ATTACHMENTS - EXHIBITS A THRU F AND G THRU J TO COMMUNITY SPORTS COMPLEX AGREEMENT
EXHIBIT" A"
LEGAL DESCRIPTION OF EXHIBIT "A" PROPERTY
PARCEL 1: (Parking Lot Parcel)
A parcel of land within the Southwest lf4 of the Southeast lf4 of Section 7, Township 29 South,
Range 16 East, Pinellas County, Florida and being further described as follows:
Commence at the Southwest comer of the Southeast 14 of said Section 7; thence along the West
line of said Southeast lf4 North 00041'47" East, for 50.00 feet to the North right-of-way line of
Drew Street; thence along said right-of-way line South 89040' 19" East, for 542.36 feet to the
Point of Beginning; thence leaving said line North 00041 '47" East, for 435.00 feet; thence South
89040'19" East, for 761.22 feet to the West right-of-way line of Old Coachman Road; thence
along said right-of-way line South 00047'54" West, for 435.00 feet to the intersection with said
North right-of-way of Drew Street; thence along said right-of-way line North 89040' 19" West;
for 760.45 feet to the Point of Beginning.
PARCEL 2: (Baseball and Soccer Fields Parcel)
A parcel of land lying within the Southwest lf4 of the Southeast lf4 of Section 7, Township 29
South, Range 16 East Pinellas County, Florida and being further described as follows:
Commence at the Southwest comer of the Southeast 14 of said Section 7; thence along the West
line of said Southeast lf4 North 00041 '47" East, for 485.00 feet to the Point of Beginning; thence
continue along said line North 00041'47" East, for 823.27 feet to the South right-of-way line of
Sharkey road (CR 289); thence along said right-of-way line South 89053'02" East, for 1,305.10
feet to the intersection of with the West right-of-way line of Old Coachman Road; thence along
said right-of-way line South 00047'54" West, for 828.12 feet; thence leaving said line North
89040'19" West, for 1303.58 feet to the Point of Beginning.
TPA 1 \REALEST\62729,1
27313/0001 SL 513/13/01 10:24 AM
OD ~ //1--0/
EXHIBIT "B"
AGREEMENT EXPIRATION CERTIFICATE
[Community Sports Complex]
This Agreement Expiration Certificate ("Certificate") is made this _
day of , _,- by and between the CITY OF CLEARWATER,
FLORIDA, a municipal corporation of the State of Florida (the "City"), and THE
PHILLIES, a Pennsylvania limited partnership (the "Phillies").
This Certificate pertains to an Agreement for Development of
Community Sports Complex, by and between the City and the Phillies, dated as of
March 1, 2001 (the "Development Agreement"), which provides, among other things,
for the for the development and construction of the Community Sports Complex, as
same is defined in the Development Agreement on property located within a project
site as described in Exhibit "A" attached hereto and made a part hereof and the
construction and installation of the Infrastructure Improvements on and in the
vicinity of the property described in Exhibit "A. II
The Development Agreement has expired in accordance with its own
terms as of _, , and is no longer of any force or effect, except to
the extent of those provisions of the Development Agreement which expressly
survive the expiration or termination of the Development Agreement as provided
therein. This Certificate has been executed by the parties to the Development
Agreement as provided in Section 15.20 thereof and constitutes a conclusive
determination of satisfactory completion of all obligations under such Agreement,
except for those that survive beyond the expiration of such agreement as specifically
provided therein, and that the Development Agreement has expired.
A copy of the fully-executed Development Agreement is on file with the
City Clerk, City of Clearwater, Florida, located at City Hall, 112 S. Osceola Avenue,
Clearwater, Florida, which is available for review and copying by the public.
IN WITNESS WHEREOF, the parties hereto have set their hands and
their respective seals affixed as of the _ day of , _"
CITY OF CLEARWATER, FLORIDA
By:
Mayor-Commissioner
(SEAL)
ATTEST:
By:
City Clerk
THE PHILLIES
By:
, General Partner
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day
of by , Mayor of the City of Clearwater, a
municipal corporation of the State of Florida, on behalf of the City. He is personally
known to me or has produced a valid driver's license as identification.
(SEAL)
Printed/Typed Name:
Notary Public-State of Florida
Commission Number:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _ day
of , _, by as General Partner of The Phillies, a Pennsylvania
limited partnership, on behalf of the partnership. He is personally known to me or
has produced a valid driver's license as identification.
(SEAL)
Printed/Typed Name:
Notary Public-State of
Commission Number:
ORLl #635614 vI
03/29/2001
2
EXHIBIT "C"
AGREEMENT TERMINATION CERTIFICATE
[Community Sports Complex]
This Agreement Termin'ation Certificate ("Certificate") is made this
_ day of , _, by and between the CITY OF CLEARWATER,
FLORIDA, a municipal corporation of the State of Florida (the "City"), and THE
PHILLIES, a Pennsylvania limited partnership (the "Phillies").
This Certificate pertains to an Agreement for Development of a
Community Sports Complex, by and between the City and the Phillies, dated as of
March 1, 2001 (the "Development Agreement"), which provides, among other things,
for the for the development and construction of the Community Sports Complex, as
same are defined in the Development Agreement, on property within a project site
as described in Exhibit "A" attached hereto and made a part hereof and the
construction and installation of the Infrastructure Improvements on and in the
vicinity of the property described in Exhibit "A."
The Development Agreement has terminated in accordance with its
own terms as provided in Section 14.06 thereof as of _, , and is no
longer of any force or effect except for those provisions which expressly survive
termination. This Certificate has been executed by the parties to the Development
Agreement as provided in Section 14.07 thereof and constitutes a conclusive
determination that the Development Agreement has been terminated, the rights,
duties and obligations of the parties hereto have been terminated and released
(subject to those surviving provisions).
A copy of the fully-executed Development Agreement is on file with the
City Clerk, City of Clearwater, Florida, located at City Hall, 112 S. Osceola Avenue,
Clearwater, Florida, which is available for review and copying by the public.
IN WITNESS WHEREOF, the parties hereto have set their hands and
their respective seals affixed as of the _ day of , _'
CITY OF CLEARWATER, FLORIDA
By:
Mayor-Commissioner
(SEAL)
ATTEST:
By:
City Clerk
THE PHILLIES, a Pennsylvania limited
partnership
By:
As Its General Partner
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day
of , by , as Mayor-Commissioner of the City of
Clearwater, a municipal corporation of the State of Florida, on behalf of the City.
He is personally known to me or has produced a valid driver's license as
identification.
(SEAL)
Printed/Typed Name:
Notary Public-State of Florida
Commission Number:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this -'-- day
of , _, by as General Partner of The Phillies, a Pennsylvania
limited partnership, on behalf of the partnership. He is personally known to me or
has produced a valid driver's license as identification.
(SEAL)
Printed/Typed Name:
Notary Public-State of
Commission Number:
ORLl #635631 vI
03/29/2001
2
EXHIBIT "D"
COMMUNITY SPORTS COMPLEX
COMPLETION CERTIFICATE
This Community Sports Complex Completion Certificate is made this _ day
of _, 200_, by and between the CITY OF CLEARWATER, FLORIDA, a municipal
corporation of the State of Florida (the "City"), and THE PHILLIES, a Pennsylvania
limited partnership (the "Phillies").
This Certificate pertains to an Agreement for Development of
Community Sports Complex, by and between the City and the Phillies, dated as of
March 1, 2001 (the "Development Agreement"), which provides, among other things,
for the for the development and construction of the Community Sports Complex, as
same is defined in the Development Agreement.
Pursuant to Section 7.09 of the Development Agreement and by the
execution of this Certificate by an Authorized Representative, the Phillies does
hereby certify to the City that there is Substantial Completion of the Community
Sports Complex. The Project Architect(s) certification of Substantial Completion of
the Community Sports Complex has been delivered to the City together with this
Certificate.
As provided in Section 7.09 of the Development Agreement, the City
has received this Certificate and the Project Architect(s) certification of Substantial
Completion, and did after such receipt, in its capacity as the owner of the
Community Sports Complex, inspect such complex with the Authorized
Representative of the Phillies and a representative of the Project Architect(s).
Based upon such inspection, the City has determined that (i) the Community Sports
Complex has been constructed in material and substantial compliance with the
Scope of Work, the Community Sports Complex Plans and Specifications and this
Agreement, and without materially significant deviation from the exterior
appearance of the Community Sports Complex and the configuration of the
Community Sports Complex on the Project Site as set forth in the Conceptual
Drawings and the approved Site Plan and (ii) the Community Sports Complex
meets the standard of a first class Major League Baseball spring training facility
(collectively, the "Community Sports Complex Acceptance Standards"), other than
normal "punchlist" items.
The City's execution of this Certificate constitutes the City's conclusive
acknowledgement that the Community Sports Complex has met the Community
Sports Complex Acceptance Standards and constitutes a conclusive determination
by the City of its acceptance and approval, as owner, of the Community Sports
Complex..
IN WITNESS WHEREOF, the parties hereto have set their hands and
their respective seals affIxed as of the date set forth above.
CITY OF CLEARWATER, FLORIDA
By:
Authorized Representative
THE PHILLIES
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day
of by , as the Authorized Representative of the
City of Clearwater, a municipal corporation of the State of Florida, on behalf of the
City. He is personally known to me or has produced a valid driver's license as
identifIcation.
(SEAL)
Printed/Typed Name:
Notary Public-State of Florida
Commission Number:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _ day
of , _, by as Authorized Representative of The Phillies, a
Pennsylvania limited partnership, on behalf of the partnership. He is personally
known to me or has produced a valid driver's license as identifIcation.
(SEAL)
Printed/Typed Name:
Notary Public-State of
Commission Number:
ORLl #641504 vI
2
EXHIBIT "E"
INFRASTRUCTURE IMPROVEMENTS
COMPLETION CERTIFICATE
This Community Sports Complex Completion Certificate is made this _ day of
_, 200_, by and between the CITY OF CLEARWATER, FLORIDA, a municipal
corporation of the State of Florida (the "City").
This Certificate pertains to an Agreement for Development of Community
Sports Complex, by and between the City and The Phillies, a Pennsylvania limited
partnership (the "Phillies"), dated as of March 1, 2001 (the "Development Agreement"),
which provides, among other things, for the for the development and construction of the
Community Sports Complex, and the design, construction, installation and equipping of
the Infrastructure Improvements, as same is defined in the Development Agreement.
Pursuant to Section 6.05 of the Development Agreement and by the
execution of this Certificate by an Authorized Representative, the City does hereby
certify to the Phillies that all of the Infrastructure Improvements have been completed
in accordance with, and as required by the Development Agreement and the
Infrastructure Improvements Plans and Specifications.
IN WITNESS WHEREOF, the City has set its hand as of the date set
forth above.
CITY OF CLEARWATER, FLORIDA
By:
Authorized Representative
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day of
by , as the Authorized Representative of the City of
Clearwater, a municipal corporation of the State of Florida, on behalf of the City. He is
personally known to me or has produced a valid driver's license as identification.
(SEAL)
PrintedITyped Name:
Notary Public-State of Florida
Commission Number:
ORLl #641505 vI
EXHIBIT "F"
MEMORANDUM OF DEVELOPMENT AGREEMENT
[Community Sports Complex]
This Memorandum of Agreement for Development of Community
Sports Complex ("Memorandum") is made this _ day of ,2001, by
and between the CITY OF CLEARWATER, FLORIDA, a municipal corporation of
the State of Florida (the "City"), and THE PHILLIES, a Pennsylvania limited
partnership (the "Phillies").
This Memorandum pertains to an Agreement for Development of
Community Sports Complex, by and between the City and the Phillies, dated as of
March 1, 2001 (the "Development Agreement"), which provides, among other things,
for the development and construction of the Community Sports Complex property
within a project site as described in Exhibit "A" attached hereto and made a part
hereof, and construction of the Infrastructure Improvements, as same are defined in
the Development Agreement on and in the vicinity of the property described in
Exhibit "A."
The Development Agreement is incorporated herein and made a part
hereof by reference as fully as though it were set forth herein in its entirety. It is
the intention of the parties to hereby ratify, approve and confirm the Development
Agreement as a matter of public notice and record. Nothing herein shall in any way
affect or modify the Development Agreement, nor shall the provisions of this
Memorandum be used to interpret the Development Agreement. In the event of
conflict between the terms of this document and those contained in the
Development Agreement, the terms in the Development Agreement shall control.
A copy of the fully-executed Development Agreement is on file with the
City Clerk, City of Clearwater, Florida, located at City Hall, 112 S. Osceola Avenue,
Clearwater, Florida, which is available for review and copying by the public.
IN WITNESS WHEREOF, the parties hereto have set their hands and
their respective seals affixed as of the _ day of , 2001.
CITY OF CLEARWATER, FLORIDA
By:
Its Mayor-Commissioner
(SEAL)
ATTEST:
By:
City Clerk
THE PHILLIES, a Pennsylvania limited
partnership
By:
David P. Montgomery as
Its Managing Partner
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day
of , 2001, by , as Mayor-Commissioner of the City of
Clearwater, a municipal corporation of the State of Florida, on behalf of the City.
He is personally known to me or has produced a valid driver's license as
identification.
(SEAL)
Printed/Typed Name:
Notary Public-State of Florida
Commission Number:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _ day
of , 2001, by David P. Montgomery, as General Partner of The Phillies, a
Pennsylvania limited partnership, on behalf of the partnership. He is personally
known to me or has produced a valid driver's license as identification.
(SEAL)
2
Printed/Typed Name:
Notary Public-State of
Commission Number:
ORLI #635670 vI
03/29/2001
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Tut. Name
City aeor.r;hnk.lllnv8.tlgWon (Sectlon 3.0W
Community Sports Complex Project Schedule
PIlUU.. Envlrunmentllln""'"glllon ISecUoA 3.06)
Project SU. Acceptability DIlarl1llnltlon DtlalSlKtJona 1.71, 1.0'. J. to, 13.05. U.DII
PlltlUC Sout'u ProJact Funding o..dllftt (Sectlon,Ut, 1.01, US, '1.041
D~Gp .nd Submit 81.. Worll Pl.n (StcUon 3.071
alee Work Plan Bubmlulon Data (SHUDn 3.171
City Re..,.ew ~ 81t. Work PI.n (SecUOn 3.01)
Site Work PlIn Ctty Approy.1 Dale (6'1;110" J.07)
Ille1 Wotk - cay GlOtKhnlc:lilllavlrOllllllnl.ll R....edtlllDIl (SeeIlO" 3.01)
Sit. Wofi Compl.tlon .. GeolllChnlcaUE.nvll"ClNMn1l1 R.fMdl.IOfl Compl"llKtlon J.OI)
CondlUORa Sau...dk)n DaI. (S.tllon. 1.U, 7.02, 1.01, n.o1, 14.06(bl. and 11.1')
SiMcUoa of ContnclOt ('ICUOR 1.02)
Bond I'a&ancl o."IIecUon ..01)
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I!"cule M'IIIOl'IIMYIll of DenfopnMnl AtlrHmenllSlction 16.11)
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lcope oIWcNtU81.""n lutwnlselon D-. 4ltcUOn I.OZ('JJ
Cltv RNiw oIlcope of Wor\ .nd 11m Plan (lKdona 1.02(.), (D) and c
Select PI'OJKt ArcbItecI('1 CSlCUon 1,011
Pfograml'llngl(onc.ptu.1 OI.llIn (Section 1.G:lI'))
Ic.etNltll:. On." (l.cUon lI.G:JII})
OMlan Devtlopm1n1ISectIcNIll.01('))
ConllruC11on Doc.II"'.nta fSleUon 1.0)(bl
~dlng and Procurem.nt (Sacda.. 7.02.
COMln.nClm'nI 0.... Gtounclb,uklng [SKtIon. 1.211, II.U c ad 7.041
Sill PrtparllUon 'S.cllon. 1.2111nd 7.041
Community SPC'" Comp". CDMtrlKtlon ,SKUon 7.G4)
C.ltr O"'nnln.don DItIIhII Infmltuetu,.lmprowlMfltl CoIl DoH nol Eaued SJOO,OID 15lcUon '.01)
1n.,..lructu,. CUlgn .nd Bkldlng (ARTICLE SiX)
Inffaaltuclutl Conatructlon IARTICLE SIX)
Co,.pelJan o.w. SUbl....1la1 Coll'lplltlon (8KUon. Ut, '.OJ c, 'ncl7,(4)
. . All eealon ref8rWlcea 81'810 the Mdlons offl8 Ag,"menllor Development arCommunity Sporti Compl8x boIwsenth8 CIty of Cleal'W&ler, Fluida and ThDPhWaa. wKha Daled Dale ofMllItill, 2001, lD whil:.h Ihl$ project KhedulellaftKhld.
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EXHIBIT "H"
SCOPE OF WORK
TO BE ATTACHED PURSUANT TO SECTION 5.02(a) OF
FOREGOING AGREEMENT
EXHIBIT "I'
ITEMIZATION
OF
INFRASTRUCTURE IMPROVEMENTS
[Community Sports Complex]
This is the Itemization of Infrastructure Improvements contemplated by Section
6.01 of the Agreement for Development Community Sports Complex, by and between
the City of Clearwater, Florida, and The Phillies, dated as of March 1, 2001. This
itemization includes those Infrastructure Improvements identified by the City as of March
1,2001, and is subject to change by the parties as provided in the Agreement. Upon any
such changes being approved then this Exhibit "I" will be amended, revised or replaced to
reflect such changes.
. Construct southbound right turn lane (storage and deceleration) from Old Coachman
Road to project entrance.
. Construct northbound left turn lane from Old Coachman Road to project entrance.
. Construct additional southbound lane on Old Coachman Road from project entrance
to Drew Street.
. Construct westbound right turn lane (storage and deceleration) from Drew Street to
project entrance.
. Remove median and stripe to include an eastbound left turn lane from Drew Street to
project entrance.
. Construct five foot wide sidewalk on each side of Old Coachman Road from Drew
Streetto Sharkey Road.
. Provide striped pedestrian crosswalks at the Sharkey Road! Old Coachman Road
intersection, and at pedestrian access points to the project site.
ORLl #641501 vI
03/29/2001
EXHIBIT" J"
EXPEDITED ADR
All claims, demands, disputes, controversies and differences that may arise under this
Agreement between the parties, concerning any controversies under the Sections of this
Agreement making reference to the use of Expedited ADR shall be resolved by Alternative
Dispute Resolution as set forth below:
1. Disputes submitted to Expedited ADR hereunder will be conducted before a
"Panel" designated in the manner provided in Section 2 below. The decision of the Panel will be
final and binding upon the parties as to all matters in dispute and will be enforceable by a court
of competent jurisdiction. The rules of the American Arbitration Association will be used for
guidance in establishing procedures for the arbitration, but their use will not be mandatory unless
the parties are unable to agree on an alternative body of rules.
2. In the case of disputes involving construction matters at the Sports Facility, the
Panel will consist of three persons selected by the parties from a list of twenty-one persons with
at least ten years experience in the construction business furnished by the Florida Chapter of the
American Arbitration Association. In the case of disputes involving operations at the Sports
Facility, the Panel will consist of three persons selected by the parties from a list of eleven
persons, each of whom must have at least ten years of experience in the stadium/arena
management business furnished by the Florida Chapter of the American Arbitration Association.
The Panel of three will be selected from such list by the mutual agreement of the parties. If,
within three days following the day on which the list is furnished to the parties, the parties are
unable to agree on the composition of the Panel, then representatives of the parties will meet
promptly and the following procedures will be used: The Phillies will strike the name of a
person on the list. Within fifteen minutes thereafter, the City will strike a name from the list. At
fifteen minute intervals thereafter, each party will strike a name from the list. If a party fails to
strike a name within the allotted time period, it will forego its turn to strike a name. The last
three names on the list will constitute the Panel.
3. Within thirty days following the appointment the Panel as provided for above, the
Panel shall hold a hearing which hearing shall be held at Tampa, Florida, or at any other place
agreed to by the parties involved.
4. The City or The Phillies may join any other party to the arbitration which is
needed for just adjudication. The standard for joinder of any other party shall be that provided
under Rule 19 of the Florida Rules of Civil Procedure.
5. If the Panel determines that either party's position in the dispute was without
merit, such party will pay the other party's reasonable attorneys' fees and costs related to the
arbitration, including the costs and fees of the Panel, fees to the American Arbitration
Association and other costs of such arbitration otherwise payable by such party in the arbitration
TPA1\INSTLEND\62392.1
27313/0001 WKI wki 3/1/016:21 PM
proceedings. In all other cases, the parties will share equally the costs of such arbitration and
will pay their own attorneys' fees.
6. At least ten days prior to the hearing, the parties shall meet and exchange exhibits
and pre-hearing statements and stipulate and agree on non-disputed facts. No exhibit shall be
admitted unless listed on the pre-hearing statement and exchanged between the parties. No
witness may be presented unless indicated on. the pre-hearing statement or unless produced for
rebuttal purposes. Prior to or at the hearing, each party shall submit a memorandum not to
exceed five pages outlining the relevant issues for the Panel. At the hearing, the laws of
evidence of the State of Florida shall apply, and the Panel shall allow each party to present that
party's case, evidence and witnesses and render its award, including a provision for payment of
attorneys' fees and costs of arbitration to be paid by one or both of the parties to this Agreement,
as the Panel deems just.
TPA1\INSTLEND\62392.1
27313/0001 WKI wki 3/1/01 6:21 PM
11
STATE OF FLORIDA
COUNTY OF PINELLAS
.f~
THE FOREGOING INSTRUMENT was acknowledged before me this L day
of March, 2001, by David P. Montgomery, as general partner of The Phillies, a Pennsylvania
limited partnership, on behalf of the partnership. He/she 8 is personally known to me or 8 has
produced as identification. (Notary,
check appropriate blank; and, if obtaining identification, fill in appropriate identification
My Commission Expires:
1(!:::/:{lCfP~
uel1rvNIl /I. N~cLiLLIS
(printed Name of Notary)
CJ!R7 33 so
(Serial Number, if any)