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Home My WebLink AboutJDC Calhoun, Inc First Modification - 2001 07 23 , , . ; FIRST MODIFICATION OF AGREEMENT A First Modification of Agreement made and entered into. as af this J 3 r1day af July, 2001, by and between JDC CALHOUN, INC., a Geargia carparatian, (hereinafter referred to. as "JOC"), and the CITY OF WINTER SPRINGS, a municipal carparatian existing under the laws af the State afFlarida (hereinafter referred to. as the "City"). RECITALS WHEREAS, JDC and the City previausly entered into. that certain Agreement dated as of August 1, 2000; and WHEREAS, JDC and the City desire to. madify the terms and pravisians afsuch Agreement. NOW THEREFORE, in cansideratian af the terms and canditians set farth in this Fist Madificatian af Agreement, and ather gaad and valuable cansideratian, the receipt af which is hereby acknawledged by the parties, the City and JDC agree to. the fallowing: 1. The provisians af subparagraph III, (c) and ather provisians afthe Agreement pertaining to. the twa-stary 30,240 ~quare faat building which is cantemplated to. be canstructedan the carner af State Raad 434 and Main Street are hereby madified to. memorialize the recent agreement af the parties that JDC shall have a periad af up to. eighteen (18) months after JOe's clasing an the JOC Property within which to. commence canstructian af such building an the comer af State Raad 434 and Main Street. The City acknawledges and canfirms that the permits, certificates af accupancy and ather permits far develapment af other partions afthe IDC Praperty will nat be withheld ar delayed during the periad priar to. JDC' s cammencement afsuch canstructian on the carner afState Raad 434 and Main Street. 2, The pravisiansaf the Agreement are hereby madified to. memarialize the recent understanding and agreement afthe partiesthatthe Cityhasna abjectian canceptually to. the canstruction of a fast food restaurant located internal to. the site in the vicinity af the raundabaut. JDC acknawledges that the precise canfiguratian and ather details relating to. the prapased fast faad restaurant must be reflected in a site plan and ather submittals required under the City Cade with respect to. which final City approval(s) must be abtained priar to. cammencement af canstructian, 3. The pravisians afthis Agreement are hereby further madified to. memarialize the recent agreement af the parties that the raundabaut depicted an the Canceptual Site Plan will cantain a water fauntain ar similar water feature, 4. The pravisians afthe Agreement are hereby further madified and amended to memarialize the agreement af the parties that as af IDC's clasing af the purchase af the JOC . Property, the City shall be, fully abligated to. construct: at its cost. and expense, the Main Street - Page 1 af 4 I , bnprovements, 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 ofinfrastructure 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 ofthe IDC 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 JDe'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 Managel1!ent 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 Vll(c). Said election provides for diagonal parking along Main Street and Hickory Grove Blvd. --, 8. Paragraph Vll(a) ofthe Agreement is hereby amended and restated as follows: JDC agrees that not later than twenty (20) days following the closing oODe's purchase ofthe property, JDCwill convey to the City fee simple title to: (i) the Market Square Parcel and (ii) the eleven (11) foot wide strip ofland needed for right-of-way and other municipal purposes as legally described on Exhibit "C" ofthe 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 SU9h strips ofland 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 ofthe title to such strips ofland. 9, The City acknowledges that because of events beyond its control, it has been delayed in the permitting of the portion of the master stormwater management system intended to serve the portion ofthe 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 JDe 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 1 0,500 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 ofthe 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, WITNESSES: jl~~~Pn~ !?ehRLUL t. ,hl7 ej, Name:~.e hJlcCO- E. t:;nct, .~ !~~ .~ CIT~TER SPRINGS, a FI rida \ >: al L rpo ion ". . , .... By: ' Name: .1R4 ~- l-.Acd Paul p, Partyka,M ~~~~ F\DOCSICity orWinl'" Sprinll'lAgreemcnlSVDC Calhoun Agreemc:nl v.04,peh.kj , " Page 4 of 4 c 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 9/30101' Bidding . Commence Complete 9/30/01 11/15/01 Construction Commence Complete 12/15/01 -7/01i02 1 Stormwater Improvements Phase 1 A (West) Phase 18 (Eas..ti 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 12/15101 7/15/02 2/15/02 9/15/02 Public Sewer Service Phase IA (West) Phase 18 (East) Design/Permitting Design/Permitting Commence Complete Commence Complete 1/08/01 9/30/01 6/26/00 11 /0 1/0 1 Bidding Bidding Commence Comolete Com Il1f! nce 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. 2 r-'- WINTElJ' .......-... ~~~. lIlIES: SPRINGS L" _......... ___ __-... ___ ==-:.. .. - - -- ..._-.~-..--..~...- a.'.i.i- ==~="'=II:a7-=- 1'-'_"._.____.._.__ . .-..-------. ._..u____ .. ..--....--... ............-....... ......-.-- 1&1....._____ TOWN UNT~I\ ZI..IIAIA;. .-...-------.- '--....---- --- : ~.....:~ ....- Il..__....... ...--....----- 1Ra N'IWU.t.1VW- / ( -.....- .- ...--..... 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