FIRST AMENDMENT TO AGREEMENT FOR DEVELOPMENT AND DISPOSITION OF PROPERTY (STATION SQUARE DEVELOPMENT)
FIRST AMENDMENT TO AGREEMENT FOR DEVELOPMENT
AND
DISPOSITION OF PROPERTY
(Station Square Development)
The Agreement for Development and Disposition of Property ("Agreement") dated the
17th day of February, 2004, by and between the COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF CLEARWATER, FLORIDA, a public body being corporate and politic of the
State of Florida created pursuant to Part III, Chapter 163, Florida Statutes ("Agency"), and
ST A nON SQUARE, LLC, a Florida limited liability company ("Developer") is hereby amended
as follows:
WIT N E SSE T H:
WHEREAS, Agency and Developer entered into the Agreement providing for the
conveyance of the Station Square Parking Lot Site, the development of the Station Square Project
and related Infrastructure Improvements (as defined in the Agreement);
WHEREAS, due to certain terms and conditions of the Agreement, and in order to provide
for the successful development of the Project, the Agency also entered into an interlocal
agreement with the City of Clearwater, Florida ("City"), as of February 17, 2004 ("Interlocal
Agreement"), providing for the cooperation and assistance of the City and the Agency in
accomplishing goals and objectives of the Agreement, including establishing certain other duties,
obligations, terms and conditions of the Agency and the City pertaining to the Project Site and the
Infrastructure Improvements;
WHEREAS, the Agency and the Developer now wish to amend the Agreement in order to
allow for the assignment of the Agreement, decrease both the square footage allocated for retail
space and the number of parking spaces, modify certain dates to reflect actual dates of the Permit
Application filing and real property closing, clarify the definition of Commence Construction and
applicable time frames related thereto, and redefine the timeframe related to the City's repurchase
option.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, the parties hereby agree as follows:
Section 1.
Section 1.01 is hereby amended to read as follows:
1.01 Definitions.
(39) "Station Square Project" or "Project" means the not more than 146 residential
condominium units and appurtenant facilities, not more than 10,000 square foot allowable
retail space, and approximately 296 parking spaces, approximately 100 of which will be
public parking, to be located on the Project Site as contemplated by the Proposal and this
Agreement and constructed substantially in accordance with the Station Square Plans and
Specifications.
Section 2.
Section 2.01 is hereby amended to read as follows:
2.01. Intent; Purpose of Agreement.
(b) (1) The Project Site is to be redeveloped according to Station Square Project Plans and
Specifications for use as not more than 146 residential condominium units and 10,000 square feet
of Allowable Retail Uses, together with approximately 296 parking spaces, 100 of which will be
public parking.
Section 3.
Sections 3.07 (b) and (c) are hereby amended to read as follows:
3.07. Permitted Uses,
(b) The project shall have approximately 296 parking spaces, 100 of which are public parking
spaces.
(c) The project shall contain approximately 10,000 square feet of Allowable Retail Uses on
the first floor
Section 4.
Section 4.02 is hereby amended to read as follows:
4.02. Preparation of Station Square Project Plans and Specifications.
(d) The Developer shall file the Station Square Project Plans and Specifications with the
Agency no later than March 1,2005. The Agency and the Developer recognize and acknowledge
the need for expedited review of the Station Square Project Plans and Specifications and approval
by the Agency.
Section 5.
Section 7.11 is hereby amended to read as follows:
7.11. Closing.
The parties hereto acknowledge that Developer purchased the Station Square Parking Lot Site on
August 25, 2004 ("Closing Date").
Section 6.
Section 8.02 is amended to read as follows:
8.02. Construction of the Project.
(a) (1) The Developer shall construct the Station Square Project on the Station Square Parking
Lot Site substantially in accordance with the Station Square Project Plans and Specifications
therefore. Subject to Unavoidable Delay and the terms and conditions in this Agreement, the
Developer shall Commence Construction of the Station Square Project within five hundred forty
(540) days of the Closing Date.
(2) For purposes of this Section 8.02, "Commence Construction" ofthe Project, means
the start of meaningful physical development of a material part of the Project as authorized by the
Building Permit therefore which is continued and prosecuted with reasonable diligence toward
and with the objective of completion of that part of the Station Square Project.
(3) If for any reason, including Unavoidable Delay, the Developer does not commence
construction of the Station Square Project on or before the five hundred fortieth (540th) day after
the Closing Date, then as of that date the Agency shall no longer be obligated to plan, design,
construct or install the Infrastructure Improvements in accordance with the Infrastructure
Schedule, and Agency and Developer shall thereafter undertake to mutually agree upon a revised
Infrastructure Schedule for the design, construction and installation of the Infrastructure
Improvements by Agency,
Section 7.
Section 8.07 is hereby amended to read as follows:
8.07. Repurchase of the Site Property.
(a) In the event Developer shall not have commenced construction of the Station Square
Project within eighteen months following the Closing Date, then in such event, Agency shall have
an option to purchase the Property upon the terms and conditions as set forth in this Section 8.07
(the "Property Option"). The Property Option shall be exercised by Agency within ninety (90)
days following the expiration of the eighteen-month period following the Closing Date. The
Property Option shall be exercised by Agency providing written notice to Developer of its intent
to exercise the Option within said ninety (90) day period (time being of the essence with respect
to such notice). In the event that Agency should fail to provide such written notice of its exercise
of the Property Option within said ninety (90) day period, then the Property Option shall
immediately and automatically lapse.
(c) Until the commencement of construction by the Developer on the Property or the
expiration of the eighteen month period in which such construction was to commence plus the
ninety (90) day period during which the Agency may exercise its option to repurchase the
Property, the Developer covenants and agrees with the Agency not to cause any mortgage or lien
to be levied, assessed or placed on the Property with respect to any financing of Developer's
construction of the Station Square Project or other corporate financings of any type without the
prior consent of the Agency.
Section 8. Assignment. The parties hereto hereby acknowledge the assignment of Station
Square Project and all of the Developer's (Station Square, LLC's) right, title, interest and
obligations under this Agreement to Station Square Clearwater Condo, LLC, ("SSCC"), a Florida
limited liability company. The parties further acknowledge that the transfer does not result in a
joint venture, the Developer is not a general partner in SSCC, nor does the Developer have a
controlling interest or management rights in SSCC, therefore, said assignment requires prior of
approval by the Agency under Section 17.01 of the Agreement before such assignment shall
become effective
Section 9.
Effective Date.
This amendment shall be effective upon execution.
IN WITNESS WHEREOF, the parties hereto have set their hands and their respective
seals affixed as ofthisJl!::... day of A..~ ,2005.
Countersigned: CITY F CLEAR A TER, FLORIDA
~ as to form:
Pamela K. Akin
City Attorney
Attest:
.. c.:.:
STATE OF FLORIDA )
COUNTY OF PINELLAS )
The foregoing instrument was acknowledged before me this II 'fI.- day of {lu.. -I. .. r:-
2005, by FRANK V. HIBBARD, Mayor of the City of Clearwater, who is personally ~
~ -
me.
Co..-. ~ (t. ~
Print/Type Name:
Notary Public
......\~~~-.
t.tI" . -'4'..~ Carolyn L Brink
~:. }:i MY COMMISSION # 00203569 EXPIRES
-'~i"""b<:~" May 22, 2007
',Rf,,!l-.... BONDEDTHRU TROY FAIN INSURANCE,INC
STATE OF FLORIDA )
COUNTY OF PINELLAS )
The foregoing instrument was acknowledged before me this II ~ay of
2005, by WILLIAM B. HORi~f: II, City Manager of the City of Clearwater,
rsonally known to me. R 0 J LYW i., A- s ~ ' ...
)
~.~ ?to ~
Print/Type Nam .
Notary Public
l~i""~" Carolyn L Brink
~. : :~ MY COMMlSSIO. N # 00203569 EXPIRES
~. . . '"l~ May 22, 2007
"~m:,i\.~~ BONDED THRU TROY FAIN INSUl/ANCE, INC
By:
STATE OF FLORIDA )
COUNTY OF PINELLAS )
rP'_ The foregoing instrument was acl}q.owledged before me this 1i- day JUn.p 2005, by
r-P<f/J107tP 'j? ('Q5>C1110 , President of 5'/::th'tJ17 !jUdl-~ a Florida eorpemrtieft, o~ ~chalf of
. t-LC- /t"1( y"e:f ;/(;16//17 ~o~C17
pg&cu*
Notary Public
1fj David E. Platte
. . My Commission 00308519
~ Of:J Expires April 16. 2008
6
STATION SQUARE
CLEARWATER CONDO, LLC
By:
STATE OF FLORIDA )
COUNTY OF PmCLLA&- )
vo\..:)s\ 0..:
The foregoing instrument was acknowledged before me this~~ay 30 ~~
2005, by ~-e. \.. ~ A ~'" , President of
5'\-~',o" ~q....;)o.a-tlorida Limited Liability Company, on behalf of
c..\eo..r...,:)~~l c:...~r"OQ. '-'-~
~~~
Print/Type Name: c...\,,~ U:::>
Notary Public
, ~ Cindy La
! ~ . My CommiSSion 00344809
'\~;.I Expires August 08, 2008