COMMUNITY REDEVELOPMENT AGENCY AND ATRIUM AT CLEARWATER LIMITEDPrepared by and Return to:
EMIL G. PRATESI, ESQUIRE
Richards, Gilkey, Fite,
Slaughter, Pratesi & Ward, P.A.
1253 Park Street
Clearwater, Florida 34616
a
OPTION TO PURCHASE
vnv,•lner
A
This Agreement made this ith day of 19?, by and between
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER FLORIDA,
("CRA"), whose address is P. O. Box 4748, Clearwater, Florida
34618-4748, and ATRIUM AT CLEARWATER LIMITED, a Florida limited
partnership, ("Buyer"), whose address is: in care of Walter Mackey
at 1601 Forum Place, Suite 805, West Palm Beach, Florida 33401.
W I T N E S S E T H:
WHEREAS, CRA is the owner of the real property described in
Exhibit "A"; and
WHEREAS, Buyer has acquired or will acquire the property
described in Exhibit "B"; and
WHEREAS, Buyer wishes to secure an option to purchase the
property described in Exhibit "A" on the terms and conditions
hereinafter set forth.
NOW, THEREFORE, in consideration of the promises, covenants,
and conditions hereinafter set forth the parties agree as follows:
1. The recitals contained herein are true and correct and
made a part hereof.
itl$50,000.00 2. 91muIt?a-neeus x--lame a Buyer shall pay to CRA the sum of
as consideration for this option. This sum shall be
non-refundable and in the event Buyer exercises this option and
closes this transaction in accordance with this Agreement the
option money paid pursuant hereto shall be credited against the
purchase price hereinafter set forth.
3. This option shall expire on November 30, 1995, at 12:00
P.M. Midnight.
4. In the event Buyer intends to exercise this option, Buyer
shall serve written notice on CRA by certified mail return receipt
requested Within the time set forth in paragraph 3 hereof. Within
90 days of the exercise of this option but in no event later than
February 28, 1996, Buyer shall close on the property described in
1
Exhibit "A" in accordance with the terms hereof.
5. The total purchase price for the property described in
Exhibit "A" will be the current appraised value of the property
r
determined by an appraiser from the list attached as Exhibit "C".
The appraisal shall be dated no more than 6 months prior to the
closing and contain a value as of a date no more than 6 months
V
prior to closing.
6. The appraiser appraising the property described in
Exhibit "A" shall use the following formula in determining the
value: the land under the footprint where the garage is located and
the improvements thereon shall be valued by the appraiser as
improved and in use as a parking garage. The Purchase Price shall
be determined by prorating the appraised value of the land and
improvement on the footprint based on the total number of spaces
being acquired by Buyer compared to the total number of spaces in
the garage. The parties acknowledge that the total number of
parking spaces in the garage is 407. Buyer presently owns or will
own at closing of the property described in Exhibit "B" 211 spaces
within the garage. Buyer shall pay 48.16% of the appraised value
of the garage and land under the garage to the City as the purchase
price for the parking spaces owned by CRA within the garage and
land located on or under the footprint of the garage on the
property described in Exhibit "A" to be acquired by Buyer.
The value of that portion of the property east and south of
the garage and improved by parking spaces and driveways or portions
thereof to the eastern and southern boundaries of the property
described in Exhibit "A" shall be determined separately and added
to the value of the parking garage hereinbefore set forth to
determine the total purchase price under this option.
7. If the Buyer exercises this option and acquires the
property described in Exhibit "A" and the City of Clearwater has
not relocated its police station located at 644 Pierce Street,
Clearwater, from its present location, then and in that event,
Buyer shall upon the closing of the property described in Exhibit
"A" grant to the City of Clearwater an unencumbered easement for
2
access, maintenance and use of those parking spaces described in
Exhibit "D". Said easement shall be for a term of Two (2) years
from the closing of the purchase of the property described in
Exhibit "A" or until the City of Clearwater relocates its police
station from its present location at 644 Pierce Street, whichever
shall first occur.
8. In the event Buyer exercises this option CRA shall convey
title to Buyer by Special Warranty Deed, free and clear of all
liens and encumbrances except easements and restrictions of record
and taxes for the year of closing.
CRA shall furnish title insurance insuring title in the amount
of the purchase price. The cost of the title insurance, appraisal
fees, recording the deed and documentary stamps on the deed,
intangible tax, documentary stamps and recording of the note and
mortgage shall be paid by the Buyer.
9. In the event Buyer exercises this option, Buyer shall pay
20% of the purchase price at closing. Buyer shall be given credit
for the $50,000 option money paid pursuant hereto against the 20%
due at closing. The balance of the purchase price shall be paid in
the form of a first purchase money note and mortgage to be executed
by the Buyer which closes on the garage and the property described
in Exhibit "B". The note shall be amortized over 20 years and
shall balloon in 5 years. Interest shall accrue at the federal
rate charged for mid--term debt as determined by the Internal
Revenue Service for the month the closing occurs. Payments shall
be paid semi-annually commencing with the. 7th month following
closing.
The form of the note and mortgage shall contain those terms
and provisions generally found in commercial real estate notes and
mortgages utilized by commercial lending institutions in Pinellas
county, Florida.
10. In the event Buyer does not exercise this option within
the time period set forth in Paragraph 3 hereof or in the event
Buyer exercises this option and fails to close on the terms and
conditions hereof all Buyers's rights hereunder shall cease and
3 1
terminate and shall be of no further force and effect.
11. .All payments hereunder except the note and mortgage
payments shall be in cash, wire transfer or certified funds.
12. The property described in Exhibit "A" shall be purchased
in an "as is" condition. Buyer acknowledges that it has not relied
on any representation, express or implied from CRA in connection
with the property or the improvements thereon; provided however,
CRA does represent that it has the power and authority to enter
into this Agreement and consummate the transaction contemplated
hereby. CRA will not enter into any additional parking agreements
which are not cancelable except on 30 days notice and CRA
represents that any existing parking agreements are cancellable on
not more than 60 days notice in accordance with the standard form
parking agreement attached as Exhibit "E".
13. Upon the closing in the event Buyer exercises this
option, real estate taxes and assessments shall be prorated as of
the date of closing.
14. Upon the closing of this transaction CRA and the City of
Clearwater will quitclaim to Buyer all right, title and interest of
said City and CRA in and to the property described in Exhibits "A"
and "B". Provided however, nothing contained in any quitclaim
shall terminate any covenant or restriction relative to the
property.
15. All notices shall be given by certified mail return
receipt requested directed to the parties at the addresses set
forth below:
As to CRA: P.O. Box 4748
Clearwater, Florida 34618-4748
As to Buyer: Attention: Walter J. Mackey, Jr., Esq.
1601 Forum Place, Suite 805
West Palm Beach, Florida 33401
and
921 Chatham Lane, Suite 110
Columbus, Ohio 43221
16. This Agreement is not assignable by the Buyer any
attempted assignment without the prior written consent of the CRA
shall be null and void; provided however, Buyer shall have the
4
right to assign this Agreement to entity wherein Buyer,or Walter T.
Krumm is a principal provided such entity may not claim tax-exempt
status for the property being acquired.
I
17. This option and the obligations of the CRA are subject to
the requirements of Florida Statute 163 which shall be complied
with prior to execution.
18. This Agreement -is binding on the parties, their
successors and assigns.
In witness whereof the parties have. executed this?Option
Agreement this day of
. 19
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF CLEARWATER,
FLORIDA
BY:
Arthur X. Deegan, II
Chairperson
BY: Peter Gozza
Executive Director
BY:
Jacquelyn DeGroy
Secretary
ATRIUM AT CLEARWATER LIMITED,
a Florida limited partnership
BY: Atrium at Clearwater,
Incorporated, a Florida
corporation, General
Partn r
Vi?
BY :
.
Walter T. K umm
President
JOINDER
For value received, the City of Clearwater hereby joins in the
execution of this Agreement and consents to the same.
Co rsig
ita Garvey
mayor-commissioner
Approved as to form and
Correct ss:
M.A. Galbrai h, Jr.
city Attorn
CI Y OF CLEARWATERA, GRID
BY
Michael J. Wrig
City Manager
Attest:
Cyn is E. Gotideau
Cit clerk
5
STATE OF
COUNTY OF
I HEREBY CERTIFY that on this day personally appeared before
me, an officer duly authorized to take acknowledgements, ARTHUR X.
DEEGAN, II, PETER GOZZA and JACQUELYN DEGROY, as Chairperson,
Executive Director and Secretary, respectively, of Community
Redevelopment Agency of the City of Clearwater, Florida, who are
personally known to me or who have produced
as identification, and they are the persons described in and who
executed the foregoing Option to Purchase and they acknowledged
then and there before me that.he executed the same as such office
on behalf of said Community Redevelopment Agency of the City of
Clearwater for the purposes therein expressed; and that the said
Option to Purchase. is the act and deed of said Community
Redevelopment Agency of the City of Clearwater.
WITNESS my hand and official seal this day of
1993.
Name:
Notary Public
Commission No.
My Commission
STATE OF F IC' (1
COUNTY OF , < c
Expires:
I HEREBY CERTIFY that on this day personally appeared before
me, an officer duly authorized to take acknowledgements,
'1 Ct 1 fir \1W1l , as _ yw?IAE,VA t of Atrium at
Clearwater Incorporated, a Florida corporation, as general partner
of Atrium at Clearwater Limited, who is personally known to me or
who has produced . _C%Y?P•f`: 1 t;Yas identification,
and he is the person described in and who executed the foregoing
Option to Purchase, and he acknowledged then and there ??Appr'jojje
that he executed the same as such general partner on beh?? . fS 4
partnership for the purposes therein express; and thatti •1 V!h
to Purchase is the act and deed of said partnership. •a.'?.?°?R??;?.,y ??%'•.
WITNESS my hand and official seal this Olf"hda
1993.
Notary Public
Commission No.
My Commission
STATE OF 1I`o.,
COUNTY OF
oS K
• .r.??
'P
% •`?
•e?s
bo 0,
Expires:
I HEREBY CERTIFY that on this day personally appeared before
me, an officer duly authorized to take acknowledgements, MICHAEL J.
WRIGHT, RITA GARVEY and CYNTHIA E. GOUDEAU, as City Manager, Mayor-
Commissioner and City Clerk, respectively of City of Clearwater, a
municipal corporation organized under the laws of Florida, who are
personally known to me or who have produced 01(11
as identification, and they are the persons described in and who
executed the foregoing option to Purchase and they acknowledged
then and there before me that they executed the same as such office
on behalf of said City of Clearwater for the purposes therein
expressed; and that the said Option to Purchase is the act and deed
of said City of Clearwater.
6
WITNESS my hand and official seal this O?qy11 day of
AjwanOW . 1993.
P,
N trde-: UI(Q. G n2( IL a
tary Public
commission No.
My commission Expires:
EGP:rm
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7
EXIIIBIT "A"
Lots 1, 2, 3, 1.2, 1.3 and 1.4 and railroad right-of-way lying westerly
of said Lots 1. and 14, all in Block 11611, MAGNOLIA PARK SUBDIVISION,
as recorded in Plat Book 1., Page 70 and Plat (look 3, Page 43, of the
Public Records of Pinellas County, Clor.ida.
LESS AND EXCPPT 11,113 FOLLOWING:
all those volumes of Air apace sitUA a in the City
of Clearwater, Pinellas County, Florida, containing the third
and fourth floors of a p&k1ci.ng garage structure and L•ile ramp leading
from the second floor to the third floor thereof, as described
in Parcels I and II as follows:
PARCEL 1:
Commence at the Northeasterly corner of Lot 3, Block "6„ MACNOLIA
PARK SunDI VISION as recorded in Plat: hook 1, Page 70, Public Recorda
of II i.1l.ahorqucll? County, Florida of whi.cl? Pi.nal.las caunty was
formerly a part, as a point of reference; thence North 09 degrees
45'53" West, along L-ile Southerly right of way of Park Street- (Park
Avenue -- Plat) (A 60 foot r.i.ghL of way) 210.94 Feet; thence South
00 rlr:rlr.ean 1.4107„ Went, 1.5.00 feet to a point en Lite face of a
precast concrete wall., said point being Lite point of beginning;
thence continue along Lite face of said wall. South 09 degrees 45'53"
t.ast, 109.21 feel:; thence South 00 degrees 14107" West, 206.42
feat thence North 119 degr.aen 45'53" Went$ 94.30 'feat Lo point
"A" for convenience; thence North 09 degrees 45'53" West, 94.03
feet to Lite intersection of Lite face of said precast concrete
wall and Lite face of a masonry wall.; thence North 00 degrees 14'07"
East, 206.42 feet- to Lite point of beginning.
The lowest limits of said air space being the bottom of the support
beams for the third floor of the parking garage at the lowest
level of said beams, having an elavat=ion'of 43.71 feet-. The upper
limits of acid air space being an elevation of 64.21 feet elevations
referenced to National Geodetic Vertical Datwn of 1929, mean Sea
Level - 0.00.
PARCEL II:
Cnurrpr?nrre at l'.ho n fr?rrrrlr;rW" i 1?r:rl fjo i rnl: "A„ err it (?r?.i rrt. r?1' r ufrrrrrnrr?;
I:l".nr.r: Nur.Ll? 00 dagrtirsa 14'07" 1SaaL', 1114.21 feet to Lila point
of beginning of a 63.00 foot- strip being 31.50 feet on each side
of Lhe following described line; thence South 00 degrees 14007"
West 162.0 feet to Lila point of termination. The lower limit•a
of said air space being an inclined plane along Lila bottom of
the atippor. t beams for Lila ramp leading from the second to thircl
fl.oor.a of Lite parking ,garage. The lower point of which is Lila
point- of beginning having an elevation of 35.71 feat; the upper
point of which is Lite SouLheriy boundary thereof having an elevation
of 43.71 feet.
The upper limits of said air space being tale lower limits of Parcel.
No. I above described.
EXHIBIT "D "
PARCEL III:
Lots 1, 2, 3 and 4, Block 1113" of GOULD AND EWINGS 1ST AND 2ND
ADDITION TO CLEARWATER -.HARBOR, FLORIDA according to a map or
plat thereof recorded in Plat !look 1, Page 52 of the Public Records
of Hillsborough County, Florida of which Pinellas County was
formerly a part, less road right of way, together with that portion
of said Flock 1113" which was formerly an alley, running East and
West through said Block "13", also vacated railroad right of way
described as follows: Begin at Southeast: corner of said Lot 2,
Block "13", run thence Last, along the Northerly right- of way
of Park Street, 60.10 feet thence Northerly along the Easterly
right: of way line of said railroad right of way also the West
lines of Lots 7 & 0, Block 1120" of said GOULD AND SWINGS 1ST AND
2ND ADDITION, 229.0 feet more or leas to the Southerly right of
way line of Cleveland Street; thence West, along the said right
of way line; 60.10 feet thence South along the Westerly right of way
line of said railroad right of way line also the Easterly line
of Lots 2 and 3, Block 1113", of said GOULD AND E+WINGS 1ST AND
2ND ADDITION, 220.93 feet more or less to the Point of Beginning.
All being in Section 16, Township 29 South, Range 15 East, Pinellas
County, Florida.
ALSO DESCRIBED AS:
Beginning at the Southeast corner of Lot 2, Block 13 of said GOULD
AND SWINGS 1ST AND 2ND ADDITION; thence along the Northerly right
of way of Park Street (Park Avenue - Plat) (A 60 foot right of way),
North 09 degrees 45153" West, 110.22 feet to the Southwest corner
of Lot 1, Block 13 of said GOULD AND EWINGS 1ST AND 2ND ADDITION;
thence along the Eastern right of way of South Garden Avenue North
00 degrees 02'1611 East 227.94 feet to the apparent Southerly right
of way line of Cleveland Street- as it now exists; thence South
09 de.gr.ees 50'01" 1?4-tat 109.03 feet to the Easterly line of the
vac-u Led S.C.L.R.C. right of way; thence South 04 degrees 42'26"
West 220.06 feet: (229.00 feet, Deed) to the Northerly right of
way of Park Street (Park Avenue - Plat) (A 60 foot right of way);
thence North 09 degrees 45153" West, 60.10 feet to the Point of
Beginning.
SEE ATTACHED CONTINUATION SHRET. . .
Exhibit "B" cont:i.nued
PAGE TWO
LEGAL DESCRIPTION CONTINUED. . .
Together with all those volumes of air space situate in the City
of Clearwater, Pinellas County, Florida, containing the third
and fourth floors of a parking garage structure and the ramp leading
from the second floor to the third floor thereof, as described
in Parcels I and II as follows:
PARCEL I:
Commence at the Northeasterly corner of Lot 3, Block 116" MAGNOLIA
PARK SUBDIVISION as recorded in Plat Book 1, Page 70, Public Records
of Hillsborough County, Florida of which Pinellas County was .
formerly a part, as a point of reference; thence North 09 degrees
95'53" West, along the Southerly right of way of Park Street (Park
Avenue - Plat) (A 60 foot right of way) 210.94 feet; thence South
00 degrees 1.4107" West, 15.00 feet- to a point on the face of a
precast concrete wall, said point being the point of beginning;
thence continue along the face of said wall South 09 degrees 45153"
Cast, 1.09.21 feet; thence South 00 degrees 14107" West, 206.42
.feet- thence North 119 degrees 45153" WeaL, 94.30 feet- Lo point:
"A" for convenience; thence North 09 degrees 45'53" West-, 94.03
feet to the intersection of the face of said precast- concrete
wall and the face of a masonry wall.; thence North 00 degrees 19107"
Gast, 206.42 feet to the point of beginning.
The lowest limits of said air space being the bottom of the support
beams for the third floor of the parking garage at the lowest
level of said beams, having an elevation of 43.71 feet-. The upper
limits of said air space being an elevation of 64.21 feet elevations
referenced to National Geodetic Vertical Datum of 1929, Mean Sea
Level -- 0.00.
PARCEL II:
Commence at the aforedescribed point- "A" as a point of reference;
thence North 00 degrees 14107" East, 109.21 feet to the point
of beginning of a 63.00 foot strip being 31.50 feet on each side
of the following described line; thence South 00 degrees 14107"
West 162.0 feet to the point of termination. The lower limits
of said ai.r, space being an inclined plane along the bottom of
the support beams for the ramp leading from the second to third
floors of the parking garage. The lower point of which is the
point of beginning having an elevation of 35.71 feet; the upper
point of. which is the Southerly boundary thereof having an elevation
of 43.71 feet.
The upper limits of said air space being the lower limits of Parcel
No. I above described.
EXHIBIT "C"
APPRhISERB
Jerry Fiala, MAI
Appraisal Assoc. of Tampa Bay
1248 Rogers St., Suite 1
Clearwater, Fl. 34616
PHONE: 441--2880
Crockett & Associates
8910 N. Dale Mabry,
Suite 10
Tampa, Florida 33614-1580
PHONE: 933--5033
James M. Millspaugh, MAI
James Millspaugh'& Associates
1221 Turner Street
Clearwater, F1. 34616
PHONE: 461-2648
FAX: 442-8922
William H. Caldwell
Wm if. Caldwell & Associates
1428-D Gulf-to-Bay Boulevard
Clearwater, F1. 34615
PHONE: 441-1527
FAX: 447-0935
Warren Hunnicutt, r7r., CRE, MAY
Hunnicutt--Arnold, Inc.
Feather sound'Corporate Center II
Two Corporate Canter Dr., Suite 600
Clearwater, Fl. 34622-5552
PHONE: 573-1137
FAX: 573--1327
James P. Koelach, MAY.
Valuation Services, Inc.
6414 1st Avenue South
St. Petersburg, F1. 33710 '
PHONE: 345--0731
H. Linwood Gilbert, MAI
Gilbert &Associates, Inc.
P. O. Box 1551
St. Petersburg, F1. 33731-1551
PHONE: 528--0319
Nicholas A. Clarizio, MAX, SRA
N. A. Claritio & Associates, Inc.
1236 South Greenwood Avenue
Clearwater, F1. 34616
PHONE: 443-0655
Corson Stroud & Herr, Inc.
P. O. Box 1600
St. Petersburg, Fl. 33731
PHONE: 822-1111
R. W. Beck & Associates
800 N. Magnolia Av., 1300
Orlando, Fl. 32803
Stephen J. Jamir,.MAi
Jatnir i Associates, Inc.
4302 Henderson Blvd.
suits 100
Tampa, F1. 33629
PHONE: 254-6446-
James L. Parham, MAI,SREA
James: L. Parham Co.
270 1st Av. So. Suite 201
St. Petersburg, F1. 33701
PHONE: 895-7325 --4306
FAX: 822-7325
Michael D. Candler, MAI, SRA & William V. Wood, MAI
Mark G. Sawyer, MAI, SRA Appraisal & Market Research
Candler-Sawyer & Associates, Inc. Analytic Services, Inc.
1034 16th Street North 500 N. Roo Street,, Suite 300
St. Petersburg, Fl. 33705 P. O. Box 24357
PHONE: 894--5414 'Pampa, F1. 33623
FAX: 822--5230 PHONE: 287--5021
FAX: 784-6639
wp: appraise.ewb
EXHIBIT "D"
Lots 1, 2, 3, 12, 13 and 14 and Railroad right-of-way lying
westerly of said Lots 1 and 14, all in Block 11611, MAGNOLIA PARK
SUBDIVISION, as recorded in Plat Book 1, Page 70 and Plat Book 3,
Page 43, of the Public Records of Pinellas county, Florida.
LESS
All those certain parking spaces and volumes of air space located
within and above the parking garage located thereon.
NOV-29-1993 08.52 FROM CITY OF CLW. ENGINEERING TO ENGINEERING P.04
MONTHLY PARYCING AEGV1, 7303
NQU-TRANSFER
1. Monthly parldng payments are due by the first of the month, prior to parking, The Parking Attendants at
the garage will accept payment. Please be sure to note card number when payment is made
($37,45/month, tax included).
will be accepted. However, previously issued parking cards will only be eligible for a
partial payment if they have been "inactive" for a minimum of one (1) calendar month. If a card is
eligible for a partial payment, payment must be made at the Traffic Engineering Department office Qy.
2. Failure to make payment on time will result in your access card being violated from the system and the
loss of parking privileges. If your card is voided from the system because of non-payment, you will be
required to pay the daily parking fee unless the $37.45 fee is paid before exiting the garage that day. The
daily fee will not be refunded or credited towards your monthly parking fee.
3. If for any reason a monthly parker does not have their access card, entry to the garage must be made by
pulling a ticket and paying the daily parking fee. The daily fee will no be refunded or credited towards
your monthly parking fee.
4. A refundable deposit of $5.00 is required for any access card. Subjecting an access card to direct
sunlight, camme beat or abuse may damage the card. A $5.00 replacement fee will be charged to
replace damaged or lost cards.
5. Monthly parkers must notify the Parking Office if they plan to leave their vehicle over 48 hours in the
garage. Failure to notify the Parking Office may result in the vehicle being towed away.
6. Except for emergency vehicle repairs, no mechanical work is allowed in the garage.
7. A monthly parker must notify the Parking Office if his/her vehicle is to be towed or removed from the
premises by a service firm, i.e., service station.
8. Vehicles should always be kept locked and valuables left in the trunk of the car.
9. The City is not responsible for any loss or damage to your vehicle, accessories, or articles left therein
incurred by fire, theft, collision, water or any other cause.
10. A'monthly parker must always use their card to enter or exit the parking facility.
11. Motorcycles are prohibited from parking in the garage due to the restrictions of the parking gate
equipment.
12. All vehicles must be parked with the front end of vehicle facing into parking space and the rear of vehicle
facing outward.
IQ USE YOUR M THLY P EXLTGIN?
FAIL
PARKING FAC= WLLI RESULT IN E CARD NOT MRICING PROPERLY,
Monthly parking access cards may be obtained from:
Telephone # (813) 462-6572
City of Clearwater
City Hall Annex Traffic Engineering Dept.
10 South Missouri Avenue
P.O. Sox 4748
Clearwater, FL 34618
TOTAL P.04