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HomeMy WebLinkAbout2000 05 22 Regular A Schrimsher Land Fund Agreement Date: 05222000 Changes made to the Agreement - will be brought back on 6/12/00. COMMISSION AGENDA ITEM A Consent Informational Public Hearin s Re ular x Mav 22. 2000 Meeting ~9i Authorization . REQUEST: City Manager requests the Commission approve an agreement between Schrimsher Properties and the City of Winter Springs relative to adoption of the Town Center Code. NOTE: The City Attorney will have the agreement in your box Friday. PURPOSE: The purpose of this Agenda item is to adopt the agreement between Schrimsher Properties and the City regarding the Town Center. CONSIDERATION: On May 8,2000 the City Commission voted to instruct the City Manager and City Attorney to change the wording in the agreement to assure that the land area devoted to Magnolia Square was not less than 0.79 acres, the land area of Wetland Park was 23.36 acres more or less with a four (4) percent maximum variance; to meet with Dover, Kohl & Partners and Schrimsher Properties to reconfigure Magnolia Square and assist Schrimsher properties to the greatest extent possible in obtaining state approval to locate a portion of Edge Drive south of Magnolia Square on State owned property. FUNDING: Funding for the agreement is provided from the 1999 Revenue Bond issue, the One Cent Local Option Sales Tax, Integrated Utilities Fund Bond Issue, and Transportation Improvement Fund. RECOMMENDATION: It is recommended that this City Commission adopt the agreement. ATTACHMENTS: Agreement between the City of Winter Springs and Schrimsher Land Fund. Section II 0) - "Wetland Park" definition pursuant to City Commission direction: "Wetland Park" shall mean that portion of the Schrimsher Property more particularly described in the boundary map attached hereto as Exhibit "A" which is hereby fully incorporated herein by this reference. Wetland Park shall consist of approximately 23.36 acres as generally depicted on Exhibit "A" with the understanding that the actual configuration of Wetland Park may be adjusted depending upon the actual location of Spine Road and the actual location of Cross Seminole Trail. provided the adiustment in total acreage of Wetland Park does not exceed four percent (4.0 %) more or less. DRAFT 5/17100 5/22/00 Pt'epured by: Retutll to: AGREEMENT An Agreement made and entered into this _ day of ----' 2000 by and among Schrim5her Land Fund 1986 - IT, Ltd" Schrimsher Land Fund V, Ltd., and Schrimsher Land FW1d VI, Ltd., herein referred to as "Schrimsher" and the City of Winter Springs, a mUnicipal corporation existing under the laws of the State of Florida herein referred to as "City". MelT ALS 1. WHEREAS, Section 163.3167. Florida Statutes provides that each local governlllent is encouraged to articulate a vision of the future physical appearance and qualities of its community as a component of the local cOll1prehensive plan through a collabot'ative planning process with meaningful public participation, and 2, WHEREAS, the City completed a comprehensive phuming study, WiUl extensive public participation [tolD local residents and local, county. and state officials, which resulted in the adoption of the Winter Springs Town Center Plan, and 3.' WIlEREAS1 Schrimsher owns land located within the boundaries of the City of Winter Springs Towo Center , and 4 . WHEREAS, Scluimsher and City desire to memorialize theil' understandings and agreement regarding their respective interests, expectations, and intentions conJained in this Agreement regarding the T OWl1 Center. NOW THEREFORE in consideration of the terms atId condition set forth in this Agreement, and other good nnd valuable consideration, the receipt of which is hereby acknowledged by the parties, the City and Schrimsher agree to the following: J. IncorporAtion of Recitals. The foregoing recitals are true and correct and are hereby fully incorporated herein by this reference as a material part of this Agreement. ORlOocs 1001A28:J,9llCl: Page 1 of 23 ~OO 'd N3A\Oa ~ S.LLOHS lS:SI (NOWlOO IZl- ',wli n. Definitions. Unless the context clearly indicates otherwise, the fullowing WOrdll and phraaes when used in this Agreement shall have the moaning ascribed below: a) "Clty" shall mean the City of Winter Springs, a Florida m.unicipal corporation. b) "CIty Code" shan mean the City Code of the City of Winter Springs, Florida. c) "Cross Seminole TraU Street" shall mean that segment of a roadway {formcrl~ known all "Cross Seminole TraU Street'') to be located upon the Schrimsher Property in a location geller:ally depicted in the boundary map attached hereto as Exhibit uA", which is hereby fully incorporated herein by this reference. d) "East Market Square Parcel" shall mean that portion of Schrim.sher Propcrty more particularly described in the boundary map attached hereto as Exhibit" An which is hereby fully incorporated herein by this reference. 'The East Market Square Parcel shall be approximately eight and 25/10Oths (8.25) acres in size. e) "Lake Trail Park" shall mean that portion of Sclu-imshcr ProperLy more particularly described in the bOWldary map attached hereto as Exhibit" A" which is hereby fully incorporated herein by this reference, Lake Trail Park shall (i) not be less than 0.85 acres in size (ii) have no less than three h\mdred (300) feet of road frontage on its western boundary, (iii) be contiguous to either a City approved Schrimshcr development or a retention pond on its northern boundary and (iv) be contiguous to the unpaved portion ofthe Cross Seminole Tmil on its eastern boundary. f) "Magnolia Park" shall mean that portion of the Schrimsher Property more particularly doscribed in the bound:!ry map attached hereto as Exhibit "A" which is hereby fully incorporated herein by this reference, Magnolia Park shall cOllsist of &l'pre-xiffllitcly ~not less t.hon seventy-nine/one h\Uldredths ~ aeres as depicted on Exhibit "A" unless etherwige another configuration is agreed unon by the parties in writing. :pfte Cit) mtlj tdilme hmS3 anile former CSX ntilrells1i.,,~ e'lJfl.ed by the B8ftl'fi ofTruatCt3 of the lfttcmal Impro"iement-Ftt!l.d 8f~e Stak; ofFloriaa ""l'i~ lh.eir BWt'O"illl t8 expand the Bize of Magnolia Park. g) "Main Street Improvements" shall mean that portion of Tuskawilla Road described as Main Street on the Town Center District Code and located from State Road 434 to Magnolia Park (including pavement, curbs and gutters, and stonnwatcr faci Ii ties ); as more particularly described in the boundary map attached hereto as Exhibit "A" which is hereby fully incorporated herein by tIus reference, ORlOOcs 1001~26:l,9lK~ Page 2 of 23 ~oo 'd NIMH ~ S!!OHS lS: S 1 (NOW) 00 ,ll- 'Hl( 11) "Rustic Residential Property" shall mean the real property OWlled by Schrimsher whieh currently has a rustic residential futurc land use designation on the City's Future Land Use Map. i) "Schrimsher" shall mean Schrimsher Land Fuud 1986 - n, LTD., Schrimsher Land Fund V, L ro, and Scbriu15her Land Fund VI, L TO, collectively and individually. j) "Schrimsher Property" shall mean the real property owned by Schrimsher and located in the Town Center District, as more particularly described in Exhibit "B- t.. which is hereby fully inco1'poratcd herein by this reference. Tt is Q:pre:1sly ae:k:nO'Wle6.g~ that IlO portion of that roal property described Oft Exhibit "B 2" altaelu:d hereto Il!'la fully incorporated httc;tn by rofCH:nec i3 i"tendat to be; ifteltl8ed i!t tfttJ Schrifmher Propcrt). or1fte T6Wft Center District. k) "Spine Road" shall mcan the proposed collector road traversing Schrimsher Property and running from State Road 434 to Tuskawil1a Road (including pavement, curbs Bnd gutters, and stormwater facilities). Said road shall also run adjacent to Wetland Park as a single-loaded road. Spine Road will run as close as practicable to the Wetland Park in order to reduce the amount ofisolated uplands between Spine Road and Wetland Park. The location of Spine Road is generally depicted in the sketch attached hereto as Exhibit "A" which i9 hereby fully incorporated herein by this reference, 1) "Town Center Plan" shall mean the sketch concept plan etltiHed "Winter Springs Town Center Master Plan", prepared by Dover, Kohl & Partners, dated March 23, 1998, a copy ofwruch is attached hereto as Exhibit "C" and hereby fully incorporated herein by this reference. m) "Town Center D'strl~tll shall mean the town center area located in the City of Winter Springs that is depicted in the attached Exhibit "0" which is hereby fully incorporated herein by this reference, n) "Town Center District Code" shall mean the town center zoning district code adopted by the City Commission of Winter Springs 011 , which is attached hereto as Exhibit "E" and hereby fully incorporated herein by this reference, 0) "Wetland Parl(" shall mean that portion of the Schrimsher Property more particularly described in the boundary map attached hereto as Exhibit "An which is hereby fully incorporated hcrcin by this reference, Wetland Park shall consist of apprexitnat:ely ~ .not less tban twenty-two and 23/1 Oaths (21,1~ acres as generally depicted on Exhibit "A" with the understanding that the actual configU11dion oCWetland Park tnay be adjusted depending upon the actual location of Spine Road and the: actual location of the CI'OSS Seminole Trail. OAlDOC5 100 t 42e:l,9 LKJ; Page 3 of 23 gOO 'd N3MOH ~ S1!OHS 19:9( (NOwIOO ,ll- ''w!i fit. Trail Realignment. A portion of tho Schrimsher Property is presently encumbered by the former CSX railroad line: now owned by the Board of Trustees of the IntemaJ Improvement Fund of the State of Florida and which is intended to be improved and converted to a public nature aud recreational trail ("Cross Seminole Trail"). To enhance the location of the Cross Seminole Trail, for trail users and to incorporate the O-oss Seminole Trail into the Town Center, as well as accommodate a more orderly development oftite Schrimsher Property, the City and Schrimsher agree as follows: a) For purposes ofrealigllillg tlle Cross Seminole Trail in accordance with the Town Center PJau, Schrimsher (in exchange for receiving fee-simple ownership of a portion ofthe CUlTent alignment of the Cross Seminole Trail consisting of approximately 4:6 4.2 acres) agrees to donate property located within the bowularies of the Schrimsher Property, as generally depicted 011 Exhibit "A" attached hereto, to the State of Florida in accordance with mles and procedures of the Florida Office ofGrccnways and Trails ("FOG&T"). Provided, however, the City acknowledges that the unpaved portion of the Cross Seminole 'l'll'ail traversing the easterly aud northerly portion of the Schrimsher Property shall be located adjacent to or as close as praclicable to the contiguous wetlands (lying easterly and northerly of the Schrimsher Property) in order to minimize the amount of isolated uplands (Le., nOll-wetlands) located between the unpaved portion of the Cross Seminole Traill111d such wetlands (the "rsolnted Uplands"), The City acknowledges that any such Isolated Uplands may be included in the land exchange with the State of Florida to meet the 4<2 to 1" ratio exchange requirement of the FOG&T if allowed by the FOG&T. The City alBo agrees nol to oppose any further minor modifications to the alignment of thc Cross Seminole Trail located within the Schrimsher Property provided such minor modifications are approved in writing by the FOO&T and do not materially adversely affect the intent and concepts ofthe Town Center District Code and the minor modifications arc cOl1sistent with the terms and conditions of this Agreement. ::the CUY-DJu'_ees to see!, the 8DDroorlnte IlDProvsls to vacate 01.' oth.crwise utilize that Dart of the current allenment of Cro!!! SemInole Trail lying sooth of MamoUa Park and westerlY of Wetland Park for th~'I.tail Access Lane Dotllon of Edlle Drive 3Jl..dlol'.-Dsrklne. Durposes; and Schrimsher BIll"ecs to snDuort and not onDOse such eft'ort on the3lRrt oLthe Clt~. If the City 151 un!luccessful hunch effort then Scltrlmsber shall have the oDtlon. but not the obUe.atlon. of causinll said TraJl Access Lane Dortlo.n of EdE~ Drive to be constructed uoonjhc Schrimsher Prooertv adjacent to such sellment of the current .lhUlment of the Cross Seminole Trail. lIthe City elects tQ.l.cek the approoriate approvals to vacate orotberwtse utilize for any uurDose any Dart ot'that bortlo" of the curren t albmmen t of C.'oss Seminole TrlllI lyl"1l eB8t or aad contle.uous to Maenolla Park (between MaDollA PodLRnd Wetland Park), Schrimsher DereeR to SI,lD.Port and not oPbose such effort OD the Dart ORlOOC9 1001426J,9 LK~ Page 4 of 22 900 'd N3~\08 ~ SLLOHS tS: S I (Nm,l 00 Ill- 'HI~ of the elt.!. LIkewise. U' Schrimsher elects to seclc the 8QProprlate HPprovals to vacate or otherwise utiUze for any purpose. Rny part of the current alll!!nmeot of Cross Seminole TrolllYlnl! north nfMqeaoJI8 Park and we!lted~ofWetlllnd Park. the Clt)( ~ce8 to support and not oppose ,ueh etTort on the Dart of Schrimsher. Schrimsher and the City also agree that the east-west section of the paved portion of tho Cross Seminole Trail may be located 011 the northem side of Edge Drive (as gellerally depicted 011 Exhibit uA" attached hereto) &0 long as the Cross Seminole Trail does not reduce the width of Edge Drive, b) At the time Scluimsher donates such property located within the boundaries of the Schrimsher Property, Schrimsher shall reserve (i) perpetual easements fur roadways and utility purposes (including, without limitation, sewer, water, drainage, natural gas, cable, electricity and tclephone) (the "Roadway/Utility Easements"), crossing over and under the Cross Seminole Trail at the locations generally depicted on Exhibit "A" where roadways and/or utilities overlap or intersect with the Cros5-Seminole Trail; and (ii) a fifteen toot (t 5') temporary construction and a five foot (5') pcrpetual maintenance easement for construction and maintenance of tIle Wall defined in Article XI below (the "Wall Easements"). Schrimsher agrees to dedicate such RoadwaylUtility Easements to the City in connection with the construction and installation of such roadways and utilities. The Roadway Utility Easements dedicated to the City shall be in a fonn acceptable to the City. c) Upon execution hereof, the City shall, at its expense, promptly commence and diligently pursue the completion of the design, engineering, pennitting, surveying and construction of that portion ofthe Cross Seminole Trail which is located on the property to be donElted by Scluimsher. The survey shall include sketches and legal descriptions of the locations for the RoadwaylUtility Easements and the Wall Easements. Upon completion of construction of that portion of the Cross Seminole Trail located upon the Schrimsher Property, the City agrees to maintain such portion of Ute Cross Seminole Trail and, to the extent permitted by law, to inderrmify and hold Schrhl1sher and Schrimsher Property harmless against any loss, damage, liens or expenses, associated with or resulting from the City's design, engineering, permitting, surveying. constructing and maintaining the Cross Seminole Trail. The City will coordinate with Scluimsher to identify the location of the RoadwaylUtility Easements and the Wall Easements. City agrees that Schrimsher's engineers (who shall be qual1fi.ed and experienced in roadway and/or "trail" engineering and pennittiug) and surveyors will be able to review and provide input into the design, surveying and pennitting process for that portion of the Cross Seminole Trail located within the Schrimsher Property; and that any aud all surveys and related applications andlorsubmittals to all applicable govemmental agencies Ulat may affect Schrimsher Property will be subject to the reasonable and timely review by Schrimsher's engineers and surveyors. Schrimsher's engineers and surveyors shall complete said review and provide any such input pursuant to the City's reasonable time schedule, ORlDOC9 1 001~2a3,g LKF Page 5 of 23 LOO 'd N3M8 ~ SUOHS ~S: S I (NOW) 00 III - 'AVI\ d) City and Schrimsher agree to cooperate with each otner, Scttlinole County, the Florida Department of El1Vironmental Protection and al1 other I,ecessary governmental agencies and interest groUP5 to effectuate the Cross Seminole Trail realignment on Schrimsher Property. IV. Conveyances from Schrimsher to the City. a) Schrimsher agrees that at such time as the City obtains all permits necessary to constroct, install. and extend (i,c., "stub-in") the sewer and water facilities to the Schrimsher Property as required in Article V b) below, Schrimsher wilt convey to the City fee simple title to Magnolia Park and Wetland Park. b) Schrimsher also agrees to convey to the City the Small Neighborhood Squares (#1,2,4, and 5), as generally depicted on Exhibit "A", unless said Squares are substituted by special exception granted by the City Commission of Winter Springs. Special exceptions wi 11110t be lUUeasonab ly withheld by the City, provided the substituted Small Nei ghborhood Square is of equal or better value than what is proposod in the Town Center District Code with respect to property value and design, Small Neighborhood Square #5 shall be a minimum of point forty-fout' (.44) acres. Small Neighborhood Square #4 shall be a minimum of point forty-two (.42) acres, Small Neighborhood Square #2 shall be a mioimwn of point forty-four (.44) acres, Small Neighborhood Squaro #1 shall be a minimum of point forty-five (,45) acres. These minimum acreages of the Smal1 Neighborhood Squares #5, 4, 2 and 1 include all rights-of-way around the perimeter of each Small Neighborhood Squal'e as depicted on Exhibit "A". In addition, Schrimsher shall also have the right to relocate Small Neighborhood Square # 1 and 2 a maximum distance of250 feet in any direction from the location depicted on Exhibit uA"; Small Neighborhood Squares #4 and #5 may be relocated a maximum dlstal1ce of250.00 feet to the east or west, and to the south as part of any rclocation or adjustment of Cross Seminole Trail Street. pursuant to Article XIV ofthis Agreement. Any relocatod Small Neighborhood Square shall be located on Schrimsher Property and shalt not overlap another Small Neighborhood Square, Lake Trail Park, Wetland Park, Spine Road, Edge Drive, Cross Seminole Trail Street 6t', the Cross Seminole Trail or any other then existiul! DRrk ot.rlebt-of-WDV. The di5tance shall be measured beginning from the boundary of the subject Small Neighborhood Square that is closest to the direction tn which said Square is relocating. The conveyances of the Small Neighborhood Squares shall occur at such time, and as part of, a City approved Schrimsher development adjacent to the applicable Small Neighborhood Square. Schrimsher and the City agree that Small Neighborhood Square #3 is eliminated and both Small Neighborhood Square #3 and any proposed roadway between Small Neighborhood Square #3 CU1d the East Market Square Parcel shall be included in the East Market Square Parcel as shown on Exhibit "A". oqLOOCS!oOi'2e3,g LKF Page' 6 of 23 800 'd N3MOS ~ S!lnHS ts: S [ (NOW) 00 ,Zl- ',wI, c) Schrimsher also agrees to COllYey Lake Trail Park to the City at the time of the later to occur ofthe construction of(i) either a City approved SchrimBher development or a retention pond adjacent to tho north of Lake Trail Park or (ii) the rood adjac0nt to the westetll boundary of Lake Trail Park or (iii) the unpaved portion of the Cross Seminole Trail on the eastern boundary of Lake Trail Park. d) Schrimsher agrees to convey rights of way and easelnents and improvements to rights of way and casements similar to those depicted in the Town Center District Code and located on Schrimsher Property at such time, and as part of a City approved Schrimsher development, in a manner in which similar conveyances are required in connection with similar developments within the City. ' e) Except for the conveyances from Schrimsher to the City so described in this Article IV (Le. Wetland Park; Magnolia Park; Small Neighborhood Squares #1,2,4 and 5 l111d Lake Trail Park). Schrimsher shall have no further obligation to convey to tbe City any property for park, open space or green space purposes, f) Schrimsher shall not make any claims for extraordinary excess development costs for single-loaded roads traversing Schrimsher Property in accordance with this Agreement and the Town Center District Code, v. CIty Obllaatlons. In consideration ofScluimsher (i) conveying to the City Magnolia Park and Wetland Park, as described in Article IV(a), (ii) conveying to the City the Small Neighborhood Squares, Lake Trail Park, rights orway, easements, and improvements to said rights of way and easements as described in Article IV(b), (e) and (d), (Hi) not making any claim for single-loaded road as described in Article IV(f), and (iv) agreeing to the terms and conditions contained in this Agreement, the City, at its expense, agrees to do the following: a) Within eighteen (18) months from the effective date of this Agreement, extend and connect (i.e., "stub in") City water distribution und sewer collection facilities to the boundaries of Schrimsher Property in sufficient capacity to rea50nllbly accommodate and guarantee the lcvel of service capacity required for the Town Center and Schrimsher Property. Except as provided. in Article V{c) and V(d) below relating to Spine Road and Main Street lJnprovements, the City shall not be required to extend either sewer or water facilities into the interior portion of the Schrimsher Property unless agreed upon in future written developer agreements. The City also guarantees sufficient capacity within the sewer and water treatment plants to J:easonably accommodate and guarantee the level of service required for the Town Center and Schrimsher Property. The City also agrees that no special City water or sewer conncction charge or assessment will be app lied to Schrimsher Property for purposes of reimbursing the City for the expel166 of extending and connecting the City's water distribution and sewer collection facilities to Schrimsher's Property as described oRloocs 10014263,9 LI<~ Page 7 of 23 600 'd N3MOH ~ S1!OHS ~~:~l (Nowloo .ll- 'HI, above; provided., however, individual users within the Schrimsher Property may be charged the same normal and regulat "City-wide" connection fee that is customarily charged to all other individual UBerB within the City for connecting inln and utilizing the "City-wide" wllter and sewer capacity, b) Promptly commence and within six (6) months following the date of this Agreement, submit an application to acquire a Master Stonnwater Management Permit from the St. John's Water Management District for the Town Center and expedite to the fullest extent possible completion ofthe master stormwater pmnitting within the Town Center and Schrimsher Property. City agrees that Schrimsher's engineers (who shall be qualified and experienced in stonnwater engineering and permitting) will be able to provide input into the design and penllitling process for the Master Stonnwater Management Peonit and that any and all related applicatiollB and/or submittals to all applicable governmental agencies that may affect Schrimsher Property will be subject to reasonable and timely review and approvaJ by Schrimsher's engineers, Schrimsher's engineers shalt complete said review pursuant to the City's reasonable time schedule and shall not unreasonably withhold said approval. In no event will the Schrimsher Property be required to accommodate a disproportionate area/acreage of retention ponds or amount (i,e., vol ume 01' rate) of the stonnwater generated in Town Center unless otherwise agreed to by Schrimsher in writing. cJ Designate Spino Road a City collector road and process an amendment to the City's Comprehensive Plan. Traffic Circulation Element, to so designate, City also agrees, at its expense, to begin designing, engineering, surveying and permitting Spine Road upon the effective date of this Agreement. and the City agrees to commence good faith construction of Spine Road within two (2) years trom said effective date and to diligently pursue completion of such construction. Schrimsher agrees that City shall have the right of entry and ingress and egress to and from Schrimsher Property for purposes of designing, engineering, permitiing, surveyiug and constructing Spine Road, and, in such event, the City agrees, to the extent pennittcd by law, to indemnify and hold Schrimsher and tho Schrimsher Property harmless against any loss, damage, liens or expenses associated with or resulting from the City designing. engineering, pennitting, surveying and constructing of Spine Road. However, i fSchrimsher desires to construct Spine Road in accordance with the Town Center District Code, prior to the City's schedule for said construction provided herein, Schrirmher may design, C1ngincer, pennit, slu-vey, and construct Spine Road at Schrimsher's expense. Pursuant to Winter Springs City Code, Sections 9-386 through 9-390, Schrimsher shall then be eligible for and receive in cotulection with the development of the Schrimsher Property transportation impact fee credits in an amount equal to Schrimsher's reasonable costs for designing, engineering, permitting, surveying aud construction of the Spine Road which costs shall be deemed to be f'Ot' "non-site-related improvements", Accnuxi credits shall be applied to the development of Schrimsher Property. Regardless of which party constructs Spine Road, the City. at ita expense and concwTently with the construction of Spine Road, agrees to design, pennit, and COl1struct water Clnd sewer utilities for Spine Road required for the Town Center and Schrimsher Property (the "Spine Road Utilities"). Schrimsher shall ORlOOC9 lOO1~2e3,g LKf Page 8 of 23 o I 0 'd N31\\08 ~ SJ,J,OHS ~S:SI (NmxIOO Ill- 'AV~~ convey tho right of way for Spine Road to the City at such time as the City has obtained all necessary permits for the City lo construct Spine Road or at such time that Scbtiltlsher has completed construction of Spine Road, whichever OCClIrs first. City agrces that Schrimsher's engineers (who shall be qualified and experienced in roadway and water and sower utilities engineering and pennitting) will be able to review and provide input into the design and pennitting process for Spine Rond and the Spine Road Utilities; and that any and all related applicatiotlB at1d/or submittals to all applicable govenunental agencies that may affect Schrimsher Property will be subj eet to the rcasonab Ie and timely review by Schrimsher's engineers, Schrimsher's engineers shall complete said review and provide any Buch input pursuant to the City's reasonable time schedule. If the City adopts a traffic concurrency management ordinance, the City agrees to favorably consider the allocation of reasonably sufficient traffic capacity to Town Center and/or appropriate levels of service to accommodate the development of Town Center as anticipated in the Town Center District Code, d) Designate that portio1l of Tuskawilla Road between State Road 434 and Spine Road a City collector road and process an amendment to the City's Comprehensive Plan, Traffic Circulation Element. to so designate. The City also agrees, at its expense, to desigtl, engineer, pennit, sutvey and constnlct the Main Street Improvements substantiallY within the alillUmen! shown on Exhibit "A". The Citv Dlso a.erees to orombtlv commenee the deshm. eneineerineand oerndttfnJLwlthln ninety (90) days oftbe effective date oftbls Agreement. exercise their bejt efforts to commence construction as !loon as-D05slble and to dUhzently oursue comoletton ouuch construction within two (2) yeats of the effective date oHms Agreement. The Main Street Improvements shall be consistent with the Town Center District Code. Schrimsher agrees to donate and convey to the City eleven (11) feet of right-of-way in order for the City to expand Main Street to eighty-two (82) feet in width in accordance with the Town Center District Code, The conveyance shall occur at such time as the City has obtained all permits necessary to construct the Main Street improvements. Because Schrimsher only owns property on one side of that portion of Tuskawilla Road described as Main Street, Schrimsher shall only be required to convey the one-half(i.e.. not more than eleven (11) feet wide) of the needed right-of-way which is located on Schrimsher's side of Tuskawilla Road. Schrimsher agrees that City shall have the right of entry and ingress and egress to iUld from tho Schrimshet Property lor purposes of designing, engineering, permitting, surveying and constructing the Main Street lmprovemelll6, and, in such event, the City agroes, to the extent permitted by law, to indemnify and hold Schrimsher and the Scht'imsher Property harmless against any lOBS, damage, liellS or expenses associated with or resulting from the City designing, engineering, permitting, surveying and constructing the Main Street Inlprovements which costs shall be deemed to be for "non-site-related improvements". Notwithstanding the aforesaid, if Schrimsher desires to commence the Main Street Improvements in accordance with the Town Center District Code, prior to the City's schedule for making said improvements, Schrimsher may design, ORlIJoCS laOU28.'l,9 LKF Page 9 of 23 110 'd N3h\OH ~ SllnHS ~~:~I (Nowloo ,ll- Tvli engineer, permit, survey, and construct the Main Street improvements at Schrimsher's expense and the conveyance shall occur at sllch time Schrimsher has completed construction ofsaid improvements. Pursuant to Wittler Springs City Code, Sections 9-386 through 9-390, Schrimsher shall then be eligible for and receive in connection with the development ofthe Schrimsher Property transportation impact fee credits in an amount equal to Schrimsher's reasonable costB for design, engineering, surveying, permitting and construction ofthe Main Street Improvements. Accmed. credits shall be applied to the development ofSchrimsber Property, City agrees that Schrimsher's engineers (who shall be qualified and experienced in roadway and water and sewer utilities cngjneering and pennitting) will be able to review and provide input into the design and permitting process for the Main Street Improvements; and that any and all related applications and/or submittals to all applicable governmental agencies that may affecl Schrimsher Property will be subje(;t to the reasonable and timely review by Schrimsher's engineers, Schrimsher's engineers shall complete said review and provide any such input pursuant to the City's reasonable time schedule, VI. Inclusion or Ptonerlv In Town Center District. Schrimsher consents to the inclusion of the Schrimsher Propcrty into the Town Center District subject to the terms and conditions thereof. vn. Adoption or Town Center District Code. Schrimsher hereby consents to the adoption of the Town Center District Code and its applicability to the Schrimsher Property subject to the tenns and condltions hereof. VItI. Fut!l~e-.LB.n.d Use Chanl:e. Schrimsher and the City aclO1owledge that the future land use designation for the Schrimsher Property shall be Town Center at such time said designation is approved by the City, Specifically, and without limitation, the parties intend for the fu~re land use designation under the City's Comprehensive Plan to be amended to accommodate the Town Center District Code and to correct the (uture land use designation of the Rustic Residential Property (to Town Center) which wru; inadvertently previously changed by City from commercial to "rustic residential", Thc City shall immediately administratively initiate and diligently process through completion said comprehensive plan amendments and also effectuate auy administrative rezorung neceSSllry to implement the foregoing land use ohange. All future land use changes shall comply with the procedures set forth in chapter 163, Florida Statutes and the City Code of Winter Springs. OALOOCS jQ01ol20j,9 LKf Page 10 of 23 l10 'd N3,\\08 ~ SUOHS SS:SI (NOWIOO ,ll- 'Htx lX. EAst Market Square Parcel. Provided that the Bite and building plan are consistent with the City Code o.nd Town Center District Code, the City agrees and acknowledges that the East Market Square Parcel will be aUowed to have: (i) a grocery store anchor building consisting of approximately 45,000 retail square feet; (ii) up to 45,000 square feel of additiona.l retail square feet; and (iii) a P~fking ratio of up to five (5) spaces per 1,000 retail square feet. x. Retention Ponds. The retention ponds depicted on tbe Town Center Plan are moant to be conceptual and do not necessarily indicate the actual size or location of retention ponds that may be required as part of a development project. As part of all Schrimsher development projects on Schrimsher Property. Schrimsher agrees to provide retention ponds in accordance with tho Master Stonnwater Management Permit (approved by Schrimsher's engineers and meeting the requirement of Article V(b)) local, state, and federal law and sound engineering practices. XI. St. Johns Landin.e.. Schrimsher agreos to provide a buffer not less than fifty (50') feet in width along the northern boundary of the Schrimsher Property adjacent to the S1. Jolm's Landing Subdivision. The City Agrees that said buffering mayor may not include a retention pond, and that the width of the CrosB Seminole Tmil running along the common boundary with St. Johns Landing Subdivision may be counted toward meeting the fifty (50') foot buffer requirement. The applicable building set-back line along the common boundary with St. John's Landing Subdivision will be the southern edge of the bu.ffer. In additiol1, Schrimsher agrees to design, pennit, and oonstruct a six (6) foot concrete block or brick wall (the "Wall") on Schrimsher Property (or 011 property within St. John's Landing Subdivision if approved by the owners of the applicable lots withln St. John's Landil18 Subdivision) in connection with any commercial Or multi-family development adjacent to the developable lots within the St. ~o111l's Landing Subdivision along or near the current perimetel. ofthe Schrimsher Property, provided said Wall is required by the City Code. To the extent a Wall is required, the maximum length of the Wall shall commence at the Tuskawilla Road right-or-way and shall extend to and tenninate at the southeastern comer ofthe eastern-most developable lot contiguous to the common boundary between St. Johns LaI1ding Subdivision and the Schrimsher Property. No portion of the Wall wilt be required adjacent to any retention pond within the St. Johns Landing Subdivision, Schrimsher agrees that individual lot owners within st. Johns Landing Subdivision will be allowed to install one (1) gate (not greater than four (4') feet in width) per developable lot, in the WaU to provido access to and from their Jot and Ule Cross Seminole ORLbOcS 100'~263.9 IJ<.I' Page 11 of 23 ~ I 0 'd N3Moa ~ SllnHS SS: S I (NOL~l 00 III - '}'vI, Trail and/or Town Center provided (i) the individual lot OWller must install and maintain the gate at the lot owner's expenBC, (ii) the gate shall open toward the applicable lot within St. Jolm's Landing Subdivision, und (iii) the style of the gate shall otherwige be subject to tho reasonable written approval of both Schrimsher and the City, which shall not be unreasonably withheld or delayed. xn. Interior Butter Walls nnd Fentes. Unless waived by the Development Review Committee and the City Commission, buffer walls or fences will be required in Town Center between single family gt multi-fnmlly residential developments on one side and loading docks, servicemeaa and trash disposal faoilities associated with Large Peet Print Building! (8] aeHl'tcd in the: T81'\'ft Center District Cede:) commercial develoJJment on the other side. Otherwise, buffer walls and fences separating different types of land uses will be allowed but not req uired within the interior portion of the Town Center District. XUI. Wetland Delineation of Wetland Park. TIle partie6 acknowledge that Schrimsher has previously obtained from the U.S, Army Corp ofEllgineers and provided to the City a copy ofadclinealiOIl oftIle jurisdictional wetland boundaries on the Scluimsher Property and that the parties have utilized such wetland delineation to amend the Wetland Park boundary. Neither party warrants the accuracy of such delineation and any further change in the delineation shall not result in Schrimsher being required to convey any additional lands to the City or require the City to reconvey to Schrimsher any portion of Wetland Park. XlV. Cross Semlnole Trail Street Schrimsher agrees that the Cross Seminole Trail Street will be located on Schrimsher Property as generally depicted on Exhibit "An, However, Scmimsher may relocate tlte Cross Seminole Trail Street to the South (toward State Road 434) a maximum distance of lOO feet from the location depicted on Exhibit "A". Schrimsher may i:llso make minor adjustments to the location of the CrOS5 Seminole Trail Street in order to straighten the Cross Seminole Trail Street or to provide for a more favorable site line and/or curvatures of the Cross Seminole Trail Street. If the Cross Seminole Trail Street is relocated or adjusted. Small Neighborhood Squares #4 and #5 shall maintain their relative locations with access to and alignment with the layout of the Cross Seminole Trail Street subject to the possibility of being relocated as provided in Article IV(b). Because the Cross Seminole Trail will not be running along the Cross Seminole Trail Snwt, the right-of-way for Cross Seminole Trail Street shall be reduced ftom 78 feet to 60 feet in width. similar to the design of a Town Center Street and the location and shape of Small Neighborhood Squares #4 and 5 shall shift accordingly. ORl.OOCS 10014263.9 UlF Page 12 of 23 ~ I 0 'd N3~\Oa ~ S,LllnHS 9S:SI (Nmx)00 Ill- 'AVl~ XV. Snine Road Traffle: Slenal. In conjunction with thc construction of the Sp1ne Road north or south of State Road 434, the City will cooperate with the Florida Department ofTransportntion and Schrimsher ill any proposal to install a traffic signal at the intersection of the Spino Road ID1d State Road 434 and to install a median break within State Road 434 approximately midway between dle intersections at TUBkawilla Road IlI1d the Spine Road. Nothing herein is intended to obligate the City to contribute ill1Y funds toward the cost orthe traffic signal or median cut. XVI. Connection to TuskBwUla Road. The City agrees to cooperate with Schrimsher to allow Schrimsher to design, permit, and construct a road along the existing right-of-way behind the UMobil Service Station" cWTentlyon the comer of Stato Road 434 and TuskawilJa Road, which mayor may not be designed to connect Tuskawilla Road with a frontage road 50uth of Stale Road 434, However, the design, permitting, and construction of said road shall be consistent with the City Code, .subject to site plan review and approval by the City, and at Schrimsher's sole cost and expense. XVll. Greensoace and Open~pace Reanirerncnts. Land!lcopina-Requirements. Both partie8 agree that there are no minimum greenspace or open space requirements within the TOWil Center District. However, Schrimsher agrees to comply with the landscaping requirements within the Town Center District as set forth in the Town Center District Code. XVIII. Dla~ram!l/"lUu8ttative Purpo~ Onlv", Except for Wetland Park, Magnolia Park, the Small Neighborhood Squares (#1, 2, 4 and 5), Lake Trail Park, Cross Seminole Trail, the Cross Seminate Trail Street, Main Street Improvements, and Spine Road, wWch are expressly agreed to by Schrimsher and City pursuant to this Agreement (subj eet to applicable relocation provisions set forth herein), the City hereby acknowledges that all diagrams and graphics within the Town Center Plan and the Town Center District Code, which are depjcted on Schrimsher Property, are for "illustrative pnrpOtie& only" and are intended only to illustrate the intent and concepts ofthe Town Center District Code, XIX. Periodic Review. This Agreement shall be subject to periodic review by the parties, Periodically, City and Schrimsher agree to cooperate and meet in good faith to discuss the progress made lUlder this Agreement and whether nny amendments should be made to this Agreement in furtherance ofeach others mutual interest6, Additional! y, during said review, the parties may discuss proposing amendments to the Tow11 Center District Code which may be nceded to promote the public's interest in creating an economically viable Town Center. Nothing in oRlooca 1oo1~26J.9IJl.F Page 13 of 23 ~ I 0 'd N3MH ~ S!WHS 9~: S ( (NOW) 00 ,ll- ',WI, this Agreement shall preclude Schrimsher from exercising its right to seek an amendment to the land use designation or ~oning of the Sduimsher Property. XX. Cooperation. Schrimsher and the City shall cooperate fully with each other to effectuate the temlS, conditions mtd intentions of this Agreement. ' XXI. Authority. Each party hereby represents and warrants to the other that they have full powor and authority to enter into this Agreement. Schrimsher also represent5 that alllegat and equitable title to the Schrimsher Property is currently vested in and held by Schrimsher and Schrimsher is duly authorized to bind the Schrimsher Property to the tarins and conditions contained in this Agreement. City also represents that all requirements and procedures, including public hearings, have been properly conducted so that the execution hereof by the City shall constitute the final action of the City, XXII. Notices. Any notice required or allowed to be deli vercd hereunder shatt be in writing and shall be deemed to be delivered when: (a) hand delivered to the official hereinafter designated, or (b) upon receipt ofsuch 110tice, when deposited in the United States mail, postage prepaid, certified or registered mail, return receipt requested, or (c) one day after deposit with a nationally recognized overnight courier service, e.g. Federal Express, Purolator, Airborne, Express Mail etc., addressed to a party at the other address as specified below or from time to time by written notice to the other party delivered in accordance herewith, Schrimsher: Schrimsher Land Fund 1986 - 11, V & VI, Ltd. c/o Michael A. Schrimsher Schri1relher Properties 600 E. Colonial Drive, Suite 100 Orlando, Florida 32803 Phone: 407/423/7600 Fax: 407/648/9230 With Copy to: Michaol1. Grindstaff, Esquire ShuttB & Bowen LLP 20 N, Orange Avenue, Suite 1000 Orlando, Florida 32801 Phone: 407/423/3200 Fax: 407/425/8316 ORtOOCS 10014.1.63,8 LIIF Page 14 of 23 910 'd N3M08 ~ SLLnHS LS:SI (Nm~loo ,ll- 'AVl~ City: With Copy to: XXIII. Defaulh. Ronald W. McLemore City Manager City of Winter Springs 1126 Eust State Road 434 Winter Springs, Florida 32708 Telephol1e: 407/327/5957 Fax: 407/327/4753 Anthony A. Gargancse City Attomey of Winter Springs Amari & Theriac, P.A. 96 Willard Street, Suite 302 Cocoa, Florida 32922 Phone: (407) 639-1320 Fax: (407) 639-6690 Failure by either party to perform each and every one of its obligations hereunder shalt cOllslitute a defau.lt, entitling dIe nondcfaulting party to pursue whatever remedies are available to it under Florida law ot' equity including, without limitation, an action for specific perfonnance and/or injunctive relief. Prior to any party filing any action 89 a result of u default under this Agreement, the nondefaulting party shall first provide the defaulting party with written notice of said default. Upon teceipt of said notice, the defaulting party shall be provided a thirty (30) day opportunity in which to cure the default to the reasonable satisfaction of the 1l0ndefaulting party prior to filing said action. The prevailing party in any litigation arising undor this Agreement shall be entitled to recover its reasonable attorney's fees and costs, whether incurred at trial or appeal. XXIV. SJlCcesSOf-' and ASlilltlls. This Agreement shaH automatically be binding upon and shall inure to the benefit of the successors and assigns of each of the parties. xxv. Applicable Law. TillS Agreement shall be govcmed by and co1tstrued in accordance with the laws of the State of Florida. ORlDOCS tOOU2B3,g ll<l: L 10 'd Page 15 of 23 N3h\08 JS SlWHS LS:SI (Nowloo ,ll- ''\vIi XXVI. Amendments. This Agreement shall not be modifiod or amended except by written agreement duly executed by both parties hereto. xxvn. Entire A~re.:ment. This Agrceme11t supert>edes any other agreement, oral or written, and contains the entire agreement between the City Il11d Schrimsher as to the subject matter hereof. XXVlJI. Severability. Ifany provision ofthis Agreement shall be held to be invalid or unenforceable to any extent by a court of COlnpetent jurisdictioll, the same shall not affect in any respect the validity or enforceability of the remainder of this Agreement. XXIX. EffectIve Date. TIus Agreement shall become effective upon approval by the City Commission of Winter Springs and execution of this Agreement by both parties, XXX. RecordJjttoD. Within sixty (60) days following the effective date hereof, a short fOlm memorandum of this Agreement signed by both the City and Schrimsher shall be recorded in the public reweds of Seminole County, Florida and shall run with the Schrimsher Property. The memorandum shall include the legal description ofthe real propeliy described in Exhibit B-1 (the "Schrimsher Property") and Exhibit B~2 (the property owned by Schrimsher that is not included ill the Town Center District) nnd shall otherwise be in a fotm mutually acceptable to the City and Schrimsher. XXXI. RelatlonshlD of the Parties. The relationship of the parties to thiB Agreement is contractual and Schrimsher is an independent contractor and not an agent of the City, Nothing herein shall be deemed to create a joint venture or prit1cipal~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 relatiOllship with the other. ORLoocs i0014293.8 LkF Page 16 of 23 81 a 'd N3M08 ~ SHOHS LS:SI (Nowlao ,ll- 'AVlx XXXII. Soverelan Immuni~ Nothing contained in this Agreement shall be construed us [l waiver ofthe City' a right to sovereign immunity under Section 768.28, Florida Statutes, or any other limitation on the City's potential liability under state and federal law. XXXIII. City's Police Power. The City hereby reserves all police powers granted to the City by law. In no way shall thi5 Agreement be construed as the City bargaining away or sUttendcring its police powers. XXXIV. Force Maleure. The parties agree that in tho event that the failure by either party to accomplish any action required hereunder within a specified time period ("Time Period'') constitutes 11 default under the terms of this Agreement and, if any such failure is due to any unforeseeable or utlpredictable event or condition beyond the control of such party, including, but not limited to, acts of God, acts of government authority (other than the City's own acts), acts of public enemy or war, riots, civil disturbances, power failure, shortages of labor or materials, injunction or other court proceedings beyond the control of such party, or severe adverse weather conditions ("Uncontrollable Event"), then, notwithstanding any provision of this Agreement to the contrary, that failure shall not constitute a default under this Agreement and any Time Period proscribed hereunder shall be extended by the amount of time that such party wa.s unable to perfonn solely due to the Uncontrollable Event. XXXV. Interpretatlon. The parties hereby agree and acknowledge that they have both participated equally in the draftiug of this Agreement and no party shall be favored or disfavored regarding the interpretation of this Agreement in the eve11t of a dispute belween the parties. - XXXVI. Permits. The failure ofthi!! Agreement to address any particular City, county, state, and federal perntit, condition, term, Ot reshiction shall not relieve Schrimsherot the City ofthe necessity of complying with the law governing said permitting requirements, conditions, teon, or restriction, ~cs 100U263,9 ll(l: Page 17 of 23 6 (0 'd N31\\Oa ~ SlWHS L S: S ( (NOW) 00 .ll - '}'vI, xxxvn, Third Party RillhtS. 111J6 Agreement i5 not a third party heneficiary contract and shallnot in any WilY whatsoever create any rights on behalf of any third party, XXXVIII. Counterparts. T.his Agreement may be executed in any number of counterparts, each of which when so executed and delivered shalt be considered all original agreement; but such counterparts shall together constitute but one and the same instrument. XXXIX. State Grant. The parties acknowledge that the City has filed a grant application to the State of Florida for the purpose of obtaining grant funds to allow the State of .Florida to purchase Magnolia Park and Wetland Park. Schrimsher agrees to reasonably cooperate to allow the City to obtain said grant funds and ifsaid grant funds are obtained, Schrimsher and the City agree that said grant funds shall be expended in n marmer mutually acceptab 10 to both parties to benefit the Schrimsher Property and the Town Center District (Le., Magnolia Park and Wetland Park and Cross Trail Semhlole Trail Improvements). Provided, however, in no event shall Schrimsher be required to convey Magnolia Park or Wetland Park directly to the State of Florida nor Bre the City's and Schrimsher'l) Obligations hereunder in any way oontingcnt upon the success or failure of the City obtaining such grant funds (specificaUy, including, without limitation, the City':!; obligations set forth in Article V hcretmder and Schrimsher's Obligations set forth in Article IV hereunder). XI... Conveyances by Schrimsher. All real property conveyances madc by Schrimsher to thc City pursuant to this Agreement shall be made by special warranty deed and free of all mortgages, liens, and other encumbrances. . XLI. Declaration of the City Commission of Winter Spr'nvs. The City Commission ofthe City of Winter Springs hereby finds that this Agreerncllt is consistent with the City's Comprehensive Plan and land development regulations and is a legislative net of the City Commission of the City. The CitYwCommission further fmds that this Agree1nent promotes the public health, safety, and welfare and is consistent with, and an exercise of, the City's powers under the Municipal Home Rule Powers Act, as provided in s. 2(b), Articlo vm of the Florida Constitution and chapter 166.021, Florida Statutes and the City's police powers, Tu the extent there are anv confUct8 between the Drov19lous of tbe Town Ceo ter District Code nod this Aereemellt. the DfovJslon of this ORlDOCS l00U2B:l,9 LKF Page 18 of 23 OlO'd N3,\W8 ~ SllOHS 8S:SI (Nm~)OO IZl- '^\:I~ Aereement shaD control as if D.,O.>>rond bv tbe City Commission as a s.petlnJ exce.ntlon Dursuont to tbe Town Center District Code. XLII. Billboard. As ofthe effective date of this Agreement, Schrimsher has 'two billboards located on real property within the City of Winter Springs which may remain in their existing locations until5uch times as they are required to be dismantled and permanently removed pursullnt to this Agreement. One billboard is located on the Schrimsher Property (i.e., within Town Center) on the south side of State Road 434 atld the other is located east of Town Center on the north side of State Road 434. Schrimsher agrees to completely dismantle and remove each particular billboard at such time as a certificate of occupancy is issued by the City for a vertical stTlIcture (other than the Cross Seminole Trail Bridge) that is within a four hundred foot (400') radius of the applicable billboard. The dismantling and removal of the billboards shall be determined on an individual basis and the rndi us test shall only apply to development that OCCUI5 on the same side of State Road 434 that the billboard is located, XLIII. Wetland M1tleatlon, The City acknowledges Schrimsher's right to impact the wetlands generally located within one thousand two hundred (1 ,200') feet on the north side of State Road 434 and within six hundred (600') feet on the south Bide of State Road 434 in the southeastern portion of Town Center, provided that Scluimsher complies with all applicable governmental requirements, Furthermore, the City acknowledges that Schrimsher shall have the right to utilize other wetlands located within Town Center for the purpose of satisfying "wetland mitigation" requirements related to ono or more developments located outside of Town Center. XLIV. Land Use Percentaees The City agrees that the Schrimsher Property will be entitled to the slUile minimum mix of land use percentages as set forth in the City's Comprehensive Plan. XLV. Continuation of Allricultural Classification The City acknowledges Ulat Schrimsher may continue to use all or a portion of the Schrimsher Property for agrictHttw8:l purposes (indl:ldil'lg a aOtttl fide eftttk &f3E:retiott) ~ Carmine oDerstlons (e..xcludlne beef DrocessJn2l. citrus t'nrmln2. 9Dvlcnltureltree~ .carmiue or plant nursery DU(DOSeS until sueh time as al1 of the Schrimsher Property is developed in accordance with a City~approved development. Nothing in the Town Center District Code is intended to impair or negate Schrimsher's existing "agricultural classification" (for ad valorem tax purposes) as long as and to the extent that Schrimsher maintains n bona fide agl'icullural operation on the Schrimsher Property in accordance with ORLOOI:S 10014263,9 Lkl' Page 19 of 22 I ZO 'd N3hW8 ~ S.L.LOHS 8S:S1 (Nowloo Ill- 'Hl~ all applicable laws. The City further acknowledges t11at Schrimsher may maintain, replace. rolocate and erect barbed wire, plain wire mesh or other types offcncing in connection with Schrimsher's agricultural uses and the relocation of Ule Cross Seminole Trail or the development of less than all of the Schrimsher Property. XL YI, Conflicts Sholllt! 8fty eonfliet Iitbe heto..een the pr<wisioos ofTo'W8 Center DiMriet Cede Iltld other local lafui de'\> elapftlent regutations f-or--tht:: City of Wimct Spring!! en ODe head 8flft tltis A~cmc:;nt Oil the; other, the proYiSiOft3 afthis AgrccmeBHlhs.ll apply. Te the exteftt that this A~ctment is silent 'Where T6\'ffl Cmtcr Dish'tct Code; or 6tllCf loctH !fmt! deydol'ment l'C!;t1latiaflS'"for the City oPNittter Springs g8vem, they shall apply. IN WITNESS WHEREOF, Schrimsher and the City have executed this Agreement in form sufficient to bind them as of the day and year first above writton. "SCHRIMSHER" WITNESSES: SCHRIMSHER LAND FUND 1986-11, L TD't a Florida limited partnership By: Schrimsher Inc., a Florida corporation Print Name: By: Michael A. Schrimsher, Vice President Print Name: SCHlUMSHER LAND FUND V, LTD., a Florida limited partnership WITNESSES: By: Schrimsher Inc., a Florida corporation Print Name: By: Michael A. Schrimsher, Vice President Print Name: ORl.OOcs '001.283,9 Lw;~ Page 20 of 22 llO'd N3A\08 ~ SLlOHS 8S:SI (NOWloo ,ll- 'AVtx SCHRIMSHER LAND FUND VI, LTD., a Florida limited partnership By: Scluimsher Inc., a Florida corporation By: Michael A. Schrimsher, Vice President CITY OF WINTER SPRINGS a Florida Municipal Corporation By: W11NESSES: Print Name: Print Name: WITNESSES: Print Name: Print Name: ORlDOca tOOt~263.9 LKF Page 21 of 23 ~l 0 'd N3~\08 ~ SJ,J,OHS 6S: ~ I (Nm~) 00 ,ll- 'HI~ Subiect Cross Seminole Trnll Street Lake Trail Park Magnolia Park Main Street Improvement Area Rustic Residential Property Schrimsher Property Excluded Schrimsher Property Spine Road Town Center Plan Town Center District Town Center District Code Wetland Park Recordable Short Form Memo OOLOocs lDOH29H lKF vlO 'd EXHIBIT L_SI Reference in Agreement Det: n.d) Def. n.e) Det: n.t) Oef. II.g) Def. II,h) Der. n.i) Oct". n,j) Dcf. n,k) Def. IT.l) Der. n.m) Def. n.n) Def. 11,0) Article XXX Page 22 of 23 N3M08 ~ Sl1nHS 6~:gl (NOWIOO,U-'AVI\ -------------_m COMP ARlSON OF FOOTERS __h______~_______ -FOOTER l~ ORLDOCS ~01426J.8 100142612 LKF ClAUlOca loal~2l1:l,9 Lk~ HO'd Page 23 of 23 N3A\OH Jg SHOHS 6S:S1 (NO~)OO ,lZ- 'AVli