HomeMy WebLinkAboutTuscawilla Property Investors, LLC - 2026 01 12 Thistlewood Winter Springs, LLC & Winter Springs Net, LLC - Third Modification to Development and Property Division Agreement (Marketplace Additional Parking and Mod to Robert Family Lane)Grant Maloy, Clerk Of The Circuit Court & Comptroller Seminole County, FL
Inst #2026004377 Book:10967 Page:1246-1256; (11 PAGES) RCD: 1/15/2026 12:13:17 PM
REC FEE $95.00
THIS INSTRUMENT WAS PREPARED BY
AND SHOULD BE RETURNED TO:
Anthony A. Garganese
City Attorney of Winter Springs
Garganese, Weiss, D'Agresta & Salzman, P.A.
I I I N. Orange Avenue, Suite 2000
Orlando, FL 32802
(407)425-9566
THIRD MODIFICATION TO
DEVELOPMENT AND PROPERTY DIVISION AGREEMENT
(Winter Springs Marketplace — Additional Parking and Modifications to Robert Family Lane)
THIS THIRD MODIFICATION TO DEVELOPMENT AND PROPERTY
DIVISION AGREEMENT ("Third Modification") is made and executed this day day of
In ae,. , 2026, by and between the CITY OF WINTER SPRINGS, a Florida
Municipal Co oration ("City"), whose address is 1126 East S.R. 434, Winter Springs, Florida
32708, and THISTLEWOOD WINTER SPRINGS, LLC, a Florida Limited Liability Company,
whose address is 677 King Street, 3`d Floor, Charleston, SC 29403 and WINTER SPRINGS NET,
LLC, a Florida Limited Liability Company, whose address is 6525 3`d Street, Suite 409,
Rockledge, Florida 32955 (collectively "Owners").
WITNESSETH:
WHEREAS, Owners' predecessor in interest, Tuscawilla Property Investors, LLC, and
the City entered into and executed that certain Development and Property Division Agreement for
Winter Springs Marketplace, dated March 8, 2021, and recorded in the Official Records of
Seminole County at Book 9887, Pages 718-751 (the "Development Agreement") as well as that
certain First Modification to the Development and Property Division Agreement for Winter
Springs Marketplace, dated January 30, 2023, and recorded in the Official Records of Seminole
County at Book 10397, Pages 628-643 (the "First Modification"), and that certain Second
Modification to the Development and Property Division Agreement for Winter Springs
Marketplace, dated 14POA and recorded in the Official Records of Seminole County at Book
, Pages lb, 37 j 1P-45 (the "Second Modification"); and
WHEREAS, the Development Agreement governs the development of the Winter Springs
Marketplace shopping center, consisting of both the Property and Trust Property, as legally
described and defined therein, the Trust Property having been conveyed to Tuscawilla Property
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 1 of 11
Book 10967 Page 1247
Instrument# 2026004377
Investors subsequent to the execution and recordation of the Development Agreement, and the
Trust Property being more particularly described in Exhibit "D" of the Development Agreement;
and
WHEREAS, the Property and Trust Property have been subdivided and are no longer
entirely owned by Tuscawilla Property Investors, LLC; and
WHEREAS, as described in the Second Modification, Tuscawilla Property Investors,
LLC, desires to construct a Wawa neighborhood convenience store with gas pumps on the
Resulting Trust Property Parcel #2, as more particularly described in Exhibit "G" of the Second
Modification; and
WHEREAS, Tuscawilla Property Investors, LLC, as authorized by the Owners, further
desires to modify the existing parking area of the Winter Springs Marketplace development by
adding an additional 10 parking spaces which will be available to service the proposed Wawa
development located upon the Resulting Trust Property Parcel #2, and by remodeling a portion of
Roberts Family Lane which services the Property and Trust Property, as more particularly
described and depicted on Exhibit "J," attached hereto and incorporated herein by this reference
(hereinafter the "Parking and Access Improvements"); and
WHEREAS, the Parking and Access Improvements are located on a portion of the
Property within the Winter Springs Marketplace now owned by the Owners; and
WHEREAS, Section 20-29(c) of the City Code requires that all site plans shall be binding
on the use of the subject property; and
WHEREAS, this Third Modification shall be recorded against a portion of the Property
described herein so that the terms and conditions of approval shall run with the land; and
NOW THEREFORE, in consideration of the mutual promises and covenants contained
herein, the parties mutually agree as follows:
1.0 Recitals. The foregoing recitals are true and correct and are hereby incorporated
herein by this reference.
2.0 Authority. This Third Modification is entered into pursuant to the Florida
Municipal Home Rule Powers Act.
3.0 The Project Area. The real property that is the subject of this Third Modification
is legally described in EXHIBIT "I," attached hereto and fully incorporated herein by this
reference for convenience (the "Improvements Project Area").
4.0 P_ roiect Description and Requirements; Phasinjz, Tuscawilla Property Investors
has constructed Phases I and II of the Winter Springs Marketplace shopping center on the Property,
as well as supporting infrastructure, stormwater pond, parking lots, and landscaping. Owners
intend to construct certain improvements, consisting of ten (10) additional parking spaces in the
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 2 of I 1
Book 10967 Page 1248
Instrument# 2026004377
Improvements Project Area and certain improvements to Roberts Family Lane, as depicted in
Exhibit "J."
(Hereinafter, all project description and requirements and references to the "Parking and Access
Improvements" shall refer to the additional parking spaces and the associated improvements to
Roberts Family Lane).
Owners shall construct the Parking and Access Improvements in a manner consistent with the
approved Final Engineering/Site Plans that are on file with the City with the following file numbers
and consistent with the requirements contained in this Third Modification:
File Nos: FEDP-2025-0017. FINAL ENGINEERING/SITE PLAN.
The overall Final Engineering/Site Plan for the Parking and Access hmprovements is attached
hereto as EXHIBIT "J" for convenience and incorporated herein by this reference.
5.0 Conditions of Approval. Specific conditions of approval for the above -referenced
Final Engineering Plans include the following, which are also addressed in the staff report for the
Final Engineering/Site Plans:
a. All grass areas in the Improvements Project Area shall use Bahia grass. No St. Augustine
grass or any grass type with low drought tolerance shall be permitted.
b. Construction of the Parking and Access Improvements shall not commence until
appropriate permitting has been obtained from the St. Johns River Water Management
District, to the extent required.
6.0 Termination of Approval as to Parking and Access Improvements. In the event
the Owners or their authorized agents fail to obtain the building permit and substantially
commence construction of the Parking and Access Improvements within two (2) years of the
Effective Date of this Third Modification, then the City shall have the right to terminate and/or
void the approvals set forth herein and require the Owners to reapply to the City. The Owners
may apply to the City Commission for an extension of this deadline, which may be granted upon
good cause shown.
7.0 Representations of the Pat -ties. The City and Owners hereby each represent and
warrant to the other that it has the power and authority to execute, deliver and perform the terms
and provisions of this Third Modification and has taken all necessary action to authorize the
execution, delivery and performance of this Third Modification. The Owners further agrees and
make the following representations and warranties to the City:
A. The Owners are lawfully seized of the Improvements Project Area property in fee
simple and has full and lawful authority to execute this Third Modification and bind
the Improvements Project Area property as set forth herein.
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 3 of 11
Book 10967 Page 1249
Instrument# 2026004377
This Third Modification will, when duly executed and delivered by the City and Owners, constitute
a legal, valid and binding obligation enforceable against the parties hereto. Upon recording of this
Third Modification in the Public Records of Seminole County, Florida, the Third Modification
shall be a binding obligation upon the Improvements Project Area property in accordance with the
terms and conditions of this Agreement. Owners represent that it has voluntarily and willfully
executed this Third Modification for purposes of binding himself and the Project Area property to
the terms and conditions set forth in this Third Modification.
8.0 Successors and Assigns. This Third Modification shall automatically be binding
upon and shall inure to the benefit of the City and Owners and their respective successors and
assigns. The terms and conditions of this Third Modification similarly shall be binding upon the
Improvements Project Area property, and shall run with title to the same upon being duly recorded
against the Improvements Project Area property by the City.
9.0 Effective Date. This Third Modification shall become effective upon approval by
the City Commission and execution by all parties hereto.
10.0 Recordation. Upon full execution by the Parties, this Third Modification shall be
recorded in the Public Records of Seminole County, Florida by the City and shall be binding upon
the Improvements Project Area property and all future owners thereof.
11.0 Effect of Modification. All other terms and conditions of the Development
Agreement, First Modification, and Second Modification not in conflict with this Third
Modification, 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 OF WINTER SPRINGS
By:
Kevin Sweet, City Manager
Date: % ZI-4 faL�)- 6
ATTEST:
By:
Christian Gowan, City Clerk
APPROVED AS TO FORM AND LEGALITY
CITY SEAL For the use and reliance of the City of Winter Springs,
Florida only.
"ev S prl cgs
cti �
0 orated THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
0 City of Winter Springs and Tuscawilla Property Investors, LLC
0 0
,� q ® Page 4 of 11
a
sen►inole Co
Book 10967 Page 1250
Instrument# 2026004377
Date: rC
By:
Garganese, City Attorney for
the City of Winter Springs, Florida
STATE OF FLORIDA
COUNTY OF SEMINOLE
The foregoing instrument was acknowledged before me by means of GZ physical
presence or (__) online notarization, this V;L`l� day of / 2026, by Kevin Sweet,
City Manager of the City of Winter Springs, Florida, a Florida municipal corporation, on behalf
of the corporation, wh i� ��Iaa� ta> or produced
as identification.
(NOTARY SEAL)
Notary Public State of Florida
Tristin M Tarrant
Ifl My Commission HH 491305
Expires 2/11/2028
(Notary Public Si I tur )
" ��� - i v �VA�4--
(Print Name)
Notary Public, State of o- i C
Commission No.:
My Commission Expires: tt
THIRD tVIODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 5 of 11
Book 10967 Page 1251
Instrument# 2026004377
Signed, sealed and delivered in the
presence of the following witnesses:
-61
Sig ture of Witness
Printed Name of Witness
�aw�"rz
Si ature of Witness _
Prr ted Name of Witness
STATE OF r(Q�, ra
COUNTY OF—
WINTER SPRINGS NET, LLC
f emu..
By:
Print Name:
Date:
The foregoing instrument was acknowledged before me by means of physical
resence or online notarization, this day of 20g6, by
V)diy�, Lr , the Manager of Winter Springs Net, LLC, a limited liability company, on
behalf of the company, who is personally knnwn tie or produced
as identification.
(NOTARY SEAL)
EE,
BRENDASHEKTMANMYCOMMISSION # HH 670754EXPIRES: June 22, 2029
(NotT Public Signature)
(Print Name)
Notary Public, State of ((;�
Commission No.: \-A *
My Commission Expires:
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 6 of 12
Book 10967 Page 1252
Instrument# 2026004377
Signed, sealed and delivered in the
presence of the following witnesses:
i` °
- yl_ -
i:: � -
Signature of Witness
CL s. t £
Printed Name of Witness
THISTLEWO WINTER SPRINGS, LLC
By:
Print Name:
Date:
STATE
COUNTY OF
The foregoing instrument was acknowledged before me by means of (-:!�J physical
presence t or () online notarization, this` day of e 2025, by
0¢-1D the Manager of kThistle ter S rings, LLC, a limited liability company,
on behalf of the company, who isrsonally known to or produced
as identification.
(NOTARY SEAL) o�
(Notary Public S ture)
(Print Name)
Notary Public, State of SCDO CNC� t C i , JL>
Commission No.:
My Commission Expires:
` Margaret Gangloff
NOTARY PUBLIC
State of South Carolina
MY Commission Expires 9/24/2034
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 7 of 12
Book 10967 Page 1253
Instrument# 2026004377
EXHIBIT I
LEGAL DESCRIPTION OF IMPROVEMENTS PROJECT AREA
Lots 1, 3, and Tract C of the Winter Springs Marketplace plat, recorded in the Plat Book
of Seminole County, Book 88, Page 5.
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 8 of 11
Book 10967 Page 1254
Instrument# 2026004377
EXHIBIT J
OVERALL SITE PLAN FOR PARKING AND ACCESS IMPROVEMENTS
J
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 9 of 11
Book 10967 Page 1255
Instrument# 2026004377
JOINDER AND CONSENT
For and in consideration of the mutual covenants, terms, and conditions and restrictions
contained herein, together with other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, One Florida Bank, a Florida banking corporation, as holder of
that certain Mortgage and Security Agreement, which is recorded in Official Records Book 10171,
Page 569 of the Public Records of Seminole County, Florida, as modified or affected by that certain
Assignment of Leases and Rents, recorded in Official Records Book 10171, Page 585, that certain
First Modification of Mortgage and Assignment of Leases and Rents, recorded in Official Records
Book 10435, Page 458, that certain UCC-I Financing Statement recorded in Official Records Book
10171, Page 593, and that certain UCC-1 Financing Statement Amendment, which is recorded in
Official Records Book 10435, Page 461, and that certain Notice Pursuant to Florida Statutes,
Section 713.10, recorded in Official Records Book 10435, Page 464, all of the Public Records of
Seminole County, Florida (collectively, the "Mortgage",) hereby joins in and consents to the
foregoing Third Modification to the Development and Property Division Agreement by and
between the City of Winter Springs, a Florida municipal corporation, and Thistlewood Winter
Springs, LLC, a Florida limited liability company, and Winter Springs Net, LLC, a Florida limited
liability company, and further acknowledges and agrees that its Mortgage shall be subordinated to
such Third Modification to the Development and Property Division Agreement and the obligations
contained therein.
Dated this day of�2026.
t
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuscawilla Property Investors, LLC
Page 10 of 11
Book 10967 Page 1256
Instrument# 2026004377
Signed and sealed in the presence of:
IN
v
Prin Name: tco, If -V) s'i
Address: t c.,
Print Name: "
Address:
()fAR�\j 0 {� L �Ob
STATE OF q OY) �
COUNTY OF
The foregoing instrument was ack ledged
presence or �) online notarization, this f day
the of Qyy` E} Yl 1 '
who is personally known to me or produced
identification.
(NOTARY SEAL)
SHEYLA B. THOMPSON
3•: *' MY COMMISSION # HH 719404
e" EXPIRES: November 9, 2029
• •FOF f��•'
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before me by means of (V'') physical
of jahUM , 2026, by VVI) SVAnq-(/
on behalf of the company,
as
(Notary Public 3'gn ur )
(Print Name) �}
Notary Public, State of 4 , D wf L,
Commission No.: -0 M 4V 1 '
My Commission Expires: Qi
I
THIRD MODIFICATION TO DEVELOPMENT AGREEMENT
City of Winter Springs and Tuseawilla Property Investors, LLC
Page 11 of 11