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HomeMy WebLinkAbout2007 06 11 Regular 600.2 Development Agreement Modification For Villa Grande COMMISSION AGENDA ITEM 600.2 Consent Information Public Hearin Re ular X June 11, 2007 Meeting MGR~~ N\ /Dept.ff'J- REQUEST: The Community Development Department requests the Commission consider the Development Agreement modification for the Villa Grande luxury apartment development. Villa Grande is comprised of 160 units and associated infrastructure on 4.78 acres in the Town Center on the north side of SR 434, just east ofthe City Hall building. PURPOSE: The purpose of this Agenda Item is for the Commission to consider and approve the development agreement modification associated with the amended final engineering and aesthetic review for 160 luxury apartments units on 4.78 acres in the Town Center on the north side ofSR 434, just east of the City Hall Building. The site had previously been approved with 152 condominium units in 4 to 6 story buildings. The new plan depicts an even mix of one and two bedroom apartments in five 5-story buildings (4 residential floors above first floor parking). APPLICABLE REGULATIONS: Chapter 166, Florida Statutes Comprehensive Plan Chapter 5, City Code Chapter 9, City Code. Town Center District Code (sections 20-320 thru 20-327). Existing Development Agreement CONSIDERATIONS: · The final engineering for Villa Grande was approved with conditions at the July 24, 2006 Commission meeting. The project at that time was planned as a 152-unit condominium project, and now the developer is requesting to have 160 apartment homes. · The significant changes to the site plan are as follows: June 11, 2007 Regular Item 600.2 Page 2 of4 1. The 152 condominiums are now 160 apartments. The unit mix is still evenly split between 1 and 2 bedroom units. 2. All 5 buildings are now 5 stories in height, consisting of 4 stories of living area over a ground floor parking area. The previous site plan consisted of buildings ranging from 4 to 6 stories. 3. The 5 buildings are all slightly smaller in length and width as a result of unit-sizes being reduced. 4. The clubhouse is larger and the pool has been moved from the south side to the north side of the clubhouse. 5. The number of onsite parking spaces has been reduced from 284 to 267, primarily due to the smaller buildings providing fewer spaces at the ground level. The tandem parking spaces have been eliminated. 6. The site now has one dumpster area located just north of Building I. The previous plan had three dumpster areas at various locations. · The previously approved parking ratio for the l52-unit condominium project was 1.87 spaces/unit. The proposed parking ratio for the l60-unit apartment project is 1.67 spaces/unit. Staffs recommended parking guidelines require a minimum of 1.50 parking spaces per unit for this l60-unit apartment project, based on 80 l-BR units at 1.25 spaces/unit and 80 2-BR units at 1.75 spaces/unit. The proposed parking ratio of 1.67 spaces/unit is above the staff recommended minimum and is acceptable in consideration that the smaller apartment units will have fewer multi-vehicle units. In addition, the parking ratio reflects only the onsite parking spaces. A total of 54 on-street parking spaces are being constructed in the immediate site vicinity as a part of the project. These spaces are available for overflow parking during peak times. · The width of the buildings has diminished and the maximum building separation has increased. · All conditions of approval from the final engineering approval on July 24, 2006 remain in effect with this site plan modification. Conditions for Approval of the Final Ene:ineeriDl! (07/24/06 & OS/29/07) 1. Move one (1) handicapped parking space from the center parking island to the parking bay in front of the clubhouse/pool area. 2. Site lighting and photometric plans shall be submitted and approved before any certificate of occupancy is issued for the project. 2 June 11, 2007 Regular Item 600.2 Page 3 of 4 3. All street lights, bollards (if any), fixtures, and street signage are subject to staff review to ensure compliance with the Town Center Code. 4. All aspects of the final engineering for Villa Grande are subject to the stipulations contained in the Development Agreement that is the subject of this agenda item. 5. An arbor permit is required for development of this property. Arbor permit fees shall be paid prior to the issuance of any permit for site work. In addition, there are two (2) specimen trees on the property. A fee of$I,OOO ($500 X 2 specimen trees) shall be paid along with the arbor permit fees. Deviations from Code: (as addressed in the attendant Development Agreement) 1. LeCesse is permitted to have as much as 95 feet between buildings with the installation of the connecting garden walls as depicted on the final engineering plans. 2. Notwithstanding the 55 foot maximum height requirement set forth in Section 20-325 ofthe City Code, LeCesse may construct buildings with a maximum building height offive (5) stories. 3. LeCesse shall construct a clubhouse which may only have one story, provided said clubhouse is approved by the City Commission pursuant to the aesthetic review standards and procedures and procedures set forth in Section 9-600 et. seq., City Code. Said clubhouse shall be set back from Doran Drive as indicated in the Final Engineering Plans. 4. LeCesse shall have the right to utilize the ground floor of its buildings as a parking garage provided the fayade ofthe garage is approved by the City Commission pursuant to the aesthetic review standards and procedures set forth in Section 9-600 et. seq., City Code. 5. No frontage road shall be constructed as otherwise provided by Section 20-325, City Code. 6. Maximum building width (165 feet) shall exceed 160 feet as set forth in Section 20-325. 7. The 50 foot setback 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 Final Engineering Plans. 8. 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. 9. "Build to" lines shall be as depicted on the Final Engineering Plans. CHRONOLOGY: September 12, 2005 - City Commission considered the conceptual development plan for the 152 condominium units on 4.78 acres in the Town Center. The Commission also discussed the building height (6 stories) and the parking at 1.88 spaces per unit. April 1 0, 2006 - Preliminary Engineering/Site Plan approved by City Commission 3 June 11, 2007 Regular Item 600.2 Page 4 of4 July 24, 2006 - Final Engineering/Site Plan approved by City Commission August 28, 2006 - Aesthetic Review approved by City Commission May 29, 2007 - Final Engineering/Site Plan & Aesthetic Review modifications approved by City Commission, subject to DA modification FINDINGS: 1. The proposed development is located within the City of Winter Springs Town Center. 2. The attached final engineering plans and development agreement are consistent with the Comprehensive Plan. 3. Any deviations from the Code must be addressed through a development agreement, special exception, or some other appropriate mechanism. 4. Any proposed street names are tentative and subject to approval by the County's 911 committee, to avoid duplication. RECOMMENDATION: Staff recommends the City Commission approve the attached modification to the development agreement for Villa Grande, subject to the conditions of approval enumerated above. ATTACHMENTS: A - Location Map B - Development Agreement COMMISSION ACTION: 4 H M o \0 N eo p... "d <l) ;::l .g F E o t'- N cPi eo p... "d <l) S .~ 5 u B A t 6 7 8 NOTES: Municipal Address Map Book PRINTED: REVISED: Apr 2005 1: City of Winter Springs, FL o 200 ~""....-..........~- 400 , Feel 3. ap Page Developed By: Sou/heas/em Surveying & Mapping Corp. 2 : 2605 Development Agreement Modification will be provided Separately by the City Attorney's Office Date: June 11, 2007 The attached was distributed by Mr. Randy Stevenson during the discussion of Regular Agenda Item 600.2 at the June 11, 2007 City Commission Regular Meeting. .. TIDS 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 225 E. Robinson Street, Suite 660 Orlando, Florida 32802 (407) 425-9566 Agarganese@Orlandolaw.net DEVELOPER'S AGREEMENT GRANDEVILLE AT TOWN CENTER This DEVELOPER'S AGREEMENT (the "Agreement") is made and executed this _ day of 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 GRANDVILLE at TOWN CENTER L.P.. a Florida Limited Partnership ("GV") CY DEVELOPMENT CORPORi'..TION, a. Florida corporation as assignor for an entity in formation ("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 Corporationin has contracted pursuant to a written Purchase Contract (the "Purchase Contract") to purchase from Juanita Blumberg 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 respectively benveen 5 aBEl-e 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 "Grandeville at Town Center," dated October 14, 2005 and last revised on May 17, 2007, and prepared by CCL I IBI Consultants, Inc. under project No 3172, a copy of which is attached hereto as Exhibit "B" 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 1 of 10 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 reterence. 2. Authoritv. 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 TO',yn Center District Code Final Engineering Plans approved bv the City Commission. In order to facilitate the safe, efficient and orderly flow of traffic throughout the Winter 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 complete and 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 2 of 10 (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 acceptance of the roadway construction by the City Commission. the City shall make payment of contribute two hundred thousand dollars ($200,000.00) toward the roadway construction under the terms and conditions described above. (4) GV shall cause leased decorative streetlights from Progress Energy to be provided and installed along Doran 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 have been installed and accepted by the City. costs for maintaining and operating the streetlights shall be transferred to the City and GV shall have no additional obligation for street lighting costs along Doran 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 SJRWMD criteria and standards. The City acknowledges that the Pond, as constructed, has sufficient capacity to accommodate storm water 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 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 City of Winter Springs / GV Development Corporation Developer's Agreement 3 of 10 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 permitted 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. Notwitlmtanding the 55 foot maximum height requirement set forth in section 20 325, GV may construct buildings ',vith a maximum building height of six stories. (cc) GV shall construct a clubhouse as reflected on the Modified Site Plan and Final Engineering Plans approved by the City Commission. v.mch may only have one story, provided said elubhouse is approyed by the City Commission plZsuant to the aesthetic review standards and procedlZes set forth in section 9 600 e1. ssg., City Code. 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 bv the City Commission on May 29. 2007. , provided the faynde ofthc garage is appro':ed by the City Commission poomnnt to the aesthetic review standards and procedlZes set forth in section 9 600 et. ssg., City Code. (ee) No frontage road shall be constructed as otherwise provided by section 20- 325, City Code. (ff) Maximum building width may (165 to 170 f-cct) shall exceed 170 -l-W-feet as set forth in section 20-325. City of Winter Springs I GV Development Corporation Developer's Agreement 4 of 10 (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 which '""ere approved under the Pre'liooo Development .^~greement. (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. (ii) Build to lines for all roadways shall be as depicted on the Modified Site Plan and the modifications to the Final Engineering Plans ',vhich were approved under the Previooo De','elopment ,^.greement. (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 wffieh vrere approyed under the Previous Development Agreement. (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, or both, 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. Said on site personnel or ma.nagement company GV shall also be responsible for maintaining, in good condition, 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. G) 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 City of Winter Springs I GV Development Corporation Developer's Agreement 5 of 10 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 modifications to the Final Engineering Plans '.vblch '.vere approved under the Previous Development Agreement. (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 code) and 54 are offsite which offsite spaces are public spaces to be used on a first come first serve basis. 12 are handicapped spaces. Of the 261 parking spaces, there "vill be a minimum of one parkiBg space assigned per dwelling unit. 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 Pennit Fee, GV shall make a contribution to the City's tree bank in the amount of $1000.00 ($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. (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. 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. City of Winter Springs / GV Development Corporation Developer's Agreement 6 of 10 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 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 Immunity. 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 City of Winter Springs I GV Development Corporation Developer's Agreement 7 of 10 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, provided however, GV will assign its rights under this document to a "to be formed" development entity. 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 powers, 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 WITNESS WHEREOF, the parties have hereunto set their hands and seal on the date first above written. CITY OF WINTER SPRINGS By: John F. Bush, Mayor City of Winter Springs I GV Development Corporation Developer's Agreement 8 of 10 ATTEST: By: Andrea Lorenzo-Luaces, City Clerk APPROVED AS TO FORM AND LEGALITY. For the use and reliance of the City of Winter Springs, Florida only. By: Anthony A. Garganese, City Attorney Dated : GRANDVILLE at TOWN CENTER L.P. By: VG WINTER SPRINGS. LIMITED PARTNERSHIP BY: VO WINTER SPRINGS,INC., a Florida Corporation By: Name: Title: WITNESSES: Corp. Seal: Print Name: Print Name: State of Florida County of Seminole The foregoing instrument was acknowledged before me on this _ day of , 2007 by , as on behalf of City of Winter Springs I GV Development Corporation Developer's Agreement 9 of 10 said corporation. He is _ (check) personally known to me or has produced as identification. Notary Public Signature Print/Stamp Name: Commission Number: My Commission Expires: City of Winter Springs I GV Development Corporation Developer's Agreement 10of]0 ~ I~IIU'.H.'...I.....I...II. 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 (,.- . .,', ", u > '::-,_, <' .-1.:\ ~::: ~.. <..;...... ' WINT~~.r. ~ SPl~Il\1...}~S !;, ..... ';~~ ': ;. -..4,' )~.' J ~ ~ :.:"'>.' : ',. ~~ :c;~: . Bush, M"aYQr, <~.~:; " . ~-;:M "/:'- ~" ; ';/ J CIT ~/ ""t,,, /8 ,:'. " " "''II'' 1Ilo" ~ .. 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 ~+L- a Florida By: Name: Salvador F. Leccese Title: President 1JJ:/J)k-- Print Name~:r~.,/t>......, Cs-. <.......r-..~ Corp. Seal: ~ Print Name:rh~ ~ ~~ State of Florida County of Seminole /q~ 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. ~... o..\.tJ{E.' D':i;,'''~ ~ ~' ....... ...,~ ~ ~ ~ ,"O\tl-A1SS10;"" ~A_~ ;::: 'C;'\23'r(::.-~~ ~ "$ ~\\ '<0 =to'.-~~ ~*: 0~.~ i :z: ..... CJ): = -0' .*- ~:;;..\~~ #D0539205 : ~ ~~;..~ d ...~~ ~ ..0 'l,o,,~dltlrv. .,e\~.' ~~ ~ ~ '. <liJcUndel'll...... (j--~ ~ ~!. .........lOx\,; ~ ;(1'1'1 c: ST A Tt. o~ ~\\... ~11,'",f11I1I1'\\~ My Commission Expires: 4/23/1 0 G:\DATA\LeCesse\Blumberg Purchase (winter springs)\Grandeville at Town Center (Lecesse) Development Agreement.doc IJ~#UY ..Q ~I j~T;7 Notar ubhc Signature Print/Stamp Name: Darlene D. Mahanke Commission Number: DD 539205 City of Winter Springs / GV Development Corporation Developer's Agreement 90f9 ;> ,~ 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 /kdm 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