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HomeMy WebLinkAbout2015 10 26 Regular 601 Vistawilla Lot Split and 6th Amendment to the Settlement Agreement COMMISSION AGENDA Informational Consent ITEM 601 Public Hearin s g Regular X October 26, 2015 KS RS Regular Meeting City Manager Department REQUEST: The City Manager, Community Development Department, Planning Division, and the City Attorney's office are requesting that the City Commission consider Vistawilla Office Center, LLC's request to approve the Sixth Modification to the Developer's Agreement (as previously directed by the City Commission) and a Lot Split Resolution No. 2015-26 dividing the subject property into two parcels of land. In addition, prior to consideration of the Sixth Modification and Lot Split Resolution, Vistawilla Office Center, LLC is requesting that the City Commission consider approving an Assisted Living Facility (ALF) (with memory care component) as a permitted use on the vacant portion of the property located to the east of the existing Vistawilla Office Building (proposed Lot Split Parcel 2) pursuant to the terms of EXHIBIT "B" of the Settlement Agreement adopted by the City Commission by Ordinance No. 489 on July 23, 1990. The ALF request will have an impact on the terms and conditions of the proposed Sixth Modification to Developer's Agreement and the Lot Split Resolution so it is being presented as the first issue to be considered by the City Commission. SYNOPSIS: This matter involves the renegotiation of a developer's agreement. On April 27, 2015, the City Commission considered the completion status of the unconstructed Phase II office building at the Vistawilla Office Center located along State Road 434, and considered a proposal from the property owner to modify the terms and conditions of the Fifth Modification of Developer's Agreement to reduce the $200,000 payment currently owed the City and to eliminate the Phase II office building requirement due to economic conditions. After considering the proposal, the City Commission directed that a Sixth Modification of the Developer's Agreement be prepared by the City Attorney for Regular 601 PAGE 1 OF 9-October 26,2015 subsequent consideration by the City Commission which eliminated the Phase II Office Building requirement and amended the repayment terms to $75,000 or $100,000, depending upon the future sale of a portion or all of the Vistawilla Office Center property. In addition, during that meeting, the City Commission and the property owner discussed the possibility that the property owner may propose a future lot split of the Vistawilla Office Center property to include two separate lots. One lot would include the existing office building, while the other lot would include a portion or all of the vacant portion of land to the east of the existing office building. Subsequent to the April 27, 2015 meeting, the property owner and a contract purchaser for the vacant portion of the property have been working with City staff about the future dimensions of the lot split for purposes of constructing an assisted living facility (ALF) (with memory care facilities). During this time, City staff realized that an assisted living facility is not specifically listed as a permitted commercial land use on the Property. Specifically, if the City Commission eliminates the phase II office building requirement, the list of permitted uses will revert back to those expressly stated on Exhibit "B" of the Settlement Agreement which was approved by the City in 1990 and adopted by a previous City Commission by Ordinance No. 489. However, while Exhibit"B" does not specifically identify an ALF as an authorized land use, Exhibit"B" provides that the list is not intended to be all inclusive and that the City Commission may approve additional commercial uses. The property owner has requested that the City Commission consider approving an ALF (with memory care facilities) as a permitted use per the provisions of Exhibit`B." This request has an impact on the lot split proposal and the proposed Sixth Modification of Developer's Agreement, and may have an impact on the previous direction given by the City Commission on April 27, 2015. As such, additional direction is being sought from the City Commission on the request to allow an assisted living facility so the City and all interested parties can determine on how to proceed with the proposed Sixth Modification to Developer's Agreement and Lot Split Resolution. CONSIDERATIONS: APPLICANT AND PROPERTY INFORMATION: . Applicant name and address and authorized representative: Vistawilla Office Center, LLC, c/o Pinnacle Property Management, LLC, 1511 East State Road 434, Suite 3001, Winter Springs, FL 32708. David McLeod, authorized representative. . Property owner's name(s): Vistawilla Office Center, LLC, c/o Pinnacle Property Management, LLC . Propertv addresses: 1511 East State Road 434, Suite 3001, Winter Springs, FL 32708 . Pro�erty Parcel ID numbers: 31-20-31-SBB-0000-019F . Current FLUM Desi�nations: Commercial . Current Zonin�Desi na� tions: Planned Unit Development(PUD) . Previousl��proved Development permits such as conditional use, waiver, or variance if an�l: Not applicable Regular 601 PAGE 2 OF 9-October 26,2015 . Development A�reements (if any): Developer's Agreement by and between Robert Yeager, trustee, and the City of Winter Springs dated April 13, 1998 and recorded May 13, 1998 in Official Records Book 3424, Page 0611, of the Public Records of Seminole County, Florida, First Modification of Developer's Agreement dated February 27, 2006 and recorded March 8, 2006 in Official Records Book 6151, Page 42, Second Modification of Developer's Agreement dated June 12, 2006 and recorded June 27, 2006 in Official Records Book 6304, Page 36, Third Modification of Developer's Agreement dated December 18, 2006 and recorded January 19, 2007, in Official Records Book 6561, Page 0610, Fourth Modification of Developer's Agreement dated March 27, 2007 and recorded April 4, 2007, in Official Records Book 6656, Page 0823, Fifth Modification of Developer's Agreement dated October 29, 2007, and recorded in Official Records Book 6858, Page 1286 . Pendin� Code Enforcement Actions (if any�: Not applicable . Cit�Liens if an�l: Not applicable APPLICABLE LAW, PUBLIC POLICY, AND EVENTS Florida Statutes 163.2511-163.3246: (Provides that land development regulations for municipal planning be consistent with the Comprehensive Plan). Florida Statute 166.021 Florida Municipal Home Rule Powers Act Florida Statute 166.041 Procedures for adoption of ordinances and resolutions. Chapter 429, Florida Statutes Winter Springs Charter Article IV. Governing Body. Section 4.06. General powers and duties. Section 4.15. Ordinances in General. City of Winter Springs Comprehensive Plan Winter Springs Code of Ordinances, Chapter 9, Section 9-10, Section 9-11 Ordinance 489 - approved July 1990 Any other applicable law DISCUS SION: 1. The background leading up to this Agenda Item is found in the attached April 27, 2015 City Commission Agenda and associated minutes. 2. Upon considering the April 27, 2015 Agenda Item, the City Commission directed that the City Attorney prepare a Sixth Modification of the Developer's Agreement for subsequent approval by the City Commission which: (1) eliminated the Phase II Office Building requirement and (2) amended the repayment terms to $75,000 or $100,000, depending upon the future sale of a portion or all of the subj ect Vistawilla Office Center property. In addition, during that meeting, the City Commission and the property owner discussed the possibility that the property owner may propose a future lot split of the Vistawilla Office Center property to include two separate lots. 3. At the April 27, 2015 City Commission meeting, it was noted that the property owner has also informed the City staff that they desire to sell the vacant lot to another developer who has expressed interest in developing an assisted living facility if the requisite permits can be obtained. However, the City Commission was not being requested to consider or approve the lot split or the assisted living facility proposal at the Apri127, 2015 meeting. Regular 601 PAGE 3 OF 9-October 26,2015 4. After the April 27, 2015 City Commission meeting, City staff examined the City Commission's direction to prepare a Sixth Modification to Developer's Agreement which would revise the Phase II Office Building requirement and realized that an assisted living facility is not specifically listed as a permitted commercial land use on the Property. Specifically, if the City Commission eliminates the phase II office building requirement, the list of permitted uses will revert back to those commercial uses expressly stated on Exhibit "B" of the Settlement Agreement which was approved by the City in 1990 and adopted by a previous City Commission by Ordinance No. 489. However, Exhibit"B" provides that the list is not intended to be all inclusive and that the City Commission may approve additional commercial uses. The property owner has requested that the City Commission consider approving an assisted living facility (with memory care facilities) as a permitted use per the provisions of Exhibit`B." 5. In this regard, Exhibit"B" states: The parties agr�ee that intended uses hereunder include those normally associated with retail commercial areas and shopping centers. It is the intent of the parties that this list is not all inclusive of permitted Commercial uses,provided that additional Commercial uses shall be subject to the approval of the City Commission. The uses hereunder may be free- standing or part of an attached shopping center. 6. The request to include an assisted living facility as a permitted use has an impact on the terms and conditions of the proposed Sixth Modification to Developer's Agreement and Lot Split Resolution. Therefore, City staff is requesting that the City Commission consider this request first before considering the proposed Sixth Modification and Lot Split Resolution. 7. The applicant, Vistawilla Office Center, LLC, is requesting the City Commission consider the following: 1) determine whether an ALF with memory care facilities will be allowed as a permitted use on the property, 2) approve a lot split resolution on the property, and 3) approve the Sixth Modification to the Developer's Agreement. 8. Determination of permitted use-Assisted Living Facility Ordinance 489, which was approved in 1990, is the original Settlement Agreement governing the Tuscawilla Planned Unit Development (PUD), and has attached, as Exhibit "B" a list of permitted uses that are primarily commercial in nature. In 1998, the City entered into a Developer's Agreement with Robert Yeager, Trustee regarding the development of the property which would become the site of the Vistawilla Office Center. The third whereas clause, of this agreement states that the real property is subject to a Settlement Agreement as set forth in Ordinance 489. Exhibit "B" of Ordinance 489, Permitted Commercial Uses of the Settlement Agreement, states that Hospitals and Nursing Homes are a permitted use on the property. However, Chapter 429, Florida Statutes, currently regulates assisted living facilities (ALF). ALF's are different than Hospitals and Nursing Homes because the Florida Legislature has recognized that assisted living facilities should be operated and regulated as residential environments with supportive services and not as medical or nursing facilities. Additionally, residents living in ALF's cannot have conditions that require 24-hour nursing supervision. The only exception is for an existing resident who qualifies for and receives hospice services from a licensed hospice provider while continuing to reside in an ALF. The following excerpts are from the Regular 601 PAGE 4 OF 9-October 26,2015 stated purpose of Assisted Living Facilities Act, Chapter 429, Florida Statutes: . The Legislature recognizes that assisted living facilities are an important part of the continuum of long-term care in the state. In support of the goal of aging in place, the Legislature further recognizes that assisted living facilities should be operated and regulated as residential environments with supportive services and not as medical or nursing facilities. The services available in these facilities, either directly or through contract or agreement, are intended to help residents remain as independent as possible. Regulations governing these facilities must be sufficiently flexible to allow facilities to adopt policies that enable residents to age in place when resources are available to meet their needs and accommodate their preferences. Section 429.01, Florida Statutes. . Section 429.02(5), Florida Statutes defines "Assisted living facility" to mean any building or buildings, section or distinct part of a building, private home, boarding home, home for the aged, or other residential facility, whether operated for profit or not, which undertakes through its ownership or management to provide housing, meals, and one or more personal services for a period exceeding 24 hours to one or more adults who are not relatives of the owner or administrator. . Section 429.02(17) "Personal services" means direct physical assistance with or supervision of the activities of daily living and the self-administration of medication and other similar services which the department may define by rule. "Personal services" shall not be construed to mean the provision of medical, nursing, dental, or mental health services. . Assisted living facilities (ALFs) are licensed facilities that provide housing, meals, personal care services, and supportive services to older persons and assisted with disabilities who are unable to live independently. ALFs are intended to be an alternative to more restrictive, institutional settings for individuals who need housing and supportive services, but who do not need 24-hour nursing supervision. The owner of the Vistawilla Office Center development currently is in negotiations with a purchaser of the Phase II area of the site. The purchaser intends on developing an ALF on the property. In order to sell the portion of the site to the developer of the ALF, the property owner has requested approval of a lot split to create the Phase II site. As mentioned previously, Exhibit "B" of the original Tuscawilla PUD Settlement Agreement states Hospitals and Nursing Homes are a permitted use on the property. Pursuant to the Florida Statutes noted above, ALF's have a residential component, and are not medical or nursing facilities. It is important to note that the proposed ALF does include a memory care component. Vistawilla Office desires to amend the list of permitted uses in Exhibit "B" of the Settlement Agreement to include ALF's. Part of Staff s consideration of the applicant's request included a preliminary assessment of current zoning Code and Comprehensive Plan policies. Among those considerations were the following: . No residential zoning category in the City's code of ordinances allows an ALF-type facility. Group homes are capped at 6 residents and, pursuant to Florida Statutes, are permitted in residential zoning districts. . The Neighborhood Commercial (G1) zoning district allows "retirement homes" as a permitted use. Pursuant to a definition by the American Planning Regular 601 PAGE 5 OF 9-October 26,2015 Association (APA), "elderly/retirement housing" offers minimal convenience services that focuses on attracting elderly residents so as to provide a social support system among the residents. The proposed ALF provides these services and, in addition, provides a more medically intensive facility for memory care patients that includes the dispensing of inedications and 24-hour staffing. . The Existing Residential summary in the Data, Inventory, and Analysis of the Comprehensive Plan's Future Land Use Element states the following: "Also, there are no assisted living facilities, adult family care homes, or adult day care centers within the city limits of Winter Springs and no motel or hotels. However, these uses would be classified as commercial uses rather than residential." But, these comments are not in the goals, policies and obj ectives of the City's Comprehensive Plan. . The City's Comprehensive Plan discusses assisted living facilities and further defines these facilities as "continuing care retirement communities/senior apartment complexes/nursing homes/adult family care homes" (Housing Element; Housing Analysis). Various Comprehensive Plan Goals, Objectives, and Policies (Objective 1.4 of the Housing Element and following policies) supports the provision of adequate sites for special needs populations such as the elderly and disabled. However, except for retirement homes, the City's current zoning regulations do not address assisted living facilities as a permitted or conditional use. Vistawilla Office has informed the City that the existing sale and purchase contract with Barrett Square Holdings, LLC is contingent upon the ability to construct an ALF on the vacant portion of the subj ect property that will constitute Lot Split Parcel 2 if the Lot Split Resolution is approved by the City Commission. As such, the City Commission's decision on the ALF inay impact the previous direction of the City Commission regarding the renegotiated repayment terms for the amount owned the City by Vistawilla Office Center, LLC because the $75,000 or $100,000 payment is contingent on whether the existing sales contract for Lot Split Parcel 2 closes or not. In accordance with the proposed renegotiated repayment terms set forth in the proposed Sixth Modification, $75,000 is due at closing of the existing sales contract for Lot Split Parcel 2. If the existing sales contract does not close and terminates, $100,000 shall be due at such time either Lots Split Parcel 1 or 2 closes which is uncertain at this time because there will be no existing sales contract for either parcel. If the City Commission approves adding an ALF as a permitted use pursuant to the terms and conditions of Exhibit "B" of the Settlement Agreement, the Sixth Modification will be amended to include language authorizing an ALF use as a permitted use on Lot Split Parcel2 subject to any other terms and conditions that the City Commission may want to reasonably impose on such use. Furthermore, if the ALF use is permitted on the property under the Sixth Modification to Developer's Agreement, the developer will likely proceed with development permit applications for a facility that is similar to the one depicted on the attached concept plan. Before any permit can be issued by the City for an ALF proj ect, the proposed proj ect will have to demonstrate compliance with all applicable requirements of the City's Comprehensive Plan and City Code. Regular 601 PAGE 6 OF 9-October 26,2015 9. Approval of Resolution 2015-26 - Lot Split Vistawilla Center, LLC has requested approval of a Lot Split Resolution which will subdivide the property into two parcels of land. Lot Split Parcel 1 will consist of the existing three story office building site and Lot Split Parcel 2 will consist primarily of the vacant land lying to the east of the office building. Vistawilla Center, LLC has advised the City Attorney that they desire to proceed with the Lot Split Resolution regardless of whether the City Commission approves an amendment to the list of permitted uses. However, the proposed dimensions of the two lots vary depending on whether the ALF use is approved as a permitted land use. Therefore, Vistawilla has provided two different boundary surveys to be used for the Lot Split Resolution; one legally described and depicted for a future ALF site and the other for a site without an ALF. Both Boundary surveys are attached to the Agenda Item as alternatives. One of the alternatives will be selected depending on the decision made by the City Commission regarding the ALF use. [The primary different between the two surveys is that the western boundary of Lot Split Parcel 2 lies west of the existing sidewalk located adjacent to the existing office building for the ALF boundary survey and said boundary lies east of the sidewalk for the non-ALF boundary survey]. The parcels created by either of the two boundary surveys are in conformance with all applicable City Code requirements and Comprehensive Plan policies. As such, City staff is recommending that the Lot Split Resolution be approved by the City Commission with the appropriate boundary survey contingent upon the City Commission's decision regarding the ALF use. However, regardless of which boundary survey is incorporated into the Lot Split Resolution, as a condition of approval of the Lot Split Resolution and any future development permit(s) for the development of Lot Split Parcel 2, the owner shall be required to prepare and record in the Official Records of Seminole County a Declaration of Easements providing that Lot Split Parcel 1 and Lot Split Parcel 2 share access to certain sidewalks, driveway, parking spaces, stormwater piping and inlet and other utility facilities serving both parcels. 10. Sixth Modification to the Developer's Agreement On October 29, 2007, the fifth modification to the Vistawilla Office Center Developer's Agreement was executed. This modification to the Developer's Agreement acknowledged the University of Central Florida (UCF) desired to create a business incubator program in the City of Winter Springs. Vistawilla offered to lease space in the Vistawilla Office Building to UCF for the business incubator program. The City Commission approved, by a separate agreement, an economic incentive grant to UCF in the amount of $200,000 for the purposes of paying the upfront buildout costs associated with establishing the business incubator facility in the Vistawilla Office Building. In consideration of the City issuing the grant to UCF, Vistawilla agreed, and committed to, commencing and completing construction of the Phase II office building by October 29, 2009 on the property. Vistawilla Office Center agreed to pay the City up to $200,000 if the Phase II building was not completed by October 29, 2009. The building was not constructed due to economic conditions, and the City has not received the $200,000 payment. Regular 601 PAGE 7 OF 9-October 26,2015 At the April 27, 2015 City Commission meeting, the City Commission and the principal member of Vistawilla Office Center, LLC. renegotiated the repayment terms in principle subj ect to the City Attorney preparing a Sixth Amendment to Developer's Agreement for subsequent consideration and approval by the City Commission and Vistawilla Office Center, LLC. Consistent with the previous direction provided by the City Commission, the proposed Sixth Modification to the Developer's Agreement between the City and Vistawilla Office Center, LLC: wi1L (1) eliminate the requirement to construct an office building on Phase II, and (2) reduce the payment due to the City from $200,000 to $75,000 at such time the existing sales contract between Vistawilla Office Center, LLC and Barrett Square Holdings, LLC for Lot Split Parcel 2 closes. If said contract does not close and terminates, Vistawilla shall pay the City $100,000 when Vistawilla sells either Lot Split Parcel 1 or 2 in the future. The proposed Sixth Modification to Developer's Agreement expressly contemplates that the City Commission approve the Lot Split Resolution. Thus, the Lot Split Resolution is a condition precedent to the approval of the Sixth Modification. In other words, if the Lot Split Resolution is not approved, the proposed Sixth Modification will need to be modified. Furthermore, as noted above in Paragraph 8, it is City staff's understanding that the City Commission's decision regarding the ALF use will likely affect the amount and timing of the repayment terms set forth in the Sixth Modification. However, regardless of the City Commission's decision regarding the ALF, the proposed Sixth Modification will not need to be modified because it contemplates a closing of the existing contract, or not. 11. After reviewing this Agenda Item and discussion at the upcoming meeting, the City Commission may provide additional direction regarding the various contract documents and proposed Lot Split Resolution as it deems warranted under the circumstances. FISCAL IMPACT: The approval of the Sixth Modification to the Vistawilla Office Center Developer's Agreement reduces the payment owed to the City from $200,000 to either $75,000 or $100,000, depending upon the timing of the sale of the property. COMMUNICATION EFFORTS: This Agenda Item has been electronically forwarded to the Mayor and City Commission, City Manager, City Attorney/Staff, and is available on the City's Website, LaserFiche, and the City's Server. Additionally, portions of this Agenda Item are typed verbatim on the respective Meeting Agenda which has also been electronically forwarded to the individuals noted above, and which is also available on the City's Website, LaserFiche, and the City's Server; has been sent to applicable City Staff, Media/Press Representatives who have requested Agendas/Agenda Item information, Homeowner's Associations/Representatives on file with the City, and all individuals who have requested such information. This information has also been posted outside City Hall, posted inside City Hall with additional copies available for the General Public, and posted at five (5) different locations around the Regular 601 PAGE 8 OF 9-October 26,2015 City. Furthermore, this information is also available to any individual requestors. City Staff is always willing to discuss this Agenda Item or any Agenda Item with any interested individuals. RECOMMENDATION: The City Manager, Community Development Department, Planning Division, and the City Attorney's office are requesting that the City Commission consider Vistawilla Office Center, LLC's request to approve the Sixth Modification to the Developer's Agreement(as previously directed by the City Commission) and a Lot Split Resolution dividing the subj ect property into two parcels of land. However, before proceeding with considering the proposed Sixth Modification and Lot Split Resolution, the City Commission should consider Vistawilla Office Center, LLC's request to approve an Assisted Living Facility (ALF) (with memory care component) as a permitted use on the proposed Lot Split Parcel2 pursuant to the terms of EXHIBIT "B" of the Settlement Agreement adopted by the City Commission by Ordinance No. 489. On July 23, 1990. City staff is requesting that the City Commission consider. Once this decision is made, the City Commission should proceed as follows: A. Consideration and approval of the proposed Sixth Modification to Developer's Agreement as presented or as amended to incorporate the ALF permitted use; and B. Consideration and approval of the Lot Split Resolution No. 2015-26, with either the ALF boundary survey or non-ALF boundary survey. ATTACHMENTS: A. Ordinance 489 - Tuscawilla PUD Settlement Agreement B. City Commission Agenda Item, dated Apri127, 2015, and associated minutes of that City Commission meeting (for background purposes). C. Resolution 2015-26 -Lot Split, Vistawilla Office Center with two optional boundary surveys: 1. Boundary Survey for proposed ALF site; and 2. Boundary Survey for non-ALF site D. Sixth Modification to the Developer's Agreement- Vistawilla Office Center E. Conceptual ALF site plan Regular 601 PAGE 9 OF 9-October 26,2015 . _. Attachment "A" � ���� �� � ORDINANCE NO. 489 �,...�x e�; r n � c;? tr�7 .,`V �e- AN ORDINANCE OF THE CITY OF WINTER SPRINGS, „" .,,� FLORIDA, ADOPTING A SETTLEMENT AGREEMENT �':_ BETWEEN THE CITY OF WINTER SPRINGS, FLORIDA r', AND THE WINTER SPRINGS DEVELOPMENT JOINT �::. ,• - VENTURE; PROVIDING FOR A DEVELOPMENT ORDER; �-, .r- ..,,�:'; AMENDING ANNEXATION ORDINANCE NO. 64; WAIVING � ;,� Y;`;" MULTI-FAMILY DWELLING UNIT DENSITY LIMITS .. `� PURSUANT TO SECTION 20-354, CODE OF WINTER SPRINGS; PROVIDING FOR A CERTIFIED MAP; PROVIDING FOR CONFLICTS, SERVABILITY, AND EFFECTIVE DATE. WHEREAS, on October 11, 1971, the Village of North Orlando, Florida, predecessor to the City, adopted Ordinance No. 64 ("Annexation Ordinance") , which Annexation Ordinance annexed e,� ,. I`� certain property comprising what is commonly known as the :'�:,x;:,;'. �� . Tuscawilla Planned Unit Development (the "Tuscawilla PUD") , into `� ��"� ..a: ca-,:� ..a ��y;?�'�. the Village of North Orlando, Florida; and _ �;_�_,: ;� ..�',;=;�° WHEREAS, the Tuscawilla PUD originally consisted of �c��; 'T{�['�7 approximately thirty-five hundred acres (3,500} and was approved ��', for development of nine thousand seven hundred forty-seven (9,747} total dwelling units; and � r+i WHEREAS, the Annexation Ordinance provided for the �`" � si development of the Tuscawilla PUD based upon an overall �� r� �Z Nv development plan and set forth requirements for open space, ��::r _�: r*+ recreation space, and other development matters; and ^' � =� o m �� WHEREAS, su;�sequent to the Annexation Ordinance, the -v � CI�� Tuscawilla PUD was developed in accordance with the approved �} overall development plan, subject to certain amendments which � redesignate the uses of several parcels within Tuscawilla PUD, , all of which amendments were in compliance with the overall � � { Tuscawilla PUD concept to better utilize open space and allocate � � densities within Tuscawilla PUD; and � WHEREAS, pursuant to such amendments, the overall density of Tuscawilla PUD was reduced; and , � WHEREAS, the developers of the Tuscawilla PUD have asserted � that the Tuscawilla PUD was designed with the concept of a � central core (the "Central Core"} of commercial property, in the parcel commonly known as Parcel 61, to service the entire 1 Tuscawilla PUD, which Central Core was integral in the design of the overall road system and infrastructure of the entire d••.1 Tuscawilla PUD• and �-� � � �:�� �., r-.a,.., �,� --�i ;�._. WHEREAS, On January 14, 1988, Gulfstream Housing Corp. ,=,;': --..f �:,; successor by merger to Winter Springs Development Corporation,','.; c� .,..., entered into a contract to sell certain real property to D & N�:°Y -�`- 'n'.'' . �,� �.r Investments, which property was located in the Central Core, "'� ��� which contract was subsequently assigned by Gulfstream Housing Corp. to WSDJV; and WHEREAS, the developers of the Tuscawilla PUD have asserted it was intended under the said Contract that the Central Core property be developed with a commercial use; and WHEREA5, the developers thereafter sought to develop a shopping center within the Central Core; and wHEREAS, a dispute arose as to the right of the developers of the Tuscawilla PUD to develop a shopping center within the Central Core, which resulted in negotiations between WSDJV and the City and ultimately to a series of public hearings to determine vested rights of WSDJV to develop the Central Core with a commercial use; and WHEREAS, the City Commission ruled on June 19, 1989, that WSDJV did not have vested rights to develop the Central Core as a shopping center; and WHEREAS, based upon the aforedescribed denial, WSDJV filed a Petition for Writ of Certiorari and Amended Petition for Writ of Certiorari in the Circuit Court of the Eighteenth Judicial Circuit in and for Seminole County, Florida (the "Court") , Case No. 89-3589-CA-17-L, Winter Springs Development Joint Venture, a Florida ioint venture, through its General Partner, Gulfstream Housing Corp. , successor by merger to Winter Springs Development Corporation, Petitioner, v. City of Winter Springs, a Florida municipal corporation, Respondent (the "Petition") ; and WHEREAS, in an attempt to resolve the issue surrounding the Petition, WSDJV and The City agreed to a mediation of this matter approved by the Court, which mediation was held on February 2, 2 1990; and WHEREAS, as a method of settlement of the Petition and the issues surrounding the development of the Central Core, WSDJV and The City agreed to review the land uses for the remaining undeveloped properties within the Tuscawilla PUD and amend the Tuscawilla PUD to reallocate land uses and densities in a manner �°W;, to better utilize open space and allocate densities within the<� � s`� rn .,V c� :7c" Tuscawilla PUD and in keeping with the original approvals granted,°' � �._.. �,, ,.,. relative thereto; and �; �- . �.•_., WHEREAS, the property remaining to be developed within the'`� � ���� �7 r'> ,,,r� ,,�, Tuscawilla PUD consists of approximately 367.2 acres (collectively the "Remaining Property") consisting of: approximately 32.2 acres designated as Parcel 14C ("Parcel 14C") , approximately 35.0 acres designated as Parcel 61 ("Parcel 61") , approximately 202.9 acres designated as Parcel 15 ("Parcel 15") , approximately 75.4 acres designated as Parcel 80 ("Parcel 80") , and approximately 20.7 acres designated as the Lake Jessup Property ("Lake Jessup Property") , which Remaining Property and the aforedescribed parcels are described on Composite Exhibit "A" attached to the Agreement and expressly incorporated herein by this reference; and WHEREAS, pursuant to the Agreement, the total number of residential units and total commercial acreage in the Tuscawilla PUD will be reduced from the original approval; and WHEREAS, the Agreement is in the best interest of The City and promotes the health, safety and welfare of the citizens of The City; and WHEREAS, this Agreement does not constitute a substantial deviation pursuant to Section 380.06(19} , Florida Statutes (1989) , as amended, of the original approval granted to the Tuscawilla PUD; and WHEREAS, The City has determined that it is in the best 3 interest of The City and its citizens to settle the Petition by adoption of this Agreement; and WHEREAS, The City and WSDJV desire to amend the Tuscawilla PUD to reflect the matters set forth within the Agreement. NOW, THEREFORE, THE CITY OF WINTER SPRINGS, .�� FLORIDA, HEREBY ORDAINS: �y c:+> cn +:� r.i ca :r ""`� ,>c`;'. SECTION I: :�- -��,a - ;:::: The Agreement between the City of Winter Springs, Florida'.,�,; C7 ..,_.. and Winter Springs Development Joint Venture, a Florida joint� �s'~- -�.y;', • r� ;�,., venture, attached hereto marked as Attachment "1", is hereby '^�' �` accepted and adopted by the City of Winter Springs, Florida, and made part of this Ordinance as if fully set forth herein. SECTION II• The Agreement shall constitute a development order pursuant to Chapter 163, Florida 5tatutes (1989) , as amended, and shall govern the City and the developer accordingly. SECTION III- Annexation Ordinance No. 64 is hereby amended pursuant to the terms of the attached Agreement, and any and all approval, master plans, submissions and other similar matters affecting the remaining property of the Tuscawilla PUD are hereby automatically amended to conform to and reflect the provisions of the Agreement. SECTION IV: Pursuant to Section 20-354(b) (4) , Code of Winter Springs, the maximum allowed number of dwelling units per gross residential acre for multi-family dwelling units within the Tuscawilla PUD is hereby waived to the extent permitted under the Agreement, upon recommendations from the Planning and Zoning Board. SECTION V: Attached to the Agreement as Exhibit "B" is a proposed land use plan of the remaining undeveloped property of Tuscawilla PUD. Exhibit "B" of the Agreement is hereby adopted, approved, and certified as the land use plan of the remaining undeveloped 4 properties in the Tuscawilla PUD. SECTION VI: All ordinances or parts of ordinances in conflict herewith shall be and the same are hereby repealed. SECTION VII: If any section, or a portion of a section, or subsection of this ordinance proves to be invalid, unlawful or unconstitutional, it shall not be held to invalidate or to impair A `� r...� cn e°`a c::i r,�� t'_i the validity, force or effect of any other section or portion of�;m �,� '�f� ��: a section or subsection or part of this ordinance. '' ' :�� ._..,. SECTION VIII: � -�- -c:j:': r""y 4,,,.` This ordinance shall take effect immediately upon its final . �' passage and adoption. Passed and adopted this d 3� day of , 1990. z x a �� CITY OF WINTER SPRI S ,." a ;�t 3 w w � � ;�i d aNe t-wi ATTEST: GL!!l.t��P a" • r�F�-� y� z � � '-' LEANNE M. GROVE�� MAYCIR = w x v� o � _ W U CO q � - p.i � w N ? C1. �l � H �/1 � ../ ... Y '4' a w x CITY LERK `� ' ��: a� �-+ c� o � .... w � z� w �'� , ,' . �, � � o � o H z � FiYSt Re ading: May 14, 1990 Second �ir�t Reading June 11, 1990 Fzoa � ° °; o Posted: May 18, 1990 Third �; Public Hearing and-Se�� Reading: June 25, 1990 � Q w � w w z a � � 3 F z w � a x H � z H � H .`4' H 5 ^ � . .. �, :�;�= . . - 7 7 �k � __- �> r r, T �c-z,,3}. r�.,. � ' � . �_ ,..r. ��(�`, �� SETTLEMENT AGREEMENT AND ' �� AMENDMENT TO ANNEXATION ORDINANCE NO. 64, \,� THE TUSCAWILLA PLANNED UNIT DEVELOPMENT, MASTER PLAN FOR THE TUSCAWILLA PLANNED UNIT DEVELOPMENT AND RELATED MATTERS THIS SETTLEMENT AGREEMENT AND AMENDMENT TO ANNEXATION ORDINANCE NO. 64, THE TUSCAWILLA PLANNED UNIT DEVELOPMENT, MASTER PLAN FOR THE TUSCAWILLA PLANNED UNIT DEVELOPMENT AND RELATED MATTERS ( the "Agreement" ) , is made and entered into as of the day of , 1990 , by and between WINTER SPRINGS DEVELOPMENT JOINT VENTURE, a Florida general partnership (hereinafter referred to as "WSDJV" ) , and THE CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation (hereinafter referred to as the "City" ) . W I T N E S S E T H: c� �'~ t�: � i� � WHEREAS, on October 11, 1971 , the Village of North Orlando, E�; ��� Florida, predecessor to the City, adopted Ordinance No. 64 ( the :�w �'-- "Annexation Ordinance" ) , which Annexation Ordinance annexed r�� �,,�;� certain property comprising what is commonly known as the �;� �`"� Tuscawilla Planned Unit Development ( the "Tuscawilla PUD" } into ��•' �'� the Villa e of North Orlando, Florida; and w �� �� q � t.� ���'� WHEREAS, the Tuscawilla PUD originally consisted of approximately 3,500 acres and was approved for development of 9 ,747 total dwelling units; and WHEREAS, the Annexation Ordinance provided for the h.... development of the Tuscawilla PUD based upon an overall �:{;__i development plan and set forth requirements for open space, t:,�r�"�" recreation space and other development matters ; and :r::�-�'�'' �... r:"�►:.�;,� ... .., -.--;_� ., , WHEREAS, subsequent to the Annexation Ordinance, the '��Me'�`�°'�' T°•-• Tuscawilla PUD was develo ed in accordance with the a roved ,,.,4�..c.� P PP ,y�"��-:��.,�.� � '"'� overall development plan, subject to certain amendments which �-:�k �,',`. ,;�� ��'`�" redesi nated uses of several arcels within the Tuscawilla PUD, ;;,:�.i�. g P ;:°4 ;3;;;�;: ""`" a11 of which amendments were in compliance with the overall � ;��;�;; Tuscawilla PUD concept and approvals in effect , and were �"'`�' effectuated in order to better utilize open space and allocate �.��� densities within the Tuscawilla PUD; and WHEREAS, pursuant to such amendments, the overall density of the Tuscawilla PUD was reduced; and WHEREAS, the developers of the Tuscawilla PUD have asserted that the Tuscawilla PUD was designed with the concept of a central core ( the "Central Core" ) of commercial property, in the parcel commonly known as Parcel 61, to service the entire Tuscawilla PUD, which Central Core was integral in the design of 1 /c/DAx 6786062AMD 06/22/90 . 3 .3��� V �ri+�\ • •� � � � � t, ; .` ' °� i. � v�#'`.:4-:� ;� : --.. ;.„, r�.. �. the overall road system and infrastructure of the entire Tuscawilla PUD; and WHEREAS, on January 14, 1988, Gulfstream Housing Corp. , successor by merger to Winter Springs Development Corporation, entered into a Contract to Sell certain real property to D & M Investments, which property was located in the Central Core, which contract was subsequently assigned by Gulfstream Housing Corp. to WSDJV; and WHEREAS, the developers of the Tuscawilla PUD have asserted it was intended under the said Contract that the Central Core property be developed with a commercial use; and WHEREAS, the developers thereafter sought to develop a shopping center within the Central Core; and WHEREAS, a dispute arose as to the right of the developers of the Tuscawilla PUD to develop a shopping center within the Central Core; and WHEREAS, the City refused to allow a shopping center development within the Central Core; and WHEREAS, such denial led a series of discussions and negotiations between WSDJV and the City and ultimately to a series of public hearings to determine vested rights of WSDJV to develop the Central Core with a commercial use; and WHEREAS, the City Commission ruled on June 19 , 1989 , that WSDJV did not have vested rights to develop the Central Core as a shopping center; and WHEREAS, based upon the aforedescribed denial, WSDJV filed a Petition for Writ of Certiorari and Amended Petition for Writ of Certiorari in the Circuit Court of the Eighteenth Judicial Circuit in and for Seminole County, Florida ( the "Court" ) , Case No. 89-3589-CA-17-L, Winter Springs Development Joint Venture, a Florida joint venture, through its General Partner , Gulfstream Housing Corp. , successor by merger to Winter Springs Development Corporation, Petitioner v. City of Winter Springs, a Florida municipal corporation, Respondent ( the "Petition" ) ; and WHEREAS, in an attempt to resolve the issues surrounding the Petition, WSDJV and the City agreed to a mediation of this matter , approved by the Court, which mediation was held on February 2, 1990; and WHEREAS, as a method of settlement of the Petition and the issues surrounding the development of the Central Core, WSDJV and the City agreed to review the land uses for the remaining undeveloped properties within the Tuscawilla PUD and amend the 2 /C/DAFi 6786062AMD 06/22/90 . 3 �;:��. ,.. _ . -, 'r=,��_ � � � - , � . _ � � � �=�!"i�'._�_ �:,. r�. Tuscawilla PUD to reallocate land uses and densities in a manner to better utilize open space and allocate densities within the Tuscawilla PUD and in keeping the original approvals granted relative thereto; and WHEREAS, the property remaining to be developed (which shall not include real property which presently has or is presently being reviewed for site plan approval, plat approval, building permits, or other similar approvals or matters) within the Tuscawilla PUD consists of approximately 366 . 3 acres (collectively the "Remaining Property" ) consisting of : approximately 32 .3 acres designated as Parcel 14C ( "Parcel 14C" ) , approximately 35 .0 acres designated as Parcel 61 ( "Parcel 61" } , approximately 201. 3 acres designated as Parcel 15 ( "Parcel 15" ) , approximately 77 .0 acres designated as Parcel 80 ( "Parcel 80" ) , and approximately 20.7 acres designated as the Lake Jessup Property ( the "Lake Jessup Property" ) , which Remaining Property and the aforedescribed parcels are described on Composite Exhibit "A" attached hereto and expressly incorporated herein by this reference; and WHEREAS, pursuant to this Agreement, the total number of residential units and total commercial acreage in the Tuscawilla PUD will be reduced from the original approval; and WHEREAS, this Agreement is in the best interest of the City and will promote the health, safety and welfare of the citizens of the City; and WHEREAS, this Agreement does not constitute a substantial deviation pursuant to Section 380 . 06 ( 19 ) , Florida Statutes ( 1989 ) , as amended, �f the original approvai granted to the Tuscawilla PUD; and WHEREAS, notice of intent to consider this Agreement has been properly published and given; and WHEREAS, the City has determined that it is in the best interest of the the City and its citizens to settle the Petition by adoption of this Agreement; and WHEREAS, the City and WSDJV desire to amend the Tuscawilla PUD to reflect the matters set forth herein. NOW THEREFORE, for and in consideration of settlement of the Petition and other and good and valuable consideration, WSDJV and the City hereby agree as follows : l. The foregoing recitals are true, correct and accurately reflect the matters affecting the Tuscawilla PUD and the Petition as of the date hereof and such recitals are expressly incorporated herein by this reference. 3 /C/DAH 6786062AMD 06/22/90 . 3 - ^-{ � ` � .-.. •.E� � ........ �` r.. iu3 � � �`. ' _ �t � i^-: �LY�?j�z: � ' .1 � ""L: ...�,;. t�. � 2. The Remaining Property shall be developed in the following manner : PARCEL ACREAGE LAND USE UNITS 14C 31. 2 Single Family 125 l. l Seneca Boulevard -- 61 33 . 0 Single Family 198 1 . 4 Commercial -- 0 . 6 Service Road -- 15 67 . 0 Commercial -- 104. 0 Single Family 416 25. 2 Multi-Family 504 3 . 6 Vistawilla Drive -- 1. 5 Fire Station -- 80 74. 0 Multi-Family 1 ,480 3 . 0 Tuscora Drive -- Lake Jessup Property 20 .7 Multi-Family 166 TOTAL 366 . 3 2 , 8g9 3 . The acreages described within each Parcel are approximate acreages only and shall be finalized at such time as a final survey of each parcel is obtained. Therefore, the legal descriptions set forth on Composite Exhibit "A" are subject to revisions based upon such final surveys and sound land planning techniques, it being the intent of this Agreement that this Agreement be inclusive of all remaining undeveloped real property within the aforedescribed parcels within the Tuscawilla PUD as of the date hereof; provided, however , no boundary of any such parcel shall be expanded by more than one hundred ( 100) additional feet. 4 . The units set forth herein for the multi-family and single family designations are the maximum allowable units within each such parcel and the acreages set forth herein for the commercial designations are the maximum allowable acreages for commercial property within each such parcel. Notwithstanding the foregoing, WSDJV shall have the right to request minor revisions to such allocations and redistribute units within such parcels to accommodate sound land planning techniques, provided the overall units and commercial acreages on a gross basis do not exceed those set forth above, subject to the applicable provisions of the City Codes. 4 /C/DAH 6786062AMD 06/22/90 . 3 . .._ ��,,'� . _ _ . r - _,.. ,. - , s�:'__ � ., � r � � � �. � i _- `: i + �����i.,�.s....., tri. f.�.. 5. The land use designations set forth herein are inclusive of less intensive uses under the City Codes for development of the Remaining Property, subject to the regulations of applicable governmental agencies . 6 . Within the land use classifications set forth herein, such classifications shall be inclusive of all permitted uses within such land use under the City Codes and ordinances in effect as of the date hereof; provided, however , commercial shall include those uses set forth on Exhibit "B" attached hereto and expressly incorporated herein. 7. Attached hereto as Exhibit "C" and expressly incorporated herein by this reference is a depiction of the Remaining Property and the land uses associated therewith. Attached hereto as Exhibit "D" and expressly incorporated herein by this reference is a depiction of Parcel 15 and the land uses associated therewith. Exhibits "C" and "D" are intended for reference only as the City and WSDJV acknowledge that the land uses shown thereon are an approximation only as to boundaries and the boundaries of such land uses may vary in order to make better use of the Remaining Property in keeping the terms and provisions of this Agreement; provided, however , no boundary of any such parcel shall be expanded by more than one hundred ( 100) additional feet . The parties agree that Exhibits "C" and "D" shall collectively constitute the certified map and plan of the Remaining Property in the Tuscawilla PUD. Access points and roadways show the number and approximate location of such matters, which location will be finally determined at the time of site plan approval and/or plat approval of the respective property such minor adjustments and revisions shall be permitted, provided such changes shall not result in an increase in the commercial acreage or units on such parcel, except as otherwise permitted herein or by City Codes. � 8. WSDJV agrees to dedicate a one and one-half ( 1 . 5) usable acre site for a fire station located adjacent to State Road 434 in the residential section of Parcel 15, at the location depicted on Exhibit "C" . 9. WSDJV shall be entitled to transportation impact fee and other impact fee credits for the dedication, planning, development and construction of Tuscora Drive and Vistawilla Drive, which road are determined to be collector roads and other public dedications in an amount equal to the impact fee credits permitted under the Transportation Impact Fee Ordinance or other applicable ordinances adopted or to be adopted by the City, for right-of-way, planning, design, development and construction of such roadways. 10 . The access points of the Remaining Property along State Road 434 shall be of the number and in the approximate locations 5 /C/DAH 6786062AMD 06/22/90 . 3 f ..... N� � ,. .i- �T E'Y � � . • rrr 1 R�ZLi.. ' � � 7 � � � � - as depicted on Exhibits "C" and "D" ; howeve'�';;`g�a`ic��`�access points shall be subject to Florida Department of Transportation requirements, guidelines and standards. 11. In the event of any conflict between this Agreement and any other ordinance, approval or similar matter regarding the Tuscawilla PUD, this Agreement shall control and govern the rights and obligations of the parties hereto and such approval or similar matter . 12. Any and all approval, master plans, plans, submissions and other similar matters affecting the Remaining Property are hereby automatically amended to conform to and reflect the provisions and intent of this Agreement. 13 . Buffering of the Remaining Property shall be subject to the provisions of the applicable City Codes at the time of site plan approval . 14. In order to develop the Remaining Property, WSDJV shall be required to comply with the applicable City Codes, it being the intent of this Agreement that this Agreement constitutes a revision to the approved map and master plan of the Tuscawilla PUD and that in order to develop any portion of the Remaining Property, the remaining approvals necessary consist only of site plan, final development plan or plat approval and preliminary and final engineering approval, as provided by the aforedescribed City Codes regarding Planned Unit Developments and specifically Chapter 20, Article IV, Division 2, Part A, which applies to the Remaining Property. 15 . WSDJV agrees that the City may, at any time, adopt a special tax district encompassing that portion of the Remaining Property and other property located adjacent to State Road 434 from the eastern boundary line of the City to State Road 419 , for improvements and beautification of State Road 434 . 16 . WSDJV agrees to grant and convey a ten foot ( 10 ' ) easement to the City over and across the southern boundary of Parcel 14C and continuing along the southern boundary of the adjacent real property owned by WSDJV in the City of Oviedo, Florida, to State Road 426, on or before thirty ( 30 ) days from the date this Agreement becomes final and is no longer subject to appeal . 17 . It is the intent of the parties that although the Petition be dismissed without prejudice, the Court shall retain jurisdiction over this matter and specifically with regard to this Agreement , in order that any disputes hereunder shall be resolved by the Court, pursuant to such proceedings as the Court may deem necessary in order to accomplish the foregoing. Neither party hereto admits to any liability whatsoever with regard to 6 /C/DAH 6786062AMD 06/22/90 . 3 ; ...,,., i� .. , .. , ..�.„... -�-.� - - - '��fi�u . . � L � � 1 - � f � j � wthe Petition and the subject matter thereof. �i��t��e�;- �this Agreement is in no way intended to affect the appropriateness or inappropriateness of either parties ' position or circumstances with regard to the Petition or the events, circumstances and subject matter thereof. In the event that the Court, at any time, determines not to retain jurisdiction over this matter , the parties hereby expressly waive and agree not to assert the defenses of statute of limitations and laches in any subsequent action related hereto. 18. This Agreement shall inure to the benefit of and be binding upon the City and WSDJV and its or their respective successors and assigns. 19 . The rights and obligations of WSDJV hereunder are fully assignable and transferable, including but not limited to, in the event any portion of the Remaining Property is conveyed by WSDJV, and in such event the City shall look solely to such transferee or assignee for the performance of all obligations, covenants, conditions and agreements pursuant to the terms of this Agreement . 20 . This Agreement contains the entire agreement of the parties hereto. Any change, modification, or amendment to this Agreement shall not be binding upon any of the parties hereto, unless such change, modification or amendment is by ordinance and in writing and executed by both the City and WSDJV and adopted by the City by ordinance. 21. This Agreement shall be interpreted pursuant to the laws of the State of Florida. 22 . This Agreement is intended to be performed in accordance with and only to the extent permitted by all applicable laws, ordinances, rules and regulations . If any provision of this Agreement or the application thereof to any person or circumstance shall for any reason, and to any extent, be invalid or unenforceable, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law. 23 . In the event of any controversy or dispute arising between the City and WSDJV in connection with this Agreement , including without limitation, in any settlement , in any declaratory action, at trial or in any appellate proceeding, the prevailing party shall be entitled to recover any and all costs and expenses associated therewith, in whatsoever nature or form, including without limitation, reasonable attorneys ' fees , paralegal fees, legal assistants ' fees, expert witness fees and other professional fees and expenses associated therewith. 24 . This Agreement and any modification or amendments hereto 7 /C/DAH 6786062AMD 06/22/90 . 3 �.... ; .._..,.,.._._. ....... . � .;:,.... � ..._ .:: .. .. . .. ' ... . .. . .. ��,��.,z. � Lt� � � r. � r t'. i j'. L - � may be recorded in the Public Records of Semi�o�ie;='��o�nt�, Florida; however, failure to record this Agreement or any modification or amendment hereto shall in no way invalidate same . IN WITNESS WHEREOF, the City and WSDJV have executed this Agreement as of the date and year first written above. "WSDJV" WINTER SPRINGS DEVELOPMENT JOINT VENTURE, a Florida general partnership Signed, sealed and delivered BY: GULFSTREAM HOUSING CORP. , i�. the pr.�sence of ,,� _ ,__ � a Delaware corporation, `�. ���` General Partner � � �� ' y , r " .� � � � '_� � ����� ,.- , � � .o., _ �� — �, � �_ � r BY , ' � , ,.s ; •. ff � J. lenn M I�I , j'/ � Vice Preside �� ,��„�,��",�,,,.,,, f� • `�.��,`���C,,.. ~F y�.,��, �'�, i e. •�ti '•'.4'�E 'yj ��<:,1 :�A+ `'�/ �: . ;� � � ,� • (CORPCIR�? �c iS�`$�I4. ��� -. » ,�' ; .► . J� . , , �°1� S r ',�� �; `= �y: '% �.r • .... '��• .� t r. ,��• •' \��,,� BY: HOME CAPITAL CORP. ,+��""""'"'���tl\ a California corporation, General Part �s,, _ O By: � � is E. Vogt, Vice President BY: C'�':� �� �. � �Joy- eCa o, `� � Assistant Secretary / ,,. v�.e ,` ;..A ' r�;� . c, . , '� �, • ', . ;.. (CORPORA'T�„r;�S�EALa� ',":; = �; �` Q �`; _- : `r" �� �. �. . �: a t o'.`J•..�. . ,`\\\ 8 �i�n�uui��,:, /C/DAH 6786062AMD 06/22/90 .3 ....W. . �.1 _ � ._....-i'- � . .. ....... -q E. .�.. ° � 1 Qi'?... �, 2 f � -_ �� �' � s��:fis�_.. :.<:. r�.. THE "CITY" THE CITY OF WINTER SPRINGS FLORIDA, a Florida municipal corporation Attest : /�f'l�j/y�I��� By: �u�1Ct� � . Mary T.' Norton, Leanne M. Grove City Clerk Mayor � 9 /C/DAH 6786062AMD 06/22/90 . 3 ,. .. ��..., _. �;� - _ ,;�$, __ � - � � t f � �= t �- �:�"::._�. .w. 'rM.. , STATE OF FLORIDA � COUNTY OF (j ����,�C��" I HEREBY CERTIFY that on this day personally appeared before me, an officer duly authorized to administer oaths and take acknowledgments , J. GLENN MARVIN, III , as Vice President of GULFSTREAM HOUSING CORP. , a Delaware corporation, which corporation is a General Partner of WINTER SPRINGS DEVELOPMENT JOINT VENTURE, a Florida general partnership, to me well known to be the person described in and who executed the foregoing instrument and he acknowledged before me that he executed the same for the purposes therein expressed, on behalf of the partnership. WITNESS my hand and official seal in the County and State , last aforesaid this � �- � da y o f `.SE�'iZ�)I.���-. , , 19 9 0 _. ..., , . �\;� 1-�—_°� ,� s.�; � , � �- � � r � „ C, ... r-�' , y / . _ / ,{ / �y � __> l. (/, .... `F .L�.i..(—,��V'�-- '�ri — ,- ; 'a, ✓ N ary P b ic . _ . , . r., My Ct��iniss ' on Exp,��res t "": 1 , ��� ��� � ��� , �;r�� ; k�'LY2Y PUB!'C 7AT[ OR'fL3RtDA AT l/�i��� •f � MtY �0:1,MDS :OP! E'r�ihES vU�IE 2S, 1^>94 �r.,e STATE OF FLO IDA RON1Yt° �r�NU A�+yi.7iy �GcNCY, swc. ''ur°; '. COUNTY OF L� � . , I HEREBY CERTIFY that on this day personally appeared before me, an officer duly authorized to administer oaths and take acknowledgments, LOUIS E. VOGT, as Vice President of HOME CAPITAL CORP. , a California corporation, which corporation is a General Partner of WINTER SPRINGS DEVELOPMENT JOINT VENTURE, a Florida general partnership, to me well known to be the person described in and who executed the foregoing instrument and he acknowledged before me that he executed the same for the purposes therein expressed, on behalf of the partnership. WITNESS my hand a�-��-ficial sea in the ounty and State last aforesaid, this day of , 199 . ,.... ,, Notary Publ ' My Commiss o Expires: ,," r. �,�' y r� �.. ���'. O ARY PUBLEC,STqTL��- � � �W COMMISSfON EXPI�$;�q��jD� �.F � :_. ' BONDED ThRU NOTARY p�j'� �'�g� '�...' - �f�tRWRIT�!'��c >. �.t.. � .. Sa "p y. �.: .� ,,.. %A •�W. ' J yi� �.\��, �t" -.. ��u. 10 /C/DAH 6786062AMD 06/22/90 . 3 - r _ �.� _,.. _ .-..v. �_._E:�`;_ �ti�.1\ . i t4.,:�� : � 2 � � �` �: � � �-� :. : -- �;� _.:.f,�:.�. _�. . ��TATE OF F RIDA COUNTY OF� _��� I HEREBY CERTIFY that on this day personally appeared before me, an officer duly authorized to administer oaths and take acknowledgments, JOY DeCARO, as Assistant Secretary of HOME CAPITAL CORP. , a California corporation, which corporation is a General Partner of WINTER SPRINGS DEVELOPMENT JOINT VENTURE, a Florida general partnership, to me well known to be the person described in and who executed the foregoing instrument and he acknowledged before me that he executed the same for the purposes therein expressed, on behalf of the partnership. WITNESS my hand and ficial s 1 i the County and State last aforesaid, this 1/��day of ..Q , 1990. , .:���,�,,,,� ,� •,`��-R , s.i'. s�• No ary Public -- ; Q � — . = My Commiss ' � " `� '�' � �!�� � .., : NOTA LtG','�1�7��6P.L���a�� � C,� ISSIONEXPiRESs MA����t�; MY DED THRU NoTARY PUB1.�C YNI�R�C . .��., STATE OF RIDA BaN ""-�� •"�.,o�'�,s r°� COUNTY OF �% ��:a'��.; �, �`''��„�, , �,'.'. I HEREB� CERTIFY that on this day personally appeared before me, an officer duly authorized to administer oaths and take acknowledgments, LEANNE M. GROVE, as Mayor and attested by MARY T. NORTON, as City Clerk of THE CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation, to me well known to be the persons described in and who executed the foregoing instrument and they acknowledged before me that they executed the same for the purposes therein expressed, on behalf of the ..�.. ,� ., municipality. � ''`• � ,:s i>"���.� °� � � ;. "��. ;.. � .,.., �: ; WITNESS m hand a d�icial s 1 ' n th Count and�'��.�t�., ' � y� Y Y c>�.� t> - last aforesaid, this ay of , 199G4'.�.~� ,`� o �- : � �'• �'' �, ¢t �' ;<. �'� J — � °#w����.•. Q •e'�:04 a\�;: , •..,��,,,.+�� ��. 5 S �� `'� �, Notary Pub ic ''• � • � •""� My Commission Expires: ,;GTARY►UBLIC�STATY O/ RLO�IOA AT LARGE MY COMMISSION ENfIRES pECiMBlR OS, 199! lONOED TlIRU AfMTON AaENCY.ING 11 /C/DAH 6786062AMD 06/22/90 . 3 . . , ,. ���� s: ' �- : :.:.� . ,.. ..,. �: v.. _ .' ��y E .", , . lAd'�VS11L ��11 117�11 .... ?-.i���k!� r;i `;. L'� F: f.T, {�'�''- �'. • � PA� 14C � � � � - v�'�:};i:..� ..,:. t ... ^"S" T=T�C;: : �� �;;__ _ � ' _cC�S � �+� i� r. c7d i�E:2:1�1G":' �.�E'c C� _ .;S.r,.''-�'1�:�..n UI'-T 1 �� , �` j � c _E?CO�O?G� ' rl PZct• �0��: .�,6, i'60e5 �. c77C �� Gi �.'lE '1:Ji1C ;�2CC=C., G_ �e;,^,; !�O�E COL'TIL�', + �C�1:]c . L��jiR��� �,.e�� Fp� M,�GP,��t�'.�b�G;� � (Page 1 of 15) ^�f.�:... ._ -' �::i,.v= Ei i+i . � 'j 1 � _- 1 E1 4 � C°, �; � PAI�:IIs 61 - ��'=�i�=��� w�. rw. P�?� � - D:S...''_'ru_�'iCT.�: =rcer� t'�,e oe.��riine cf i.^r,..e.secticc, er �;in`� Spri.ncs &^.•,�e�2r� ann :vc��xr. t�:ay� as sha,.�n in plzt o` ��i.�t� Sp�ings linit Fo,,:_.-' as rec�r3ec Plat F�k ifi, Pages 6, 7 and E, ��ic Rec�^'�-s o= Se.�.nole CoL.^�`y� Florica; r� t�.86°23'05"�. alonc, tt�e cen�line o: �;i�ter Spri�cs bot:lev�� 282. PS feet; thes�ce 2�.03`36'S5"ti. 60.00 feet `..o :tie noi�t cf �i-1.�ina on the tvc:-`-,h ri�t-c_`-wa�, line oF Winter Sb�:ncs 3��.:levzrc (i20' R�'w) ; thesce n`z 5.86°23'C5"ti. a]..ong sai� No��h richt-o{-��h- line 217. 85 feet to the point o` cur�atLe c� a curve cc�cave iv��.-. eastesly, anc havina a �-aci� of 25.00 feet; `,hence nm Nor`�hwes;�rlv along tr:e arc o� said curve 3°.27 feet throucn a aentral a^-lge o: 90° DO' OC" tn tne �int of tanaency o�n the �zst riaht-of-way line o_` Nc�h- e_•-n way (80' R/�^') ; thence nm t�.03°36'S5"�•;, alang sai.d Fzs;. �ic:�t--of- way 1i.ne °0. 78 feet to `he point oL cu..*-sature o: a cu_�-ve c�ncave 7�Gteriy a-� hav:.nc a racii:s of 18°3.55 feet; thence run Ne�'�`�''e=�`' a:ionc �,�-ie erc oF said curve 8S.?5 feet ~hrouch a ces�:=a1 zncie o�r 02° �2' �7" to a �int; `�he�ce leavinc said Fzst rignt-c_`-way line, r�.�^ 2�. 86°23' OS"�. 270. 83 fee� `�.o the aoint of cu.��-vature o� a curve conca"e Sout'7wesy`e=iy, and r�vis�g � radiLS of 2�.E 3 f ee�; thence n� Sou�,.h- e�s�-�ly al.rng L�he zrc of said cL�-ve 40.4d feet thirouan a ee���,sal �gle o� �3°i4' 41" t� the po:.nt o_` `�ngency; �ence nr� S.1C°22'1S"-. �i3. 65 feet `� a Foint on �he aforesz.id 2vor`,h rignt-of-�.ay line or 4;in:ar S�:i�gs Boulevzrd, said mint be:.na an a cu..Tve conc,zve No?-j-,h- �ly, z.z: 'r,avinc � racil:s o` 1D85.92 iee�; tn�nce �rc�r a �ngent i�c.�1T�L� O� 5. fi2°16' Q7��iN'. � ?'�T': 4�5i..E'ilv �lO:�.c�j `'1°_ ?SC 0= S�c�1C C`T�T2 a,�n �.:�cno said Tvo=�ne-1y -ig3:t-e:-wzy 1:s►e 78.O1 feet t'�souc'r. a G`�rl��? '�1�Q1E Oi O�°O6� �C�� �D �I3°_ 13J1S1� O' t�E'C`_P^.�"1Cj, CJI���•-.1']Q l , L i l�_ c.C=ES. (Page 2 of 15) n rl tµ,., �,`--t':;_ , ' , �, -uU�,� � .. _.... � �� � � fe . � . , y � � _ E: .- <.. � � PAF�L 61 -u�:- - �:`;. i�:.. c��, ; ..�_.._ D� � Lr;� P` '. Dt� C , F�r,CL: 2 FrO�� � �1E CEntPriinE 0` � ntersec�� �r, 0` k'i �,�Er Sp' � r� �5 � OUIE - ;,fiQrfi k'E}' i5 Stiph'fi lr F7Zi Of �'J ��i: �( SPr� i �� L� t��� : ? vcr� crC I�C� � Fub1iC rE - YOUh , e5 ?'� C01'GEd in F1 � � b�ok lE , P� oes b , � b £ , cores cf Se���'� �G� e Cour:�� , �iorio� , run i� . E�`� 3 ' C5 " E . � lonc �t�E c �r, �Eriine af �inter Sprine5 Boule���r � 2E2 . 8� {eet ; thence �� . C'j � jE ' �� "h . �G' . �� jeEi i.0 � poini Ofl ��1E ��01' �f� rlCr�i 0 { k'c�1 line c` seic �'� rter ��rines Soule�v�r� , szi � po� nt beino on a cur ��e c�ncave i�or �herly � n� havine � radius o ` 10�5 . S2 `ee � ; j 1� . �6 °23 ' 05 " � . run F �s �erl �- thEnCE t"'Dm c �cnQQnt bEar � nG G � . E � Of1C� th2 crC 01 SEId CUt'vE cfld elonc SE1G ��Or : hQr � Y 1'l01'�� 0� ►+"c \' I1fiE �� . �� tEEt ��1r0U0h c C2fi�' �� oTiC� E �r �''� ° �E � �' � `0 r tne poini. Gf becinning; �henCe lez�� in0 Scid �Or :��Prl �� ri0ht 0 � r ti�c�' lire , run f; 10°�2 ' lfi "l�' . 173 . E� `eet to the poin� o � curv� - turE c` � turve concave Southwesterly an� ha ��ine a rad� us of � � . E � �eEt ; � nence run �'Or�hweStefly � lOnO �hE crC G` 5 � �� � � ` l � � t � �� to the curve � D . E4 �ee � throuoh � [entrzl afiO�lE of E.: po� rt o` tanoency; : t�ence run 5 . �6 °2� ' 0� "k' . 270 . �3 feet ( t� o pflir� o;i the Fesierl�� rioh� o� h•�)' line o1 ��rthern � cy 8� p /;; ) s � i � pcir,t b= inc on � curve conc� ve � zsterl �� anG ha.v� no r 18:3 . 5` �eE� • th2nCe frotr� 2 �anoer�t becrinc of E rcCiuS o + + - • " hi . Gl °C� � 58"1�' . rur� D�ortherly c �Ipf1G the orC o` Sc ` o Curve 'cnd - sterly rict�� c� h�e� line �O . CB `eet thr �uct-, e "clonc SciG � :. _ � cen:r �l 'c �l �� E o� O1 °�0 ' �6" �o � pcin� ; ihence i : evino seio G� c �2rj�i riC' f�� O.i 'v.'c}� � 1f1E rU�l �� . Pi� ��L. � v� �� � . Zb�• �6 iE° � Z.0 � ��E AG1 ��i. D ; CUr�d � turE G� c Curve ConCc �E Sou� hh'e5t2ri �� 2nd i�� V1 T1L• o �c Gl US G� %% . EZ �cF : ; �nence rUn �OU� hE25 �°' � y c � 0� 0 -, � ' �hreuoh � cen�r � l �ngle o' �ne erc o= said curv� 1 • . D7 �eei c , ' E3 = 'i �. ' �: 1 " �o tr� �oini c; tancenc�� ; ;.he�ce run 5 . 10`%2 ' 1 '= • �I�� .v� Tc�� I'J e � DO1riT Oil T.hE ci01'PSoiG I�D1'thE " I ;' r� Ch� Or N8V � 'iilE DS i+ lT1�r" ' �?'.' inCS GCU � ?�'cf0 , Sc 'I � poir.� D° 1i10 OTl c CUT'VE � ��� . �2 ��� ., ° � COilCeV� 1�'OYih?'� V cri0 ��cVlT1G "c 1'cGiLS Gr C c ` • � �1_ il 2 r S . 7c°3j ' 46"i�' , run l�'eStErly slono ;,he f-orr, � �aneen� becrine o � . cl'C 0� SclO CUtvE c' f10 e� �� C Scl � ��jOr�hEf � v f'� Gi1T 0 � k'c)' Ilfle 5� . C2 ` ee � thrOUOh 'c C2Tiir' c �� cf1C� E D ` �Z °3Q+ � C � �� LD 2t1E p� in� ' of be�inning , c�ntoinine thErEin 0 . 597S ocres more or less . (Page 3 of 15) i _ � .,. ..,. f�':i « L_ . Z� rl;?�t t`s,,;=_ F f �i � �-: � , P��t� b 1 _ � � t � , f.; ,; , Cviti`t�-.:.•�'_ :.:i. fi.. D1.SC1+lYTIUn� - PnRCLL "I,�� From [I,e centerline inte:'seclion of winter Sorings Goulevard ar,d Nor=herr, Way, as shoNn on Clie plat ot winte: Snrings unit 4, recorded in Plat DooY. 1.8, raQPs 6 . 7 a�d 8, Public f<ecords of Seminole CounCy, I'loriUa; run N.03°3o'S5"h, alony the cencerline of Northern h'av 1?5. 'I8 feet; thence N. OE°23'05"L. 40.00 feet to a pr,int un the Gasl right-of-way line of Nort,hern wry, aoid poin� being clie point of curvature of a curve concave L'asterlv and havino a rac)ius of 1lf53.55 feet; run thence Northerlv along said riaht-of-a•:,v line �ind alono the arc of sai� curve 305. 34 feet Clirouoii 'r. cenCral anale of 09°21' 3G" co tiip point of beqinning; thence cont�nue Northez)y �leno the arc o: said curve 453. 33 teet throuoh a centrai anqle o: 13°43'O1"; thence run 5.70° 32'10"L. 15:. E1 fEet; thence N.2G°1:'2' '�, 2p3. 35 feec to Lhe South line of a 11U foot ��ide 1'lorid� Povcr and Ligh[ Comp:,ny P.nsement% thence t..54°US' 3�"W, ulonu said Sou[h linE 16k,00 fec[ to said East right-of-Way line of Northern Way; tlience N.25°22'S5"C. along said La::t right- of-w,y �ine )26. �4 Leet to the point of curvaCure �f a r.urve conceve Southeasterlv and I�avino a radius of 410.00 feeL; run thence Nnrthea�ter]y along tl�e arc of said curve 43p.B3 feec cnrouqh n eentral angie of GO°12'23" co the �oin� of reverse curvature of n curvF. conca�e NorChwesterl}, �u�d h�ving a ra�ius of 296. 47 feet; run thence Northeasterly 177. G5 feet along Che arc c>f said curve ti�rouyh a cencral angle of 34°06'09" to the S�uth line of lU0 foot wide Florida }%uver C'ornoration Lasement; thence S. BS°10'12"L, along said South ]ine 904. 7� feet; thence 5.�7°45' 05"L. 1�4..07 fee.C- to tne Wortherly right-of-w��, linc of winter Sozi-nqs floulevnrd. s��id raglit- �f-w�ay line beiny on a curvc concave Sou[heasterly and havinq � radius ot 1215. 1C icet; thencc from ti canyen[ bearino of S. G2°14'S5"W. run Soutl�vescerly alono said right-of-uay line e.nd alonq che arc of sa�d c��rvP �37,53 feet through a central anglP of 34°46'29" to the point of tanqency; t.henCe S.27°2U' 2G"W, 261.56 feet to the point �f curvature of a curve concave laorthwestc-rly and 1»ving a radius of lOB5. 92 feet; run t.hence Soutl�vesterlv aionu the arc of said curve 960. 49 feet; tl�ence N. 10°22'19"h'. 50.�0 feet to the beginning of a curve concave Northuester]y and having a radius o: ]035. 92 ieet; thence from a tangent bearino of N.79°37'46"E. run Northe�sterly alono che ai-c of said cu:ve 170. 78 feet throuol� a cencral anole o: 09°2G'a4"; thence N. 19°se' ��"t�. 325. 30 feet; thence N, B�°32' 31"W. 419.75 feet to the Point Of beqinni��g, containin� Chere�in 32•59?9. acres. ` (Page 4 of 15) • ' TUSCnWILLA PARCEL 15/Pfu�Cr.L I - =- � ' ' - . �� -` � -�- �. ' :C=;:rt� r -- ; � � f � - �, � f. _ : c; c�+�:�;�,: - - . , ,;:...�::_::_;_ _u. �=�... DESCRIPTION: That part of the MAP OF THE PHILLIP R. YOUNGE GRANT, as recorded in Plat Book l, Pages 35 throujh 38 of the Public Records of Seminole County and that part of Sections 5 and 8, Township 21 South, Range 31 East, Seminole County, Florida, being described as follows: Begin at the Northeast corner of said Section 8, Township 21 South, Range 31 East, Seminole County, Florida, thence run S 00°24'SS" E along the East line of the Northeast 1/4 of said Section 8, for a distance of 205.56 feet to the Point of Intersection of the Northerly Ri�ht-of-Way line of the Lalte Charm Branch of the Seaboard Coast Line Railroad (I00' R/W) with the EasterIy Right-of-Way line of the Black Hainmock Branch of Seaboard Coast Iine Railroad, said Point of Intersection beina a point on a curve concave Northeasterly having a radius of 799.85 feet and a chord bearing of N 49°02'35" W; thence run Northwesterly alon� the arc of said curve and said Easterly Right-of-Way line through a central angle of 08°11'08" for a distance of 114.27 feet to a point on a curve concave Northeasterly havina a radius of 651.23 feet and a chord bearing of N 20°36'17" W; thence nui along the arc of sa�id_curve and said Easter?;� Right-of-Way Iine throu�h a central angle of 54 3� 00 for a distance of 620.40 feet; thence run N 06°21'38" E along said Easterly Right-of-Way line for a 1540.�5 feet; thence leaving said Easterly Right-of-Way Iine run S 89°32'22" E along the South RiQht-of-Way line of State Road No. 434 (60' R/V� for a distance of 131.05 feet; thence run S 00°11'S7" W along the East Iine of the Southeast 1/4 af Section 5, Township 21 South, RanQe 31 East for a distance of 1958.31 feet to the POINT OF BEGINNING. TOGETHER WITH: Commence at the Northeast carner of Section 8, Township 21 South, Range 3I East, Seminole County, Florida, thence-run S 00°24'S5" E along the East line of the Northeast 1/4 of said Section 8 for a distance of 205.56 feet to the Northerly Right-of-Way line of the Lake Charm Branch of the Seaboard Coast Line Railroad (100' R/Vi�; thence run N 54°34'S7" W along said Northerly Right-of-Way line for a distance of 293.14 feet to a point on a curve concave Southwesterly having a radius of 1959.19 feet and a chord bearing of N b6°56'09" W; thence run Northwesterly along the arc of said curve and said Northerly Right-of-Way Iine throu�h a central � angle of 24°44'10" for a distance of 845.83 feet to the point of tangency; � (Page 5 of 15) TJSCkhILl,T, PhRCEi 15/FARCEL 1 - '. � :.'Ey v.� ;`.:_ , �'=ti- thence run N 79°18'14" W alon� said Northerly Right-of-Wa}� �e �or a �-� � � ` • distance o f 6 9 1.2 6 feet to the point of curvature of a curve conca��=:�;_:�� ;;;;. �;.. Southwesterly having a radius of 2612.09 feet; thence run Northwesterly along the arc of said curve and said Northerly Ri�ht-of-VJay line through a c�ritral an�le of 11°46'38" for a distance of 536.92 feet to the point of tangency; thence run S 88°55'08" W along said Norrherly Right-of-Way line for a distance of 96.48 feet to the Easterly Right-of-Way line of Proposed Vistawilla Drive and a point on a curve concave Southeasterly having a radius of 460.D0 feet and a chord bearing of N 44°53'28" E; thence run Northeasterly alon� the arc of said curve and said Easterly Right-of-Way line through a central an��e of 69°00'18" for a distance of 554.01 feet to the point of reverse curvature of a curve concave Northwesterly having a radius of 790.(}0 feet and a chord bearina of N 44°�0'S0" E; thence run Northeasterly alon� the arc of said curve and said Easterly Right-of-Way line through a central an�le of 69°OS'33" for a aistance of 952.65 feet to the POINT OF BEGINNING: thence continue Northerly alon� said Easterly Right-of-Way line and said curve havin� a radius of 790.40 feet and a chord bearinQ of N OS°22'S1" E through a central an�le of 09°50'25" for a distance of 135.6� feet to a point of non- tangency; thence run N 06°10'16" E alon� said Easterly Right-of-Way line for a distance of 1Q0.50 feet; thence run N 00°27'38" E along said Easterly Ritrht-of-V�'ay line for a distance of 214.99 feet to the point of curvature of a curve concave Southeasterly havin; a radius of 2�.00 feet; thenc� run Northeasterly along the arc of said curve throu�h a central an�le of 90°00'00" for a distance of 39.27 feet; thence run S 89°32'22" E along a line that is 25.00 feet South of and parallel with the South Ri`ht-of-Way line of State Road 434 for a distance of 404.53 feet; thence run N 00°27'38" E for a distance of 25.00 feet to said South Ri�ht-of-Wav Iine; thence run S 89°32'22" E along said South Ri�ht-of-Way line for a distance of 639.86 feet to the West Right-of-Way line of the Black Ha�-n.mock Branch of the Seaboard Coast Line Railroad; thence run S 06°21'38" W alon� said West Ri�ht-of-Way Iine for a distance of 502.66 feet; thence leaving said West Right-of-VJay line run N 89°32'22" W for a distance of 1039.34 feet to the POINT OF BEGINNING. TOGETHER WITH: Commence at the Northeast comer of Section 8, Township 21 South, RanQe 31 East, Seminole County, Florida, thence run S 00°24'S5" E along the East line of the�Northeast 1/4 of said Section 8 for a distance of 205.56 feet � to the Northerly Right-of-Way line of the Lake Charm Branch of the Seaboard Coast Line Railroad (100' R/W); thence run N 54°34'S7" W along said Northerly Right-of-Way Iine for a distance of 293.14 feet to a (Page 6 of 15) . .,:,'�CAL�:r....?. '-FiRC',:.J �SiFnRCr� . point on a cun7e concave Sou�hwesterly having a radius of 1959.19 feet and � a chord bearinQ of N 66°56'Q9" W; thence run Northwesterlv alon� the arc of said curve and said I�'ortherly Riaht-of-Way line throu�h a central angle of 24°44'10" for a distance of 845.83 feet to the point of tanaenc}�; thence run N 79°18'14" V1 alon� �aid Nartherly Ri�h:-of-Way line for a distance of 691.26 feet to the point of curvature of a cun�e concave `�� ��? Southwesterly having a radius of 2612.09 feet; thence run Northwesterlv �,� '``' �-; ._ c=� --.� a:�..; alon� the arc of said curve and said Northerly RiQht-of-Way line throuRh a - ...,,, r,� central anale of 11°46'38" for a distance of 536.92 feet to the point of '��' �� ,.; tanaency; thence run S 88°55'OS" ��� alona said Northerl Ri`ht-of-Wa�� ���� �� � Y %:::� ��,:::",r ' ; line for a distance of 178.11 to the Westerl�, Right-of-Way line �f :,, .,,.._ ..,;r: Proposed Vistawilla Drive; thence run N 10°23'19" E alonQ said Westerly '•� �:� �'�y �,. Ri�ht-of-Way line for a distance of 16.23 feet to the point of cun�ature of a '""'"' cun�e concave Southeasterly havin� a radius of 540.00 feet; thence run alonR the arc of said curve and said Westerly Ri�ht-of-Way line throubh a central anale of 69°00'18" for a distance of 650.36 feet to the point of reverse curvature of a curve concave Northwesterly having a radius of 710.4C feet and a chord bearinQ of N 71°54'S5" E; thence run Northeasterly alon� the arc of said curve and said Westerly Riaht-of-VJay line throuah a central anale of 14°S7'22" for a distance of 185.33 feet to the POII��T OF BEGII�TNLNG; thence leavinQ said Westeriy Riaht-of-Way line run N 30°2�'39" V�J alon� a non-radial Iine for a distance o� 356.C4 f�et; thence run ti' 89°�2'39" VF% fo: a distance of 22�0.00 feet; Lhence run N 00�07'21" E 1or a dist�nce of 1Q0.00 feet; thence run I�� 47°03'S9" E ror a distance oi 292.9� fee�; thence run N 00°07'21" E for a distance of 400.00 feet to the Sout�� RiQht-of-V�%ay line of State Raad No. �34 (60' R/�'); t�'�ence ru.n S 8°°52'?9" E alona said South RiQht-of-���ay line for a dis~�-�ce of I�80.00 feet; thence run S 89°32'�2" E alonQ said Sauth Riah�- o�-�T�%ay line for a distance of 611.08 feet; thence lea��inQ said Soutt� Ri�ht- of-��Tay line run S 00°27'38" W for a distance of 25.00 feet; thence run S 89°32'22" E alona a line 25.00 feet South oi and parallel with said South Right-or-Way line for a distance of 395.00 feet to the point of curvature of a cun�z concave Southwesterly havin� a radius of 25.00 feet; thence run Southeasterly alon� the arc of said curve throuah a central anale of 9Q°00'00" for a distance of 39.27 feet; thence run S 00°27'38" W alon� the Westerly Riaht-of-Way line of Proposed Vistawilla Drive for a distance of 214.99 feet; thence run S OS°15'00" E alon� said Westerly RiQht-of- Wav line for a distance of I00.50 feet to a point on a curve concave Nonhwesterly having a radius of 710.00 feet and a chord bearin� oi . S 32°26'S6" W; thence run Southwesterly along the are of said cur��e and said Right-of-Way line throuah a central anale of 63°58'36" for a distance o� 792.79 feet to the POINT OF BEGINI�TING. ToQether containina a total oi 66.968 acres more or less and 'beinQ suoject to a.ny nQhts-oi-way, res�-ictions a�-�d easements of record. � (Page 7 of 15) . -'SG:��r?i:.A PARC�? �5I?FRCE:. G S�ESCRIPTION: That part of the MAP OF THE PHILLIP R. YQNGE GRANT, as recorded in Plat Book 1, Pages 35 through 38 of the Public Records of Serriinale County ar:d that part of Section S, Township 21 South, Ranae 31 East, Seminole County, Florida, bein� described as follows: ,•..� i,r, �.; Commence at the Northeast corner of Section 8, Township 21 South, Ranae �7 ..,,, � 31 East, Serr.inole County, Florida, thence run S 00°24'S5" E alonQ the ��� -�-� � ,,.; Eas� line of the Northeast 1/4 of said Section 8 for a distance of 205.56 feet ._ to the Northerly Right-of-Way line of the La�:� Chann Branch of the ;�' ��;:.-,r Seaboard Coast Line Railroad (100' R/R'); thence run N 54°34'S7" W -�, ���- - along said Northerly Right-of-Way line for a distance of 293.14 feet to a ' � ; point on a cun�e concave Southwesterly having a ra dius o f 1 9 5 9.1 9 feet an d a chord bearin� of N 66°56'09" W; thence run Northwesterly alon� the arc af said curve and said Northerly Ri�ht-of-«�ay line through a central angle of 24°44'10" for a distance of 8?5.83 feet to the point cf tanaency; thence run N 79°18'14" W along said Northerly Ri�ht-of-R'ay line for a distance of 162.82 feet to the POINT OF BEGINNING; thence cantinue N 79°18'14" W along said Northerly Right-of-Way line for a distance oi 528.44 feet to the point of curvature of a curv� concave Southwesterly havLn� a radius of 2612.09 feet; thence ru�� Northwesterly alona the arc of said curve and said Northerly RiQht-o�-��'ay Iine throu�h a central an�le of 11°46'3�" for a distance of 536.92 feet to the point of tangenc}�; thence run S $8°55'08" W alon� said Northerly Riaht-of-Way line for a distance of 96.48 feet to the Easterly Right-of-VJay line or Proposed Vistawilia Drive ar�d a point on a curve concave Southeasterly havin� a radius of 460.00 feet �nd a chord bearin� of N �4°53'28" E; thence run Northeasterly alon� the arc of said curve and said Easterly Ri�ht-of-Way line throuQh a central angle of 69°00'18" for a distance of 554.01 feet to the point of reverse curvature of a curve concave Northwesterly havi�-�g a radius of 790.00 feet and a chord bearing of N 44°50'S0" E; thence run Northeasterly along the arc of said curve and said Easterly Right-of-Way line throuah a central angle of 69°OS'33" for a distance of 952.65 to a point of non-tanaency; thence leaving said Easterly Right-of-Vi'ay line run S 89°32'22" E alona a non-radial line for a distance of 1039.34 feet to the Westerly Ri�ht-of-V��ay line of the Black Hammock Branch of the Seaboard Coastline Railroad; thence run S 06°21'38" W along said Westerly RiQht-of-Way line for a distance of 525.90 feet to the point of curvature of a curve concave Westerly navin� a radius of 552.67 feet and a chord bearing of S 12°32'48" W; thence run Southwesterly along the arc of said curve and said Westerly Right-of-Way line throuah a central anale of 12°22'20" for a distance of 119.34 feet to a point on a curve concave Northwesterly {Page 8 of Z5) � ^."'SCAWILi.A PARCEl 15/FARCEL 2 having a radius af 656.13 feet and a chord bearing of S 51°12'30" V��; �, thence run Southwesterly along the arc of said curve and said Westerly Rigr.t-of-Way line through a central angle of 77°02'04" for a distance of 882.17 feet to a point on a curve concave Northerly having a radius of 799,85 feet and a chord bearing of N 85°21'14" W; thence run Northwesterly along the arc of said curve and said ��Jesterly Right-of-Way Iine and al�ng the arc of said curve through a central angle of 12°OS'S9" for a distance of 168.91 feet to the Point of Intersection of said Westerly Right-of-Way line with the I�'ortherly Right-of-�'�'ay line of said La�:e Charm Branch of the Seaboard Coastline RaiUoad Right-of-Way and the POINT OF EEGINI�IING. TOGETHER WIT'ri: ����.,� tn �'�J P:.'' Commence at the Northeast corner of Section S, Township 21 South, Ran�e r;�r .,,, ;�;„ 31 East, Seminole County, Florida; thence run S 00°24'S5" E alonv the � �v "� ' East line of the Northeast 1/4 of said Section 8 for a distance of 205.56 feet ��t� , to the Northerly Right-of-Way Iine of the Lake Charm Branch of the s:�.- . �.,�:.> Seaboard Coast Line Railroad (100' R/W); thence run N 54°34'S7" W ;' �� -,.,'�r` alon� said Northerly Right-of-Way line for a distance of 293.14 feet to a ' '� I" � , � , ., point on a curve concave Southwesterly having a radius of 1959.19 feet and a chord bearin� of N 66°56'09" W; thence ran Northwesterly along the arc of said curve and said Northerly Right-of-Way Iine throLgh a central anale of 24°44'10" for a distance of 845.83 feet to the point of LanQency; thence run N 79°18'14" W alon� said Northerly Riaht-of-Way line for a distance of 691.26 feet to t�he point of curvature of a curve concave Southwesterly having a radius of 2612.09 feet; thence run Northwesterly along *.he arc of said curve and said Northerly Ri4ht-of-Way line through a cer.tral angle of 11°46'38" for a distance of 536.92 feet to the point of tan�ency; tiaence run S 88°55'08" W along said Northerly Right-of-Way line for a distance of 178.11 feet to the Westerly Right-of-Way line of Proposed Vistawilla I�rive and the POINT OF BEGINNING; thence run N 10°23'19" E along said Westerly Right-of-Way line for a distance of 16.23 feet to the point of curvature of a curve concave Southeasterly having a radius of 540.00 feet; thence run Northeasterly along the arc of said curve and said Westerly Right-of-Way line throuah a central angle of 69°00'18" for a distance of 650.36 feet to the point of reverse curvature of a curve concave Northwesterly having a radius of 710.00 feet and a chord bearing of N 71°54'S5" E; thence run Northeasterly alon� the arc of said curve and said Westerly Ri�ht-of-Way line throu�h a central angle of 14°57'22" for a distance of 185.33 feet; thence leavin� said Westerly Right- of-Way line run N 30°22'39" W alon� a non-;�adial line for a distance of 356.04 feet; thence run N 89°52'39" W for a distance of 3675 feet more (Page 9 of 15) . � `�'-'S�-���:.:,A ?F.RCEL 15/PARCEL 2 or Iess to the centerline of Howell Creek; thence run Southerly along tne ` centerline of Howell Creek for a distance of 1050 feet more or less to the Northerly Ri�ht-of-Way line of Lake Charm Branch of the Seaboard Coastline Railroad; thence run N 88°55'08" E along said Ri�ht-of-Way line for a distar.ce of 3153 feet more or less to the POINT OF BEGINNING. Together containin� a total of 104.0 acres more or less and being subject to any right-of-way, restrictions and easements of record. :....,.� E fi � !":'S �.r� C.J .'� � � .7C .�"1 w.� r::.:.. r�; , . • t„"�,;! e '�i �_ «„�� ��,;, !'�? �:,� '.'.") ` , (Page 10 of 15) ; ._.._.,SCAti_i:_.F� ?ARC:I� 15/FP.RCEL 3 DESCRIPTION: That part of the MAP OF THE PHII.LIP R. YONGE GRANT, as recorded in Plat Bool: l, Pages 35 throu�h 38 of the Public Records of Seminole County, Florida, being described as follows: ,-�,�, �1 r�� Commence at the Southeast corner of Section 8, To�Tnship 21 South, Range r�,� —•,� ��:; 31 East, Seminole County, Florida, thence run S 00°24'S5" E along the w�: "~' �'� East line of the Northeast 1/4 of said Section 8 for a distance of 205.56 feet �-� to the Northerly Right-of-Way line of the La�:e Charm Branch of the �� �,;:::���x ��. . Seaboard Coast Line Railroad (100' R/V�; thence run 'V 54°34'S7" W ;' �`�� ?�_-: along said Northerly Ribht-of-Way line for a distance of 293.14 feet to a �;.�.'� ���'. point on a curve concave Southwesterly having a radius of 1959.19 feet and a chord bearing of N 66°56'09" Vt'; thence run Northwesterly along the arc of said curve and said Northerly Riaht-of-Way line throu�h a central anQle of 2�°44'10" for a distance of 845.83 feet to the point of tangency; thence run N 79°18'14" W alonQ said Northerly Ri�ht-of-Way line for a distance of 691.26 feet to the point of cunrature of a curve concave Southwesterly havin� a radius of 2612.09 feet; thence run Northwesterly along the arc of said curve and said Northerly Right-of-Way line through a central angle of 11°46'38" for a distance of 536.y2 feet to the point of tangency; thence run S 88°55'08" W alona said Northerlv Riaht-of-VJay line for a distance of 178.I1 feet to the Westerly Right-of-V�%ay line of Vistawilla Drive; thence run N 10°23'19" E alona said Westerly Riaht-of- Way line for a distance of 16.23 feet to tne point of cun�ature of a curve concave Southeasterly havinQ a radius of S4Q.00 feet; thence run Northeasterly alona the arc of said curve and said Westerly Ri�ht-of-�'ay line throu�h a central anQle of 69°00'18" for a distance of 6�0.36 feet to the point of reverse cun�ature of a curve concave Narthwesterly having a radius of 710.00 feet and a chord bearing of N 71°54'S5" E; thence run Northeasterly along the arc of said curve and said Westerly RiQht-of-Way line throuah a central angle of 14°57'22" for a distance of 185.33 feet; thence leaving said Westerly Right-of-Way line run N 30°22'39" W alon� a non-radial line for a distance of 356.04 feet; thence run N 89°52'39" W for a distance of 2250.00 feet to the POINT OF BEGINNII�G; thence run N 00°07'21" E for a distance of 100.00 feet; thence run N 47°03'S9" E for a distance of 292.95 feet; thence run N 00°07'21" E for a distance of 190.00 feet; thence run N 89°52'39" Vv far a distance of 311.14 feet; thence run N 00°07'21" E for a distance of 210.00 feet to the South Right- of-Way line of State Road No. 434 (60' R/V�; thence run N 89°52'39" �7J along said South Right-of-Way line for a distance of 522.20 feet; thence run S 89°32'14" W alon� said South Right-of-V�'ay line for a distance of 8�0 feet more or less to the centerline of with Howell Creek; thence run (Page 11 of 15) """;SC',AYiILLA ?ARCEL 1j1PnR�,Ei 3 ' Southerly along the centerline of Howell Creek for a distance of 95G� feet more or less to a point in said centerline af Howell Creek lyin� N 89°52'39" W a distance of 1425 feet more or less from the POINT OF BEGINNING; thence run S 89°52'39" E for a distance of 1425 feet more or less to the POINT OF BEGINNING. J Containing 25.2 acres more or less and being subject to any ri�ht-of-way, r.,w;, restrictions and easements of record. f„ �a �; rry �':r .��.ty � :74'.�� :e�".'. 1'� �::..: � �... � [:::a 1:�.',:�;� . ''� "�'".' .�.�,� �.:.. �.?� �T , (Paae 12 of 7 51 • -,•SCx.wli;.,, ?F.kC£L i5/��RCc.� 4 DESCRIPTION: That part of the MAP OF THE PHILLIP R. YONGE GRANT, as recorded in Plat Book 1, Pa�es 35 throu�h 38 of the Public Records of Seminole County, Florida, beli-�g described as follows: " Commence at the Southeast corner of Section 8, Township 21 South, Range ,.._„� 3I East, Seminole County, Florida, thence run S 00°24'S5" E along the �„ �v �� East line of the Northeast I/4 of said Section 8 for a distance of 205.56 feet ''�` '�' ��.; to the Northerly Right-of-V�'ay line of the La�:e Charm Branch of the ��� ~``` ���'� ,.... Seaboard Coast Line Railraad (100' R/V�; thence run N 54`'34'�7" W ,`��,' : along said Northerly Right-of-Way Iine for a distance of 293.14 feet to a ` ' ' -�"'' -� ,.��- �, _;. c r„mr r+»...: �., point on a curve concave Southwesterly having a radius of 1959.19 feet and '�� a chord bearing of N 66°56'09" W; thence run Northwesterly along the �°w�.� zt arc of said curve and said Northerly Riaht-of-Way line through a central anale of 24°44'10" for a distance of 845.83 feet to the point of tan�ency; thence run N 79°18'14" W alon� said Northerly Right-of-Way Iine for a distance of 691.26 feet to the point of cun�ature of a curve concave Southwesterly havin� a radius of 2612.09 feet; thence run Northwesterly alon� the arc of said curve and said Northerly Rijht-of-Vt�ay line through a central anQle of 11°46'38" for a distance of 536.92 feet to the point of tanQency; thence run S 88°55'08" W alon� said Northerly Ri�ht-of-��ay Iine for a distance of 178.11 feet to the Westerly Riaht-of-Way line of Prc�posed Vistawilla Drive; thence run N 10°23'l.9" E along said Westerly Right-of-Way line for a distance of 16.23 feet to the point of curvature of a curve co�cave Southeasterly havin� a radius of 540.00 feet; thence run Northeasterly along the arc of said curve and said Westerly Right-of-Way line throuQh a central angle of 69°00'18" for a distance of 650.36 feet to the point of reverse curvature of a curve concave Northwesterly havli�a a radius of 710.00 feet and a chord bearin� of N 71°54'SS" E; thence run Northeasterly alon� the arc of said curve and said Westerly Riaht-of-Way line throuah a central an=1e of 14°57'22" for a distance of 185.33 feet; thence leavinQ said Westerly Right-of-Way Iine run N 30°22'39" W alon� a non-radial Iine for a distance of 356.04 feet; thence run N 89°�2'39" W for a distance of 2250.00 feet; thence run N 00°07'21" E for a distance of I00.00 feet; thence run N 47°03'S9" E for a distance of 292.95 feet; thence run N 00°07'21" E for a distance of 190.00 feet to the POINT OF BEGINNING; thence continue N 00°07'21" E for a distance of 210.00 feet; thence run N 89°52'39" W along the South Ri�ht-of-Way line of State Road 434 (60' R/W) for a distance of 311.14 feet; thence run S 00°07'21" W for a distance of 210.00 feet; thence run S 89°52'39" E fo; a distance of 31 I.14 feet to t31e POINT OF BEGINNING. Containin_ 1.500 acres more or less and 'bein� subject to any ri�hts-of- wa}�, restrictions and easements of record. � (Page 13 of 15) P�..S 15 and 80 . (Canbined) D�St�IYI�U�I: ..,,� 4"1': All that pirt of tl�e kf s� o C the P4�i i l tp _R. Y ost ae Grin t u rcc ordcd i n 4„ rv ,r:, ��, -.a ��-i P�at Boo� 1, Pt�ct 35 tbro�+gh 38 of the Pubiic Rccords of Seminalc _� ,� Cau.at7. F1ari.�a s�d z pact►an o€ the Soechcast- 1/4 0� Scction S and a '" portion of the Nocthc�st 1/4 af �Sectioa S, Tovraship 21 South, Rangc ��:; , 31 Fisi, Semi:sak County, Flo�dt, }ying South of S.R. 434, Eold S.R. ��� ��":F ;: 419�', No� af tbe La�e Charm .Branch of tha Scabozrd C�3t LiDC r' �' :`�"� Y..("'� r.''y Rai.I�osd and Esst vf GARDEN,+� FAR�s1S, TOWN SITES ss rccordcd in �.„.,, , ' Plat Booic 6, Page 39 of thc PubIic Recar�s af Seminole County, Flarida, less Riqht- Of - Woy for $ lock Hommock Bronch of the S.C.L. Roil road. All together contoining 278.322 acres more or less. (Paae 14 of 15) , �� JESSUP PF2(JP�'^Y ����.r t`w.� ra+ tn �;.;r PT� ..� ["rt't .� �� :�„: ,�s .� _; s . ; , :-., .°,°:, -*. ,.r�- -,,,. �.... C,Y"a x.w. D�sc.e��r�o� .. , , Lo:� 1 .:�d �. Bloc�: .a. D.R. �IITCIIrLL'S SL�����' 0�' T;1L• LL-�'1' �R:�\T ;�ccordin^ to tl�e rlat recnrdccl in Pl:it I3�ok 1 . f;l;'c �. �t ���� Pi�hlic R�cords of� Sen.ino''� County. f�loricf:i. Con;:�inin� �0.7 :ICtCC m�re or ics5. (Page 15 of 15) ° , EXHIBIT "B" , � PERMITTED COMMERCIAL USES 1. The following uses are permitted in the Tuscawilla PUD: a. Administrative public buildings ; b. Advertising agencies; c. Alcoholic beverage sales (package) ; d. Alcoholic beverage, on-premises consumption, provided food is also served; e. Alterations and tailoring, shops and services; ,.,,,, f. Antique and gift shop; ,�, s.��r � g. Appliances, sales and service; ��.� � �, h. Artists ' studios; �= -�, � i. Attorneys; �-' �,; j . Automotive accessories sales; k. Bakery, retail; `��' �°';',.. 1. Bathroom accessories ; �' M��� �,,;;' m. Bicycles, sales and service; � �'� r:��W� . n. Bookstores, stationery, newsstands; �°.;r7 r�; o. Bookkeepers; p. Bowling alleys, provided either ( i) no building may be located nearer than two hundred fifty ( 250) feet to any residential property line or ( ii ) the proposed developer shall provide reasonable evidence that noise emanating from inside such building cannot be heard from residential property within the Tuscawilla PUD; q. Butcher shop, retail only; r. Carpets, rugs and linoleum; s. Car wash, automated and enclosed, similar to Shiners and those associated with gasoline service stations; t. Churches; u. Cleaners; v. Coin dealers; w. Computers, hardware and software sales and service; x. Confectionary and ice cream stores; y. Convenience stores and markets, including those which sell gasoline, provided gasoline pumps shall not be located within two hundred fifty ( 250) feet of any residential property line; z. Dance and music studios; aa. Day nurseries, kindergartens and day care; ab. Drug and sundry stores; ac. Employment agencies; ad. Financial institutions, banks, savings and loan; ae. Florist and gift shops; af. Full and self service gas stations (major oil companies) , including those providing mechanical repair service, car washes and convenience stores, provided these are located adjacent to State Road 434 and no gasoline tanks are located within two hundred fifty ( 250) feet of any residential property line; 1 C/BJM 6786062PCU 07/30/90 . 1 � � ag. Furniture, retail; ah. Grocers, retail; those whose business include and are limited to the retail sale of groceries including produce, meats and household goods, but shall not include the sale of gasoline; ai . Hardware stores; aj . Health food; ak. Hobby and craft shops; al. Hospitals and nursing homes; am. Ice, retail, when associated with another permitted ,:,,,�, use; cl:: � « an. Insurance; r�i .w! K��� �:'=�. ao. Interior decorating and draperies; �;. -� ap. Jewelry stores; ` ' . aq. Libraries; ''' „ ar . Loan companies; i��� ��::.°:b as. Locksmi ths; "� •y��- -r� at . Luggage shops; r� '���� -,.,� f;- �:, au. Medical clinics and laboratories; "rt"""r av. Outdoor advertising signs sales offices; aw. Paint store; ax. Parking garages when associated with another permitted use; ay. Pets shops and grooming; az. Photographic studios; ba. Physical fitness and health clubs; bb. Post office; bc. Private clubs and lodges; bd. Quick printers; be. Radio and TV broadcasting studios, excluding towers; bf. Radio, TV, video and stereo sales and service; bg. Rental shops; bh. Regulated professions, offices and professions licensed and regulated by the department of professional regulation pursuant to F.S. Ch. 455 and F. S. �20.80, as now existing or as hereafter amended; bi . Restaurants; bj . Schools, public, private and parochial, service vocational schools ( such as cosmetology, medical and dental assistant ' s training) requiring no mechanical equipment; bk . Shoe repair shops; bl. Skating rinks, provided either ( i} no building may be located nearer than two hundred fifty ( 250) feet from any residential property line or ( ii ) the proposed developer shall provide reasonable evidence that noise emanating from inside such building cannot be heard from residential property within the Tuscawilla PUD; bm. Sporting goods, retail, such as Sports Unlimited, Sports Authority, Oshman ' s, Robby ' s and specialty sporting goods stores; bn. Swimming pools; sales, service and supplies and 2 C/BJM 6786062PCU 07/30/90 .1 � ' contractors associated therewith; bo. Taxidermists; . • bp. Telephone business office and exchanges; bq. Theaters, not drive-ins; br . Title companies; bs. Tobacco shops; ;,.,,��. bt. Toy stores; � ��> « �� bu. Travel agencies; �,7 -�, ��.., bv. Wearing apparel stores; -= -�.,, bw. Hairstylist, barber shops, beauty shops; ��� , bx. Musical instruments, sales and service; ;,�; ;�., by. Record stores, music stores; • -• bz . Optical services and sales ; r"' -•r�'- T.��',` ,�.�,..,;. ca. Camera shops, Photographic stores, Photo developers; `°-� �� cb. Party supplies and services; �-,...,� r��� cc. Doctors, Dentists; cd. Department stores and clothing stores, such as Burdines, Iveys, Jordan Marsh, Ross, Marshalls, K-Mart, Wal-Mart, Target, Service Merchandise; ce. Fast food restaurants, including drive-through services; cf. Specialty groceries and foods, such as Petty ' s, Barney' s, delicatessens; cg. Office buildings and office parks, general; ch. New car dealerships and customary associated services; ci . Tire stores and services customarily associated therewith, such as Firestone, Goodyear , Allied Discount Tires, Sears, K-Mart; cj . Automotive services, specialized such as oil change and tune up centers; ck. Boat sales and services (new) , including customarily associated services; cl. Retail sales : Building and Plumbing supplies, including those associated with hardware stores, such as Tru-Value, Ace, Scotty' s, Handy Dan' s, Builders Square, Home Depot, etc. ; cm. Cabinet sales, retail; cn. Cold storage and frozen food lockers when used in conjunction with a primary use such as grocery, restaurant and similar uses; co. Manufacturing and assembly of scientific and optical precision instruments; cp. New recreational vehicle dealerships and customarily associated services uses; cq. Roofing, retail sales, when associated with another permitted use; cr . Mini-Warehouses and storage; 3 C/BJM 6786062PCU 07/30/90.1 � " " cs. Pest control and exterminating services, offices, no chemical storage; . � ' ct. Nursery products and supplies, plants, trees and associated uses, including stores such as Frank ' s Nursery, White Rose, etc. , not including manufacturing and wholesale distribution of bulk materials; cu. Home improvement stores such as Scotty' s, Builder ' s Square, Home Depot; and cv. Video stores, sales and rentals . 2 . The parties agree that intended uses hereunder include those normally associated with retail commercial areas and shopping centers. It is the intent of the parties that this list is not all inclusive of permitted Commercial uses, provided that additional Commercial uses shall be subject to the approval of the City Commission. The uses hereunder may be free-standing or part of an attached shopping center . :..,� C,T t t77 �� �µ? f'rt �•�•,I C..d,.. «�'- w�,: � - t-; . ;-- ,...., , "'�� .r;'w .Z.y i�.... ' +.`.:C3 a.��y�. . .'N�^r� I�I 4 C/BJM 6786062PCU 07/30/90 . 1 � EXHIBiT "fi" " ii�M'r�itr:a�YY�Rlelr+^R . .._.va p . Lake Jessup a��..a r�, r,+� � Gh �\ ,Jl«.F '"*�n.f :'#:r"• . `,,� f_y.1 . . .. � p....� ,�. ^F �� LAKE JESSUP PROPERTY i�� '��=��� `' \ � �� Mj`, r�~ ��... � � �,�o `I,^.; , � \ ��-';-� ,_�., LAND USE ��`' ' \ � : � � r ''i�"'' SINGLE FAMILY �" MULTI FAMILY �'' 0 COMMERCIAL � g �s� � ROAD R.O.W. f �` � \ \ PARCEL 80 , r---�.-___.,.,.-�.��„— �, ...� .-.� ! �'\ L ' �..-, —, ., , ' i � / L ��`��� "��������n� ;: �. j � � � � �g� ����,�}��. � •�^ s�� \ , � / ��. I IIII I II � ���� I ��'���'� � �� � 1 i �����::� � a...a.� , �� i , :�,, � ,�_ _ I � � ��� """' PARCEL 15 I � �� �. � V.,. � I � I �` ::� r,�,a..� .o.._... ;p �.�..,o.. w �'I _��j � I ..,�:: .___�__ � � I , .,�: ... 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I I � l� , , ��� 1 �-> >. , 4 I` Fl�;�•�' t 91�� !`��� ' �;' ! „�� � ,,j; ��I° �1. ,f��,..-, � �� � I.' , � „ ,,.� ,.,. � 3'i� r �1i;rli(1)`�;;j� J•!J�•�ti ����{j� �'j��•�i i't�l��l��tj uJi '� �1�:4i�1�:�!'�{I:�'{ 1{f '4�i. „ j i� i } i; J ��, 1. i ,r. . .! I t' �:• �•i +� ,�• t }�;.1lje, e , ��,�.� r�> > s �� ,� �i• � t. �� ;j•: , � . ,� , � ,��- �t,�. � � � , �- , i r �•' r,. � , , � ,_� �� . j } t f � � � : t 11�r !��•�� , �, �.�r � � �l � �; .�j��t-t j i��1 �;r�i. �•���ylti;j � �} �-j,{�,ij;.� �+ < �� ]' .i�•�� ►t�'•i'1 i;t ,1.�;� j;i•�;� i, i 1• �"��------��� I } 1 !..•�. � i; ,,;:� � : �,• � r� ,. �,��.�• ,� , ,i �, . �• �. ��� , , � ,�.� �.>>�., ,� !,� , � � ,� ,. _ ,.,, �. .,,�: � f,.�. >> �}� ,�,t�:�� 1,:�� !r� ��, ,�.��� ,. . , .� S 1: ��t ,� l�l�,,. � i 1� � 1 E� 2, , �• � !� �t �-i � f �s��t �i �l �, �';�' � 1Li >>iE i��)��i� i.i � ;- j,t�l i f l�.� , 1 l; S Iii� �r i i f+ 31i� 1 , �! ' ►i ?l�� + : � �: �,(�: i„ ��' � t;;l i�j �1 S1 7 i•'�.�' ,t i f�is Tj�� � �t�� �«� ,��, ,1;� ���r�t� ,, ,,1�1����.� , ,i�� , �t� ri ,� � , +� �� � �-t�� ' , �, i.,• ,t.. � ir� �. �. 1 ! i?1��i:�[tl�tl��il�i�t�li,lli�!;�;el.fi�31.1� si�> � �{1i i�9;i.�i:�:��h,r1.!� ��:;1��?;�t1�i�ISki�:i:,1ti�i.�i1E;,s,llj,1 „�„ ,I,I�IH�3 - Attachment " B " COMMISSION AGENDA Informational Consent ITEM 600 Public Hearin s g Regular X Apri127, 2015 KS Regular Meeting City Manager Department REQUEST: The City Manager and City Attorney request the City Commission to consider the completion status of the unconstructed Phase II office building at the Vistawilla Office Center located along State Road 434, and to consider a proposal from the property owner to modify the terms and conditions of the Fifth Modification of Developer's Agreement. SYNOPSIS: In 2007, the City provided a $200,000 economic development grant to the University of Central Florida in order to bring the expansion of the UCF business incubator program to the Vistawilla Office Center located on SR 434 in Winter Springs. In conjunction with that grant, Vistawilla Office Center, LLC and the City entered into an agreement under which Vistawilla Office Center, LLC agreed to complete construction of a second, phase II office building by October 29, 2009. However, during the recent recession, that deadline was extended by law to October 29, 2011 as a result of an amendment to the Florida Statutes (Senate Bill 360) which extended all development permit deadlines in order to afford developer's more time to complete previously permitted projects. Under the agreement, Vistawilla Office Center, LLC agreed to pay the City up to $200,000 if the Phase II building was not completed as scheduled. Although the City Commission approved final engineering for the Phase II office building, the building has not been constructed apparently due to economic conditions. In accordance with the terms of the agreement, the $200,000 is now due to be paid to the City from the property owner. On April 13, 2015, the City Manager received a memorandum from the property owner's attorney requesting that the City Commission consider an amendment to the payment terms in order to fully settle the amount owned under the agreement. The City Commission should consider the proposal and provide direction to the City Manager. Regular 600 PAGE 1 OF 5-April 27,2015 CONSIDERATIONS: 1. The City Manager and City Attorney request that the City Commission consider a written proposal submitted by the owner of the Vistawilla Office Center to settle the $200,000 payment that is now owed the City as a result of the property owner's failure to abide by the development schedule for constructing the second Phase II office building, as required by the Fifth Modification of Developer's Agreement, dated October 29, 2007 and recorded in ORB 6858, Page 1286 (November 2, 2007). It is also requested that the City Commission provide direction regarding the proposal. 2. A brief summary of the history surrounding the terms and conditions of the $200,000 payment is important to put this matter in proper context. In the summer of 2007, the late Tom Corkery, one of the managers of Vistawilla Office Center, LLC, approached the City about the possibility of bringing an expansion of the UCF Business Incubator Program to the Vistawilla Office Center located on State Road 434 in the City of Winter Springs. 3. Ultimately, the City and Seminole County were successful in bringing the business incubator to the City and the City Commission approved an Economic Development Grant Agreement with the University of Central Florida, dated November 27, 2007. Seminole County also provided a grant. 4. Under the Economic Development Grant Agreement, the City agreed to pay $200,000 to UCF. UCF agreed to locate and operate a business incubator program within the City of Winter Springs in a minimum of 10,000 square feet of office space at the Vistawilla Office Center on State Road 434 for a period of least three years. 5. In conjunction with the City's commitment to UCF under the Economic Development Grant Agreement, Vistawilla Office Center, LLC and the City entered into the Fifth Modification of Developer's Agreement, dated October 29, 2007. Under the Fifth Modification, Vistawilla Office Center, LLC agreed to apply for and obtain building permits for the construction of the Phase II office building within six (6) months of the effective date of the Fifth Modification. Vistawilla also agreed to complete construction and obtain a certificate of occupancy for the Phase II office building (excluding tenant improvements) within two (2) calendar years from the effective date of the Fifth Modification ("Completion Date"). The Completion Date was scheduled to be October 29, 2009. 6. On September 7, 2006, Final engineering for the Phase II office building was approved by the City Commission. However, economic conditions apparently had a negative impact on the feasibility of constructing the Phase II building. As a result, the construction of the building was indefinitely delayed until economic conditions improved. Consequently, Vistawilla Office Center, LLC. failed to complete the construction of the Phase II office building by the scheduled deadline of October 29, 2009. 7. On December 22, 2009, the engineer of record (David Schmitt Engineering, Inc.) for the Phase II Building formally requested a two year extension of time under Senate Bill 360, which went into effect June 1, 2009. In general, SB 360 required, by legislative fiat, municipalities to extend and renew for two (2) years any previously issued and active permits or other development order that had an expiration date between September 1, 2008 and January 1, 2012. The law also required that all requests for an extension be submitted no later than December 31, 2009. Mr. Schmitt's request was timely filed with the City and therefore, the Completion Date deadline was extended until October 29, 2011 by operation Regular 600 PAGE 2 OF 5-April 27,2015 of law. 8. Paragraph 2.3 of the Fifth Modification provides that if Vistawilla Office Center, LLC fails to complete construction and obtain the certificate of occupancy for the Phase II office building by the Completion Date, Vistawilla Office Center, LLC will pay to the City $50,000, and $50,000 every year thereafter that the Phase II building has not been completed, up to a cumulative total of$200,000. 9. No payments have been received by the City to-date. As such, the full $200,000 is now owed pursuant to the Fifth Modification. 10. In order to determine whether there are other financial encumbrances and mortgages recorded against the subject property, the City Attorney's Office had a Title Report prepared regarding the subject property. The Title Report indicates that the subject property is encumbered by the following mortgages and security agreements as follows: A Mortgage and Security Agreement in favor of Florida Capital Bank, N.A., a national banking association, recorded January 19, 2012 in Official Records Book 7699, Page 1239. B. Mortgage and Security Agreement in favor of Florida Capital Bank, N.A., a national banking association, recorded October 31, 2005 Official Records Book 5973,Page 924; Collateral Assignment of Leases, Rents and Profits recorded October 31, 2005 Official Records Book 5973, Page 944; modified by Certificate of Future Advance and Mortgage and Loan Modifications and Extension Agreements recorded in Official Records Book 6325, Page 1662 and Official Records Book 6610, Page 1041; Certificate of Future Advance recorded in Official Records Book 6610, Page 1048; Certificate of Future Advance and Mortgage and Loan Modification and Extension Agreement recorded in Official Records Book 6993, Page 789; Mortgage and Loan Modification and Extension Agreement recorded June 10,2013 in Official Records Book 7186, Page 369; Mortgage and Loan Modifications and Extension Agreements recorded June 10,2013 in Official Records Book 7345, Page 1138 and Official Records Book 7699, Page 1232; Property Added by the Mortgage and Loan Modification and Extension Agreement recorded June 10,2013 in Official Records Book 8054, Page 1576; and further modified by the Mortgage and Loan Modification and Extension Agreement recorded December 16,2013 in Official Records Book8180 Page 344. It appears that the aforesaid mortgages were given as security for two promissory notes: (i) That certain promissory note, dated January 19, 2012, in favor of Florida Capital Bank, N.A., in the original amount of $1,133,039.37; and (ii) that certain promissory note, dated April 24, 2008, in favor of Florida Capital, N.A., in the original principal amount of $6,840,000.00. The Fifth Modification was recorded on November 2, 2007, which is after the Mortgage and Security Agreement which was recorded on October 31, 2005. 11. The property owner's intentions for the subject property have now apparently changed. The property owner has advised the City that they desire a lot spit of the subject property into two separate lots. One lot would consist of the existing Vistawilla Office Building site and the other lot would consist of the vacant area located to the east of the building site and west of the Black Hammock Trail Head. The Phase II office building was intended to be Regular 600 PAGE 3 OF 5-April 27,2015 constructed upon this vacant area. The property owner has also advised that they desire to sell the vacant lot to another developer who has interest in developing an adult living facility if the requisite permits can be obtained. [THE CITY COMMISSION IS NOT BEING ASKED TO CONSIDER OR APPROVE THE LOT SPLIT OR THE ADULT LIVING FACILITY PROPOSAL AT THIS TIME]. 12. The Fifth Modification encumbers the entire property including the vacant area. In furtherance of its desire to split the property into two lots and sell the vacant area free and clear of the obligations set forth in the Fifth Modification (and possibly to refinance the remaining Vistawilla Office property), the property owner submitted a written proposal with the intention of modifying the terms and conditions of the Fifth Modification for purposes of resolving any issues related to the Fifth Modification. The proposal, dated April 13, 2015, is attached to this Agenda Item (Proposal from David McLeod, dated April 13, 2015) ("Proposal'). 13. This Agenda Item requests that the City Commission consider the Proposal and provide direction as to whether the City Commission will agree to any changes to the original terms and conditions of the Fifth Modification. FISCAL IMPACT: If construction of the Phase II office building occurred as originally planned and permitted, it would have had a positive impact on the City's commercial tax base. That positive tax impact was intended to off-set the City's economic development grant to the UCF for the business incubator program. However, it does not appear that the Phase II building will be constructed. Vistawilla Office Building, LLC now has a contractual obligation to pay the City up to $200,000. That obligation encumbers the entire property and is memorialized in the Fifth Modification of Developer's Agreement which is recorded in Seminole County ORB 6858, Pgs 1286-1289. COMMUNICATION EFFORTS: This Agenda Item has been electronically forwarded to the Mayor and City Commission, City Manager, City Attorney/Staff, and is available on the City's Website, LaserFiche, and the City's Server. Additionally, portions of this Agenda Item are typed verbatim on the respective Meeting Agenda which has also been electronically forwarded to the individuals noted above, and which is also available on the City's Website, LaserFiche, and the City's Server; has been sent to applicable City Staff, Media/Press Representatives who have requested Agendas/Agenda Item information, Homeowner's Associations/Representatives on file with the City, and all individuals who have requested such information. This information has also been posted outside City Hall, posted inside City Hall with additional copies available for the General Public, and posted at five (5) different locations around the City. Furthermore, this information is also available to any individual requestors. City Staff is always willing to discuss this Agenda Item or any Agenda Item with any interested individuals. A copy of this agenda item was provided to the Vistawilla Office Center, LLC, David McLeod, prior to the meeting. Regular 600 PAGE 4 OF 5-April 27,2015 The City Manager and City Attorney recommend that the City Commission consider the Proposal and provide direction as to whether the City Commission will agree to any changes to the original terms and conditions of the Fifth Modification. ATTACHMENTS: 1. Fifth Modification of Developer's Agreement 2. Proposal from David McLeod, dated April 13, 2015. Regular 600 PAGE 5 OF 5-April 27,2015 � Attachment "1" � I IIIf ll lli ll 111111111111111111lI IfI111N 11111I1 Nl l�l�l llil � Mi�HYANN� MUf�a'E� CLERK � CIHCUIT CUUR7 S�MINIL� CUUNTY 8!( 0695A Pgs 1P86 — 1289� f4pgs) CLERK' S # 20U7155599 REf:()RDED 11/4?/2Q07 O1t57:15 PM R�CUHDING F�F$ 3`0.5(► THIS INSTRUMENT WAS PREPARED BY R�CqHU�b BY L McKinley AND SHOULD BE RETURNED TO: Anthony G arganese - City Attomey of Winter Springs Bro�vn,Garganese,Weiss&D'Agresta,P.A. �55 E.Robinson St.,Suite 660 Orlando,FL 328(11 (407)425-9566 FOR RECORDING DEPARTME1vT USE ONLY FIFTH MODIFICATION OF DEVELOPER'S AGREEMENT THIS FIFTH MODIFICATION OF DEVELOPER'S AGREEMENT (the "Agreement") is made and executed this �day of October, 2007, by and between the CITY OF WINTER SPRINGS, a Florida Municipal Corporation(the "City"), whose address is 1126 East S.R. 434, Winter Springs, Florida 32708, and VISTAWILLA OFFICE CENTER, LLC, a Florida limited liability company ("Vistawilla"), whose address is 1491 East S.R. 434, Unit 103, Winter Springs, Florida 32708. WITNESSETH: WIiEREAS, Robert Yeager, Trustee ("Yeager") and the City previously entered into a binding Developer's Ab eement dated April 13, 1998 and recorded May 13, 1998 in Official Records Book 3424, Page 0611, of the Public Records of Seminole County, Florida (the "Original Developer's Agreement"), relating to certain real property located in Seminole County, Florida and more particularly described therein(the "Property"); and WHEREAS, Vistawilla purchased the Property from Yeager and is the current fee simple owner of the Property; and WHEREAS, Vistawilla and the City previously amended the Original Developer's Agreement pursuant to that certain First Modification of Developer's Agreement dated February 27, 2006 and recorded March 8, 2006 in Official Records Book 6151, Page 42 (the "First Modification"), and that certain Second Modification of Developer's Agreement dated June 12, 2006 and recorded June 27, 2006 in Official Records Book 6304, Page 36 (the "Second Modification"), and that certain Third Modification of Developer's Agreement dated December 18, 2006 and recorded January 19, 2007, in Official Records Book 6561, Page 0610 (the "Third Modification"), and that certain Fourth Modification of Developer's Agreement dated March 27, 2007 and recorded April 4, 2007, in Official Records Book 6656, Page 0823 (the "Fourth Modification"), all of the Public Records of Seminole County, Florida (the Original Developer's Agreement, the First Modification, the Second Modification, the Third Modification, and the Fourth Modification are hereinafter collectively referred to as the "Developer's Agreement");and fifth Modification;o Developers A;reemenr Ciq�of Wincer Springs and Vista���ilia Office Center:LLC -�- WHEREAS, parties acknowledge that the University of Central Florida desires to create a business incubator program within the City of Winter Springs; and WHEREAS, in furtherance of this desire, the University of Central Florida is seeking to lease office space (approximately 10,000 square feet)within the City of Winter Springs; and WHEREAS, Vistawilla has offered to lease space in the Vistawilla Office Building located on State Road 434 to the University of Central Florida for the business incubator program; and WHEREAS, in order to provide an economic incentive for the University of Central Florida to locate in the City of Winter Springs, the City Commission of Winter Springs approved, by separate agreement with the University of Central Florida, an economic incentive grant for purposes of paying for the upfront build out costs associated with establishing the new facility at the Vistawilla Office Building; and WHEREAS, as consideration for issuing the grant to the University of Central Florida, Vistawilla agreed and committed to commencing and completing construction of the Phase II office building on the subject property under the terms and conditions set forth herein; and WHEREAS, Vistawilla and the City have agreed to amend the Developer's Agreement in oi•der to memorialize this agreement and binding commitment relative to the Phase II office building. NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties mutually agree to amend the Developer's Agreement as follows: 1.0 Recitals� Capitalized Terms. The recitals set forth above are true and correct and are incorporated herein by this reference. Unless otherwise set forth herein, all capitalized terms utilized herein shall have the same meaning as set forth in the Developer's Agreement. 2.0 Phase II Development Schedule. 2.1 Vistawilla agrees to apply and obtain building permits for the construction of the Phase II office building within six (6) months of the effective date of this Fifth Modification. The City will not unreasonably delay or withhold said permits. 2,2 Vistawilla agrees to complete construction and obtain a certificate of occupancy for the Phase II office building (excluding tenant improvements) within two (2) calendar years from the effective date of this Fifth Modification("Completion Date"). 2.3 In the event that Vistawilla fails to complete construction and obtain the certificate of occupancy for the Phase II office building by the Completion Date, Vistawilla shall pay to the City Fifty Thousand and No/100 Dollars ($50,000.00). Thereafter, for every year after the Completion Date that the Phase II office building has not been completed and obtained the aforesaid certificate of occupancy, Vistawilla shall pay to the City an additional Fifty Thousand and No/100 Dollars ($50,000.00); provided however, the total payments under this section shall not exceed a cumulative total of Two Hundred Thousand and No/100 Dollars ($200,000.00). Any payments required under this section 2.3 shall be delivered to the City within three (3)business days after the date requiring the payment. Fifth Modification to Developer's Agreement City of Winter Springs and Vistawilla OFfice Center,LLC _�. 3.0 Affect of Amendment. All other terms and conditions of the Developer's Agreement, not in conflict with this Amendment, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have hereunto set their hands and seal on the date first above written. CITY TER SPRINGS � � r � By: John F. Bush, M yor ATTEST:� � �3y: l � . � Lorenzo-Luaces, City Clerk - � ������'��, APPROVED AS TO FORM AND LEGALITY - 35 '��� ''� For the use and reliance of the City of Winter Springs, � `� .,, �. �f: �� p�`' � • �-��', Florida only. � ,� i���e ''•. � ,at^ f� / � o :� Cs�TY SEA�3� • �.- Date: �� a} � � ,_ . `., G -� `_ `9 't' ,:;� � B ' 2. �. Y• ,r,��•. �?�' •';;� Anthony Garganese, City Attorney for the ,,���:�Q � ��:�: _ City of Winter Springs, Florida ,, �4 - ''��.,.....- STATE OF FLORIDA COUNTY OF SEMINOLE Personally appeared before me, the undersigned authority, John F. Bush and Andrea Lorenzo-Luaces, well known to me to be the Mayor and City Clerk respectively, of the City of Winter Springs, Florida, and acknowledged before me that they executed the foregoing instrumer_t on behalf of the City of Winter Sprin�s, as its true act and deed, and th�.t they were duly authorized to do so. Witness my hand and official seal this��� day of C.��4-�� , 2�07. OTARY SEAL %�� � ) � �� }'� �. a . Public .� ` _�j�•�,, Nolary Public Sfale ol Florida My commission expires: �� i� ' �� ; Andrea�orenzo-Luaces � 4�,� � ` My Commission DD664334 � �,__, °��� Ex ires 05/09/2011 FiRh Modifcation to Developer's Agreement City of Winter Sprines and Vista«�Ila Office Center,LLC -3- Signed, sealed and delivered in the VISTAWILLA OFFICE CENTER,LLC, a presence of the following witnesses: Florida limited liability company �— -�— ��� i' BY� Signaturo of Wimess Thomas J. C r ery, President ,Sc c 1— .,S"I l'�S Printed Name of Wim s � Date: I �" � � `" D� 5i a re f s � - i Printed Name ime STATE OF Orl G� COUNTY OF �' The foregoing instrument was aclmowledged before me this v�t��y of�_�2007, by Thomas J. Corkery, as President of VISTAWILLA OFFICE CENTER, LLC, a Florida limited liability company, on behalf of said company. He is personally lrnown to me or produced as identification. . (NOTARY SEAL) (Nota. blic ture) / . l � L.W (Print Name) � �............................................� `� KATHRYN L.WHITE Notary Public, State of l.J� i „�.r':"�� �^�^�o��°, Commission No.: � D3S��' � :� `�� �re•en�aooa � 3 �����,� s�,o�o,►,�„�aoo�au,zsa; My Commission Expires: rl —c�� � �n�.nn�` Fbrfdd N��ASSn_Inc � Sn.....n�.u..��n....onG�.�i.u....•....i Fifth Moditication to Developer's A�reement Ciry oCNinter Sprines and Vista���illa Officc Ccntcr,LI.0 -4- Attachment "2" TARA L. TEDROW tara.tedrow@lowndes-law.com 215 North Eola Drive, Orlando, Florida 32801 T: (407) 418-6361 � F 407-843-4444 � III MERITAS LAW FIRMS WORLDWIDE MEMORANDUM TO: Kevin Smith and Anthony Garganese, Esq. FROM: David McLeod Tara L. Tedrow, Esq. DATE: April 13, 2015 RE: Vistawilla Office Center: Lot Split Application submitted on October 10, 2014 (the "Application") and Resolution of Payments under that certain Developer's Agreement dated April 13, 1998, in Official Records Book 3424, Page 0611, of the Public Records of Seminole County, Florida, as amended (the "DA") in connection with the property located at 1511 E. SR 434, Winter Springs, FL (the "Property") L BACKGROUND David McLeod, Managing Partner of Vistawilla Office Center, LLC ("Vistawilla"), owns the above referenced Property which is home to the UCF Business Incubator (the "Incubator"). Located in one of CNN Money magazine's `Best Places to Live," this mixed-use incubator serves a wide variety of startup companies in the greater northeast Orlando area.i The Incubator was established in 2008, as a partnership between the University of Central Florida, City of Winter Springs, Seminole County and the Florida High Tech Corridor Council.� The Incubator occupies 10,800 rentable square feet in the Vistawilla Office Center building (the "Office Center") located on the Property featuring state of the art Class A office space with flexible leases, conference rooms, a spacious training room, and shared office equipment, kitchen and reception area.3 When the Incubator was first considered being developed in Winter Springs, the economy was booming due to major growth in the services sector, including information technology and professional, scientific and technical services. Under an amendment to the DA in 2007 (the "Fifth Amendment"), Thomas Corkery, the now deceased former partner of Vistawilla promised payment of $200,000.00 to the City of Winter Springs (the "City") or construction of a second building on the Property as an 1 University of Central Florida Business Incubation Yrogram (March 2015), https://www.incubator.uc£edu/business-development-locations/10/winter- springs. �Id. 3 Id. 0082037\119619\1811459\2 April 13, 2015 Page 2 incentive for the Incubator to locate in the City. Mr. Corkery's unilateral decision to obligate such payment was not made with the consent of Mr. McLeod. Despite the economic downfall associated with the Great Recession in 2007, Vistawilla went forth with obtaining permits for the construction of the promised second building. However, as the economy slowed in 2008, market reports indicated that another Class A office space wouldn't be economically viable in the City. Mr. McLeod took over as Managing Partner in 2008 in an attempt to rectify the financial problems Vistawilla was facing. Unfortunately, the Great Recession caused several of Vistawilla's partners to discontinue financial contributions to the company, leaving Mr. McLeod and one other partner, Mr. Alan Ytterberg, to bear the entirety of costs associated with the Property. Despite Mr. McLeod's efforts, the market continued to crash, leading to permit expiration dates being extended by order of the Governor in 2009. However, such building permits for construction of the second building were never utilized by Vistawilla due to the continuing economic decline. Per the terms of the Fifth Amendment, Mr. Corkery obligated Vistawilla to pay the City a total of$200,000.00 by October 2014 (the `Balance"). Though the Balance has not been directly repaid, Mr. McLeod has personally paid an estimated $779,545.00 toward maintaining the Property to date. Between Mr. McLeod and his sole remaining business partner, the two have spent an estimated $1,569,377.00 on the Property. The breakdown of associated costs is attached hereto as Exhibit "A". Included in the over $1.5 million spent to date by the current Vistawilla owners are the build-out costs to six of the occupied suites, totaling approximately $230,000.00. Moreover, Mr. McLeod's personal financial contributions also include $4,985.00 toward the following furniture for tenants of the Office Center: a conference table, conference room chairs, side office chairs, guest chairs, a secretary chair and formica table. The personal contributions toward build-out costs and furniture for tenants ensured such tenants would not only lease space at the Office Center, but would remain tenants and continue to bring business and tax dollars to the City. Mr. McLeod's efforts to keep the Office Center economically viable have also entailed the voluntary reduction of rental amounts for tenants, including the Incubator, as set forth on Exhibit "B". Such rental reductions under the terms of the respective leases total over $244,000.00, which amount represents a significant loss in potential rental income to Vistawilla. In addition to the personal financial costs incurred by Mr. McLeod, the City and County have received tax and impact fee benefits in the approximate amount of$900,000.00. Though the second building hasn't been erected, the Incubator is the number one of its kind in the area and serves as an economic catalyst for driving market growth to the City. Moreover, the graduates of the Incubator have the potential to bring their companies with high tech jobs to the City and provide additional tax and impact fee payments to the City. Vistawilla has actively been encouraging such graduates to stay in the Office Center by providing special rental rates and absorbing much of the build-out expenses on their behalf. 0082037\119619\1811459�2 April 13, 2015 Page 3 Currently, the Office Center has an occupancy rate of 58% (the highest occupancy to date was 85%, but has declined due to economic downturn). Vistawilla is presently under contract to sell a portion of the Property to a potential buyer (the "Sale"); however, such Sale is dependent on the completion of a lot split. The Application for the lot split has been denied pending resolution of the matters related to the Fifth Amendment. The lot split and subsequent Sale are critical for the Property to remain economically viable and present the only chance for a second building to the built on the Property. Without the Sale, the other portion of the Property will remain undeveloped and will provide no opportunity for generating news jobs and additional tax and impact fee revenue to the City. IL PROPOSED RESOLUTION In order to resolve any issues related to the Fifth Amendment, the following are the proposed in lieu of direct repayment of the total Balance: A. Payment of the interest owed on the Balance for the period from October 2014 to the closing date of the Sale of the Property, calculated at the WSJ Prime Rate + 1. If the Property closes at the anticipated date of August 31, 2015, the amount of interest paid to the City from the closing proceeds would equal an estimated $7,791.67. B. Payment of$50,000.00 to the City from the closing proceeds of the Sale. C. Continuation of efforts to bring in tenants to the Office Center based on the City's targeted industries, including IT, financial, simulation, medical and other professional services. D. Rental reductions under existing tenant leases in the Office Center, as well as a one-year minimum $2.00 per square foot rental reduction for any new potential tenants. E. One year extension (to October 2015) on payment by Vistawilla to the City of any amounts noted in A and B above. In consideration of(i) the over $1.8 million spent by Vistawilla for build-out, rental reductions, and furniture, (ii) the additional impact fee and tax base potential stemming from the Sale, (iii) the payment of interest owed, (iv) the direct payment of$50,000.00 to the City, and (v) the other incentives provided by Vistawilla for existing and potential tenants, the completion of the conditions in A-E above shall satisfy the repayment of the Balance. We appreciate the City's time and consideration in developing a reasonable and fair solution considering the circumstances surrounding the nearly decade-long development and maintenance of the Office Center and Property. TLT/TLT 0082037\119619\1811459�2 April 13, 2015 Page 4 EXHIBIT "A" PAYMENTS FOR THE PROPERTY YEAR YTTERBERG MCLEOD 2008 $170,000.00 $134,728.00 2009 $459,832.00 $444,832.00 2010 $0.00 $0.00 2011 $0.00 $0.00 2012 $25,000.00 $25,000.00 2013 $25,000.00 $25,000.00 2014 $90,000.00 $125,000.00 2015 $20,000.00 $20,000.00 Furniture Contributions $0.00 $4,985.00.00 Subtotal $789,832 $779,545 Total: $1,569,377* *BUILD-OUT COSTS SUITE COST 1005 $23,203.00 1009 $23,110.00 1017 $15,119.00 3049 $99,469.00 3 017 $27,976.00 3033 $40,992.00 Total: $229,869.00 0082037\119619\1811459�2 April 13, 2015 Page 5 EXHIBIT `B" RENTAL REDUCTIONS SUITE RENTABLE REDUCTION PER TOTAL TOTAL SQUARE SQUARE FOOT ANNUAL REDUCTION FOOTAGE REDUCTION OVER TERM OF LEASE 1005 2702 $3.00 $8,106.00 $40,530.00 1009 2256 $2.50 $5,640.00 $39,480.00 3049 1879 $2.00 $3,758.00 $18,790.00 3033 2486 $2.00 $4,972.00 $24,860.00 3009-3017 6911 $3.50 $24,188.50 $120,942.50 Total $46,664.50 $244,602.50 0082037\119619\1811459�2 C1TY OF W INTER SPRINGS,FLORIDA MINUTES CITY COMMISSION REGULAR MEETING-APRIL 27,2015 PAGE 9 OF 14 VOTE: DEPUTY MAYOR KREBS: AYE COMMISSIONER CANNON: AYE COMMISSIONER RESNICK: AYE COMMISSIONER HOVEY: AYE COMMISSIONER CARROLL: AYE MOTION CARRIED. REGULAR AGENDA REGULAR 600. Office of the City Manager and Office of the CityAttorney REQUEST: The City Manager and City Attorney request the City Commission to consider the completion status of the unconstructed Phase II office building at the Vistawilla Office Center located along State Road 434, and to consider a proposal from the property owner to modify the terms and conditions of the Fifth Modification of Developer's Agreement. FISCAL IMPACT: If construction of the Phase II of�ce building occurred as originally planned and permitted, it would have had a positive impact on the City's commercial tax base. That positive tax impact was intended to off-set the City's economic development grant to the UCF for the business incubator program. However, it does not appear that the Phase II building will be constructed. Vistawilla Office Building, LLC now has a contractual obligation to p$y the City up to $200,000. That obligation encumbers the entire property and is memorialized in the Fifth Modification of Developer's Agreement which is recorded in Seminole County ORB 6858,Pgs 1286-1289. COMMUNICATION EFFORTS: This Agenda Item has been electronically forwarded to the Mayor and City Commission, City Manager, CiTy Attorney/Staff, and is available on the City's Website, LaserFiche, and the City's Server. Additionally,portions of this Agenda Item are typed verbatim on the respective Meeting Agenda which has also been electronically forwarded to the individuals noted above, and which is also available on the City's Website, LaserFiche, and the City's Server; has been sent to applicable City Staff, Media/Press Representatives who have requested Agendas/Agenda ltem information, Homeowner's AssociaHons/Representatives on file with the City, and all individuals who have requested such information. This information has also been posted outside City Hall, posted inside City Hall with additional copies available for the General Public, and posted at five (5) different locations around the City. Furthermore, this information is also available to any individual requestors. City Staff is always willing to discuss this Agenda Item or any Agenda Item with any interested individuals. A copy of this agenda item was provided to the Vistawilla Office Center,LLC,David McLeod, prior to the meeting. CITY OF WINTER SPRINGS,FLORIDA MINUTES C1TY COMMISSION REGULAR MEETING—APR1L 27,2015 PAGE 10 OF 14 RECOMMENDATION: The City Manager and City Attorney recommend that the City Commission consider the Proposal and provide direction as to whether the CiTy Commission will agree to any changes to the original terms and conditions of the Fifth Modification. City Attorney Anthony A. Garganese began the discussion on this A�enda Item with an overview of some of the related dates and occurrences. Mr. David McLeod, 645 Dunmar Circle, Winter Springs, Florida: introduced himself and his Attorney. Ms. Tara L. Tedrow, Esquire, Lowndes, Drosdick, Doster, Kantor& Reed, P.A., 21 S North Eola Drive, Orlando, Florida: as Mr. McLeod's Attorney, Ms. Tedrow addressed the City Commission, and reviewed some slides related to various aspects related to Mr. McLeod's ownership in the Vistawilla property. Tape 1/Side B Ms.Tedrow continued with comments including the proposal they have suggested to the City. Comments followed on the two hundred thousand dollars (200,000.00) payment, Mr. Tom Corkery, and the University of Central Florida(UCF)Business Incubator. Mr. McLeod addressed previous remarks made during Public Input and spoke of his years of service to the City and doing the right thing. Much discussion followed on people affiliated with Vistawilla LLC., payments related to the two hundred thousand dollars ($200,000.00), proposed payments, Economic Development, precedents, the economic Grant, a potential sale which could be a larger building than the second proposed Vistawilla Center building and that could bring in more revenues, relief decisions, a past economic downturn, sale of the other property, paying the City back the two hundred thousand dollars ($200,000.00), Liens and outstanding obligations, former Commissioners, that Seminole County did not want to invest in the Incubator unless Winter Springs did, what the City has paid into the University of Central Florida(UCF)Business Incubator,and the City being"business friendly". Remarks continued on the University of Central Florida(UCF)Business Incubator, Class A Office space, some of the efforts Mr. McLeod has made to keep and nurture clients, Economic Development, occupancy, that Mr. McLeod has kept the building well maintained, another potential Assisted Living Facility (ALF) and the demand for such Assisted Living Facilities(ALF's). Further comments. Tape 2/Side A Discussion continued on a possible sale, waiting until more is known about the details of a potential sale, and Mr. McLeod spoke on some of the aspects related to a pending contract. Regarding any possible refinancing considerations, Mr. McLeod stated, "The building is under one Note,the lot is under a second." CITY OF WINTER SPRINGS,FLORIDA MINUTES CITY COMMISSION REGULAR MEETING-APRIL 27,2015 PAGE 11 OF 14 Ms. Tedrow then said, "The reason that we're here today is because we can't move forward with anything but for a Lot Split to sell off that parcel,whether it's to the current buyer under this contract or a future buyer." Commissioner Cannon spoke of his concern with not knowing what the lot would sell for, what developments might be built, what Fees are expected, and protecting the City's financial interests. Commissioner Cannon then remarked, "If we were to do a Lot Split Anthony(Garganese), as requested and 1 understand - it makes sense that they need to be able to carve it out and sell it and so forth. If we do that, can we do it in a way to protect the City's interests, in terms of the monies that are owed us?" Attorney Garganese noted, "Conceivably the City Commission could move forward with a Lot Split but the binding agreement is still running against the land, and as I mentioned earlier, there are two (2) material obligations. One (1) is the 5�' Modification requires a Phase II office building to be built on the vacant portion and the two hundred thousand dollar ($200,000.00) commitment runs on all of the property. If the Commission was inclined to move forward with a Lot Split — that's the Commission's prerogative; but as the Manager mentioned, we have this issue with this binding Development Agreement where there have already been development approvals running with the land." Commissioner Cannon inquired, "If we did a lot split - this was the 5�` Modification to the Development Agreement, would the prior obligations of the prior versions of the Development Agreement, would they continue in place, as to the new lot that is split out?" Attorney Garganese noted, "The whole Agreement would apply to the vacant portion as well as the Vistawilla portion with the existing building." Mr. McLeod suggested, "You could tie your present—to the present Tax ID number, which is the Tax ID number that is on the office building. The new split will have a different Tax ID number, okay. It could be written up so the Lot Split itself would then fund at the closing `x' dollars back to the City, whether it's the fifty [thousand dollars] ($50,000.00)we proposed or the seventy-five [thousand dollars] ($75,000.00)." Deputy Mayor Krebs mentioned a previous Police Department satellite office that Mr. McLeod assisted with and asked about the costs and efforts expended for that effort,to which Mr.McLeod addressed this. Discussion followed on the property in question remaining undeveloped, and the potential buyer's interest. Mr. McLeod added, "If this is all tied back to the fact of the sale, and upon that closing,we'll put it right in the closing documents that the City gets disbursement of`x' number of dollars, whatever that may be." Comments ensued on the proposed lot split, impact fees, risks, traff'ic, taxes, having Staff come back first with more information,Land Use, and the market. Attorney Garganese noted, "If the City Commission is going to accept a contingent payment upon the sale of property then you would need to memorialize that in writing. So, if buyer a fell through, then if there's another buyer, the same commitment stands and the City gets payment from the sale of the property." Mayor Lacey mentioned he thought the obligation split both ways would be one hundred eleven thousand dollars ($ll 1,000.00) each. Remarks followed on possible scenarios and moving forward. Mr. McLeod stated, "I will stand behind what I say about it— at the present time, I would be willing to take the seventy-five thousand [dollars] ($75,000.00) contingent upon the sale on property `a', or tenant `a', or sale `a'. Okay. If sale `a' falls through and we have to go to `b' and `c', I would up that by twenty-five thousand dollars ($25,000.00)to the City. That would then cover monies moving forward from a perspective to cover the City and I think that would be fair." CITY OF WINTER SPRINGS,FLORIDA MINUTES CITY COMMISSION REGULAR MEETING-APRIL 27,2015 PAGE 12 OF 14 With further comments on potential offers and hardships, Mr. McLeod then noted, "Seventy-five thousand [dollars] ($75,000.00) with the present purchaser, a hundred thousand [dollars] ($100,000.00) if we have to look for other purchasers." "I WOULD LIKE TO MAKE A MOTION STATING EXACTLY THAT, TO APPROVE THE AGREEMENT AS STATED AT SEVENTY-FIVE THOUSAND [DOLLARS] ($75,000.00) - WITH THE SALE OF THE FIRST BUYER. IF THE FIRST BUYER FALLS THROUGH,THEN IT WOULD MOVE TO A HUNDRED THOUSAND [DOLLARS] ($100,000.00) WITH THE SALE OF A SECOND OR THIRD BUYER." MOTION BY COMMISSIONER RESNICK. MAYOR LACEY REMARKED, "SECONDED BY DEPUTY MAYOR KREBS." DISCUSSION. MAYOR LACEY INDICATED THE MOTION WAS THAT "WE ENTER INTO AN AGREEMENT TO ACCEPT THE PROPOSAL AS IT WAS SUBMITTED TO US WITH THE INTEREST NUMBER GOING AWAY, AND THE NET NUMBER BEING SEVENTY-FIVE THOUSAND DOLLARS ($75,000.00) UNDER THE CURRENT BUYER; AND WITH FURTHER AGREEMENT, SHOULD TAAT BUYER FALL THROUGH AND A SECOND BUYER EMERGE AFTER THE FACT, THEN THE NUMBER INCREASES TO ONE HUNDRED THOUSAND [DOLLARS] ($100,000.00)." MS. TEDROW SAID FOR THE RECORD, "THIS IS NOT THE PROPOSAL WE MADE. THAT'S FINE AND WE ARE AGREEING TO IT, BUT I DON'T WANT THE TERMS IN THE MEMORANDUM TO SOMEHOW THEN BECOME TIED INTO WIIAT WE ARE TALKING ABOUT NOW, BECAUSE THIS IS DIFFERENT THAN WHAT WE ORIGINALLY HAD PROPOSED IN THE MEMO. SO,WE ARE AGREEING TO HOW YOU JUST SAID IT." WITH FURTHER COMMENTS, MR. McLEOD MENTIONED, "A CAVEAT THAT SHOULD BE ALSO TIED WITH THAT, THAT WE CAN APPLY FOR THE LOT SPLIT AT THIS TIME AND GO THROUGH THE PROCESS WITH YOUR STAFF FOR TI3E LOT SPLIT..." COMMISSIONER RESNICK REMARKED, ��...WHICH IS WIIAT IS IN YOUR PROPOSAL." COMMISSIONER HOVEY ADDED,"RIGAT." MAYOR LACEY POINTED OUT, "AND I DON'T SEE ANYTHING THAT WE ARE SUGGESTING TONIGHT THAT WOULD INHIBIT YOUR RIGHTS TO DO THAT ANYWAY." MS. TEDROW SAID, "JUST TO BE CLEAR, THE AGREEMENT IS THE SEVENTY-FIVE THOUSAND DOLLARS ($75,000.00) AT THE CLOSING WITH THE BUYER THAT WE HAVE UNDER CONTRACT OR THE FIRST CLOSING THAT WE WOULD HAVE THIS YEAR. IF NOT, THERE'S TWENTY-FIVE THOUSAND DOLLARS ($25,000.00) ADDED TO THAT AT THE NEXT BUYER AND THE OTHER TERMS THAT YOU'RE TRYING TO INCORPORATE FROM OUR ORIGINAL AGREEMENT. WHAT IN ADDITION TO THAT? BECAUSE FOR U5, EVERYTHING ELSE GOES AWAY AND THIS SEEMS TO BE MOVING FORWARD." COMNIISSIONER RESNICK NOTED, "YOUR RESOLUTION INCLUDES A LOT SPLIT AS A REQUEST, `c', `d', AND `e' WERE THE EFFORT5 YOU WERE MAKING, THE RENTAL REDUCTION REQUESTS,AND THE... MS. TEDROW STATED, "...IN LIGHT OF THE ADDITIONAL TWENTY-FIVE THOUSAND [DOLLARS] ($25,000.00) PLEDGED TOWARD A NEXT CLOSING, I DON'T WANT TO SAY THAT WE CAN CONTINUE TO SUSTAIN ADDING THE SAME THREE-FIFTY PER SQUARE FOOT REDUCTION FOR FUTURE TENANTS BECAUSE THIS MIGHT MAKE IT PROHIBITIVELY DIFFICULT FOR US TO BRING THOSE IN, W�IICH IS WIIY I WANT TO JUST SAY WE ARE NOT GOING WITH OUR—ORIGINAL PROPOSED RESOLUTION. CTTY OF WINTER SPRINGS,FLORIDA MINUTES CITY COMMISSION REGULAR MEETING-APRIL 27,2015 PAGE 13 OF 14 THE RESOLUTION WE HAVE TONIGHT IS AS YOU JUST STATED, THOSE THREE (3)PRONGS— LOT SPLIT, SEVENTY-FIVE THOUSAND [DOLLARS] ($75,000.00) AND THEN THE ADDITIONAL TWENTY-FIVE THOUSAND [DOLLARS] ($25,000.00) IF THIS FIRST SALE DOESN'T GO THROUGH." MAYOR LACEY REMARKED, "I THINK THAT IS AGREEABLE." DEPUTY MAYOR KREB5 AND COMMISSIONER RESNICK STATED,"YES." ATTORNEY GARGANESE WAS ASKED FOR HIS THOUGHTS AND NOTED, ��OBVIOUSLY MEMORIALIZE IT IN WRITING, BUT YES, AS I UNDERSTAND IT, THE LOT SPLIT WOULD GO FORWARD, NUMBER ONE. AND IT'S REALLY NOT TIED TO THE REVISION, TO THE STx MODIFICATION AND TAAT REVISION, RATHER TIIAN BEING TIED TO THE BUILDING OF A SECOND OFFICE BUILDING - THE PAYMENT TO THE CITY IS NOW GOING TO BE TIED TO THE SALE OF THE FUTURE VACANT STAND-ALONE LOT, CORRECT; AND IT'S SEVENTY- FIVE THOUSAND [DOLLARS] ($75,000.00)IF THEY SELL THAT SOON TO BE NEW VACANT LOT TO THE CURRENT CONTRACT BUYER; AND IF THAT CONTRACT BUYER FALLS THROUGH, THAT PAYMENT NOW WILL RISE TO A HUNDRED THOUSAND DOLLARS (�100,000.00) UPON SALE TO SOME OTHER PERSON OR ENTITY IN THE FUTURE. CORRECT?" MAYOR LACEY STATED, ��YES." CONTINUING, ATTORNEY GARGANESE POINTED OUT, "THE ONLY OUTSTANDING QUESTION UNDER THE STH MODIFICATION IS THE FACT THAT IT'5 STILL CALLING FOR THE CONSTRUCTION OF A PHASE II OFFICE BUILDING; AND THERE ARE FINAL ENGINEERING PLANS WITH RESPECT TO THAT. SO, IS THAT MATERIAL TERM BEING DELETED..." MAYOR LACEY STATED, "...IT HAS TO, RIGHT COMMISSION?" DEPUTY MAYOR HItEBS SAID, "YES." COMMISSIONER RESNICK REMARKED, "YES, IT WOULD HAVE TO." OTHER COMMISSIONERSS NOTED THEIR AGREEMENT. MAYOR LACEY SUGGESTED, "SO, I THINK INCORPORATED IN THE MOTION IS THAT HOWEVER YOU ENTER INTO THIS AGREEMENT, INCLUDES A MODIFICATION TO THE ST" DA(DEVELOPMENT AGREEMENT)." DEPUTY MAYOR KREBS SAID,°`YES,EXACTLY." WITH FURTHER REMARKS ABOUT WHEN THE SECOND PROPOSED OFFICE BUII,DING WOULD BE STRICKEN, ATTORNEY GARGANESE NOTED, "IT WOULD BE STRIl'PED OUT NOW." DEPUTY MAYOR KREBS AGREED AND ALSO SAID "NOW." ATTORNEY GARGANESE CONTINUED, "THE REPAYMENT TERMS WOULD BE AMENDED AS WE DISCUSSED — THE SEVENTY-FIVE [TH�USAND DOLLARS] ($75,000.00) PLUS THE TWENTY-FIVE [THOUSAND DOLLARS] ($25,000.00)AND IT'S GOING TO BE TIED TO THE SALE OF THE SOON TO BECOME VACANT LOT." ATTORNEY GARGANESE MENTIONED, "WE'LL HAVE TO DEFINE THIS VACANT LOT AND I DON'T KNOW IF WE DEFINE IT BEFORE OR AFTER THE COMMISSION CONSIDER5 AND APPROVES THE LOT SPLIT." MR.McLEOD NOTED THAT HE HAS A SURVEY WITH THE LEGAL INFORMATION. FURTHER COMMENTS FOLLOWED ON LAND USE, AND COMMISSIONER CANNON ASKED FOR MORE INFORMATION. MAYOR LACEY COMMENTED FOR THE RECORD ON THE PROPOSED SEVENTY-FIVE THOUSAND DOLLARS ($75,000.00)AMOUNT. CITY OF WINTER SPRINGS,FLORIDA MINUTES CTTY COMMISSION REGULAR MEETiNG—APRIL 27,2015 PAGE 14 OF 14 VOTE: COMMISSIONER RESNICK: AYE COMMISSIONER HOVEY: AYE COMMISSIONER CANNON: NAY DEPUTY MAYOR KREBS: AYE COMMISSIONER CARROLL: AYE MOTION CARRIED. Attorney Garganese said, "We will memorialize that in writing and give it to the Commission for final..." Mr. McLeod remarked, "...We're looking forward to moving through with that. I would like to mention - the building itself right now has signage on it from a previous tenant. We are moving forward with the signage that has UCF (University of Central Florida)Business Incubator on the face of the building which I think is very good as you enter the City. And underneath that, we are going to be putting the name of `Winter Springs'; unless a Commissioner has a problem with us putting your name out there." Tape 2/Side B With further comments, it was suggested to add the word, "at" [Winter Springs]. Mayor Lacey noted that in previous discussions related to funding the Incubator in Winter Springs, Seminole County had wanted the Incubator in Winter Springs to be called the"Winter Springs Incubator". PUBLIC INPUT Mr. Ted Johnson, I107 Pheasant Circle, Winter Springs, Florida: mentioned a property near Ontario Court and Northern Way which has a "corral" type fence and did not think this was a compatible use and hoped this could be revisited. Mr. Johnson then offered thanks to Chief Brunelle and Mr. Chris Caldwell, Director, Parks and Recreation Department for their departments' help with the Tuscawilla Homeowners Association Family Fun Day and stated, "I really appreciate their hard wark." ADJO�T�NMENT lYlayor Lacey a�i;+�urned the Regular Meeting at 8:25 p.m. R�S�,ECTF�ILL::JrfMITTED: -. ldr _ �;A LORFNZO-LUACES,MMC �'ITY CLEkI�:. . APPROV�1�: � r l f 2 a�' .,� MAY C CF�X- � NOTE: These Minutes were Appr Y the May I 1,2015 City Commission Regular Meeting. Attachment " C " RESOLUTION NO. 2015-26 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF WINTER SPRINGS, SEMINOLE COUNTY, FLORIDA; PROVIDING FOR THE DIVISION OF AN ORIGINALLY PLATTED LOT OWNED BY VISTAWILLA OFFICE CENTER, LLC. AND GENERALLY LOCATED ADJACENT TO STATE ROAD 434 TO THE NORTH AND THE BLACK HAMMOCK TRAIL HEAD TO THE EAST INTO TWO (2) LOTS OF RECORD FOR DEVELOPMENT PURPOSES; PROVIDING FOR REPEAL OF PRIOR INCONSISTENT RESOLUTIONS, SEVERABILITY, AND AN EFFECTIVE DATE. WHEREAS,the City is granted the authority,under Section 2(b), Article VIII, of the State Constitution, to exercise any power for municipal purposes, except when expressly prohibited by law; and WHEREAS, section 9-3 of the City Code allows an owner of a single lot of sufficient size that satisfies zoning bulk regulations, except in a platted area of a planned unit development, to divide an originally platted single lot; and WHEREAS, section 9-11 of the City Code authorizes the City Commission to approve such division, generally referred to as a "lot split," by resolution, and sets forth the prerequisites and application process for lot splits; and WHEREAS, Vistawilla Office Center, LLC. (hereinafter "Owner") is the owner of an office building and certain real property generally located along State Road 434 in Winter Springs, Florida, more particularly depicted and legally described herein; and WHEREAS, Owner has petitioned the City, pursuant to section 9-11 of the City Code, to divide said property into two (2) separate lots; and WHEREAS, said lots are more particularly depicted and legally described herein; and WHEREAS, the City Commission finds that Owner has satisfied all of the requirements for lot splits set forth in section 9-11 of the City Code; and WHEREAS,the City Commission of the City of Winter Springs finds that this Resolution is in the best interests of the public health, safety, and welfare of the citizens of Winter Springs. City of Winter Springs Resolution No. 2015-26 Page 1 of 3 NOW THEREFORE, THE CITY COMMISSION OF THE CITY OF WINTER SPRINGS HEREBY RESOLVES,AS FOLLOWS: Section 1. Recitals. The foregoing recitals are deemed true and correct and are hereby fully incorporated by this reference. Section 2. Approval of Lot Split. (a) Subject to the condition stated below, the City Commission hereby approves, pursuant to section 9-11 of the City Code, the division of the real property generally located along State Road 434 and adjacent to the Black Hammock Trailhead, and legally described in "Exhibit A," attached hereto and fully incorporated herein by this reference, into two (2) separate lots. Such lots are more particularly depicted and legally described on"Exhibit A" as Lot Split Parcel 1 and Lot Split Parcel2. (b) As a condition of this Lot Split and any future development permit for the development of Lot Split Parcel2,the Owner shall be required to prepare and record in the Official Records of Seminole County, Florida, a Declaration of Easements providing that Lot Split 1 and Lot Split 2 Parcels share access to certain sidewalks, driveway, parking spaces, stormwater piping and inlet and other utility facilities serving both parcels. Said easement shall be in a form acceptable to the City Engineer and City Attorney consistent with the Final Engineering Plans and other permits previously approved by the City for the existing office building located on Lot Split Parcel 1. A draft Easement shall be provided to the City for review and approval within thirty (30) days of the Effective Date of this Resolution and shall be recorded simultaneously with this Resolution at the Owner's expense. (c) Upon recordation of this Resolution and Declaration of Easements in the Official Public Records of Seminole County, Florida, said lots shall each be deemed a lot of record for development purposes pursuant to applicable law. Section 3. Repeal of Prior Inconsistent Resolutions. All prior inconsistent resolutions adopted by the City Commission, or parts of prior resolutions in conflict herewith, are hereby repealed to the extent of the conflict. Section 4. Severabilitv. If any section, subsection, sentence, clause, phrase, word or provision of this Resolution is for any reason held invalid or unconstitutional by any court of competent jurisdiction,whether for substantive,procedural, or any other reason, such portion shall be deemed a separate, distinct and independent provision, and such holding shall not affect the validity of the remaining portions of this Resolution. Section 5. Instructions to Staff. Pursuant to section 9-ll(b)(2) of the City Code, the City Attorney is hereby directed to record this Resolution in the Official Public Records of Seminole County, Florida at such time a fully executed and recordable Declaration of Easements has been City of Winter Springs Resolution No. 2015-26 Page 2 of 3 delivered to the City by the Owner. At such time, the Community Development Department is hereby directed to modify city maps and documents to reflect the lot split upon recordation of this Resolution. Section 6. Effective Date. This Resolution shall become effective immediately upon adoption by the City Commission of the City of Winter Springs. However,the Resolution shall not be binding upon the Property until recorded by the City in accordance with the requirements of this Resolution. If the Declaration of Easements is not provided to the City in executed and recordable form within ninety (90) days of the adoption of this Resolution, this Resolution shall automatically be deemed null and void. ADOPTED by the City Commission of the City of Winter Springs,Florida,this 26th day of October, 2015. Charles Lacey, Mayor ATTEST (City Seal): Andrea Lorenzo-Luaces, City Clerk Approved as to legal form and sufficiency for the City of Winter Springs only: ANTHONY A. GARGANESE, City Attorney City of Winter Springs Resolution No. 2015-26 Page 3 of 3 . . . . . � .. � � . � . � . . � .. . � � N �. F9` i� o �------------------� �r? ' � � yV or . . . . . ... , . . . � . a�n . . . . . ,� . �� . . qBm � . I . � � . . ._ . . I . � . . �6 � � . .I� . _� � �� � ¢ D �, �. . .. k � �^ . .� . . 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Orange Avenue, Suite 2000 Orlando,FL 32802 (407)425-9566 FOR RECORDING DEPARTMENT USE ONLY SIXTH MODIFICATION OF DEVELOPER'S AGREEMENT THIS SIXTH MODIFICATION OF DEVELOPER'S AGREEMENT (the "Agreement") is made and executed this day of August, 2015, by and between the CITY OF WINTER SPRINGS, a Florida Municipal Corporation (the "City"), whose address is 1126 East S.R. 434, Winter Springs, Florida 32708, and VISTAWILLA OFFICE CENTER, LLC, a Florida limited liability company ("Vistawilla"), whose address is 1491 East S.R. 434, Unit 103, Winter Springs, Florida 32708. WITNESSETH: WHEREAS, Robert Yeager, Trustee ("Yeager") and the City previously entered into a binding Developer's Agreement dated April 13, 1998 and recorded May 13, 1998 in Official Records Book 3424, Page 0611, of the Public Records of Seminole County, Florida (the "Original Developer's Agreement"), relating to certain real property located in Seminole County, Florida and more particularly described therein (the "Property"); and WHEREAS, Vistawilla purchased the Property from Yeager and is the current fee simple owner of the Property; and WHEREAS, Vistawilla and the City previously amended the Original Developer's Agreement pursuant to that certain First Modification of Developer's Agreement dated February 27, 2006 and recorded March 8, 2006 in Official Records Book 6151, Page 42 (the "First Modification"), and that certain Second Modification of Developer's Agreement dated June 12, 2006 and recorded June 27, 2006 in Official Records Book 6304, Page 36 (the "Second Modification"), and that certain Third Modification of Developer's Agreement dated December 18, 2006 and recorded January 19, 2007, in Official Records Book 6561, Page 0610 (the "Third Modification"), and that certain Fourth Modification of Developer's Agreement dated March 27, 2007 and recorded April 4, 2007, in Official Records Book 6656, Page 0823 (the "Fourth Modification"), and that certain Fifth Modification of Developer's Agreement dated October 29, 2007, and recorded in Official Records Book 6858, Page 1286 (the "Fifth Modification"), all of the Public Records of Seminole County, Florida (the Original Developer's Agreement, the First Modification, the Second Sixth Modification to Developer's Agreement City of Winter Springs and Vistawilla Office Center,LLC -1- Modification, the Third Modification, Fourth Modification and the Fifth Modification are hereinafter collectively referred to as the "Developer's Agreement"); and WHEREAS, the parties acknowledge that although Vistawilla obtained the City's approval of final engineering plans for the Phase II office building required by the Fifth Modification, Vistawilla was unable to commence construction and complete the Phase II office building; and WHEREAS, as a result of Vistawilla's failure to construct the Phase II office building, the terms and conditions of the Fifth Modification require Vistawilla to make payment to the City in the amount of$200,000; and WHEREAS, Vistawilla has recently applied for and received approval from the City Commission, by Resolution No. 2015-26, adopted on October 26, 2015, to split the Property into two separate developable lots legally described and defined under said Resolution and hereinafter referred to as "Lot Split Parcel 1" and "Lot Split Parcel2;" and WHEREAS, Vistawilla now desires to market and sell Lot Split Parcel 2, which currently consists of vacant land, free and clear of the payment that is currently owed the City under the Fifth Modification; and WHEREAS, in furtherance this desire to sell Lot Split Parcel 2, Vistawilla has entered into that certain Purchase and Sale Contract, dated March 4, 2015, with Barrett Square Holdings, LLC. or its duly authorized assignees (hereinafter referred to as "Sales Contract"); and WHEREAS, in order to facilitate the sale of Lot Split Parcel 2 unencumbered by the terms and conditions of the aforesaid payment, Vistawilla has requested that the City Commission approve a modification of the terms and conditions of the Fifth Modification; and WHEREAS, Vistawilla and the City have agreed to amend the Fifth Modification/Developer's Agreement as specifically set forth hereunder. NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties mutually agree to amend the Fifth Modification/Developer's Agreement as follows: 1.0 Recitals; Capitalized Terms. The recitals set forth above are true and correct and are incorporated herein by this reference. Unless otherwise set forth herein, all capitalized terms utilized herein shall have the same meaning as set forth in the Developer's Agreement, and the terms defined in the recitals above shall have the meaning stated herein. 2.0 Paragraph 2.0, Phase II Development Schedule, of the Fifth Modification as set forth below is hereby deleted in its entirety. (�*r'��type are deletions) Sixth Modification to Developer's Agreement City of Winter Springs and Vistawilla Office Center,LLC -2- i��ivRi=icu�6„ Tl,o !`;��,. �;11 ,,.,��2c'�S6irc'��'ar2�ii�v,-• ';+l,l,.,l.a � ,'�J2fi�ic;r. �`�`r-�iet�e�rB��� » � � � i�2f��2�,—€6��L°ci�p°cai�'tt� ,- �l,o !`.,,ti„,1°c�6irvc'�� �1,.,� �l,o Dl,.,�o TT .,��;� � � • > > � . . �� 3.0 Pavment to the Cit� The parties agree to restate, modify and extend the repayment terms previously set forth in Paragraph 2.0 of the Fifth Modification as follows: 3.1 Unless otherwise provided by Paragraph 3.2 herein, Vistawilla shall pay the City Seventy-Five Thousand and No/100 Dollars ($75,000.00). Vistawilla shall pay the City the $75,000.00 at such time the Sales Contract closes. The closing statement for the Sales Contract shall reference this payment as a closing disbursement owed by Vistawilla in favor of the City. Payment shall be due at closing and be made by check made payable to the City of Winter Springs. Upon receipt of the check and verification that said funds have cleared, the City will file a Satisfaction of Payment in the Official Records of Seminole County, Florida evidencing that the Property is no longer encumbered by the payment required hereunder. Vistawilla agrees to keep the City Manager fully apprised of the closing date under the Sales Contract, and the City shall be permitted to attend the closing for purposes of receiving the check. 3.2 In the event closing on the Sales Contract does not occur and the Sales Contract expires or is terminated by either the buyer or seller, Vistawilla shall then be required to pay the City One Hundred Thousand and No/100 Dollars ($100,000.00). Payment shall be due at such time Vistawilla sells any portion of the Property (Lot Split Parcel 1 or 2) under the same payment terms and conditions set forth in Paragraph 3.1 above. Vistawilla agrees to keep the City Manager fully apprised of any future contracts for purchase and sale of the Property and related closing dates. 3.3 The aforementioned payment terms and conditions shall constitute a binding obligation running with the Property until full and complete payment is received by the City and a Satisfaction of Payment has been duly recorded as stated above. Sixth Modification to Developer's Agreement City of Winter Springs and Vistawilla Office Center,LLC -3- 4.0 Effect of Amendment. All other terms and conditions of the Developer's Agreement, not in conflict with this Amendment, shall remain in full force and effect. Nothing herein shall repeal or modify any existing easements or covenants affecting the Property or any applicable final engineering plans and permits previously approved by the City. IN WITNESS WHEREOF, the parties have hereunto set their hands and seal on the date first above written. CITY OF WINTER SPRINGS By: Charles Lacey, Mayor ATTEST: By: Andrea Lorenzo-Luaces, City Clerk APPROVED AS TO FORM AND LEGALITY For the use and reliance of the City of Winter Springs, Florida only. CTTY SEAL Date: By: Anthony Garganese, City Attorney for the City of Winter Springs, Florida STATE OF FLORIDA COUNTY OF SEMINOLE Personally appeared before me, the undersigned authority, Charles Lacey and Andrea Lorenzo-Luaces, well known to me to be the Mayor and City Clerk respectively, of the City of Winter Springs, Florida, and acknowledged before me that they executed the foregoing instrument on behalf of the City of Winter Springs, as its true act and deed, and that they were duly authorized to do so. Witness my hand and official seal this day of , 2015. (NOTARY SEAL) Notary Public My commission expires: Sixth Modification to Developer's Agreement City of Winter Springs and Vistawilla Office Center,LLC -4- Signed, sealed and delivered in the VISTAWILLA OFFICE CENTER, LLC, a presence of the following witnesses: Florida limited liability company By: Signature ofWimess David McLeod, Managing Member Printed Name of Witness Date: Signature ofWitness Printed Name of Witness STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of , 2015, by David McLeod, as Managing Member of VISTAWILLA OFFICE CENTER, LLC, a Florida limited liability company, on behalf of said company. He is personally known to me or produced as identification. (NOTARY SEAL) (Notary Public Signature) (Print Name) Notary Public, State of Commission No.: My Commission Expires: THE EFFECTIVE DATE OF THIS SIXTH MODIFICATION IS CONTINGENT UPON CITY COMMISSION RESOLUTION NO. 2015-26, ADOPTED ON OCTOBER 26, 2015 BECOMING EFFECTIVE AND RECORDED IN THE OFFICIAL RECORDS OF SEMINOLE COUNTY, FLORIDA. 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