HomeMy WebLinkAboutJDC Calhoun, Inc First Modification - 2001 (2)FIRST MODIFICATION OF AGREEMENT
A First Modification of Agreement made and entered into as of this Oee day of July,
2001, by and between JDC CALHOUN, INC., a Georgia corporation, (hereinafter referred to as
"JDC "), and the CITY OF WINTER SPRINGS, a municipal corporation existing under the laws of
the State of Florida (hereinafter referred to as the "City ").
RECITALS
WHEREAS, JDC and the City previously entered into that certain Agreement dated as of
August 1, 2000; and
WHEREAS, JDC and the City desire to modify the terms and provisions of such Agreement.
NOW THEREFORE, in consideration of the terms and conditions set forth in this Fist
Modification of Agreement, and other good and valuable consideration, the receipt of which is
hereby acknowledged by the parties, the City and JDC agree to the following:
1. The provisions of subparagraph III. (c) and other provisions of the Agreement
pertaining to the two -story 30,240 square foot building which is contemplated to be constructed on
the corner of State Road 434 and Main Street are hereby modified to memorialize the recent
agreement of the parties that JDC shall have a period of up to eighteen (18) months after JDC's
closing on the JDC Property within which to commence construction of such building on the corner
of State Road 434 and Main Street. The City acknowledges and confirms that the permits,
certificates of occupancy and other permits for development of other portions of the JDC Property
will not be withheld or delayed during the period prior to JDC's commencement of such construction
on the corner of State Road 434 and Main Street.
2. The provisions of the Agreement are hereby modified to memorialize the
recent understanding and agreement of the parties that the City has no objection conceptually to the
construction of a fast food restaurant located internal to the site in the vicinity of the roundabout.
JDC acknowledges that the precise configuration and other details relating to the proposed fast food
restaurant must be reflected in a site plan and other submittals required under the City Code with
respect to which final City approval(s) must be obtained prior to commencement of construction.
3. The provisions of this Agreement are hereby further modified to memorialize
the recent agreement of the parties that the roundabout depicted on the Conceptual Site Plan will
contain a water fountain or similar water feature.
4. The provisions of the Agreement are hereby further modified and amended
to memorialize the agreement of the parties that as of JDC's closing of the purchase of the JDC
Property, the City shall be fully obligated to construct, at its cost and expense, the Main Street
Page 1 of 4
Improvements, Hickory Grove Park Boulevard, Hickory Grove Park North/South Extension Street
together with the facilities and improvements serving the JDC Property for sanitary sewer, potable
water, and stormwater, all as more specifically described in the Agreement. Design, engineering,
permitting, and construction of each item of infrastructure shall be completed by the respective date
set forth in Schedule 1, attached hereto and incorporated herein by this reference. Further, with
respect to potable water, sanitary sewer and stormwater improvements serving the JDC Property, the
City agrees to furnish JDC in writing the designated connection points at the perimeter of the JDC
Property (which may be fully relied upon by JDC in connection with its site plan, binding
commitments with JDC's tenants and all other matters) not later than thirty (30) days after the
effective date of this First Modification. The City has acquired suitable property for stormwater
retention as contemplated in Section V(d) of the Agreement. Therefore, both parties waive their
right to cancel the Agreement under said Section V(d) for the City's failure to acquire such suitable
property.
5. JDC represents that it is JDC's intention to acquire the parcel owned by the
Kingsburys located at the corner of Main Street and Hickory Grove Park Blvd. and in connection
therewith, the City agrees to process JDC's development permit applications in good faith and in a
prompt, diligent manner such that development may be coordinated with development on the JDC
Property.
6. The City and JDC acknowledge that following the execution of the
Agreement, it has been determined to the best of City's actual knowledge that the permitting through
the St. John's River Water Management District of the on -site stormwater collection system should
be routine and with no known practical risk of denial or the attachment of unacceptable conditions.
7. The City acknowledges that JDC has made the elections described more
particularly in subparagraphs III(g) and VII(c). Said election provides for diagonal parking along
Main Street and Hickory Grove Blvd.
8. Paragraph VII(a) of the Agreement is hereby amended and restated as follows:
JDC agrees that not later than twenty (20) days following the closing of JDC's
purchase of the property, JDC will convey to the City fee simple title to: (i) the Market Square Parcel
and (ii) the eleven (11) foot wide strip of land:needed for right -of -way and other municipal purposes
as legally described on Exhibit "C" of the Agreement. Further, JDC shall effectuate the conveyances
contemplated in Paragraph 7 of this First Modification in the same instrument of conveyance, which
the parties agree shall be a Special Warranty Deed. JDC acknowledges and confirms that such
conveyances to the City shall be free of mortgages, liens or other matters which would unreasonably
interfere with the City's use of such strips of land for the uses intended therefor as contemplated in
this Agreement; provided however, the City agrees that it shall be the City's responsibility with
respect to power lines and /or other utilities within such areas deeded to the City to coordinate and
Page 2 of 4
pay for the relocation of the same underground and the City acknowledges that any such existing
power lines and/or other utilities wiiliin the deeded area shall not be a basis for objecting to the
condition of the title to such strips of land.
9. The City acknowledges that because of events beyond its control, it has been
delayed in the pennitting of the portion of the master stormwater management system intended to
serve the portion of the JDC Property labeled the "East Basin" on the sketch attached hereto as First
Modification Exhibit "A ". Therefore, the City and JDC agree that Phase I will be undertaken by
JDC in two steps, the first step involving the portion of Phase I labeled the "West Basin" on the
sketch attached hereto as First Modification Exhibit "A" ( "Phase IA ") and Step 2 involving the
portion of Phase I labeled the "East Basin" on the sketch attached hereto as First Modification
Exhibit "A "( "Phase IB" ). JDC desires to commence Phase IA development at the earliest possible
date after the City has satisfied its obligations under the Agreement, as amended hereby, and the City
agrees to use its best efforts to expedite satisfaction of such obligations.
10. In consideration of the foregoing provisions, JDC hereby (i) waives its right
of termination in the event JDC is not successful in securing a drugstore anchor (the right of
termination in connection with the grocery store anchor is not waived); and (ii) JDC agrees that the
6,000 square foot building and 10,500 square foot building circled on the copy of the Conceptual Site
Plan for Phase II attached hereto as First Modification Exhibit "B" shall be constructed in Phase I.
The parties acknowledge and agree that the 6,000 square foot building and the 10,500 square foot
building shall be counted for purposes of application of the 45,000 square foot threshold as provided
in subparagraph III(e) of the Agreement.
11. The obligation of the City under this First Modification of Agreement shall
be conditioned upon JDC closing on the purchase of the JDC Property.
12. All terms of the Agreement between the parties, dated August 1, 2000, shall
remain in full force and effect, to the extent not modified by this First Modification Agreement.
13. The City has acquired Hickory Grove Park Boulevard and Hickory Grove Park
North/South Extension Street. Therefore, Paragraph V(b), beginning with the third sentence therein,
is hereby deleted in its entirety.
14. With respect to.the notice provisions contained in the last full paragraph of
Section VI of the Agreement, the City waives the notice of JDC's scheduled construction
commencement date of the grocery store anchor.. JDC acknowledges that such waiver shall not
relieve JDC from its obligations to provide such notice with respect to the drug store anchor and
Phase Il.
Page 3 of 4
IN WITNESS WHEREOF, JDC and the City have executed this Agreement in form
sufficient to bind them as of the day and year first above written.
WITNESSES:
Name: —�
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Name:
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F tDOCSICity of Winta SpringsWgrccmcntsVDC Calhoun Agrccnicnt v.OA.pch.kj
Page 4 of 4
MOn
M.
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Doran, Vice President
to �F M
. .. F,
SCHEDULE 1
Main Street Improvements
Design /Permitting
Commence Complete
6/26/00 11/01/01
Bidding
Commence Complete
11/15/01 1/15/02
Construction
Commence Complete
2/15/02 9/15/02
Hickory Grove Park Boulevard and Hickory Park North /South Extension Street
Design /Permitting
Commence Complete
1/08/01 9/30/01
Bidding
•
Commence Complete
9/30/01 11/15/01
Construction
Commence Complete
12/15/01 -7/01 i02
Public Water Service
Available for immediate use with sufficient pressure and flow
7
Stormwater Improvements
Phase 1A (West)
Phase 1B (East)
Design /Permitting
Design /Permitting
Commence Complete
Commence qo le e
1/08/01 9/30/01
6/26/00 11/01/01
Bidding
Bidding
Commence Complete
Commence Complete
9/30/01 11/15/01
11/01/01 1/15/02
Construction
Construction
Commence Complete
Commence Complete
12/15/01 7/15/02
2/15/02 9/15/02
Public Sewer Service
Phase IA (West
Phase IB (East)
Design /Permitting
Design /Permitting
Commence Complete
Commence Complete
1/08/01 9/30/01
6/26/00 11/01/01
Bidding
Bidding
Commence Complete
Comm-ence Complete
9/30/01 11/15/01
11/01/01 1/15/02
Construction
Construction
Commence Complete
Commence Complete
12/15/01 7/15/02
2/15/02 9/15/02
Public Water Service
Available for immediate use with sufficient pressure and flow
7
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Scala V 60
FIRST MODIFICATION OF AGREEMENT
A First Modification of Agreement made and entered into as of this _ _ day of July,
2001, by and between JDC CALHOUN, INC., a Georgia corporation, (hereinafter referred to as
"JDC "), and the CITY OF WINTER SPRINGS, a municipal corporation existing under the laws of
the State of Florida (hereinafter referred to as the "City").
RECITALS
WHEREAS, JDC and the City previously entered into that certain Agreement dated as of
August 1, 2000; and
WHEREAS, JDC and the City desire to modify the terms and provisions of such Agreement.
NOW THEREFORE, in consideration of the terms and conditions set forth in this Fist
Modification of Agreement, and other good and valuable consideration, the receipt of which is
hereby acknowledged by the parties, the City and JDC agree to the following:
1. The provisions of subparagraph III. (c) and other provisions of the Agreement
pertaining to the two -story 30,240 square foot building which is contemplated to be constructed on
the corner of State Road 434 and Main Street are hereby modified to memorialize the recent
agreement of the parties that JDC shall have a period of up to eighteen (18) months after JDC's
closing on the JDC Property within which to commence construction of such building on the corner
of State Road 434 and Main Street. The City acknowledges and confirms that the permits,
certificates of occupancy and other permits for development of other portions of the JDC Property
will not be withheld or delayed during the period prior to JDC's commencement of such construction
on the corner of State Road 434 and Main Street.
2. The provisions of the Agreement are hereby modified to memorialize the
recent understanding and agreement of the parties that the City has no objection conceptually to the
construction of a fast food restaurant located internal to the site in the vicinity of the roundabout.
JDC acknowledges that the precise configuration and other details relating to the proposed fast food
restaurant must be reflected in a site plan and other submittals required under the City Code with
respect to which final City approval(s) mustbe obtained prior to commencement of construction.
3. The provisions of this Agreement are hereby further modified to memorialize
the recent agreement of the parties that the roundabout depicted on the Conceptual Site Plan will
contain a water fountain or similar water feature.
4. The provisions of the Agreement are hereby further modified and amended
to memorialize the agreement of the parties that as of JDC's closing of the purchase of the JDC
Property, the City shall be fully obligated to construct, at its cost and expense, the Main Street
Page 1 of 4
Improvements, Hickory Grove Park Boulevard, Hickory Grove Park North/South Extension Street
together with the facilities and improvements serving the JDC Property for sanitary sewer, potable
water, and stormwater, all as more specifically described in the Agreement. Design, engineering,
permitting, and construction of each item of infrastructure shall be completed by the respective date
set forth in Schedule 1, attached hereto and incorporated herein by this reference. Further, with
respect to potable water, sanitary sewer and stormwater improvements serving the JDC Property, the
City agrees to furnish JDC in writing the designated connection points at the perimeter of the JDC
Property (which may be fully relied upon by JDC in connection with its site plan, binding
commitments with JDC's tenants and all other matters) not later than thirty (30) days after the
effective date of this First Modification. The City has acquired suitable property for stormwater
retention as contemplated in Section V(d) of the Agreement. Therefore, both parties waive their
right to cancel the Agreement under said Section V(d) for the City's failure to acquire such suitable
property.
5. JDC represents that it is JDC's intention to acquire the parcel owned by the
Kingsburys located at the comer of Main Street and Hickory Grove Park Blvd. and in connection
therewith, the City agrees to process JDC's development permit applications in good faith and in a
prompt, diligent manner such that development may be coordinated with development on the JDC
Property.
6. The City and JDC acknowledge that following the execution of the
Agreement, it has been determined to the best of City's actual knowledge that the permitting through
the St. John's River Water Management District of the on -site stormwater collection system should
be routine and with no known practical risk of denial or the attachment of unacceptable conditions.
7. The City acknowledges that JDC has made the elections described more
particularly in subparagraphs III(g) and VII(c). Said election provides for diagonal parking along
Main Street and Hickory Grove Blvd.
8. Paragraph VII(a) of the Agreement is hereby amended and restated as follows:
JDC agrees that not later than twenty (20) days following the closing ofJDC's
purchase of the property, JDC will convey to the City fee simple title to: (i) the Market Square Parcel
and (ii) the eleven (11) foot wide strip of land needed for right -of -way and other municipal purposes
as legally described on Exhibit "C" of the Agreement. Further, JDC shall effectuate the conveyances
contemplated in Paragraph 7 of this First Modification in the same instrument of conveyance, which
the parties agree shall be a Special Warranty Deed. JDC acknowledges and confirms that such
conveyances to the City shall be free of mortgages, liens or other matters which would unreasonably
interfere with the City's use of such strips of land for the uses intended therefor as contemplated in
this Agreement; provided however, the City agrees that it shall be the City's responsibility with
respect to power lines and /or other utilities within such areas deeded to the City to coordinate and
Page 2 of 4
pay for the relocation of the same underground and the City acknowledges that any such existing
power lines and/or other utilities within the deeded area shall not be a basis for objecting to the
condition of the title to such strips of land.
9. The City acknowledges that because of events beyond its control, it has been
delayed in the permitting of the portion of the master stonnwater management system intended to
serve the portion of the JDC Property labeled the "East Basin" on the sketch attached hereto as First
Modification Exhibit "A ". Therefore, the City and JDC agree that Phase I will be undertaken by
JDC in two steps, the first step involving the portion of Phase I labeled the "West Basin" on the
sketch attached hereto as First Modification Exhibit "A" ( "Phase IA") and Step 2 involving the
portion-of Phase I labeled the "East Basin" on the sketch attached hereto as First Modification
Exhibit "A "( "Phase 113"). JDC desires to commence Phase IA development at the earliest possible
date after the City has satisfied its obligations under the Agreement, as amended hereby, and the City
agrees to use its best efforts to expedite satisfaction of such obligations.
10. In consideration of the foregoing provisions, JDC hereby (i) waives its right
of termination in the event JDC is not successful in securing a drugstore anchor (the right of
termination in connection with the grocery store anchor is not waived); and (ii) JDC agrees that the
6,000 square foot building and 10,500 square foot building circled on the copy of the Conceptual Site
Plan for Phase II attached hereto as First Modification Exhibit `B" shall be constructed in Phase I.
The parties acknowledge and agree that the 6,000 square foot building and the 10,500 square foot
building shall be counted for purposes of application of the 45,000 square foot threshold as provided
in subparagraph III(e) of the Agreement.
11. The obligation of the City under this First Modification of Agreement shall
be conditioned upon JDC closing on the purchase of the JDC Property.
12. All terms of the Agreement between the parties, dated August 1, 2000, shall
remain in full force and effect, to the extent not modified by this First Modification Agreement.
13. The City has acquired Hickory Grove Park Boulevard and Hickory Grove Park
North/South Extension Street. Therefore, Paragraph V(b), beginning with the third sentence therein,
is hereby deleted in its entirety.
14. With respect to the notice provisions contained in the last full paragraph of
Section VI of the Agreement, the City waives the notice of JDC's scheduled construction
commencement date of the grocery store anchor. JDC acknowledges that such waiver shall not
relieve JDC from its obligations to provide such notice with respect to the drug store anchor and
Phase II.
Page 3 of 4
IN WITNESS WHEREOF, JDC and the City have executed this Agreement in form
sufficient to bind them as of the day and year first above written.
Name:CifR,-'es
Name:
/"2 /"�' -4 � " -
me:
0 111, re
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F NDDCS%City or Winter Sptings\AgreemcmUVDC Calhoun Agreement v.04.pch.kj
Page 4 of 4
C
a
Paul P. Partyka,
STATE OF SOUTH CAROLINA
COUNTY OF CbFNQra•—
The foregoing instrument was acknowledged before me this day of , 2001
by Shane Doran, Vice President of JDC Calhoun, Inc., a Georgia corporation, who executed the
foregoing instrument and acknowledged before me that he executed the same for the uses and
purposes therein expressed and v known to r who has produced
as identification and who did not take an oath.
Notary Public Signature
C-
Typed or Printed Notary Name
Notary Public -State of ;/o — • ��
Commission No.:
My Commission Expires:
(Notary Seal)
STATE OF FLORIDA
COUNTY OF SEMINOLE
The foregoing instrument was acknowledged before me this,, 't day of�,", 2001
by Paul P. Partyka, Mayor of the City of Winter Springs, who is personally known to me and
who did not take an oath.
50129.010800/155777v.2
9
�'L k,
otary Pubrii—ciSignature p
Typed or Printed Notary Name
Notary Public -State of _
Commission No.:
My Commission Expires: y
ANI�6REA n920003 6
MY COM1
EXP'MW M WO
SCHEDULE 1
Main Street Improvements
Design /Permitting
Commence Complete
6/26/00 11/01/01
Bidding
Commence Complete
11/15/01 1115/02
Construction
Commence Complete
2/15/02 9/15/02
Hickory Grove Park Boulevard and Hickory Park North /South Extension Street
Design /Permitting
Commence Complete
1/08/01 9/30/01
Bidding
Commence Complete
9/30/01 11/15/01
Construction
Commence Complete
12/15/01 -7/01 i02
Public Water Service
Available for immediate use with sufficient pressure and flow
Stormwater Improvements
Phase 1A (West)
Phase 1B (East)
Design /Permitting
Design /Permitting
Commence Complete
CommenceComplete
1/08/01 9/30/01
6/26/00 11/01/01
Bidding
Bidding
Commence Complete
Commence Complete
9/30/01 11/15/01
11/01/01 1/15/02
Construction
Construction
Commence Complete
Commence Complete
12/15/01 7/15/02
2/15/02 9/15/02
Public Sewer Service
Phase IA (West)
Phase IB (East)
Design /Permitting
Design /Permitting
Commence Complete
Commence Complete
1/08/01 9/30/01
6/26/00 11/01/01
Bidding
Bidding
Commence Complete
Commence Complete
9/30/01 11/15/01
11/01/01 1/15/02
Construction
Construction
Commence Complete
Commence Complete
12/15/01 7/15/02
2/15/02 9/15/02
Public Water Service
Available for immediate use with sufficient pressure and flow
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IN 5