HomeMy WebLinkAboutGrandeville at Town Center Developer's Agreement -2007 06 25
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THIS INSTRUMENT WAS PREPARED BY
AND SHOULD BE RETURNED TO:
MARYANNE MORSE, ClERK IF CIRCUIT COURT
SEMINOLE COlMY
8K 06783 Pqs oaoa - 216f C9pgs)
CLERK'S. 2007225246
RECORDED 08107/2007 10.32.53 AM
RECORDINB FEES 78.00
RECORDED BY T Seith
Anthony A. Garganese
City Attorney of Winter Springs
Brown, Garganese, Weiss & D' Agresta, P.A.
r;;W:O Box 2873
\::1:25 E. Robinson Street, Suite 660
Orlando, Florida 32802
(407) 425-9566
Agarganese@Orlandolaw.net
DEVELOPER'S AGREEMENT
GRANDEVILLE AT TOWN CENTER
Thi~EVELOPER'S AGREEMENT (the "Agreement") is made and executed this
~ day of :)l,4pe,.. 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 GRANDEVILLE at TOWN CENTER L.L.L.P., a Florida
Limited Liability Partnership ("GV"), whose address is 650 S. Northlake Boulevard, Suite 450,
Altamonte Springs, Florida 32701.
WITNESSETH
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 August 14, 2006 ("Previous Development Agreement"); and
WHEREAS, GV, through assignment from LeCesse Development Corporation, has
contracted pursuant to a written Purchase Contract (the "Purchase Contract") to purchase from
Juanita Blumberg, as trustee, the fee simple ownership of certain 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 buy the Property, provided that GV is able to develop the
Property as a residential multifamily community to be comprised of 160 residential luxury
apartment units in five multifamily buildings which buildings are 5 stories each (constituted as 4
stories of wood framing over a one story concrete garage) (the "Project") as depicted in that
certain Master Site Plan, entitled "Villa Grande at Town Center," dated October 14,2005 and last
revised on May 17, 2007, and prepared by CCL / IBI Consultants, Inc. under project No 3172, a
copy of which is on file at City Hall and incorporated herein by this reference (referred to as the
"Concept Plan") and in accordance with the terms and conditions of this Agreement; and
City of Winter Springs / GV Development Corporation
Developer's Agreement
lof9
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. Authority. This Agreement is entered into pursuant to the Florida Municipal
Home Rule 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 Modified Site Plan. The City hereby acknowledges and
agrees that the Modified Site Plan approved by the City Commission on May 29, 2007
("Modified Site Plan) is acceptable, provided, however, GV shall have the Obligation to
further submit and obtain the City's approval of the modifications to the final engineering
plans that were previously approved by the City Commission under the Previous
Development Agreement for the proposed Villa Grande condominium project. GV and the
City agree that the Modified Site Plan is subject to reasonable adjustments at the final
engineering phases in order to bring the Project into full compliance with the City Code.
Upon approval by the City Commission, the Final Engineering Plans shall be substituted for
the Modified Site Plan referenced herein and control the development of the Project.
Further, GV shall also have the obligation to construct aesthetic enhancements to the Project as
may be reasonably requested by the City 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 approved by the City Commission. In
order to facilitate the safe, efficient and orderly flow of traffic throughout the Wimer Springs
Town Center, the City desires that GV construct the road improvements as delineated below
(the "Roads"). The Roads to be built by GV are:
(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
which were approved under the Previous Development Agreement, unless
otherwise directed by the City Commission when said Final Engineering Plans are
modified pursuant to this Development Agreement; and
City of Winter Springs / GV Development Corporation
Developer's Agreement
20f9
(2) Dedicate the right-of-way and construct approximately 275 linear feet of Edge
Drive along the northern most line of the Property, as reflected on the Preliminary
Engineering Plans. The 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 roadway construction substantially in accordance with
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 the roadway construction
under the terms and conditions described above.
(4) GV shall cause decorative streetlights leased by the City from Progress Energy to
be provided and installed along Doran Drive and Edge Drive at no cost to the City.
The decorative streetlights shall match existing streetlights located along Blumberg
Boulevard in all pertinent specifications and will be approved 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 Roads 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 plat and free and clear of all encumbrances.
Conveyance of improvements shall be by bill of sale and free and clear of all liens. The plat
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 quality, retention and/or detention improvements for the
Property, together with 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 SJR WMD 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.
(e) Installation of Utility Lines by GV. GV hereby acknowledges and agrees that
utilities for telephone and electric power along the frontage of the Project shall be installed
City of Winter Springs / GV Development Corporation
Developer's Agreement
30f9
underground along that boundary of the Property abutting S.R. 434. GV shall convey to the City a
non-exclusive utility easement, ten (10) feet in width, along the entire southern boundary of the
Property adjacent to SR. 434, except that the easement adjacent to Building #5 as shown on the
Preliminary Engineering Plans shall be five (5') feet in width, in a form acceptable to the City
Attorney.
(t) Town Center Code Waivers. Based on the Modified Site Plan, the Final
Engineering Plans previously approved under the Previous Development Agreement and GV's
agreement to the terms and conditions set forth in this Development Agreement, the City
Commission hereby ratifies and grants the following waivers / variances to the Town Center District
Code previously approved under the Previous Development Agreement, as modified herein. Said
waivers/variances are granted pursuant to the special exception criteria enumerated in Section 20-
321(c):
(aa) GV is pennitted to have as much as 95 feet distance between buildings, with
the installation of the connecting garden walls as depicted on the Modified
Site Plans.
(bb) Notwithstanding the 55 foot maximum height requirement set forth in
section 20-325, LeCesse may construct buildings with a maximum
building height of six (6) stories, provided that the building construction
meets all requirements of the Florida Building Code.
(cc) GV shall construct a clubhouse as reflected on the Modified Site Plan and Final
Engineering Plans approved by the City Commission. Said clubhouse shall be
setback from Doran Drive as indicated on the Modified Site Plan and the
modifications to the Final Engineering Plans which were approved under the
Previous Development Agreement.
(dd) GV shall have the right to utilize the ground floor of its buildings as a parking
garage, which shall be constructed as provided on Modified Site Plan, Final
Engineering Plans, and the aesthetic review plans approved by the City
Commission on May 29,2007.
(ee) No frontage road shall be constructed as otherwise provided by section 20-
325, City Code.
(ft) Maximum building width may exceed 170 feet as set forth in section 20-325.
(gg) The 50 foot set back requirement for structured parking under section 20-324
shall not be required for the first floor parking, provided the first floor parking
is constructed in accordance with the Modified Site Plan and the modifications
to the Final Engineering Plans.
(hh) The sidewalk on the west side of Doran Drive may be constructed at 11.5 feet
in width, instead of the 12 feet required by section 20-325.
City of Winter Springs / GV Development Corporation
Developer's Agreement
40f9
(ii) Build to lines for all roadways shall be as depicted on the Modified Site Plan
and the modifications to the Final Engineering Plans.
(g) Trash/Refuse Pick-up. Unless otherwise approved by the City Manager in writing,
trash and refuse service shall be provided by the City's approved waste hauler at designated dumpster
areas depicted on the Modified Site Plan and the modifications to Final Engineering Plans.
(h) Fence Requirement. In accordance with Section 20-417, Winter Springs City Code,
GV shall construct a decorative metal fence facing the property on which City Hall is located,
provided the fence is approved by the City Commission pursuant to the aesthetic review standards
and procedures set forth in section 9-600 et. seq., City Code.
(i) Mandatory On-Site Management of Property: Future Condo 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 withheld. 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,
landscaping, entrance signs, walls, fences, recreational areas, and storm water 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 terms and conditions of this
Agreement.
CD 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. Accordingly, the proposed project
complies with the City's "concurrency" requirements.
(k) Recreational Area. GV shall provide and maintain a recreational area within
the Project as shown on the Modified Site Plan and the Final Engineering Plans.
(1) Parking Spaces. As reflected on the Modified Site Plan and the Final
Engineering Plans, the Project will provide 315 parking spaces, of which 135 spaces are
covered, 126 are surface parking within the site (including handcapped spaces required by
City of Winter Springs / GV Development Corporation
Developer's Agreement
50f9
code) and 54 are offsite which offsite spaces are public spaces to be used on a first come first
serve basis. No additional parking spaces are required.
(m) Landscape Plans. Landscaping shall be installed and maintained in accordance with
the landscape plans approved by the City Commission. In addition, to the standard Arbor Permit
Fee, GV shall make a contribution to the City's tree bank in the amount of$lOOO.OO ($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.
(n) Impact Fees. For this Project, the City hereby agrees to freeze (not increase) Police,
Fire, Parks and Recreation, Public Buildings, and Transportation impact fees until December 31,
2007.
(0) 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 (i).
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 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. In
the event GV does not acquire title to the Property pursuant to the Purchase Contract or
within six months of both parties signing this Agreement, which ever occurs sooner, then this
Agreement shall be of no force and effect unless both parties agree in writing that GV will be
given additional time to acquire the Property.
5. Successors and Assigns. 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 concerted 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.
City of Winter Springs / GV Development Corporation
Developer's Agreement
60f9
7. Amendments. This Agreement shall not be modified or amended except by
written agreement duty 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.
9. Severability. If any provision of this Agreement shall be held to be invalid or
unenforceable to any extent by a court of competent jurisdiction, the same shall not affect in
any respect the validity or enforceability of the remainder of this Agreement.
10. Effective Date. This Agreement shall become effective upon approval by the
City Commission and execution of this Agreement by both parties hereto.
11. Recordation. This Agreement shall be recorded in the Public Records of
Seminole County, Florida in accordance with section 4 of this Agreement.
12. Relationship of the Parties. The relationship of the parties to this Agreement is
contractual and GV is an independent contractor and not an agent of the City. Nothing herein
shall be deemed to create a joint venture or principal-agent relationship between the parties,
and neither party is authorized to, nor shall either party act toward third persons or the public
in any manner, which would indicate any such relationship with the other.
13. Sovereign Immunitv. Notwithstanding any other provision set forth in this
Agreement, nothing contained in this Agreement shall be construed as a waiver of the City's
right to sovereign immunity under Section 768.28, or other limitations imposed on the City's
potential 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 anyone person for more than
one hundred thousand dollars ($100,000.00), 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 two hundred
thousand dollars ($200,000.00). 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.
City of Winter Springs / GV Development Corporation
Developer's Agreement
70f9
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
complying with the law governing said permitting requirement, condition, term or restriction.
Without imposing any limitation on the City's police pow"ers, the City reserves the right to
withhold, suspend, or terminate any and all certificates of occupancy for any building or unit if
GV is in breach of any term and condition of this Agreement.
20. Termination. The City shall have the unconditional right, but not obligation, to
terminate this Agreement, without notice or penalty, if GV fails to receive building permits and
substantially commence construction of the Project within three (3) years of the effective date of
this Agreement. If the City terminates this Agreement, the City shall record a notice of
termination in the public records of Seminole County, Florida.
21. Termination of Previous Development Agreement. The parties agree that the
Previous Development Agreement between the parties, dated August 14, 2006, is hereby
terminated and shall no longer be in effect. The parties shall have no further obligation under the
Previous Development Agreement.
IN WI~NESS WHEREOF, the parties have hereunt~__~tJl~~i~'h~~~:and seal on
the date first above wntten. .:" ,...! - .',.,. Vi (,.-
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APPROVED
LEGALI
City of
By:
City of Winter Springs / GV Development Corporation
Developer's Agreement
80f9
GRANDEVILLE at TOWN CENTER
L.L.L.P.
By: VG WINTER SPRINGS LIMITED
PARTNERSHIP
BY: VG WINTER SPRINGS,INC.,
Corporation
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a Florida
By:
Name: Salvador F. Leccese
Title: President
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Print Name~:r~.,/t>......, Cs-. <.......r-..~
Corp. Seal:
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Print Name:rh~ ~ ~~
State of Florida
County of Seminole
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The foregoing instrument was acknowledged before me on this..~ day of June,
2007 by Salvador F. Leccese as President ofVG Winter Springs, Inc., the sole general partner of
VG Winter Springs Limited Partnership which entity is the sole general partner of Grande Ville at
Town Center, L.L.L.P. on behalf ~~~nW'lffltA.1;Y. He is JLPersonally known to me.
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G:\DATA\LeCesse\Blumberg Purchase (winter springs)\Grandeville at Town Center (Lecesse)
Development Agreement.doc
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Notar ubhc Signature
Print/Stamp Name: Darlene D. Mahanke
Commission Number: DD 539205
City of Winter Springs / GV Development Corporation
Developer's Agreement
90f9
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BROWN, GARGANESE, WEISS & D'AGRESTA~ P'.A.
Attorneys at Law
',.":".C,i-;,",,
Debra S. Babb-NutcherJ
Joseph E. Blitch
Usher L. Brown'
Suzanne D'AgrestaD
Anthony A. GarganeseD
J.w. Taylor
Jeffrey S. Weiss
Offices in Orlando, Kissimmee, Cocoa,
Ft. Lauderdale & Tampa
Vivian P. Cocolas
Scott J. Dornstein
Mitchell B. Haller
Katherine W. Latorre
Terri E. Oster
Amy J. Pitsch
'Board Certified Civil Trial Lawyer
"Board Certified City, County & Local Government Law
"Board Certified Appellate Practice
Erin J. O'Leary"
Catherine D. Reischmannll
William E. Reischmann, Jr.
Of Counsel
August 13,2007
Andrea Lorenzo-Luaces, City Clerk
City of Winter Springs
1126 East State Road 434
Winter Springs, Florida 32708
Re: Developer's Agreement-Grandeville at Town Center
Dear Andrea:
Please find enclosed for safekeeping, the original fully executed and recorded Developer's
Agreement for Grandeville at Town Center.
Should you have any questions, please do not hesitate to contact our offices.
Very truly yours
/'
,,'
IMi
Kristie D. Matta
Assistant to A. Garganese
City Attorney
Enclosure
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225 East Robinson Street, Suite 660 . P.O. Box 2873. Orlando, Florida 32802-2873
Orlando (407) 425-9566 Fax (407) 425-9596 . Kissimmee (321) 402-0144 . Cocoa (866) 425-9566 . Ft. Lauderdale (954) 670-1979
Website: www.orlandolaw.net . Email: firm@orlandolaw.net