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HomeMy WebLinkAbout2003 06 23 Regular I JDC Modification Agreement " 062303_ Regular _I_JDC _Modification_Agreement COMMISSION AGENDA ITEM I Consent Informational Public Hearing Regular X June 23, 2003 Meeting Mgr, V Dept. Authorization REQUEST: City Manager requesting the City Commission take Regular Agenda "H" of the June 9, 2003 from the table to approve a Second Modification Amendment to the Development Agreement with IDC Calhoun, Inc. regarding Building 1. PURPOSE: This agenda item is needed to memorialize the direction the Commission provided in the May 27, 2003 Commission Meeting related to Regular Agenda Item "A", and May 12, 2003 Regular Agenda Item "G", regarding Building 1 of the JDC Master Plan. CONSIDERATIONS: On May 27, 2003 the City Commission reviewed proposals from JDC Calhoun to modify the construction of Building 1 to provide for a two-story building without a requirement for an occupiable second floor and second story flooring system, and to allow the building to be developed as a speculative building. The City Commission agreed to allow the proposals as provided in the attached Second Modification Amendment to the Development Agreement with J.D.C. On June 9, 2003 the Commission tabled Agenda Item "H" requesting approval of the agreement for additional staffwork. Staff has completed their work. FUNDING: This agreement will reduce impact fees by approximately 50%, RECOMMENDATIONS: It is recommended that the City Commission take Regular Agenda Item "H" from the June 9, 2003 meeting from the table and approve the Second Amendment to the Development Agreement. ATTACHMENTS: Second Modification Amendment COMMISSION ACTION: Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:12PM; Page 3/6 ~red by and Return to: Anthony A. Garganese, City Attorney Brown, Salzman, Weiss & Gargancsc, P.A. Two Landmark Center 225 East Robinson Street, Suite 660. Post Office Box 2873 Orlando, Florida 32802-2873 (407) 425.9566 SECOND MODiFICATION OF AGREEMENT This Second Modification of Agreement ("Second Modification") is made and entered into as of this _ day of June. 2003 by and between JDC CAT HOUN, INC., a Georgia corporation., hereinafter referred to as 4'JDC," and the CITY OF WINTER SPRINGS, a Florida municipal corporation existing under the laws of the State of Florida, hereinafter referred to as the "City." RECITALS: WllEREAS, JDC and the City previously entered into that certain AgreemcnL dated August 1,2000;and W.HEREAS, roc and the City previously amended the Agreement by that certain First Modification of Agreement dated July 2, 200 I (the Agreement and First Modification of Agreement shall be hereinafter referred to collectively as the "Agreement"); and WHEREAS, IDC and the City desire to modify the tenus and provisions of such Agreement. NOW, THEREFORE, in consideration of the terms and conditions set fonh in the Agreement and this Second Modification, and other good and valuable consideration, the receipt of which is hereby acknowledged by the parties, the City and roc agree to the following: 1.0 Section niCe) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): c) The Elntg store anchor '...'hioh is contemplated to ~e eonstrueted Oft the comer of State Roaa 434 and MRiA 8tr'0et may. at JOe's disGr-etien, be f)ermittee1 and constructed at another location along State Road 434. If so permitted and eonstructed, the drug store Mehor ..vill be iae1uaeaas part of Phase I Bnd---aft6tner retail use shall be permitted and constructed at the aforementioned oemer--i-A .Phase I or Phase II, ~ acknowledged that a drug store anchor is not required to be located on the corner of State Road 434 and Main Street. The building on the comer of State Road 434 and Main Street may be occupied with any of the u$.~,g~rmH.t.ed under the Town.".C~nter District Code. The City and IDe acknowledge that a restaurant and/or bank/office use would also be suitable at the aforementioned comer. Second Modification to Agreement JOC Calhoun, Inc. and City of Winter Springs Page lof4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:13PM; Page 4/6 2.0 Section III(t) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): f) The City prefers that all building~ constnlcted on the IDC Property be two (2) to four (4) stories in height and that each story be suitable for occupancy. To that end, JOe and City agree the drugstere aneher (or other llse as ooRtemplated herein) en the comer of Main Street and State R-oad 434 B:HEI the buildings located along Main Street on the IDC Property shall be a minimum of two (2) stories as defined in Section 20-1 of the City zoning ordinance with the second story suitable for occuoancy in the initial state of construction other than second stOI)' interior finishes.... Specjftcally. the second story~ pave a floor and ceilina and the electrical. plumbing, HV AC. and fire sprinklers (if required) and other interior s)':stems shall be sized and "stubbed out" to accommodate 9ccupancy on such story unless otherwise required by t~~ City Code. In addition, the flooring of the second story shall be a slab or plywood sub-floor. The oarticular finished flooring materials (such as caq>et_ t~ or finished wood) and the interior wall material (such as drywall) shaH be completed as part of the tenant finish wor~ at a later date so that the space will meet the needs of the particular tenant. but the secoRd and higher stories m&y-eonsist of a shell story cofisistiag of fiRished o)(torier walls, roof, '.vifldo"Jls, Elfie other surfaces and 8:1'l unftnishoo interior. However~ Building One located on the corner of Main Street an_d State Road 434 may be constmcted without an occupied second stOry and second story floorin~ system provided that the following conditions are satisfied: .l) BuildinG One shall be ~ two-story building in height and constructed in accordance with the elevations previously approved by the City Commission. f} The structural. electrical. mtlchanical. air conditioning, plumbing. fire defense and other building s~tel!l~ shall be C9.t.1~1ructed to satisfy all code requirements for the initial phase of the Building One construction, and modifiable to accommodate an occupied second floor, including installation of an elevator, if and when a second floor may be desired for Building One. J.) Real transparent window systems shall be installed for the first and second stories of Building One in the initial phase of constmction in accordance with the building elevations previously approved by the City Commission. 4) All internal wall systems shall be at least two-hour fire rated walls ~ Building One may be constructed as a speculative building. in which event. a certificate of completion issued bv the C.i~y will be ..r~tquired indicating completion of the building shell in accordance with all olans and codes prior to occupancy. Second Modification to Agreement IDC CalhollJl, Inc. and City or Winter Springs Page 2 of 4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:13PM; Page 5/6 Q} Certificates of occupancy for Building One will be issued only to tenant soaces which are constructed in accordance with the provisions of this Agreement and all aDDlicable plans and codes. Building oennits aoq certificates of occupancy shall be independently issued for each tenant ~ All sHell stories shall be designed and engineered so 63 to aeeommedate oeeupancy at a later dat'6;- The City agrees that all other buildings on the me Property may be one (1) story occupancy buildings provided that IDC constructs the buildings to a height of at least two (2) stories in order to achieve the vertical character and scale required by the Town Center District Code. IDC agrees that such one story occupancy buildings will incorporate a parapet wall, which the City hereby deems acceptable, or other architectural feature suitable to tbe CilY that visually make the buildings appear to be at least two (2) story buildings on all sides. However, nothing contained in this paragraph shall prohibit IDC from constructing full occupancy buildings of two (2) to four (4) stories, where not otherwise required by this Agreement, if JDC determines that market conditions would allow such construction, 3.0 All other provisions contained in the Agreement which are not amended by this Second Modification shall remain unchanged and shall continue to be in full force and effect. WITNESSES: IDC CALHOUN, INC. a Georgia corporation Print Name: By: Shane Doran, Vice President Print Name; STATE OF SOUTH CAROLINA COUNTY OF CHARLESTON The foregoing instrument was acknowledged before me this _ day of June, 2003 by Shane Doran, Vice President of JOe Calhoun, Inc., a Georgia corporation, who ex.ecuted the foregoing instrument and acknowledged berore me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced as identification and who did not take an oath. Notary Publie Signature Second Modification to Agreement IDC Calhoun, Inc. and City of Winter Springs Page 3 of 4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:14PM; Page 6/6 ATTEST: CITY OF WINTER SPRINGS a Florida municipal corporation Andrea Lorenzo-Luaces, City Clerk John F. Bush, Mayor [City SealJ Second Modtilcatioll to Agreement JOC Calhoun, Inc. and City of Winter Springs Page 4 of 4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.j 407 425 9596; Jun-16-03 5:12PMj Page 3/6 ~red by and Return to: Anthony A. Garganese, City Attorney Brown, Salzman, Weiss & Gargancsc, P.A. Two Landmark Center 225 East Robinson Street, Suite 660 Post Office Box. 2873 Orlando, Florida 32802-2873 (407) 425.9566 SECOND MODIFICATION OF AGREEMENT This Second Modification of Agreement ("Second Modification") is made and entered into as of this _ day of June, 2003 by and between JD"C CAT HOUN, INC., a Georgia corporation, hereinafter referred to as "IDe," and the CITY OF WINTER SPRINGS, a Florida municipal corporation existing under the laws of the State of Florida, hereinafter referred to as the "City." RECITALS: WIIEREAS, JDC and the City previously entered into that certain Agreemclll daled August 1,2000; and WHEREAS, JOC and the City previously amended the Agreement by that certain First Modification of Agreement dated July 2, 200 I (the Agreement and First Modification of Agreement shall be hereinafter referred to collectively as the "Agreement"); and WHEREAS, IDC and the City desire to modify the terms and provisions of such Agreement. NOW, THEREFORE, in consideration of the terms and conditions set fonh in the Agreement and this Second Modification, and other good and valuable consideration, the receipt of which is hereby acknowledged by the parties, the City and JOC agree to the following: 1.0 Section niCe) of the Agreement is hereby amended as follows (underlined type indicates additions and strik-eout type indicates deletions): c) The drug store afiGhor ,...hiGA. is eORtemplatea to be cClnstruoted on the corner of Sta.te Road 434 and Main Str~et may, at JOC's dise~i911, be permitted and eOFlstruoted at another location a.long State Road 434. If so permitted and eonstruetoo, the drug store flRehor will Be inehuiedaa part of Phase I tlftd-eootner retail use shall be permitted and constructed at the amrementionoo (l6fftef-4n P~ase I or Phase II. It is acknowledsed that a drug store anchor is not required to be located on the corner of State Road 434 and Main Street, The building on the comer of State Road 434 and Main Street may be occupied with any of the u....$.es .p-~rmjUed under the Town...C!;nter District Code. The City and IDC acknowledge that a restaurant and/or bank/office use would also be suitable at the aforementioned comer. Second Modification to Agreement JOC allhoun, Inc. and City of Winter Springs Page 1 of4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.j 407 425 9596; Jun-16-03 5:13PMj Page 4/6 2.0 Section ill(f) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): f) The City prefers that all bui1ding~ constmcted on the IDC Property be two (2) to four (4) stories in height and that each story be suitable for occupancy. To that end, JDC and City agree the arug3tore aaeller (ar other use as ooRtemplated herein) ~ comer afMwa Street aRd State Road 434 8:Bd the buildings located along Main Street on the IDC Property shall be a minimum of two (2) stories as defined in Section 20-1 of the Cilv zoning ordinance with the second story suitable for occupancy in the initial state of ccnstruction other than second st01Y interior finishes.... .Specjft.cally. the second story shall pave a floor and ceiling and the electrical. plumbing~ HV AC, and fire sprinklers (if required) and other interior s~stems shall be sized and "stubbed out" to accommodate pccupancy on such story unless otherwise requir:.ed by t~~ City Code. In addition. the floorin~ of the second stcry shall be a slab or plywood sub-floor. The particular finished flooring materials (such as cat:pet. tile. or finished wood) and the interior wall material (such as drywall) shaH be comnleted as part of the tenant finish worlc at a later date so that the space wilt meet the needs of the Darticular tenant. but tHe seeofld aFld higher statics ffiay-13onsist €If a shell story OORsistiRg ef fini3hea e>ttef'iar '.valls, roof, windows, and other surfaces and an unfini-shed it:\terior, However, Building One located on the comer of Main Street anJi State Road 434 may be constructed without an occuDied second stOry and second story flooring system provided that the following conditions arc satisfied: .l) Building One shall be a ,two-story building in height and constructed it'! accordance with the elevations previcusly approved by the City Commission. ~ The structural. electrical. mechanical, air conditioning, plumbing. fire defense. and other building s~.tem~ shall be C9!1~~ructed to satisfv all code requirements for the initial phase of the Building One construction, and modifiable to accommodate an occupied second floor including installation of an elevator, if and when a second floor may be desired for Building One. ;u Real transparent window systems shall be installed for the first and second stories of BuiJping One in the initial phase of construction in accordance with the building elevations previously approved by the City Commission. 41 All internal 'Wall systems shall be at least two-hour fire rated walls. 2) Building One may be constructed as a speculative building. in which event. a certificate of completion issued bv the C.i~y will be ..r~qujred indicating completion of the building shell in accordance with all plans and coq~:l prior to occupancy. Second Modification lO Agreement IDC Calho1lll, Inc. and City of Winter Springs Page 2 of 4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:13PM; Page 5/6 ~. ; . Q} Certificates of occupancy for Building One will be issued only to tenant spaces which are constructed in accordance with the provisions of this Agreement and all applicable plans and codes. Building permits and certificates of occupancy shall be independently issued for each tenant ~ All sAell stories shall be desigfled. and engineered so as to LWeommoaate oeeupancy at 8 later datt},- The City agrees that' all other buildings on the me Property may be one (1) story occupancy buildings provided that roc constructs the buildings to a height of at least two (2) stories in order to achieve the vertical character and scale required by the Town Center District Code. IDC agrees that such one story occupancy buildings will incorporate a parapet wall, which the City hereby deems acceptable, or other architectural feature suitable to the City that visually make the buildings appear 10 be at least two (2) story buildings on all sides. However, nothing contained in this paragraph shall prohibit IDC from constructing full occupancy buildings of two (2) to four (4) stories, where not otherwise required by this Agreement, if JDe determines that market conditions would allow such construction, 3.0 All other provisions contained in the Agreement which are not amended by this Second Modification shall remain unchanged and shall continue to be in full force and effect. WITNESSES: IDe CALHOUN, INC. a Georgia corporation Print Name: By: Shane Doran, Vice President Print Name: STATE OF SOUTII CAROLINA COUNlY OF CHARLESTON The foregoing instrument was acknowledged before me this _ day of June, 2003 by Shane Doran, Vice President of JOe Calhoun, Ine" a Georgia corporation, who ex.ecuted the fowgoing instrument and acknowledged before me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced as identification and who did not take an oath. Notary Publil: Signalure Second Modificatiolllo Agrcemclll roc Calhoun, Inc. and City of Winter Springs Page 3 of 4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:14PM; Page 6/6 " ATTEST: CITY OF WINTER SPRINGS a Florida municipal corporation Andrea Lorenzo-Luaces, City Clerk John F. Bush, Mayor [City Seal] Second Modification to Agreement JOC Calhoun. Inc. and City of Winter Springs Page 4 of4 ,~; c9Cp " -. f'f SECOND MODIFICATION OF AGREEMENT This Sec d Modification of AgI:eement ("Second Modification") is made and entered into as of this. day of ga}f~ , 2003 by and between JDC CALHOUN, INe., a Georg'a corporation, hereinafter referred to as "IDC," and the CITY OF WINTER SPRINGS, a Florida municipal corporation existing under the laws of the State of Florida, hereinafter referred to as the "City." RECITALS: WHEREAS, IDC and the City previously entered into that certain Agreement dated August 1, 2000; and WHEREAS, IDC and the City previously amended the Agreement by that certain First Modification of Agreement dated July 2, 2001 (the Agreement and First Modification of Agreement shall be hereinafter referred to collectively as the "Agreement"); and WHEREAS, JDC and the City desire to modify the terms and provisions of such Agreement. NOW, THEREFORE, in consideration of the terms and conditions set forth in the Agreement and this Second Modification, and other good and valuable consideration, the receipt of which is hereby acknowledged by the parties, the City and IDC agree to the following: 1.0 Section III(c) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): c) The drug store anchor "..hioh is contemplated to be construoted on the comer of State Road 134 and Main Street may, at IDC's discretion, be permitted and oonstructed at another location along State Road 134. If so permitted and oonstruoted, the drug store anchor will be included as part of Phase I and another retail use shall be pennitted and constructed at the aforementioned comer in Phase I or Phase II. It is acknowledged that a drug store anchor is not required to be located on the corner of State Road 434 and Main Street. The building on the comer of State Road 434 and Main Street may be occupied with any of the uses permitted under the Town Center District Code, The City and IDC acknowledge that a restaurant and/or bank/office use would also be suitable at the aforementioned comer. Second Modification to Agreement mc Calhoun, Inc. and City of Winter Springs . Page 1 of 4 ..~ ~. 2,0 Section III(f) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): f) The City prefers that all buildings constructed on the IDC Property be two (2) to four (4) stories in height and that each story be suitable for occupancy. To that end, IDC and City agree the drugstore anchor (or other use as contemplated herein) on tho corner of Main Street and State Road 134 and the buildings located along Main Street on the IDC Property shall be a minimum of two (2) stories as defined in Section 20-1 of the City zoning ordinance with the second story suitable for occupancy in the initial state of construction other than second story interior finishes. Specifically, the second story shall have a floor and ceiling and the electrical. plumbing, HV AC, and fire sprinklers (if required) and other interior systems shall be sized and "stubbed out" to accommodate occupancy on such story unless otherwise required by the City Code, In addition, the flooring of the second stOry shall be a slab or plywood sub-floor. The particular finished flooring materials (such as carpet, tile, or finished wood) and the interior wall material (such as drywall) shall be completed as part of the tenant finish work at a later date so that the space will meet the needs of the particular tenant. but the second and higher stories may consist of a shell story consisting of finished exterior walls, roof, windows, and other surfaces and un unfinished interior, However. Building One located on the corner of Main Street and State Road 434 may be constructed without an occupied second story and second story flooring system provided that the following conditions are satisfied: D Building One shall be a two-story building in height and constructed in accordance with the elevations previously approved by the City Commission. f.l The structural. electrical. mechanical. air conditioning, plumbing, fire defense, and other building systems shall be constructed to satisfy all code requirements for the initial {>hase of the Building One construction, and modifiable to accommodate an occupied second floor including installation of an elevator, if and when a second floor may be desired for Building One. .n Real transparent window systems shall be installed for the first and second stories of Building One in the initial phase of construction in accordance with the building elevations previously approved by the City Commission, il All interior walls that separate tenants shall be at least two-hour fire rated walls. ~ Building One may be constructed as a speculative building, in which event. a certificate of completion issued by the City will be required indicating completion of the building shell in accordance with all plans and codes prior to occupancy. Second Modification to Agreement JDC Callioun, Inc. and City of Winter Springs Page 2 of 4 " ., ':0 6) Certificates of occupancy for Building One will be issued only to tenant spaces which are constructed in accordance with the provisions of this Agreement and all applicable plans and codes. Building permits and certificates of occupancy shall be independently issued for each tenant space, .^.ll shell stories shall be designed and engineered so as to accommodate occupancy at a later date. The City agrees that all other buildings on the JDC Property may be one (1) story occupancy buildings provided that JDC constructs the buildings to a height of at least two (2) stories in order to achieve the vertical character and scale required by the Town Center District Code. IDC agrees that such one story occupancy buildings will incorporate a parapet wall, which the City hereby deems acceptable, or other architectural feature suitable to the City that visually make the buildings appear to be at least two (2) story buildings on all sides. However, nothing contained in this paragraph shall prohibit IDC from constructing full occupancy buildings of two (2) to fom (4) stories, where not otherwise required by this Agreement, if JDC determines that market conditions would allow such construction. 3,0 All other provisions contained in the Agreement which are not amended by this Second Modification shall remain unchanged and shall continue to be in full force and effect. WITNESSES: IDC CALHOUN, INe. a Georgi~ By: Shane Doran, Vice President Prin~d~(e ffiiu( CCt C Lm0tf Priilt Name: ~-ehecc.o. E. Loue-L-t STATE OF SOUTH CAROLINA COUNTY OF CHARLESTON The foregoin.s instrument was acknowledged before me this ~ 71 h day of ~TA N iJA$.Y ,20Q2' 'tby Shane Doran, Vice President of JDC Calhoun, Inc., a Georgia corporation, who executed the foregoing instrument and acknowledged before me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced P./A as identification and who did not take an oath. ~1l/Pl A, A ~ Nr:rPubliC~ My~__ 7.24-2011 Second Modification to Agreement JDC Calhoun, Inc. and City of Winter Springs Page 3 of 4 , .. AITEST: CITY OF WINTER SPRINGS a Florida municipal corporation nzo-Luaces, City Clerk Jo [City Seal] JOINDER . ..Capital GI:e~n '1, LLC joins in, ratifies and confirms the above described Second Modific'ation of Agreement with the same force and effect as if Capital Green I, LLC had been named a party therein. . WITNESSES: CAPITAL GREEN I, LLC a Georgia limited liability company 'B~" ESD Prope.dl~ Irrc.)~ ~ By: ~ 1I.v~ Its: j t.e.. Presi~t . PrIDtN~~ ~u~c€~ Print ame: '"'R.€he.rc(l E. {~tt ST ATE OF SOUTH CAROLINA COUNTY OF CHARLESTON _ The foregoing instrument was acknowledged before me this .J.1+ray of '-\ Q tJut\fl.I( , 200ZVby -John H,l)i!.ku, \lice P(l~'d~rrt ,ESD~rtiet; Ia:. ~'Of Capital Green I, LLC, a Georgia limited liability company, who e:kecu'ted e foregoing instrument and acknowledged before me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced fIJ / A as identification and who did not take an oath. Second Modification to Agreement mc Calhoun, Inc. and City of Winter Springs Page 4 of 4 , . , ASSIGNMENT THIS AS~I NMENT Jt,l~!~il)after referred to as this "Assignment") is made this 2~ day of " ~by JDC CALHOUN, INC. (a Georgia corporation) (hereinafter r9fe red to as "Assignor") to and in favor of CAPITAL GREEN I, LLC a Georgia limited liability company) (hereinafter referred to as "Assignee"). W 1 I N ES S E I H T H A I WHEREAS, Assignor made and en~ered into that certain Agreement dated August 1, 2000, with The City of Winter Springs, Florida (hereinafter referred to as the "City"), as the same may have heretofore been amended (hereinafter referred to as the "Agreement"), with respect to certain real property located in Winter Springs, Seminole County, Florida, as more particularly described in the Agreement (hereinafter referred to as the "Property"); . NOW, THEREFORE, for and in consideration of the slJm of Ten and No/100 Dollars ($10,00) and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, Assignor hereby transfers, assigns, . conveys, and sets over ~nto Assignee all of Assignor's right, title, and interest, in and to the Agreement, as well as all of Assignor's right, title, and interest in and to any and all permits and approvals heretofore received under or in connection with the Agreement. Assignee hereby agrees to assume and perform any and all obligations of Assignor under and pursuant to the Agreement. IN WITNESS WHEREOF, Assignor and Assignee have signed and sealed this Assignment as the date first above written. ASSIGNEE: ASSIGNOR: CAPITAL GREEN I, LLC By: ESD Properties, Inc. 115 Mana9U _ . ~rj,K~~ pr;:1Jf:f The undersigned hereby acknowledges and consents to the foregoing Assignment this _ day of December, 2001. . . City of Winter Springs . .., #: " ... 1419455v2 " ASSIGNMENT THIS ASSIGNMENT (hereinafter referred to as this "Assignment") is made this _ day of December, 2001, by JDC CALHOUN, INC. (a Georgia corporation) (hereinafter referred to as "Assignor") to and in favor of CAPITAL GREEN I, LLC a Georgia limited liability company) (hereinafter referred to as "Assignee"). WIINESSEIH IHAI WHEREAS, Assignor made and entered into that certain Agreement dated August 1, 2000, with The City of Winter Springs, Florida (hereinafter referred to as the "City"), as the same may have heretofore been amended (hereinafter referred to as the "Agreement"), with re~pect to certain real property located in Winter Springs, Seminole County, Florida, as more particularly described in the Agreement (hereinafter referred to as the "Property"); NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Dollars ($10.00) and othergood and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, Assignor hereby transfers, assigns, conveys, and sets over unto Assignee all of Assignor's right, title, and interest, in and to the Agreement, as well as all of Assignor's right, title, and interest in and to any and all permits and approvals heretofore received under or in connection with the Agreement. Assignee hereby agrees to assume and perform any and all obligations of Assignor under and pursuant to the Agreement. IN WITNESS WHEREOF, Assignor and Assignee have signed and sealed this Assignment as the date first above written. ASSIGNEE: ASSIGNOR: CAPITAL GREEN I, LLC By: ESD Properties, Inc. Its Manager JDC Calhoun, Inc. By: Its: By: Its The undersigned hereby acknowledges and consents to the foregoing Assignment this _ day of December, 2001.' .' . City of Winter Springs . . . , By: ~ J;/:~'rg-~' .. .' ',' . -'. . Its: ~'~~ 1419455v2 CERTIFICATION JOC Calhoun, Inc. (a Georgia corporation) ("JOC") and Capital Green I, LLC (a Georgia limited liability company) (CGI") hereby makes and gives this Certification to and in favor or the City of Winter Springs, Florida (the "City"), this J'7'!. day of OeGembcr, -2001 rdJ ~Cb2 . . WITNESSEIH THAT WHEREAS, JOC made and entered into that certain Purchase and Sale Agreement with Laverne and June Kingsbury (hereinafter collectively referred to as "Seller"), as the same may have heretofore been amended (hereinafter referred to as the "Contract"), for the purchase and sale of certain real property located in Winter Springs, Seminole County, Florida, as more particularly described in the Contract (hereinafter referred to as the "Property"); - WHEREAS, JOC made and entered into with the City that certain Agreement, dated August 1, 2000, relating to the Property (as heretofore amended, the "Agreement"); NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Oollars ($10.00) and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, and to induce the City to consent to the assignment of the Agreement as hereinafter described, JOC and CGI hereby certify, represent, and warrant to arid in favor of the City as follows: 1. JOC intends to transfer to CGI all of its right, title, and interest in and to the Contract and the Property. 2. CGI intends to accept such transfer and to acquire the Property. 3. Upon such transfer and acquisition, CGI will be the fee simple owner of the Property, and as such owner, will be the owner of any and all leases covering all or any part of the Property and will be entitled to any and all rents from the Property. 4. JOC intends to transfer to CGI all of its right, title, and interest in and to the Agreement. 5. CGI will assume all of the obligations, duties, and liabilities of JOC under and pursuant to the Agreement. 1419462vl "f . -I 6. The principals involved with JDC are the same principals involved with CGI, among them being Shane Doran and Robert J. Doran, Jr., who will continue to have primary responsibility for decision-making concerning the Property and its development. 7. CGI will continue to employ Greenberg Traurig and LS3P Associates, Ltd. in connection with the Agreement. CAPITAL GREEN I, LLC By: ESD Properties, Inc. Its ::~ag~ < Its Olfr ~!!::f 1419462vl { ~ SECOND MODIFICATION OF AGREEMENT This Sec d Modification ofAgI:eement ("Second Modification") is made and entered into as af this' day af Cfu}fe: ,2003 by and between JDC CALHOUN, INC" a Georg"a corporation, hereinafter referred to as "IDC," and the CITY OF WINTER SPRINGS, a Florida municipal corporation existing under the laws of the State of Florida, hereinafter referred to as the "City:" RECITALS: WHEREAS, IDC and the City previously entered into that certain Agreement dated August I, 2000; and WHEREAS, IDC and the City previously amended the Agreement by that certain First Modification of Agreement dated July 2, 2001 (the Agreement and First Modificatian af Agreement shall be hereinafter referred to collectively as the "Agreement"); and WHEREAS, IDC and the City desire to modify the terms and provisions of such Agreement. NOW, THEREFORE, in consideration of the terms and conditions set forth in the Agreement and this Secand Modification, and other good and valuable cansideration, the receipt of which is hereby acknowledged by the parties, the City and IDC agree to the following: 1.0 Section lII( c) af the Agreement is hereby amended as follaws (underlined type indicates additions and strikeout type indicates deletions): c) The drug store anchor ....hioh is contemplated to be constructed on the corner of State Road 434 and Main Street may, at IDe's discretion, be permitted and constructed at another location along State Road 134, If so permitted and construoted, the drug stare anchar ..lill be included as part of Phase I and anather retail use shall be permitted and constructed at the aforementioned comer in Phase I or Phase II. It is acknowledged that a drug store anchar is not required to. be lacated on the comer of State Road 434 and Main Street. The building on the carner of State Road 434 and Main Street may be occupied with any of the uses permitted under the Town Center District Code, The City and IDC acknowledge that a restaurant and/or bank/affice use would also. be suitable atthe aforementioned comer. Second Modification to Agreement mc Calhoun, Inc, and City of Winter Springs Page 1 of4 2.0 Section III(f) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): f) The City prefers that all buildings constructed on the IDC Property be two (2) to four (4) stones in height and that each story be suitable for occupancy. To that end, JDC and City agree the drugstore anohor (or other use as contemplated herein) on tho corner of Main Street and State Road 134 and the buildings located along Main Street on the JDC Property shall be a minimum of two (2) stories as defined in Section 20-1 of the City zoning ordinance with the second story suitable for occupancy in the initial state of construction other than second story interior finishes. Specifically. the second story shall have a floor and ceiling and the electrical. plumbing. HV AC. and fire sprinklers (if required) and other interior systems shall be sized and "stubbed out" to accommodate occupancy on such story unless otherwise required by the City Code, In addition. the flooring of the second story shall be a slab or plywood sub-floor. The particular finished flooring materials (such as carpet. tile. or finished wood) and the interior wall material (such as drywall) shall be completed as part of the tenant finish work at a later date so that the space will meet the needs of the particular tenant. but the second and higher stories may consist of a shell story consisting of finished exterior walls, roof, windows, and other surfaces and an unfinished interior, However. Building One located on the corner of Main Street and State Road 434 may be constructed without an occupied second story and second story flooring system provided that the following conditions are satisfied: .l} Building One shall be a two-story building in height and constructed in accordance with the elevations previously approved by the City Commission. n The structural. electrical. mechanical. air conditioning. plumbing. fire . defense. and other building systems shall be constructed to satisfy all code requirements for the initial phase of the Building One construction. and modifiable to accommodate an occupied second floor including installation of an elevator. if and when a second floor may be desired for Building One. J} Real transparent window systems shall be installed for the first and second stories of Building One in the initial phase of construction in accordance with the building elevations previously approved by the City Commission, i) All interior walls that separate tenants shall be at least two-hour fire rated walls. 1) Building One may be constructed as a speculative building. in which event, a certificate of completion issued by the City will be required indicating completion of the building shell in accordance with all plans and codes prior to occupancy, Second Modification to Agreement JOC Calhoun, me, and City of Winter Springs Page2of4 6) Certificates of occupancy for Building One will be issued only to tenant spaces which are constructed in accordance with the provisions of this Agreement and all applicable plans and codes. Building permits and certificates of occupancy shall be independently issued for each tenant space. All shell stories shall be designed and engineered so as to accommodute occupanoy at a later date. The City agrees that all other buildings on the IDC Property may be one (1) story occupancy buildings provided that IDC constructs the buildings to a height of at least two (2) stories in order to achieve the vertical character and scale required by the Town Center District Code. IDC agrees that such one story occupancy buildings will incorporate a parapet wall, which the City hereby deems acceptable, or other architectural feature suitable to the City that visually make the buildings appear to be at least two (2) story buildings on all sides. However, nothing contained in this paragraph shall prohibit IDC from constructing full occupancy buildings of two (2) to four (4) stories, where not otherwise required by this Agreement, if IDC determines that market conditions would allow such construction. 3.0 All other provisions contained in the Agreement which are not amended by this Second Modification shall remain unchanged and shall continue to be in full force and effect. WITNESSES: IDC CALHOUN, INe. aGeorgi~ By: Shane Doran, Vice President Prin~d~e ~b( UJt ~ Lm0f Priilt Name: y,-e.hec.ffi E".' Love-t+ STATE OF SOUTH CAROLINA COUNTY OF CHARLESTON The foregoinjJ; instrument was acknowledged before me this . ~ ?"'" h day of ~TAtJ o~y , 20Q'z'tby Shane Doran, Vice President of JDC Calhoun, Inc., a Georgia corporation, who executed the foregoing instrument and acknowledged before me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced p./ A as identification and who did not take an oath. ~:uJd .<1, A~ Nfr Public ~ My~__7-24-2011 Second Modification to Agreement mc Calhoun, Inc. and City of Winter Springs Page 3 of4 A TIEST: CITY OF WINTER SPRINGS a Florida municipal corporation nzo-Luaces, City Clerk ::;.~ Jo [City Seal] JOINDER . ..Capital Gre~n 1, LLC joins in, ratifies and confirms the above described Second Modification of A.greement with the same force and effect as if Capital Green I, LLC had been named a party therein. WITNESSES: CAPITAL GREEN I, LLC a Georgia limited liability company 'B'1~ E$D Prope.rti~ IIrc.)~ ~ By: ~ 11. iJ~ Its: i c..e... Pres i ~t . . PrintN~~ ~UA C brotJ- Print ame: 'B.e~( en. E. Lcwe.l t STATE OF SOUTH CAROLINA COUNTY OF CHARLESTON _ The foregoing instrument was acknowledged before me this :)1+~~y of '.) atJvf\fl.V ' 200Z~by John H,vi~ku'l \lice P(l5jd~ntIESD~~I.r.. ~Iof Capital Green I, LLC, a Georgia limited liability company, who execJted e foregoing instrument and acknowledged before me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced 1J / A as identification and who did not take an oath. Second Modification to Agreement IDC Calhoun, Inc. and City of Winter Springs Page 4 of4 ASSIGNMENT NMENT _(t,l~I~ilJ3fter referred to as this "Assignment") is made this 2~ day of ., ~by JDC CALHOUN, INC. (a Georgia corporation) (hereinafter r9fe red to as "Assignor") to and in favor of CAPITAL GREEN I, LLC a Georgia limited liability company) (hereinafter referred to as "Assignee"). WITNESSEIH THAT WHEREAS, Assignor made and entered into that certain Agreement dated August 1, 2000, with The City of Winter Springs, Florida (hereinafter referred to as the "City"), as the same may have heretofore been amended (hereinafter referred to as the "Agreement"), with respect to certain real property located in Winter Springs, Seminole County, Florida, as more particularly described in the Agreement (hereinafter referred to as the "Property"); . NOW, THEREFORE, for and in consideration of the slJm of Ten and No/100 Dollars ($10.00) and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, Assignor hereby transfers, assigns, . conveys, and sets over ~nto Assignee all of Assignor's right, title, and interest, in and to the Agreement, as well as all of Assignor's right, title, and interest in and to any and all permits and approvals heretofore received under or in connection with the Agreement. Assignee hereby agrees to assume and perform any and all obligations of Assignor under and pursuant to the Agreement. IN WITNESS WHEREOF, Assignor and Assignee have signed and sealed this Assignment as the date first above written. ASSIGNEE: ASSIGNOR: CAPITAL GREEN I, LLC By: ESD Properties, Inc. Im::~ag~, ~ Its tY~s;jf},-c . The undersigned hereby acknowledges and consents to the foregoing Assignment this _ day of December, 2001. City of Winter Springs . .., ., ,. ',. 1419455v2 ASSIGNMENT THIS ASSIGNMENT (hereinafter referred to as this "Assignment") is made this _ day of December, 2001, by JDC CALHOUN, INC. (a Georgia corporation) (hereinafter referred to as "Assignor") to and in favor of CAPITAL GREEN I, LLC a Georgia limited liability company) (hereinafter referred to as "Assignee"). WiINESSEIH IHAT WHEREAS, Assignor made and entered into that certain Agreement dated August 1, 2000, with The City of Winter Springs, Florida (hereinafter referred to as the "City"), as the same may have heretofore been amended (hereinafter referred to as the "Agreement"), with re~pect to certain real property located in Winter Springs, Seminole County, Florida, as more particularly described in the Agreement (hereinafter referred to as the "Property"); NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, Assignor hereby transfers, assigns, conveys, and sets over unto Assignee all of Assignor's right, title, and interest, in and to the Agreement, as well as all of Assignor's right, title, and interest in and to any and all permits and approvals heretofore received under or in connection with the Agreement. Assignee hereby agrees to assume and perform any and all obligations of Assignor under and pursuant to the Agreement. IN WITNESS WHEREOF, Assignor and Assignee have signed and sealed this Assignment as the date first above written. ASSIGNEE: CAPITAL GREEN I, LLC By: ESD Properties, Inc. Its Manager ASSIGNOR: JDC Calhoun, Inc. By: Its: By: Its The undersigned hereby acknowledges and consents to the foregoing Assignment this _ day of December, 2001. City of Winter Springs By: ~k!'1#'~~' r '.' . ;/. . . Its: ~.~~ 1419455v2 CERTIFICATION JOC Calhoun, Inc. (a Georgia corporation) ("JOC") and Capital Green I, LLC (a Georgia limited liability company) (CGI") hereby makes and gives this Certification to and in favor or the City of Winter Springs, Florida (the "City"), this ;77'5. day of OeGemecr, -2001 fd) e:2oa::2 . . WITNESSETH THAT WHEREAS, JOC made and entered into that certain Purchase and Sale Agreement with Laverne and June Kingsbury (hereinafter collectively referred to as "Seller"), as the same may have heretofore been amended (hereinafter referred to as the "Contract"), for the purchase and sale of certain real property located in Winter Springs, Seminole County, Florida, as more particularly described in the Contract (hereinafter referred to as the "Property"); - WHEREAS, JOC made and entered into with the City that certain Agreement, dated August 1, 2000, relating to the Property (as heretofore amended, the "Agreement"); NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Oollars ($10.00) and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, and to induce the City to consent to the assignment of the Agreement as hereinafter described, JOC and CGI hereby certify, represent, and warrant to and in favor of the City as follows: 1. JOC intends to transfer to CGI all of its right, title, and interest in and to the Contract and the Property. 2. CGI intends to accept such transfer and to acquire the Property. 3. Upon such transfer and acquisition, CGI will be the fee simple owner of the Property, and as such owner, will be the owner of any and all leases covering all or any part of the Property and will be entitled to any and all rents from the Property. 4. JDC intends to transfer to CGI all of its right, title, and interest in and to the Agreement. 5. CGI will assume all of the obligations, duties, and liabilities of JOC under and pursuant to the Agreement. 1419462vl , . . . ~ 6. The principals involved with JDC are the same principals involved with CGI, among them being Shane Doran and Robert J. Doran, Jr., who will continue to have primary responsibility for decision-making concerning the Property and its development. 7. CGI will continue to employ Greenberg Traurig and LS3P Associates, Ltd, in connection with the Agreement. CAPITAL GREEN I, LLC By: ESD Properties, Inc. Its ::~ag~ .c Its Offr ~ fJ.:t 1419462v1 062303_ Regular _UDC _ Modification_Agreement COMMISSION AGENDA ITEM I Consent Informational Public Hearing Regular X June 23, 2003 Meeting Mg!. V Dept. Authorization REQUEST: City Manager requesting the City Commission take Regular Agenda "H" of the June 9, 2003 from the. table to approve a Second Modification Amendment to the Development Agreement with IDC Calhoun, Inc. regarding Building 1. PURPOSE: This agenda item is needed to memorialize the direction the Commission provided in the May 27, 2003 Commission Meeting related to Regular Agenda Item "A", and May 12, 2003 Regular Agenda Item "G", regarding Building 1 of the JDC Master Plan. CONSIDERATIONS: On May 27, 2003 the City Commission reviewed proposals from JDC Calhoun to modify the construction of Building 1 to provide for a two-story building without a requirement for an occupiable second floor and second story flooring system, and to allow the building to be developed as a speculative building. The City Commission agreed to allow the proposals as provided in the attached Second Modification Amendment to the Development Agreement with J.D.C. On June 9, 2003 the Commission tabled Agenda Item "H" requesting approval of the agreement for additional staff work. Staffhas completed their work. FUNDING: This agreement will reduce impact fees by approximately 50%. . RECOMMENDATIONS: It is recommended that the City Commission take Regular Agenda Item "H" from the June 9, 2003 meeting from the table and approve the Second Amendment to the Development Agreement. ATTACHMENTS: Second Modification Amendment COMMISSION ACTION: Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596j Jun-16-03 5:12PMj Page 3/6 Prepanld by and Return to: Anthony A, Oarganese, City Attorney Brown, Salzman, Weiss & Gargancso, P.A. Two Landrnarlc Center 225 Ea~t R.obinson Street, Suite 660 Post Office Box 2873 Orlando, florida 32802.2873 (407) 425-9566 SECOND MODIFICATION OF AGREEMENT This Second Modification of Agreement ("Second Modiflcatlon") is made and entered into as of this _ day of June, 2003 by and between JD-C CAT .HOUN, INC., a Georgia corporation, hereinafter referred to as "IDC;' and the CITY OF WINTER SPRINGS, a Florida municipal corporation existing under the laws of the State of Florida, hereinafter referred to as the "City." REClTALS: WllEREAS, JDC and the City previously entered into. that certain Agreemcnl dated August 1, 2000~ and . WHEREAS, IDC and the City previously amended the Agreement by that certain First Modification of Agreement dated July 2, 200 I (the Agreement and First Modification of Agreement shall be hereinafter referred to collectively as the "Agreement")~ and WHEREAS, IDe and the City desire to modify the tenus and provisions of such Agreement. NOW, THEREFORE, in consideration of the terms and conditions set fonh in the Agreement and this Second Modification, and other good and valuable consideration, the receipt of which is hereby acknowledged by the parties, the City and roc agree to the following: 1.0 Section III(c) of the Agreement is hereby amended as follows (underlined type indicates additions and strik-eout type indicates deletions): c) The dNg stare anchor ,t't<l1.ieh is eeRtemplatea to be oonstructed eft the eorner of State Road 434 IIfl<I Mala Street may, at JOe's diseretl9A, be permitted and eonstructea at another 10eatieR along State Road 434. If so permitted ana constructed., the drug store Rluihor will he ineluaed as part of Phase I and-ftaother retail use shall be permitt-ed and coast.""llctoo at the aforementioned COffteF--iR Phase I or Phase n. U ilckn9wled~ed that a drug store anchor is not required to be located on the corner of State Road 434 and Main Street, The building on the comer of State Road 434 and Main Street may be occupied with any of the YS~.lH~lIDjUed under the Town....Center District Code. The City and IDC acknowledge that a restaurant and/or bank/office use would also be suitable at the aforementioned comer, Second Modification to Agreement JOe Calhoun. Inc. and City of Winter Springs Page 10f4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:13PM; Page 4/6 2.0 Section m(t) of the Agreement is hereby amended as follows (underlined type indicates additions and strikeout type indicates deletions): f) The City prefers that all bui1ding~ constmcted on the IDC Property be two (2) to four (4) stories in height and that each story be suitable for occupancy. To that end, JOC and City agree the drug:Jtorc Mellor (or ether use as cONtemplated herein) <*Hhe comer ofMwB Street and State R-oaEl 434 O:Bd the buildings located along Main Street on the IDC Property shall be a minimum of two (2) stories as defined in Section 20-1 of the CiL y zoning ordinance with thf; second story suitable for occupancy in the initial state of construction other than second stot)' interior finishes.... Specjfically. the second story shall tlave a floor and ceiling and the electrical. plumbing, HV AC, and fire sprinklers (if required) and other interior systems shall be sized and "stubbed out" to accommodate pccupancy on sueh story unless otherwiserequir:.ed by th~ City Code. In additio1), the t}QQong of the second story shall be a slab or plywood sub-flOaT, The particular finished tlooritm materials (such as cat:pet. tile, or finished wood) and the interior wall ma.terial (such as drywaU) shall be com~leted as Dart of the tenant finish work at a tater date so that the space will meet the needs of the particular tenant. but the second and higher steries may--0oRsjst of a shell 5tory oonsistiag of finished elderiar '.valls, roof, '.vindows, and ether !R.1rfaees and 8:R uRttni-shed interior. However~ Building One located on the comer of Main Street anJl State Road 434 may be constmcted without an occuDied second story and second story flooring system provided that the following conditions arc satisfied: 1) Buildins One shall be a two-story building in height and constructed in accordance with the elevations previously approved by the City Commission. f} The structural. electrical. mechanical. a.ir conditioning, plumbing. fire defense. and other building s~.telll$ shall be cpnstructed to satisfy all code requirements for the initial phase of the Building One constructionl and modifiable to accommodate an occupied second floor including installation of an elevator, if and when a second floor may be desired for Building One. ;u Real transparent window systems shall be installed for the first and second stones of BuiJdine: One in the initial phase of construction in accordance with the buildine elevations previously approved by the City Commission. 1) 1) All internal wall systems shall be at least two-hour fire rated walls. Building One may be constructed as a speculative building. in which event. a certificate of completion issued by the City will be ..r~quired indi~ating completion of the building shell in accordance with all plans and c9~~lprior to occupancy. Second ModiIication LO Agreement IDC Calhoun, Inc. and City or Winter Springs Page 2 of 4 '.. Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407 425 9596; Jun-16-03 5:13PM; Page 5/6 ~ Certificates of occupancy for Building One will be issued onJy to tenant spaces whiC1h are constructed in accordance with the provisions of this Agreement and all apDlicable plans and codes. Building pennits and certificates of occupancy shalt be independently issued for each tenant ~ All shell sturies shall be desig-ned and eagineered 30 as to aocommodate eeeupancy at B later dat0;- The City agrees thatal1 other buildings on the me Property may be one (1) story occupancy buildings provided that roc constructs the buildings to a height of at least two (2) stories in order to achieve the vertical character and scale required by the Town Center District Code. me agrees that such one story occupancy buildings will incorporate a parapet wall. which the City hereby deems acceptable. or other architectural feature suitable to 111e City that visually make the buildings appear to be at least two (2) story buildings on all sides. However. nothing contained in this paragraph shall prohibit IDe from constructing full occupancy buildings of two (2) to four (4).stories. where not otherwise required by this Agreement, if JDe determines that market conditions would allow such construction. 3.0 All other provisions contained in the Agreement which are not amended by this Second Modification shall remain unchanged. and shall continue to be in full force and effect. WITNESSES: IDC CALHOUN, INC. a Georgia corporation Print Name: By: Shane Doran, Vice President Print Name: STATE OF SOUTII CAROLINA COUNlY OF CHARLESTON The foregoing instrument was acknowledged before me this _ day of June, 2003 by Shane Doran, Vice President of JOC Calhoun, Inc., a Georgia corporation, who executed the fon=going instrument and acknowledged beiore me that he executed the same for the uses and purposes therein expressed and who is personally known to me or who has produced . as identification and who did not take an oath. Notary Public Signalure Second Modification to Ag.rcemclll roc Calhoun, Inc. and City of Winter Springs Page 3 of 4 Sent By: BROWN,WARD,SALZMAN&WEISS,P.A.; 407425 959B; Jun-1B-03 5:14PM; Page 6/6 ATTEST: CITY OF WINTER SPRINGS a Florida municipal corporation Andrea Lorenzo-Luaces, City Clerk John F, Bush, Mayor [City SealJ Second Modtilcatioll to Agreement roc Calhoun, !ne, and City of Winter Springs Page 4 af4