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DVA2009-00003 - 316 Hamden Dr - Tropicana Resort - Hotel Br DVA2009-00003 316 HAMDEN DR ROPICA~'A RESORT -HOTEL PLANNER OF RECORD : WW ATLAS # 276A ZONING: T LAND USE: RFH RECEIVED: 08/03/2009 INCOMPLETE: COMPLETE: MAPS PHOTOS: STAFF REPORT: DRC: CDB: CLW CoverSheet CDB Meeting Date: November 17, 2009 Case Number: DVA2009-00003 (Related to FLD2009-08027; and FLD2009- 08026/DVA2009-00002 and FLD2009-09036) Agenda Item: E.2. LRelated to D.2.; and D.l ., D.3. and E.1.) Owners: John Conti, Francesco Carriera, Agostino DeGiovanni as Co-Trustees of Tropicana Resort Land Trust; and Flamingo Bay Condominium Developers, LLC Applicant: Tropicana Resort Motels, LLC Representative: E.D. Armstrong III, Esquire, Johnson, Pope, Bokor, Ruppel & Burns, LLP Address: 316 Hamden Drive (including a portion of 316 Hamden Drive and 326 and 330 Hamden Drive) CITY OF CLEARWATER PLANNING AND DEVELOPMENT DEPARTMENT STAFF REPORT GENERAL INFORMATION: REQUEST: Review of, and recommendation to the City Council, of a Development Agreement between Agostino Digiovanni, Francesco Carriera and John Conti, as Co-Trustees of the Tropicana Resort Land Trust and Flamingo Bay Condominium Developers, LLC (the property owners) and the City of Clearwater, providing for the allocation of units from the Hotel Density Reserve under Beach by Design. CURRENT ZONING: Tourist (T) District CURRENT FUTURE LAND USE CATEGORY: Resort Facilities High (RFH} BEACH BY DESIGN CHARACTER DISTRICT: Small Motel PROPERTY USE: Current Use: 18-room motel and temporary parking lot Proposed Use: Overnight accommodation use of a total of 118 rooms (149.44 rooms/acre on net lot acreage, including the allocation of 79 units from the Hotel Density Reserve), retail sales use of 1,335 square feet (0.037 FAR for retail sales use based on total lot area) and approximately 1,060 square feet of accessory use to the hotel at a height of 84 feet (to flat roof deck) Community Development Board- November 17, 2009 DVA2009-00003 -Page 1 of 4 EXISTING North: Tourist (T) District SURROUNDING Overnight accommodations ZONING AND USES: South: Tourist (T) District Retail sales, Offices and Overnight accommodations East: Preservation (P) District Clearwater Harbor West: Tourist (T) District Overnight accommodations, Restaurant and Retail sales ANALYSIS: Site Location and Existing Conditions: The 0.82 acres is located on the west side of Hamden Drive approximately 200 feet south of Third Street. The subject property is currently developed with a 18-room motel. This site was previously developed with a 12-unit motel at 326 Hamden Drive and a 20-unit motel at 330 Hamden Drive. These two motels were demolished in early 2009 and this area is currently used as a temporary parking lot. Development Proposal: The development proposal includes a companion Flexible Development application (FLD2009- 08027) to permit an overnight accommodation use of a total of 118 rooms (149.44 rooms/acre on net lot acreage, including the allocation of 79 units from the Hotel Density Reserve), retail sales use of 1,335 square feet (0.037 FAR for retail sales use based on total lot area) and approximately 1,060 square feet of accessory use to the hotel at a height of 84 feet (to flat roof deck). This proposed hotel (Hotel B) is joined to another hotel (Hotel A, 300 Hamden Drive, FLD2009-08026/17VA2009-00002.) through three ieveis of parking and an amenity deck o11 the fourth level. There are 120 parking spaces on the Hotel B site. There is also an 18-slip accessory dock planned on the east side of Hamden Drive (FLD2009-09036). Development Agreement: The Development Agreement is a requirement for the allocation of hotel units from the Hotel Density Reserve, adopted as an amendment to Beach by Design under Ordinance 7925-08 on July 17, 2008. A total of 1,385 hotel rooms are available under the Hotel Density Reserve and this proposal requests the allocation of 79 units from it. The City has established the Development Agreement format as a means to facilitate the allocation of the units and to set forth appropriate provisions related to the development of the property. The proposed Development Agreement will be in effect for a period not to exceed ten (10) years, meets the criteria for the allocation of units from the Hotel Density Reserve under Beach by Design and includes the following main provisions: ^ Provides for the allocation of 79 units from the Hotel Density Reserve; ^ Requires the developer to obtain building permits and certificates of occupancy in accordance with Community Development Code (CDC) Section 4-407; Community Development Board- November 17, 2009 DVA2009-00003 -Page 2 of 4 ^ Requires the return of any hotel unit obtained from the Hotel Density Reserve that is not constructed; ^ For units allocated from the Hotel Density Reserve, prohibits the conversion of any hotel unit to a residential use and requires the recording of a covenant restricting use of such hotel units to overnight accommodation usage; and ^ Requires a legally enforceable mandatory evacuation/closure covenant that the hotel will be closed as soon as practicable after a hurricane watch that includes Clearwater Beach is posted by the National Hurricane Center. The Community Development Board (CDB) has been provided with the most recent Development Agreement. The City Council may enter into Development Agreements to encourage a stronger commitment on comprehensive and capital facilities planning, to ensure the provision of adequate public facilities for development, to encourage the efficient use of resources, and to reduce the economic cost of development. The CDB is required to review the proposed Development Agreement and make a recommendation to the City Council. SUMMARY AND RECOMMENDATION: The Development Review Committee (DRC) reviewed the application and supporting materials at its meeting of September 3, 2009, and deemed the development proposal to be legally sufficient to move forward to the Community Development Board (CDB), based upon the following findings of fact and conclusions of law: Findings of Fact: The Planning and Development Department, having reviewed all evidence submitted by the applicant and requirements of the Community Development Code (CDC), finds that there is substantial competent evidence to support the following findings of fact: 1. That the 0.82 acres is located on the west side of Hamden Drive approximately 200 feet south of Third Street; 2. That the property is located within the Tourist (T) District and the Resort Facilities High (RFH) Future Land Use Plan category; 3. That the development proposal is subject to the requirements of Beach by Design, the Design Guidelines contained therein as the property is located within the Small Motel character district and the criteria for allocation of units from the Hotel Density Reserve. Conclusions of Law: The Planning and Development Department, having made the above findings of fact, reaches the following conclusions of law: That the Development Agreement implements and formalizes the requirements for the construction of on-site and off-site improvements under the related site plan proposal (FLD2009-08027); Community Development Board- November 17, 2009 DVA2009-00003 -Page 3 of 4 2. That the Development Agreement complies with the standards and criteria of CDC Section 4- 606; 3. That the Development Agreement is consistent with and furthers the Visions, Goals, Objectives and Policies of the Comprehensive Plan; 4. That the Development Agreement is consistent with the Visions, Goals, Objectives and Policies of Beach by Design and the Small Motel character district; and 5. That the Development Agreement complies with the criteria in Beach by Design for the allocation of units from the Hotel Density Reserve. Based upon the above, the Planning and Development Department recommends the APPROVAL, and recommendation to the City Council, of a Development Agreement between Agostino Digiovanni, Francesco Carriera and John Conti, as Co-Trustees of the Tropicana Resort Land Trust and Flamingo Bay Condominium Developers, LLC (the property owners) and the City of Clearwater, providing for the allocation of units from the Hotel Density Reserve under Beach by Design, for the property at 316 Hamden Drive (including a portion of 316 Hamden Drive and 326 and 330 Hamden Drive). Prepared by Planning and Development Department Staff: i~ / V Wayne .Wells, AICP, Planner III ATTACHMENTS: ^ Development Agreement with Exhibits [t T nratiQn Map ^ Aerial Map ^ Future Land Use Map ^ Zoning Map S: (Planning DepartmentlC D BIFLEX (FLD)IPending cased Up for the next CDBIDVA2009-00003 -Hamden 316 Hotel B (T) 2009.xx - 11.17.09 CDB - WWlHamden 316 Hotel B DVA Staff Report for 11.17.09 CDB.doc Community Development Board-November 17, 2009 DVA2009-00003 -Page 4 of 4 Wayne M. Wells, AICP 100 South Myrtle Avenue, Clearwater, FL 33756 Phone: 727-562-4504 ~ Email: tivavne.~vells~inti~clear«°ater.conl PROFESSIONAL EXPERIENCE ^ Planner III Planning and Development Department, City of Clearwater, FL November 2001 to Present As part of the Development Review Division, prepared and presented staff reports for Flexible Standard Development (staff-level cases), Flexible Development (public hearing cases) and Plats before the Development Review Committee and the Community Development Board and Development Agreements before the City Council; Reviewed building permits for Code conformance; Prepared and/or assisted preparation of Code amendments; Provided public information (via telephone, mail, email, zoning counter or predevelopment meetings). ^ Zoning Coordinator Zoning Division, City of Pinellas Park, FL March 1989 to November 2001 Acting Zoning Director; Represented the Zoning Division on cases and issues before the City Council, Community Redevelopment Agency, Planning and Zoning Commission, Board of Adjustment and outside agencies; Prepared and presented staff reports for land use plan amendments, rezoned, planned unit developments, conditional uses, variances and site plans; Reviewed final site plans and building permits for Code conformance; Prepared and/or assisted preparation of Code amendments; Provided public information (via telephone, mail, zoning counter or predevelopment meetings). ^ Program Manager, Zoning Branch Manatee County Dept. of Planning and Development, Bradenton, FL June 1984 to March 1989 Trained and supervised three employees; Prepared and presented variances and appeals to the Board of Zoning Appeals; Coordinated final site plan and building permit review for Code conformance; Assisted in preparation of Code amendments; Provided public information (via telephone, mail, zoning counter or predevelopment meetings). Interim Code Enforcement Manager- Managed the Code Enforcement Section; Supervised six employees; Prosecuted cases before the Code Enforcement Board; Investigated and prepared cases of alleged violations of land use and building codes. Planner II, Current Planning Section -Prepared and presented staff reports for rezones, planned developments, special permits, plats and mobile home parks to Planning Commission and Board of County Commissioners; Reviewed final site plans and building permits for Code enforcement; Assisted in preparation of Code amendments; Provided public information (via telephone, mail, zoning counter or predevelopment meetings). ^ Planner I Alachua County Dept. of Planning and Development, Gainesville, FL June 1980 to June 1984 Prepared and presented staff reports for rezones and special permits to Planning Commission and Board of County Commissioners; Reviewed site plans and plats for Code conformance; Assisted in preparation of Code amendments; Provided public information (via telephone, mail, zoning counter or predevelopment meetings). Intern -Compiled and coordinated the Alachua County Information and Data Book; Drafted ordinance revisions; General research. ^ Graduate Assistant University of Florida Dept. of Urban and Regional Planning, Gainesville, FL 1979 to 1981 Coordinated downtown study for Mayo, FL; Coordinated graphics for Jefferson County Comprehensive Plan. ^ Planning Technician Planning Division, City of St. Petersburg, FL 1977 to 1979 Primarily prepared graphics, for both publication and presentation; Division photographer for 1 %i years; Worked on historic survey and report. T TTT!'~ ~ Ti/lAT Master of Arts in Urban and Regional Planning (Degree not conferred; course work completed, thesis not completed), University of Florida, 1981 Bachelor of Design in Architecture, University of Florida, 1976 LICENSES & CERTIFICATES American Institute of Certified Planners American Planning Association, Suncoast Section ~z.~~~ ~,~ ~~ ~'~~~' Q ~~ z z PROJECT ~ ~,~zsr SITE ~ sr 0 s~co!v~ °~~,~~ S7 DR TNORO 3 _w ~ z~ ~ o ~~~~~ sr BAYS3DE 2 fl R ~~ ~f/yam S Bq Y~~~ ~.-~`--"``-_.~~~ l ` tom! ^ g~Vp } f t,~` ~LF~~~ ~~ _~ ~` ~ ~ r /// 5 ~~ ~ LOCATION MAP Owners: Agostino DiGiovanni, Francesco Carriera and John Conti, co-trustees of the Tropicana Resort Land Trust; Cases: FLD2009-08027 DVA2009-00003 and Flamingo Bay Condominium Developers, LLC Site: 316 Hamden Drive (Hotel Bj Property Size: 0.819 acres PINS: 08-29-15-17604-000-0020 (Portion of) Atlas Page: 276A 08-29-15-17604-000-0030 2osLDCrR /\ 215 2>7 2>3 ^,~° ry ^ d d o 2 218 Q ^ ^''~ 22> SECOND ST O 2>s ~ ^,~° tia z D Q ~ z24 ~ ^h ^ 1 m °° N ^ O 225 '~^ ^r.°j ~" 229 230 ~ 229 228 230 ^ ti R ^ n ry vi l ` ^ "`~ ~ , ^ h M 301 300 251 301 300 30 305 305 l/ l t 309 309 O~ . 3>1 3>2 315 316 315 3>9LDCTR 317 8 320 3>g 326 32> 323 325 3 332 ~ 327 325 T Y 331 333 332 333 333 347 0 00 ~ .. 341 o BR/GHTINA ~ 347 343 342 T ER DR 345 35> 345 o p a ^ ^ o ^ ^ ^ 348 348 ^ ~ ~ N `ti h M M ~ 347 355 353 348 5 F/FTy ST 350 401 401 p ZONING MAP Owners: Agostino DiGiovanni, Francesco Carriera and John Cases: FLD2009-08027 Conti, co-trustees of the Tropicana Resort Land Trust; DVA2009-00003 and Flamingo Bay Condominium Developers, LLC Site: 316 Hamden Drive (Hotel B) Property Size: 0.819 acres PINS: 08-29-15-17604-000-0020 (Portion of) Atlas Page: 276A 08-29-15-17604-000-0030 - I 98 207 B ~ 6 _ _ _ 20@LV ~a~tss 212 ~ De ch d ~. ~l• ~ o y C~~,~emp,~.a- r 1 Z ~ -_ 1 4llr fit' 21 J W * Ary s I z i O ~ ,~~ ,o z1a ~ V i t 2 - 70 * N NS 216 ~ ~ ^ ^ry0 11 ryo 12 - - m o a sZ °' ^ ,° o ,p tic ied _ _ _ ~ 56 r - ~ _ 3 224 52 * ~h ^~ 4 15 16 ~ ^ ^ ^ _ ~ - r 229 1 , o4L ?30 Q V""'"'I • ~ 22 eo ~ S '~ ~ w N~ C~I edat~ ~ ^ * _ ~ _"p _ O ~ ~ ~ 49 h ~ ~0 46 ~ I~e C~1~1 ~ ~ Jv ~ ?51 ~ elli>~gs qq 1 =8 43 _ 1- - 10~' 301 ~ 3 so / ~ 5s _ _ ,osW 3 - 7p 305 -`~_ 305 2 ~ ,fig 60 t?E9eSt~lll'a'Ht._ 309 ~ ,A _ ,oa 312 311ai _ _ 3~et~ 1os 316 31y4 319L~TR 16 » 0 320 A 1 - .3 ,,, 326 a4 g Z~ _ _ _ ~ 3A 1 ,13 ? ~ 7 * _ 32 so ~ ~ ~ 06446 -1 I- ~ V~r~i g h t - _ 6ssao L331Ja aA I 1 ~ 6398* l1 ~ - ~ y1,a ~ L r490 CC~ill1IIQUat1 S _ ~o _I 1 Vlg t 5 332 OV >~~tss 333 115 10 - 7 67 t,1a- c do sAc omm~d$ ~ t I ~ qg 46 I sa ,17 34i - _ ~ ~ BR/GyT a , a ^ I 342 wA TER D 34 6 i t 7 R 9 118 ~ ~ ° _ 345 j ~ +,,,~,yy C O S O 35 ,19 ~ 170 1V r 1 ~ ' ^ 1~ ~ ~ ~ 346 3~ ~o AC ~ t ,• t 8$ L INF'9 S ~ - `y~' 5 ss ~1 4 I 6 1 g ~Y1mOUilt1 S 353 13 9 3 so 45 10 1 14 A ~ iN $ ~ 0 350 _ 401 / ~ F/FTH ST A 6445* r ~ r ~ 72 ,21 ~ ~ ~ ~ 04932 65980` EXISTING SURROUNDING USES MAP Owners: Agostino DiGiovanni, Francesco Carriera and John Cases: FLD2009-08027 Conti, co-trustees of the Tropicana Resort Land Trust; DVA2009-00003 and Flamingo Bay Condominium Developers, LLC Site: 316 Hamden Drive (Hotel B) Property Size: 0.819 acres PINs: 08-29-15-17604-000-0020 (Portion of) Atlas Page: 276A 08-29-15-17604-000-0030 View looking SW at subject property from intersection of Hamden Drive and Third Street (Hotel A) ,,. . '~ ~'~' ~ ,.~ . a ~ ~ ~ ~~. R 4 ew • .t d11p ~r_-~9 M i I~ ~~ /~ _ u~mwi~t View looking SW at subject property along W side of Hamden Drive (Hotels A and B) ~., ,' Drive (Hotel A) 300 - 316 Hamden Drive FLD2009-08026/DVA2009-00002 and FLD2009-08027/DVA2009-00003 Page 1 of 2 View looking NW at subject property along W side of Hamden Drive (Hotels A and B) ,~. ~ View looking NW at subject property along W side of Hamden Drive (Hotel B; Aqualea/Hyatt in background) View looking NE at subject property along E side of Coronado Drive (Hotel A) • Q n~ r !i! s .~ '~. ~~~ i '^ _ ti. ... n ~ r q It71 n n r --~^ n ~ wn n r-~gnq r w e n r n u :; t1 ' = o n ~ r n nn ror , ~ I~ hl n n ~~ a `'"i', .... A .. a t. t~ ,t , ~ ii O ii ii ii ii e a~a+s .~ ~ r ~S9R !5! R ~!i !~ View looking NW along W side of Hamden Drive N of Third Street at existing development (N of Hotel~~~ /~ ~- ,-! ~ - 300 - 316 Hamden Drive FLD2009-08026/DVA2009-00002 and FLD2009-08027/DVA2009-00003 Page 2 of 2 View looking W from Hamden Drive along S side of Third Street (subject property on left; Aqualea/Hyatt in background) ~_ _ __ View looking NW at motel at 332 Hamden Drive (S of subject property -Hotel B) ~i View looking SE at motel at 333 Hamden Drive (S/SE of subject property -Hotel B) View looking NE at motel at 229 Coronado Drive N of subject property (Hotel A) View looking NE along E side of Coronado Drive at existing development W of subject property (Hotel B) JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP ATTORNEYS AND COUNSELLORS AT LAW E. D. ARMSTRONG III ALEKSAS A. BARAUSKAS BRUCE H. BOKOR CHARLES A.BUFORD GUY M. BURNS KATHERINE E. COLE JONATHAN S. COLEMAN MICHAEL T. CRONIN ELIZABETH J. DANIELS COLLEEN M.FLYNN JENNIFER A. FICARROTTA JOSEPH W. GAYNOR" RYAN C. GRIFFIN MARION HALE SCOTT C. ILGENFRITZ FRANK R. JAKES TIMOTHY A. JOHNSON, JR." SHARON E. KRICK ROGER A. CARSON ANGELINA E. LIM MICHAEL G. LITTLE SARAH J.MANTHEY MICHAEL C. MARKHAM ZACHARY D. MESSA F. WALLACE POPE, JR. ROBERT V. POTTER, JR. DARRYL R. RICHARDS PETER A. RIVELLINI DENNIS G. RUPPEL CHARLES A. SAMARKOS SARA A. SCHIFINO SCOTT E. SCHILTZ" KIMBERLY L. SHARPE JOAN M. VECCHIOLI STEVEN H. WEINBERGER JOSEPH 1. WEISSMAN STEVEN A. WILLIAMSON "OF COUNSEL 911 CHESTNUT ST. •CLEARWATER, FLORIDA 33756 POST OFFICE BOX 1368 •CLEARWATER, FLORIDA 33757-1368 TELEPHONE: (727) 461-1818 • TELECOPIER: (727) 462-0365 October 15, 2009 FILE No. 50593.117498 Wayne M. Wells, AICP Planner III City of Clearwater 100 South Myrtle Avenue Clearwater, FL 33756-5520 Re: DVA2009-00003 - 316 Hamden Drive -Hotel B Application for Development Agreement Dear Wayne: We are resubmitting the referenced application with this letter, together with a proposed development agreement, which has been revised in response to all of your 9/3/09 DRC comments with the exception of the following: 7. Section 4.5 - No more than 25% of overnight accommodation units shall have full kitchens. Such kitchens shall be limited to those units identified on the plans in Exhibit "B" as "suites" and shall not be located in any unit received from the Hotel Density Reserve. Response: Hotel B is an extended-stay hotel and it is anticipated that all units will contain kitchens. This project is not using units from the Destination Resort density pool and therefore the above limitation is not applicable. 11. Section 6.1.3.2 -Second line- Revise to remove the following "in accordance with the approved development order for FLD2009- 08027 and". Response: This was not removed as this is the reference to the appropriate development order assuming the project is approved. CLEARWATER • TAMPA JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP ATTORNEYS AND COUNSELLORS AT LAW Mr. Wayne Wells October 15, 2009 Page 2 14. Section 6.1.6 -Replace this Section with the following: "Transient Use. Occupancy in the overnight accommodation units from the Hotel Density Reserve is limited to one (1) month or thirty-one (31) consecutive days, whichever is less. Nothing herein shall prevent a purchaser of a fractional share unit from owning a period of time greater than thirty-one (31) days, provided every occupancy is limited to a term of one (1) month or thirty-one (31) consecutive days, whichever is less." Response: This provision was added but amended slightly, as sales of fractional share units are not currently anticipated. 21. Page 4 -Section 6.1.3.2 -Line 6 -The following has been added from the standard format: "The date on which vertical construction commences shall hereinafter be referred to as the "Commencement Date." There needs to be greater definition as to what is meant by "vertical construction", as there are concerns regarding when a project is actually vested (might want to discuss with Michael Delk and Leslie Dougall-Sides). Response: Acknowledged. Very truly yours, JOHNSON, POPE, BOKOR, RU PEL & BURNS,~LL~P. ~~ ~~ `~ Ka Brine E. Cole KEC/rm #505163v1 Hotel B ~. Planning Department ~Cl~arwater 100 South Myrtle Avenue > Clearwater, Florida 33756 Telephone: 727-562-4567 ~ Fax: 727-562-4865 ^ SUBMIT ORIGINAL SIGNED AND NOTARIZED APPLICATION ^ SUBMIT 12 COPIES OF THE ORIGINAL APPLICATION including folded site plans D SUBMIT APPLICATION FEE $ (Hotel B) - _ _-_ DEVELOPMENT AGREEMENT APPLICATION (Revised 05/22/02) PLEASE TYPE OR PRINT A. APPLICANT, PROPERTY OWNER AND AGENT INFORMATION: (Section 4202.A) Tropicana Resort Motels, L.L.C., a Fla. limited liability company APPLICANT NAME: 2245 Nortl:I~?cMullen Booth. Road, Clearwater, FL 33759 MAILING ADDRESS: PHONE NUMBER: 727-79 7-89 72 FAX NUMBER: 727^79 7-89 28 CELL NUMBER: EMAIL ADDRESS: Agostino DGovanni Francesco Carriera and John Conti, as PROPERTYOWNER(s): Co-Trustees of the ~'ropcana Resort Land Trust; and (Must indude ALL owners) Flamingo Bay;Condomnuin Developers, LLC E. D. Armstrong IIT, Esquire and AGENT NAME: Johnson, Pope, Bokor, Ruppel & Burns, LLP MAILING ADDRESS: 911 CheStriut Street, Clearwater, FL 33756 PHONE NUMBER: 727-461-1818 FAX NUMBER: 727-462-Q365 B. PROPOSED DEVELOPMENT INFORMATION: STREET ADDRESS: See EXhibit "A" attached for street address., legal description and parcel identification numbers.. LEGAL DESCRIPTION: PARCEL NUMBER: PARCEL SIZE: (acres, square feet) PROPOSED USE AND SIZE: 118 overnight accommodation units and 1,335 sq. ft. retail (number of dwelling units, hotel rooms or square footage of nonresidential use) DESCRIPTION OF ANY RELATED REQUEST(S): Avvlication for flexible development approval of a comprehensive infill (approval of a developmentinclude all requested code deviations; e.~. reduction in required number of parking spices, spedfic use, etc.) redevelopment project is submitted smu taneously with this appllication. DOES THIS APPLICATION INVOLVE THE TRANSFER OF DEVELOPMENT RIGHTS (TDR), A PREVIOUSLY APPROVED PLANNED UNIT DEVELOPMENT, OR A PREVIOUSLY APPROVED (CERTIFIED) SITE PLAN? YES ~_ NO _ (if yes, attach a copy of the applicable documents) CASE #: DATE RECEIVED: RECEIVED BY{staff initials): ATLAS PAGE #: ZONING DISTRICT: LAND USE CLASSIFICATION: ZONING & LAND USE CLASSIFICATION OF ADJACENT PROPERTIES: NORTH: SOUTH: WEST: EAST: Page 1 of 5 -Development Agreement Application -City of Clearwater B.2 DEVELOPMENT AGREEMENTS SUPPLEMENTAL SUBMITTAL REQUIREMENTS: (Section 4-606.6) - See x. B An application for approval of a development agreement shall be accompanied by the following- (use separate sheets w include in a formal report): 8t t he d . ^ STATEMENT OF THE REQUESTED DURATION OF THE DEVELOPMENT AGREEMENT,WHICH SHALL NOT EXCEED TEN YEARS ^ DESCRIPTION OF ALL EXISTING AND PROPOSED PUBLIC FACILITIES AND SERVICES THAT SERVE OR WILL SERVE THE DEVELOPMENT; ^ DESCRIPTION OF THE USES DESIRED TO BE PERMITTED ON THE LAND, INCLUDING POPULATION DENSITIES AND BUILDING INTENSITIES AND HEIGHTS; - ^ INDENTIFICATION OF ZONING DISTRICT CHANGES, CODE AMENDMENTS THAT WILL BE REQUIRED IF THE PROPOSED DEVELOPME PROPOSAL WERE TO BE APPROVED; ^ ZONING AND LAND USE CATEGORIES OF ALL ADJOINING PROPERTIES; ^ COMPLETE NAMES AND ADDRESSES OF ALL OWNERS OR PROPERTIES ABUTTING OR LYING WITHIN 200 FEET OF THE SUBJECT PROPERTY AS CURRENTLY LISTED IN THE COUNTY RECORDS AS OF ONE WEEK PRIOR TO THE FILING OF AN APPLICATION. C. PROOF OF OWNERSHIP: (Section 4-202.A) ^ SUBMIT A COPY OF THE TITLE OR DEED TO THE PROPERTY OR PROVIDE OWNER SIGNATURE ON PAGE OF THIS APPLICATION D. WRITTEN SUBMITTAL REQUIREMENTS: (Section 4-606.G) ^ Provide the following contents to the development agreement, as follows: Contents. The approved development agreement shall contain, at a minimum, the following information: a. A legal description of the land subject to the development agreement. b. The names of all persons having legal or equitable ownership of the land. c. The duration of the development agreement, which shall not exceed ten years. d. The development uses proposed for the land, including population densities, building intensities and building height. e. A description of the public facilities and services that will serve the development, including who shall provide such public facilities and services; date any new public facilities and services, if needed, will be constructed; who shall bear the expense of construction of any new public facilities a services; and a schedule to assure that the public facilities and services are available concurrent with the impacts of the development. 1 development agreement shall provide for a cashier's check, a payment and perrormance bond or letter of credit in the amount of 115 percent of estimated cost of the public facilities and services, to be deposited with the city to secure- construction of any new public facilities and servi~ required to be constructed by the development agreement. The development agreement shall provide that such construction shall be comple prior to the issuance of any certificate of occupancy. f. A description of any reservation or dedication of land for public purposes. g. A description of all local development approvals approved or needed to be approved for the development. h. A finding that the development approvals as proposed is consistent with the comprehensive plan and' the community- development co Additionally, a finding that the requirements for concurrency as set forth in Article 4 Division 10 of these regulations have been satisfied. i. A description of any conditions, terms, restrictions or other requirements determined to be necessary by the city commission for the public hea safety or welfare of the citizens of the City of Clearwater. Such conditions, terms, restrictions or other requirements may be supplemental requirements in existing codes or ordinances of the city. j. A statement indicating that the failure of the development agreement to address a particular permit, condition, term or restriction shall not relic the developer of the necessity of complying with the law governing said permitting requirements, conditions, terms or restrictions. k. The development agreement may provide, in the discretion of the City Commission, that the entire development or any phase thereof commenced or be completed within a speafic period of time. The development agreement may provide for liquidated damages, the denial of fun development approvals, the termination of the development agreement, or the withholding of certificates of occupancy for the failure of 1 developer to comply with any such deadline. I. A statement that the burdens of the development agreement shall be binding upon, and the benefits of the development agreement shall inure all successors in interest to the parties to the development agreement. m. All development agreements shall specifically state that subsequently adopted ordinances and codes of the city which are of general application not governing the development of land shall be applicable to the lands subject to the development agreement, and that such modifications ; specifically anticipated in the development agreement. Page 2 of 5 -Development Agreement Application -City of Clearwater E. SUPPLEMENTAL SUBMITTAL REQUIREMENTS: (Section 4-2O2.A) ^ SIGNED AND SEALED SURVEY (incuding legal description of property) -One original and 12 copies; ^ COPY OF RECORDED PLAT, as applicable; ^ PRELIMINARY PLAT, as required; ^ LOCATION MAP OF THE PROPERTY. ^ TREE SURVEY (incuding existing trees on site and within 25' of the adjacent site, by species, size (DBH 4" or greater), and location, including drip lines.) ^ GRADING PLAN, as applicable; F. SITE PLAN SUBMITTAL REQUIREMENTS: (Section 4-202.A) SITE PLAN. with the following information (not to exceed 24" x 36"): All dimensions; North arrow; Engineering bar scale (minimum scale one inch equals 50 feet), and date prepared; Location map; Index sheet referencing individual sheets inGuded in package; Footprint and size of all buildings and structures; All required setbacks, All existing and proposed points of access; All required sight triangles; Identification of environmentally unique areas, such as watercourses, wetlands, tree masses, and speamen trees, incuding description and location of understory, ground cover vegetation and wildlife habitats, etc; Location of all public and private easements; Location of all street rights-of--way within and adjacent to the site; Location of existing public and private utilities, incuding fire hydrants, storm and sanitary sewer lines, manholes and-lift stations, gas and water lines; All parking spaces, driveways, loading areas and vehicular use areas; Depiction by shading or crosshatching of all required parking lot interior landscaped areas; Location of all. refuse collection faalities and all required screening (min. 10'x12` Gear space); Location of all landscape material; Location of all onsite and offsite stone-water management facilities; Location of all outdoor lighting fixtures; and Location of all existing and proposed sidewalks. ^ SITE DATA TABLE for existing, required, and proposed development, in written/tabular form: _ Land area in square feet and acres; _ Number of dwelling units proposed; _ Gross floor area devoted to each use; _ Parking spaces: total number, presented in tabular form with the number of required spaces; _ Total paved area, including all paved parking spaces and driveways, expressed in square feet and percentage of the paved vehicular area; _ Size and species of all landscape material; _ Official records book and page numbers of all existing utility easement; _ Building and structure heights Impermeable surface ratio (LS.R.); and Floor area ratio (F.A.R.) for all nonresidential uses. ^ REDUCED SITE PLAN to scale (8'/: X 11) and color rendering if possible; ^ FOR DEVELOPMENTS OVER ONE ACRE, provide the following additional information on site plan: _ One-foot contours or spot elevations on site; _ Oftsite elevations if required to evaluate the proposed stormwater management for the parcel; _ All open space areas; _ Location of all earth or water retaining walls and earth berms; _ Lot lines and building lines (dimensioned); _ Streets and drives (dimensioned); _ Building and structural setbacks (dimensioned); _ Structural overhangs; Tree Inventory; prepared by a "certified arborist", of all trees 8" DBH or greater, reflecting size, canopy (drip lines) and condition of such trees Page 3 of 5 -Development Agreement Application -City of Clearwater G. LANDSCAPING PLAN SUBMITTAL REQUIREMENTS: (Section 4-1102.A) ^ LANDSCAPE PLAN: _ ,All existing and proposed structures; Names of abutting streets; _ Drainage and retention areas including swales, side slopes and bottom elevations; _ 'Delineation and dimensions of all required perimeter landscape buffers; _ Sight visibility triangles; Delineation and dimensions of all parking areas including landscaping islands and curbing; _ Proposed and required parking spaces, Existing Vees on-site and immediately adjacent to the site, by species, size and locations, including dripline; _ Location, size, description, specifications and quantities of all existing and proposed landscape materials, including botanical and common names; Typical planting details for trees, palms, shrubs and ground cover plants including instructions, soil mixes, backfilling, mulching and protective measures; Interior landscaping areas hatched and/or shaded and labeled and interior landscape coverage, expressing in both square feet and percentage covered; _ Conditions of a previous development approval (e.g. conditions imposed by the Community Development Board); _ Irrigation notes. ' O REDUCED LANDSCAPE PLAN to scale (8 Y2 X 11) (color rendering if possible); ^ IRRIGATION PLAN (required for level two and three approval); ^ COMPREHENSIVE LANDSCAPE PROGRAM application, as applicable. H. BUILDING ELEVATION PLAN SUBMITTAL REQUIREMENTS: (Section 4-202.A.23) Required in the event the- application includes a development where design standards are in issue (e.g. Tourist and Downtown Districts) or as part of a Comprehensive Infill Redevelopment Project or a Residential Infill Project. ^ BUILDING ELEVATION DRAWINGS -all sides of all buildings including height dimensions, colors and materials; ^ REDUCED BUILDING ELEVATIONS -four sides of building with colors and materials to scale (8 % X 11) (black and white and color rendering, if possible) as required. 1. SIGNAGE: (Division 19. SIGNS /Section 3-1806) ^ Comprehensive Sign Program application, as applicable (separate application and fee required). ^ Reduced signage proposal (8'/: X 11) (color), if submitting Comprehensive Sign Program application. J. TRAFFIC IMPACT STUDY: (Section 4-801.C) ^ Include as required if proposed development will degrade the acceptable level of service for any roadway as adopted in the Comprehensive Plan. Trip generation shall be based on the most recent edition of the Institute of Transportation Engineer's Trip General Manual. Refer to Section 4-801 C of the Community Development Code for exceptions to this requirement. K. SIGNATURE: I, the undersigned, acknowledge that all representations made in this application are true and accurate to the best of my knowledge and authorize City representatives to visit and photograph the property described in this application. Signature of property o er r repp nta rve E. D. Armstr IIi STATE OF FLORIDA, COUNTY OF PINELLAS Swom to and subscribed before me this 2gh`day of Jamul r _ A.D. 20 09 to me and/or by E. D~f rmStrOn>; ~I~Tho is personally known ?f3tD xxxxxxxxxxx~x~cxxxxxxxxxxxxxxxxxxx~x iiYeil~E~f3f~C ~• N ry pu My commission expires: ,``1~ ~r~~•~ Jayne E. Sears *~ Commission # DD449633 ~~ Expires September 2,20099 •I~r ~ DaMM Troy fNn • Insurance, Mc. 800~3BS Page 4 of 5 -Development Agreement Application -City of Clearwater N. AFFIDAVIT TO AUTHORIZE AGENT: 1. Provide names of all property owners on deed -PRINT full names: FI,AMCNGO BAY CONDOMINIUM DEVIIAPERS, LLC, a Florida limited liability company 2. That (I am/we are) the owner(s) and record title holder(s) of the following described property (address or general location): Parcel No. 08/29/15/12604/000/0030 3. That this property constitutes the property for which a request for a: (describe request) Development agreemerit approval 4. That the undersigned (has/have) appointed and (does/do) appoint: E. D, STRONG IzI, ESQUIRE and JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP^, gll Chestnut Street, Cleazwater, FL. 33756 as (his/their) agent(s) to execute any petitions or other documents necessary to affect such petition; 5. That this affidavit has been executed to~induce the City of Clearwater, Florida to consider and act on the above described property; 6. That site visits to the property are necessary by Ciiy representatives in order to process this application and the owner authorizes City representatives to visit and photograph the property described in this application; 7. That (I/we), the undersigned authority, hereby certify that the foregoing is t e~~t.~Y ~NDC~"IINIUM DEVF~,OPERS , LLC, a Fla. ltd. liability company Property Owner perty ~vrner By ••••••• ...................P.rapacty.Qiataac Property Owner • JANICE GINGRAS OStiriO DiGiovanrti, Presi nt s1~r~.q~~ Comrri#DDOG41551 STATE OF FLORIDA, ~~~ Expiree?J1Q/2011 COUNTY OF PINELL.AS '~am,a~ Florida NoarY/1afn., IhC wnobnnumm~.uonuunnnu.nu.i Before me the undersigned, an officer duly commissioned by the taws of the State of Florida, on this day of July 2009 personally appeared ~jpQ._j~j. i Oy nni ~ a` who having been first duly sworn Deposes and says that he/she fully understands the contents of the affidavit that he/she signed. ~'~as P~esi,dent .of k~A~I,TNGO BAY CANDOMINZL~1 DEVEU)PERS, LLC, a. Florida limited liability company Notary .ublic Signatur Notary Seal/Stamp My Commission Expires: ~ ,f C:\Documents and Settingslderek.ferguson\Desktop\planning dept forms 07081Comprehensive infill Project (FLD) 2008 07-11.doc Page 8 of 8 N. AFFIDAVIT TO AUTHORIZE AGENT: 1. Provide names of all property owners on deed -PRINT full names: AGOSTINO Di~IOVANNI, JOHN CONTI and FRANCESCO GFRRIERA, 00-TRUSTEES OF Tj~ 2. Thal (1 am/we are) the owners and record title holders of the following described property (address or general location): Parcel Nos. 08/~~/15/17604/000>0010 08/29/15/17604/000/0020 3. That this property constitutes the property for which a request fora: (describe request) . ~ve~ ~~t a ree~e~t=ag re~^, g g - 4. That the undersigned (hasmave) appointed and (does/do) appoint: E. D. A~TRONG III, ESQUIRE and JOHNSON, POPE, BOKOR, RUPPEL & BURNS, IZP, 911 Chestnut Street, Clearwater, FL 33756 as (hisltheir) agent(s) to execute any petitions or other documents necessary to affect such petition; 5. That this affidavit has been executed to induce the City of Clearwater, Florida to consider and act on the above described property; 6. That site visits to the property are necessary by City representatives in order to process this application and the owner authorizes City representatives to visit and photograph the property described in this application; 7. That ), the nde ed authority, hereby cedify that the foregoing is tnte and n- '/ R S Pd0 DiGI~';ne~70- USTEE?'r OtiT? CONTI, PO(~eT~tUSTEE~'r TRUSTEE-~ Property Owner (~•~~..t~u~.~C::~ . . JANICE GINGRAS '~~Y""°~ comm#DDOSa1~1 ' STATE OF FLORIDA, 21'182011- COUNTY OF PINELLAS ~~~i ~'~ t E , _ xp res ~, .~; ,. ~.:~:~.. B'Nfh'the`uridersigneif,,'~Iti'dffit•2Y~thy commissioned by the laws of the State of Florida, on this day of July 2009 Agostino DiGiovanni, John Conti end ersonalt a eared _ p y pp wh haw een first duly sworn E-r-a~tee ~'rusgees`~ Deposes and says that hetshe fully understands the contents of the affidavit that helshe signed. "OF 'IIiE TROPICANA. RESORT IAND TRUST Notary is Signature Notary Sea{/Stamp y Commission Expires: •- ~~ C:\Documents and Settingslderek_ferguson\DesktOp\planning dept forms 0708\Comprehensive Infitl Project (FLD) 2008 07-11.doc Page 8 of 8 EXHIBIT "A" Page 1 of 2 (Hotel B) Parcel No. Street Address Portion of 08/29/15/17604/000/0020 316 Hamden Drive 08/29/15/17604/000/0030 326 Hamden Drive EXHIBIT "A" Page 2 of 2 HOTEL "B" Lots 1, 2, 3, 4, 2A, 3A, 4A and the Southerly 8.60 feet of Lot lA, COLUMBIA SUBDIVISION NO. 3, according to the plat thereof as recorded in Plat Book 27, Page 46, of the Public Records of Pinellas County, Florida. LESS AND EXCEPT That part of said Lots 1 and 2, described as follows: Commence at the Northeast corner of said Lot 1 for a Point of Beginning; thence Southerly along the Easterly boundary of said lot 1, said line also being the Westerly right-of--way line of Hamden Drive (Hamilton Drive per plat), 167.41 feet along the Arc of a curve concave to the West having a Radius of 6507.52 feet, Chord Bearing and Length being S 06°45'36" W, 167.41 feet; thence N 83°02'46" W, 99.73 feet; thence S 06°57'14" W, 61.00 feet; thence S 09°04'50" W, 23.34 feet; thence N 81°44'25" W, 10.77 feet to a point on the Westerly boundary of aforesaid Lot 2; thence Northerly along the Westerly boundary of aforesaid Lots 2 and 1, 248.79 feet along the Arc of a curve concave to the West having a Radius of 6397.52 feet, Chord Bearing and Length being N 07°08'39" E, 248.77 feet to the Northwest corner of aforesaid Lot 1, thence S 84°27'30" E, along the North boundary of said Lot 1, said line also being the South right-of--way line of Third Street, 110.00 feet to the Point of Beginning. The parcel contains 35,730.06 square feet or 0.820 acres, more or less. EXHIBIT "B" TO DEVELOPMENT AGREEMENT APPLICATION Tropicana Resort Motels, L.L.C. (Hotel B) Section B.2 Development Agreements Supplemental Submittal Requirements: ^ Statement of the requested duration of the development agreement, which shall not exceed ten years. The proposed duration of the development agreement is 10 years and is stated as such in the development agreement. ^ Description of all existing and proposed public facilities and services that serve or will serve the development. The development will be served by City of Clearwater utilities and solid waste as stated in the development agreement. ^ Description of the uses desired to be permitted on the land, including population densities and building intensities and heights.. The proposed use is a hotel consisting of 118 overnight accommodation units and 1,335 square feet of retail, with a maximum height of 84' to roof deck and 99.5' to top of architectural embellishment. ^ Identification of zoning district changes, code amendments that will be required if the proposed development proposal were to be approved. The proposed use is allowed in the current zoning district ("T") and land use designation ("RFH"). • Zoning and land use categories of all adjoining properties. Zonin Land Use North Tourist Resort Facilities Hi h East Preservation (Water) South Tourist Resort Facilities Hi h West Tourist Resort Facilities Hi h ^ Complete names and addresses of all owners of properties abutting or lying within 200 feet of the subject property as currently listed in the county records as of one week prior to the filing of an application. See list prepared by Pinellas County Property Appraiser which is attached hereto as Exhibit "C." [Previously submitted and intentionally omitted from this submittal.] #496624 v2 - DiGiovanni/Ex to DVA 2 r DEVELOPMENT AGREEMENT (Hotel B - 316 Hamden) THIS DEVELOPMENT AGREEMENT ("AGREEMENT") is dated 2009, and entered into between AGOSTINO DIGIOVANNI, FRANCESCO CARRIERA AND JOHN CONTI, AS CO-TRUSTEES OF THE TROPICANA RESORT LAND TRUST and FLAMINGO BAY CONDOMINIUM DEVELOPERS, LLC, a Florida limited liability company (collectively, "Developer"), its successors and assigns, and the CITY OF CLEARWATER, FLORIDA, a political subdivision of the State of Florida acting through its City Council, the governing body thereof ("City"). RECITALS: WHEREAS, one of the major elements of the City's revitalization effort is a preliminary plan for the revitalization of Clearwater Beach entitled Beach by Design; WHEREAS, Sections 163.3220 - 163.3243, Florida Statutes, which set forth the Florida Local Government Development Agreement Act ("Act"), authorize the City to enter into binding development agreements with persons having a legal or equitable interest in real property located within the corporate limits of the City. WHEREAS, under Section 163.3223 of the Act, the City has adopted Section 4-606 of the City of Clearwater Community Development Code ("Code"), establishing procedures and requirements to consider and enter into development agreements. WHEREAS, Beach by Design as amended by the City of Clearwater Ordinance No. 7925-08 proposed additional hotel units to equalize development opportunities on the beach between overnight accommodations and attached dwellings and ensure Clearwater Beach remains a quality, family resort community by further providing for a reserve of additional hotel units ("Hotel Density Reserve") to be made available for such mid-sized hotel projects; WHEREAS, the Developer controls approximately 0.820 acre of real property ("Property") in the corporate limits of the City, more particularly described on Exhibit A attached hereto and incorporated herein. WHEREAS, the Developer desires to develop the Property by replacing historic hotel units and other uses in order to add 118 overnight accommodation units, pool, and a parking garage, generally conforming to the architectural elevation dimensions shown in composite Exhibit B. WHEREAS, upon completion the planned hotel will contain 118 units, which includes 79 units from the available Hotel Density Reserve; WHEREAS, the City has conducted such hearings as are required by and in accordance with Chapter 163.3220 Fla. Stat. (2008) and any other applicable law; WHEREAS, the City has determined that, as of the Effective Date of this Agreement, the proposed project is consistent with the City's Comprehensive Plan and Land Development Regulations; WHEREAS, the City has additionally determined that, as of the Effective Date of this Agreement, the proposed project meets all the requirements for an award of additional density from the Hotel Density pool as referenced in Beach by Design; WHEREAS, the City has conducted public hearings as required by § 4-206 and 4-606 of the Community Development Code; WHEREAS, at a duly called and advertised public meeting on , 2009, the City Council approved this Agreement and authorized and directed its execution by the appropriate officials of the City; WHEREAS, the Community Development Board approved the design and site plan as FLD2009-08027 on , 2009 conditioned upon the approval and execution of this Agreement; WHEREAS, approval of this Agreement is in the interests of the City in furtherance of the City's goals of enhancing the viability of the resort community and in furtherance of the objectives of Beach by Design; and WHEREAS, Developer has approved this Agreement and has duly authorized certain individuals to execute this Agreement on Developer's behalf. STATEMENT OF AGREEMENT In consideration of and in reliance upon the premises, the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto intending to be legally bound and in accordance with the Act, agree as follows: SECTION 1. Recitals. The above recitals are true and correct and are a part of this Agreement. SECTION 2. Incorporation of the Act. This Agreement is entered into in compliance with and under the authority of the Code and the Act, the terms of which as of the date of this Agreement are incorporated herein by this reference and made a part of this Agreement. Words used in this Agreement without definition that are defined in the Act shall have the same meaning in this Agreement as in the Act. SECTION 3. Property Subject to this Agreement. The Property described in Exhibit "A" is subject to this Agreement ("Property"). 2 3.1 The Property currently has a land use designation of Resort Facilities High (RFH) and is zoned Tourist (T). 3.2 The Property is owned in fee simple by Developer. Such evidence is evidenced by copies of deeds included as Exhibit C. 3.3 The Property is generally located at 316 Hamden Drive (including 326 and 330 Hamden Drive and a portion of 316 Hamden Drive), as more particularly described in Exhibit A. SECTION 4. Scope of Project 4.1 The Project shall consist of no more than 118 overnight accommodation units, as defined by the Community Development Code. Such rooms may be traditional hotel rooms or fractional ownership units, as defined by the Community Development Code. 4.2 The Project shall include 120 parking spaces, as shown on the plans in Exhibit B and approved pursuant to FLD 2009-08027. 4.3 The proposed density of the Project is 149.44 rooms per acre. The proposed height of the building, as defined by Code, is 84 feet to the top of the roof deck and 99.5 feet to the top of the architectural embellishment. 4.4 The design of the Project, as represented in Exhibit B, is consistent with Beach by Design, except as otherwise shown on Exhibit B and shall include, pursuant to Beach by Design: 4.4.1 Access to units shall be provided through a lobby and internal corridors. 4.4.2 A reservation system and desk area open to hotel guests, typical of a hotel shall be included in the lobby area of the Project. 4.5. The design of the project, as represented in Exhibit B, is consistent with Beach by Design, except as otherwise shown on Exhibit B. 4.6 The Project shall comply with the Metropolitan Planning Organization's (MPO) countywide approach to the application of concurrency management for transportation facilities. SECTION 5. Effective Date/Duration of this Agreement. 5.1 This Agreement shall not be effective until this Agreement is properly recorded in the public records of Pinellas County, Florida, and thirty (30) days have elapsed after having been received by the Department of Community Affairs pursuant to Florida Statutes Section 163.3239 and Clearwater Community Development Code Section 4-606.G.2. 3 5.2 Within fourteen (14) days after the City approves the execution of this Agreement, the City shall record the Agreement with the Clerk of the Circuit Court for Pinellas County. The Developer shall pay the cost of such recording. The City shall submit to the Department of Community Affairs a copy of the recorded Agreement within fourteen (14) days after the Agreement is recorded. 5.3 This Agreement shall continue in effect until terminated, as defined herein, but for a period not to exceed ten (10) years. SECTION 6. Obligations under this Agreement. 6.1 Obligations of the Developer 6.1.1 The obligations under this Agreement shall be binding upon and the benefits of this Agreement shall inure to the Developer, its successors in interests or assigns. 6.1.2 At the time of development of the Property, the Developer will submit such applications and documentation as are required by law and shall comply with the City's Code applicable at the time of building permit review. 6.1.3 The following restrictions shall apply to development of the Property: 6.1.3.1 The Property and improvements located thereon shall be developed in substantial conformance with the Site Plan attached as Exhibit "B" and approved by the Community Development Board ("CDB") as case number FLD2009- 08027, including any conditions.. Any minor revisions or changes to the Site Plan shall be consistent with the approved Site Plan and shall be approved by the Planning Director as a minor modification, pursuant to the Code. Any modifications determined by the Planning Director as either inconsistent with the approved Site Plan or constituting a substantial deviation from the approved Site Plan and thus requiring further approval by the CDB shall require an amendment to this Agreement in accordance with the procedures of the Act and the Code, as necessary and applicable. Any and all such approved and adopted amendments shall be recorded in the public records of Pinellas County, Florida. 6.1.3.2 The Developer shall obtain building permits and shall thereafter timely obtain required certificates of occupancy in accordance with the approved development order for FLD2009-08027 and Code Section 4-407. The Developer shall commence vertical construction, defined as work on the project other than clearing, grubbing, or other preliminary site preparation work, in accordance with applicable provisions of the Code and of the Florida Building Code. The date on which vertical construction commences shall hereinafter be referred to as the "Commencement Date." Nothing herein shall restrict Developer from seeking an extension of these time 4 frames pursuant to applicable provisions of the Code and of the Florida Building Code or from seeking an amendment to this Agreement.. 6.1.3.3 The Developer shall execute, prior to commencement, a mandatory evacuation/closure covenant, substantially in the form of Exhibit "D", that the accommodation use will close as soon as practicable after a hurricane watch that includes Clearwater Beach is posted by the National Hurricane Center. 6.1.3.4 The Developer shall execute and record, prior to receipt of building permits, an appropriate cross-easement as provided in FLD 2009-08026. 6.1.4 Covenant of Unified Use. Prior to the issuance of the first building permit for the Project, the Developer hereby agrees to execute the covenant of unified use and development for the Project Site providing that the Project Site shall be developed and used as a single project, the form of which covenant is attached as Exhibit "E"; provided however, that nothing shall preclude the Developer from selling hotel rooms as the Fractional Share Units, or from selling all or a portion of the Developer's Property in the event that Developer determines not to construct the Project. Additionally, prior to the issuance of the first building permit for the Project, the Developer hereby agrees to execute a Declaration of Unity of Title for the Project Site providing that the Project Site shall be developed and used. as a single project, the form of which Declaration of Unity of Title is available from the City Planning Department. It is understood and agreed that, in the event that the Developer enters into the anticipated covenant of unified use and development, and the Developer elects not to construct the Project and notifies the City of its election in writing, and, alternatively, as of the date of expiration, termination or revocation any rights of Developer to incorporate the Hotel Density Reserve units into the Project, the City shall execute and deliver to the Developer a termination of such covenant of unified use and development suitable for recording in the Public Records of Pinellas County, Florida. Additionally, the City shall execute and deliver to the Developer a Release of Unity of Title suitable for recording in the Public Records of Pinellas County, Florida. 6.1.5 Allocation of Units from Hotel Density Reserve• Return of Units to Reserve Pool. Subject to the terms and conditions of this Agreement, the City hereby allocates and grants to the Developer from the Hotel Density Reserve an additional 79 hotel units to the Project site in accordance with applicable law. Such grant of units is dependent upon the demolition of existing units, as specified in the Demolition Plan included in FLD 2009-08027. In the event this Agreement is terminated pursuant to Section 10 of this Agreement or if any units granted to the Developer from the Hotel Density Reserve are not constructed in conjunction with the Project approved by FLD2009-08027 and in accordance with Paragraph 6.1.3.2, or if any units of the Project fail to meet and maintain the criteria for Hotel Density Reserve units contained in City of Clearwater Ordinance No. 7925-08, said units shall be returned to the Hotel Density Reserve and be unavailable to the Developer for use on the Project, pursuant to Beach by Design. 5 6.1.6 Transient Use. Occupancy in all overnight accommodation units from the Hotel Density Reserve is limited to a term of one month or thirty-one consecutive days, whichever is less. Nothing herein shall prevent the sale of units, in which event, a purchaser of a fractional share unit may own a period of time greater than thirty-one (31) days. 6.2 Obligations of the City. 6.2.1 The City shall promptly process site and construction plan applications for the Property that are consistent with the Comprehensive Plan and the Concept Plan and that meet the requirements of the Code. 6.2.2 The final effectiveness of the re-designations referenced in Section 6.2.1 is subject to: 6.2.2.1 The provisions of Chapters 163 and 166, Florida Statutes, as they may govern such amendments; and 6.2.2.2 The expiration of any appeal periods or, if an appeal is filed, the conclusion of such appeal. 6.2.3 Upon adoption of this Agreement, the Project shall receive 79 units from the Hotel Density Reserve as defined in Beach by Design. SECTION 7. Public Facilities to Service Development. The following public facilities are presently available to the Property from the sources indicated below. Development of the Property will be governed by the concurrency ordinance provisions applicable at the time of development approval, unless otherwise provided by law. With respect to transportation and other public infrastructure and services subject to concurrency requirements, all applicable concurrency provisions for the proposed development have been met. 7.1 Potable water is available from the City. The Developer shall be responsible for all necessary main extensions and applicable connection fees. 7.2 Sewer service is currently provided by the City. The Developer shall be responsible for all necessary main extensions and applicable connection fees. 7.3 Fire protection from the City. 7.4 Drainage facilities for the Property will be provided by the Developer at the Developer's sole expense. 7.5 Transportation concurrency requirements have been met. 6 7.6 All improvements associated with the public facilities identified in Subsections 7.1 through 7.4 shall be completed prior to the issuance of any certificate of occupancy. 7.7 The Developer is responsible for the payment of any required impact fees. SECTION 8. Required Local Government Permits. The required local government development permits for development of the Property include, without limitation, the following: 8.1 Site plan approval(s) and associated utility licenses, access, and right-of--way utilization permits; 8.2 Construction plan approval(s); 8.3 Building permit(s); and 8.4 Certificate(s) of occupancy, SECTION 9. Consistency. The City finds that development of the Property is consistent with the terms of this Agreement, is consistent with the City Comprehensive Plan and the Code. SECTION 10. Termination. 10.1 If the Developer's obligations set forth in this Agreement are not followed in a timely manner, as reasonably determined by the City Manager, after notice to the Developer and an opportunity to be heard, existing permits shall be administratively. suspended and issuance of new permits suspended until the Developer has fulfilled its obligations. Failure to timely fulfill its obligations may serve as a basis for termination of this Agreement by the City, at the discretion of the City and after notice to the Developer and an opportunity for the Developer to be heard. SECTION 11. Other Terms and Conditions. 11.1 Except in the case of termination, until ten (10) years after the date of this Agreement, the Property shall not be subject to down-zoning, unit density reduction, or intensity reduction, unless the City has held a public hearing and determined: 11.1.1 That substantial changes have occurred in pertinent conditions existing at the time of approval of this Agreement; or 11.1.2 This Agreement is based on substantially inaccurate information provided by the Developer; or 11.1,3 That the change is essential to the public health, safety, or welfare. 7 SECTION 12. Compliance with Law. The failure of this Agreement to address any particular permit, condition, term or restriction shall not relieve the Developer from the necessity of complying with the law governing such permitting requirements, conditions, terms or restrictions. SECTION 13. Notices. Notices and communications required or desired to be given under this Agreement shall be given to the parties by hand delivery, by nationally recognized overnight courier service such as Federal Express, or by certified mail, return receipt requested, addressed as follows (copies as provided below shall be required for proper notice to be given): If to the Developer: Agostino DiGiovanni, Francesco Carriera and John Conti, as Co-Trustees of the Tropicana Resort Land Trust; and Flamingo Bay Condominium Developers, LLC 2245 North McMullen Booth Road Clearwater, FL 33759 With Copy to: E. D. Armstrong III, Esq. Johnson Pope Bokor Ruppel & Burns, LLP 911 Chestnut Street Clearwater, FL 33756 If to City: City of Clearwater, City Attorney ATTN: Pamela Akin, Esq. 112 South Osceola Avenue Clearwater, FL 33756 Properly addressed, postage prepaid, notices or communications shall be deemed delivered and received on the day of hand delivery, the next business day after deposit with an overnight courier service for next day delivery, or on the third 3rd day following deposit in the United States mail, certified mail, return receipt requested. The parties may change the addresses set forth above (including the addition of a mortgagee to receive copies of all notices), by notice in accordance with this Section. SECTION 14. ASSIGNMENTS. 14.1 By the Developer. 14.1.1 Prior to the Commencement Date, the Developer may sell, convey, assign or otherwise dispose of any or all of its right, title, interest and obligations in and to the Project, or any part thereof, only with the prior written notice to the City, provided that such party (hereinafter referred to as the "assignee"), to the extent of the sale, conveyance, assignment or other disposition by the Developer to the assignee, shall be bound by the terms of this Agreement the same as the Developer for such part of the Project as is subject to such sale, conveyance, assignment or other disposition. 8 14.1.2 If the assignee of the Developer's right, title, interest and obligations in and to the Project, or any part thereof assumes all of the Developer's obligations hereunder for the Project, or that part subject to such sale, conveyance, assignment or other disposition, then the Developer shall be released from all such obligations hereunder which have been so assumed by the assignee, and-the City agrees to execute an instrument evidencing such release, which shall be in recordable form. 14.1.3 An assignment of the Project, or any part thereof, by the Developer to any corporation, limited partnership, limited liability company, general partnership, or joint venture, in which the Developer (or an entity under common control with Developer) has either the controlling interest or through a joint venture or other arrangement shares equal management rights and maintains such controlling interest or equal management rights shall not be deemed an assignment or transfer subject to any restriction on or approvals of assignments or transfers imposed by this Agreement, provided, however, that notice of such assignment shall be given by the Developer to the City not less than thirty (30) days prior to such assignment being effective and the assignee shall be bound by the terms of this Agreement to the same extent as would the Developer in the absence of such assignment. 14.1.4 No assignee, purchaser, sublessee or acquirer of all or any part of the Developer's rights and obligations with respect to any one Parcel shall in any way be obligated or responsible for any of the Developer's obligations with respect to any other Parcel by virtue of this Agreement unless and until such assignee, purchaser, sublessee or acquire has expressly assumed the Developer's such other obligations. 14..1.5 Notwithstanding any other provision of this paragraph, the sale of individual Interval Ownership Units in the ordinary course of business shall not be subject to the requirements of this paragraph. 14.2 Successors and Assigns. The terms herein contained shall bind and inure to the benefit of the City, and its successors and assigns, and the Developer and, as applicable to the parties comprising Developer, their personal representatives, trustees, heirs, successors and assigns, except as may otherwise be specifically provided herein. SECTION 15. Minor Non-Compliance. The Developer will not be deemed to have failed to comply with the terms of this Agreement in the event such non- compliance, in the judgment of the City Manager, reasonably exercised, is of a minor or inconsequential nature. SECTION 16. Covenant of Cooperation. The parties shall cooperate with and deal with each other in good faith and assist each other in the performance of the provisions of this Agreement and in achieving the completion of development of the Property. 9 SECTION 17. Approvals. Whenever an approval or consent is required under or contemplated by this Agreement such approval or consent shall not be unreasonably withheld, delayed or conditioned. All such approvals and consents shall be requested and granted in writing. SECTION 18. Completion of Agreement. Upon the completion of performance of this Agreement or its revocation or termination, a statement evidencing such completion, revocation or termination shall be signed by the parties hereto and recorded in the official records of the City. SECTION 19. Entire Agreement. This Agreement (including any and all Exhibits attached hereto all of which are a part of this Agreement to the same extent as if such Exhibits were set forth in full in the body of this Agreement), constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof. SECTION 20. Construction. The titles, captions and section numbers in this Agreement are inserted for convenient reference only and do not define or limit the scope or intent and should not be used in the interpretation of any section, subsection or provision of this Agreement. Whenever the context requires or permits, the singular shall include the plural, and plural shall include the singular and any reference in this Agreement to the Developer includes the Developer's successors or assigns. This Agreement. was the production of negotiations between representatives for the City and the Developer and the language of the Agreement should be given its plain and ordinary meaning and should not be strictly construed against any party hereto based upon draftsmanship. If any term or provision of this Agreement is susceptible to more than one interpretation, one or more of which render it valid and enforceable, and one or more of which would render it invalid or unenforceable, such term or provision shall be construed in a manner that would render it valid and enforceable. SECTION 21. Partial Invalidity. If any term or provision of this Agreement or the application thereof to any person or circumstance is declared invalid or unenforceable, the remainder of this Agreement, including any valid portion of the invalid term or provision and the application of such invalid term or provision to circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and shall with the remainder of this Agreement continue unmodified and in full force and effect. Notwithstanding the foregoing, if such responsibilities of any party hereto are thereby limited, to the extent that the purpose of this Agreement or the benefits sought to be received hereunder are frustrated, such party shall have the right to terminate this Agreement upon fifteen (15) days written notice to the other parties. SECTION 22. _ Code Amendments. Subsequently adopted ordinances and codes of the City which is of general application not governing the development of land shall be applicable to the Property, and such modifications are specifically anticipated in this Agreement. 10 SECTION 23. Governins Law. This Agreement shall be governed by, and construed in accordance with the laws of the State of Florida without regard to the conflict of laws principles of such state. SECTION 24. Counterparts. This Agreement may be executed in counterparts, all of which together shall continue one and the same instrument. SECTION 25. Amendment. This Agreement may be amended by mutual written consent of the City and the Developer so long as the amendment meets the requirements of the Act, applicable City ordinances, and Florida law. IN WITNESS WHEREOF, the parties have hereto executed this Agreement the date and year first above written. WITNESSES: Printed Name: Agostino DiGiovanni, as Co-Trustee of the Tropicana Resort Land Trust Printed Name: Printed Name: Francesco Carriera, as Co-Trustee of the Tropicana Resort Land Trust Printed Name: Printed Name: John Conti, as Co-Trustee of the Tropicana Resort Land Trust Printed Name: FLAMINGO BAY CONDOMINIUM DEVELOPERS, LLC, a Florida limited liability company Bv: Agostino DiGiovanni President Printed Name: Printed Name: 11 CITY OF CLEARWATER, FLORIDA Printed Name: By: Printed Name: William B. Horne II, City Manager Attest: Cynthia E. Goudeau, City Clerk Countersigned: Frank V. Hibbard, Mayor Approved as to Form: Leslie K. Dougall-Sides Assistant City Attorney STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Agostino Digiovanni, as Co-Trustee of the Tropicana Resort Land Trust, who is personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Francesco Carriera, as Co-Trustee of the Tropicana Resort Land Trust, who is _ personally known to me or has produced as identification. Notary Public Print Name: 12 STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by John Conti, as Co-Trustee of the Tropicana Resort Land Trust, who is personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Agostino DiGiovanni, as President of Flamingo Bay Condominium Developers, LLC, a Florida limited liability company, on behalf of the company. He is _ personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this _day of , 2009, by WILLIAM B. HORNE, II, as City Manager of the City of Clearwater, Florida, who is _ personally known to me or who _ produced as identification. Notary Public Print Name: Exhibit A Legal Description Exhibit B Site Plan Exhibit C Affidavit of Owner re Contract Exhibit D Covenant regarding Hurricane Evacuation and Development, Use and Operation Exhibit E Covenant of Unified Use #496830 v3 - Hotel B DVA (diGriovanni/Tropicana) 13 EXHIBIT "A" Page 1 of 2 (Hotel B) Parcel No. Street Address Portion of 08/29/15/17604/000/0020 316 Hamden Drive 08/29/15/17604/000/0030 326 Hamden Drive EXHIBIT "A" Page 2 of 2 HOTEL "B" Lots 1, 2, 3, 4, 2A, 3A, 4A and the Southerly 8.60 feet of Lot lA, COLUMBIA SUBDIVISION NO.3, according to the plat thereof as recorded in Plat Book 27, Page 46, of the Public Records of Pinellas County, Florida. LESS AND EXCEPT That part of said Lots 1 and 2, described as follows: Commence at the Northeast corner of said Lot 1 for a Point of Beginning; thence Southerly along the Easterly boundary of said lot 1, said line also being the Westerly right-of--way line of Hamden Drive (Hamilton Drive per plat), 167.41 feet along the Arc of a curve concave to the West having a Radius of 6507.52 feet, Chord Bearing and Length being S 06°45'36" W, 167.41 feet; thence N 83°02'46" W, 99.73 feet; thence S 06°57'14" W, 61.00 feet; thence S 09°04'50" W, 23.34 feet; thence N 81°44'25" W, 10.77 feet to a point on the Westerly boundary of aforesaid Lot 2; thence Northerly along the Westerly boundary of aforesaid Lots 2 and 1, 248.79 feet along the Arc of a curve concave to the West having a Radius of 6397.52 feet, Chord Bearing and Length being N 07°08'39" E, 248.77 feet to the Northwest corner of aforesaid Lot 1, thence S 84°27'30" E, along the North boundary of said Lot 1, said line also being the South right-of--way line of Third Street, 110.00 feet to the Point of Beginning. The parcel contains 35,730.06 square feet or 0.820 acres, more or less. Spanish Tile Roof Reds and Gray-Browns Metal Awnings - Pi\C-Clad Burgundy Body Color 2 (BC-2) SW 6387 Compatible Cream Body Color 1 (BC-1) SW 6658 \Y'clcomc \Y'hite Base Color 2 (13A-2) SW 7562 Roman Column I3ase Color 1 (13A-1) SW 6356 Copper Mountain t , ~ ~ o .o~,,.,,a .~ .~, - - ~.. _ _ __ , - , ,. i 1 ~ ,..~. U 0 ® E~ p ~ 0 ~ 8 ~ ~~ ~ ~wr ., -- t~ ~ _ t ~ 1Ma IbY ~ '. .. ~ ® a~wl• IYYI ` ; , --~x\ !-+-~ , ` ..... 1 r - Y ~"CI~- F ~.,., ..~ - ~.,d ~ L~ }I i ~_ ~~ ~ E~ ~_Q __ _._ _.'.- ~ d .~ ~s cirri ~ J - ~ va ~ .. ~ bMi YYYry ~ ~ - _ i ____._ - _ 77 ~ .. i ~ ~~ off ~~'XQrD `.. ~ ~ba bYl. ~ ~~ '- K.\ . i ~1 __ i. ~ ~ - __ ~~ Y _, ~~:. "~~ ~ ' t~ ~ ~ i Y[ • ~ ~ _ . I 5~ ~ • - . y~yy 1M11W 11 iv YK Uxpv9 _.._.. _. _._.-_ Building'B" BuiNinp"A' ~ IEAST ELEVATION - HAMDEN DRIVE ~~ J'.r.,c, av auar. r.m BP: lull:v t lulcruua-i 11:1 x~asl ~iu~q wc~~ iM~. a aswl 1 xvl.a7swgu rxw.agn.uvvs M9000170~ J W H O ~ ~ F ~ O W ~ ~ 2 Q U ° a O H ololawg ~~ wKi~~ 11109 BtYAfgll( A7 _ ~~~ ~~NORTH ELEVATION-3RD STREET ecuel ~o BP:a~ Behar + pnlerulecz ..CIS wvr wont' weq• pcnumb, M1 sR501 18505]5.84&5 (850.199.0295 AA26001]01 PROJECT LOG ~M16"A'~'d"'~ ''~. DIGI.O910 f a~[ rsv~ 3AUGU9T ]009 ~e~rvM +wr~c. in1~. EAST ELEVATION-HAMDEN DRIVE NOTE:9EE COlOp ELEVATION SHEET A]FOp PAINT AND ~~~+ a•'.1~m MATERUL COLORb °^ 1e,~ m ux1 ELEVATIONS A3 tlMltlinp "B" Builtling "A" -- e,~~,eoNe,K~n~F = -- - _ . _ __ _ ~ .~ z naN __ -- _ _ w i i --- - i Maul lmi~ lwala Haul 2 ~«~~x wnxp ~ 4 tm~x vanity ~~ __ - ~~ ~~ i - _ -T -- ~ ~ ~ Q - : w~up l~.ux vane un x lmii h N~ _. ~ - --_ - __ -- - Y ~. ~ _~ Y ~ nerx Building"A" A.x ca onx Building"S" eeJ euildinq "B" Bolding"A" ~1SOUTH ELEVATION NOTE: SEE COLOR EIEVATgN SHEET A] FOR PAINT AND MATEPIAL COLORS ~Z `~See11J ~~ORTH ELEVATION (HOTEL B) NOTE: SEE COLOR ELEVATION bNEET A] FOR PAINT AND MATEPIAL COLORS eoovtaanx Arun iouxn ronoasievtL rveKx ueanlnaKiNC6 ......__._....._.. witx e%Twpn oe -__. ..-._ ........... ...._.____...- .._-...._._~ ~~~] wrce exaenwnw uoo. -__ g ~ _ - _ ..._ ...,..... ...._..........__ ..........._.... .............._...-~ .~ ~ n M Waal :: -_ ... ~ ....._._ --, ~ @ ~~'T'7 ® W ® Ll.l L:1 ® ® ®® -_ a ~',® ® ® ® ® Demn,,lxe.neuu -- _ ~- . a ~d. e ~ -- ! ~ - -- - m ~ - ~ _ _ ~ ~( ; ®~ I~ ®I - i - - - ®~~ ® ®® ~ ® Z ~ .~ L e i ~ - '- --. ~ ~ _. __ - , ~ ~ _ ®® ~-® I a ... - _ - T-.- ~ _ - - s _ - __ _ r - r~ ~ I~ ~~ _ .,, _ .n . ~ ,~ _ L~. x ea ~ ~ .~ ~_~~~ ~ t e. - ~ - _ ~. ~ ,I , - u ~ I _ D T _ _,o ~~ ' o 0 0~-_ - ~ ~o--rc- ~ . ro ,x ~ ---_ _ • ~ ~ _- _-~_.._N 4 ei V~p Be a.se ca onx Building"A" Building'B" y,~~LOnx / `WEST ELEVATION-CORONADO DRIVE NOTE: SEE COLOR ELEVATION SHEET A]FOR PAINT AND ~~~~ e. nm MATEPIAL COLORS ec~LV I m . O . .~ 0• . ~- ®• O ~5-- i--- r-- O i i I i I .w ~ I~ :« i ~ i4 I L s ~ ~ ~ I 4 1 n I 's ~ ~' I~ s I r I f I I ~~ !;. I ~ ~ xxI al ~E . i ~~ T Z i ~~ i ., i ~t ' i ~~_ 3 3 ° i 'W3' r EXHIBIT C Evidence of Ownership (deeds) I#': 2005300871 BK: 14494 PG: 2393, 08/01/2005 $18.50 D DOC STAMP COLLECTION $27300.00 KEN COUNTY, FL BY DEPUTY CLERK: CLKDMCI ..'~ -. :, fL k '`i W A --~R R A N T Y at 03:34 PM, RECORDING 2 PAGES BURKE, CLERK OF COURT PINELLAS D E E D /~~ ~a ~Y THIS WA;RRA'NTY DEED is given this ISF day of~j', ,~ , 2005, by MANNA 7. SHAH, an unremaiziel'widow, Individually, and as Surviving Trustee of the Shah Family Trust dated July 16,,19; =~-well as in her capacity as Trustee of the Marital Trust "A" and Decedent's Trust "B" un~le~-'tli~shah Family Trust Agreement dated July 16,1993 ("Grantor") to FLAMINGO BAY CON,DQ~~IIJM DEVELOPERS, LLC, a Florida Limited Liability Company ("Grantee") whose ma4~ai~g'address is 163 Bayside Drive, Clearwater, FL 33767 I;T~IESSETH, that the Grantor, for and in consideration of Ten Dollars ($10.00} and other tialuable consideration to Grantor in hand paid by Grantees, the receipt and sufficiency of fiereby acknowledged, has granted, bargained, and sold to the Grantees, and Grantees' cessors and assigns forever, the following real property, in Pinellas County, Florida, as follows: ,., _ .. ~` The Southerly 45 feet of Lots 2 and ZA, and all of-Lots 3, 3A, 4 and 4A, Columbia ~'' `' ~` y Subdivision No. 3, recorded in Plat Book 27, page 46, Public Records of Pinellas '~ ~= ~`~°` County, Florida Parcel No. 08/29/15/17604/000/0030 Together with, but without warranty, all riparian rights, rights of accretion and reliction and other water rights appurtenant to said property. TOGETHER with all of the tenements, hereditaments, and appurtenances thereto belonging or in any way appertaining, subject only to all easements, covenants, conditions, restrictions, reservations, and like matters of record, if any (provided, however, that this reference shall not serve to reimpose same) and ad valorem taxes for the current year and all subsequent years; AND, the Grantor does hereby covenant with the Grantees that the Grantor is fully seized of the described real property in fee simple; that the Grantor has good right and lawful authority to sell and convey the described real property; that the described real property is free from encumbrances, except as indicated herein; that the Grantees shall have quiet possession of the described real property; that the Grantor will execute or procure any further necessary assurances of title to the described real property; and that the Grantor hereby fully warrants the title to BoiYralre: Douglas N. Menchise, P.A. 300 Turner Street Clearwater, FL 33756 PINELLAS COUNTY FL OFF. REC. BK 14494 PG 2394 .~ ~, .~-."; the described real property atld, vr~ill defend the same against the lawful claims of all persons whomsoever. ~' :i IN WITNESS WIl(E1OF, the Grantor has executed this deed as of the day and year first above written. Signed, sealed & in the presence 4 M ^4. f~ ~:, '~3 '~ '\yi- .~ / L ''}~ z:_ S~A~'E OF FLORIDA ) t~~'- ~'~ )ss. Clearwater =`~°-..`COUN'TY OF PINELLAS ) \-,: Ma a J. Shah, an unr married widow, ividually and as Surviving Trustee of The Shah Family Trust dated 7/16!1993, and Tnlstee of Marital Trust "A" and Decedent's Trust "B" Underthe Shah FamilyTrust dated 7/16/1993 I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared MANNA J. SHAH, ^ who is know to me or Q"who produced ~,, ~~G ~ ,~.w,.,, Q„;•~-~..,,~_ as identification and who executed the foregoing instrument and acknowledged before me the execution of the same. WITNESS my hand and official seal in the County d State last aforesaid this ~_ day of ~~- , 2005. NOTARY PUBLIC My Commission Expires: ~,-~ w~ Notary Public State of Fb~ida . Sandra L Servid'a R:\wp511CLIENTS\SHAH\WARRANTY DEED TO FLAMINGO BAY CONDOMINIUM . ryran~ Expir~~s~ 31918 I#': 2009470137 BK: 13977 PG: 909, 12/02/2004 at 05:35 PM, RECORDING 3 PAGES $27.00 D DOC STAMP COLLECTION $24850.00 KARLEEN F. DE BEAKER, CLERK OF COURT ` PINELLAS COUNTY, FL BY DEPUTY CLERK: CLKDM03 '~~ PREPARED BY AND RETQRZI_'TO~:•'; nU~~ Stephen O. Cole, Esgt~r ~;~1 Macfarlane Fergusor}•`,~`McMullen ~. 625 Court Street, ~at~ 200 Post Office Box Y6~~•~•~('33757) Clearwater, Flom}cia`• 33756 ;~ '>, "-- WARRANTY DEED { 1= TH~~.,~TNDENTURE made this ~ay of December 2004, between JEDE`j,:C{iR1~ORATION INC. , a Florida corporation, of the County of Pi,rie1~~5, and the State of Florida, Party of the First Part, whose ,;sy., Fn`ar~I'i..~ig address is 2919 West Bay Drive, Belleair Bluffs, Florida ``^_3~~770, and JOHN CONTI, FRANCESCO CARRIERA and AGOSTINO DIGIOVANNI, ~.' z~'•,':as,Co-Trustees of TROPICANA RESORT LAND TRUST, with full power and ` jauthority either to protect, conserve and to sell, lease, encumber, including all powers as setforth in F.S.689.071, or otherwise dispose of the real property described herein, Party of the Second Part, whose mailing address is ~~ 3 A~-YS/ ~ b ~, ~ G~ ~~~, ~ 3 3~ ~ ~ . W I T N E S S E T H: That the-said Party of the First Part, for and in consid- eration of the sum of Ten Dollars ($10.00) to it in hand paid by the said Party of the Second Part, the receipt whereof is hereby acknowledged, has granted, bargained, sold, unto the said Party of the Second Part and its successors and assigns forever, all that certain parcel of land lying and being in the County of Pinellas, and State of Florida, more particularly described as follows: SEE EXHIBIT "A" ATTACSID HERETO AND MADE A PART HEREOF. Subject to 2005 real estate taxes; and restrictions, reservations and easements of record. Parcel I.D. No. 08/29/15/17609/000/0010 Together with all the tenements, hereditaments and appur- tenances, with every privilege, right, title, interest and estate, -1- e PINELLAS COUNTY FL OFF. REC. BK 13977 PG 910 dower and rig~it4~o~ dower, reversion, remainder and easement thereto belonging~or in anywise appertaining. TO HAV~~:"AND TO HOLD the same in fee simple forever. And t,H •'a$.eid Party of the First Part does covenant with the ,~: 'S said PaXtjr•.~;n~ the Second Part that it is lawfully seized of the said pzem}des, that it are free of all encumbrance, and that it has;g¢'gd; right and lawful authority to sell the same; and that _S '- " sa?~~arty of the First Part doth hereby fully warrant the title std:,s_`aid land, and will defend the same against the lawful claims -., . ~. `- o~f -all persons whomsoever. •l`•. i. .~' v. <~`•;`? IN WITNESS WHEREOF, the said Party of the First Part has 1~hereunto set its hand and seal the day and year first above writ- ten. Signed,, Sealed and Delivered ~ in Our Presence: JEDE CORPORATION, INC., a Florid corporation By. Pr • Named~ nn~ s~~. ,,,~, Deborah Well , as President (fie Print Name ~ ~ Cofc STATE OF FLORIDA COUNTY OF PINELLAS I HEREBY CERTIFY that before me personally appeared DEBORAH WELLS, as President of JEDE CORPORATION, INC., a Florida corporation, ~ to me personally known, [ ] or who has produced a current/valid driver's license as identification and who did take an oath, known .to me to be the persons described in and who executed the foregoing instrument, and severally acknowledged the execution thereof to their free act and deed as such officers, for the uses and purposes therein expressed, and the said instrument is the act and deed of said corporation. WITNESS my hand~nd offi 1 seal at Clearwater, said County and State, this ~ day of ,~ ~ 2009. Not r Publi Pr nt Name: My Commission Expires: [SEAL) J°d N'Fi. JPwlnry„o,d ~, Cam~r~bn oDt~sns 7,a~ ~„p,s~~o.sooe -2- PINELLAS COUNTY FL OFF. REC. BK 13977 PG 911 EXIII6I2 1 i_f-, ~~ `„``•- ,` ~., v~ PARCEL 1: ~~ Lots 1 and lA, COLANDZA SUDDIV23ION NO. 3, according to plat thereof recorded in Plat Dock 27, page au, Public Records of Pinellas County, Florida; LESS~tb'e,South 26.5 feat of said Lot lA; and also lass th• follovinq descritSed portion of Lot is Begin at a point in the West boundary o1'~sird Lot :, vhieR said point is_locatod 21.a7 feet North along the'tp~•id:?line from the 6outhWest corner of said Lot fora Point of Beginning-;-'<esd from the Point of Beginning thus established, run thence HoutA a_dlbtance ot2a.H7 feet to tbs Douthvest corner of said Lot 1; run th~4oe~:_~asc along the 6outh boundary of said Lot i, a distance of 110 tsaet%Gp tye southeast corner of said Lot; run thence North along CDs £asti'-boiffidar7 of said lot a distance of 26.5 feet; run thence Wes: Sn a .er~idti['_ine to the established point of beginning. 3bree (1) in Block A of COLUNDSA Ho. 2 according to the sap or plat sof as .-ecorded in Plat Dook 2. Page 79 of the Public Records of lies County, Florida. , 9 I#: 3004487453 BK: 14004 PG: 577, 12/15/2004 at 02:16 PM, RECORDING 5 PAGES $94.00 D DOC STAMP COLLECTION $4433.80 KARLEEN F. DE BEAKER, CLERK OF COURT ° PINELLAS COUNTY, FL BY DEPUTY CLERK: CLKRD25 j` . ~_; , j ..:" , .. Rewrding: + 4400 Day. Q,a 3Z. a3 Int. tax: TOTAL: (b 7 ; ._ THIS INSTRUMENT WAS PREPARED BY AND, AFTER RECORDING, RETUk,N'TO David R Pun~ak, Esquire '"' CARLTON FIELDS, P.A:~ 200 Central Avenue, Suit42300 ;' St. Petersburg, Florida 33701 " (727)821-7000 '., .c, j (727) 8223768 (Faegillule)" Grantee's TiN3 Parcel Nos.;~d8~ ,'175586-001-0010 ;'~08.;j9~15-175586-001-0020 ~, v ';,ti `, WARRANTY DEED i~ j~tl`HIS WARRANI'1' DEED is given this ~ day of December, 2004, by ~~I;$XANDROS GALIATSATOS, as Trustee of the ALEXANDROS GALIATSATOS INTER r-~VdDS TRUST AGREEMENT DATED MARCH 3, 1997, and STAMO G. GALIATSATOS, ;"ztia~,"Trustee of the STAMO GALIATSATOS INTER VIVOS TRUST AGREEMENT DATED ;~,~ 4, ~+tARCH 3, 1997, whose mailing address which is 305 Coronado Drive, Clearwater, Florida ~` ';3767 (collectively "Grantor") to AGOSTINO DIGIOVANNI, FRANCESCO CARRIERA, and ``~ JOHN CONTI, as Co-Trustees of the TROPICANA RESORT LAND TRUST, together with full power-and authority to conserve, preserve, protect, sell, lease, mortgage, develop, subdivide or otherwise manage and dispose of the real property described herein, including all those powers as set forth in Florida Statute section 689.071, whose mailing address is 163 Bayway Drive, Clearwater, Florida 33767 ("Grantee"). WITNESSETH: THAT GRANTOR, for and in consideration of TEN AND NO/100THS DOLLARS (510.00) and other good and valuable consideration, to Grantor in hand paid by Grantee, the receipt and legal sufficiency of which are hereby acknowledged by Grantor, has granted, bargained, and sold to Grantee, and Grantee's successors and assigns forever, all Grantor's tmdivided one third (l/3) interest (1/6 interest from each Grantor) in all of the real property in Pinellas County, Florida, described in Exhibit "A" attached hereto and by this reference made. a part hereof (the "Pro ert '); TOGETHER with: (i) alI of the right, title, interest, claim, and demand which Grantor has in.and to, all and singulaz, the benefits, rights, privileges, easements, tenements, hereditaments, and other appurtenances pertaining to the Property, if any; and (ii) all improvements of whatever kind, character, or description to or on the Property, if any; SUBJECT TO ad valorem taxes for the year 2005 and any other taxes or assessments levied or assessed against the Property subsequent to the date hereof, and all of the matters described in Exhibit "B" which is attached hereto and by this reference made a part hereof (collectively, the "Permitted Exceptions"); S7P!l576982:1 1 PINEI.LA.S COUNTY FL OFF. REC. BK 14004 PG 57Q `~4 TO HAVE AND TO HOLD the same in fee simple forever; and GRANTOR hereby covenants with Grantee that it is lawfully seized of the Property in fee simple; that it has .good; right and lawful authority to sell and convey the Property, that it hereby fully warrants t)2e-title to the Property and will defend the same against the lawful claims of all persons whomsoeZer; and that the Property is free of all encumbrances, except for the Permitted Exceptign~. .; . -.~ . This is ~o~inercial property and is not, nor has it ever been, the Homestead of the Grantor. .^ `- ;~~' ~. IN 1'Tt~SS WHEREOF, Grantor has executed this Warranty Deed on the day and year first above~'Cten_ ,~ c L ~--~~r ~-2; ~ANDROS GALIATSAT S, AS TRUSTEE OF THE ALEXANDROS GALIATSATOS INTER VIVOS TRUST AGREEMENT DATED MARCH 3, 1997 i '~ <~ 305 Coronado Drive Clearwater, Florida 33767 9 STAMO G. GALIATSATOS, AS TRUSTEE OF THE STAMO GALIATSATOS INTER VIVOS TRUST AGREEMENT DATED MARCH 3, 1997 305 Coronado Drive Clearwater, Florida 33767 (Print name legrbly on this line) S7PM576982-1 PINE~LLA.S COUNTY FZ OE'F. REC. BK 14004 PG 579 -~> STATE OF FLORIDA ) ~' COUNTY OF PINELLAS..'; f.~.~% The foregoing instr'itment was aclmowledged before me this L day of __~~,~ 2004, by ALEXANDR ~ ,f•,ALIATSATOS, as Trustee of the ALEXANDROS GALIATSATOS INTER VNOS TRUS~AGItEEMENT DATED MARCH 3, 1997 individua n t~ehalfc~ the Trust. He is personally ]mown to me or has produced ~~ te) driver's license ~ no. (p q3~- Q~=`~~ - 0~4 -b as identification. `4 k`' \ `~'~..\4i ~. My Commis`sioiz.I;xpires: ,,.; ` ~~ ' ' NOTARY PUBLIC (Sign e) ~~,.r. -. r Kn~~ooanooo ~,~ERa~s: sepk~Merz9, zoos (Printed Name) /' ^4 ~ !\;k . 7 ~4`» [``4 ~ ~~" ~~STATE OF FLORIDA COUNTY OF PINELLAS (Title or Rank) (Serial Number, if any) The foregoing instrument was acknowledged before me this _ day of 2004, by STAMO G. GALIATSATOS, as Trustee of the STAMO GALIATSATOS INTER VIVOS TRUST. AGREEMENT DATED MARCH 3, 1997, individually a ~a e Trust. She is personally known to me or has produced ~~ (nac driver's license no fi-A?~._~~-rl~D-3~~ r(6~- 0 as identification. My,Commission Expires: TARY SEAL) "`~ ma, ~~~o~ '~ ~~ ub,.+., NOTARY P LIC (Sign ~i-rn'~t v n?,~ (Printed Name) (Title or Rank) (Serial Number, if any) STPof5769ffi.I PIN>;r•r.nS COUNTY FL OFF: REC. BK 14004 PG 580 ,~ r. "t? EXHIBIT "A" ':~.~ }Leval Descriation of Proaerty ,~~_ Lots 1 and 2, Block A, CO~LIMBIA SUB. N0.2, according to the map or plat thereof as recorded in Plat Book 2I;~Fage 79, of the Public Records of Pinellas County, Florida. "~~. 1., i _~' `; \ ti .:t •.~" i, ~~~ ,`st . ASS ` l `a~. ~\~ .mil ~t~ `v S77'M576982.1 PINIILLA.S COUNTY FL OFF. REC. BK 14004 PG 581 :.~ a _t, ~f ~`~ ~ EXHIBIT "B" :~ ;• `,.. Permitted Exceations ,;:~ ,~ 1. Taxes for the y6pi`~1)g5, and all subsequent years, which are not yet due and payable. 2. Matters on,PLat recorded in Plat Book 21, Page 79, of the Pnblic Records of Pinellas County, Florida.., ~'~ ~``;' _t ~.. 3. Rights•a#'tenants and possession under verbal leases. . " _ > ~. 4. Deelar'ati~rT of Unity of Title recorded in Officia] Records Book 9849, beginning at Page 292, of the ;?ulilic Records of Pinellas County, Florida. 5. ;Rights •of the United States Government andlor the State of Florida arising under the UnitedStafes Government control over navigable waters and the inalienable rights of the State of Florida :in the lands or water of similar character, as to any part of the Property which is sttbm~ged beneath navigable waters or maybe artificially filled in land in what was formerly rs~vigaJile waters; and any accretions thereto. .' "e 1\ STPN576982.1 V I#: 20r*5019858 BK: 14067 PG: 1895, 01/18/2005 at 03:14 PM, RECORDING 2 PAGES $18.50 D DOC STAMP COLLECTION $15400.00 KEN BURKE, CLERK OF COURT PINELLAS COUNTY, FL BY DEPUTY CLERK: CLKDMC3 r ,. ... .,, 5 I .., WARRANTY DEED THIS WA7tRANTY DEED made the ~ day of January, 2005, by SEACOVE PARTNER~FtIP;,`-an Illinois General Partnership, hereinafter called the grantor, to AGOSTINO`, btGIOVANNI and FRANCESCO CARRIERA and JOHN CONTI, as Co- Trustees ~.fhe Tropicana Resort Land Trust, with full power and authority to deal in and with the;p[operty or any interest therein including full power and authority to protect, conseryi; sell, lease, encumber, develop, manage or dispose of the property, including all ~~ powers under FS689.071(1), whose mailing address is 163 Bayway Drive, Clearwater, FL 3767 jiereinafter called the grantees: ~'~.~~ ' 11VITNESSETH: That the grantor, for and in consideration of the sum of TEN t ~... ,.. `•-($'10:OOj DOLI~4RS and other valuable considerations, receipt whereof is hereby ;% ~_a~nowledged, hereby grants, bargains, sells, alienss, remises, releases, conveys and ~;~onfirms unto the grantees, all that certain land situate in Pinellas County, Florida, to-wit: FOR LEGAL SEE EXHIBIT °A" ATTACHED HERETO TOGETHER with all the tenaments, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD, the same in fee simple forever. AND the grantor hereby covenants with said grantees that the grantor is lawfully seized of said land in fee simple; that the grantor has good right and lawful authority to sell and convey said land; that the grantor hereby fully warrants the title to said land and will defend the same against the lawful claims of all persons whomsoever; and that said land is free of all encumbrances, except taxes accruing subsequent to December 31, 2004. IN WITNESS WHEREOF, the said grantor has caused these presents to be signed and sealed the day and year first above written. Signed, sealed and delivered in our presence: Print: Print: C~-~J SEACOVE PARTNERSHIP, an Illinois General Partnership e L. oberson, enera Partner By:.~~P y Paul J.~obscheid, General Partner STATE OF FLORIDA COUNTY OF PINELLAS I HEREBY CERTIFY that on this day, before me, an officer duty authorized in the State aforesaid and in the County aforesaid, to take acknowledgments, personally appeared EARLE L. ROBERSON and PAUL J. HOBSCHEID, General Partners of SEACOVE PARTNERSHIP, an Illinois General Partnership, who are personally known to me or who produced driver's licenses as identification. They acknowledge that they executed the foregoing Warranty Deed for an on behalf of said partnership. /9 V1/ITNESS my hand and seal in the County and State last aforesaid this ~ day of January, 2005. n / / _ /A REiS1fiT1 Ta: Prepared by: JERRY C. COBB, ESQiJIRE 501 S. Ft. Harrison Ave., #206 Cleanaater, FL 33756 "TM~r+coot~u o~ 'o"°~°~+u°ero''r~w~ 4ni ric PINELLAS COUNTY FL OFF. REC: BK 14067 PG 1896 .' .. ~f ``i ` T't PARCEL NO.1:~` .-'~~ Lot 4 in Bloel~,'A,ofCOLUMBIA SUBDNiS10N N0.2, according to the map or plat thereof regtirde~iri~Plat Book 2I, Page 79, of the Public Records of Pinellas County, Florida. L'uls..~~\~and 2-A, COLUMBIA SUBDIVISION NO.3, LFSS the Southerly 45 feet thereof; arid,iliaf part of Lot 1 in COULUNIDIA SUBDNISION N0.3, described as follows: Begin ~'` ;-~,i`pont in the West boundary of said lot,. which said point is located 24.87 feet North along ` `'said~line from the Southwest corner of said lot for a Point of Beginning; and from the Point '-''~~Q~Beginning thus established, run thence South a distance of 24.87 feet to the Southwest ~~`` ~COrner of said lot; run thence East along the South boundary of said Iot a distance of 110 feet l` `~~ w ='to the Southeast comer of said for tun thence North alon the East bound of said lot a 8 aTY r-'~' `~ distance of 26.5 feet; rua thence West in a straight lice to the estabIIshed Point of Beginning. ~~.'=.~ Together with the South 26.5 feet of Lot 1-Ain said COLUNIDIA SUBDIVISION N0.3, ~,-~ ~ `'~~ according to the map or plat thercofrecorded in Plat Book 27, Page 46, of the Public Records '- "~ of Pinellas County, Florida. E}~iIBIT "A" EXHIBIT D COVENANT REGARDING HURRICANE EVACUATION and DEVELOPMENT, USE AND OPERATION DECLARATION OF COVENANTS AND RESTRICTIONS THIS DECLARATION OF COVENANTS AND RESTRICTIONS ("Declaration") is made as of the day of 2009, by Agostino DiGiovanni, Francesco Carriera and John Conti, as Co-Trustees of the Tropicana Resort Land Trust and Flamingo Bay Condominium Developers, LLC, a Florida limited liability company (collectively, "Developer"). Developer is the owner of fee simple title to the real property described in Schedule 1 attached hereto and made a part hereof (hereinafter, the ("Real Property"). The City of Clearwater, Florida (the "City"), has amended its Comprehensive Plan to designate Clearwater Beach as a Community Redevelopment District pursuant to the Pinellas County Planning Council Rules in order to implement the provisions of Beach by Design, a plan for the revitalization of Clearwater Beach. The designation of Clearwater Beach as a Community Redevelopment District (the "Designation") provides for the allocation of Hotel Density Reserve Units as an incentive for the development of mid-size quality hotels. Pursuant to the Designation, the allocation of Hotel Density Reserve Units is subject to compliance with a series of performance standards, including a requirement that resorts containing a hotel developed with Hotel Density Reserve Units shall be closed and all Guests evacuated from such resorts as soon as practicable after the National Hurricane Center posts a hurricane watch that includes Clearwater Beach. The purpose of such evacuation is to ensure that such a Resort Hotel is evacuated in advance of the period of time when a hurricane evacuation would be expected in advance of the approach of hurricane force winds. The City has granted, by City Council Resolution ,passed and approved on Developer's application for Hotel Density Reserve Units pursuant to the Designation, subject to Developer's compliance with the requirements of the Designation. Developer desires for itself, and its successors and assigns, as owner, to establish certain rights, duties, obligations and responsibilities with respect to the use and operation of the Real Property in accordance with the terms and conditions of the allocation of the Hotel Density Reserve Units to the City and the Designation, which rights, duties, obligations and responsibilities shall be binding on any and all successors and assigns and will run with the title to the Real Property. THEREFORE, in consideration of the covenants and restrictions herein set forth and to be observed and performed, and in further consideration of the allocation of Hotel Density Reserve Units to Developer, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, Developer hereby declares, covenants and agrees as follows: 1. Benefit and Enforcement. These covenants and restrictions are made for the benefit of Developer and its successors and assigns and shall be enforceable by them and also for the benefit of the residents of the City and shall be enforceable on behalf of said residents by the City Council of the City. 2. Covenant of Development, Use and Operation. Developer hereby covenants and agrees to the development, use and operation of the Real Property in accordance with the provisions of this Declaration. 2.1 Use. The use of the resort on the Real Property is restricted as follows: 2.1.1 Occupancy in the overnight accommodation units from the Hotel Density Reserve is limited to a term of one month or thirty-one (31) consecutive days, whichever is less. Such units must be licensed as a public lodging establishment and classified as a hotel, and must be operated by a single licensed operator of the hotel. No hotel unit shall be used as a primary or permanent residence. 2.1.2 Nothing herein shall prevent a purchaser of a fractional share unit from owning a period of time greater than 31 days, provided every occupancy is limited to a term of one month or thirty-one (31) consecutive days, whichever is less. All hotel units shall be licensed as a public lodging establishment, a portion of which may be classified as a fractional share unit. No unit shall be used as a primary or permanent residence. 2.1.3 As used herein, the terms "transient occupancy," "public lodging establishment," "hotel," "time share," and "operator" shall have the meaning given to such terms in Chapter 509, Part I, Florida Statutes (2009). 2.2 Closure of Improvements and Evacuation. The Hotel developed on the Real Property shall be closed as soon as practicable upon the issuance of a hurricane watch by the National Hurricane Center, which hurricane watch includes Clearwater Beach, and all Hotel guests, visitors and employees other than emergency and security personnel required to protect the resort, shall be evacuated from the Hotel as soon as practicable following the issuance of 2 said hurricane watch. In the event that the National Hurricane Center shall modify the terminology employed to warn of the approach of hurricane force winds, the closure and evacuation provisions of this Declaration shall be governed by the level of warning employed by the National Hurricane Center which precedes the issuance of a forecast of probable landfall in order to ensure that the guests, visitors and employees will be evacuated in advance of the issuance of a forecast of probable landfall. Effective Date. This Declaration shall become effective upon issuance of all building permits required to build the project ("Project") and Developer's commencement of construction of the Project, as evidenced by a Notice of Commencement for the Project. This Declaration shall expire and terminate automatically if and when the allocation of Reserve Units to the Developer expires or is terminated. 4 Governing. This Declaration shall be construed in accordance with and governed by the laws of the State of Florida. 5 Recording. This Declaration shall be recorded in the chain of title of the Real Property with the Clerk of the Courts of Pinellas County, Florida. 6 Attorneys' Fees. Developer shall reimburse the City for any expenses, including reasonable attorneys' fees, which are incurred by the City in the event that the City determines that it is necessary and appropriate to seek judicial enforcement of this Declaration and the City obtains relief, whether by agreement of the parties or through order of a court of competent jurisdiction. 7 Severability. If any provision, or part thereof, of this Declaration or the application of this Declaration to any person or circumstance will be or is declared to any extent to be invalid or unenforceable, the remainder of this Declaration, or the application of such provision or portion thereof to any person or circumstance, shall not be affected thereby, and each and every other provision of this Declaration shall be valid and enforceable to the fullest extent permitted by law. [SIGNATURES PAGES TO FOLLOW] 3 IN WITNESS WHEREOF, Developer has caused this Declaration to be executed this , day of 2009. WITNESSES: Printed Name: Printed Name: Printed Name: Printed Name: Printed Name: Printed Name: Agostino DiGiovanni, as Co-Trustee of the Tropicana Resort Land Trust Francesco Carriera, as Co-Trustee of the Tropicana Resort Land Trust John Conti, as Co-Trustee of the Tropicana Resort Land Trust FLAMINGO BAY CONDOMINIUM DEVELOPERS, LLC, a Florida limited liability company Printed Name: Printed Name: Printed Name: Printed Name: Agostino DiGiovanni President CITY OF CLEARWATER, FLORIDA By: William B. Horne II, City Manager Attest: 4 Cynthia E. Goudeau, City Clerk Countersigned: Frank V. Hibbard, Mayor Approved as to Form: Leslie K. Dougall-Sides Assistant City Attorney STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Agostino Digiovanni, as Co-Trustee of the Tropicana Resort Land Trust, who is personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Francesco Carriera, as Co-Trustee of the Tropicana Resort Land Trust, who is personally known to me or has produced as identification. Notary Public Print Name: 5 STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by John Conti, as Co-Trustee of the- Tropicana Resort Land Trust, who is personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Agostino DiGiovanni, as President of Flamingo Bay Condominium Developers, LLC, a Florida limited liability company, on behalf of the company. He is personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this _day of , 2009, by WILLIAM B. HORNE, II, as City Manager of the City of Clearwater, Florida, who is personally known to me or who produced as identification. Notary Public Print Name: 6 SCHEDULE A HOTEL "B" Lots 1, 2, 3, 4, 2A, 3A, 4A and the Southerly 8.60 feet of Lot lA, COLUMBIA SUBDIVISION N0.3, according to the plat thereof as recorded in Plat Book 27, Page 46, of the Public Records of Pinellas County, Florida. LESS AND EXCEPT That part of said Lots 1 and 2, described as follows: Commence at the Northeast corner of said Lot 1 for a Point of Beginning; thence Southerly along the Easterly boundary of said lot 1, said line also being the Westerly right-of--way line of Hamden Drive (Hamilton Drive per plat), 167.41 feet along the Arc of a curve concave to the West having a Radius of 6507.52 feet, Chord Bearing and Length being S 06°45'36" W, 167.41 feet; thence N 83°02'46" W, 99.73 feet; thence S 06°57'14" W, 61.00 feet; thence S 09°04'50" W, 23.34 feet; thence N 81°44'25" W, 10.77 feet to a point on the Westerly boundary of aforesaid Lot 2; thence Northerly along the Westerly boundary of aforesaid Lots 2 and 1, 248.79 feet along the Arc of a curve concave to the West having a Radius of 6397.52 feet, Chord Bearing and Length being N 07°08'39" E, 248.77 feet to the Northwest corner of aforesaid Lot 1, thence S 84°27'30" E, along the North boundary of said Lot 1, said line also being the South right-of--way line of Third Street, 110.00 feet to the Point of Beginning. The parcel contains 35,730.06 square feet or 0.820 acres, more or less. EXHIBIT E COVENANT OF UNIFIED USE PLEASE RETURN RECORDED DOCUMENT TO: E. D. Armstrong III, Esquire Johnson, Pope, Bokor, Ruppel & Burns, LLP 911 Chestnut Street Clearwater, Florida 33756 COVENANT OF UNIFIED USE THIS COVENANT OF UNIFIED USE (the "Agreement") is executed this _day of , 2009 by Tropicana Resort Motels, LLC, a Florida limited liability company ("Developer"). WITNESSETH: WHEREAS, Developer is the owner of the real property legally described on Schedule "A" attached hereto and incorporated herein by reference (the "Real Property"); and WHEREAS, Developer and the City of Clearwater, Florida (the "City") are parties to that certain Development Agreement dated 2009 (the "Development Agreement"), pursuant to which the City has agreed that Developer may develop and construct upon the Real Property a hotel project as described in the Development Agreement (the "Project"); and WHEREAS, Developer intends to develop and operate the Real Property for a unified use, as more particularly described in this Agreement. NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Developer does hereby agree that, effective as of the date on which Developer receives all permits required to construct the Project and Developer commences construction thereof, as evidenced by a Notice of Commencement for the Project, the Real Property shall be developed and operated as a hotel and fractional share/interval ownership project, as described in the Development Agreement. The restrictions set forth in the preceding sentence shall expire automatically when and if Developer's allocation of additional hotel units (as defined in the Development Agreement) expires or is terminated. Nothing in this Agreement shall require Developer to develop the Project or restrict Developer's ability to sell, assign, transfer or otherwise • ~' f convey its right in and to the Real Property or any portion or portions thereof to unrelated third-parties. Further, nothing in this Agreement shall preclude the purchase and sale of one or more Fractional Share Units that may be constructed as a part of the Project (the "Fractional Ownership") (or Hotel Units (as defined in the Development Agreement) if sold in a condominium form of ownership), to separate, unrelated third parties, provided that such Fractional Share Ownership or Hotel Units are operated and occupied as part of the Project as a single unified project throughout the term of this Agreement. Developer agrees that the City shall have the right to enforce the terms and conditions of this Agreement. Notwithstanding the foregoing, all Hotel Units may be operated by a single hotel operator and all Fractional Share Units may be operated by a different, single management firm/operator. IN WITNESS WHEREOF, Developer has caused this Agreement to be executed this day of , 2009. WITNESSES: Printed Name: Agostino DiGiovanni, as Co-Trustee of the Tropicana Resort Land Trust Printed Name: Printed Name: Francesco Carriera, as Co-Trustee of the Tropicana Resort Land Trust Printed Name: Printed Name: John Conti, as Co-Trustee of the Tropicana Resort Land Trust Printed Name: Printed Name: Printed Name: FLAMINGO BAY CONDOMINIUM DEVELOPERS, LLC, a Florida limited liability company Agostino DiGiovanni President 2 r ~' ~ CITY OF CLEARWATER, FLORIDA By: Printed Name: William B. Horne II, City Manager Printed Name: Attest: Cynthia E. Goudeau, City Clerk Countersigned: Frank V. Hibbard, Mayor Approved as to Form: Leslie K. Dougall-Sides Assistant City Attorney STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Agostino Digiovanni, as Co-Trustee of the Tropicana Resort Land Trust, who is _ personally known to me or has produced as identification. Notary Public Print Name: STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by Francesco Carriera, as Co-Trustee of the Tropicana Resort Land Trust, who is personally known to me or has produced as identification. Notary Public Print Name: 3 ~ 11 ' STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this_day of , 2009, by John Conti, as Co-Trustee of the Tropicana Resort Land Trust, who is personally known to me or has produced as identification. STATE OF FLORIDA COUNTY OF PINELLAS Notary Public Print Name: The foregoing instrument was acknowledged before me this_day of , 2009, by Agostino DiGiovanni, as President of Flamingo Bay Condominium Developers, LLC, a Florida limited liability company, on behalf of the company. He is _ personally known to me or has produced as identification. STATE OF FLORIDA COUNTY OF PINELLAS Notary Public Print Name: The foregoing instrument was acknowledged before me this _day of 2009, by WILLIAM B. HORNE, II, as City Manager of the City of Clearwater, Florida, who is personally known to me or who produced as identification. Notary Public Print Name: 4 ,~ ~ SCHEDULE A HOTEL "B" Lots 1, 2, 3, 4, 2A, 3A, 4A and the Southerly 8.60 feet of Lot lA, COLUMBIA SUBDIVISION NO. 3, according to the plat thereof as recorded in Plat Book 27, Page 46, of the Public Records of Pinellas County, Florida. LESS AND EXCEPT That part of said Lots 1 and 2, described as follows: Commence at the Northeast corner of said Lot 1 for a Point of Beginning; thence Southerly along the Easterly boundary of said lot 1, said line also being the Westerly right-of--way line of Hamden Drive (Hamilton Drive per plat), 167.41 feet along the Arc of a curve concave to the West having a Radius of 6507.52 feet, Chord Bearing and Length being S 06°45'36" W, 167.41 feet; thence N 83°02'46" W, 99.73 feet; thence S 06°57'14" W, 61.00 feet; thence S 09°04'50" W, 23.34 feet; thence N 81°44'25" W, 10.77 feet to a point on the Westerly boundary of aforesaid Lot 2; thence Northerly along the Westerly boundary of aforesaid Lots 2 and 1, 248.79 feet along the Arc of a curve concave to the West having a Radius of 6397.52 feet, Chord Bearing and Length being N 07°08'39" E, 248.77 feet to the Northwest corner of aforesaid Lot 1, thence S 84°27'30" E; along the North boundary of said Lot 1, said line also being the South right-of--way line of Third Street, 110.00 feet to the Point of Beginning. The parcel contains 35,730.06 square feet or 0.820 acres, more or less.