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Home My WebLink AboutVistawilla Office Center, LLC 5th ModificationIllIfIIIIIIIIIIII111IIIIIIlIII11111IIIN11Iil[1NInI~II111 THIS INSTRUMENT WAS PREPARED BY AND SHOULD BE RETURNED TO: Anthony Garganese City Attorney of Winter Springs Brown, Garganese, Weiss & D'Agresta, P.A. ~55 E. Robinson St., Suite 660 Orlando, FL 32801 (407)425-9566 MFTRYANNE MURSE~ CLERK Ufr CIHt'UI7 COURT SEMINt1Ll COUNTY 8K 06858 Pgs 1286 - 12891 f4pgs) CLERK'S # 2007155599 RECORDED 11/08/2007 O1t57:15 PM RECORDING FEE$ 3`0.50 RECURbEb BY L McKinley FOR RECORDING DEPARTMENT 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: 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"), 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 to Developers Agreement City of Winter Springs and Vistawilla Office Center: LLC -I- 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 order 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. ATTEST: By: 1 ~ . Lorenzo-Luaces, City Clerk 3 'a f= fi o_ :~ Cs~TY SEA~Iv `- ~ ~,^ G D,~ ,, - STATE OF FLORIDA COUNTY OF SEMINOLE CITY TER SPRINGS ~ ~ r~ By: John F. Bush, M yor APPROVED AS TO FORM AND LEGALITY For the use and reliance of the City of Winter Springs, Florida only. Date: (~ a}/~ ~ By: Anthony Garganese, City Attorney for the City of Winter Springs, Florida 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 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 C~ ~~ , 2007. OTARY SEAL I %~~ a .Public .~ tj" •v,~ Notary Public Sfale of Florida My commission expires: ~~ 1 ~ ~ Andrea Lorenzo-Luaces 4~. ~ ~ nay Commission DD664334 ~,_ _, °r ~~ Ex Tres 05/09/2011 FiRh Modification to Developer's Agreement City of Winter Springs 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~ Signature of Witness Thomas J. C r ery, President S«~ .5-- ireS Printed Name of Witn s Date: I ~" ~ ~ `" D~ 5i a r~f R~~~' ~~ ~~ Printed Name AfM~itne STATE OF ~Orl G~ COUNTY OF ~-/~- ~ nr~ l-~ n The foregoing instrument was acknowledged 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 known to me or produced as identification. (NOTARY SEAL) (Nola . blic lure) // .. ll ~ L.W (Print Name) ~ KATHRYN L. WHITE Notary Public, State of (~ „~.r':"~~ co~u~oo3ss~' Commission No.: ~ D3S~~' ~ `~~ E~re• en~aooa . ~ ~®~s~ sonoeanxuiaoo~asz.zsa My Commission Expires: rl -cZ~ ~n~na ~``' Fbrfda Np~ry ASSn_ Inc Sn...wn..uu~~•u.mo.G...i.uo~u.... i Fifth Modification to Developer's Agreement City oC Winter Springs and Vistar~~illa OtTce Center, LLC -4-