HomeMy WebLinkAboutGrandeville at Town Center Developer's Agreement -2013 02 25 � . . .,,�. �;�, _ .. ":.... __,_.-
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THIS INSTRUMENT WAS PREPARED BY , ,: ;F,. y , : , .
AND SHOULD BE RETURNED TO ._�� a�; r .._ ._ _
Anthony A. Garganese
City Attorney of Winter Springs
Brown, Garganese,Weiss&D'Agresta,P,A,
��,1 PO Box 2873
-` 111 N. Orange Avenue, Suite 2000
Orlando,Florida 32802
(407)425-9566
a�ganese(a�Orlandolaw,net
DEVELOPER'S AGREEMENT
GRANDEVILLE AT TOWN CENTER
This DEVELOPER'S AGREEMENT (the "Agreement") is made and executed this 25�'
day of February 2013 by and between the CITY OF WINTER SPRINGS, a Florida Municipal
Corporation (the "City"), whose address is 1126 East. S.R. 434, Winter Springs, Florida 32708, and
GRANDEVILLE AT WINTER SPRINGS, LLLP, a Florida Limited Liability Partnership
("GV"), whose address is 650 S. Northlake Boulevard, Suite 450, Altamonte Springs, Florida
32701.
WITNESSE'I'H
WHEREAS, in accordance with paragraph 21 herein, this Development Agreement is
intended to replace, in its entirety, the previous Development Agreement executed by the parties,
dated June 25, 2007 and recorded in Official records Book 6783 at Page 208, of the Public records
of Seminole County, Florida("Previous Development Agreement"); and
WHEREAS, GV, owns fee simple title to real property containing 4.78 acres +/- located. in
the City of Winter Springs and more particularly described in Exhibit "A" attached hereto and
incorparated herein by this reference; (the Property); and
WHEREAS GV desires to develop the Property as a residential multifamily community to
be comprised of 244 residential luxury apartment units in one (1) multi-story building with an
attached concrete garage (the "Project") as depicted in that certain Final Engineering Plans, entitled
Grandeville at Town Center dated February 6, 2013 and prepared by IBI Group under project No.
CFL001, a copy of which is on file at City Hall and incorporated herein by this reference (referred
to as the "Final Engineering Plans") and in accordance with the terms and conditions of this
Agreement; and
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WHEREAS the City and GV desire to set forth the following special terms and
conditions with respect to the proposed development of the Project.
NOW,THEREFORE,in consideration of the mutual promises and covenants contained
herein,the parties mutually agree as follows;
l. Recitals. The foregoing recitals are true and correct and are hereby incorporated
herein by this reference.
2. Authoritv. This Agreement is entered into pursuant to the Florida Municipal
Home Rul;, Powers Act.
3. Obli ations and Commitments. In consideration of the City and GV entering into
this Agreement, the City and GV hereby agree as follows:
(a) A�proval of Final En�ineerin Plans. The City hereby acknowledges and
agrees that the Final Engineering Plans approved by the City Commission on February 25, 2013
are acceptable, provided, however, GV shall have the obligation to further submit and obtain
other applicable local and state permits. Further, GV shall also have the obligation to construct
aesthetic enhancements to the Project as approved by the City Commission on November 19,
2012 in accordance with the City Code, particularly the City's Town Center District Code and the
aesthetic review ordinance set forth in section 9-600 et. seq., City Code.
(b) Utilities. The City hereby acknowledges and agrees that it currently has
sufficient water and sewer treatment plant capacity available to service the Project and agrees
that it shall provide such water and sewer services to the Project,
(c) Roadways; Collector Road. All roadways shall be designed and
constructed pursuant to the Final Engineering Plans. In order to facilitate the safe, efficient and
orderly flow of traffic throughout the Project, the City desires that GV construct the road
improvements as delineated below (the "Roads"). The Roads to be built by GV are subject to the
following;
(1) In consideration of being permitted to use the City-owned wet detention pond in
accordance with subparagraph 3(d), GV shall improve, to the City's reasonable
satisfaction, approximately 725 linear feet of that portion of the dedicated right of way
of Doran Drive which is situated between the intersection of Blumberg Blvd, and the
right of way of Second Street, as depicted on the Final Engineering Plans (the
"Roadways").; and
(2) Dedicate the Roadways to the City and construct approximately 275 linear feet of
Edge Drive along the northern most line of the Property, as reflected on the Final
Engineering Plans. This right-of-way shall be dedicated in a form acceptable to the
City Attorney and at such time the City requests the dedication in writing.
(3) After completion of the construction of the Roadways substantially in accordance with
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the Final Engineering Plans, as certified by a registered Florida professional engineer,
request shall be made by GV to the City Commission for acceptance of the roadway
construction, which acceptance shall not be unreasonably withheld, and the City shall
make payment to GV of two hundred thousand dollars ($200,000.00) within 30 days
of said acceptance, toward said roadway construction. However, if GV does not
substantially commence construction and substantially complete a sidewalk from
Blumberg Boulevard to the Winter Springs High School within one (1) year of the
effective date of this Agreement, the City shall have the right to construct a temporary
sidewalk and deduct the City's actual out-of-pocket cost of constructing the temporary
sidewalk from the $200,000 payment required by this subparagraph. In addition, in
conjunction with constructing the Project, GV will then be required to replace the
temporary sidewalk with a permanent sidewalk at its expense.
(4) GV shall cause decorative streetlights leased by the City from Progress Energy (Duke
Energy as of January 1, 2013), which are to be approved by the City prior to
installation, to be provided and installed along Doran Drive and Edge Drive in the
Winter Springs Town Center, at no cost to the City. The new decorative streetlights
shall match existing streetlights located along Blumberg Boulevard with respect to all
visual and operational specifications, unless a variation in any such specification is
approved in writing by the City prior to installation. After streetlights along Doran
Drive and Edge Drive have been installed and accepted by the City, costs for
maintaining (including leasing costs) and operating the streetlights shall be transferred
to the City and GV shall have no additional obligation for street lighting costs along
Doran Drive or Edge Drive.
The Roads shall be designed, located and constructed in accordance with the Final
Engineering Plans approved hereunder and shall consist of two different design segments as
aforedescribed.
In consideration of the City's contribution, GV agrees to convey to the City that
portion of the Roadways located on the Property as depicted on the Final Engineering Plans,
along with all related improvements thereon and thereunder. All such land conveyances shall be
by a recorded deed and be free and clear of all encumbrances. Conveyance of improvements
shall be by bill of sale and free and clear of all liens. The deed of conveyance (as the case may
be) and bill of sale shall be in a form acceptable to the City Attorney,
(d) Construction of Stormwater Improvements. GV has designed the Project
so that all stormwater retention and/or detention improvements for the Property, together with
drainage from the roadway improvements to be located adjacent to and/or within the Project, are
located offsite at the City-owned wet detention pond located behind City Hall (the "Pond"). GV
may design and construct culverts and drainage pipes so that all stormwater drains into the
aforesaid Pond in accordance with City and SJRWMD criteria and standards. The City
acknowledges that the Pond, as constructed, has sufficient capacity to accommodate stormwater
runoff from, the Project. The City will grant such easements as are reasonably needed to insure
that the Project has the perpetual right to drain into said Ponds.
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(e) Town Center Code Special Exceptions(Waivers�. Based on the depictions and
dimensions set forth in the Final Engineering Plans, and GV's agreement to the terms and conditions
set forth in this Development Agreement, the City Commission hereby grants the following special
exceptions (waivers) to the Town Center District Code Said special exceptions (waivers) are granted
pursuant to the special exception criteria enumerated in Section 20-321(c) of the Town Center District
Code;
(1) The green strip required by section 20-325(c)(5),Town Center District Code,for Edge
Drive is not required.
(2) The building and parking garage in excess of 20,000 square feet is hereby approved in
accordance with section 20-324(9),Town Center District Code.
(3) The block size and block face of Doran Drive are hereby approved in accordance with
section 20-324(11),Town Center District Code.
(4) The finish floor elevation of the club house and buildings shall be substantially in
accordance with the Final Engineering Plans and as depicted on Eachibit"B," some of
which are below 24"inches as required by the Town Center District Code.
(� Trash/Refuse Pick-up. Trash and refuse service shall be provided by the
City's approved waste hauler (currently WastePro) at designated dumpster areas depicted on the
Final Engineering Plans.
(g) Mandatory On-Site Management of Property; Future Condominium
Conversion. GV shall be required to employ an appropriate number of on-site personnel, or an
on-site management company that will be responsible for managing the day-to-day leases and
tenant needs in a manner that is commonly accepted in the local residential rental market for
luxury apartments. GV shall also be responsible for maintaining, in good condition and in
compliance with any and all applicable City property maintenance codes, any and all common
areas, landscaping, entrance signs, walls, fences, recreational areas, and stormwater facilities.
associated with the Project, However, in the event that GV desires to convert the Project into a
condominium in the future, GV shall be required to first seek the reasonable approval of the City
in accordance with the City's subdivision of land and other City Code requirements including, but
not limited to zoning/building/fire code requirements which will not be unreasonably withhold. If
the conversion is approved by the City, GV shall form a mandatory condominium association
(the "Owners Association") for purposes of managing the day-to-day condominium owner needs
and maintaining any and all common areas, the parking garage, landscaping, entrance signs,
walls, fences, recreational areas, and stormwater facilities associated with the Project. GV will
file a Declaration of Condominium, (the "Declaration") among the Public Records of Seminole
County, Florida to evidence the formation of the Owners Association and establish its rights,
duties and obligations. The Declaration shall be in a form reasonably acceptable to the City
Attorney and, shall require the Owners Association, and the members thereof, to be bound by the
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terms and conditions of this Agreement.
(h) Levels of Service. The City acknowledges that the "Levels of Service"
(e.g. water, sewer, wastewater, solid waste, roads, traffic, and parks) located in the vicinity of the
Property are sufficient to accommodate the Project. GV has received documentation from the
Seminole County School District confirming that school capacity is sufficient to accommodate
the Project. Accordingly, the proposed Project complies with the City's concurrency
requirements, if any.
(i) Recreational Area. GV shall provide and maintain a recreational area
within the Project as shown on the Final Engineering Plans and will further have a meeting place
for tenants and the condominium association if the Project is converted into a condominium
pursuant to paragraph 3(g) of this Agreement.
(j) Parkin�Spaces. As reflected on the Final Engineering Plans, the Project
will provide at least 435 parking spaces (including handicapped spaces required by code) on the
Project site. In addition, GV shall provide 54 perimeter parking spaces along Edge Drive and
Doran Drive unless otherwise determined in writing by the City Manager. No additional parking
spaces are required.
(k) Landscape Plans. Landscaping shall be installed and maintained in
accordance with the landscape plans approved by the City Commission. In addition,to the standard
Arbor Permit Fee, GV shall make a contribution to the City's tree bank in the amount of$1,000.00
($500.00 each x two specimen trees) to partially offset the loss of tree canopy value to the City
caused by the removal of existing trees located on the Property, said contribution sha11 be used to
purchase and install trees and landscape material within the Town Center.
(1) Impact Fees. For this Project, the City hereby agrees to freeze (not
increase) current Police, Fire, Parks and Recreation and Transportation City impact fees until
December 31, 2013. The current City impact fees for residential units are as follows:
City transportation ... $2,224 per unit
Parks ... $1,200 per unit
Police ... $356 per unit
Fire ... $700 per unit
Water ... $522 for 1-2 bedroom units; $609 for 3+ bedroom units and the
clubhouse
Sewer ... $2,065 for 1-2 bedroom units; $2,478 for 3+ bedroom units and the
clubhouse
(m) Grills and Fire Places on Balconies, The use of barbeque grills and fire
places on or near the balconies of the units shall be strictly prohibited hereunder �and by
management personnel employed by GV under paragraph (h),
4. R�e resentations of the Parties. The City and GV hereby each represent and
warrant to the other that it has the power and authority to execute, deliver and perform the terms
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and provisions of this Agreement and has taken all necessary action to authorize the execution,
delivery and performance of this Agreement will, when title to the Property is vested in GV
and/or its designated assignee and when duly executed and delivered by the City, then this
Agreement will be recorded in the Public Records of Seminole County, Florida, and will
constitute, a legal, valid and binding obligation enforceable against the parties hereto and the
Property in accordance with the terms and conditions of this Agreement. GV represents that it
has voluntarily and willfully executed this Agreement for purposes of binding the Property to the
terms and conditions set forth in this Agreement.
5. Successors and Assigns. This Agreement shall automatically be binding upon and
shall inure to the benefit of the City and GV and their respective successors and assigns
including, but not limited to, any future Owners' Association that may be formed if the Project is
converted into a condominium and the members thereof. The terms and conditions of this
Agreement similarly shall be binding upon the Property and shall run with title to the same.
6. Applicable Law; Venue. This Agreement shall be governed by and construed in
accordance with the laws of the State of Florida, Venue for any state court action shall be
Seminole County, Florida, and Orlando, Florida for any federal court action.
7. Amendments. This Agreement shall not be modified or amended except by
written agreement duly executed by both parties hereto (or their successors or assigns) and
approved by the City Commission.
8. Entire Agreement. This Agreement supersedes any other agreement, oral or
written, and contains the entire agreement between the City and GV as to the subject matter
hereof.
9. Severabilitv. If any provision of this Agreement shall be held to be invalid or
unenforceable to any extent by a court of competent jurisdiction, the same shall not affect in any
respect the validity or enforceability of the remainder of this Agreement.
10. Effective Date. This Agreement shall become effective upon approval by the
City Commission and execution of this Agreement by both parties hereto.
11. Recordation. This Agreement shall be recorded in the Public Records of
Seminole County, Florida.
12. Relationship of the Parties. The relationship of the parties to this Agreement is
contractual and GV is an independent contractor and not an agent of the City. Nothing herein shall
be deemed to create a joint venture or principal-agent relationship between the parties, and
neither party is authorized to, nor shall either party act toward third persons or the public in any
manner, which would indicate any such relationship with the other.
13. Sovereign ImmunitX. Notwithstanding. any other provision set forth in this
Agreement, nothing contained in this Agreement shall be construed as a waiver of the City's right
to sovereign immunity under Section 768.28, or other limitations imposed on the City's potential
6
liability under state or federal law. As such, the City shall not be liable, under this Agreement for
punitive damages or interest for the period before judgment. Further, the City sha11 not be liable
for any claim or judgment, or portion thereof, to any one person for more than 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 the sum of three hundred thousand dollars
($300,000.00). This paragraph shall survive termination of this Agreement.
14. City's Police Power. GV agrees and acknowledges that the City hereby reserves
all police powers granted to the City by law. In no way shall this Agreement be construed as the
City bargaining away or surrendering its police powers.
15. Interpretation. The parties hereby agree and acknowledge that they have both
participated equally in the drafting of this Agreement and no party shall be favored or disfavored
regarding the interpretation to this Agreement in the event of a dispute between the parties.
16. Third Partv Rights. This Agreement is not a third party beneficiary contract and
shall not in any way whatsoever create any rights on behalf of any third party.
17. Specific Performance. Strict compliance shall be required with each and every
provision of this Agreement. The parties agree that failure to perform the obligations provided by this
Agreement shall result in irreparable damage and that specific performance of these obligations
may be obtained by a suit in equity.
18. Attornev's Fees. In connection with any arbitration or litigation arising out of this
Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs
through all appeals to the extent permitted by law.
19. Development Permits. Nothing herein shall limit the City's authority to grant or
deny any development permit applications or requests subsequent to the effective date of this
Agreement. The failure of this Agreement to address any particular City, County, State and/or
Federal permit, condition, term or restriction shall not relieve GV or the City of the necessity of
complying with the law governing said permitting requirement, condition, term or restriction.
Without imposing any limitation on the City's police powers, the City reserves the right to
withhold, suspend, or terminate any and all certificates of occupancy for any building or unit if GV
is in breach of any term and condition of this Agreement.
20. Termination. The City shall have the unconditional right, but not obligation, to
terminate this Agreement, without notice or penalty, if GV fails to receive building permits and
substantially commence construction of the Project within three (3) years of the effective date of this
Agreement. If the City terminates this Agreement, the City shall record a notice of termination in
the public records of Seminole County, Florida.
21. Termination of Previous Development A�reement. The parties agree that the
Previous Development Agreement between the parties is hereby terminated and shall no longer be
in effect. The parties shall have no further obligation under the Previous Development Agreement.
7
�,.� I1�I�VITNESS WHEREOF,the parties have hereunto set their hands and seal on the date first
ab.cvA writte�i,�'�;,
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: �, :t r,� '` .. � �`�
; CITY OF WINTER SPRIIY,GS
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� ; st3 , ,,
. -,� ` By:
� �• � � '� � Ch les Lacey, M
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'�f��f'",I'E�T� '�.`��,)�= Date: � -�-� 1 �
By:,,
An o nzo-Luaces, City Clerk
APPROVED AS TO FORM AND
LEGALITY. For the use and reliance of the
City of Wi r rings, Florida only,
By:
Anthony A. Garganese, City Attorney
WI NESSED BY:
V��%�-�`\ GRANDEVILLE AT WINTER
�'`'�� —� SPRINGS LLLP
Print me: ( -. �' �-
Q By: WINTER SPRINGS TOWN
CENTER, LLLP, a Florida limited
Print Name: �1 /L liability limited partnership (its sole
general partner)
BY: MORGAN W
SPRING P LC, General
Partne
By:
R ert Morgan, Ma ger
8
BY: WSTC, LLLP, a Florida limited
liability limited partnership,
General Partner
Print e: Cl�.�,r�, �c1.,,,,\,
BY: WSTC, INC., a Florida
corporation
Print Name: � - �
By: �1�- �- C.. y/���P.
Frank rosch, Vice President
STATE OF FLORIDA
COUNTY OF SEMINOLE
The foregoing; instrument was acknowledged before me on this j��day of
V�In , 2013 by Frank Grosch as Vice President of WSTC, INC., a Florida
corporation, the sole general partner of WSTC, LLLP, a Florida limited liability limited
partnership, which entity is a co-general partner of WINTER SPRINGS TOWN
CENTER, LLLP, which entity is the sole general partner of Grandeville at Winter
Springs Limited Partr��A�i��ib�half of said entity. He is personally known to me.
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:y? #DD971422 �o= NOTARY PUBLIC, STATE OF FLORIDA
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�°9'•�� ea„a���,;��:'�oQ� Print Name: �w,r��e..v�.-�. lJ, v►nr�,l�rav�,�
� �A'•.�;�,nr�ctma;.•�`��•`
My Commission e�c'�y�`"���c;S�p.�.oy,,,°-
`r�,�fot�t111NR,��
STATE OF (�1 E'�.� y v�'� �
COUNTY OF SEA4���i ����
The foregoing; instrument was acknowledged before me on this��day of
���Wl , 2013 by Robert Morgan as Manager of MORGAN WINTER SPRINGS
GP, LLC, the co-general partner of WINTER SPRINGS TOWN CENTER, LLLP, on
behalf of said entity. He is personally known to me.
NOTARY PUBLIC, STA OF ����(��D�
Print Name: S`�P�� G(.�'7 j� l�r ru ��
My Commission expires: ,S�Zj,p'�)(e,
Stephanie M Maryan
Notary Public
State of New York
License No.01 MA6258521
Monroe County -�+�
9 Commission Expires 03/28/�.
Exhibit "A"
LEGAL DESCRIPTION
A PORTION OF BLOCK 28, D.R. MITCHELL'S SURVEY OF THE LEVY GRANT ON LAKE
JESSUP, AS RECORDED IN PLAT BOOK 1 PAGE 5 OF THE PUBLIC RECORDS OF
SEMINOLE COUNTY, FLORIDA, AND THAT REMAINING PORTION OF BLOCK B, LYING
NORTH OF STATE ROAD 434, WEST OF DORAN ORIVE, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
BEGIN AT THE SOUTHEAST CORNER OF LOT 1, LUTTRELL PARK, AS RECORDED IN
PLAT BOOK 11, PAGE 44 OF SAID SEMINOLE COUNTY RECORDS: THENCE NORTH
18'S7'36" EAST, ALONG THE EASTERLY I.INE OF SAID PLAT OF LUTTRELL PARK,
FOR 409.91 FEET: THENCE, DEPARTING SAID EASTERLY LINE, SOUTH 71'24�57" EAST
FOR 275.15 FEET TO THE WESTERLY RIGHT-OF-WAY UNE OF DORAN DRIVE: THENCE
ALONG SAID WESTERLY RIGHT-OF-WAY LINE THE FOLLOWING FIVE (5) COURSES: (1)
SOUTH 18'35'03" WEST FOR 208.35 FEET: (2) SOUTH 15'24'S0" EAST FOR 106.82
FEET: (3) SOUTH 29'08'42" EAST FOR 98.13 FEET: (4) SOUTH 18'35'03" WEST FOR
91.98 FEET: (5) SOUTH 51'25'03" WEST FOR 280.24 FEET TO THE NORTHERLY
RIGHT-OF-WAY LINE OF STATE ROAD 434, FLORIDA DEPARTMENT OF
TRANSPORTATION MAP SECTION 77070-2516. ALSO KNOW AS SANFORD OVIEDO
ROAD, SAID NORTHERLY LINE BEING A BASIS OF BEARING OF THIS �EGAL
DESCRIPTION: THENCE NORTH 38'43'16° WEST, ALONG SAID NORTHERLY
RIGHT-OF-WAY LINE, FOR 435.92 FEET; THENCE SOUTH 71'25'00" EAST FOR 108.32
FEET; THENCE NORTH 18'57'36" EAST, A DISTANCE OF 45.00 FEET TO THE POINT
OF BEGINNING.
SAID LANDS CONTAINING 4.78 ACRES MORE OR LESS.
SUBJECT TO EXISTING EASEMENTS, RIGHTS-OF-WAY, COVENANTS, RESERVATIONS AND
RESTRICTIONS OF RECORD, IF ANY.
r �
Exhibit "B"
'FlNISH fL00R'MEANS TOP OF CONCREfE FLOOR SLAB ELEVATION INSIDE THE BUILDING.
'EXTERIOR GRADE'MEANS THE GRADING ELEVATION OUTSIDE 6F THE BUILDING L1NE,D(CLUDING THE CWRTYARD;
THE GRADING ALONG THE COURTfARD PERIMETER SHALL BE DETERMINED BY THE IANDSCAPE ARCHITECT.
'UP TO'MEANS THE MAXIMUM ELEVATION Of THE EXTERIOR GRADING TO MAINTAIN THE 24'DIFFEREMIAL BETWEEN BUILDING INTERIOR AND EXiERIOR;
REGARDLESS,AT ALL OOOR OPENINGS THAT CONNECT THE BUILDING IMERIOR AND IXfFRIOR,THE EXTERIOR GRADE SHALL BE AT THE SAME LEVEL AS THE'FlNISH FLOOR.'
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�FINISH fL00R AT 50.00 � ��.
:;D(TERIORGRADEUPT048.00 ��
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-FlNISH ROOR AT 50.00 �2.ez ��,
EXTERIOR GRADE LESS iHAN 24'BEL6W fINISH FLOOR ��, �� \
.FlNISH ROOR AT 49.00 � �
EXTERIOR GRADE UP TO 49.00 _ �`'��
/ � �} /
FlNISH FLOOR AT 100'-0'=49.00 / r
'=` �1.42'
FLOORTRANSfTION$ 3.50' � � ��`
. =��� �� � t�'
2.w� GRADE DIFFERENTIAL(�N FEET)BEfWEEN � I
� INTERIOR FINISH FLOOR(ELEV.50.00) / /
AND DCfERIOR FINISH GRADE ;��`
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' BROWN, GARGANESE, WEISS & D'AGRESTA, P.A.
, Attorneys at L.cazv
111 N.orange�1ve.,suice 200o Anthony A. Garganese
P.O.Box 2873 Board Certified City,County&Local
Oxlando,Florida 32802-2873 Govemment Law
Phone(407)425-9566
Fax(407)425-9596 agarganese(a�orlandola�v.net
Apri124, 2013
Andrea Lorenzo Luaces, City Clerk
City of Winter Springs
1126 �ast S.R. 434
Winter Springs, FL 32708
Re: Grandeville at Town Center
Dear Andrea:
Enclosed is the following original recorded document for your records:
1. Development Agreement.
S�c
�
Anthony A. Gar��nese
AAG/nh
�nclosure
Ft.Lauderdale (954) 670-1971 •Iiissimmee(321) 402-0141 •Cocoa (866) 425-95(6
�`G'ebsite:www.orlando:a���.net•Email: fircn(u�urlanaolaw.net