HomeMy WebLinkAboutTuskawilla Retail Partners II, LLC - Neighborhood Public Street Improvement Agreement 2026 02 23Grant Maloy, Clerk Of The Circuit Court & Comptroller Seminole County, FL
Inst #2026019506 Book:10990 Page:1182-1207; (26 PAGES) RCD: 3/2/2026 8:29:29 AM
REC FEE $222.50
Prepared by and Return to:
Anthony A. Garganese, City Attorney
Garganese, Weiss, D'Agresta & Salzman, P.A.
111 N. Orange Avenue, Suite 2000
Orlando, Florida 32802
NEIGHBORHOOD PUBLIC STREET
IMPROVEMENT AGREEMENT
THIS NEIGHBORHOOD PUBLIC STREET IMPROVEMENT AGREEMENT
"A reement" is made and entered into this " ( g - ) ' day of February, 2026 (the Effective
Date"), by and between the CITY OF WINTER SPRINGS, a Florida municipal corporation
whose address is 1126 E. State Road 434, Winter Springs, Florida 32708 (the "City"), and
TUSKAWILLA RETAIL PARTNERS II, LLC, a Florida limited liability company with its
principal address at 880 Glenwood Ave SE H, Atlanta, Georgia 30316 (together with its successors
and assigns, the "Developer").
WITNESSETH
WHEREAS, Developer, together with certain Owners (as defined below), owns certain
real property located at the northeast corner of S.R. 434 and Michael Blake Blvd. in the City of
Winter Springs Town Center District (T-5 Transect), legally described on Exhibit "A" and
incorporated herein by reference (the "Property"), which is intended to include a commercial
development along the frontage of State Road 434 to be known as the "Blake Commons" as well
as a future development parcel intended to be a townhome project (collectively, the
"Development"); and
WHEREAS, the Developer has constructed, or is in process of constructing, certain
common infrastructure to serve the "Blake Commons" commercial frontage development, which
includes an extension of the Sea Hawk Cove public right-of-way (the "Seahawk Cove Extension")
to serve the Development; and
WHEREAS, pursuant to that certain plat titled "Blake Commons a Replat of a Portion of
Lot 8, Block "A", D.R. Mitchell's Survey of the Levy Grant on Lake Jessup" and recorded in Plat
Book 91, Page 65 with the Seminole County, Florida Clerk of Circuit Court (the "Plat"), the
Property was subdivided into four (4) lots and of which Developer has indicated that they may
wish to further split one (1) or more of such four (4) lots (such lots, as the same may be further
divided, collectively, "Lots" and individually, each a "Lot"; and the owner of each such Lot an
"Owner" and collectively, "Owners"), and the Developer has established the Project Easement
Agreement (as defined below) to maintain common infrastructure for the Development; and
WHEREAS, the Sea Hawk Cove Extension must be constructed according to the
Development Agreement recorded at Official Record Book 10877, Page 649 of the Seminole
Neighborhood Public Street Improvement Agreement
City of Winter Springs
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Book 10990 Page 1183
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Couty, Florida records (the "Development Agreement") and consistent with the Final
Engineering/Site Plans and Waivers incorporated in the Development Agreement and on file with
the City as File Numbers FDEP-2024-0009, DVAG-2025-007, WAIV-2025-0005, and WAIV-
2025-007 (collectively, the "Final Engineering Plans"; the Overall Site Plan sheet of which is
attached hereto for convenience as Exhibit "B"); and
WHEREAS, the City generally provides standard street improvements located on City
public streets which traverse through the Property; and
WHEREAS, pursuant to the City of Winter Springs Town Center District Code (the
"Code"), Section 20-325(d), all lighting within the Town Center District must meet or exceed all
specifications as detailed in that section and shall be subject to review and approval by the City;
and
WHEREAS, Section 20-325(e) of the Code further provides that entities wishing to install
certain decorative streetlights along public roadways may enter into an agreement for
reimbursement of the cost of such decorative streetlights; and
WHEREAS, the City and Developer desire to enter into this Agreement pursuant to
Section 20-235 of the Code in order for the City to reimburse the Developer for a part of the cost
of the decorative streetlights which the Developer is required, pursuant to the Code and the
Development Agreement, to install along the Sea Hawk Cove Extension; and
WHEREAS, the parties acknowledge that this Agreement will improve the aesthetic
appearance of the City's streets primarily for the benefit and enjoyment of the Developer, the other
Owners subject to the Development Agreement, and incidentally to the rest of the citizens of
Winter Springs.
NOW THEREFORE, in consideration of the mutual promises set forth hereunder, and
other good and valuable consideration, which the parties acknowledge has been exchanged, the
parties agree as follows:
Section 1. Recitals. The foregoing recitals are true and correct and are hereby
incorporated herein as a material part of this Agreement.
Section 2. Definitions. The following words and phrases used herein shall have the
following meanings unless the context clearly indicates otherwise.
2.1 "Duke Enemy " shall mean Duke Energy Corporation and any successor and assign
to the City's electric franchise.
2.2 "Project Easement Agreement" means that certain Easement Agreement dated
January 14, 2026 entered into by Developer, as "Declarant" (together with its successors
and assigns, the "Declarant") recorded January 20, 2026 in Official Records Book 10968,
Neighborhood Public Street Improvement Agreement
City of Winter Springs
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Page 1586 of the Seminole Couty, Florida records, which established certain easements and
protocols for maintenance of infrastructure benefiting the Development.
2.3 "Street Light Base Rate" shall mean the actual cost charged by Duke Energy to
maintain and operate a standard concrete pole and cobra fixture. Said costs include electric,
equipment rental, maintenance, gross receipts tax and other associated charges imposed by
Duke Energy in accordance with law. At the Effective Date, the Street Light Base Rate is
equal to $13.64. The parties acknowledge that said base rate is subject to periodic
adjustments by Duke Energy and the City.
Section 3. Scope of Project. The City and Developer agree that this Agreement shall run
with and bind the Property. This Agreement shall cover certain Enhanced Improvements (as
defined below) in the form of streetlights, as required by the Development Agreement and Code,
landscaping and irrigation. The City and Developer agree that the Developer, or its successors as
provided herein (including, without limitation, the Owners), shall purchase, install, maintain, and
operate the Enhanced Improvements (as defined below) for the life of the Development approved
by the Development Agreement. The parties acknowledge that Decorative Streetlights (as defined
below) must be provided by Duke Energy and approved by the City.
Section 4. Developer's Oblilzations. Developer agrees to perform the following
obligations:
4.1 Enhanced Improvements. Developer acknowledges and agrees that pursuant
the Development Agreement and Code, Developer has constructed or shall construct the
following (collectively, "Enhanced Improvements"):
a. Nine (9) decorative streetlights on the Sea Hawk Cove Extension (collectively,
"Decorative Streetlights"), as depicted in the lighting plan attached hereto as
Exhibit "C".(the "Lighting Plan"); and
b. All landscaping and irrigation along the Sea Hawk Cove Extension, including
water consumption; maintenance includes mowing, weeding, tree trimming,
and other services necessary to maintain the landscaping, in each case as
depicted or described in the Final Engineering Plans or herein.
4.2 Developer, or its successors as provided herein, shall assume the full responsibility
of maintaining the Enhanced Improvements including, but not limited to, water
consumption, mowing, weeding, tree trimming, and other services necessary to maintain
the landscaping as depicted in the Final Engineering Plans. As such, in the event any of the
Enhanced Improvements must be replaced or repaired due to damage, deterioration, or age,
Developer and its successors agree to promptly and timely repair or replace the Enhanced
Improvements at its sole expense. For purposes of this Agreement, the phrase "public
streets" shall mean, with respect to Developer's obligations hereunder, all public streets
within the Property being depicted as "Tract RW-1" on the Plat.
Neighborhood Public Street Improvement Agreement
City of Winter Springs
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4.3 In accordance with the Project Easement Agreement, the Developer herein
establishes that the future responsibility for maintaining the Enhanced Improvements will
be as follows:
Landscaping and Irrigation — The Developer (or its successor Declarant under the
Project Easement Agreement) shall maintain the landscaping and irrigation;
provided, that the Owner of each Lot shall have the right under the Project
Easement Agreement to exercise the remedy of self-help and maintain the
landscaping and irrigation along their respective frontage along the Sea Hawk Cove
Extension.
4.3 In the event that the Developer or an Owner has failed to perform the necessary
repair or replacement of any of the Enhanced Improvements as required by this Agreement,
the City shall have the right, but not obligation, to make said repairs or replacement and
recover the actual cost thereof from Developer or its successors. Prior to exercising said
right, the City shall provide the Developer and the affected Owner with written notice and
an explanation of the specific default and at least thirty (30) days in which to cure the
default. If Developer or the affected Owner fails to cure the default by the end of the cure
period, the City may exercise its rights to repair and replace at any time thereafter.
4.4 With respect to the streetlights to be installed along the Sea Hawk Cove Extension,
Developer agrees to fully to acquire, install, maintain, and operate all Decorative
Streetlights as shown on the Lighting Plan and as further described in the Lighting Service
Agreement entered into between Developer and Duke Energy, a copy of which is attached
hereto as Exhibit "D." Developer (or its successor Declarant under the Project Easement
Agreement) shall assume the full responsibility of maintaining the Duke Energy invoice
covering all streetlights in the Property, including the account placed in the name of the
Developer (or its successor Declarant under the Project Easement Agreement) and making
prompt and timely payments on said account. A total of nine (9) streetlights are eligible for
Street Light Base Rate reimbursement as described below. Developer (or its successor
Declarant under the Project Easement Agreement) shall also be responsible for promptly
reporting all broken or damaged streetlights directly to Duke Energy. The City reserves the
right to do the same in the event that Developer (or its successor Declarant under the Project
Easement Agreement) fails in said reporting responsibility.
4.5 Notwithstanding anything in this Agreement to the contrary, in the event that
Developer (or a successor Declarant under the Project Easement Agreement) establishes
an Association (as defined in the Project Easement Agreement), then Developer shall have
the right to delegate its obligations under this Agreement to such Association.
Section 5. City's Obligations. Subject to Developer's or Owner's compliance with its
payment responsibilities set forth under this Agreement, the City agrees to perform the following
obligations:
Neighborhood Public Street Improvement Agreement
City of Winter Springs
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5.1 The City will assist Developer in coordinating with Duke Energy to acquire and
install the Decorative Streetlights. The City agrees to reimburse the Developer or
applicable Owner for the maintenance and operation of the decorative streetlights in an
amount equal and strictly limited to the Street Light Base Rate should the Developer or
Owner meet the following conditions:
The Developer shall install all required streetlights and shall establish an
account with Duke Energy; and
b. All common infrastructure for the Sea Hawk Cove Extension/Blake Commons
site shall be built to 100% completion as provided in the Final Engineering
Plans described above.
The City shall not be obligated to reimburse Developer or an Owner until each of the
preceding conditions is met. The City shall make the reimbursement on a quarterly basis.
The City shall not be responsible for compensating the Developer for the Street Light Base
Rate for any additional streetlights beyond the number of streetlights that were actually
installed for Developer at the Effective Date unless the City agrees, in its sole discretion,
that the additional light(s) were required to bring the Developer's street light plan into
conformance with Duke Energy's standard photometric requirements. Reimbursement
shall only be made for those streetlights that are operational and only where Developer has
provided the City with proof of payment.
Section 6. Title to Street Lights. The right, title and interest of the decorative
streetlights shall be vested in Duke Energy. Developer shall have no property interest in the
decorative streetlights.
Section 7. RecordinIZ; Successors and Assigns. This Agreement shall be recorded by
the City in the Official Records of Seminole County, Florida and said Agreement shall run with
the Property and bind Developer's successors and assigns. Upon sale of any Lot by Developer, the
Owner of such Lot shall be responsible for the obligations and commitments of Developer
contained herein with respect to such Owner's Lot.
Section 8. Applicable Law; Venue. This Agreement shall be governed by and construed
in accordance with the laws of the State of Florida and the Code. The parties agree that venue shall
be exclusively within Seminole County, Florida, for all state disputes or actions which arise out of
or are based upon this Agreement, and in Orlando, Florida, for all such federal disputes or actions.
Section 9. Amendments. This Agreement shall not be modified or amended except by
written agreement executed by all parties hereto and approved by the City Commission or City
Manager of the City of Winter Springs.
Section 10. Entire Agreement. This Agreement states the entire understanding and
agreement between the parties and supersedes any and all written or oral representations,
statements, negotiations, or agreements previously existing between the parties with respect to the
Neighborhood Public Street Improvement Agreement
City of Winter Springs
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Book 10990 Page 1187
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subject matter of this Agreement, save for the representations which are attached to this Agreement
as Exhibits. The Developer recognizes that any representations, statements, or negotiations made
by the City staff do not suffice to legally bind the City in a contractual relationship unless they
have been reduced to writing and signed by an authorized City representative. This Agreement
shall inure to the benefit of and shall be binding upon the parties, their respective assigns, and
successors in interest.
Section 11, Severability. Should any term or provision of this Agreement be held, to any
extent, invalid or unenforceable, as against any person, entity, or circumstance during the term
hereof, by force of any statute, law, or ruling of any forum of competent jurisdiction, such
invalidity shall not affect any other term or provision of this Agreement, to the extent that the
Agreement shall remain operable, enforceable, and in full force and effect to the extent permitted
by law.
Section 12. Sovereign Immunity. The City intends to avail itself of the benefits of
Section 769.28, Florida Statutes, and any other statutes and common law governing sovereign
immunity to the fullest extent possible. Neither this provision nor any other provision of this
Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section
768.28, Florida Statutes, or other limitations imposed on the City's potential liability under state
or federal law. Developer agrees that City shall not be liable under this Agreement for punitive
damages or interest for the period before judgment. Further, City shall not be liable for any claim
or judgment, or portion thereof, to any one person over two hundred thousand dollars
($200,000.00), 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 three hundred thousand dollars ($300,000.00). Nothing in this
Agreement is intended to inure to the benefit of any third party for the purpose of allowing any
claim which would otherwise be barred under the doctrine of sovereign immunity or by operation
of law. This paragraph shall survive termination of this Agreement.
Section 13. Notice. All notices and correspondence in connection with this Agreement
must be in writing. Notice and correspondence shall be sent by first class mail or hand delivered
at the addresses set forth below or at such other addresses as the parties hereto shall designate to
each other in writing (or as provided in a given Owner's vesting deed).
a. To City
City of Winter Springs
1126 East State Road 434
Winter Springs, FL 32708
Attn: City Manager
b. To Developer:
Tuskawilla Retail Partners II, LLC
880 Glenwood Ave, Suite H
Atlanta, GA 30316
Attn: Marls Mechlowitz
Neighborhood Public Street Improvement Agreement
City of Winter Springs
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Section 14. Waiver. Any forbearance by the City in exercising any right or remedy under
this Agreement shall not constitute a waiver of or preclude the exercise of any right or remedy.
Section 15. City's Rij4ht to Seek Equitable Relief and Special Assessment. Developer
agrees, acknowledges and recognizes that any breach of this Agreement by Developer may result
in irreparable harm to the City. Developer agrees that in addition to and not in lieu of all legal and
equitable remedies available to City by reason of such breach, City shall be entitled to equitable
relief (including, without limitation, specific performance and injunctive relief) to enjoin the
occurrence and condition of the breach. Further, in the event Developer fails to make any payments
that are required herein, Developer acknowledges and agrees that the Enhanced Improvements
provide a special benefit to the Property and that said special benefit is shared proportionately by
all Owners. In the event that the City determines that Developer has not made the payments
required by this Agreement, the City reserves the unconditional right to assess Developer or the
applicable Owner for the costs for the repair or replacement of any of the Enhanced Improvements.
In the event the City is required to initiate an assessment, Developer agrees to fully support the
assessment and Developer shall not contest, challenge or intervene in the assessment process.
Further, in the event that Developer defaults on any street light account with Duke Energy which
is covered by this Agreement, the City shall also, at its sole discretion, have the right to transfer
said accounts into the City's name and thereby assume all the rights afforded an account holder.
Section 16. Attorney Fees. The prevailing party in any litigation arising under this
Agreement shall be entitled to recover its reasonable attorneys' and paralegal fees and costs,
whether incurred at trial or appeal.
Section 17. Indemnification. Developer shall protect, defend, indemnify, and hold
harmless, the City, its employees, agents, elected or appointed officials, and representatives from
any and all claims, losses, suits, costs, expenses, fines, penalties, deficiencies, damages,
obligations, and liabilities, including all attorney's fees and court costs through all appeals, for
which City, its employees, agents, elected or appointed officials, and representatives can or may
be held liable as a result of injury to persons (including death) or damage to property occurring by
reason of any negligent acts, errors, omissions, or willful misconduct of Developer, its employees,
or agents, arising out of or connected with this Agreement; or which arise out of any inaccurate
representation made by the Developer, its employees or agents; or any breach of this Agreement
by Developer, its employees or agents, except to the extent of negligence, wrongful acts or
omissions of the City or its agents, elected or appointed officials, employees, or representatives.
This indemnification paragraph shall survive the termination of this Agreement until such time as
all pending claims between the parties have been settled, or if no such pending claims, until such
time as all applicable statute of limitation time periods have expired with respect to the work
performed by Developer pursuant to this Agreement.
Section 18. Public Records. Pursuant to Section 119.0701, Florida Statutes, and other
applicable public records laws (collectively, the "Public Records Laws"), Developer agrees that
any records, documents, transactions, writings, papers, letters, computerized information and
programs, maps, books, audio or video tapes, films, photographs, data processing software,
Neighborhood Public Sheet Improvement Agreement
City of Winter Springs
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Book 10990 Page 1189
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writings or other material(s), regardless of the physical form, characteristics, or means of
transmission, of Developer related, directly or indirectly, to the services provided to the City under
this Agreement and made or received pursuant to law or ordinance or in connection with the
transaction of official business by the City, may be deemed to be a public record under and pursuant
to the Public Records Laws, whether in the possession or control of the City or the Developer. If
and to the extent said records, documents, transactions, writings, papers, letters, computerized
information and programs, maps, books, audio or video tapes, films, photographs, data processing
software, writings or other material(s), regardless of the physical form, characteristics, or means
of transmission of Developer are subject to the provisions of Chapter 119, Florida Statutes, or other
Public Records Laws (records subject to the Public Records Laws are herein referred to as "public
records"), they may not be destroyed without the specific written approval of the City's designated
custodian of public records. All books, cards, registers, receipts, documents, and other papers in
connection with this Agreement shall at any and all reasonable times during the normal working
hours of the Developer be open and freely exhibited to the City for the purpose of examination
and/or audit. Notwithstanding anything herein to the contrary, the parties agree to maintain the
confidentiality of any and all records or documents from third party disclosure that are deemed
confidential and/or exempt from public records disclosure pursuant to federal or state law,
including, but not limited to, under the Health Insurance Portability and Accountability Act of 1996
and related HIPAA Privacy Rules.
IF THE DEVELOPER, OR A GIVEN OWNER, HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE DEVELOPER'S
DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS, THE CITY CLERK, AT (407) 327-
5999, cgowan@winterspringsfl.org or cityclerkdepartment@winterspringsfl.org, 1126 East
State Road 434, Winter Springs, Florida, 32708.
Developer is required to and agrees to comply with public records laws. Developer shall keep and
maintain all public records required by the City to perform the services as agreed to herein.
Developer shall provide the City, upon request from the City Clerk, copies of the requested public
records or allow the public records to be inspected or copied within a reasonable time at a cost that
does not exceed the cost provided by law. Developer shall ensure that public records that are
exempt or confidential and exempt from public records disclosure requirements are not disclosed
except as authorized by law. Upon completion of the Agreement, Developer shall transfer to the
City, at no cost, copies of all public records in possession of the Developer, provided the transfer
is requested in writing by the City Clerk. Upon such transfer, Developer shall destroy any
duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. However, if the City Clerk does not request that copies of the public records be
transferred, the Developer shall continue to keep and maintain the public records upon completion
of the Agreement and shall meet all applicable requirements for retaining public records. All
public records stored electronically must be provided to the City, upon request from the City Cleric,
in a format that is compatible with the information technology systems of the City. Should the
City not possess public records relating to this Agreement which are requested to be inspected or
copied by the City or any other person, the City shall immediately notify Developer of the request
and the Developer shall then provide such public records to the City or allow the records to be
Neighborhood Public Street Improvement Agreement
City of Winter Springs
Page 8 of 9
Book 10990 Page 1190
Instrument# 2026019506
inspected or copied within a reasonable time. If the Developer does not comply with a public
records request, the City may enforce this Section to the extent permitted by law. Developer
acknowledges that if the Developer does not provide the public records to the City within a
reasonable time, the Developer may be subject to penalties under Section 119.10, Florida Statutes.
The Developer acknowledges that if a civil action is filed against the Developer to compel
production of public records relating to this Agreement, the court may assess and award against
Developer the reasonable costs of enforcement, including reasonable attorney fees. All public
records in connection with this Agreement shall, at any and all reasonable times during the normal
business hours of the Developer, be open and freely exhibited to the City for the purpose of
examination, audit, or otherwise. Failure by Developer to grant such public access and comply
with public records laws and/or requests shall be grounds for immediate unilateral cancellation of
this Agreement by the City upon delivery of a written notice of cancellation. If the Developer fails
to comply with this Section, and the City must enforce this Section, or the City suffers a third -
party award of attorney's fees and/or damages for violating Chapter 119, Florida Statutes, due to
Developer's failure to comply with this Section, the City shall collect from Developer prevailing
party attorney's fees and costs, and any damages incurred by the City, for enforcing this Section
against Developer. And, if applicable, the City shall also be entitled to reimbursement of all
attorneys' fees and damages which the City had to pay a third party because of the Developer's
failure to comply with this Section. The terms and conditions set forth in this Section shall survive
the termination of this Agreement.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Neighborhood Public Street hnprovement Agreement
City of Winter Springs
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IN WITNESS WHEREOF, the parties have hereunto set their hands and seal on the date
first above written.
CITY OF WINTER SPRINGS:
Kevin McCann
Mayor
Date: 23 20
ATTEST:
G-' -'C/�
Christian Gowan
City Cleric
Date: ez e-3 Za26
CITY SEAL Approved as to form and legality for the
City of Winter Springs only:
utter
`olp°raf� Anthony A. Garganese
�c City Attor ey
U) 195`) Date:
0% county'
Neighborhood Public Sheet Improvement Agreement
City of Winter Springs
Book 10990 Page 1192
Instrument# 2026019506
Signed, sealed and delivered in the
presence of the following witnesses:
Signature of Witness
C L?-V"Y-�
Printed Name of Witness
t ` Vo � }
Address of Witness
A 3
Signatu�re
of Witness
'eed 6 a —La
Printed Name of Witness
f /?�%1 r t' %�U
Address of Witness
STATE OF 1�
COUNTY OF FU(}
TUSKAW�tLA, RETAIL PARTNERS II, LLC,
a Floriday irnit-I'd lability company
By:
Print name: Robert . Meyer
Title: President
The foregoing instrument was acknowledged before me by means of (X) physical
presence or ( ) online notarization, this day of L40t 2026,
by Robert G. Meyer , the President of Tuskawilla Retail Partners II, a Florida
limited liability company, on behalf of the company, who is personally known to me or produced
as identification.
(NOTARY SEAL)
(Notary Public nature)
(Print Name)
®� e*,e«...`®bm40� Notary Public, State of [ ml 01 Commission No.:
My Commission Expires: 0ZC1
®AF'FjIL
15�
S
209 a
Neighborhood Public Street Improvement Agreement
City of Winter Springs
t:�:xi�ax;`ayzr�►
Book 10990 Page 1193
Instrument# 2026019506
The undersigned hereby joins into the execution of this Agreement as the Owner of Lot 3 (as
depicted on the Plat).
Signed, sealed and delivered in the KW W CQUISITION, LLC, a Florida
presence of the following witnesses: limit d liabil y,,qf�pany
�SigInature of Witness
Printed Name of Witness
15
Address of Witness
L Signature of Witness
k'4hfQ'.' 0)d �p
Printed Name of Witness
�n l�.9r)S� ��G✓ 20 /
Address of Witness
C e0l, alakl- FL 3-37�,13
STATE OF D l bo2dct
COUNTY OF I k"(,(a (
By:
Print name: w �►�� e� ��
Title: (Vtq.-.,ct�
The foregoing instrument was acknowledged before me by means of (� physical
pr ce or ( ) online notarization, this � day of P e 2026,
by a -UL , the MHTU (� L), 1 of KW WS Acquisition, L , a Florida
limited liability coinpany, on behalf of the compa yn who is personally known to r�r e or produced
as identification.
(NOTARY SEAL)
KATHLEEN WOLF
Notary Public State of Florida
Commission A HH 536800
My Commission Expires
August 25, 2028
(Not a ib ` Signatur
(Print Name) I&M leer? fit,/0/> >
Notary Public, State of FLy✓21-6cq
Commission No.: P P 5 ,/,Pcc
My Commission Expires: 0/a5/2P.,
Book 10990 Page 1194
Instrument# 2026019506
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
Lot 1, Lot 2, Lot 3, Lot 4, and Tract RW-1, as designated on that certain plat titled `Blake Commons
a Replat of a Portion of Lot 8, Block "A", D.R. Mitchell's Survey of the Levy Grant on Lake
Jessup" and recorded in Plat Book 91, Page 65 with the Seminole County, Florida Clerk of Circuit
Court.
Neighborhood Public Street Improvement Agreement
City of Winter Springs
Book 10990 Page 1195
Instrument# 2026019506
EXHIBIT "B"
SEA HAWK COVE EXTENSION — OVERALL SITE PLAN
See attached.
Neighborhood Public Street Improvement Agreement
City of Winter Springs
Book 10990 Page 1196
Instrument# 2026019506
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Book 10990 Page 1197
Instrument# 2026019506
EXHIBIT "C"
DUKE ENERGY LIGHTING PLAN
See attached.
Neighborhood Public Sheet Improvement Agreement
City of Winter Springs
Book 10990 Page 1198
Instrument# 2026019506
Book 10990 Page 1199
Instrument# 2026019506
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Book 10990 Page 1200
Instrument# 2026019506
EXHIBIT "D"
LIGHTING SERVICE AGREEMENT BETWEEN DEVELOPER AND DUKE ENERGY
See attached.
Neighborhood Public Sheet Improvement Agreement
City of Winter Springs
Book 10990 Page 1201
Instrument# 2026019506
Docusign Envelope ID: 4ACDFCFD-8FD7-4C73-AFDF-4E5F626B4BCB
Agreement # DEFFL58308242-003
ENERGY.
FLORIDA LIGHTING SERVICE AGREEMENT
Customer Information:
TUSKAWILLA RETAIL PARTNERS II LLC
MARKM@CATALYSTDP.COM
Account Number:
Work Order Number:
58308242
Project Information:
TRFLT ST RD 434 & MICHAEL BLAKE BLVD
WINTER SPRINGS Florida 32708
Installation Number:
7011324700
Duke Energy Representative Contact Info:
Taylor Waters
This Lighting Service Agreement is hereby entered into this 12th day of November, 2025, between
(hereinafter called the "Company") and TUSKAWILLA RETAIL PARTNERS II LLC (hereinafter referred to as
the "Customer") for lighting service at the above location(s). The Customer agrees to receive and pay for
lighting service from the Company in accordance with the rates, terms and provisions of the Company's
Rate Schedule LS1U and Service Regulations, or its successor, as the same is on file with the Florida
Public Service Commission (FLORIDA PUBLIC SERVICE COMMISSION) and as may be amended and
subsequently filed with the FLORIDA PUBLIC SERVICE COMMISSION.
To the extent there is any conflict between this Agreement and the Lighting Service Rate Schedule, the
Lighting Service Rate Schedule shall control. In the event of termination by the Customer during the initial
term of this agreement under this rate schedule or upon early termination of service under this schedule,
the customer agrees to pay remaining terms of this agreement as delegated by the FLORIDA PUBLIC
SERVICE COMMISSION.
The date of initiation of service shall be defined as the date the first light(s) is energized. It is further
agreed that Duke Energy reserves the right to discontinue service and remove any Duke Energy -owned
facilities from the Customers premise if the Customer violates any of the terms of the Service Regulations,
Rate Schedule or this Agreement.
Customer Print Name—Docuftnedby: Date Signed 1/14/2026
w
Customer Signature e727e0nn,n9o4ec... Date Signed 1/14/2026
Duke Energy Representative
Signature on File
Date Signed 1/14/2026
THIS IS NOT A BILL. PLEASE DO NOT SEND A PAYMENT IN RESPONSE TO THIS COMMUNICATION,
Page 1
Book 10990 Page 1202
Instrument# 2026019506
Docusign Envelope ID: 4ACDFCFD-8FD7-4C73-AFDF-4E5F626B4BCB
Agreement # DEFFL58308242-003
Summary of Estimated Charges
Minimum Service
Term
Initial Monthly
Cost
Total One Time
Charges
Total Cost for
Initial term
Ongoing Monthly
Charge post Term
10 Years (120) Months
$294.30
$0.00
$35,316.00
$294.30
Monthly Base Charges
Service
Quantity
Product Description
Equipment
Maintenance
Energy
Unit
Sub -Total
Required
Fixtures and Poles
Total
Light Fixture Biscayne
1
9
LED 50W Black Type III
$19.07
$2.04
$1.80
$22.91
$206.19
3000K
Light Pole Colonial
1
9
Concrete 16ft long Black
$9.79
$0.00
$0.00
$9.79
$88.11
3in tenon
Subtotal Based On
$259.74
$18.36
$16.20
Quantitv:
THIS IS NOT A BILL. PLEASE DO NOT SEND A PAYMENT IN RESPONSE TO THIS COMMUNICATION.
Page 2
Book 10990 Page 1203
Instrument# 2026019506
Docusign Envelope ID: 4ACDFCFD-8FD7-4C73-AFDF-4E5F626B4BCB
1
Outdoor lighting Terms and Conditions
Agreement # DEFFL58308242-003
Duke Energy will call for locate of all public facilities. Any customer owned utilities would need to be located and
marked at your expense.
If any or all of these lighting facilities will eventually be submitted to a governmental agency for inclusion into a
taxing district, MSTU or MSBU special assessment program, please verify that these facilities meet the
requirements within that jurisdiction. Should the agency not accept these facilities into their program, the entity
who signs the Lighting Service Contract will remain responsible for payment.
Rate per Month:
The monthly charges consist of the items below. These charges may be adjusted subject to review and
approval by the Florida Public Service Commission.
Customer Charge
Pole Charge
Light Fixture Charge
Light Fixture Maintenance Charge
Energy and Demand Charge:
Non -fuel Energy Charge
Plus the Cost Recovery Factors listed in
Rate Schedule BA-1, Billing Adjustments**,
except the Fuel Cost Recovery Factor and
Asset Securitization Charge Factor:
Fuel Cost Recovery Factor **:
Asset Securitization Charge Factor:
**Charges are normally revised on an annual basis.
Additional Charges:
Certain additional charges may also apply to the installation.
Gross Receipts Tax Factor:
Right -of -Way Utilization Fees:
Municipal Tax:
Sales Tax:
THE CUSTOMER AGREES:
See Sheet No. 6.105 and 6.106
See Sheet No. 6.105
See Sheet No. 6.105
See Sheet No. 6.106
See Sheet No. 6.106
See Sheet No. 6.106
See Sheet No. 6.106
1. To purchase from the Company all of the electric energy used for the operation of the Lighting System.
2. To be responsible for paying, when due, all bills rendered by the Company pursuant to the Company's
currently effective Lighting Rate Schedule LS-1, or its successor, for facilities and service provided in
accordance with this Contract.
3. To be responsible for trimming trees that may either obstruct the light output from fixture(s) or that
obstruct maintenance access to the facilities.
IT IS MUTUALLY AGREED THAT:
4. Requests for exchanging facilities, upgrades, relocations, etc. are subject to Section III, paragraph 3.05,
of the Company's General Rules and Regulations Governing Electric Service.
THIS IS NOT A BILL. PLEASE DO NOT SEND A PAYMENT IN RESPONSE TO THIS COMMUNICATION.
Page 3
Book 10990 Page 1204
Instrument# 2026019506
Docusign Envelope ID: 4ACDFCFD-8FD7-4C73-AFDF-4E5F626B4BCB
Agreement # DEFFL58308242-003
5. The Company does not guarantee continuous lighting service and will not be liable for damages for any
interruption, deficiency or failure of service, and reserves the right to interrupt service at any time for
necessary repairs to lines or equipment. Nothing in this Contract is intended to benefit any third party or to
impose any obligation on the Company to any such third party.
6. Installation shall be made only when, in the judgment of the Company, the location and the type of the
facilities are, and will continue to be, easily and economically accessible to the Company's equipment and
personnel for both construction and maintenance. In the event the Customer or its contractor,
subcontractor or other agent changes the grading, which requires the Company to move its facilities or
otherwise incur costs to ensure compliance with applicable code requirements, Customer shall
compensate the Company for all such costs incurred by the Company to comply with any applicable code
requirements. In the event Customer fails to pay the Company within 30 days of the completion of such
work, Customer shall pay the Company any amounts owing the Company, including interest and any
attorneys and other fees and costs the Company incurs to collect any amounts owed to the Company.
7. Modification of the facilities provided by the Company under this Contract may only be made through
the execution of a written amendment to this Contract.
8.The Company will, at the request of the Customer, relocate the lighting facilities covered by this
Agreement, if provided sufficient rights -of -way or easements to do so. The Customer shall be responsible
for the payment of all costs associated with any such Customer -requested relocation of the Company's
lighting facilities.
9. The Company may, at any time, substitute for any luminaire/lamp installed hereunder another
luminaire/lamp which shall be of at least equal illuminating capacity and efficiency.
10. Customer agrees to take responsibility for the cost incurred to repair or replace any fixture or pole
which has been willfully damaged. The Company shall not be required to make such repair or replacement
prior to payment by the Customer for damage.
11. The Company will repair or replace malfunctioning lighting fixtures maintained by the Company in
accordance with Section 768.1382, Florida Statutes (2005).
12. This Contract shall be for a term of ten (10) years from the date of initiation of service. The date of
initiation of service shall be defined as the date the first lights are energized.
13. Should the Customer fail to pay any bills due and rendered pursuant to this Contract or otherwise fail
to perform the obligations contained in this Contract, said obligations being material and going to the
essence of this Contract, the Company may cease to supply electric energy or service until the Customer
has paid the bills due and rendered or has fully cured such other breach of this Contract. Service charges
associated with the reconnection of service after disconnection for nonpayment or violation of Company or
Commission Rules may be assessed for each lighting installation on an account. Any failure of the
Company to exercise its rights hereunder shall not be a waiver of its rights. It is understood, however, that
such discontinuance of the supplying of electric energy or service shall not constitute a breach of this
Contract by the Company, nor shall it relieve the Customer of the obligation to perform any of the terms
and conditions of this Contract.
14. If the Customer no longer wishes to receive service under this schedule, the Customer may terminate
the Contract by giving the Company at least sixty (60) days advance written notice to the Company. Upon
early termination of service, the Customer shall pay an amount equal to the remaining monthly customer
charges, remaining Contribution in Aid of Construction ("CIAC"), if applicable, and remaining pole and
fixture lease amounts for the term of the contract. The Customer will be responsible for the cost of
removing the facilities.
THIS IS NOT A BILL. PLEASE DO NOT SEND A PAYMENT IN RESPONSE TO THIS COMMUNICATION.
Page 4
Book 10990 Page 1205
Instrument# 2026019506
Docusign Envelope ID: 4ACDFCFD-8FD7-4C73-AFDF-4E5F626B4BCB
Agreement # DEFFL58308242-003
15. In the event of the sale of the real property upon which the facilities are installed, or if the Customer's
obligations under this Contract are to be assigned to a third party, upon the written consent of the
Company, this Contract may be assigned by the Customer to the Purchaser or to the third party. No
assignment shall relieve the Customer from its obligations hereunder until such obligations have been
assumed by the Purchaser or third party and agreed to by the Company.
16. This Contract supersedes all previous contracts or representations, either written, oral or otherwise
between the Customer and the Company with respect to the facilities referenced herein and constitutes the
entire Contract between the parties. This Contract does not create any rights or provide any remedies to
third parties or create any additional duty, obligation or undertakings by the Company to third parties.
17. This Contract shall inure to the benefit of, and be binding upon the successors and assigns of the
Customer and the Company.
18. This Contract is subject to the Company's Tariff for Retail Service, or as they may be hereafter revised,
amended or supplemented. In the event of any conflict between the terms of this Contract and the
provisions of the Company's Tariff for Retail Services, the provisions of the Company's Tariff for Retail
Service and FPSC Rules shall control, or as they may be hereafter revised, amended or supplemented.
19. The obligation to furnish or purchase service shall be excused at any time that either party is
prevented from complying with this Contract by strikes, lockouts, fires, riots, acts of God, the public
enemy, governmental or court actions, lightning, hurricanes, storms, floods, inclement weather that
necessitates extraordinary measures and expense to construct facilities and/or maintain operations, or by
any other cause or causes not under the control of the party thus prevented from compliance, and the
Company shall not have the obligation to furnish service if it is prevented from complying with this
Contract by reason of any partial, temporary or entire shut -down of service which, in the sole opinion of
the Company, is reasonably necessary for the purpose of repairing or making more efficient all or any part
of its generating, transmission, distribution or other electrical equipment.
20. In no event shall the Company, its parent corporation, affiliate corporations, officers, directors,
employees, agents, and contractors or subcontractors be liable to the Customer, its employees, agents or
representatives, for any incidental, indirect, special, consequential, exemplary, punitive or multiple
damages resulting from any claim or cause of action, whether brought in contract, tort (including, but not
limited to, negligence or strict liability), or any other legal theory.
THIS IS NOT A BILL. PLEASE DO NOT SEND A PAYMENT IN RESPONSE TO THIS COMMUNICATION.
Page 5
Book 10990 Page 1206
Instrument# 2026019506
JOINDER AND CONSENT TO NEIGHBORHOOD
PUBLIC STREET IMPROVEMENT AGREEMENT
(this "Joinder")
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, RENASANT BANK, a Mississippi banking corporation (hereinafter referred
to as the "Mortgagee"), as administrative agent for itself and other lending institutions which
become parties to the Loan Agreement (as defined in the Mortgage), is the owner and holder of that
certain Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing dated
June 26, 2025 and recorded with the Clerk of the Circuit Court and County Comptroller of Seminole
County, Florida in Book 10852, Page 606 of the Public Records of Seminole County, Florida on July
1, 2025 as Instiument No. 2025063847, as amended by that certain First Amendment to Mortgage,
Security Agreement, Assignment of Leases and Rents and Fixture Filing dated November 26, 2025
and recorded with the Clerk of the Circuit Court and County Comptroller of Seminole County,
Florida in Book 10945, Page 1817 of the Public Records of Seminole County, Florida on December
4, 2025 as Instrument No. 2025120604 (as amended and as the same may hereafter be amended,
collectively, the "Mortgage") given by TUSKAWILLA RETAIL PARTNERS II, LLC, a Florida
limited liability company, as Trustee under the WSR Trust Agreement dated July 2, 2018, as
Mortgagor (hereinafter referred to as the "Mortgagor"), which Mortgage encumbers certain
property located in Seminole County, Florida, and which property is more particularly described in
the Mortgage (hereinafter referred to as the "Property"); and
WHEREAS, the Mortgagor has requested that the Mortgagee join in and consent to the
Neighborhood Public Street Improvement Agreement to which this Joinder is attached (the
"Neighborhood Agreement") in order to subordinate the lien of the Mortgage to the
Neighborhood Agreement.
NOW THEREFORE, in consideration of the premises hereof and of other good and
valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the
Mortgagee hereby states and declares as follows:
The Mortgagee hereby joins in and consents to the Neighborhood Agreement and
subordinates the lien of the Mortgage on the Property to the Neighborhood Agreement.
[SIGNATURE APPEARS ON THE FOLLOWING PAGE]
Book 10990 Page 1207
Instrument# 2026019506
MORTGAGEE:
RENASANT BANK,
a Mississippi bankin o oration
By:
Name: Andy dson
Title: Managing Director
STATE OF
COUNTY
The foregoing instrument was acknowledged before me by means of Wphysical presence or ❑
online notarization this ay of 2026, by Andy Hudson, as Managing Director
of Renasant Bank, a Mississippi banking corporation, on behalf of said banking corporation. Such
person did take an oath and: (notary must check applicable box)
®' is personally known to me.
❑ produced a current driver's license as identification.
❑ produced, as identification.
[NOTARY SEAL] NbfXRY PUBLIC
Print Name: s C�'
My Commission Expires: /0
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