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HomeMy WebLinkAboutChoices in Learning , Inc Development Agreement - 2010 09 16 immaiNI enosMIaanesissinamin MARYANNE MORSE CLERK OF CIRCUIT COURT SEMINOLE COUNTY BK 07468 Rps 0208 — 225; (18pgs) CLERK'S * 2010124076 RECORDED 10/26/2010 09 :32158 AN RECORDING FEES 154.50 RECORDED BY T Saith THIS INSTRUMENT WAS PREPARED BY AND SHOULD BE RETURNED TO: Anthony Garganese, Esq. City Attorney of Winter Springs Brown, Garganese, Weiss & D'Agresta, P.A. 111 N. Orange Ave., Suite 2000 Orlando, FL 32802 (407) 425 -9566 C CHOICES IN LEARNING CHARTER SCHOOL DEVELOPMENT AGREEMENT THIS CHOICES IN LEARNING CHARTER SCHOOL DEVELO AGREEMENT (the "Development Agreement ") is made and entered into this /(p day of September, 2010, by and between the CITY OF WINTER SPRINGS, a Florida municipal corporation (the "City "), whose address is 1126 East State Road 434, Winter Springs, Florida 32708, and CHOICES IN LEARNING INC., a Florida not - for - profit corporation (the "School "), whose address is 893 E. State Road 434, Longwood, Florida 32750. WITNESSETH: WHEREAS, the School represents to the City that it has the contract right to acquire approximately 8.7 acres of real property, located within the zoning district known as the Winter Springs Town Center, which real property is more particularly described in EXHIBIT "A ", attached hereto and fully incorporated herein by this reference (the "Proposed Site "); and WHEREAS, the School intends to develop the Proposed Site as a charter school for grades Pre -K through 5 (the "Charter School ") in accordance with the City's Comprehensive Plan and City Code; and WHEREAS, on June 14, 2010, the City Commission of the City of Winter Springs, Florida (the "City Commission "), unanimously voted that the Proposed Site shall be designated a Civic Site within the Winter Springs Town Center, subject to conditions and provisions of the City's Town Center Code and provided that the School and the City will work in good faith to develop and memorialize in writing the mutual expectations of the City and the School regarding the development of the Proposed Site as set forth below in this Development Agreement; and WHEREAS, on June 28, 2010, pursuant to Section 20- 321(c)(1)(c), City Code, the City Commission, acting in its capacity as the Development Review Committee, preliminarily approved a special exception to allow a building footprint greater than 20,000 square feet as prescribed in Section 20- 324(12) of the Code (the "Special Exception "), subject to the execution of this Development Agreement; and WHEREAS, on July 12, 2010, the City Commission granted final approval of the aforesaid special exception, subject to the execution of this Development Agreement; and WHEREAS, on June 28, 2010, pursuant to Section 20- 321(b)(3) of the Code, the City Commission approved the Conceptual Development Plan, attached hereto as Exhibit "B" and incorporated by reference (the "Conceptual Development Plan"), subject to the execution of this Development Agreement; and WHEREAS, the City and the School desire to set forth the following special terms and conditions with respect to the proposed development and construction of the Charter School on the Proposed Site. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties mutually agree as follows: 1.0. Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this reference. 2.0. Authority. This Development Agreement is entered into pursuant to the Florida Municipal Home Rule Powers Act and Section 20 -321 (d) of the Code. 3.0. Approval of Conceptual Development Plan; School Hours of Operation. 3.1 The School shall design, permit and construct a "school" on the Property that creates a civic site, as described in Section 20- 324(9) of the Code and Section 4.0 of this Agreement, within the City's Town Center. The Charter School development project shall consist of a 2 -story elementary school including grades Pre -K through 5, with a range between 45,000 square feet and 55,000 square feet, as well as appropriate parking, vehicle queuing area, on -site traffic operations, bus drop -off area, recreational areas, and areas for future expansion. School acknowledges that aesthetic enhancements and establishing a civic site are a paramount public concern to the City and the residents of Winter Springs; and as such, School agrees to reasonably and adequately address these concerns during the design and construction of the Project. The City hereby acknowledges and agrees that the Conceptual Development Plan is acceptable; provided, however, School shall have the obligation to further submit and obtain the City's approval of a final site plan and final engineering plans. School shall also have the obligation to construct aesthetic enhancements to the Project as depicted in the Conceptual Development Plan and as may be reasonably requested by the City in accordance with the City Code, particularly the City's aesthetic review ordinance. School acknowledges and agrees that the Conceptual Development Plan was not prepared with specific surveyed dimensions and that during the final site plan and final engineering process such dimensions shall be surveyed, duly engineered, and provided to the City in substantial compliance with the Conceptual Development Development Agreement City of Winter Springs and Choices In Learning, Inc. 2 Plan. Further, the elevations and roof lines depicted in the Conceptual Development Plan for the school building may have to be adjusted to the City's satisfaction in order to comply with the requirements under the City's aesthetic review ordinance. As such, School and the City agree that the Conceptual Development Plan is intended to be conceptual in nature and subject to reasonable adjustments at the final site plan and final engineering phase in order to bring the Project into compliance with the City Code and the needs of the Town Center Civic Site designation. 3.2 For purposes of satisfying the City's traffic and parking concurrency concerns during normal school days, the School doors shall open for school drop -off no earlier than 8:15 A.M., and the School start time shall be no earlier than 8:45 A.M; except, however, these times shall not apply to the School's extended care program. The School's normal dismissal time shall be no earlier than 3:15 P.M., except on early dismissal days when the dismissal time shall be no earlier than 2:15 P.M. The City and the School may temporarily or permanently adjust the aforementioned hours of operation during the term of this Agreement by a written side letter of agreement mutually agreeable to the parties. Any such side letter of agreement shall be subject to all other terms and conditions of this Agreement. 4.0 Civic Site. In accordance with the City Commission's designation of the Proposed Site as a Civic Site, as described in Section 20- 324(9) of the City Code and pursuant to the terms and conditions of this Development Agreement, the Proposed Site shall be aesthetically designed and maintained as a place of special public importance with the architectural details shown on the Conceptual Development Plan, including a tower as a focal point, cornice expressions, stepped parapet facade and expression lines, that together create a civic presence on the Proposed Site. In consideration of the development of the Proposed Site as a Civic Site, building development may not be subject to build -to line requirements or building frontage requirements. S.R. 434 Frontage Road requirements as set forth Section 20 -325 (c) (8) of the Code of Ordinances are hereby waived by mutual consent of the parties and the Charter School building shall be fronted along Hicks Avenue as shown on the Conceptual Development Plan. 5.0 Multiple Phases. The School and the City hereby acknowledge and agree that the orderly development of the Charter School and the Proposed Site is critical to the success of the overall project; and, therefore, the City has agreed to implement an expedited permit review and approval process by agreeing to issue permits in phases to correspond to the phases of development of the major components of the Charter School as follows: 5.1 The City hereby agrees that the School can simultaneously undergo aesthetic review and seek approval of its final engineering plans for the construction of the Charter School (the "Final Engineering Plans "). Subsequent to approval of the Final Engineering Plans, the School may request a pre - construction meeting after which the School can commence the horizontal site development work. 5.2 In accordance with the School's development timeline, the School may then apply for a separate permit for the construction of the foundation of the Charter School building (the "Foundation Permit "), prior to the School's submittal of final plans and specifications for the vertical construction of the Charter School and any related vertical improvements shown on the Final Engineering Plans. The School understands and agrees that the issuance of the Development Agreement City of Winter Springs and Choices In Learning, Inc. 3 Foundation Permit and any subsequent construction based on that permit prior to approval and issuance of building permits for the vertical construction of the Charter School will be undertaken at the sole risk of the School. Any modifications to the foundation, whether constructed or not, that are required in order to enforce the Florida Building Code and is a condition of approval of the building permit, shall be the sole financial responsibility of the School. 5.3 The School may also seek separate approval of a building permit for the vertical construction of the Charter School and any related vertical improvements shown on the Final Engineering Plans (the "Building Permit "). 5.4 The City will separately and promptly review and process each of the applications and submissions upon receipt of same for each of theFinal Engineering Plans, Foundation Permit, and Building Permit and in accordance with the additional expedited permitting procedures set forth in Section 11.0 hereof. Once each permit is issued, the School may commence the work permitted therein, and the City will conduct timely inspections as to the components of the Charter School project permitted by each of theFinal Engineering Plans, the Foundation Permit, and the Building Permit, as applicable, and without regard to whether all remaining permits have then been issued by the City for the remainder of the work to construct the Charter School and related improvements unless any unpermitted work or improvements constitute an integral component of the work that is the subject of the inspection and without said work or improvement a complete inspection for the purpose of enforcing the Florida Building Code would not be possible. 6.0 Town Center Street Types. The following streets adjacent to the Proposed Site are hereby designated for purposes of this Agreement and complying with the Town Center District Code: 6.1 Hicks Avenue located adjacent to the northern boundary of the Proposed Site shall be designated as an Edge Drive under the Town Center Code. Both parties acknowledge that the City's Town Center Master Plan calls for the eventual connection of Hicks Drive to the future extension of Orange Avenue west of the Proposed Site. The School shall be responsible for the improvements set forth in this Section 6.1. Particularly and in furtherance of the Edge Drive designation, the School shall improve a portion of Hicks Avenue adjacent to the northern boundary of the Proposed Site by modifying the existing right -of -way ( "ROW ") and Proposed Site to include on- street parallel parking constructed within the Hicks Avenue ROW, a concrete sidewalk, and landscape buffer as required for an Edge Drive street type. The City hereby agrees that the School shall have the right to the exclusive use of the parallel parking spaces during the hours from 7:00 a.m. and 4:00 p.m., Monday through Friday, while the School is in session. The reserved parking spaces shall be available for public use when not reserved for exclusive use by the School. In addition, the parallel parking spaces located from the western edge of the Charter School building to the western edge of the Proposed Site shall be designated a "flex lane" that can be used for vehicle queuing during school drop -off and pick -up times. The School shall install "reserved parking" signs that clearly identify the parallel parking space reserve and flex lane requirements set forth in this Agreement. Upon completion of the Hicks Avenue improvements and prior to the issuance of a certificate of occupancy for the Charter Development Agreement City of Winter Springs and Choices In Learning, Inc. 4 School, School agrees to grant the City an easement for any portion of the landscaping and sidewalk required along Hicks Avenue that is installed outside of the Hicks Avenue ROW. Said easement shall be in form and content reasonably acceptable to the City and the School. Furthermore, the School and City desire that the existing power poles located along Hicks Avenue be removed and the related power lines installed underground by the applicable utility provider during the construction of the Project. In furtherance of this desire, the parties agree to cooperate to accomplish the removal of said poles and undergrounding of said lines to the extent feasible. However, if the School is unable to have the power poles removed and the power lines installed underground, the parties recognize that the location of the landscaping, sidewalks, and parallel parking spaces along Hicks Avenue may need to be adjusted during final engineering in order to accommodate the existing power poles and related lines. 6.2 Central Winds Drive located adjacent to the eastern boundary of the Proposed Site shall be designated as a Town Center Street under the Town Center Code, and the School shall be responsible for the improvements set forth in this Section 6.2. In furtherance of said designation, School shall improve a portion of the Proposed Site adjacent to the western boundary of Central Winds Drive by modifying the existing right -of -way and Proposed Site to include on- street parallel parking, a concrete sidewalk, and landscape buffer as required for a Town Center Street type. However, the on- street parallel parking spaces shall not be required unless and until the School constructs a building(s) in the area identified as "Fenced Play Area" and /or "Open Park Area" on the Conceptual Development Plan. In such event, the existing street curb and adjacent landscape buffer along the western boundary of Central Winds Drive shall be removed and converted into parallel parking spaces in such a way that will allow the sidewalk to remain in place. The parallel parking spaces shall be constructed and completed in conjunction with construction of the building(s), and may be "reserved" for the School's use in the same manner as provided in Section 6.1. Upon completion of the Central Winds Drive improvements and prior to the issuance of certificate of occupancy for the Charter School, School agrees to grant the City an easement for any portion of the sidewalk and landscaping required along Central Winds Drive that is installed outside of the Central Winds Drive ROW. Said easement shall be in form and content reasonably acceptable to the City and the School. 7.0 ParkinE Requirements. The School agrees to design, engineer, and construct parking spaces on the Proposed Site to include a mix of paved and unpaved parking spaces, which will include the parallel on- street parking spaces within the Hicks Avenue ROW as set forth in Section 6.0 hereof and the unpaved joint use parking spaces authorized pursuant to Section 8.1 hereof. The School and the City agree that the development of the parking spaces in accordance with the Conceptual Development Plan shall meet the development demands for the proposed Charter Elementary School regarding building sizes and occupancies based on a parking analysis conducted in accordance with the Winter Springs Town Center Code. The City and the School agree that the final number of required spaces shall be determined as part of future development reviews in accordance with the approval of the School's Final Engineering Plans. The mixture of paved and unpaved spaces satisfies the relevant provisions of the Winter Springs Town Center Code, including but not limited to the parking requirements detailed in Winter Springs Town Center Code Section 20 -324 (10) enacted to discourage the "over paving of areas" and overdevelopment of impervious space. Development Agreement City of Winter Springs and Choices In Learning, Inc. 5 8.0 Joint Facility Public Use. In furtherance and consideration of the Civic Site designation approved by the City Commission, the City and School agree to enter into a joint facility use agreement reasonably acceptable to the City and the School which shall include the following minimum terms and conditions: 8.1 The City will allow the School to use the City's unpaved parking facilities adjacent to Hicks Avenue for overflow parking purposes during special events held by the School at the Proposed Site. The City will also permit the School to use the Central Winds Park practice fields and picnic pavilion area for School related recreation activities for the school children attending the Charter School. 8.2 So long as the use by the City of any of the School facilities do not jeopardize the School's existence and status as a 501(c) (3) entity, the School will provide the City the right to reasonable use of the Proposed Site and building(s) for: (i) City special event parking; (ii) meeting space for City held community meetings /workshops and Parks and Recreation Programs (e.g., program registration, umpire clinics, coaches meetings); and (iii) the City's summer camp program in accordance with any other similar agreements between the City and other property owners. 8.3 The School and the City will agree upon scheduling guidelines and procedures for the use of each other's facilities and property. The guidelines shall follow the general principle that each party shall have priority use of their own respective facilities and property, and that either party's use of the other party's facilities and property shall not cause a conflict or interfere with the other party's use of their own property. 8.4 Neither party shall charge the other party a fee for the use of their facilities and property. However, each party reserves the right to charge for reasonable out -of- pocket expenses associated with the use of each other's facilities (e.g., electricity, supplies, extraordinary labor costs for set -up and clean-up). 8.5 The term of the joint facility use agreement shall remain in effect as long as the Proposed Site maintains its Civic Site Designation, or until the parties mutually agree to terminate the joint facility use agreement. 8.6 The joint facility use agreement shall be approved and fully executed by the City and School prior to the issuance of a certificate of occupancy for the Proposed Site. In addition, the City and the School will attempt to negotiate the final terms and conditions of the joint facility use agreement during the architectural design phase of the Project so the School can reasonably take into consideration while designing the building the City's future use of the Proposed Site and building(s) pursuant to this Section 8.0. 9.0 Fencing. For recreational purposes, the School shall be permitted to install a four (4) foot high, vinyl coated, black chain -link fence around the perimeter of the "fenced play area" depicted on the Conceptual Concept Plan. However, as a condition of permitting said fence, the School shall install and maintain in good condition an opaque vegetative screen along the outer perimeter of the fence so the fence is eventually not visible from Hicks Avenue, Central Development Agreement City of Winter Springs and Choices In Learning, Inc. 6 Winds Drive, and S.R. 434. The type of plant material shall be approved by the City's arborist prior to planting. At time of planting or replacement of diseased, dead, or damaged vegetation, the plant material shall be a minimum of seven (7) gallon container size and at least thirty (30) inches in height. Moreover, the plant material shall be capable of growing of sufficient height and width to opaquely screen the fence no later than two years after planting. If the School discontinues the use of the play area for any reason, the School shall remove the chain -link fence within thirty (30) days of said discontinuance. Additional fencing will be agreed upon between the City and the School during the aesthetic review process. 10.0 Town Center and Central Winds Park Or School Entry SiEn/Feature. 10.1 The City and the School recognize that the City may desire to install in the future a Winter Springs Town Center entry sign/feature at the northwest corner of the Proposed Site. Within thirty days of receiving a written request from the City, the School hereby agrees to grant the City an appropriate easement to permit the City to install and maintain the aforementioned sign /features including any related utilities. Said easements shall be in form and content reasonably acceptable to the City. Any entry sign/feature shall comply with applicable City Codes and be compatible with the School's Proposed Site and building(s). The City further agrees to submit the design of the entry sign /feature to the School for written approval prior to installation, which approval shall not be unreasonably denied or delayed. 10.2 The City or School may also desire to install an entrance sign /feature for Central Winds Park or the School at the southeastern corner of the Proposed Site. At such time either party determines that it is ready to design and install said entrance sign /feature, the party first initiating the entrance sign /feature agrees to provide the other party with written notice of said determination. Upon receipt of the notice, the other party shall have fifteen (15) days in which to notify the initiating party in writing whether it desires to participate in designing and installing a joint use sign /feature. In the event the other party chooses to participate, the parties agree to cooperate in designing and installing a mutually acceptable sign/feature that complies with the City's applicable City Codes. Upon agreement, each party shall bear their proportionate share of the actual cost of the sign /feature, except that the City will be responsible for installation costs and future maintenance (excluding replacement) of the entrance sign /feature. However, if the other party chooses not to participate in a joint use sign /feature, the initiating party may proceed on its own with the design and installation of the sign/feature at their sole cost. In such case, the initiating party agrees to design the entrance sign /feature so that it is in compliance with City Code and compatible with the School's Proposed Site and building(s) and Central Winds Park. In addition, if the City initiates the entrance sign /feature without the School's participation, the City further agrees to submit said design to the School for written approval prior to the installation. On the other hand, if the School initiates the entrance /sign feature without the City's participation, the City agrees to review the request promptly in accordance with applicable City Codes. The School's approval shall not be unreasonably denied or delayed. Whether the School desires to participate or not in the entrance sign/feature, the School hereby agrees to grant the City an appropriate easement to permit the City to install and maintain the aforementioned sign /features including any related utilities prior to the City's installation of the sign /feature. Said easements shall be in form and content reasonably acceptable to the City. Development Agreement City of Winter Springs and Choices In Learning, Inc. 7 11.0 Expedited Permitting. The City agrees that the Building Department shall perform inspections on an expedited basis. The School, or its designees, will endeavor to provide the City with accurate, complete, and code compliant construction documents for review. The parties further agree to identify members of a project coordinating team including representatives from the School and the City departments reviewing the Plans and permit application, which shall meet frequently to develop and administer the Proposed Site development activity schedules and related City review and inspection schedules for purposes of resolving errors and omissions in plan documents, conflicts and disputes related to the interpretations of plan documents, and curative measures that need to be taken to expedite the project in a manner consistent with all applicable laws, codes, regulations and agreements. 12.0 Permit Fees and Impact Fees. Pursuant to Section 553.80 (6) (b) (1) of the Florida Statutes, the City shall charge fees for the actual labor and administrative costs incurred for plans review and inspections to ensure compliance with the code. These fees shall be used solely for carrying out the City's responsibilities in enforcing the Florida Building Code and shall include expenses as defined in Section 553.80 (7) (a). 13.0 Representations of the Parties. The City and the School 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 Development Agreement and has taken all necessary action to authorize the execution, delivery and performance of this Development Agreement. This Development Agreement will, when duly executed and delivered by the City and the School and recorded in the Public Records of Seminole County, Florida, constitute a legal, valid and binding obligation enforceable against the parties hereto and the Proposed Site in accordance with the terms and conditions of this Development Agreement. The School represents that it has voluntarily and willfully executed this Development Agreement for purposes of binding the Proposed Site to the terms and conditions set forth in this Development Agreement. 14.0 Applicable Law. This Development Agreement shall be governed by and construed in accordance with the laws of the State of Florida. 15.0 Amendments. This Development 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. 16.0 Entire Agreement; Exhibits. This Development Agreement and all attached exhibits hereto supersedes any other agreement, oral or written, regarding the Proposed Site and contains the entire agreement between the City and the School as to the subject matter hereof. The Exhibits attached hereto and referenced herein are hereby fully incorporated herein by this reference. 17.0 Severabilitv. If any provision of this Development 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 Development Agreement. Development Agreement City of Winter Springs and Choices In Learning, Inc. 8 18.0 Effective Date. This Development Agreement shall become effective upon approval by the City Commission and shall be the date on which the last party hereto executes this Development Agreement (the "Effective Date "). 19.0 Recordation. This Development Agreement shall be recorded in the Public Records of Seminole County, Florida. 20.0 Relationship of the Parties. The relationship of the parties to this Development Agreement is contractual and the School 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. 21.0 Sovereign Immunity. Pursuant to Florida Statutes Section 1002.33, the School shall enjoy the benefit of sovereign immunity and nothing in this Agreement shall be construed as a waiver of the doctrine of sovereign immunity as it pertains to the School. Notwithstanding any other provision set forth in this Agreement, nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, or other limitations imposed on the City's potential liability under state or federal law, As such, the City shall not be liable, under this Agreement for punitive damages or interest for the period before judgment. Further, the City shall not be liable for any claim or judgment, or portion thereof, to any one person for more than one hundred thousand dollars ($100,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds the sum of two hundred thousand dollars ($200,000.00). 22.0 City's Police Power. The School agrees and acknowledges that the City hereby reserves all police powers granted to the City by law. In no way shall this Development Agreement be construed as the City bargaining away or surrendering its police powers. 23.0 Interpretation. The parties hereby agree and acknowledge that they have both participated equally in the drafting of this Development Agreement and no party shall be favored or disfavored regarding the interpretation of this Development Agreement in the event of a dispute between the parties. 24.0 Third -Party Rights. This Development Agreement is not a third -party beneficiary contract and shall not in any way whatsoever create any rights on behalf of any third party. 25.0 Attorney's Fees. In connection with any arbitration or litigation arising out of this Development Agreement, each party shall bear their own attorney's fees and costs arising out of the arbitration or litigation. 26.0 Default; Opportunity to Cure. Should either party desire to declare the other party in default of any term or condition of this Agreement, the non - defaulting party shall provide the defaulting party a written notice of default. The written notice shall, at a minimum, state with particularity the nature of the default, the manner in which the default can be cured, Development Agreement City of Winter Springs and Choices In Learning, Inc. 9 and a reasonable time period of not less than ten (10) days in which the default must be cured. No action may be taken in a court of law on the basis that a breach of this Agreement has occurred until such time as the requirements of this paragraph have been satisfied. 27.0 Development Permits. Nothing herein shall limit the City's authority to grant or deny any development permit applications or requests subsequent to the effective date of this Agreement. The failure of this Agreement to address any particular City, County, State and /or Federal permit, condition, term or restriction shall not relieve School 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 School is in breach of any term and condition of this Agreement. 28.0 Termination. The City shall have the unconditional right, but not obligation, to terminate this Agreement, without notice or penalty, if the School fails to receive building permits and substantially commence construction of the Charter School project within three (3) years of the Effective Date of this Agreement. If the City terminates this Agreement, the City shall record a notice of termination in the public records of Seminole County, Florida, and School shall lose any and all rights under this Agreement . 29.0 Force Maieure. The parties agree that in the event that the failure by either party to accomplish any action required hereunder within a specified time period ( "Time Period ") constitutes a default under the terms of this Agreement and, if any such failure is due to any unforeseeable or unpredictable event or condition beyond the control of such party, including, but not limited to, acts of God, acts of government authority (other than the City's own acts), acts of public enemy or war, riots, civil disturbances, power failure, shortages of labor or materials, injunction or other court proceedings beyond the control of such party, or severe adverse weather conditions ( "Uncontrollable Event "), then, notwithstanding any provision of this Agreement to the contrary, that failure shall not constitute a default under this Agreement and any Time Period proscribed hereunder shall be extended by the amount of time that such party was unable to perform solely due to the Uncontrollable Event. The extended time period shall be agreed to in writing by the parties and said agreement shall not be unreasonably withheld by either party. 30.0 Payment in Lieu of Taxes. The parties acknowledge that as a 501(c)(3) corporation and public school, the School is currently exempt from paying City ad valorem taxes. The parties further acknowledge that the School will need, and the City will be providing, general City services to the Property that are ordinarily paid for through the payment of ad valorem taxes including, but not limited to, police services. Notwithstanding this exemption, the School desires to voluntarily make an annual payment in lieu of taxes to the City. Said payment shall be made annually commencing on November 1, 2011 and every year thereafter. The initial payment shall be Five Thousand and No /100 Dollars ($5,000.00). Subsequent payments shall be increased annually by three percent (3 %) or the percentage change in the Consumer Price Index (CPI) for all urban consumers, U.S. city average, all items 1967 =100 or successor reports for the preceding calendar year as initially reported by the U.S. Department of Labor, Bureau of Labor Statistics, whichever is less. In the event that the Property becomes fully subject to ad valorem taxes like any other commercial parcel of land in the City, the payment in lieu of taxes required Development Agreement City of Winter Springs and Choices In Learning, Inc. 10 by this Section shall cease. Nothing contained in this Agreement shall be construed as exempting the School from any taxes, assessments, or fees unless expressly provided by law. IN WITNESS WHEREOF, the School and the City have each executed this Agreement on the date set forth below each signature. WITNESS: SCHOOL: CHOICES IN LEARNING, INC., a Florida not -for - ; rofit corporation i / Iii ff .... • A Print Name: L1 .:-� - — Name: /k, i JJI Title: ' b 3/4........-/ Print Na , a , ,9' 6 Date:_il________ CITY: , 4 ' 7 t; CITY OF WINTER-SpUINt9, )FLORIDA, a Florida municip:�l g8po}� ,.: `.,• ' �� 4,9 C G— By: .. . Print N s } (c CO U*ZZAi-- Name Jo1u sh 44 k.--s y Title: Majo + , r Oa A,, // a '• •• •,. - Date: Septembefl� (� VIO'' .. ' i ,, y, y A e int Name: • • • L. C Lo Development Agreement City of Winter Springs and Choices In Learning, Inc. 11 • STATE OF FL-orZ ph COUNTY OF S Ew► ► ntot.E The foregoing instrument was acknowledged before me this /( day of SeeremBtg., 2010, by , as of CHOICES IN LEARNING, INC., a Florida not - for - profit corporation, on behalf of the corporation. He /She is F)(1 personally known to me or [ ] has produced as identification and who did (did not) take an oath. (Note„ Seal) `�� ANDREW BARKER _ * MY COMMISSION # EE 000453 otary P : . tate of F o R 1 D A * t � qu 4 EXPIRES: July 30, 2014 Print Name: AN clle 6haV -Z-4- m Services � A� OF F`�� Bonded Th �' My Commission Expires: 5„ 30, 'jp iy STATE OF 04-64 COUNTY OF IC`..)L The foregoing ins j w men as acknowledged before m this ►'' of &4 L 2010, by j2 Ai, , as W of CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation, on behalf of the corporation. He /She is [ .4--- personally known to me or [ has produced as identification and who did (did not) take an oath. (Notarial e}' "w Fy Mat o Florida Andrea Lorenzo- L uaces Public ' My Commission DD664334 No . b Ic t to of 46D1-41 ?oF n Print Name: `- /tit, Expires 05/09/2011 My Commission Expires: ( Development Agreement City of Winter Springs and Choices In Learning, Inc. 12 EXHIBIT "A" PROPOSED SITE Exhibit A Development Agreement City of Winter Springs and Choices In Leaming, Inc. 1 LEGAL DESCRIPTION A PORTION OF LOTS 18, 19 AND 20, BLOCK "D" OF D.R. MITCHELL'S SURVEY OF THE LEVY GRANT ON LAKE JESSUP, AS RECORDED IN PLAT BOOK 1, PAGE 5, PUBLIC RECORDS OF SEMINOLE COUNTY, FLORIDA. COMMENCING AT THE SOUTHWEST CORNER OF SAID LOT 20, BLOCK D, RUN N 07 DEGREES 01 MINUTES 11 SECONDS W ALONG THE WEST LINE OF SAID LOT 20, BLOCK D A DISTANCE OF 907.48 FEET TO THE NORTHWEST CORNER OF SAID LOT 20, BLOCK D, AND THE SOUTHERLY RIGHT -OF -WAY LINE OF FORMER STATE ROAD 434 (S.R. 419) ACCORDING TO FLORIDA DEPARTMENT OF TRANSPORTATION RIGHT -OF -WAY MAP SECTION NO. 77070- 2615,DATED 12/10/1998; THENCE RUN N 83 DEGREES 50 MINUTES 23 SECONDS E ALONG SAID SOUTHERLY RIGHT -OF -WAY LINE OF SAID FORNER STATE ROAD 434 (S.R. 419) A DISTANCE OF 23.59 FEET TO THE POINT OF BEGINNING; THENCE CONTINUE N 83 DEGREES 50 MINUTES 23 SECONDS E ALONG SAID SOUTHERLY RIGHT - OF -WAY LINE A DISTANCE OF 1056.41 FEET; THENCE DEPARTING SAID SOUTHERLY RIGHT -OF -WAY LINE RUN S 06 DEGREES 06 MINUTES 03 SECONDS E A DISTANCE OF 120.00 FEET; THENCE RUN N83 DEGREES 50 MINUTES 23 SECONDS E A DISTANCE OF 75.00 FEET; THENCE RUN N 06 DEGREES 06 MINUTES 03 SECONDS W A DISTANCE OF 120.00 FEET TO SAID SOUTHERLY RIGHT -OF -WAY LINE; THENCE RUN N 83 DEGREES 50 MINUTES 23 SECONDS E ALONG SAID SOUTHERLY RIGHT -OF -WAY LINE A DISTANCE OF 146.49 FEET TO A POINT OF CURVATURE OF A CURVE ON SAID SOUTHERLY RIGHT -OF- WAY LINE, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 112.25 FEET AND A CENTRAL ANGLE OF 72 DEGREES 47 MINUTES 59 SECONDS; THENCE FROM A CHORD BEARING OF S 59DEGREES 45 MINUTES 37 SECONDS E RUN ALONG THE ARC OF SAID CURVE A DISTANCE OF 142.62 FEET TO A POINT OF TANGENCY ON THE WESTERLY RIGHT -OF -WAY LINE OF FORMER STATE ROAD 434 (ALSO KNOWN AS S.R. 419); THENCE RUN S 23 DEGREES 21 MINUTES 38 SECONDS E ALONG SAID WESTERLY RIGHT -OF -WAY LINE A DISTANCE OF 471.88 FEET TO THE NORTHERLY RIGHT -OF -WAY LINE OF A PORTION OF PARCEL 110 OF STATE ROAD 434, ACCORDING TO FLORIDA DEPARTMENT OF TRANSPORTATION RIGHT -OF -WAY MAP SECTION 77070 -2615, DATED 12/10/98 AND OFFICIAL RECORDS BOOK 2784, PAGES 1199 AND 1200 OF THE PUBLIC RECORDS OF SEMINOLE COUNTY, FLORIDA; THENCE RUN S 66 DEGREES 38 MINUTES 22 SECONDS W ALONG SAID NORTHERLY RIGHT -OF -WAY LINE A DISTANCE OF 25.74 FEET TO A POINT OF CURVATURE OF A CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 280.00 FEET AND A CENTRAL ANGLE OF 31 DEGREES 15 MINUTES 12 SECONDS; THENCE FROM A CHORD BEARING OF S 51 DEGREES 00 MINUTES 46 SECONDS W RUN ALONG THE ARC OF SAID CURVE AND SIAD NORTHERLY RIGHT -OF -WAY LINE A DISTANCE OF 152.73 FEET TO A NON - RADIAL LINE; THENCE RUN S 79 DEGREES 04 MINUTES 32 SECONDS W ALONG SAID NON - RADIAL AND SAID NORTHERLY RIGHT -OF -WAY LINE A DISTANCE OF 48.00 FEET TO THE NORTHEASTERLY RIGHT OF WAY LINE OF A PORTION OF PARCEL 109 SHEET 1 OF 2 AND SAID PARCEL 110 OF SAID STATE ROAD 434 AND A POINT ON A NON - TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 2815 FEET AND A CENTRAL ANGLE OF 02 DEGREES 36 MINUTES 03 SECONDS; THENCE RUN THE FOLLOWING FIVE (5) COURSES ALONG SAID NORTHEASTERLY RIGHT -OF -WAY LINE; FROM A CHORD BEARING N 57 DEGREES 12 MINUTES 00 SECONDS W RUN ALONG THE ARC OF SAID CURVE A DISTANCE OF 127.78 FEET; THENCE N 31 DEGREES 29 MINUTES 59 SECONDS E, BEING A RADIAL BEARING A DISTANCE OF 2.00 FEET TO A POINT ON A NON - TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 2817.00 FEET AND A CENTRAL ANGLE OF 06 DEGREES 15 MINUTES 02 SECONDS; THENCE FROM A CHORD BEARING OF N 61 DEGREES 37 MINUTES 32 SECONDS W RUN ALONG THE ARC OF SAID CURVE A DISTANCE OF 307.31 FEET; THENCE S 25 DEGREES 14 MINUTES 57 SECONDS W, BEING A RADIAL BEARING, A DISTANCE OF 2.00 FEET TO A POINT ON A NON - TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 2815.00 FEET AND A CENTRAL ANGLE OF 21 DEGREES 18 MINUTES 27 SECONDS; THENCE FROM A CHORD BEARING OF N 75 DEGREES 24 MINUTES 16 SECONDS W RUN ALONG THE ARC OF SAID CURVE A DISTANCE OF 1046.86 FEET TO THE POINT OF BEGINNING. 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LEGIBILITY UPI ATI QR se EXHIBIT "B" CONCEPTUAL DEVELOPMENT PLAN • Exhibit B Development Agreement City of Winter Springs and Choices In Learning, Inc. 1 .i• ELEMENTARY CHARTER SCHOOL • WINTER SPRINGS, FLORIDA PROJECT DATA. ` I 11 PRIMARY HIERARCHY: y ;i'•,,,,,_'', 7411 DIN BLDG AREA ISF) REOD PARKING PROVIDED PMKI N`'MKING CALL, ., • CNMTE RSCHOOL (TWO - STORY) 50.000 SF t 51 PAVED 1 PEA STAFF INS EST ) CENTRAL WINDS PARK __ 1 34 UNPAVED PLUS 1 PER 100511 NTS (650) .f PARENT DROP OFT ON SITE STACKING. 60 VEHICLES _ FORME S NO. 434 (S R' NO. 419) _ _� —_� _ _ 3 ^ ..___.-7 -- -- - - � 1 " ^ -SIRE - • - _ — -� F tN t wi. — � `1 4 ``1 '" I _ ! UUS •._. .T Ma-STORY - • ` 1 t. 4 , C., I,Y FENCED PLAY AREA �� — .,,!. ,J � — ND 43 VIST � w 1 . , � � - RETENTION POND n fA DOOR 5F 6TINGT \ 4 \ p .. 7 L-t.' TR�ES 1 .own •. _. 07D� . MUST ` c.7. REMAI \ N ; Imo_. S. �� ��?( \ O 'A sr,,,,,,,,,----- h \� 7 —� 1 6 t n 1 . 7. \'.% n . - -- "-_� � ' FR D.,ES R I 6 •' fit \ A / lit , ll 1:15•y�^ �''� _ Nil .._. fP "' __ -`__ "✓r .'+», 4C \� 3_-` \ IC?* , 1O L1 �-_/^ � — jOIREG � . \ • a _� ST ' 'SE :ARC r ,1 o ft. /{i'f O �} if A \ a N' I � , ,... 6 + F (Rn RIfO 4 S.R. . � tiT G ^ e iF _... [ NG TREES- \ f 4 ���, r� OPEN PARK AREA' • ' R ..'4 ,.. "' i iiii.,4 . � i ♦` EKISTING TREES , ,,„,. I�q + V§h ! il; , � \ I , .�F TO REMAIN II �. 1 r i s `i \ 2 i • i • \ . � . f � Y LEI lED VIER6 7 \ 0 • .44. , 3 A - 4 7' ii et 4 I I I '�+ � � ,./ 0., ' ° ' •, � • S UR O R'S I,OTES� `�. ' S U 1 MASTER SITE PLAN - D.1 .7 1152005 „ bh ',mom 2010016 0521.10 LEGIBILITY UASATISFAC FOR SCANNING B BROWN, GARGANESE, WEISS & D'AGRESTA, P.A. -1 D Attorneys at Law 111 N. Orange Ave., Suite 2000 P.O. Box 2873 JAMIE E. LIGHTFOOT Orlando, Florida 32802 -2873 PARALEGAL Phone (407) 425 -9566 Fax (407) 425 -9596 jligl1 o r law.net.. November 3, 2010 Via Hand Delivery Andrea Lorenzo - Luaces City Clerk City of Winter Springs 1126 E. State Road 434 Winter Springs, FL 32708 Re: Choices in Learning Charter School Development Agreement Dear Andrea: Enclosed for your safekeeping is the original recorded Development Agreement between Choices in Learning Charter School and the City. Sincerely, A 4 U J. , ie E. Li. foot, P • Tegal JL enclosure Ft. Lauderdale (954) 670 -1979 • Kissimmee (321) 402 -0144 • Cocoa (866) 425 -9566 Website: www.orlandolaw.net • Email: firm @orlandolaw.net I JET