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HomeMy WebLinkAboutWinter Springs Apartments, LP - Neighborhood Public Street Improvement Agreement - 2019 07 11Grant Maloy, Clerk Of The Circuit Court & Comptroller Seminole County, FL Inst #2019138262 Book:9502 Page:1508-1518; (11 PAGES) RCD: 12/18/2019 3:53:40 PM REC FEE $95.00 Prepared by and Return to: Anthony A. Garganese, City Attorney Garganese, Weiss, D'Agresta & Salzman, P.A. 111 N. Orange Avenue, Suite 2000 Orlando, Florida 32802 NEIGHBORHOOD PUBLIC STREET IMPROVEMENT AGREEMENT This Neighborhood Public Street Improvement Agreement ("Agreement") is made and entered into this _L_ day of , , Z QJ 2019, by and between the City of Winter Springs, a Florida municipal corporation (the "City"), and Winter Springs Apartments, LP, a Delaware limited partnership ("Developer"). WITNESSETH: WHEREAS, Developer is the developer of The Blake Multi -Family Residential apartment project ("Development" or "Project") located within the City of Winter Springs, Florida which is described in the Development Agreement, dated March 10, 2015 and recorded in the Official Records of Seminole County, Florida at Official Record Book 8446 Pages 1131-1144 as modified by the First Modification of Development Agreement (the "First Modification"), dated January 9, 2017 and recorded in the Official Records of Seminole County, Florida at Official Record Book 8852 Pages 1719-1728 and described by Plat — WINTER SPRINGS APARTMENTS — A REPLAT in the Official Records of Seminole County, Florida at Plat Book 82 Pages 63-66 defined below; and WHEREAS, the City generally provides standard street improvements located on City public streets that traverse through the real property which constitutes the Development; and WHEREAS, Developer and the City desire to provide enhanced street improvements at the Developer's expense under the terms and conditions herein; and WHEREAS, Section 3 (f) of the First Modification of Development Agreement requires the Developer to enter into this Agreement for purposes of constructing and maintaining, at Developer's expense, enhanced design features and landscaping on the public streets and roundabout constructed for the Project approved by the City including, but not limited to, decorative signage, striping, urban design features incorporated into the roundabout, brick pavers, landscaping and related irrigation, and other enhanced design features; and WHEREAS, the parties acknowledge that this Agreement will improve the aesthetic appearance of the City's streets primarily for benefit and enjoyment of Developer, the other property owners subject to the Development Agreement and First Modification of Development Agreement, and incidentally to the rest of the citizens of Winter Springs. Neighborhood Public Street Improvement Agreement City of Winter Springs Page 1 of 10 Book 9502 Page 1509 Instrument# 2019138262 NOW THEREFORE, in consideration of the mutual promises set forth hereunder, and other good and valuable consideration, which the parties acknowledge has been exchanged, the parties agree as follows: Section 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated herein as a material part of this Agreement. Section 2. Definitions. The following words and phrases used herein shall have the following meaning unless the context clearly indicates otherwise: 2.1 "Property" shall mean the real property legally described on Exhibit "A" which is attached hereto and fully incorporated herein by this reference. 2.2 "Sign Plate" shall mean the metal face plate of the street sign on which street names and other traffic symbols and/or language is written such as "stop" and speed limits. Section 3. Scope of Pro iect. The City and Developer agree that this Agreement shall run with and bind the Property. Further, this Agreement covers both enhanced decorative public street improvements, signs, landscaping and irrigation, and hardscape pursuant to the requirements of the First Modification of Development Agreement. The Enhanced Improvements are specifically stated in Section 3 of the First Modification of Development Agreement. The City and Developer agree that Developer purchased, installed, and will maintain and operate the Enhanced Improvements for the life of the Project approved by the First Modification of Development Agreement. The parties acknowledge that all decorative street signs installed on public streets must comply with the standards of the Manual of Uniform Traffic Control Devices, latest edition, and the City of Winter Springs. Section 4. Developer's Obligations. Developer agrees to perform the following obligations: 4.1 Enhanced Improvements. Developer agrees to the following: (A) Developer acknowledges and agrees that pursuant to Section 3 of the First Modification to Development Agreement, Developer constructed the following Enhanced Improvements: • Decorative signage in the public streets • Decorative streetlights installed in the public streets in conjunction with the Project, as shown on the approved Final Engineering Plans • Urban design features in the roundabout, including any decorative concrete pavement, brick pavers, decorative crosswalks, and all landscaping, electrical and irrigation in the central island • All landscaping and irrigation in the public streets, including water Neighborhood Public Street Improvement Agreement City of Winter Springs Page 2 of 10 Book 9502 Page 1510 Instrument# 2019138262 • consumption; maintenance includes mowing, weeding, tree trimming, and other services necessary to maintain the landscaping as shown on the approved Final Engineering Plans • Decorative crosswalk striping in the public streets (B) Developer shall assume the full responsibility of maintaining those certain Enhanced Improvements identified on the Final Engineering Plans, which are attached hereto as Exhibit "C" (the "Maintained Enhanced Improvements"). As such, in the event any of the Maintained Enhanced Improvements must be replaced or repaired due to damage, deterioration, or age, Developer agrees to promptly and timely repair or replace same at its sole expense. For purposes of this Agreement, the phrase "public streets" shall mean, with respect to Developer's obligations hereunder, the public right-of-way for Michael Blake Boulevard, Eagle Edge Lane, Sea Hawk Cove, and Tree Swallow Drive, only (See Exhibit `B"). (C) With respect to street signs covered by the Project, in the event that a street sign must be replaced, repaired, or added, and Developer has failed to perform the necessary repair, replacement, or addition, the City shall have the unconditional right to make said repairs, replacement, or addition using decorative or a standard non -decorative street sign and recover the actual cost thereof from Developer. (D) In the event that the Developer has failed to perform the necessary repair or replacement of any of the Enhanced Improvements as required by Subsection (B) above, the City shall have the right, but not obligation, to make said repairs or replacement and recover the actual cost thereof from Developer. Prior to exercising said right, the City shall provide the Developer written notice and an explanation of the specific default and at least thirty (30) days in which to cure the default. If Developer fails to cure the default by the end of the cure period, the City can exercise its rights to repair and replace at any time thereafter. Section 5. CUN's Obligations. Subject to Developer's compliance with its payment responsibilities set forth under this Agreement, the City agrees to perform the following obligations: 5.1 Following the initial purchase and installation of the decorative street signs by Developer, the City agrees to pay the cost of purchasing replacement Sign Plates required for maintenance of the Project. All other components of the street sign including, but not limited to, the foundation, framing, and pole will be the responsibility of the Developer. Section 6. Title to Street Signs. The right, title and interest of the decorative street signs shall be vested in the City. Developer shall have no property interest in the decorative street signs. Section 7. Recordation; Assignment of Agreement. This Agreement shall be recorded by the City in the Official Records of Seminole County, Florida and said Agreement shall run with the Property. Further, upon sale of the Development by Developer, Developer shall assign this Agreement to the buyer thereof including, but not limited to, a condominium association, and such buyer shall be responsible for the Developer's obligations and commitments Neighborhood Public Street Improvement Agreement City of Winter Springs Page 3 of '1 0 Book 9502 Page 1511 Instrument# 2019138262 contained herein, whereby Developer shall be released of its obligations arising from this Agreement subsequent to the date of such assignment. Section 8. Applicable Law: Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida and the Winter Springs Code. The parties agree that venue shall be exclusively within Seminole County, Florida, for all state disputes or actions which arise out of or are based upon this Agreement, and in Orlando, Florida, for all such federal disputes or actions. Section 9. Amendments. This Agreement shall not be modified or amended except by written agreement executed by all parties hereto and approved by the City Commission or City Manager of the City of Winter Springs. Section 10. Entire Agreement: Headings. This Agreement contains the entire agreement between the parties as to the subject matter hereof. The Agreement may only bind the City if executed by the City Manager or Mayor of Winter Springs. Paragraph headings are for convenience of the parties only and are not to be construed as part of this Agreement. All references to whole paragraph numbers (e.g. 2) shall include all subparagraphs thereunder (e.g., 2.1). Section 11. Severabilit. If any provision of this Agreement shall be held to be invalid or unenforceable to any extent by a court of competent jurisdiction, the City shall have the unconditional right to terminate this Agreement, modify this Agreement with the Association's consent, or remain in the Agreement as modified by the court. Section 12. Soverei„yn Immunity. Nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida Statues, or any other limitation on the City's potential liability under state or federal law. Said rights and limitations shall be deemed fully incorporated herein by this reference. Section 13. Notice. All notices and correspondence in connection with this Agreement must be in writing. Notice and correspondence shall be sent by first class mail or hand delivered at the addresses set forth below or at such other addresses as the parties hereto shall designate to each other in writing. (a) If to the City: City Manager City of Winter Springs 1126 East State Road 434 Winter Springs, FL 32708-2799 407-327-5976 (Phone) 407-327-6695 (Fax) (b) If to Developer: Neighborhood Public Street Improvement Agreement City of Winter Springs Page 4 of 10 Book 9502 Page 1512 Instrument# 2019138262 Winter Springs Apartments, LP c/o Catalyst Development Partners Attention: Mark Mechlowitz 800 Glenwood Avenue, Suite H Atlanta, GA 30316 678-666-1282 Section 14. Waiver Any forbearance by the City in exercising any right or remedy under this Agreement shall not constitute a waiver of or preclude the exercise of any right or remedy. Section 15. City's Right to Seek Equitable Relief and Special Assessment. Developer agrees, acknowledges and recognizes that any breach of this Agreement by Developer may result in irreparable harm to the City. Developer agrees that in addition to and not in lieu of all legal and equitable remedies available to City by reason of such breach, City shall be entitled to equitable relief (including, without limitation, specific performance and injunctive relief) to enjoin the occurrence and condition of the breach. Further, in the event Developer fails to make any payments that are required herein, Developer acknowledges and agrees that the Enhanced Improvements provide a special benefit to the Property and Community Association and its members and that said special benefit is shared proportionately by all property owners within the Development. In the event that the City determines that Developer has not made the payments required by this Agreement, the City reserves the unconditional right to assess Developer and the Development's individual property owners for Developer's costs for the repair or replacement of any of the Enhanced Improvements. In the event the City is required to initiate an assessment, Developer agrees to fully support the assessment and Developer shall not contest, challenge or intervene in the assessment process. Further, in the event that Developer defaults on any street light account with Duke Energy which is covered by this Agreement, the City shall also, at its sole discretion, have the right to transfer said accounts into the City's name and thereby assume all the rights afforded an account holder. Section 16. AttorneN s' Fees. The prevailing party in any litigation arising under this Agreement shall be entitled to recover its reasonable attorneys' and paralegal fees and costs, whether incurred at trial or appeal. Section 17. Effect on Development Agreement. The City hereby acknowledges and agrees that this Agreement is in a form that satisfies the requirements of Section 3(f) of the First Modification. [Signature Page Follows] Neighborhood Public Street Improvement Agreement City of Winter Springs Page 5 of 1O Book 9502 Page 1513 Instrument# 2019138262 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. WITNESSES: C Print Nai6e' STATE OF FLORIDA COUNTY OF DEVELOPER Winter Springs Apartments, LP, a Delaware limited partnership By: CDP Winter Springs Developer, LLC, a Georgia limited liability company, its General Partner By: Catalyst Development Partners II, LLC, a Delaware limited liability company, its Manager By: � Name: �t� 'L l Title: The foregoing instrument was acknowledged before me this ay of , 2019, by r as of Catalyst Development artners II, LLC, Manager of CDP Winter Springs Developer, LLC, General Partner of Winter Springs Apartments LP, a Delaware limited partnership, and who is personally known to me and who did not take an oath. (NOTARY SEAL) Notary Public Signatu Typed or Printed Notary N• ie Neighborhood Public Street Improvement Agreement City of Winter Springs Page 6 of 10 Book 9502 Page 1514 Instrument# 2019138262 WITNESSES: CITY l �lli1` J ✓ G y (� fit,-"'� �r1' -ij�, 'sr pp CL4 OF ) IMER NGS, r,° -VAS05 a Florida, ici €'6r ration: Print Name e ; SNaw`r��, ogle it ` cCAy- Manager Print Name STATE OF FLORIDA COUNTY OF SEMINOLE The foregoing instrument was acknowledged before me this _% -( day of Ji J 10 , 2019, by &Vj(jIG, City Manager of Winter Springs, Florida, wh personally known to me. .i (NOTARY SEAL) Nota ublic vaature Lj;� Notary Public State of Florida Antonia DeJesus My Commission GG 212565T ed or Printed Nota Name ft Expires 08/20/2022 Typed �'VVV Neighborhood Public Street Improvement Agreement City of Winter Springs Page 7 of 10 Book 9502 Page 1515 Instrument# 2019138262 EXHIBIT A Property Description WINTER SPRINGS APARTMENTS — A REPLAT, according to the Plat thereof, as recorded in Plat Book 82, Pages 63 through 66, inclusive, Public Records of Seminole County, Florida. Neighborhood Public Street Improvement Agreement City of Winter Springs Page 8 of 10 Book 9502 Page 1516 Instrument# 2019138262 EXHIBIT B The Public Streets [see attached] Neighborhood Public Street Improvement Agreement City of Winter Springs Page 9 of 10 Book 9502 Page 1517 Instrument# 2019138262 I 1� Iall A s - `G O —h G CD I O G X 07 �F I /+f lAI X o n IT ,. ! MASTER SITE WINTER SPRINGS APARTMENTS 201 MICHAEL BLAKE BLVD RECORD DRAWING ENGINEER r W O LAYOUT PLAN WINTER SPRINGS, FLORIDA 7\'30C4.20\C0NST\FIML SITE REGRACE\I3031 C6-0 —ER SITE IBEW —U- PUN-c — Jul O6, 2CI7 PENSION FUND I WINTER SPRINGS HOLDINGS — 4. p Book 9502 Page 1518 Instrument# 2019138262 EXHIBIT C The Maintained Enhanced Improvements Enhanced Improvements as shown on the Final Engineering and Landscaping Plans on file at the City of Winter Springs, 1126 E. SR 434, Winter Springs, Florida, 32708. • Decorative signage in the public streets • Decorative streetlights installed in the public streets in conjunction with the Project, as shown on the approved Final Engineering Plans • Urban design features in the roundabout, including any decorative concrete pavement, brick pavers, decorative crosswalks, and all landscaping, electrical and irrigation in the central island • All landscaping and irrigation in the public streets, including water consumption; maintenance includes mowing, weeding, tree trimming, and other services necessary to maintain the landscaping as shown on the approved Final Engineering Plans • Decorative crosswalk striping in the public streets Neighborhood Public Street Improvement Agreement City of Winter Springs Page 10 of 10