods for the development of the Project; and WHEREAS, in addition to Barclay Woods' compliance with the City Land Development Code and the City Town Center District Code (together the "Code"), permitting and construction not in conflict herewith, the City and Barclay Woods desire to set forth the following special terms and conditions with respect to the development and operation of the Project. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties mutually agree as follows: 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this reference. 2. Authoritv. This Agreement is entered into pursuant to the Florida Municipal Home Rule Powers Act. 3. Obli2ations and Commitments. In consideration of the City and Barclay Woods entering into this Agreement, the City and Barclay Woods hereby agree as follows: (a) Approval of Conceptual Plan. The City hereby acknowledges and agrees that the Conceptual Plan is acceptable and was duly approved by the City Commission in compliance with the laws and regulations of the City. A copy of the Conceptual Plan is attached hereto as Exhibit "B" and fully incorporated herein by this reference. Barclay Woods acknowledges and agrees that the Conceptual Plan was prepared with preliminary dimensions and that during the final subdivision and final engineering process such dimensions shall be surveyed, duly engineered, and provided to the City. As such, Barclay Woods and the City agree that the Conceptual Plan is intended to be conceptual in nature and subject to reasonable adjustments at the final subdivision and final engineering phase in order to bring the Project into full compliance with the City Code. (b) Utilities. The City hereby acknowledges and agrees that it currently has sufficient water and sewer treatment plant capacity available to service the Property and shall provide such services to the Project as depicted in the Conceptual Plan Barclay Woods shall install a six inch sanitary force main, to extend approximately 4,400 feet from a planned on-site lift station to the existing six inch force main located south of the Property near State Road 434 to serve the Property. All water and sewer improvements required on-site and off-site to service the Property shall be at Barclay Woods' expense. However, to the extent any other properties utilize the force main constructed by Barclay Woods, they will reimburse Barclay Woods their prorated share of the force main prior to construction commencement. The City hereby agrees to provide a temporary construction easement along the southern border of Central Winds Park to facilitate the force main construction; provided, however, Barclay Woods shall provide the legal description for such easement. The terms and condition of said easement shall be in a form acceptable to the City Attorney. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 2 of 13 (c) Construction of Orange Avenue Segment. Subject to final City approval, Barclay Woods agrees to (a) design and permit that portion of Orange Avenue contemplated in the City's Town Center Transportation Master Plan as a fifty (50) foot right-of-way to run from Tuskawilla Road to Central Winds Park, and (b) construct that portion of such Orange Avenue from Tuskawilla Road to the western boundary of the Property (together the "Orange Avenue Segment"); provided, however, the City shall reimburse Barclay Woods for the reasonable costs thereof or provide transportation impact fee credits as set forth below. For purposes of this Agreement, (i) the design costs subject to City approval shall include the costs and expenses of land surveying, civil engineering, landscape architecture, and irrigation design, and (ii) the construction costs shall include the costs and expenses for clearing, grubbing and earth excavation, and for the construction of all storm drainage facilities, Progress Energy-approved decorative streetlights, landscaping, hardscape, irrigation, sidewalks, curbs, pavement, striping, signage, and any required offsite improvements related to the Orange Avenue Segment (all of the foregoing costs and expenses are hereinafter collectively referred to as the "Roadway Expenses"). To the extent any of the Roadway Expenses also benefit other aspects of the Project not related to the Orange Avenue Segment (e.g., stormwater improvements for the buildings and common areas), the City shall only be responsible for reimbursing the proportionate share of the particular expense related to the Orange Avenue Segment. The City shall reimburse Barclay Woods in the amount of the Roadway Expenses within ninety (90) days after the Orange Avenue Segment has been completed and accepted by the City. The City shall designate Orange Avenue as a "Collector Road" and provide transportation impact fee credits to Barclay Woods to be applied to the Roadway Expenses owed by the City. The payment of the transportation impact fee credits by Barclay Woods shall be reconciled at the time the Orange Avenue Segment is accepted by the City. If the Roadway Expenses exceed the amount of the transportation impact fee credit, the City shall reimburse Barclay Woods, by check, the amount of the Roadway Expenses in excess of the transportation impact fee credit. On the other hand, if the Roadway Expenses are less than the amount of the transportation impact fee credit, Barclay Woods shall pay the City, by check, the amount of the transportation impact fee in excess of the Roadway Expenses. Barclay Woods agrees that all Roadway Expenses shall be subject to an informal competitive bid process under which Barclay Woods shall obtain three (3) written quotes or bids. Each quote or bid and all change orders shall be submitted to the City for review and approval prior to Barclay Woods entering into any contract or modifications thereto for the design, permitting and construction of the Orange Avenue Segment. Barclay Woods further agrees that at the time reimbursement for any Roadway Expense is requested, Barclay Woods shall provide the City with a copy of all applicable invoices, receipts, warranties, maintenance bonds and documentation, including all change orders, which shall clearly evidence each reimbursable Roadway Expense. The City shall not be responsible for reimbursing any Roadway Expense which was not approved in advance by the City and cannot be properly and reasonably documented in writing. The City shall not unreasonably withhold any approvals required under this paragraph. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 3 of 13 Barclay Woods shall submit all engineering drawings and construction plans and specifications related to Orange Avenue to the City for final approval prior to the commencement of construction. (d) Proiect Roadways. As depicted on the conceptual plan, the City hereby acknowledges and agrees that the following internal Project roadways will deviate from the design standards set forth in the Code, and the City hereby grants the following waivers to the Code pursuant to the special exception criteria enumerated in Section 20- 321(c): (i) The roadway adjacent to the eastern boundary of the Property shall be an Alley rather than a Neighborhood Lane. (ii) The roadway running north - south through the center of the Property (approximately 400 feet) from Orange Avenue shall be an Edge Drive and shall not be required to connect with the high school located to the south of the Property. A Bus Stop for public and school transportation shall be located on said Edge Drive approximately 100 feet from Orange Avenue. (iii) The Neighborhood Lane contemplated to be located along the northern boundary of the Property pursuant to the Code shall be shifted to the south as depicted on the Conceptual Plan, and an Alley shall be located between the foregoing Neighborhood Lane and Orange Avenue. Except as set forth above, all other internal Project roadways shall be designed and constructed pursuant to the Code. (e) Additional Non-Roadway Town Center Code Waivers. Based on the Conceptual Plan and Barclay Woods' agreement to the terms and conditions set forth herein, the City Commission hereby grants the following additional non-roadway waivers to the Code pursuant to the special exception criteria enumerated in Section 20-321(c): (i) In exchange for the green space east of the pool and around the existing pond, and the related amenities thereto (walkways, benches, trees, lighted fountain feature), as depicted on the Conceptual Plan, the northeast portion of the Property shall be utilized for a stormwater retention pond for the Orange Avenue Segment and the Property, rather than for the "Orange Avenue Park" as contemplated under the Code. (ii) Townhouse buildings facing the Lake, Stormwater Retention Pond and Orange Avenue (all as depicted on the Conceptual Plan) shall not have streets located in front of such buildings; provided, however, all such buildings shall have Alleys located behind them. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 4 of 13 (iii) The six-unit townhouse unit building located in the northwest corner of the Property shall be configured so that the rear of such building faces the adjacent City park. (iv) The Project shall provide only pedestrian and non-automotive access to the adjacent high school property. (v) Approximately sixty-fWe four percent (6~%) of the townhouse units depicted on the Conceptual Plan shall meet or exceed the two (2) foot (minimum) finished floor elevation above the highest adjacent sidewalk grade in front of the applicable unit. The remaining townhouse units shall be permitted to have a finished floor elevation of either twelve or eighteen inches less than twenty-four inches above the highest adjacent sidewalk grade (all as depicted on the Conceptual Plan): However, for eyery unit with a finished floor eleyution below the minimum two foot standard, a unit moeting or exceeding a finished floor ele',ation of thirty inches above the highest adjacent sido':ialk grade in front of tho applicable unit shall be constructed. so Ion!! as the avera!!e of all units is twenty-one (21) inches or hieher and no finished floor elevation for any one unit is less than six (6) inches. A schedule detailing the breakdown of the finished floor elevations for each unit shall be provided with the final engineering plans. (vi) +#144 of the -l-86 185 total townhouse units (78%) shall meet the ten (10) foot build-to line required from the right-of-way of any Neighborhood Street, Neighborhood Lane and Edge Drive, and the remaining 41 townhouse units (22%) shall be permitted to have a six (6) foot build-to line. A schedule showing the breakdown of the final build-to lines for all individual units will be provided with the final engineering plans. Barclay Woods acknowledges and agrees that any deviation from the Code not specifically enumerated in paragraphs (d) and (e) above shall require separate city commission approval in accordance with the special exception application procedure and criteria set forth in the Code. (f) Formation of Homeowners' Association. Barclay Woods hereby acknowledges and agrees that it intends to form a mandatory homeowners' association (the "Homeowners' Association") for purposes of maintaining any and all common areas, landscaping, entrance signs, walls, fences, alleys, recreational areas and stormwater drainage facilities associated with the Project. A separate Declaration of Covenants, Conditions and Restrictions (the "Declaration") will be executed and recorded among the Public Records of Seminole County, Florida to evidence the formation of the Homeowners' Association and establish its rights, duties and obligations. The Declaration shall be in a form acceptable to the City Attorney and shall require the Homeowners' Association, and the members thereof to be bound by the terms and conditions of this Agreement. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 5 of 13 (g) Buffer Walls and Fences: Trail Access. Notwithstanding the requirements of Section 20-417 of the Code, Barclay Woods shall install (i) a six (6) foot tall wrought iron or similar fence along the southern boundary line of the Property which shall have at least three (3) pedestrian access points to the Seminole County trail, and (ii) a six (6) foot tall wrought iron or similar fence along the western boundary of the Property. The foregoing fences shall each be erected as soon as reasonably practical and prior to any permanent vertical construction for the Project. Notwithstanding the foregoing to the contrary, access will be available at all times for emergency vehicles. All pedestrian access points to and from the Seminole County Trail shall be dedicated to the City on the Final Plat, and any Project gates will remain unlocked. (h) Signage. The City hereby acknowledges and agrees that Barclay Woods shall have the right, upon the full execution of this Agreement, to erect on-site construction signs, marketing signs and temporary signs (including up to four (4) "banner" signs) as described in Sections 20-470(10), 20-470(11) and 20-470(16) of the Code, in locations reasonably acceptable to the City, which signs shall be permitted to remain for a period of nine (9) months from the date hereof. Barclay Woods shall thereafter have the right to erect permanent Proj ect identification signage at the main entrance to the Project, which shall consist of lettering attached to the two pier and garden walls spelling "Jesup's Landing" (total signage dimensions to be approximately 1 foot high and 11 feet wide) as depicted on Exhibit "C" which is attached hereto and fully incorporated herein by this reference. Any construction signs or marketing signs erected on the Property shall not exceed sixty-four (64) square feet in size (total on-site). The City hereby acknowledges and agrees that the Property shall not be subject to the fourteen (14) day limitation on the erection of temporary "banner" signs as provided in Section 20-470(16) of the Code. Barclay Woods and its successors and assigns shall maintain all of the signs erected pursuant to this Section 3(h) in a good condition and state of repair. (i) Sidewalks. All sidewalks shall comply with the Code (minimum six (6) feet) except the sidewalk to be located around the lake and to the pedestrian access located at the southwest corner of the Property as depicted on the Conceptual Plan shall be a minimum of eight (8) feet in width. Further, a twenty (20) foot emergency access sidewalk shall be constructed at the southeast corner of the Property and shall be stabilized to facilitate emergency vehicle access. In addition, the Declaration shall establish easement rights in favor of the Homeowners' Association to permit sidewalks to extend into individual townhouse lots as depicted in the Conceptual Plan. (j) Model Units/Sales Office. Prior to the recording of the final plat, the City agrees to permit Barclay Woods to construct model townhouse units under the following conditions: (i) The model townhouse units shall be contained in a single building (the "Model Building") and shall not exceed five (5) individual units. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 6 of 13 (ii) The model townhouse units shall remain under Barclay Woods' ownership and control until such time as the final plat is recorded by the City and a final certificate of occupancy for each unit is issued under the conditions set forth below. In other words, Barclay Woods shall not contract for sale, sell, or lease any of the individual model townhouse units until such time as the City approves and records the final plat for the Project and issues a final certificate of occupancy for each unit. (iii) The model townhouse units shall be constructed in a location reasonably acceptable to the City. Vertical construction shall not commence until stabilized access and fire protection is available. (iv) Prior to the model townhouse construction, the model townhouse units shall be duly permitted by the City in accordance with all City Codes. As part of the building permit application, Barclay Woods shall submit, along with all construction plans for the townhouse units, a duly certified boundary survey which shall depict the location and legal description of the model townhouse site and each individual model townhouse lot. Barclay Woods acknowledges and agrees that this legal description is intended to coincide with the eventual location of the townhouse lots as depicted and legally described on the final plat. Barclay Woods assumes full and complete responsibility and liability in the event that said legal descriptions do not conform to the lot lines required by the City in final plat. (v) At such time the City Building Official completes and approves a final inspection of the model townhouse units, the City will issue a temporary certificate of occupancy. Said temporary certificate of occupancy shall be issued for the Model Building as a whole, not by individual units. Occupancy of the townhouse units shall be limited to the sale and marketing efforts for the Project. In addition, Barclay Woods shall have the right to utilize one garage in the Model Building as a temporary sales office. (vi) At the request of Barclay Woods or at such time the Project development is completed, whichever occurs sooner, Barclay Woods shall file a re-conversion permit application requesting that the model townhouse units be converted into permanent residential units and the City shall issue individual certificates of occupancy for each model townhouse unit; provided, however, the final plat is approved and recorded by the City and the City Building Official determines that the units are suitable for permanent residential occupancy and in compliance with the City Codes. (k) TrashlRefuse Service. The City hereby agrees that trash and refuse pickup will be provided for each individual residential unit, therefore no Project dumpsters will be located on the Property as otherwise required pursuant to Section 9-280 of the Code. (1) Platting. Barclay Woods shall be required to plat the Property in accordance with Section 9-75 of the Code. Neighborhood Lane and Neighborhood Street Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 7 of 13 which are perpendicular to the trail shall be depicted on the Plat extending to the southern boundary of the Property. Barclay Woods shall submit a proposed lighting plan to the City contemporaneously with its submittal of the proposed plat, unless the applicable information is received from Progress Energy in time to submit such plan at the time final engineering plans are submitted. (m) Wetlands. The City hereby acknowledges and agrees that Barclay Woods has sufficiently addressed the City's Comprehensive Plan requirements with respect to wetland impacts and preservation. (n) Recreational Area. Barclay Woods shall be required to provide recreational areas within the Project in accordance with the Conceptual Plan. (0) Guest Parking Spaces. Barclay Woods shall construct a minimum of 111 on-street guest parking spaces within the Project. The euest parkin!! spaces on Edee Drive and Nei!!hborhood Street shall be marked with appropriate parkine stripes as depicted on the Conceptual Plan. The !!uest parkin!! spaces on Neiehborhood Lane shall not be striped. No parkin!! shall be allowed on Allevs. (P) Stormwater Pond Maintenance Berm. The City hereby agrees that Barclay Woods shall only be required to maintain a six (6) foot maintenance berm around the Project retention pond rather than a ten (10) foot berm as required pursuant to Section 9- 241 (d)(3) of the Code. (q) Incidental Vlork. The City hereby agrees that Barolay 'Noods may begin to clear and grade the Property upon the issuance of a St. Jolm's Riyer 'Hater Management Distriot ("SJR'NMD") Incidental '!fork Permit, which the City acknowledges will be issued prior to final City approval ofthe Project and prior to issuance of the final SJRVlMD Indiyidual Permit. (q) Tree Mitigation. The City hereby acknowledges and agrees that Barclay Woods has submitted a tree survey together with the Conceptual Plan, and that Barclay Woods shall comply with the following conditions with respect to tree mitigation: (i) Barclay Woods shall be permitted to utilize the northeast corner of the Property (depicted as "Orange Avenue Park" in the Code) for stormwater retention, with sufficient capacity to accommodate the volume of stormwater runoff generated by the Orange Avenue Segment and the Project; provided, however, the use of such area shall meet the requirements of Chapter 5 - Tree Protection and Preservation - of the Code. The City hereby agrees that it shall permit the removal of all existing trees in such area to facilitate the construction of the planned retention pond. Barclay Woods shall mitigate for the removal of the trees in such area in accordance with Table 1 of Section 5-9 of the Code, provided that all existing trees to be removed with a caliper measured 12 inches above grade of 24 inches or greater shall be replaced at the rate of five credits per Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 8 of 13 tree and an additional one replacement credit per four inches of caliper above 28 inches. (ii) At the request of the City, Barclay Woods will provide an Alley along the eastern boundary of the Property. The City hereby agrees that it shall permit the removal of all existing trees in such area in order to facilitate the construction of the Alley. Barclay Woods shall mitigate for the removal of such existing trees in accordance with Table 1 of Section 5-9 of the Code, provided that all existing trees to be removed with a caliper measured 12 inches above grade of 24 inches or greater shall be replaced at the rate of five credits per tree and an additional one replacement credit per four inches of caliper above 28 inches, or as directed by the City Manager. (iii) Barclay Woods agrees to mitigate the removal of the foregoing trees by replacement with canopy trees planted upon the Property in accordance with Table 1 of Section 5-9 of the Code in lieu of a contribution to the City Tree Bank or as directed by the City Manager. (r) Orange Avenue - Undergrounding Utilities. In conjunction with the construction of Orange Avenue, and in accordance with the purchasing and reimbursement provisions set forth in paragraph 3( c), Barclay Woods shall underground all existing utility lines running along Orange Avenue. Barclay Woods shall be responsible for the pro rata share of the cost of undergrounding for only that portion of the utilities running along the frontage of the Property. The City shall reimburse Barclay Woods for the remainder of said costs related to the other segments of Orange Avenue not fronting the Property. Transportation impact fee credits are not available for undergrounding utilities (s) Construction Truck Route. Barclay Woods acknowledges and agrees that the City desires to keep construction truck traffic along Tuskawilla Road north of State Road 434 to an absolute minimum, especially over the brick paved portion of Tuskawilla Road. As such prior to the commencement of Project construction, the City shall determine (with the assistance of Barclay Woods), an acceptable transportation route to and from the Property for all large construction trucks and heavy machinery (e.g. dump and concrete trucks). The City's determination shall be memorialized and delivered to Barclay Woods in writing. Barclay Woods shall provide a copy of said determination to all construction companies working at the Project. At all times, Barclay Woods shall require all such trucks to utilize the transportation route selected by the City. The City may modify the transportation route at any time by providing written notice to Barclay Woods. Barclay Woods agrees to indemnify and hold harmless the City for any damage occurring to any City roadway located within the Town Center north of State Road 434 which is caused by any large construction trucks servicing the Project. (u) Eastern Alley. The Alley located along the eastern boundary of the Property as depicted on the Conceptual Plan shall be subj ect to a cross-access easement Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 9 of 13 which permits the adjoining property to use said Alley for pedestrian and vehicular traffic at such time the adjoining property is developed. The cross-access easement shall ensure connectivity between the Project and the future development project of the adjoining property and shall be in a form acceptable to the City Attorney. 4. Representations of the Parties. The City and Barclay Woods 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 Barclay Woods and recorded in the Public Records of Seminole County, Florida, constitute a legal, valid and binding obligation enforceable against the parties hereto and the Property in accordance with the terms and conditions of this Agreement. Barclay Woods represents that it has voluntarily and willfully executed this Agreement for purposes of binding the Property and the Homeowners' Association, and the members thereof, to the terms and conditions set forth in this Agreement. 5. Successors and Assi2ns. This Agreement shall automatically be binding upon and shall inure to the benefit of the City and Barclay Woods and their respective successors and assigns including, but not limited to, the Homeowners' Association and the members thereof. The terms and conditions of this Agreement similarly shall be binding upon the Property and shall run with title to the same. 6. Applicable Law. This Agreement shall be governed by and construed III accordance with the laws of the State of Florida. 7. 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. 8. Entire A2reement. This Agreement supersedes any other agreement, oral or written, and contains the entire agreement between the City and Barclay Woods as to the subject matter hereof. 9. Severability. If any provision of this Agreement shall be held 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. 10. Effective Date. This Agreement shall become effective upon approval by the City Commission and execution of this Agreement by both parties hereto. 11. Recordation. This Agreement shall be recorded in the Public Records of Seminole County, Florida. 12. Relationship of the Parties. The relationship of the parties to this Agreement is contractual and Barclay Woods 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 Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 10 of 13 the 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. 13. Soverei2n Immunity. Nothing contained in this Agreement shall be construed as a waiver ofthe City's right to sovereign immunity under Section 768.28, Florida Statutes, or any other limitation on the City's potential liability under the state and federal law. 14. City'S Police Power. Barclay Woods 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. 15. Interpretation. The parties hereby agree and acknowledge that they have both participated equally in the drafting of this Agreement and no party shall be favored or disfavored regarding the interpretation to this Agreement in the event of a dispute between the parties. 16. Permits. The failure of this Agreement to address any particular City, county, state, and/or federal permit, condition, term, or restriction shall not relieve Barclay Woods or the City of the necessity of complying with the law governing said permitting requirements, conditions, term, or restriction. 17. Third-Party Ri2hts. 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. 18. 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. 19. Attorney's Fees. In connection with any arbitration or litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs through all appeals to the extent permitted by law. 20. 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 Barclay Woods 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 or unit if Barclay Woods is in breach of any term or condition of this Agreement. [SIGNATURES FOLLOW ON NEXT PAGE] Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 11 of 13 IN WITNESS WHEREOF, the parties have hereunto set their hands and seal on the date first above written. CITY OF WINTER SPRINGS By: John F. Bush, Mayor ATTEST: By: Andrea Lorenzo Luaces, City Clerk APPROVED AS TO FORM AND LEGALITY For the use and reliance of the City of Winter Springs, Florida, only. CITY SEAL Dated: By: Anthony Garganese, City Attorney for the City of Winter Springs, Florida STATE OF FLORIDA COUNTY OF SEMINOLE Personally appeared before me, the undersigned authority, John F. Bush and Andrea Lorenzo Luaces, well known to me to be the Mayor and City Clerk respectively, of the City of Winter Springs, Florida, and acknowledged before me that they executed the foregoing instrument on behalf of the City of Winter Springs, as its true act and deed, and that they were duly authorized to do so. Witness my hand and official seal this _ day of ,2005. (NOTARY SEAL) Notary Public My commission expires: Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 12 of 13 Signed, sealed and delivered in the presence ofthe following witnesses: BARCLAY WOODS II, LLC, a Florida limited liability company Signature of Witness By: Printed Name: Title: Printed Name of Witness Signature of Witness Printed Name of Witness STATE OF FLORIDA COUNTY OF The foregoing instrument was acknowledged before me this day of , 2005, by , as of BARCLAY WOODS II, LLC, a limited liability company, on behalf of said company. He is personally known to me or produced as identification. (NOTARY SEAL) (Notary Public Signature) (Print Name) Notary Public, State of Commission No.: My Commission Expires: Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 13 of 13 EXHIBIT "A" Legal Description Parcell: Lot 15, Block B, D.R. MITCHELL'S SURVEY OF THE LEVY GRANT, as recorded in Plat Book 1, Page 5, of the Public Records of Seminole County, Florida. Parcel 2: Lot 16, Block B, D.R. MITCHELL'S SURVEY OF THE LEVY GRANT, as recorded in Plat Book 1, Page 5, of the Public Records of Seminole County, Florida. Date: 02/28/05 The following was provided to the City Commission during Regular Agenda Item "502" on 02/28/05 ~'~cr aid C;~rd~i ~L'al1 ~. .~ f ~~~~,r' 4 ~i~r ~n3 C;r~rdcn t~'all ,` ~',`~, "~~~~. P~cr ~a~d Garde~e Nall «~~~ ~, JESUP'S LANDING THE SITE: The 17.15 acre site is located within the Downtown, on the south side of Orange Avenue, east of the City's Central Winds Park soccer fields and associated parking lot, and north ofthe high school and Cross Seminole Trail. It has approximately 1,000 linear feet of frontage on Orange Avenue and abuts Central Winds Park for nearly 750 feet. The site contains an existing borrow pit, numerous large trees, a residential structure and ancillary structures, and wetlands that are connected to Lake Jesup. Except for at least one alligator in the existing borrow pit, no listed plant or animal species are know to inhabit the site. There is significant topographic relief, with elevations at the southwest corner ofthe site at nearly 47 feet above sea level and elevations near the northeast corner near to 19 feet. One on- site depression is depicted below 16 feet. The site slopes generally toward Orange Avenue and Lake Jesup. The applicant's team proposes to cut soil from the southern or trail side of the site and fill toward the Orange Avenue side. The water level in the existing borrow pit was at 25:4 feet above sea level on Apri19, 2004. The site survey estimates the bottom of the borrow pit to be about 25 feet below that water level -about sea level. ORANGE AVENUE: Orange Avenue is now a City road, having changed ownership between the City and the county at least twice. Seminole County had applied a "cold mix" pavement to the pertinent section of roadway, which is inadequate for the proposed traffic. The roadway needs to be reconstructed to Winter Springs Downtown standards, from its intersection with Tuskawilla Road to the western boundary of Jesup's Landing, and adequate storm-water facilities provided. Dover Kohl has provided a planning prototype for the 50 foot wide Orange Avenue cross section (please see attached). That roadway cross section depicts two (2) 9 foot wide drive lanes bounded by 1 foot of curbing, a 9 foot wide planting strip with trees on each side of the pavement, and a 6 foot wide sidewalk extending out to the outer boundary of the right-of--way. No on-street parking is proposed for Orange Avenue. Jesup's Landing and the 8 acres to the east would abide by a 10 foot "build-to" line along the south side of Orange Avenue. FIRST CONCEPT APPROVAL: The City Commission approved a concept plan for 207 town home units on this 17.15 acre site on October 11, 2004. This concept included 2 car garages with access only from the rear (alley), 128 on-street parking spaces, and a bus stop. FINAL ENGINEERING/SUBDIVISION PLAN SUBMITTAL: Final engineering plans were submitted on November 15, 2004 and reviewed at the December 16, 2004 staffDRC meeting. REVISED CONCEPT PLAN & DEVELOPMENT AGREEMENT (DA): After numerous meetings to (1) accommodate storm-water on-site for the pertinent portion of Orange Avenue and (2) make the subdivision consistent with applicable codes to the extent reasonably possible, the applicant proposes the current concept plan along with a development agreement. Concept Plan -The concept plan depicts 185 town homes, each with a 2 car garage that is accessed through an alley. Eleven (11) units front directly onto Orange Avenue. Twenty-nine from an alley • ct en access only dhave dire ave vehicular of facility an with the e and h t of the p° rked closelye alleys meet water featur • ectly onto a e small park are e Departmenchas only thr°ughs with°ut violE g face dvr to th F ~ the alley an « d e a (2q) units ectly on the rear (the lcular it face directly Spaces ~ fr°nt ~f its face du alleys ~ units with veh be allowed (lp) unonly fromthe these 39 No parking can 15) un e ~g sure deS), Fifteen ~ on_street p~~borhpOd Lan access teamtO access ~ safety• striped wide~e1g scenario) applicant slife-safety the public unitshave 6foot compromising at capacity each side of applicable flue X55) sides of the 2 In along de and Fifty- both under a park g •ttently ~ roadways' fire cO„ at a water feature' is allowed °n fiddle - ked e ~ the ar through these lesser ~ er 69 or ~r~Ve pn-street parking o' drive lan robably be p eith s will p s slowly e side, totaling DA rcAuires a contrast, the p }ping ~ g~ perking roceed king along °n ent section. Reaeis~a byway traffila es with p~ t~ onthese pavem nest spacccor~°da borhoodL~' hborh°°d 4 or 132 gouldbe a the Ne1gh t lan depicts neig of either 12 arking The concep p for a total arked sTheoretrcally, more on street p the ~~ u~ 1 alley at t°t~ °f l'')• aloe with one () t A 1~IeighborhoodLaneS• range AV6Ilue ( g ess to and from ect to the 8 acre site t0 the e~ Two (2) roadways provide acc and two (2) roadways ~~ er of the property) most of the eastern boundary ~lld 1S p~~ northwest corn enerally north and south along shared alley extends g . ,_ _ _...,.a ,,.T rPC;c~ents of both subdivisions (2l un1tS ltl th]S Sub 1V1S10n abut this a~l~ul . A ~11~ (29) units face directly onto a water feature and have vehicular access only from an alley. Ten (10) units face directly onto the small park area just east of the pool facility and have direct access only from the alleys in the rear (the Fire Department has worked closely with the applicant's team to ensure these 39 units with vehicular access only through the alleys meet applicable life-safety access codes). No parking can be allowed in the alleys without violating fire code and compromising the public safety. Fifteen (15) units face directly across an "Edge Drive" at a water feature. Fifty-five (55) units have striped on-street parking spaces in front of them. On-street parking is allowed on both sides of the 26 foot wide Neighborhood Lane (8' parking + 8' parking + 10' drive lane in the middle - under a parking at capacity scenario) pavement section. Realistically, cars will probably be parked intermittently along each side of the Neighborhood Lane and 2-way traffic proceeds slowly through these lesser used roadways. The concept plan depicts neighborhood lanes with parking along one side, totaling either 69 or 77 unmarked spaces (for a total of either 124 or 132 guest spaces - in contrast, the DA requires a total of 111). Theoretically, more on-street parking could be accommodated on these Neighborhood Lanes. Two (2) roadways provide access to and from Orange Avenue (along with one (1) alley at the northwest corner of the property) and two (2) roadways connect to the 8 acre site to the east. A shared alley extends generally north and south along most of the eastern boundary and is planned to be used by residents of both subdivisions (21 units in this subdivision abut this alley). A bus stop is provided along the Edge Drive near its intersection with Orange Avenue, near the western shore of the storm-water facility. Three (3) pedestrian unlocked gates will be provided along the south side of the property to the Cross Seminole Trail and emergency vehicular access will be provided from Jesup's Landing to the trail near the southeast corner of the property. On-site recreational amenities, include a tot lot; a swimming pool; a small park just east of the pool facility; open space and an 8 foot wide walk around what is now the borrow pit, but will be transformed into a park and amenity water feature with a fountain; and amenity features in and around the storm-water pond at the northeast portion of the site. Development Agreement - Staffbelieves that the development agreement furthers the intent of the Winter Springs Downtown. The items or issues where it is technically inconsistent with Code are outlined below: 1) The roadway system through the subdivision is different than that depicted on the Downtown "Squares, Parks and Streets Map," in Section 20-325 of the City Code. For example, an alley is proposed along the east side of the site instead of a Neighborhood Lane and the main entrance to the subdivision is an Edge Drive instead of a Neighborhood Street. The site does not have a roadway connection to the high school site and does not have a Neighborhood Lane extending along the northern side of the property (an alley is provided in that general location -the rear of the units facing Orange Avenue have vehicular access through this alley). 2) A storm-water management facility is proposed in the northeast corner, where "Orange Avenue Park" is depicted on the "Squares, Parks and Street Map," in Section 20-325. Being generally the lowest portion of the property, it is needed for drainage -particularly for Orange Avenue drainage. 3) The town homes at the northwest corner of the property face the adjacent Neighborhood Lane instead of the adjacent Central Winds Park, as prescribed in the "Hierarchy of Squares, Parks, and Streets," set forth in Section 20-325. 4) The town homes at the southwest corner of the property face the water feature and associated open space (presently a borrow pit), rather than the Central Winds Park or the Cross Seminole Trail (staffdoes not believe this requires relief from Section 20-325). 5) The subdivision does not have a roadway connection to the high school site, as depicted in the "Squares, Parks and Streets Map," in Section 20-325. 6) Sixty-four (64) percent of the buildings are proposed to meet or exceed the 2 foot first floor minimum height above the adjacent sidewalk requirement of Section 20-324(5) of the Code. The average height of all the units is to be 21 inches and no unit is to be less than 6 inches above the highest adjacent sidewalk grade. The applicant needs to demonstrate that this number is the best they can do and provide more specifics about the number above and below 24" (and by how much). 7) One hundred and forty four (144) of the 185 units (78 percent} shall meet the 10 foot build-to line set forth for Edge Drive, Neighborhood Streets, and Neighborhood Lanes in Section 20-325. The remaining 41 units are proposed with a 6 foot build-to line. 8) A fence or wall is not required along the boundaries of the site, pursuant to the requirements of Section 20-417 (which only requires a wall within the Downtown to "...buffer loading docks, service areas, and trash disposal facilities from adjacent single family or multifamily residential uses." A fence is proposed along the north side (adjacent to the Cross Seminole Trail) and along the west side (adjacent to Central Winds Park, although 3 pedestrian gates and one emergency vehicular access route are proposed. A retaining wall is proposed along a significant portion of the southern boundary, as fill material is removed from the high portions of the property to the lower elevations, to even out the subdivision and make internal sidewalks accessible to the mobility impaired. 9) As many as 4 banner signs are being requested (location is not specified, except that the locations will be "reasonably acceptable to the City" -this should mean on-site locations) for a period of 9 continuous months, instead of 14 days, followed by at least 90 days before the applicant may apply for another 14 day permit, as set forth in Section 20-470 (16) of the City Code. 10) Building permits maybe submitted and permits issued for model units before platting, in contrast to the requirements of Section 9-178 of the Code. 11) Individual trash pick-up is proposed, instead of providing a dumpster,asset forth in Section 9-280 of the Code. 12) Street light plans are proposed to be submitted concurrently with the plat, instead of with the final engineering plans, as set forth in Section 9-73 (b) (10). 13) The DA proposes 111 on-street guest parking spaces, while the concept plan depicts either 124 or 132 (55 striped spaces on the Edge Drives and Neighborhood Streets and either 69 or 77 unmarked spaces along the Neighborhood Lane -different concept plans have different numbers of unmarked spaces). This does not appear to be a deviation from Code. 14) A six (6) foot wide maintenance berm is proposed around the storm-water feature at the northeast corner of the site, instead of the 10 foot wide berm required by Section 241 (d) (3). Other issues addressed in the DA include (1) removal of trees from all but the area around the existing borrow pit and mitigation for those removals; (2) relocating utilities underground along Orange Avenue; and provision of across-access easement on the eastern alley - to allow residents of both subdivisions to use this alley (the streets will be dedicated to the City, but the alleys are private property). The Wetland section of the DA needs to be amended to state, "The City hereby acknowledges and agrees that Barclay Woods shall h~sufficiently addressed the City's Comprehensive Plan requirements with respect to wetland impacts and preservation." There do not appear any problems over mitigation for the existing on-site wetlands, but the City has not received documentation that the SRJWMD has "signed ofP' on the encroachment and mitigation. 4i ~, 10. Q-range Drive ~xtensiQn 'The Edge Drive provides public access $, $t11~d1I1~ ~To1~g; along the natural boundaries of the town Bldg. Width: 7b ft. minimum center. t7ccasionally running parallel to 1fi() ft. maximum the -Cross Seminole 'Grail, this street has the fronts of its buildings positioned to Blds. Dcpth: 7 25 ft. maximum face the trail and scenic open spaces- Bldg. Height: 2 stories minimum 4 stories maximum A. Building Placement: 55 ft. maximum g~,il~--line location: 10 ft, fxom ~yplc`) R.O.W.line C. Notes: '1. Appurtenances may extend br3yond the height limit. Space Between 2. All permitted uses are allowed can all floors. Buildings: bU Ft. maximum 3. Tree spacing shall be optimized for the species used, in consultation with the City Arborist. 4. The alignment of flcwr-to~.floot heights of abutting buildings is encouraged to allow for shared use of elevators. build-tc, Line ~~ i" ~ PL Mnc6.1, ~Yr~ Town Center District Code Page 21 THIS INSTRUMENT WAS PREPARED BY: Patrick K. Rinka, Esquire Lowndes, Drosdick, Doster, Kantor & Reed, P.A. 215 North Eola Drive Post Office Box 2809 Orlando, FL 32802-2809 (407) 843-4600 MARYANNE MORSE, CLERK OF CIRCUIT COURT SEMINOLE COUNTY BK 05643 PGS 1555-1571 CLERK'S # 2005040516 RECORDED 03/10/2005 09:13:3Q AM RECORDING FEES 146.00 RECORDED BY t holden AND SHOULD BE RETURNED TO: Anthony Garganese, Esquire Brown, Garganese, Weiss & D' Agresta, P.A. 225 E. Robinson St., Suite 660 Orlando, FL 32801 (407) 425-9566 DEVELOPER'S AGREEMENT THIS D~ELOPER'S AGREEMENT (the "Agreement") is made and executed this 28th day of February ,2005, by and between the CITY OF WINTER SPRINGS, a Florida municipal corporatI (the "CIty"), whose address IS 1126 East S.R. 434, Wmter Spnngs, Florida 32708, and BARCLAY WOODS II, LLC, a Florida limited liability company ("Barclay Woods"), whose address is 1085 West Morse Boulevard, Suite A, Winter Park, Florida 32789. WITNESSETH: WHEREAS, Barclay Woods is the fee simple owner of (or has the contractual right to purchase) certain real property located within the City in Seminole County, Florida and more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference (the "Property"); and WHEREAS, Barclay Woods intends to develop the Property as a single-family residential (townhouse) community at a density of approximately one hundred eighty-five (185) units to be known as "Jesup's Landing" (the "Project"); and WHEREAS, pursuant to the approval of the City Commission on February 28, 2005, Barclay Woods desires to facilitate the orderly development of the Project on the Property as depicted in that certain Conceptual Plan for Winter Springs Town Center - 17.15 Acre Townhouse Site prepared by Canin Associates under Job No. 204055, dated February _, 2005 and approved by the City Commission on February 28, 2005 (the "Conceptual Flan") in compliance with the laws and regulations of the City; and Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 1 of 14 WHEREAS, the City Commission has recommended entering into this Agreement with Barclay Woods for the development ofthe Project; and WHEREAS, in addition to Barclay Woods' compliance with the City Land Development Code and the City Town Center District Code (together the "Code"), permitting and construction not in conflict herewith, the City and Barclay Woods desire to set forth the following special terms and conditions with respect to the development and operation of the Project. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties mutually agree as follows: 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this reference. 2. Authority. This Agreement is entered into pursuant to the Florida Municipal Home Rule Powers Act. 3. Obligations and Commitments. In consideration of the City and Barclay Woods entering into this Agreement, the City and Barclay Woods hereby agree as follows: (a) Approval of Conceptual Plan. The City hereby acknowledges and agrees that the Conceptual Plan is acceptable and was duly approved by the City Commission in compliance with the laws and regulations of the City. A copy of the Conceptual Plan is attached hereto as Exhibit "B" and fully incorporated herein by this reference. Barclay Woods acknowledges and agrees that the Conceptual Plan was prepared with preliminary dimensions and that during the final subdivision and final engineering process such dimensions shall be surveyed, duly engineered, and provided to the City. As such, Barclay Woods and the City agree that the Conceptual Plan is intended to be conceptual in nature and subject to reasonable adjustments at the final subdivision and final engineering phase in order to bring the Project into full compliance with the City Code. (b) Utilities. The City hereby acknowledges and agrees that it currently has sufficient water and sewer treatment plant capacity available to service the Property and shall provide such services to the Project as depicted in the Conceptual Plan. Barclay Woods shall install a six inch sanitary force main, to extend approximately 4,400 feet from a planned on-site lift station to the existing six inch force main located south of the Property near State Road 434 to serve the Property. All water and sewer improvements required on-site and off-site to service the Property shall be at Barclay Woods' expense. However, to the extent any other properties utilize the force main constructed by Barclay Woods, they will reimburse Barclay Woods their prorated share of the force main prior to construction commencement. The City hereby agrees to provide a temporary construction easement along the southern border of Central Winds Park to facilitate the force main construction; provided, however, Barclay Woods shall provide the legal description for such easement. The terms and condition of said easement shall be in a form acceptable to the City Attorney. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 2 of 14 (c) Construction of Orange Avenue Segment. Subject to final City approval, Barclay Woods agrees to (a) design and permit that portion of Orange Avenue contemplated in the City's Town Center Transportation Master Plan as a fifty (50) foot right-of-way to run from Tuskawilla Road to Central Winds Park, and (b) construct that portion of such Orange Avenue from Tuskawilla Road to the western boundary of the Property (together the "Orange Avenue Segment"); provided, however, the City shall reimburse Barclay Woods for the reasonable costs thereof or provide transportation impact fee credits as set forth below. For purposes of this Agreement, (i) the design costs subject to City approval shall include the costs and expenses of land surveying, civil engineering, landscape architecture, and irrigation design, and (ii) the construction costs shall include the costs and expenses for clearing, grubbing and earth excavation, and for the construction of all storm drainage facilities, Progress Energy-approved decorative streetlights, landscaping, hardscape, irrigation, sidewalks, curbs, pavement, striping, signage, and any required off site improvements related to the Orange Avenue Segment (all of the foregoing costs and expenses are hereinafter collectively referred to as the "Roadway Expenses"). To the extent any of the Roadway Expenses also benefit other aspects of the Project not related to the Orange Avenue Segment (e.g., stormwater improvements for the buildings and common areas), the City shall only be responsible for reimbursing the proportionate share of the particular expense related to the Orange Avenue Segment. The City shall reimburse Barclay Woods in the amount of the Roadway Expenses within ninety (90) days after the Orange Avenue Segment has been completed and accepted by the City. The City shall designate Orange Avenue as a "Collector Road" and provide transportation impact fee credits to Barclay Woods to be applied to the Roadway Expenses owed by the City. The payment of the transportation impact fee credits by Barclay Woods shall be reconciled at the time the Orange Avenue Segment is accepted by the City. If the Roadway Expenses exceed the amount of the transportation impact fee credit, the City shall reimburse Barclay Woods, by check, the amount of the Roadway Expenses in excess of the transportation impact fee credit. On the other hand, if the Roadway Expenses are less than the amount of the transportation impact fee credit, Barclay Woods shall pay the City, by check, the amount of the transportation impact fee in excess of the Roadway Expenses. Barclay Woods agrees that all Roadway Expenses shall be subject to an informal competitive bid process under which Barclay Woods shall obtain three (3) written quotes or bids. Each quote or bid and all change orders shall be submitted to the City for review and approval prior to Barclay Woods entering into any contract or modifications thereto for the design, permitting and construction of the Orange Avenue Segment. Barclay Woods further agrees that at the time reimbursement for any Roadway Expense is requested, Barclay Woods shall provide the City with a copy of all applicable invoices, receipts, warranties, maintenance bonds and documentation, including all change orders, which shall clearly evidence each reimbursable Roadway Expense. The City shall not be responsible for reimbursing any Roadway Expense which was not approved in advance by the City and cannot be properly and reasonably documented in writing. The City shall not unreasonably withhold any approvals required under this paragraph. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 3 of 14 Barclay Woods shall submit all engineering drawings and construction plans and specifications related to Orange Avenue to the City for final approval prior to the commencement of construction. (d) Project Roadwavs. As depicted on the conceptual plan, the City hereby acknowledges and agrees that the following internal Project roadways will deviate from the design standards set forth in the Town Center District Code, and the City hereby grants the following waivers to Town Center District Code pursuant to the special exception criteria enumerated in Section 20-32l(c): (i) The roadway adjacent to the eastern boundary of the Property shall be an Alley rather than a Neighborhood Lane. (ii) The roadway running north - south through the center of the Property (approximately 400 feet) from Orange Avenue shall be an Edge Drive and shall not be required to connect with the high school located to the south of the Property. A Bus Stop for public and school transportation shall be located on said Edge Drive approximately 100 feet from Orange Avenue. (iii) The Neighborhood Lane contemplated to be located along the northern boundary of the Property pursuant to the Code shall be shifted to the south as depicted on the Conceptual Plan, and an Alley shall be located between the foregoing Neighborhood Lane and Orange Avenue. Except as set forth above, all other internal Project roadways shall be designed and constructed pursuant to the Town Center District Code and City Land Development Code. (e) Additional Non-Roadway Town Center Code Waivers. Based on the Conceptual Plan and Barclay Woods' agreement to the terms and conditions set forth herein, the City Commission hereby grants the following additional non-roadway waivers to the Town Center District Code pursuant to the special exception criteria enumerated in Section 20-32l(c): (i) In exchange for the green space east of the pool and around the existing pond, and the related amenities thereto (walkways, benches, trees, lighted fountain feature), as depicted on the Conceptual Plan, the northeast portion of the Property shall be utilized for a stormwater retention pond for the Orange Avenue Segment and the Property, rather than for the "Orange Avenue Park" as contemplated under the Code. (ii) Townhouse buildings facing the Lake, Stormwater Retention Pond and Orange Avenue (all as depicted on the Conceptual Plan) shall not have streets located in front of such buildings; provided, however, all such buildings shall have Alleys located behind them. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 4 of 14 (iii) The six-unit townhouse unit building located in the northwest comer of the Property shall be configured so that the rear of such building faces the adjacent City park. (iv) The Project shall provide only pedestrian and non-automotive access to the adjacent high school property. (v) Approximately sixty-four percent (64%) of the townhouse units depicted on the Conceptual Plan shall meet or exceed the two (2) foot (minimum) finished floor elevation above the highest adjacent sidewalk grade in front of the applicable unit. The remaining townhouse units shall be permitted to have a finished floor elevation less than twenty-four inches above the highest adjacent sidewalk grade (all as depicted on the Conceptual Plan), so long as the average of all units is twenty-one (21) inches or higher and no finished floor elevation for anyone unit is less than six (6) inches. A schedule detailing the breakdown of the finished floor elevations for each unit shall be provided with the final engineering plans. (vi) 144 of the 185 total townhouse units (78%) shall meet the ten (10) foot build-to line required from the right-of-way of any Neighborhood Street, Neighborhood Lane and Edge Drive, and the remaining 41 townhouse units (22%) shall be permitted to have a six (6) foot build-to line. A schedule showing the breakdown of the final build-to lines for all individual units will be provided with the final engineering plans. Barclay Woods acknowledges and agrees that any deviation from the Town Center District Code not specifically enumerated in paragraphs (d) and ( e) above shall require separate city commission approval in accordance with the special exception application procedure and criteria set forth in the Town Center District Code. (f) Formation of Homeowners' Association. Barclay Woods hereby acknowledges and agrees that it intends to form a mandatory homeowners' association (the "Homeowners' Association") for purposes of maintaining any and all common areas, landscaping, entrance signs, walls, fences, alleys, recreational areas and stormwater drainage facilities associated with the Project. A separate Declaration of Covenants, Conditions and Restrictions (the "Declaration") will be executed and recorded among the Public Records of Seminole County, Florida to evidence the formation of the Homeowners' Association and establish its rights, duties and obligations. The Declaration shall be in a form acceptable to the City Attorney and shall require the Homeowners' Association, and the members thereof to be bound by the terms and conditions of this Agreement. (g) Buffer Walls and Fences: Trail Access. Notwithstanding the requirements of Section 20-417 of the Code, Barclay Woods shall install (i) a six (6) foot tall wrought iron or similar fence along the southern boundary line of the Property which shall have at Development Agreement Barclay Woods II, LLC / City of Winter SpringsePage 5 of 14 least three (3) pedestrian access points to the Seminole County trail, and (ii) a six (6) foot tall wrought iron or similar fence along the western boundary of the Property. The foregoing fences shall each be erected as soon as reasonably practical and prior to any permanent vertical construction for the Project. Notwithstanding the foregoing to the contrary, access will be available at all times for emergency vehicles. All pedestrian access points to and from the Seminole County Trail shall be dedicated to the City on the Final Plat, and any Project gates will remain unlocked. (h) Signage. The City hereby acknowledges and agrees that Barclay Woods shall have the right, upon the full execution of this Agreement, to erect on-site construction signs, marketing signs and temporary signs (including up to four (4) "banner" signs) as described in Sections 20-470(10), 20-470(11) and 20-470(16) of the Code, in locations reasonably acceptable to the City, which signs shall be permitted to remain for a period of nine (9) months from the date hereof. Barclay Woods shall thereafter have the right to erect permanent Project identification signage at the main entrance to the Project, which shall consist of lettering attached to the two pier and garden walls spelling "Jesup's Landing" (total signage dimensions to be approximately 1 foot high and 11 feet wide) as depicted on Exhibit "C" which is attached hereto and fully incorporated herein by this reference. Any construction signs or marketing signs erected on the Property shall not exceed sixty-four (64) square feet in size (total on-site). The City hereby acknowledges and agrees that the Property shall not be subject to the fourteen (14) day limitation on the erection of temporary "banner" signs as provided in Section 20-470(16) of the Code. Barclay Woods and its successors and assigns shall maintain all of the signs erected pursuant to this Section 3(h) in a good condition and state of repair. (i) Sidewalks. All sidewalks shall comply with the Code (minimum six (6) feet) except the sidewalk to be located around the lake and to the pedestrian access located at the southwest comer of the Property as depicted on the Conceptual Plan shall be a minimum of eight (8) feet in width. Further, a twenty (20) foot emergency access sidewalk shall be constructed at the southeast comer of the Property and shall be stabilized to facilitate emergency vehicle access. In addition, the Declaration shall establish easement rights in favor of the Homeowners' Association to permit sidewalks to extend into individual townhouse lots as depicted in the Conceptual Plan. (j) Model Units/Sales Office. Prior to the recording of the final plat, the City agrees to permit Barclay Woods to construct model townhouse units under the following conditions: (i) The model townhouse units shall be contained in a single building (the "Model Building") and shall not exceed five (5) individual units. (ii) The model townhouse units shall remain under Barclay Woods' ownership and control until such time as the final plat is recorded by the City and a final certificate of occupancy for each unit is issued under the conditions set Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 6 of 14 forth below. In other words, Barclay Woods shall not contract for sale, sell, or lease any of the individual model townhouse units until such time as the City approves and records the final plat for the Project and issues a final certificate of occupancy for each unit. (iii) The model townhouse units shall be constructed in a location reasonably acceptable to the City. Vertical construction shall not commence until stabilized access and fire protection is available. (iv) Prior to the model townhouse construction, the model townhouse units shall be duly permitted by the City in accordance with all City Codes. As part of the building permit application, Barclay Woods shall submit, along with all construction plans for the townhouse units, a duly certified boundary survey which shall depict the location and legal description of the model townhouse site and each individual model townhouse lot. Barclay Woods acknowledges and agrees that this legal description is intended to coincide with the eventual location of the townhouse lots as depicted and legally described on the final plat. Barclay Woods assumes full and complete responsibility and liability in the event that said legal descriptions do not conform to the lot lines required by the City in final plat. (v) At such time the City Building Official completes and approves a final inspection of the model townhouse units, the City will issue a temporary certificate of occupancy. Said temporary certificate of occupancy shall be issued for the Model Building as a whole, not by individual units. Occupancy of the townhouse units shall be limited to the sale and marketing efforts for the Project. In addition, Barclay Woods shall have the right to utilize one garage in the Model Building as a temporary sales office. (vi) At the request of Barclay Woods or at such time the Project development is completed, whichever occurs sooner, Barclay Woods shall file a re-conversion permit application requesting that the model townhouse units be converted into permanent residential units and the City shall issue individual certificates of occupancy for each model townhouse unit; provided, however, the final plat is approved and recorded by the City and the City Building Official determines that the units are suitable for permanent residential occupancy and in compliance with the City Codes. (k) Trash/Refuse Service. The City hereby agrees that trash and refuse pickup will be provided for each individual residential unit, therefore no Project dumpsters will be located on the Property as otherwise required pursuant to Section 9-280 of the Code. (1) Platting. Barclay Woods shall be required to plat the Property in accordance with Section 9-75 of the Code. Neighborhood Lane and Neighborhood Street which are perpendicular to the trail shall be depicted on the Plat extending to the southern boundary of the Property. Barclay Woods shall submit a proposed lighting plan to the Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 7 of 14 City contemporaneously with its submittal of the proposed plat, unless the applicable information is received from Progress Energy in time to submit such plan at the time final engineering plans are submitted. (m) Wetlands. The City hereby acknowledges and agrees that Barclay Woods has sufficiently addressed the City's Comprehensive Plan requirements with respect to wetland impacts and preservation. (n) Recreational Area. Barclay Woods shall be required to provide recreational areas within the Project in accordance with the Conceptual Plan. (0) Guest Parking Spaces. Barclay Woods shall construct a minimum of 111 on-street guest parking spaces within the Project. The guest parking spaces on Edge Drive and Neighborhood Street shall be marked with appropriate parking stripes as depicted on the Conceptual Plan. The guest parking spaces on Neighborhood Lane shall not be striped. No parking shall be allowed on Alleys. (p) Stormwater Pond Maintenance Berm. The City hereby agrees that Barclay Woods shall only be required to maintain a six (6) foot maintenance berm around the Project retention pond rather than a ten (10) foot berm as required pursuant to Section 9- 241(d)(3) of the Code. (q) Tree Mitigation. The City hereby acknowledges and agrees that Barclay Woods has submitted a tree survey together with the Conceptual Plan, and that Barclay Woods shall comply with the following conditions with respect to tree mitigation: (i) Barclay Woods shall be permitted to utilize the northeast comer of the Property (depicted as "Orange Avenue Park" in the Code) for stormwater retention, with sufficient capacity to accommodate the volume of stormwater runoff generated by the Orange Avenue Segment and the Project; provided, however, the use of such area shall meet the requirements of Chapter 5 - Tree Protection and Preservation - of the Code. The City hereby agrees that it shall permit the removal of all existing trees in such area to facilitate the construction of the planned retention pond. Barclay Woods shall mitigate for the removal of the trees in such area in accordance with Table 1 of Section 5-9 of the Code, provided that all existing trees to be removed with a caliper measured 12 inches above grade of 24 inches or greater shall be replaced at the rate of five credits per tree and an additional one replacement credit per four inches of caliper above 28 inches. (ii) At the request of the City, Barclay Woods will provide an Alley along the eastern boundary of the Property. The City hereby agrees that it shall permit the removal of all existing trees in such area in order to facilitate the construction of the Alley. Barclay Woods shall mitigate for the removal of such existing trees in accordance with Table 1 of Section 5-9 of the Code, provided that Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 8 of 14 all existing trees to be removed with a caliper measured 12 inches above grade of 24 inches or greater shall be replaced at the rate of five credits per tree and an additional one replacement credit per four inches of caliper above 28 inches, or as directed by the City Manager. (iii) Barclay Woods agrees to mitigate the removal of the foregoing trees by replacement with canopy trees planted upon the Property in accordance with Table 1 of Section 5-9 of the Code in lieu of a contribution to the City Tree Bank or as directed by the City Manager. (r) Orange Avenue - Undergrounding Utilities. In conjunction with the construction of Orange Avenue, and in accordance with the purchasing and reimbursement provisions set forth in paragraph 3( c), Barclay Woods shall underground all existing utility lines running along Orange Avenue. Barclay Woods shall be responsible for the pro rata share of the cost of undergrounding for only that portion of the utilities running along the frontage of the Property. The City shall reimburse Barclay Woods for the remainder of said costs related to the other segments of Orange Avenue not fronting the Property. Transportation impact fee credits are not available for undergrounding utilities (s) Construction Truck Route. Barclay Woods acknowledges and agrees that the City desires to keep construction truck traffic along Tuskawilla Road north of State Road 434 to an absolute minimum, especially over the brick paved portion of Tuskawilla Road. As such prior to the commencement of Project construction, the City shall determine (with the assistance of Barclay Woods), an acceptable transportation route to and from the Property for all large construction trucks and heavy machinery (e.g. dump and concrete trucks). The City's determination shall be memorialized and delivered to Barclay Woods in writing. Barclay Woods shall provide a copy of said determination to all construction companies working at the Project. At all times, Barclay Woods shall require all such trucks to utilize the transportation route selected by the City. The City may modify the transportation route at any time by providing written notice to Barclay Woods. Barclay Woods agrees to indemnify and hold harmless the City for any damage occurring to any City roadway located within the Town Center north of State Road 434 which is caused by any large construction trucks servicing the Project. (t) Eastern Allev. The Alley located along the eastern boundary of the Property as depicted on the Conceptual Plan shall be subject to a cross-access easement which permits the adjoining property to use said Alley for pedestrian and vehicular traffic at such time the adjoining property is developed. The cross-access easement shall ensure connectivity between the Project and the future development project of the adjoining property and shall be in a form acceptable to the City Attorney. (u) Other Code Deviations. Excluding the deviations from the Town Center District Code which are addressed in paragraphs (d) and (e), Barclay Woods Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 9 of 14 acknowledges and agrees that the only other deviations from the City's Land Development Code authorized by this Agreement are: (i) The posting of banner signs in the manner provided in paragraph (h). (ii) Permission to construct model homes prior to the recordation of the final plat as set forth in paragraph (j). (iii) Permission to require individual trash pick-up instead of dumpsters and permission to require submittal of a street lighting plan with final engineering/subdivision plans as set forth in paragraph (k). (iv) The requirement of a six (6) foot wide maintenance berm around the stormwater pond as set forth in paragraph (P). Any other deviations from the City's Land Development Code shall require separate approval from the City Commission by development agreement. 4. Representations of the Parties. The City and Barclay Woods 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 Barclay Woods and recorded in the Public Records of Seminole County, Florida, constitute a legal, valid and binding obligation enforceable against the parties hereto and the Property in accordance with the terms and conditions of this Agreement. Barclay Woods represents that it has voluntarily and willfully executed this Agreement for purposes of binding the Property and the Homeowners' Association, and the members thereof, to the terms and conditions set forth in this Agreement. 5. Successors and Assi2:ns. This Agreement shall automatically be binding upon and shall inure to the benefit of the City and Barclay Woods and their respective successors and assigns including, but not limited to, the Homeowners' Association and the members thereof. The terms and conditions of this Agreement similarly shall be binding upon the Property and shall run with title to the same. 6. Applicable Law. This Agreement shall be governed by and construed III accordance with the laws of the State of Florida. 7. 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. 8. Entire A2reement. This Agreement supersedes any other agreement, oral or written, and contains the entire agreement between the City and Barclay Woods as to the subject matter hereof. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 10 of 14 9. Severability. If any provision of this Agreement shall be held 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. 10. Effective Date. This Agreement shall become effective upon approval by the City Commission and execution of this Agreement by both parties hereto. 11. Recordation. This Agreement shall be recorded in the Public Records of Seminole County, Florida. 12. Relationship of the Parties. The relationship of the parties to this Agreement is contractual and Barclay Woods 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 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. 13. Sovereign Immunity. 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 any other limitation on the City's potential liability under the state and federal law. 14. City's Police Power. Barclay Woods 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. 15. Interpretation. The parties hereby agree and acknowledge that they have both participated equally in the drafting of this Agreement and no party shall be favored or disfavored regarding the interpretation to this Agreement in the event of a dispute between the parties. 16. Permits. The failure of this Agreement to address any particular City, county, state, and/or federal permit, condition, term, or restriction shall not relieve Barclay Woods or the City of the necessity of complying with the law governing said permitting requirements, conditions, term, or restriction. 17. Third-Partv 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. 18. 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. 19. Attornev's Fees. In connection with any arbitration or litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs through all appeals to the extent permitted by law. Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 11 of 14 20. 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 Barclay Woods 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 or unit if Barclay Woods is in breach of any term or condition of this Agreement. [SIGNATURES FOLLOW ON NEXT PAGE] Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 12 of 14 IN WITNESS WHEREOF, the partIes have hereunto set theIr hands and seal on;.tthe date first above written. CITY OF WINTER SPRINGS John F. Bush, Mayor ATTEST Andrea Lorenzo-luaces, City Clerk APPROVED AS TO FORM AND LEGALITY For the use and reliance of the City of Winter Springs, Florida, only. CITY SEAL Dated: 3/2/05 By: Anthony Garganese, City Attorney for the City of Winter Springs, Florida STATE OF FLORIDA COUNTY OF SEMINOLE Personally appeared before me, the undersigned authority, John F. Bush and Andrea Lorenzo Luaces, well known to me to be the Mayor and City Clerk respectively, of the City of Winter Springs, Florida, and acknowledged before me that they executed the foregoing instrument on behalf of the City of Winter Springs, as its true act and deed, and that they were duly authorized to do so. Witness my hand and official seal this 4th day of March, 2005. (NOTARY SEAL) Notary Public My commission expires: Debra C, Franklin My Cornmiaaion D0282971 Expires February 22, 2001 Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 13 of 14 Signed, sealed and delivered in the presence of the following witnesses: BARCLAY WOODS II, LLC, a Florida limited liability company John C. Baker Printed Name of Witness By: Thomas B. Corkery Printed Name: Title: Kipton Lockcuff Printed Name of Witness STATE OF FLORIDA . COUNTY OF Seminole The foregoing instrument was, acknowledged before me this 3rd day of March,2005, by Thomas Corkery, as Managing Partner of BARCLAY WOODS II, LLC, a limited liability company, on behalf of said company. He is personally known to me or produced FL DL as identification. (NOTARY SEAL) Mary Anne Willett (Notary Public) Notary Public, State of Florida Commission No.: My Commission Expires: Development Agreement Barclay Woods II, LLC / City of Winter Springs Page 14 of14 EXHIBIT "A" Legal Description Parcell: Lot 15, Block B, D.R. MITCHELL'S SURVEY OF THE LEVY GRANT, as recorded in Plat Book 1, Page 5, of the Public Records of Seminole County, Florida. Parcel 2: Lot 16, Block B, D.R. MITCHELL'S SURVEY OF THE LEVY GRANT, as recorded in Plat Book 1, Page 5, ofthe Public Records of Seminole County, Florida. . JESUP'S LANDING CONCEPTUAL PLAN ORANGE AVENUE . PAVING AT TYPICAL ALLEY PAVING AT ALLEY / BUILDING SIDE YARD NOTES: PARKING: 2 SPACES PER UNIT PROVIDED WITHIN DWELLING UNIT 55 DESIGNATED GUEST PARKING SPACES ON IDGE DRIVE AND NEIGHBORHOOD STREET 69 UNMARKED GUEST SPACES ON NEIGHBORHOOD LANE 0.67 GUEST PARKING SPACES PER UNIT - ALL STREETS ARE ASPHALT - ALL ALLEYS ARE PAVED AS SHOWN - STANDARD SIZE LOT A (22'x46'): 144 UNITS 78% - STANDARD SIZE LOT B (22'xU'): 41 UNITS 22% -10' BUILD-TO-UNE SETBACK: 144 UNITS 78% - 6' BUILD-TO-LlNE.SETBACK: 41 UNITS 22% - STANDARD BUILDING FOOTPRINT: 22')(36 BUILDING TYPES: BUILDING TYPES A: 64 BUILDING TYPES B: 50 BUILDlNG TYPES C: 52 BUILDING TYPES D: 19 TOTAL UNITS: 185 EXHIBIT C A - Pier and Garden Wall