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HomeMy WebLinkAboutCIP 2014/Winter Springs 360 Owner LLC Neighborhood Street and Light Improvement Agreement (Integra 360) - 2018 06 12 EE F. YT tt�L.OY t SEMM40LE rT ; . Rr" T in -K t 1:: G'0'N 1'F"U L L R C Prepared by and Return to: 9 1 t A 765-­'1 M,i 4 5" CLEM'S -4 20180-70096 CC.t,: Anthony A.Garganese,City Attorney I'EPS E",A ED BY J e e!i r or Garganese,Weiss,D'Agresta&Salzman,P.A. n � C Ls U i 111 N.Orange Avenue,Suite 2000 Orlando,Florida 32802 NEIGHBORHOOD PUBLIC STREET AND LIGHT IMPROVEMENT AGREEMENT This Neighborhood Public Street and Light Improvement Agreement ("Agreement") is made and entered into this day of ww„ 2018,by and between the City of Winter Springs, a Florida municipal corporation("City"), and CIP 2014/Winter Springs 360 Owner,LLC, a Delaware limited liability company("Developer"). WITNESSETH: WHEREAS, Developer is the developer of the Integra 360 Multi-Family Residential apartment project("Development"or"Project")located within the City of Winter Springs,Florida which is described as Parcel A (Multi-Family Residential, Conservation) in the Developer's Agreement defined below; and WHEREAS,the City generally provides standard street improvements and standard street lights located on City public streets that traverse through the real property which constitutes the Development; and WHEREAS,the Development is subject to a PUD Developer's Agreement, dated January 25,2016,which was adopted pursuant to City Ordinance No.2015-08,and recorded in the Official Public Records of Seminole County, Florida at Official Record Book 827, Pages 950-980 T" ("Developer's Agreement"); and WHEREAS, Section 5 of the Developer's 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 street lights and signage, 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 Developer's Agreement, and incidentally to the rest of the citizens of Winter Springs. NOW THEREFORE, in consideration of the mutual promises set forth hereunder, and Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 1 of 9 other good and valuable con!;.;id.erati(.H1, which the pailies acknowledge has been exclianged, the parties ag..Xee as follows: Section 1. Recitals. "Me -f:bregoirig recitals are 'true Fuid coiT ct amid are hereby incorporated Ii,erein as a material Pml ofthis Agree unent, Sechou 2 Definitions, nae followi,ing words and phrases used herein shall have the following,meaning unless the context clearly indicates otherwise: 2.1 "'Duke FEnergy"shall mean,Duke Ene rgy and ariy successar and a,ssi,6r n..to the City's electric franchise, 2,2 "Property" shall rniean the real property legally described on'Exhibit"All which. is attached hereto and full),incorporated herein,11,)y this reference. 23 ",Vgn Plate" shall rrwan the metal face plate of the street sign on, wldch street rimnes wO other traffic s,ymbols w.id/or language is wtitten sucli as"stolp" and speed limits. 2.4 ",Street Light Base Rate" sliall mean the actual cost charged by Duke Ellergy to maintain and operate a standard concrete pole and cobra fixture. Said costs include eAectnic, equipirnent rental., naaffitenmace, f..Vosq receipts tax. and other associated cliarges impostA,by Duke Eni(a.rgy in accordance with law. At the effective date uf this Agreemetit, the Street Lip#it Base Rate is equal to $13.36. The parties acIfILOWledge that said base rate is subject to periodic adjustments by Duke Eniexgy and the City of Winter Springs. Section 3. Sc2pe of' Loi Let Pr . The City md Developer agree that tbis AjTeen nentshall ! �- nin witTi"Zd- knurl.the'-P—rop—e—rty 1"urther, t1iis Af.,,,reement covers botli enhayiced decorative public street improvainents, signs, Im-i4scaping and irrigation, �m. d decorativc,,street lif,�.Y#Its pursuant to,the reqUirements of t�he Developer's Agreement ("Enhanced Improvements"). The Enhanced hriprovements are specifically stated in Section f this A.VW eement. "rille City and Developer agree t1lat I)eveloper purchased, hl'St4111led, and will, rnaintain. and operate the Enhanced. Irnprovements fbr tht life of the Project approved by the Develojxr's Aggreemeri.t. The parties mill cnow led ge that all. decorative street signs installed on public streets miast comply with th.e standards of the Manual of Uniforni Traffic Control Devices, latest edition,and the City of Winter Spnngs, and all decorative street lights must be provided by Duke Energy and aq?rC)ved by the City of`" innter°Springs, Secton.i 4. DeveloLVfg.J.) _bIl obligations: lvqt;i q i 1, D 1. eveloper atp-e to es perfbrin the fbilowing 4.1, Enhanced Improvetnents. I)e,velolper agrees to the following- (A) Developer acknowledges an,d agrees lhe'lt pursuanAr to Section 5 of the Developer`s Neighborhood PuNic Street and Inaprovement Agreement City of Winter Springs Page 2 of 9 , Agreement, Developer constructed the following Enhanced Improvements: • Decorative signage in the public streets • Decorative streetlights in the public streets (20 total) • Urban design features in the roundabout, including any decorative concrete pavement,brick pavers, decorative crosswalks, and all landscaping and irrigation in the central island • Brick pavers in the public streets • 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 (B) Developer shall assume the full responsibility of maintaining the Enhanced Improvements including,but not limited to,water consumption,mowing, weeding,tree trimming, and other services necessary to maintain the landscaping as shown on the Final Engineering Plans. As such, in the event any of the Enhanced Improvements must be replaced or repaired due to damage, deterioration, or age, Developer agrees to promptly and timely repair or replace the Enhanced Improvements 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 Integra Land Way and Spring Pond Road only. (C) With respect to the street lights covered by the Project,Developer shall assume the full responsibility of maintaining the Duke Energy invoice covering said street lights, including having the account placed in the name of the Developer and making prompt and timely payments on said account. Following turn-over and assignment of this Agreement pursuant to Section 7 herein,the new owner of the Development shall assume responsibility for the street lights and have the account placed in its name. Developer shall also be responsible for promptly reporting all broken or damaged street lights directly to Duke Energy. The City reserves the right to do the same in the event that Developer fails in said reporting responsibility. (D) 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. (E) 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 Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 3 of 9 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. Citb�!s Obli°jations. 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. 5.2 The City will assist Developer in coordinating with Duke Energy to acquire and install the decorative street lights. Conditioned upon completion of each of the following: (i) installation and the establishment of an account with Duke Energy; and (ii) all common areas of the Project being built to 100% completion, the City agrees to reimburse the Developer for the maintenance and operation of the decorative street lights in an amount equal and strictly limited to the Street Light Base Rate. The City shall not be obligated to reimburse Developer until each of the preceding conditions is met. The City shall make the reimbursement on a quarterly basis. However, with respect to any increase in the number of street lights above the number that were actually installed for Developer at the effective date of this Agreement, the City shall not be responsible for the Street Light Base Rate for the additional street lights unless the City agrees, in its discretion, that the additional light(s) were required to bring Developer's street light plan into conformance with Duke Energy's standard photometric requirements. Further, reimbursement shall only be made for those street lights that are operational and only where Developer has provided to the City proof of payment. Section 6. Title to Street Sig s andITIT Ugl#s. The right, title and interest of the decorative street signs shall be vested in the City. The right, title and interest of the decorative street lights shall be vested in Duke Energy. Developer shall have no property interest in the decorative street signs and street lights. .n 7 Recordation, ,As ° ,�� g ret This Agreement shall be ,_echo, M . ecardat�on° As vent of A reeent. 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 and such buyer shall be responsible for the Developer's obligations and commitments contained herein. Section 8. AR lcable 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 Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 4 of 9 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 A Freemen,t ...geadin s. This Agreement contains the entire agreement between the parties as to the subject matter hereof. Further,this Agreement is intended to,and shall,supersede the prior Neighborhood Street Light Improvement Agreement between the parties, dated January 10, 2018, which is hereby deemed terminated. 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. SovereignIunitf. Nothing contained in this Agreement shall be construed as a waiver of the C-ity'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) Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 5 of 9 (b) If to Developer: c/o Integra 360 Development, Inc. Attention: David G. McDaniel 1525 International Drive, Suite 2001 Lake Mary,Florida 32746 407-833-3927 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. Cit 's RiLIL tq. eek „E uitable Relief and Sec al 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 Attorne °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. [Signature Page Follows] Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 6 of 9 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. WITNESSES: DEVELOPER .. y. � .. CIP 2014/Winter Springs 360 Owner LLC, a Delaware limited liability company le, By: CIP 2014/Winter Springs 360 Holdings LLC, Print Name A Delaware limited liability company, its sole member By: Winter Springs 360 Operator LLC, a Delaware Limited liability company, its Administrative Manager Print Name David G. McDaniel,Authorized Person STATE OF FLO DA COUNTY OF��r✓o le The foregoing instrument was acknowledged before me this ay of �V _ 2018, by David G. McDaniel, as Authorized Person of Winter Springs 360 Operator, LLC, a Delaware limited liability company, administrative manager of CIP 2014/Winter Springs 360 Holdings LLC, a Delaware limited liability company, sole member of CIP 2014/Winter Springs Owner LLC, a Delaware limited liability company, and o is personally known to me and who did not take an oath. (NOTARY SEAL) ' rt ;ighborhood Public Street and Improvement Agreement N P S�ai Florida WOW ns3 City of Winter Springs My ca"'"'�0"�09 Page 7 of 4 P"A o.+� po Notary Public Signature Typed or Pili fed Notary,Na CITY OF WIN*kSA r5,'•,w� _4 a Florida Munkipa ro4+olion:-ir' . Print Name " t"'. �.. _ Kevin Smzt ; :•� - �. M 9 Print Name 5 STATE OF FLORIDA COUNTY OF SEMINOLE The foregoing instrument was acknowledged before me this day of 2018, by Kehiin i , City Manager of Winter Springs, Florida, who is personally known to me. (NOTARY SEAL) � .... .� � " P r P 110"`Signature N,,,,,II,,� Notar Public-State of CASEY CARMAN Florida�oridi Commission FF 215744 Typed or Prated Notary Name pr My Comm. Expires Mar 31,2019 'h►iii��, Bonded the oqh National Notary AW, Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 8 of 9 EXHIBIT A Property Description Lot I and Tract D, WINTER SPRINGS—INTEGRA, according to the Plat thereof, as recorded in Plat Book 80, Pages 73 through 78,inclusive, Public Records of Seminole County, Florida. Neighborhood Public Street and Improvement Agreement City of Winter Springs Page 9 of 9