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HomeMy WebLinkAboutTab 59 Grandeville at Winter Springs, LLLP.pdfTHIS INSTRUMENT WAS PREPARED BY AND SHOULD BE RETURNED TO Anthony A. Garganese City Attorney of Winter Springs Brown, Garganese, Weiss & D'Agresta, P,A, ( PO Box 2873 111 N. Orange Avenue, Suite 2000 Orlando, Florida 32802 (407)425-9566 a e amanese@.Orl andolaw,net DEVELOPER'S AGREEMENT GRANDEVILLE AT TOWN CENTER This DEVELOPER'S AGREEMENT (the "Agreement") is made and executed this 25th day of February 2013 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 GRANDEVILLE AT WINTER SPRINGS, LLLP, a Florida Limited Liability Partnership ("GV"), whose address is 650 S. Northlake Boulevard, Suite 450, Altamonte Springs, Florida 32701. WITNESSE'I'H WHEREAS, in accordance with paragraph 21 herein, this Development Agreement is intended to replace, in its entirety, the previous Development Agreement executed by the parties, dated June 25, 2007 and recorded in Official records Book 6783 at Page 208, of the Public records of Seminole County, Florida ("Previous Development Agreement"); and WHEREAS, GV, owns fee simple title to real property containing 4.78 acres +/- located. in the City of Winter Springs and more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference; (the Property); and WHEREAS GV desires to develop the Property as a residential multifamily community to be comprised of 244 residential luxury apartment units in one (1) multi -story building with an attached concrete garage (the "Project") as depicted in that certain Final Engineering Plans, entitled Grandeville at Town Center dated February 6, 2013 and prepared by IBI Group under project No. CFL001, a copy of which is on file at City Hall and incorporated herein by this reference (referred to as the "Final Engineering Plans") and in accordance with the terms and conditions of this Agreement; and 1 WHEREAS the City and GV desire to set forth the following special terms and conditions with respect to the proposed development of the Project. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties mutually agree as follows; 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this reference. 2. Authorily. This Agreement is entered into pursuant to the Florida Municipal Home Rulo Powers Act. 3. Obligations and Commitments. In consideration of the City and GV entering into this Agreement the City and GV hereby agree as follows: (a) Approval of Final Engineering Plans. The City hereby acknowledges and agrees that the Final Engineering Plans approved by the City Commission on February 25, 2013 are acceptable, provided, however, GV shall have the obligation to further submit and obtain other applicable local and state permits. Further, GV shall also have the obligation to construct aesthetic enhancements to the Project as approved by the City Commission on November 19, 2012 in accordance with the City Code, particularly the City's Town Center District Code and the aesthetic review ordinance set forth in section 9-600 et. seq., City Code. (b) Utilities. The City hereby acknowledges and agrees that it currently has sufficient water and sewer treatment plant capacity available to service the Project and agrees that it shall provide such water and sewer services to the Project, (c) Roadways; Collector Road. All roadways shall be designed and constructed pursuant to the Final Engineering Plans. In order to facilitate the safe, efficient and orderly flow of traffic throughout the Project, the City desires that GV construct the road improvements as delineated below (the "Roads"). The Roads to be built by GV are subject to the following; (1) In consideration of being permitted to use the City -owned wet detention pond in accordance with subparagraph 3 (d), GV shall improve, to the City's reasonable satisfaction, approximately 725 linear feet of that portion of the dedicated right of way of Doran Drive which is situated between the intersection of Blumberg Blvd, and the right of way of Second Street, as depicted on the Final Engineering Plans (the "Roadways").; and (2) Dedicate the Roadways to the City and construct approximately 275 linear feet of Edge Drive along the northern most line of the Property, as reflected on the Final Engineering Plans. This right-of-way shall be dedicated in a form acceptable to the City Attorney and at such time the City requests the dedication in writing. (3) After completion of the construction of the Roadways substantially in accordance with F) the Final Engineering Plans, as certified by a registered Florida professional engineer, request shall be made by GV to the City Commission for acceptance of the roadway construction, which acceptance shall not be unreasonably withheld, and the City shall make payment to GV of two hundred thousand dollars ($200,000.00) within 30 days of said acceptance, toward said roadway construction. However, if GV does not substantially commence construction and substantially complete a sidewalk from Blumberg Boulevard to the Winter Springs High School within one (1) year of the effective date of this Agreement, the City shall have the right to construct a temporary sidewalk and deduct the City's actual out-of-pocket cost of constructing the temporary sidewalk from the $200,000 payment required by this subparagraph. In addition, in conjunction with constructing the Project, GV will then be required to replace the temporary sidewalk with a permanent sidewalk at its expense. (4) GV shall cause decorative streetlights leased by the City from Progress Energy (Duke Energy as of January 1, 2013), which are to be approved by the City prior to installation, to be provided and installed along Doran Drive and Edge Drive in the Winter Springs Town Center, at no cost to the City. The new decorative streetlights shall match existing streetlights located along Blumberg Boulevard with respect to all visual and operational specifications, unless a variation in any such specification is approved in writing by the City prior to installation. After streetlights along Doran Drive and Edge Drive have been installed and accepted by the City, costs for maintaining (including leasing costs) and operating the streetlights shall be transferred to the City and GV shall have no additional obligation for street lighting costs along Doran Drive or Edge Drive. The Roads shall be designed, located and constructed in accordance with the Final Engineering Plans approved hereunder and shall consist of two different design segments as aforedescribed. In consideration of the City's contribution, GV agrees to convey to the City that portion of the Roadways located on the Property as depicted on the Final Engineering Plans, along with all related improvements thereon and thereunder. All such land conveyances shall be by a recorded deed and be free and clear of all encumbrances. Conveyance of improvements shall be by bill of sale and free and clear of all liens. The deed of conveyance (as the case may be) and bill of sale shall be in a form acceptable to the City Attorney, (d) Construction of Stormwater Improvements. GV has designed the Project so that all stormwater retention and/or detention improvements for the Property, together with drainage from the roadway improvements to be located adjacent to and/or within the Project, are located offsite at the City -owned wet detention pond located behind City Hall (the "Pond"). GV may design and construct culverts and drainage pipes so that all stormwater drains into the aforesaid Pond in accordance with City and SJRWNID criteria and standards. The City acknowledges that the Pond, as constructed, has sufficient capacity to accommodate stormwater runoff from, the Project. The City will grant such easements as are reasonably needed to insure that the Project has the perpetual right to drain into said Ponds. 3 l (e) Town Center Code Special Exceptions (Waivers). Based on the depictions and dimensions set forth in the Final Engineering Plans, and GV's agreement to the terms and conditions set forth in this Development Agreement, the City Commission hereby grants the following special exceptions (waivers) to the Town Center District Code Said special exceptions (waivers) are granted pursuant to the special exception criteria enumerated in Section 20-321(c) of the Town Center District Code; (1) The green strip required by section 20-325(c)(5), Town Center District Code, for Edge Drive is not required. (2) The building and parking garage in excess of 20,000 square feet is hereby approved in accordance with section 20-324(9), Town Center District Code. (3) The block size and block face of Doran Drive are hereby approved in accordance with section 20-324(11), Town Center District Code. (4) The finish floor elevation of the club house and buildings shall be substantially in accordance with the Final Engineering Plans and as depicted on Exhibit "B," some of which are below 24" inches as required by the Town Center District Code. (f) Trash/Refuse Pick-up. Trash and refuse service shall be provided by the City's approved waste hauler (currently WastePro) at designated dumpster areas depicted on the Final Engineering Plans. (g) Mandatory On -Site Management of Property; Future Condominium Conversion. GV shall be required to employ an appropriate number of on -site personnel, or an on -site management company that will be responsible for managing the day-to-day leases and tenant needs in a manner that is commonly accepted in the local residential rental market for luxury apartments. GV shall also be responsible for maintaining, in good condition and in compliance with any and all applicable City property maintenance codes, any and all common areas, landscaping, entrance signs, walls, fences, recreational areas, and stormwater facilities. associated with the Project, However, in the event that GV desires to convert the Project into a condominium in the future, GV shall be required to first seek the reasonable approval of the City in accordance with the City's subdivision of land and other City Code requirements including, but not limited to zoning/building/fire code requirements which will not be unreasonably withhold. If the conversion is approved by the City, GV shall form a mandatory condominium association (the "Owners Association") for purposes of managing the day-to-day condominium owner needs and maintaining any and all common areas, the parking garage, landscaping, entrance signs, walls, fences, recreational areas, and stormwater facilities associated with the Project. GV will file a Declaration of Condominium, (the "Declaration") among the Public Records of Seminole County, Florida to evidence the formation of the Owners Association and establish its rights, duties and obligations. The Declaration shall be in a form reasonably acceptable to the City Attorney and, shall require the Owners Association, and the members thereof, to be bound by the M terms and conditions of this Agreement. (h) Levels of Service. The City acknowledges that the "Levels of Service" (e.g. water, sewer, wastewater, solid waste, roads, traffic, and parks) located in the vicinity of the Property are sufficient to accommodate the Project. GV has received documentation from the Seminole County School District confirming that school capacity is sufficient to accommodate the Project. Accordingly, the proposed Project complies with the City's concurrency requirements, if any. (i) Recreational Area. GV shall provide and maintain a recreational area within the Project as shown on the Final Engineering Plans and will further have a meeting place for tenants and the condominium association if the Project is converted into a condominium pursuant to paragraph 3(g) of this Agreement. (j) Parking Spaces. As reflected on the Final Engineering Plans, the Project will provide at least 435 parking spaces (including handicapped spaces required by code) on the Project site. In addition, GV shall provide 54 perimeter parking spaces along Edge Drive and Doran Drive unless otherwise determined in writing by the City Manager. No additional parking spaces are required. (k) Landscape Plans. Landscaping shall be installed and maintained in accordance with the landscape plans approved by the City Commission. Inaddition, to the standard Arbor Permit Fee, GV shall make a contribution to the City's tree bank in the amount of $1,000.00 ($500.00 each x two specimen trees) to partially offset the loss of tree canopy value to the City caused by the removal of existing trees located on the Property, said contribution shall be used to purchase and install trees and landscape material within the Town Center. (1) Impact Fees. For this Project, the City hereby agrees to freeze (not increase) current Police, Fire, Parks and Recreation and Transportation City impact fees until December 31, 2013. The current City impact fees for residential units are as follows: City transportation ... $2,224 per unit Parks ... $1,200 per unit Police ... $356 per unit Fire ... $700 per unit Water ... $522 for 1-2 bedroom units; $609 for 3+ bedroom units and the clubhouse Sewer ... $2,065 for 1-2 bedroom units; $2,478 for 3+ bedroom units and the clubhouse (m) Grills and Fire Places on Balconies, The use of barbeque grills and fire places on or near the balconies of the units shall be strictly prohibited hereunder and by management personnel employed by GV under paragraph (h), 4. Representations of the Parties. The City and GV hereby each represent and warrant to the other that it has the power and authority to execute, deliver and perform the terms 5 and provisions of this Agreement and has taken all necessary action to authorize the execution, delivery and performance of this Agreement will, when title to the Property is vested in GV and/or its designated assignee and when duly executed and delivered by the City, then this Agreement will be recorded in the Public Records of Seminole County, Florida, and will constitute, a legal, valid and binding obligation enforceable against the parties hereto and the Property in accordance with the terms and conditions of this Agreement. GV represents that it has voluntarily and willfully executed this Agreement for purposes of binding the Property to the terms and conditions set forth in this Agreement. 5. Successors and Assuan. This Agreement shall automatically be binding upon and shall inure to the benefit of the City and GV and their respective successors and assigns including, but not limited to, any future Owners' Association that may be formed if the Project is converted into a condominium and the members thereof. The terms and conditions of this Agreement similarly shall be binding upon the Property and shall run with title to the same. 6. _Applicable Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, Venue for any state court action shall be Seminole County, Florida, and Orlando, Florida for any federal court action. 7. Amendments. This Agreement shall not be modified or amended except by written agreement duly executed by both parties hereto (or their successors or assigns) and approved by the City Commission. 8. Entire Agreement. This Agreement supersedes any other agreement, oral or written, and contains the entire agreement between the City and GV as to the subject matter hereof La-- Tl _l i1-:_ A ------_-_ -1--11 1-- 1-_1-1 - 1- --''' Relationship of the Parties Sovereign Immunity liability under state or federal law. As such, the City shall not be liable, under this Agreement for punitive damages or interest for the period before judgment. Further, the City shall not be liable for any claim or judgment, or portion thereof, to any one person for more than two hundred thousand dollars ($200,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds the sum of three hundred thousand dollars ($300,000.00). This paragraph shall survive termination of this Agreement. 14. City's Police Power. GV agrees and acknowledges that the City hereby reserves all police powers granted to the City by law. In no way shall this Agreement be construed as the City bargaining away or surrendering its police powers. 15. Interpretation. The parties hereby agree and acknowledge that they have both participated equally in the drafting of this Agreement and no party shall be favored or disfavored regarding the interpretation to this Agreement in the event of a dispute between the parties. 16. Third Party Rights. This Agreement is not a third party beneficiary contract and shall not in any way whatsoever create any rights on behalf of any third party. 17. Specific Performance. Strict compliance shall be required with each and every provision of this Agreement. The parties agree that failure to perform the obligations provided by this Agreement shall result in irreparable damage and that specific performance of these obligations may be obtained by a suit in equity. 18. Attorney's Fees. In connection with any arbitration or litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs through all appeals to the extent permitted by law. 19. Development Permits. Nothing herein shall limit the City's authority to grant or deny any development permit applications or requests subsequent to the effective date of this Agreement. The failure of this Agreement to address any particular City, County, State and/or Federal permit, condition, term or restriction shall not relieve GV or the City of the necessity of Termination opment Agreement C� UNT WITNESS WHEREOF, the parties have hereunto set their hands and seal on the date first ab vp writte;a , i, CITY OF WINTER SPMGS By-"' An o' n-o-Luaces, City Clerk WITNESSED BY: Va. M—�Sri 01�_ E:3 APPROVED AS TO FORM AND LEGALITY. For the use and reliance of the City of W' r rings, Florida only, By: Anthony A. Garganese, City Attorney GRANDEVILLE AT WINTER SPRINGS LLLP By: WINTER SPRINGS TOWN CENTER, LLLP, a Florida limited liability limited partnership (its sole general partner) BY: MORGAN W SPRING , P LC, LON Morgan, 1 STATE OF FLORIDA COUNTY OF'SEM1NOLE BY: WSTC, LLLP, a Florida limited liability limited partnership, General Partner BY: WSTC, INC., a Florida corporation By: �'z v. A.... e. 4 VXI Frank 6rosch, Vice President The foregoing; instrument was acknowledged before me on this 624� day of h 2013 by Frank Grosch as Vice President of WSTC, INC., a Florida corporation, the sole general partner of WSTC, LLLP, a Florida limited liability limited partnership, which entity is a co -general partner of WINTER SPRINGS TOWN CENTER, LLLP, which entity is the sole general partner of Grandeville at Winter Springs Limited Part r�i4�+' Xhalf of said entity. He is personally known to me. � I / Cj z : #RR971m_ NOTARY PUBLIC, STATE OF FLORIDA O�'' ; s�„Ia ' o Print Name y My Commission e'''-"`'•�`'-`�� C•` � III."III .: ,�, -3 = :. .... ._ SI .. ... .. 1, Mu.MOME6.�z Wtip Exhibit "B" 'FINISH FLOOR' MEANS TOP OF CONCRETE FLOOR SLAB ELEVATION INSIDE THE BUILDING. 'EXTERIOR GRADE' MEANS THE GRADING ELEVATION OUTSIDE OF THE BUILDING LINE, EXCLUDING THE COURTYARD; THE GRADING ALONG THE COURTYARD PERIMETER SHALL BE DETERMINED BYTHE LANDSCAPE ARCHITECT. 'UP TO' MEANS THE MAXIMUM ELEVATION OFTHE EXTERIOR GRADING TO MAINTAIN THE24! DIFFERENTIAL BETWEEN BUILDING INTERIOR AND EXTERIOR REGARDLESS, AT ALL DOOR OPENINGS THAT CONNECT THE BUILDING INTERIOR AND EXTERIOR THE EXTERIOR GRADE SHALL BE ATTHE SAME LEVEL AS THE -FINISH FLOOR! FNISH FLOOR AT E0.00 / _—, EXTERIOR GRADE UP TO 48.00 FINISH FLOOR AT 50.00 EXTERIOR GRADE LESS THAN 24' BE FINISH FLOOR AT 49Z DMJ31OR GRADE UP TO 49.00 RNISHFL()ORAT100W-49.0G mo...................