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FLD2004-07052
t • Ij woo 'W/6T 1� It io IN 11 � q PP Planning Department.. r s i ater 100 South Myrtle Avenue Clearwater, Florida 33756 ! Telephone: 727 - 562 -4567 I Fax: 727-562-4864:. • SUBMIT ORIGINAL SIGNED AND NOTARIZED LATION lncQ'R6OF LICATtoiv'ING DEVELOPME SERVICES • SUBMIT 14 COPIES OF THE ORIGINAL APPLI CLEARWATER 1) collated, 2) stapled and 3) folded sets of site p ans • SUBMIT APPLICATION FEE $ ,,DATE RECEIVED: ° ,RECEIVED BY (staff i als): �ATLAS 0AGE #: Z,NI ' f DISTRICT: LAf, 0 USE CLASSIFICATION: SURRQUNDING USES OF ADJACENT ,PROP RTIES: NORTH: _ SOUTH: WEST: EAST: NOTE: 15 TOTAL SETS OF INFORMATION REQUIRED (APPLICATIONS PLUS SITE PLANS SETS) ORIGINAL FLEXIBLE DEVELOPMENT APPLICATION Comprehensive Intill Redevelopment Project (Revised 10 -10 -2003) PLEASE TYPE OR PRINT— use additional sheets as necessary A. APPLICANT, PROPERTY OWNER AND AGENT INFORMATION: (Section 4- 202.A) APPLICANT NAME: MAILING ADDRESS: E -MAIL ADDRESS: 2 c PHONE NUMBER: .:� (^���;�52,�• Ufa t �-) CELL NUMBER::) I _) -7(a �' `U� FAX NUMBER: PROPERTY OWNER(S): �-` t�-X�U l'. _�� \� `� ..!�'(1C' .. (Must inclu ALL own4r I' the deed - provide original signatures) on page 6) �i�.. 7. L' C lio AGENT NAME(S): r MAILING ADDRESS: " ' C:�° i,�\ �. > C�. L;( {'(' � r- r E -MAIL ADDRESS: O �" . ' ` HONE NUMBER���� -%� CELL NUMBER: (�.a� —C� AX NUMBER: B. PROPOSED DEVELOPMENT INFORMATION: STREET ADDRESS of subject site: a c I, u , ` V-,*5 57, 55 ci 1`CILA �jr�t;.�� � � C,P- I�t- X54" �x,t,. r — C' - - t-C +rc3 LEGAL DESCRIPTION: \- '/-)- - ) (if not listed here, please note the locatipn of this document in the submittal l.A04A _L0 A- PARCEL NUMBER: .��P.E> _cz i-,nn PARCEL SIZE: ' G1eye_ "') ((acres, square feet) PROPOSED USE AND SIZE: (number of dwelli its, hotel rooms or square foota a of nonresi entia use) I �Ll'�i -C3l-GI Z •C_ ``�) % , �� Y'z' C ;��1 - 0 r- �' - I 1 \ YJ DESCRIPTION OF REQUEST(S): -,— �-- Attach sheets and be specific when identifying the request (include all requested code dw e do er of parking spaces, specific use, etc.) SFP 17 2004 Page 1 of 7 - Flexible Development Application - Comprehensive Infill Redevelopment Pro _ iNISr DEPARTMENT CITY OF CLEARWATEP F% s � Parcel Numbers 07/29/15/52380/000/0570 07/29/15/52380/000/0580 07/29/15/52380/000 /1050 j �•,'.• >> NNN MGR 1�� �Y;,�tj � a/ ORIGINAL RECEIVED SEP 17 2004 PLANNING DEPARTMENT CITY OF CLEARWATEP r) DOES THIS APPLICATION INVOLVE THE TRA 57ER OF DEVELOPMENT RIGHTS (TDB), A PREVIMLY APPROVED PLANNED UNIT DEVELOPMENT, OR A PREVIOUSLY APPROVED (CERTIFIED) SITE PLAN? YES _ NO _ (if yes, attach a copy of the applicable documents) C. PROOF OF OWNERSHIP: (Section 4- 202.A) ❑ SUBMIT A COPY OF THE TITLE INSURANCE POLICY, DEED TO THE PROPERTY OR SIGN AFFIDAVIT ATTESTING OWNERSHIP (see page 6) Page 2 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment ProjErott'MYGRIOMRWATEP a a 2. The development of the parcel proposed for development as a comprehensive infill redevelopment project or residential infill project will not reduce the fair market value of abutting properties. (Include the existing value of the site and the proposed value of the site with the improvements.) Wit'_ -j.. 3. The uses within the comprehensive infill redevelopment project are otherwise permitted in the City of Clearwater. 4. The uses or mix of use within the comprehensive infill redevelopment project re compatible with adjacent land uses. 5. Suitable sites for development or redevelopment of the uses or mix of uses within the comprehensive infill redevelopment project are not otherwise available In the City of Clearwater. �e-e 6. The development of the parcel proposed for development as a comprehensive infill redevelopment project will upgrade the immediate vicinity of the parcel proposed for development. 7. The design of the proposed comprehensive infill redevelopment project creates a form and function -that- enhances .the- comm unity chi the immediate vicinity of the parcel proposed for development and the City of Clearwater, a a;whole. ! actor of PLANNING & DEVELOPMENT B. SEKVIULS Flexibility in regard to lot width, required setbacks, height and off - street parking are justified by tfi6UrOffft.lbEo6RW6a1qidharacter an the immediate vicinity of the parcel proposed for development and the City of Clearwater as a wfiole. 9. Adequate off - street parking in the immediate vicinity according to the shared parking formula in Division 14 of Article 3 will be available to avoid on- street parking In the immediate vicinity of parcel proposed for development. 10. The design of all buildings complies -with the Tourist District or Downtown District design guidelines in Division Ili S"I Aet - Use separate sheets as necessary. C`. �-��• c >�e�� �Gr 1 / LUU'f Page 3 of 7 - Flexible Development Application - Comprehensive Infill RedeveloPPLAWMGVEMMENT CITY OF CLEARWATER E. SUPPLEMENTAL SUBMITTAL RI: IREMENTS: (Code Section 4- 202.A) JSIGNED AND SEALED SURVEY (including legal description of property) - One original and 14 copies; TREE SURVEY (including existing trees on site and within 25' of the adjacent site, by species, size (DBH 4" or greater), and location, .% including drip lines and indicating trees to be removed) - please design around the existing trees; l9 LOCATION MAP OF THE PROPERTY; (O PARKING DEMAND STUDY in conjunction with a request to make deviations to the parking standards (i.e. Reduce number of spaces). Prior to the submittal of this application, the methodology of such study shall be approved by the Community Development Coordinator and shall be in accordance with accepted traffic engineering principles. The findings of the study will be used in determining whether or not deviations to the parking standards are approved; OGRADING PLAN, as applicable; PRELIMINARY PLAT, as required (Note: Building permits will not be issued until evidence of recording a final plat is provided); .9'— COPY OF RECORDED PLAT, as applicable; F. SITE PLAN SUBMITTAL REQUIREMENTS: (Section 4- 202.A) QSITE 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; J + I ;' Location map; Index sheet referencing individual sheets included in package; Footprint and size of all EXISTING buildings and structures; " -- - •• -_� Footprint and size of all PROPOSED buildings and structures; PLANNING & t i= VtLOPMENT Include floor plates on multi-story buildings; SERVICES All required setbacks; CITY OF CLE:�HWgTER All existing and proposed points of access; All required sight triangles; Identification of environmentally unique areas, such as watercourses, wetlands, tree masses, and specimen trees, including 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, including fire hydrants, storm and sanitary sewer lines, manholes and lift stations, gas and water lines; f Note: Per Section 3 -911, all utilities shall be located/relocated underground) All parking spaces, driveways, loading areas and vehicular use areas, including handicapped spaces; Depiction by shading or crosshatching of all required parking lot interior landscaped areas; Location of all solid waste containers, recycling or trash handling areas and outside mechanical equipment and all required screening (per Section 3- 201(D)(i) and Index #701); Location of all landscape material; Location of all jurisdictional lines adjacent to wetlands; Location of all onsite and offsite storm -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: ORIGINAL Land area in square feet and acres; Number of EXISTING dwelling units; Number of PROPOSED dwelling units; 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 all n .); and Floor area ratio (F.A.R.) for all nonresidential uses RECFEIVED FOR DEVELOPMENTS OVER ONE ACRE, provide the following additional information on site plan: One -foot contours or spot elevations on site; Offsite elevations if required to evaluate the proposed stormwater management for the parcel; SEP 17 2004 All open space areas; Location of all earth or water retaining walls and earth berms; Lot lines and building lines (dimensioned); PLANNING DEPARTMENT` Streets and drives (dimensioned); CITY OF CLEARWA7� 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 4 of 7 - Flexible Development Application - Comprehensive Infill Redevelopment Project- 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; f "o Sight visibility triangles; I G. I !'\I i . Delineation and dimensions of all parking areas including landscaping islands and curbing; .I , (� a Proposed and required parking spaces; Existing trees on -site and immediately adjacent to the site, by species, size and locations, including dripline (as indicated on required tree survey); Plant schedule with a key (symbol or label) indicating the size, description, specifications and quantities of all existing and proposed landscape materials, including botanical and common names; Location, size, and quantities of all existing and proposed landscape materials, indicated by a key relating to the plant schedule; 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 ❑ REDUCED LANDSCAPE PLAN to scale (8 Y2 X 11), in color. OIRRIGATION PLAN (required for Level Two and Three applications) ❑ COMPREHENSIVE LANDSCAPE PROGRAM application, as applicable H. STORMWATER PLAN SUBMITTAL REQUIREMENTS: (City of Clearwater Design- C 4- 202.A.21) STORMWATER PLAN including the following requirements: Existing topography extending 50 feet beyond all property lines; Proposed grading including finished floor elevations of all structures; j All adjacent streets and municipal storm systems; ; I Proposed stormwater detention/retention area Including top of bank, toe of slope and outlet contra Stormwater calculations for attenuation and water quality; I Signature of Florida registered Professional Engineer on all plans and calculations COPY OF PERMIT INQUIRY LETTER OR SOUTHWEST FLORIDA WATER MANAGEMENT (SWFWMD approval is required prior to issuance of City Building Permit), if applicable PLANNING & P"VELOPMENT SFRViC;ES T (:i;yNMMDYYERMIX6NIBRIITTAL COPY OF STATE AND COUNTY STORMWATER SYSTEM TIE -IN PERMIT APPLICATIONS, if applicable I. 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 Y2 X 11) (black and white and color rendering, if possible) as required J. SIGNAGE: (Division 19. SIGNS / Section 3 -1806) ❑ All EXISTING freestanding and attached signs; Provide photographs and dimensions (area, height, etc.), indicate whether they will be removed or to remain. ❑ All PROPOSED freestanding and attached signs; Provide details including location, size, height, colors, materials and drawing; freestanding signs shall include the street address (numerals) ❑ Comprehensive Sign Program application, as applicable (separate application and fee required). RECEIVE' ❑ Reduced signage proposal (8 Yz X 11) (color), if submitting Comprehensive Sign Program application. SEP 17 2004 Page 5 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project-FQA, VCrr%n I Iv!"—"' CITY OF CLEARWATEP K. (ED 'TRAFFIC IMPACT STUDY: (Sect _ 4- 202.A.13 and 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. L. 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. 11 of property owner or STATE OF FLORIDA, COUNTY OF PINELLAS �/� Swor to and subscribed before a this X day of A.D. 20 �ie ifie ---and/or, by whnally known !w has produced ^'"°" as identification. Notary pu ic, My commission expires:- t�� "e`(� °j��.': "7 M� HARRIS COMMISSION DD 2 • EXPIRES: Au a?928 B°"ded mru Not, gust 15, 2007 ry PubGc underwdte, SERVICES CITY OF CLIARW a SEP 17 2004 PLANNING DEPARTMENT CITY OF CLEARWATEF Page 6 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater 0 • ORIGINAL AFFIDAVIT TO AUTHORIZE AGENT STATE OF FLORIDA COUNTY OF PINELLAS Bill Kimpton, Managing Member of Clearwater Seashell Resort. L.C., being first duly sworn, deposes and says: 1. That Clearwater Seashell Resort, L.C. is the owner of that certain real property located in Pinellas County, Florida and being legally described on Exhibit A attached hereto and made a part hereof (the "Property "); 2. That the Property constitutes property for which a request is pending pursuant to Case # FLD2004 -07052 with the City of Clearwater, Florida (the "Request "); 3. That I have appointed and do appoint Brian Taub or other representatives of Taub Development, Inc., as my agents to jointly execute any petitions or other documents necessary to affect the Request and to participate in public hearings in connection therewith; 4. That this Affidavit has been executed to induce the City of Clearwater, Florida to consider and act on the Request; 5. That I, the undersigned authority, hereby certify that the foregoing is true and correct. CLEARW R SEASHELL RES , :.�� -- By: P ' t Name: Bill Kimpton is Managing Member STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this 6` day of "-s 2004, by Bill Kimpton, as Managing Member of Clearwater Seashell Resort, L.CO He is personally known to me d i oNwro,� Signaj' o oyotary Public ° Fl 10, �poiOq' t #DD185337 Q= • o� i ••° l �ndedp •OQ� SC_RVI t Print/type name of Notary Public SEP 17 2004 PLANNING IDEPARTMEK17 CIT A �/ Off" c CLE'1RWA` Fc, 0 EXHIBIT A Legal description of the Property ORIGINAL Lots 58 and 59. of THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Pages 12 and 13, of the Public Records of Pinellas County, Florida Lot 57, Lot 104, the South 20.0 feet of Lot 56, and the South 20.0 feet of Lot 103, THE LLOYD - WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. Lot 105, Lot 106, and the North half of Lot 107, THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. ii i PLANIMING & C7VELOPMENT SERVICES CITY OF CLE *,:" V VATER - TPA:324981:1 'RE CO-` " E � V E D SEP 17 2004 PLANNING DEPARTMEN17' CITY OF CLEARIMATF �- M. AFFIDAVIT TO AUTHORIZE AGENT: < <• (Names of ALL property owners on deed — please PRINT full names) 1. That (I am /we are) the owner(s) and record title holder(s) of the following described property (address or general location): 2. That this property constitutes the property for which a request for a: (describe request) t,\�1 d j ck -s\A 3. That the undersigned (has/have) appointed and (does /do) appoint: 1 �� i ►— as (hi tr) agent(s) to execute any petitions or other documents necessary to affect such petition; 3. That this affidavit has been executed to induce the City of Clearwater, Florida to consider and act on the above described property; 4. That the applicant acknowledges that all impact fees (parks and recreation, traffic, etc.) will be paid PRIOR to the issuance of a building permit, certificate of occupancy, or other mechanism, whichever occurs first; 5. 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; 6. That (11we), the undersigned authority, hereby certify that the foregoing. is true and correct. rj y i 1 CK.. �•� "D ij r f Property Owner Property Owner J i PLANNING & ri :VElOPMENT ? Property Owner ,E=RVIC;i =5 I y ER STATE OF FLORIDA, COUNTY OF PINELLAS Before me the undersigned, an officer duly commissionedA?y-joe laws of thkState of Florida, on this ;7` day of i� personally appeared \� ? Y1 C �y.� who having been first duly sworn Depose and says that he /she fully understands the content—s& the affidavit that lie /she signed. My Commission Expires: c ' Notary Public ., 6 ?V LIRE NN HARRIS ION # DD 233928 ,; ugust 15, 2007 a P. c Unden+riters ry `® snrianntng uepartmenrwppncanon rormstoeveioprneni „,.,,, V, , aNN,,, ",,, ,. SEP 17 2004 PLANNING DEPARTMENT Page 7 of 7 — Flexible Development Application - Comp(MW0pI (EARj ct— City of Clearwater 0 0 Exhibit A to Flexible Development Application Proposed Hyatt Clearwater Beach Resort & Spa Description of Request: To amend previously approved Flexible Development case # FL 01 -01 -01 from 250 hotel rooms to 250 hotel rooms plus 18 condominium units by utilizing 24 resort units from the City's density pool* and to allow stack parking within the garage for valet purposes only. *24 hotel units x .75 = 18 condominium units No other changes to the previously approved site plan or building plans are being requested other than those noted in the attached "Design Development Narrative dated July 19, 2004. Also, see copy of previous narrative submitted as part of original application (Compliance with Criteria) Also see letter attached dated July 21, 2004 from Taub Beach Properties, Inc. acknowledging meeting with the City of Clearwater Staff. SEP 17 2004 PLANNING DEPARTflflEN r CITY OF CLEARWATEF CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section ;27803 C Comprehensive Infll Redevelopment Projects Compliance with Criteria ' Ifo Existing Site Conditions The properties are developed with The Glass House Motel at 229 South Gulfview Boulevard, The Beach Place Motel at 301 South Gulfview Boulevard, and a single family house and out buildings at 300 Coronado Drive abutting the Beach Place Motel and operated under a common ownership. The proposed project assembles these parcels into a single development site, which incorporates the vacated Third Street right -of -way. Under the terms of the proposed development agreement, Gulfview Boulevard is proposed to be rebuilt to the west; this parcel seeks rights to use the eastern 1/2 of the vacated Gulfview Boulevard right -of- way. Surrounding land uses are: Gulfview Boulevard to the west, a single family unit and the Spyglass Motel to the north, Legends Steakhouse to the south and Coronado Drive to the east. Across Gulfview Boulevard, there is a public parking lot abutting the Gulf of Mexico. The existing buildings consist of two motels which contain 66 hotel units. The existing properties contain several structures, all of which were built between 1941 and 1956. Most of the value in these properties is in the land. The present assessed value of the properties is $2,690,500. Land values are $1,910,000. The value of the existing structures is $780,500. The value of the new structure will be approximately $65,000,000. Redevelopment is proposed for these obsolete. structures. The proposed use is a 250 -unit full service hotel with banquet, restaurant and retail and an 800 -space parking garage which will serve both hotel users and the general public. In order to accomplish the proposed development, the applicants propose to implement the Gulf Walk improvement outlined in Beach by Design. This improvem -cnt will extend for approximately 1,000 feet, beginning at the exit to the existing Pier 60 parking lot and extending southward. The Gulf Walk will provide landscaping, pedestrian and bicycle routes and a limited amount of surface public parking, as well as a relocated travelway for vehicles. This travelway will be built in a curvilinear design and will include "traffic calming" features. Public parking will be.replaced in the parking garage to be built as part of the hotel. The public.,will aezess the beach by a pedestrian overpass. y G:\ADMINA2001 \PROJECTS 11502- 002.000\REPORTS\.SEA -IN.CP CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria The following responses provide justification for this Comprehensive Infill Redevelopment Project, consistent with the City of Clearwater Land Development Code. 1. The development or redevelopment of the parcel proposed for development is otherwise impractical without deviations from the use, intensity and development standards. The proposed Seashell Resort will maintain the character of Clearwater Beach as a tourist destination and does not deviate from the permitted uses in the Tourist zoning district. As presented in Beach by Desil?n, redevelopment of existing developed properties in Clearwater Beach is not economically feasible at the prevailing density of 40 units per acre. Beach by Design states that, "In order to justify the cost of demolishing income producing improvements (no matter how modest), new resort development would require a significant increase in density above 40 hotel units per acre ". Standards for land intensity and development standards do not recognize the economics of redevelopment and the need to establish an appropriate scale of operations to support a full- service hotel with retail, banquet, restaurant and entertainment uses. The levels of amenities offered at this facility will reflect back to the luxury hotels which were built in Florida's golden age of tourist development. The principal difference between this property and older "grand hotels" is that the Seashell Resort will provide the room sizes, automobile accommodations and construction standards which will be consistent with present day development. It is not possible to provide this level of amenity, attraction and public benefit without deviation from the intensity standards contained in the Tourist zoning district. According to Beach by Design, "The economics of destination resorts are such that, except in very exotic locations they require a certain critical mass of rooms in order to support the high cost of quality improvements and amenities. Industry sources indicate that 200 to 250 rooms is a practical minimum for the number of rooms which are required to create a successful, highly- amenitized destination resort". 2. The development of the parcel proposed for development as a comprehensive infill y redevelopment project will not reduce the fair marketq %nlue of abutting properties. G.\ADh,UN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP 0 0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria The value of property depends on the highest and best use, improvements on the site and the market factors of supply and demand. The value of abutting properties to the north and south will not be compromised, and will likely be enhanced, by development of the Seashell Resort. Patrons of all nearby development will have access to covered parking spaces in the on -site garage. In addition, a substantial public benefit will be created by the relocation of Gulfview Boulevard, the creation of a pedestrian promenade on the existing Gulfview Boulevard right -of -way, and the retention of surface parking in the vicinity of existing businesses. Lush landscaping will replace asphalt paving in the front of nearby businesses. Pedestrian access will be enhanced. Clearwater Beach will have a supply of 250 new hotel rooms, which will bring patrons to nearby restaurants and businesses. Existing motels will benefit from overflow patrons of conventions and meetings, and will also be able to offer covered parking in the public garage. The value of abutting properties is presently depressed by the current level of under- investment on the Seashell Resort site. According to property appraiser values, the land for the subject parcel is worth nearly twice the value of the improvements. The buildings on the site are,about 50 years old. The new structure will add approximately $65,000,000 in building improvements. 3. The uses within the comprehensive infill redevelopment project are otherwise permitted in the City of Clearwater. The uses on the site will be hotel (with accessory restaurant), meeting, lounge and retail use. The public parking space is an existing established use on Clearwater Beach. By relocating public parking into a covered garage, patrons will benefit from less heat build -up in parked vehicles, protection from salt and rain, and safe access to the beach via a pedestrian overpass which traverses the motor way, promenade and bike path. 4. The uses or mix of uses within the comprehensive infill redevelopment project are compatible with adjacent land uses. The uses on the site are highly- compatible with the adjacent land uses. There is a 3 G:\ADMIN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP L.J CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land ]Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria restaurant located to the south of the proposed site. There is an existing tourist property located to the north of the proposed site. Presently the site is developed with hotel units in several obsolete structures. This property renewal will set a new standard of elegance for development on the southern beach front. 5. Suitable sites for development or redevelopment of the uses or mix of uses within the comprehensive infill redevelopment project are not otherwise available in the City of Clearwater. The developers of the Seashell Resort are the early visionaries who are willing to enter a partnership with the City to create both public and private benefits on Clearwater Beach. Other property owners may come forward with alternative development proposals. However, the Seashell Resort development has a unique location, in a strategic site within the area with redevelopment potential. Because it is located in the midst of the existing hotel district, it has potential spin -off benefits to other surrounding properties. It is located on the South Beach, which experiences the highest degree of visibility for beach -goers and the traveling public. Approval of the development agreement, which carries the commitment to rebuild Gulfvew Boulevard, creates a significant public benefit which will provide an enhanced community recreation resource for decades to come. 6 The development of the parcel proposed for development as a comprehensive infill redevelopment project will upgrade the immediate vicinity of the parcel proposed for development. There will be a significant improvement to the function and appearance of both the public and private realm. According to Beach by Design, "A key element of Beach by Design is the transformation of South Gulfview into a local access street as a part of a great resort street/place ". The public beach front will be transformed into a world -class beach experience. The developers will dedicate an additional 10 feet along the rear (Coronado Drive) property line to facilitate improvements for vehicles and pedestrians. With the creation of a beach front promenade, nearby businesses will be able to establish a pleasing interface with pedestrians, and to install outdoor dining, music and art. 4 GAADMIN\2001\PROIECTS \1502- 002.000\R?:PORTS \SEA -IN.CP • s CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria Landscaping proposed for the Gulfview relocation project is extensive. Over 50 specimen Majool Date Palms are proposed, along with 250 Sabal Palms. Paver tile or brick will be used for promenades, to replace the existing cracked concrete surfaces. 7. The design of the proposed comprehensive infill redevelopment project creates a form and function which enhances the community character of the immediate vicinity of the proposed for development and the City of Clearwater as a whole. The design of the proposed Seashell Resort and surrounding property improvements will create a form and function which enhances and redefines the community character of the immediate vicinity. The design of the hotel and parking structure features massing which steps back as elevation increases, creating elegant spires along the skyline. The second level is proposed to feature an arched pedestrian bridge from the parking structure to the beach. This will create a feature which will be recognized by motorists as well as pedestrians, and will provide a functional landmark for visitors and guests. By integrating the public parking within the hotel structure, the community will gain a covered parking area which is compact and functional. At the same time, one of the objections to a parking garage — namely, that it will be a visual intrusion — will be overcome. The front elevation of the parking levels will contain guest rooms with balconies which overlook the Gulf of Mexico. The fagade will appear as a full hotel floor. Parking will be "camouflaged" behind the building elevation, and will be hidden from beach goers. The design of public improvements is extensively specified in Beach by Design. A great deal of expertise and public input has gone into the development of this design. It represents a detailed analysis of use, existing conditions and community needs. 8. Flexibility in regard to lot width, required setbacks, height and off - street parking are justified by the benefits to community character and the immediate vicinity of the parcel proposed for development and the City of Clearwater as a whole. Flexibility in regard to setbacks and height is required to make this project G:\ADMIN\ 2001\ PROJECTS \1502- 002.000\REPORTS\SEA -IN.CP • • CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land )Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects, Compliance with Criteria possible. The creation of the public parking benefit could not be accomplished without the six levels of internal parking. This in turn necessitates a relaxation of height standards. In addition, the design of the structure, with massing reduced as height increases, makes the increased building height a memorable asset of the design and creates pleasing proportions. By contrast, the appearance of buildings such as 440 West, which maintain the same proportions for their entire elevation, create a feeling of heaviness and have a roof line which is does not contribute to the cityscape. The proposed project needs relief from side setbacks due to the scale of the development, the need to provide for on -site building circulation, and the dedication of 10 feet of right of way along the rear property line. The promenade elevation, which will be improved by the developer for property for a distance of approximately 1,000 feet, will serve as a landscaped gateway to the community's businesses. In addition, this promenade area will function as a front setback with pedestrian amenities, such as a covered walkway, pavers, landscaping and a sidewalk cafe. 9. Adequate off - street parking in the immediate vicinity according to the shared parking formula in Division 14 of Article 3 will be available to avoid on- street parking in the immediate vicinity of the parcel proposed for development. A combination of uses is proposed to serve the needs of tourists and day visitors. The hotel will include a multi -use parking garage with parking which exceeds the required hotel spaces by over 200 %. The provision of adequate off -street parking is a hallmark feature of this development, and will create a significant community benefit. The amount of parking on -site will exceed the needs of the uses within the hotel. The shared parking formula documented in Division 14 of Article 3 provides a formula to be applied when multiple users within the same development share parking, with different users entering at different hours of the day. Although this formula is not strictly applicable to a hotel with adequate guest spaces as well as a significant number of public parking spaces, some of the parking occupancy characteristics are relevant for consideration in approval of the Seashell Resort. Beach users will largely be daytime _patrons, while restaurant patrons will 6 G.\ADMIN\2001\PROIECTS \1502- 002.000\REPORTS \SEA -IN.CP • EJ CLEARWATER BEACH[ SEASHELL RESORT City of Clearwater Land. Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria principally be evening users. Entertainment uses will encompass both the recreational beach -goer and the evening bar and dining patrons. There is expected to be little conflict between the family going to the beach during the day and evening users who want to come for a sunset walk, a beverage and dinner on the beach. 10. The design of all buildings complies with the Tourist District design guidelines in Division 5 of Article 3. The design of the proposed Seashell Resort complies with the following design guidelines outlined in Beach by Design: II. B. Height (2) portions of any structure which exceeds one hundred feet (100) are spaced at least one hundred fifty feet (150) apart. The Seashell Resort will have two towers exceeding 100 feet in height. The bases of these towers are separated by 110 feet. (3)(a) between forty -two feet (42) and one hundred fifty feet (150) the foorplate will be no greater than 25, 000 square feet: This design constraint cannot be accommodated in the subject parcel due to the establishment of parking on levels 2 through 7 of the structure. Between one hundred feet (100) and one hundred fifty feet (150) the foorplate will be no greater than 10, 000 square feet. The proposed height will have varying floor plates above the seventh level. The floor plate which will occur on levels 11 through 14 will have a floor area of approximately 9,000 square feet. II. C. Design, Scale and Mass of Buildings 7 G:\ADMMOOI\PROJECTS\1502-002.00OUREPORTS\SEA-IN.CP • • CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria (1) Buildings with a footprint of greater than S, 000 square feet or a single dimension of greater than one hundred (100) square feet will be constructed so that no more than two (2) of the three (3) building dimensions in the vertical or horizontal planes are equal in length. For this purpose, equal in length means-that the two lengths vary by less than forty percent (40%) of the shorter of the two (2) lengths. The horizontal plane measurements relate to the footprint of the building. The front elevation of the Seashell Resort has a base level facade of approximately 280 feet by 88 feet and meets this design criterion. Above the 88 -foot level, the facade is broken into two towers located approximately 109 feet apart. A typical base elevation is established for levels one through seven which features guest rooms on levels three through seven. On the Coronado elevation, the towers are not separated until the 1 lth floor level is reached. Above the seventh (garage) level, the building mass is set back from the building edge and landscaping is instituted. (2) No plane of a building may continue uninterrupted for greater than one hundred linear feet (100). For the purpose of this standard, interrupted means an offset of greater than five feet (5). Offsets are provided on the Gulfview Boulevard and Coronado Drive elevations to exceed this standard. (3) At least sixty percent (60%) of any elevation will be covered with windows or architectural decoration. For the purpose of this standard, an elevation is that portion of a building that is visible from a particular point outside the parcel proposed for development. The proposed design will comply with this requirement in the following manner: the Gulfview Boulevard elevation will consist G:\ADMB4\2001\PROJECTS\1502-002.000\REPORTS\SEA-IN.CP • • CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria entirely of common areas or guest rooms with balconies. The Coronado Drive elevation will consist of openings to the parking garage on levels two through seven which will have an architectural treatment. On the north and south property elevations, there will be large windows in guest rooms above the seventh floor. (4) No more than sixty percent (6001o) of the theoretical maximum building envelope located above one story will be occupied by a building. For the purpose of this standard, theoretical maximum building volume is the maximum permitted building volume that could be theoretically occupied by a building and occupied by a building includes any portion of the maximum possible building envelope that is not visible from a public street. This standard can realistically be applied only to levels above the parking deck. For those levels, the maximum calculated floor area ratio (per floor) is 42 %. Therefore, it appears that the hotel portion of the building will comply with this standard, (5) The height and mass of buildings will be correlated to (1) the dimensional aspects of the parcel proposed for development and (2) adjacent public spaces such as streets and parks. The height and mass of the Seashell Resort have been designed to respond to the proportions of the site. The resort will be an- integral part of the adjacent public spaces, through establishment of the promenade abutting the building and construction of an elevated pedestrian walkway to connect the hotel garage to the beach. (6) Buildings may be designed for a vertical or horizontal mix of permitted uses. The Seashell Resort will provide a variety of uses for both hotel guests and the general public. G:\ADNM4UOOI\PROJECTS\1502-002.000\REPORTS\SEA-IN.CP 0 • CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -503 C Comprehensive Infill Redevelopment Projects Compliance with Criteria D. Setbacks and Stepbacks 1. Right -of -ways The area between the building and the right -of -way (edge of pavement as existing and planned) should be sufficiently wide to create a pedestrian friendly environment The distances from structures to the edge of the right -of -way should be: (1) fifteen feet (15) along arterials; and (2) twelve feet (12) along local streets Setbacks from rights -of -way for Seashell Resort will be integrated with plans for the abutting streets. Where Gulfview Boulevard is proposed to be relocated, the building will adjoin the pedestrian promenade.. Along Coronado Drive, an additional 10' of right -of- way will be deeded to the City. The applicant will reset the sidewalk as part of the building construction in an appropriate location to provide an attractive environment and a functional drop -off area for arriving guests. The minimum sidewalk width will be 10'. 3. Stepbacks For buildings over three stories (42 feet) in height, portions above 42 feet should be set back at least one foot for every two feet of additional height.... Architectural details that create a "human scale " may be substituted for side and rear stepbacks. Stepbacks in facade elevations begin above the parking levels. These stepbacks, along with architectural details, comply with this design guideline. E. Lot Coverage and Open Space At-least twenty -five percent (2501o) of each parcel proposed for 10 G:\ADMIN\2001\ PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP 0 0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infll Redevelopment Projects Compliance with Criteria development should be maintained as open landscape or qualifying hardscape. Open landscape or qualifying hardscape means "landscaped areas, plazas and other areas covered with pavers or other decorative treatments, but does not include off-street parking areas or roadways. The Seashell Resort will have a pool deck plaza of approximately 21,000 square feet. This is 28% of the site area. Hardscape areas at the ground level will provide for an attractive and functional interface with surrounding properties. F. Street -Level Facades (1) at least sixty percent (60%) of the street level facades of buildings used for nonresidential purposes which abut a public street will be transparent. Street level facades at the Seashell Resort are designed to exceed this standard with windows along the extent of both Gulfview Boulevard and Coronado Drive elevations. (3) Building entrances should be aesthetically inviting and easily identified. Building entrances are proposed to have canopies, walkway coverings and other features to make an attractive addition to the streetscape. G. Parking Areas Entrances to parking areas should be clearly marked in order to avoid confusion. When a parking garage abuts a public road or other public place, it will be designed such that the function of the building is not readily apparent except at points of access or egress. The entrances to the Seashell Resort parking garage will be clearly marked. The parking garage is hidden from view on the rights of way in 11 GAADMM00 ITROJECTSU 502-002.00MEPORMSEA-IN.CP CLEARWATER BEACH SEASHELL RESORT City. of Clearwater. Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria the following manner: Coronado Drive, architectural screening; Gulfview Boulevard, guest rooms located in front of parking area. H. Signage A complete signage program will be submitted for approval at a later date. I. Sidewalks Sidewalks along arterials and retail streets should be at least ten feet (10) in width. All sidewalks along arterials and retail streets will be landscaped with palm trees spaced to a maximum of thirty -five feet (35) on centers, with "clear grey" of not less than eight feet (8). Portions of required sidewalks may be improved for non pedestrian purposes including outdoor dining and landscape material, provided that: movement of pedestrians is not obstructed; and non pedestrian improvements and uses are located on the street side of the sidewalk Distinctive paving patterns should be used to separate permanent , sidewalk cafe improvements from the pedestrian space on the sidewalk Sidewalk widths and landscaping along Coronado Drive are provided consistent with these guidelines. Along the Gulfview Boulevard elevation the pedestrian promenade which will be created by the relocation of the street will comply with these guidelines. The balance of these guidelines (J -M) address issues which will be determined later in the construction process (for example, materials and colors), or are not relevant to the proposed project (fountains). Allocation of resort units from the "pool" proposed to be created in Beach by Design is contingent on meeting 14 criteria. The proposed project meets all of these criteria; specifically: 1. A minimum of 200 hotel rooms 12 G:\ADMIN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP • • CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria 2. A full range of amenities 3. Access to hotel rooms through lobbies and corridors 4. A national marketing affiliation 5. Trip generation management enforceable by covenant, (airport and resort shuttle service) 6. Mandatory hurricane evacuation when warnings are posted 7. Maximum of 10% of rooms to have kitchen facilities 8. Exceptional architectural design 9. Frontage on Gulf of Mexico 10. Minimum size of 1 acre 11. Property currently has obsolete structures 12. Development density to be increased by transfer, height restricted to 150 feet 13. Create demonstrable benefits to the City 14. Participation in Clearwater Beach assessment program (when established). 13 G:\ ADMM00I \PROJECTS\I502- 002.00MEPORTS \SEA -IN.CP Flexibility Criteria Compliance Clearwater Seashell Resort LC General Standards A. Conditions to insure that: AN ILE 1. The proposed development of the land will be in harmony with the scale, bulk, coverage, density and character of adjacent properties in which it is located. The proposed development is the beginning of a planned renewal of Clearwater Beach. Beach by Desk establishes new directions in pedestrian circulation, landscaping, traffic movement, land use and recreation amenities. The Seashell Resort is the vital first implementation step in this redevelopment process. Among the directions of Beach by Design is the creation of a new prototype for development on the barrier island. The character of the existing development in this vicinity of Clearwater Beach is anticipated to be changed and upgraded by these improvements. Increased harmony with pedestrian usage, increased landscaping and improved amenities for beach users will be the result. 2. The proposed development will not hinder or discourage the appropriate development and use of adjacent land and buildings or significantly impair the value thereof. The proposed development will encourage the appropriate development and use of adjacent land and buildings. The surplus public parking which is available in the 833 -space internal garage will be available for patrons of surrounding - businesses and for recreation use. The redesigned beach promenade will improve the street frontage and make retail opportunities more attractive. 3. The proposed development will not adversely affect the health or safety or persons residing or working in the neighborhood of the proposed use. All properties will retain access to the beach promenade and to the enhanced auto and pedestrian zone. Emergency vehicles and public services will continue to be provided. 4. The proposed development is designed to minimize traffic congestion. Traffic congestion is examined in great detail in Beach by Design. The proposed development implements that plan and encourages non - vehicular circulation. Essentially the same amount of traffic capacity is retained under the new plan. 5. The proposed development is consistent with the community character of the immediate vicinity of the parcel proposed for development. 0 0 The proposed development establishes an improved community character and k renews the major beach tourist area which has not had significant investment in over 30 years. This project is supportive of county -wide efforts to renew our tourist facilities and resorts.. 6. The design of the proposed development minimizes adverse effects, including visual, acoustic and olfactory and hours of operation impacts, on adjacent properties. The design of the development will not have a negative effect on adjacent properties. All refuse, parking and other potentially adverse elements are screened within the structural envelope. Flexibility Criteria, Tourist Zoning District K. Overnight Accommodations 2. Height: The increased height results in an improved site plan and/or improved design and appearance. The increased.height will enable the establishment of a distinctive profile on Clearwater Beach. The increased height is mitigated by a reduction in building mass as the height increases, which creates a graceful appearance and an elegance in design. Views afforded from the upper level rooms will be a high quality addition to the community's inventory of tourist accommodations. 4. Setbacks: a. The reduction in front setback contributes to a more active and dynamic street life. Street life will be facilitated by pedestrian activity at both the Gulfview and Coronado street edges. Retail and restaurant opportunities will be offered at the street level. In addition, a second level pedestrian zone is created along the gulf side of the hotel which will allow for additional shops or restaurants. Cafe seating will be offered along the Gulf side promenade. b. The reduction in front setback results in an improved site plan or improved design and appearance. The reduction .in setbacks provides an opportunity to create a sophisticated resort image 'at the street level. Canopies will be provided over the gulf side and Coronado street entrances. A motor court entrance will be provided internal to the site. C. The reduction in side and rear setbacks does not prevent access to the rear of any 0 0 building by emergency vehicles. The reduction in setbacks does not prevent access to the rear of any building by emergency vehicles to a greater extent than does the existing development. d. The reduction in side and rear setbacks results in an improved site plan, more efficient parking or improved design and appearance. The reduction in side and rear setbacks enables the entire site to be used for hotel and parking purposes. Public parking will encompass approximately 70% (583 of 833 spaces) of the internal garage. Parking, circulation and access are greatly enhanced by the reduction in setbacks. e. The reduction in side and rear setbacks does not reduce the amount of landscaped area otherwise required. Landscaping for this unique project will be accommodated in three components. Implementation of the Beach by Design plan will be accomplished from the northern boundary of the Pier 60 parking lot to a terminus south of this site. This landscape and circulation program calls for establishment of an entirely new accessway and landscape environment in an area which is presently devoted to an asphalt parking lot. Extensive use of specimen and landscape trees will be accomplished in this area This program will include a pedestrian overpass to the beach. The second landscape component is the area immediately adjacent to the building facades. On the gulf side, a promenade will be established in the right -of -way of the existing Gulfview Boulevard. This promenade will incorporate pavers, street trees, lighting and other amenities to integrate activity with the buildingfacade and enhance the pedestrian experience. Adjacent to the Coronado Drive entrance, street trees will be provided consistent with recommendations of Beach by si The third landscape component will occur on the pool deck. This will provide internal landscaping for hotel guests and building users. The pool deck will have inset tree wells and landscape planters. 23- Jul -04 Taub Properties Clearwater Hotel Project Type F2 Al F1 A3 E1 Enclosed Balcony Total Gr Floor 1st Floor 2nd Floor 3rd Floor 4th Floor 5th Floor 6th Floor 7th Floor 8th Floor 9th Floor 10th Floor 11th Floor 12th Floor 13th Floor 14th Floor Total C &K Project 04034 Room Count Breakdown D1 C1 F3 A4 B3 B4 E2 2br Pent - 505 SF 102 SF 520 SF 90 SF 591 SF 101 SF 625 SF 143 SF 889 SF 89 SF 911 SF 94 SF 923 SF 150 SF 1015 SF 104 SF 1040 SF 180 SF 1092 SF 144 SF 716 SF 144 SF 1184 SF 228 SF Two Bedroom Total 1700 SF (1332 to 2147) 607 SF 610 SF 692 SF 768 SF 978 SF 1005 SF 1073 SF 1119 SF 1220 SF 1236 SF 860 SF 1412 SF 0 0 0 8 2 3 13 8 2 3 13 8 2 3 13 8 2 3 13 20 8 3 1 32 20 8 2 2 2 3 1 1 39 20 8 2 2 2 4 1 39 12 8 2 2 2 4 4 1 35 8 2 2 2 10 4 1 29 8 2 10 4 24 0 10 0 6 2 32 72 8 48 8 10 8 12 24 22 2 4 250 16 2 Distribution QTY Average SF Range Studio 160 541 SF (505 to 625) One - Bedroom 90 1002 SF (889 to 1184) Two Bedroom 16 1700 SF (1332 to 2147) Penthouse 2 2358 SF Total 268 720 SF weighted average • • Studio F2 505 SF Gulfside typical Al 520 SF North and South Tower typical F1 591 SF Gulfside end unit A3 625 SF Poolside typical One - Bedroom E1 889 SF Poolside connector D1 911 SF Poolside inside corner • C1 923 SF Intercoastal connector F3 1015 SF Gulfside middle A4 1040 SF North and South Tower Suites B3 1092 SF Tower endcaps B4 716 SF 8th floor endcap at elevators E2 1184 SF Poolside connector middle Two Bedroom — 1700 SF 13th and 14th floor tower Penthouse 2358 SF 14th floor tower Hyatt Clearwater Beach Hotel Room/ Parking Count Total: 250 18 0 13- Sep -04 Public Hotel Condo Valet Total Units Resident. Parking Gr. Floor 0 0 105 Level 0 0 0 Level 0 0 12 Level 3 13 0 12 Level 4 13 0 12 Level 5 13 0 12 Level 6 13 0 12 Level 6.5 0 0 0 Level 32 0 0 Level 39 0 0 Level 39 0 0 Level 10 35 0 0 Level 11 29 0 0 Level 12 24 0 0 Level 13 0 10 0 Level 14 0 8 0 Total: 250 18 0 13- Sep -04 Public Public HC Hotel HC Hotel Total Parking Parking Parking Parking Parkin 0 2 0 0 107 0 0 0 0 0 60 8 3 0 83 128 0 0 0 140 128 0 0 0 140 78 0 0 50 140 0 0 0 128 140 0 0 0 14 14 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 394 10 3 1921 764 _ Ronald G. Simon Chief Operating Officer �IIII� TAUB PROPERTIES, INC. 813 - 832 -6444 2905 Bayshore Blvd. #202 F 813 - 832 -6545 Tampa, FL 33629 Cell 813 - 310 -1783 ARCHITECTS ARCHITECTURE, INTERIOR DESIGN, CLIENT SERVICES AAC001629 Jeff R. Mendenhall, AIA VICE PRESIDENT email: jmendenhall @coliman - karsky.com 4301 Anchor Plaza Pkwy, Suite 100 Tampa, FL 33634 -7525 Voice: 813.884.2000 Fax: 813.884.0700 website: www.coliman- karsky.com LAW OFFICES OF Klld lON, BURKE & BOBENHAUSEN, P.A. Wnj.rAm J. KUMITON ATTORNEY A7' LAW 28059 U.S. Highway 19 North, Suite 100'o Clearwater, Florida 33761 Telephone: (727) 791 -0063 Fax: (727) 796 -0909 E -Mail: Bill.Kimpton @KBBLAWnet Arl, ti I P YN A Ik M '11ki IN =30M 64w-AE-16 , • 0 ■ M M F77 F77 M m rT - l r rr m 1-1 r-- f7l [Il r-.7 son ■ on on NO 47-M rT" nit .. ■■I ---No son soon on NONE ON Room ■No NONE ■on NUNN ME MEME ME , raft- ■ tm— ice- = �-m • PLANNING DEPARTME NT POST OFFICE BOX 4748, CLEARWATER, FLORIDA 33758 4748 MUNICIPAL SERVICES BUILDING, 100 SOUTH MYRTLE AVENUE, CLEARWATER, FLORIDA 33756 TELEPHONE (727) 562 -4567 FAx (727) 562 -4576 LONG RANGE PLANNING DEVELOPMENT REVIEW HOUSING DIVISION NEIGHBORHOOD SERVICES February 22, 2002 Mr. Richard Gehring C/o Clearwater Seashell Resort LLC 748 Broadway Street, #202 Dunedin, FL 34689 .I — RE: Development Order regarding cases FL Q 1 -0 1 -Q I anti DA U1 -ni -DI-41 301 South Gulfview Boulevard (Time Extension) Dear Mr. Gehring: This letter constitutes a Development Order pursuant to Section 4 -206 D.7 of the Community Development Code. On February 20, 2001, the Community Development Board reviewed the Flexible Development and Development Agreement applications for a 250 -room full - service hotel with 800 -space parking garage. The following specific requests were included: 1. An increase in height from 35 feet to 150 feet, increase from 65 rooms to 250 rooms, reduction in front (west) setback along South Gulfview Boulevard from 10 feet to zero feet, reduction in front (east) setback along Coronado Drive from 10 feet to zero feet, reduction in side (north) setback from 10 feet to zero feet, and reduction in side (south) setback from 10 feet to zero feet, as part of a Comprehensive Infill Redevelopment Project; 2. Review of, and recommendation to the City Commission on, a request to vacate Third Street right -of -way from South Gulfview Boulevard to Coronado Drive; 3. Review of, and recommendation to the City Commission on, a request to vacate the eastern 35 feet of South Gulfview Boulevard right -of -way (beginning approximately 130 feet north of the centerline of Third Street and ending approximately 150 feet south of the centerline of Third Street, totaling approximately 250 linear feet of South Gulfview Boulevard right -of -way); and 4. Review of, and recommendation to the City Commission on, a development agreement between Clearwater Seashell Resort L.L.C. and the City of Clearwater. BPu,\I\' j. AuNGST, NIA: 'OR- COMMISSIONER ED HART, VICE I:I \t'OR- CONIAIISSIONER WFIJTNE'Y GR- \Y, COh1�11SSIONER i01-r HA,\m.l'Of�, Commi5510NEI2 %1. ILLJOi'SON, COhIA115510NER February 22, 2002 Gehring — Page Two The Community Development Board approved the Flexible Development application with three conditions: 1. That the application be effective upon development agreement approval by City Commission; 2. That the South Gulfview Boulevard and Third Street rights -of -way be vacated by City Commission; and 3. That the final design of building be consistent with conceptual elevations submitted and/or modified by the Community Development Board. The Community Development Board also recommended approval of the Development Agreement to the City Commission, which was subsequently approved on March 1, 2001. Your recent request for a one -year time extension was approved by the Board at its February 19, 2002 meeting. An application for a building permit shall be made within one year of the time extension approval (February 20, 2003).. All required certificates of occupancy shall be obtained within one year of the date of issuance of the date of the building permit. Please remember that a building permit and impact fees will be required prior to the construction of the project. Should you have any questions, please call Lisa Fierce, .Assistant Planning Director, at 727 -562 -4561. Very truly yours, Gerald Figurski, Chairman Community Development Board S: Iplmining DeparlmentlC D BlFle.Olnnactive or Finished ApplicationslGulfview S301 Marriott Hotel - Approve&Gulfview S 301 Development orderll - time extension. doc t..w • • P .A`c.•;tr:; -a,. .,'. p� Ygg� �(T �_g y�'y� ® g app g� �� /r PLANNING DEPARTMENT POST OFFICE BOX 4748, CLEARWATER, FLORIDA 33758 -4748 f nY MUNICIPAL SERVICES BUILDING, lOO SOUTH MYRTLE AVENUE, CLE4RWATER, FLORIDA 33756 f'4.r:l.F�l TELEPHONE (727) 562-4567 FAx (727) 562 -4576 LONG RANGE PLANNING March 16, 2001 DEVELOPMENT REVIEW HOUSING DIVISION NEIGHBORHOOD SERVICES Mr. Richard Gehring C/o Clearwater Seashell Resort LLC 748 Broadway Street, #202 Dunedin, FL 34689 RE: Revised Development Order regarding cases FL 01 -01 -01 and DA 01 -01 -01 at 301 South Gulfview Boulevard Dear Mr. Gehring: This letter constitutes a Development Order pursuant to Section 4 -206 D.6 of the Community Development Code. On February 20, 2001, the Community Development Board reviewed the Flexible Development and Development Agreement applications for a 250 -room full- service hotel with 800 -space parking garage. The following specific requests were included: 1. An increase in height from 35 feet to 150 feet, increase from 65 rooms to 250 rooms, reduction in front (west) setback along South Gulfview Boulevard from 10 feet to zero feet, reduction in front (east) setback along Coronado Drive from 10 feet to zero feet, reduction in side (north) setback from 10 feet to zero feet, and reduction in side (south) setback from 10 feet to zero feet, as part of a Comprehensive Infill Redevelopment Project; 2. Review of, and recommendation to the City Commission on, a request to vacate Third Street right -of -way from South Gulfview Boulevard to Coronado Drive; 3. Review of, and recommendation to the City Commission on, a request to vacate the eastern 35 feet of South Gulfview Boulevard right -of -way (beginning approximately 130 feet north of the centerline of Third Street and ending approximately 150 feet south of the centerline of Third Street, totaling approximately 250 linear feet of South Gulfview Boulevard right -of -way); and 4. Review of, and recommendation to the City Commission on, a development agreement between Clearwater Seashell Resort L.L.C. and the City of Clearwater. BRIAN J. AUNGST, MAYOR - COMMISSIONER J.B. JOHNSON, VICE MAYOR- COMMISSIONER BOB CLARK, COMMISSIONER ED HART, COMMISSIONER F. DAVID HEMERICK, COMMISSIONER "EQUAL EMPLOYMENT AND AFFIRMATIVE ACTION EMPLOYER'S -t Development Order FL 01- 01 -01 /DA 01 -01 -01 March 16, 2001 - Page 2 Based on the application and the staff recommendation, the Board found that the proposal is in compliance with the standards and criteria for Flexible Development approval, the maximum development potential standards and all other applicable standards of the Community Development Code. The Community Development Board approved the Flexible Development application with three conditions: 1. That the application be effective upon development agreement approval by City Commission; 2. That the South Gulfview Boulevard and Third Street rights -of -way be vacated by City Commission; and 3. That the final design of building be consistent with conceptual elevations submitted and/or modified by the Community Development Board. The Community Development Board also recommended approval of the Development Agreement to the City Commission which was subsequently approved on March 1, 2001. Pursuant to Section 4 -407, an application for a building permit shall be, made within one year of Flexible Development approval (February 20, 2002) and all required certificates of occupancy shall be obtained within one year of the date of issuance of the building permit. Time frames do not change with successive owners. The Community Development Board may grant an extension of time for a period not to exceed one year and only within the original period of validity. Please remember that a building permit and impact fees will be required prior to the construction of the project. Should you have any questions, please contact Lisa L. Fierce, Development Review Manager at 727.562.4561. Very truly yours, ,� I Gerald Figurski, Chairman Community Development Board S: lPlannirng DepartmentlC D BTLEAllnnactive or Finished Applications lGulfview S 301 Marriott Hotel - ApprovedlMarriott Hotel Development order.doc CITY OF CLF *WATER GA APPLICATION FOR SITE PLAN APPROVAL PLATO & DEVELOP AULED4T SERVICES A- DAUNIS L !ON MUNICIPAL SERVICES BUILDING, 100 SOS �'-- E �; `' OOR L P HONE (727)- 562 -4567 FAX ( '9f4576 This form must be submitted for all applications for residential uses, < Signs, vested rights, development agreements, seawalls, docks, marinas and other marine uses, nonresidentialVs2s, fences, s and home occuoationsi APPLICANT, PROPERTY OWNER, AND AGENT INFORMATION: APPLICANT NAME: Clearwater Seashell Resort L.L.C. rya 748 Broadway #202 Dunedin, FL 34689 MAILING'ADDRESS 734 -1966 733 -8634 PHONE NUMBER FAX NUMBER Al -Nayem Intl. Inc. PROPERTY OWNERS (List all owners) Kandiah P. Thavabalasingam AGENT NAME Jim Egnew / Richard Gehring MAILING ADDRESS 748 Broadway #202 Dunedin, FL 34689 PHONE NUMBER 734 -1966 FAX NUMBER : 733 =8634 PROPOSED DEVELOPMENT INFORMATION: STREET ADDRESS: 229/301 S. Gulfview Boulevard. LEGAL DESCRIPTION: Lots 57, 58, 59, 104, South 20' of Lot 56, South 20' of Lot 103, Lot 105, Lot 106 and N 1/2 of Lo *t 107 PARCELNUMBER• Lloyd— White— Skinner Subdivision PROPOSED USE AND SIZE:' 250 hotel units, 833 t space parking garage (number of dwelling units, hotel rooms or square footage of nonresidential use) SIZE OF SITE: 1.63 Acres DESCRIPTION OF REQUEST Approve flexible development, transfer of development rights, site plan and right-of-way vacation to implement Beach by Design p an- DOES THIS APPLICATION INVOLVE THE TRANSFER OF DEVELOPMENT RIGHTS? YES X' NO I, the undersigned, acknowledge that all representations de in this application are true and ate to the best of my knowledge ",,. Signature of STATE OF FLORIDA, COUNTY OF PINELLAS Sworn to and subscribed before me this /,? T& day of 114Al(e,92Y ; A.D., IS AoV / to me and /or by , who is personally known has produced N/A as Vication. �, 0�., Doris J Bowling t My Commission CC987865 Notary public, _ n Expires February 12 2005 my commission expires: FOR PLANNING OFFICE USE ONLY: LAND USE DISTRICT OF PARCEL: I ZONING: FUTURE DESIGNATION: ZONING CLASSIFICATION OF ADJACENT PARCELS: NORTH: SOUTH: EAST: WEST: FUTURE LAND USE CLASSIFICATION OF ADJACENT PARCELS: NORTH: • SOUTH: EAST: _ WEST: S: application forms /development review /basic application.doc �?OM ( T Ut) JUL 27 2004 1 /ST. 15 ; 58/10. 6315390779 P 2 SALE OF MEMBERSHIP INTEREST AGREEMENT THIS AGREEMENT entered into the 161h day of April, 2004, by and between VINCENT HOOVER, RICHARD GEHRING, JAMES EGNEW and WILLIAM J. KIMPTON ( "Sellers ") and TAUB PROPERTIES, INC., a Florida corporation, or assigns ( "Buyer "), at Pinellas County, Florida: WITNESSETH: WHEREAS, Sellers are the owners of 100% of the issued and outstanding membership Interests of CLEARWATER SEASHELL RESORT, LC, a Florida limited liability company ( "Company "); and, WHEREAS, Buyer is desirous of acquiring such of the issued and outstanding membership Interests of Company. NOW, THEREFORE, it is agreed: 1 ale: Sellers shall sell, and Buyer shall purchase all of the issued and outstanding membership units of Company for a Purchase Price which shall be the difference between the outstanding payables owed bythe Company ( "Seashell Payables "), and ; Dollars, the product of such computation 1. being prorated over the membership interests, and paid to the identified owners of same as set forth in the attached Exhibit "A ". 2. Payment: Payment shall be made as follows: a) $150,000.00 payable into the Escrow Account of Ruden, McClosky, et al by May 24, 2004, as a condition hereto; b) $75,000.00, constituting the "Additional Deposits ", In three (3) installments of $25,000.00 each, all payable into the Escrow Account of Ruden, McClosky, et al, and the same being payable one hundred (100) -days herefrom, one hundred thirty (130) days herefrom, and one hundred sixty (160) days herefrom; c) Balance of the Purchase Price payable in U.S. currency by wire or cashier's check on local commercial bank, on the Closing Date, as hereinafter defined. 3: Determination of Purchase ice: The Purchase Price has been determined by mutual agreement of the parties. The price was based upon the observations of Buyer and Sellers as to the value of the assets, the total amount of the F 0M • (TUE)JUL 27 2004 1 /ST,15;58/0.6315390779 P 3 liabilities owing, value of the good will accompanying the business, and other tangible and intangible value assessments, 4. Representations of Buyer: Buyer represents to Sellers that it is familiarwith the Company, its activities and operations. Notwithstanding the foregoing, the Buyer is entitled to a f=easibility Study Period, consisting of a term commencing at the execution hereof, and ending one hundred (100) days thereafter, in which to investigate all aspects . of the Company and its business. In the event that the Buyer determines not to proceed with this transaction prior to conclusion of such term, and notifies Sellers in writing of such election, which Buyer may make in Buyer's sole discretion, for any reason whatsoever, then the transaction shall be terminated, and the Escrow Agent shall refund the deposits received by Escrow Agent to the Buyer, and upon such act, and return of any materials provided to Buyer by Sellers, the parties shall be released from all further requirements herefrom, and any causes of action of whatever nature. Buyer shall return all due diligence materials of Sellers as a condition to release of the Deposit. 5. RepresentatiQ s of Sellers: A. Sellers represent that they are the sole owners of the membership interests of Company covered by this Agreement, free of all encumbrances, rights and interests of others and that Buyer shall receive good and marketable title to the membership interests delivered under this Agreement. B, -Sellers represent that Company is duly formed and in good standing under the laws of the State of Florida. C. Sellers, further represent that they have no knowledge of any suits or actions or investigations pending or contemplated by any persons or.governmental body or agencies which would have a material adverse effect upon Company, its operations, or the value of its assets except as to those actions or investigations pending or contemplated by the current accounts payable of Company which Buyer does hereby acknowledge having knowledge of the same, including the pending litigation, the details of which will be fully provided to Buyer during the Due Diligence Period. D, Sellers will further provide evidence of marketable title to its property prior to closing hereof, the -legal description of which is set forth on Exhibit "B ", and made a part hereof. Buyer's obligations hereunder are subject to and conditional upon Sellers' ability to demonstrate that the Company shall, at closing hereof, be the marketable title owner of. such property, the same constituting a portion of a larger proposed mixed use /hotel project (the "Development Site "). Notwithstanding the foregoing, Buyer agrees that the Development Site may be encumbered by the "Permitted Exceptions" to the title, as set forth in the attached Exhibit "C ". E. Sellers will further clear all encumbrances to its property at closing hereof, which items are currently itemized in the attached Exhibit "D ". Notwithstanding the 2 Fr',OM l UE? JUL 27 2004 1- /Si, 15:58/N0. 6315390779 P 4 current list, nothing herein shall preclude Sellers from refinancing and incurring additional debt, with the understanding that such additional items of indebtedness shall be added to Exhibit "D ", and satisfied by Sellers at or before closing hereof. 6. Actions at Closing: At closing: A. Sellers shall deliverto Buyerthe membership Interests sold hereunder. B. Buyer 'shall deliver the consideration called for hereunder, and shall cause the Escrow Agent to pay to Sellers the Deposits held in escrow. C, The parties shall further execute any and all other documents necessary to effectuate the contemplated sale herein. D, Buyer shall fund the Company to pay the Seashell Payables, which the Company shall contemporaneously pay in full. 7. C. losIn9: Closing shall take on October 12, 2004 ( "Closing Date "), at the law firm of Kimpton, Burke & Bobenhausen, P.A., 28059 U. S, Highway 19 North, Suite 100, Clearwater, Florida 33761, or thirty (30) days following successful conclusion of the pending Blue Devil appeal, if later. 8. Effe_e : Each of the parties hereto covenant and agree that their representations and warranties contained in this Agreement and in any document's delivered or to be delivered pursuant to this Agreement and in connection with closing hereunder, shall survive closing and any investigation by any of the parties, and shall inure to and be binding upon the parties, their assigns, successors in interest, personal :representatives and heirs. 9. AL&uit: In the event the sale is not closed due to any default on the part of Sellers, Buyer may either (i) receive a refund of Buyer's Deposits, or (ii) seek specific performance. In the event the sale is not closed due to any default on the part of the Buyer, Sellers shall retain the Deposits as agreed upon liquidated damages, consideration herefor, and in full settlement of all claims, upon which this Agreement shall terminate. 10. Time of ett-Essencs: Time is of the essence of this Agreement. Should Buyer fail to close or to pay any Deposit when required, Sellers may terminate this Agreement upon written notice to the Buyer, and no additional release documentation shall be required. 11. Enforcemen t: Should either party be required to enforce the provisions of this Agreement, or suffer damages by breach of this Agreement, resulting in litigation or otherwise, then the prevailing party, together with any award or judgment, shall be entitled 3 F 10M • JUE ?JUL 27 2004 10 /ST. 15:58/10, 6315390779 P 5 to all of the costs incurred incident to said enforcement, including reasonable attorney's fees, whether at trial or appellate levels or otherwise. 12. Confide t. ft: Except with the advance consent of Sellers, Buyer agrees to keep this agreement confidential, as well as all details of Seller's project. , No press releases of any kind shall be made absent the written consent of Sellers. Notwithstanding the foregoing, nothing shall preclude the Buyer from reviewing this transaction with Buyer's professionals, including attorneys, accountants, planners, architects, engineers, consultants, hotels, investors, institutional investors, etc. Additionally, nothing herein shall preclude Buyer from reviewing this matter on a restricted basis with members of the staff for the City of Clearwater. 13. Sellem Cooperation: Sellers shall cooperate with Buyer and cause the Company to provide to Buyer the Company's materials ( "Due Diligence Materials ") during the Feasibility Study Period so as to allow the Buyer to make a thorough investigation of the Development Site, including but not limited to all developmental approvals, as described in the Amended Development Agreement between the Company and the City of Clearwater. Further, the members of Sellers shall assist the Buyer with introductions and meetings with the City of Clearwater to aid the Buyer in developing an understanding of the developmental approvals, the Development Site, and all related issues. 14. Miscellaneous: Sellers' obligations hereunder are subject to Buyer proceeding immediately to obtain a marketing study and to hire an architect to redesign the proposed Seashell Resort project. In the event that the Buyer does npt proceed to execute a marketing study contract and retain an architect with directions for redesign of the Seashell Resort project within forty -five (45) days from full execution hereof, then Sellers shall be entitled to terminate this Agreement and cause Buyer's Deposit to be refunded, Such contracts shall be exhibited to Sellers and commit Buyer to expend collectively no less than $30,000.00. At completion of any report, study, design, etc., the same shall be certified to Clearwater Seashell Resort, LC, which shall be deemed an owner of such reports, etc., without obligation for payment of same. Buyer shall pay for all reports, studies, etc. in full as due, and shall allow no liens or claims to accrue to Clearwater Seashell Resort, LC. At closing hereof, Sellers shall escrow the sum of $200,000.00, with Buyer's attorney for sixty (60) days following the date of closing to protect Buyer from the claims of any creditors of Clearwater Seashell Resort, LC, as to claims incurred through the Company's operations by Sellers. This escrow shall also secure Buyer against claims of additional parties as to the members' interests in the Company. At conclusion of such sixty (60) day term, the escrowed funds shall be disbursed to the Sellers in accordance with their percentage interests, as outlined herein. 15. Counter a and Facsimile Exe ufio . This instrument may be executed in counterparts to accommodate full execution by all parties, provided that all parties shall 4 F "R0M 0 (TUE) J UL 27 2004 1 *ST. 15 :58/N0, 6315390779 P 6 execute and transmit or deliver one copy to Jeff Shear, Esquire. Additionally, the parties agree and stipulate that execution and facsimile transmission hereof by any party to Jeff Shear shall constitute valid and binding execution hereof. 16. 3eller Acquisition of Additional PropertylPrice Adjustment. The Purchase Price set forth above is reflective of the Company's ownership of a portion of the Development Site. In the event that the Company acquires the balance of the Development Site, as described in the attached Exhibit "E ", prior to closing as scheduled herein, then the Purchase Price herein shall be adjusted to F and such additional property shall be deemed to be subject to the requirements hereof, and the Deposits shall be increased as follows: a) From $150,000.00 to $250,000.00, b) The three (3) $25,000.00 Deposits shall be increased to a total of $50,000.00 each; c) Same payment schedule shall apply, with the balance due at closing as aforesaid, with the exception that as to any payment date that has passed, said payment will be due within five (5) days of written notice to Buyer, 17. Related Agreements. In the event that Buyer acquires an agreement to purchase the interest of Blue Devil Corp. in the real estate contract for the balance of the Development Site, and Blue Devil Corp. shall not prevail in the pending appellate litigation associated therewith, and not successfully resolved within such matter within seven (7) .months from the date the appellate judgment is rendered, then either party may cancel this ,Agreement, whereupon the deposit monies shall be refunded. 1$. Assign ent Prohibition, This Agreement is not assignable, except to an entity in which Buyer or its principals own a majority interest. Sellers shall have no obligation to honor an assignment to an unrelated third party for profit, and may withhold consent thereto, whether unreasonable or not. IN WITNESS WHEREOF, the parties hereto set their hands and seals as of the day and year first above written. Witnesses: a es E ne ember FnOM n (TUE) J UL 27 2004 16j6/ST. 15 ; 58/N0. 6315390 779 P 5Fd Gehri be William J. Kimpton, Member "BUYER" TAUB PROPERTIES, INC. ri ,President (CORPORATE SEAL) P 7 FROM (TUt) JUL 27 2004 1 /ST. 15:58/N0. 6315390779 P 8 9 EXHIBIT "A" MEMBERS OF SEASHELL AND OWNERSHIP INTERESTS mbe Ownership Interest Richard Gehring 1/6 748 Broadway, Suite 202 Dunedin, Florida 34698 James Egnew 1/6 748 Broadway, Suite 202 Dunedin, Florida 34698 Vincent Hoover 1/3 345 Bayshore Boulevard Tampa, FL 33606 l William J. Kimpton 1/3 28059 U.S. Hwy. 19 N, #100 Clearwater, FL 33761 EXHIBIT "A" FROM (TUE) AL 27 2004 16 /ST. 15:58/N0. 6315390779 P 9 EXHIBIT "B" Beach Place Lots 58 and 59, of THE LLOYD - WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Pages 12 and 13, of the Public Records of Pinellas County, Florida. EXHIBIT "B" I a FROM • (TUE) JUL 27 2004 1 O/ST-15:58/NO.63 . 15390779 P 10 EXHIBIT "C ". PERMIT ED EXCEP 1) 'Development Agreement for Property in the City of Clearwater, recorded March 23, 2001 in. 0. R, Book 11278, Page 858, together with first amendment thereto recorded in Q.R. Book 12189, Page 2198, of the Public Records of Pinellas County, Florida, or any further amendment. 2) Rights or claims of parties in possession. 3) Easements or claims of easements not shown of the public record. 4) Oil, gas and mineral rights, if any. 5) General or special taxes and assessments required to be paid in the year 2004 and . subsequent years. 6) Any lien arising under Chapter 159, Florida Statutes, in favor of the City of Clearwater or Pinellas County. 7) Subject to any and all residual royalty rights of Coastal Petroleum Company, or its assigns, resulting from any agreements with the Trustees of the Internal Improvement Trust Fund of Florida. 8) Parking spaces. encroaching along the North side of the property which extends into right -of -way for Third Avenue as disclosed by survey prepared by George F. young. dated August 24, 1982. 9) Final Judgment of August 26, 2003 entered in Case No. 02- 009472C1 -020, and all Orders resulting thereafter, including Orders and Judgment on Appeal. F'POM (TUE) JUL 27 2004 1 6 /ST. 15 :58/10. 6315390779 P 11 EXHIBIT "D" ENCUMBRANCES TO BE CLEARED A) Mortgage /Notes - Peoples Bank B) King Engineering C) Nichols Architectural D) Crown & Company, CPA's E) Johnson Pope, et al, Attorneys at Law F) Motel Utilities and Outstanding Bills, if any (i.e. Beach Place) G) Internal Payables as determined by Seashell Members, including Hoover Note, Prime and Kimpton billings, and Kimpton Loans, etc. r FROM (TUE )JUL 27 2004 16'Lj/ST,15:58/NO.6315390779 P '12 0 EXHIBIT "E" AI -Nayem Site - to be /Acquired Lot 57, Lot 104, the South 20.0 feet of Lot 56, and the South 20.0 feet of Lot 103, THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. Lot 105, Lot 106, and: the North half of Lot 107, THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. 9 FROM (7U I-) JUL 27 2004 1 F*ST. 15:58/M0. 6315390779 P 13 AGREEMENT TO ASSIGN THIS AGREEMENT, made and entered into effective the 201 day of May, 2004, by and between BLUE DEVIL CORP., a Florida corporation, hereinafter "Assignor ", and TAUB PROPERTIES, INC., a Florida corporation, hereinafter "Assignee ". WITNESSETI-I; WHEMAS, Assignor is the owner of the vendee's interest in a Commercial Contract, by and between Assignor and Al -Nayem Intern'l, Inc. ( "Sellers ") of December, 1999 for the sale of real property described in the attached Exhibit "A ", and all associated rights resulting therefrom of whatever nature ( "Contract "); and WHEREAS, Assignee is desirous of acquiring Assignor's interest in Contract, per teens and conditions hereinafter set forth; NOW, THEREFORE, in consideration of the mutual covenants herein exchanged, and other good and valuable considerations, the sufficiency of which is acknowledged, the parties do hereby recite and agree as follows: 1. Recitals, The above recitals are true and correct, and are hereby restated and incorporated herein. A full and complete copy of the Contract is attached hereto and made a part hereof as Exhibit "B", and a copy of the resulting specific performance judgment is attached hereto as Exhibit "C" 2. Ter . Assignor agrees to assign and Assignee agrees to acquire by assignment from Assignor, Assignor's interest in the Contract for the sum of �) Dollars, without reimbursement of Assignor's deposit, paid by Assignor pursuant to requirements of the Contract, all of which sums are included in this Assignment. The sum of call be payable to Assignor as follows: a) One Hundred Thousand and 00 /100 ($100,000.00) Dollars payable herewith to Ruden McClosky Smith Schuster &.Russell, P.A. ( "Escrow Agent "), at execution hereof, but no later than 5:00 o'clock p.m. May 21, 2004 ("Initial Deposit "); b) Twenty -five Thousand and 00 /100 ($25,000.00) Dollars payable to Escrow Agent on or before the 24' of July, 2004 ( "Second Deposit "), in cash; c) Twenty -five Thousand and 00 /100 ($25.,000.00) Dollars payable to Escrow Agent on or before the 23`d day of August, 2004 ("Third Deposit "), in cash; d) Twenty -five Thousand and 00 /100 ($25,000.00) Dollars payable to Escrow Agent on or before the 22 °d day of September, 2004 ("Fourth Deposit "), in cash; e) FR OM . (TUE)JUL 27 2004 1 * /ST, 15:58/NO, 6315390779 P 14 Dollars by wire transfer to directions of Assignor, at closing hereof ("Final Payment "), All of the above payments shall be by cashier's check on local commercial banks or by wire transfer to Escrow Agent or at closing to Assignor's account. 3. Asiignment. In consideration of receipt of the above payments timely received as set forth, Assignor will assign all of Assignor's right, title and interest in and to the Contract to the Assignee contemporaneously with receipt of the Final Payment. At closing hereof, Assignor shall execute in favor ofAssignee an indemnification agreement which shall indemnify and hold Assignee free and harmless from any claims arising out of such Contract initiated by the seller therein, against Assignee or its successor, in the event of an approved subsequent assignment, as well as the costs thereof, including reasonable attorneys fees. 4. Closing of Assignment Date. The closing hereof and Final Payment shall occur on the 121 day of October, 2004 ( "Closing Date "), or thirty (30) days after conclusion of the pending appeal described in paragraph 11, in favor of Seller, should that date be later than the Closing Date. 5, Assignor's, ReBresenta #ions. Assignor represents that it is the owner of the vendee's interest in the Contract, and that Assignor has the lawful authority to make the assignment prescribed herein, and that Assignor has not pledged or previously assigned such interest, and that upon payment of the amounts set forth herein, and execution of the Assignment of Contract to Assignee, Assignee will be the owner and holder of the vendee's interest in the Contract, and all related rights. 6. Due Diligence_ Period. From and after full execution hereof, and through 5:00 o'clock p.m. on July 24, 2004 ( "Due Diligence Period "), Assignee shall have the right to examine the subject property, without access to the subject site, to determine its suitability for Assignee's purposes, in Assignee's sole and absolute discretion. Should the subject property and/or the Contract not be acceptable to Assignee, in Assignee's sole and absolute discretion, then Assignee shall have the right to terminate this Agreement on or before conclusion of the Due Diligence Period, by written notice of such termination to Escrow Agent in hand received by Escrow Agent on or before conclusion of the Due Diligence Period, whereupon this Agreement shall be terminated and the Initial Deposit shall be refunded to the Assignee. Should Assignee not terminate this Agreement as provided herein, then this right of termination shall be deemed waived, and all Deposits paid, or subsequently paid hereunder, -shall be deemed non - refundable. 7. Default. In the event that the Assignee shall fail to make any payment required hereunder, then all payments previously made by Assignee shall be forfeited and retained by Assignor as agreed upon and stipulated damages, and not as a penalty, it being difficult or impossible to ascertain actual damages to Assignor for Assignee's failure to complete this transaction. In the event that the Assignor shall fail to comply herewith, then Assignee may seek specific performance hereof, or require return of the payments made to Assignor. 8. Enforcement. In the event either party is required to enforce the provisions hereof, 2 F,40M • (TUt) J UL 27 2004 1 *ST-15:58/H.6315390779 P 15 by litigation or otherwise, then the prevailing party shall be entitled to the costs of such enforcement, including reasonable attorneys fees. 9. Miscellaneous. This Agreement shall be construed under the laws of the State of Florida, and the proper jurisdiction for enforcement hereof shall be Pinellas County, Florida. This Agreement shall not be construed more strictly against either party, irrespective of which party has prepared the same, or contributed to such preparation. This Agreement shall bind the parties and their respective heirs, successors and assigns, and may not be modified, except in writing and signed by the parties hereto, or their respective successors. 10. Agnment Frohibition. This Agreement is not assignable, except to an entity in which Assignee or its principals own a majority interest. Assignor shall have no obligation to honor an assignment to an unrelated third party for profit, and may withhold consent thereto, whether unreasonable or not. 11. Seller's Right to rminate /AI ernative Proccure. In the event that pursuant to Circuit Civil Case No. 02- 009472CI -020 (currently on appeal to 2nd DCA), Assignor is obligated, or finds it necessary to acquire the subject property from Sellers, then Assignor may undertake to complete acquisition of the subject property from Sellers, in which event Assignor shall be excused herefrom upon notice to Assignee, and this Agreement shall thereupon be terminated, and Assignor shall refund and pay to Assignee all deposits received from Assignee. In the event that Assignor shall not prevail.in such litigation within six months from the date hereof, then either party may terminate this Agreement upon written notice to the other, and the escrow deposits shall be refunded. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the day and year first hereinabove written. If "ASSIGN R" BLU VIL CORP., a Florida corporation William J. Kimpton, President (CORPORATE SEAL) "ASSIGNEE" TAUB PROPERTIES, INC., a Florida corporation ri , President (COR PRORATE SEAS.) 3 FROM 0 (TUE)JUL 27 2004 16 *ST.15:58/N0.6315390779 P 15 EXHIJBIT "A" Lot 57, Lot 104, the South 20.0 feet of lot 56, and the South 20.0 feet of Lot 103, THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. Lot 105, Lot 106, and the North half of Lot 107, THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. It EIMBIT "A" a PROM •1 PAIME!S: 2d n and _ _, or set r.VV..! v.r- t. ..�.... . ar�••rr. . . __ teRby Agrsa tub Sager slSalf Tao and Buyer anAa txvy to IoAO.MrIg daaen0ed e Me Bate and Purrttue and arty Mars and addenda ( "Conlrecrl: L OISCPtPTiON: e la) Lepal de*crodon of m# Real Ptopwty leaned h _P i n e l 1 a 5 a of L t 107, and S 20' of Lots —S6'anC as recorded in the Public ReCOr (0) 511eef ;Iddrass. city. rip, of die Flop ertty k: (C) pv.#-0f Prgarry: All eXi st (TUE)JUL 27 2004 1 neIIaS Lo ST. 15 ; 5010, 6315390779 P 17 13aNdri, r8layen. -- Fhone) L /Z/ J /yl• pwv..x to am lanes and 00"kAs of mote 15,..106_and Norther -1- L; per' map or plat thereof_ ee EX hi bi t nd._suptibes u _ 2,600,000.00 1311. PURCHASE PRICE:..... ............................. .. ......................................... _._._ ................................... . ....... ....,..,,,..,.. ......,...............__......_ s�_... 1a (AV"it Kim ton Burke, White A Heiden Ee.„ A0. 1) k, w•• rn0oval ............................. v (A) D•pe.a<n•re h •crow W_._� ( Is (b) AddhbnAl etaow deposit to be mad• to Escrow Agent •afhln _gIl_ days &flat ENacdva Vale (sae Penitgraph III) In the amount of .............................. s - ,�Q►DDD. -.QQ� w (c) Subloo to ANO assumpfon of existing morgA94 In good srwldklq In favor of - a Sp having on approximate peseeM pnnow betwoa of ._. ........ . ...................... b n (d) New mortgage Marranp with a Lon def (eta Paragraph IV) In Na amount d ...... _..... ............... ........., S 22 (el Purchase nWM nrongags and none a Seller (tae rider for 10M) In he WMLW Or ... ....... .. .............. ... ..... ... s n ((D=X * initial Deposit to be oostr_d_yt(jthin 48 hp1= Af rontrart..execut,loa,,,,, s tit 24 (g) gatincs to Lima try U.S, ro,th Of LOCALLY ORAWN cashleen or offKiel blink dedt(s), aunJaa b equtanenn M proralbrrs.__ _._...._....._ ................. 4 ,�, 50D.DIl(L.DO.... 2513, TIME FOR ACCEPTANCE OF F'F.R; EFFFC�'�Y ggTE: MCSIM)L£: 0INS offer b not sxacutad by and delivered to all parties OR FAC'LOF EXECUTION corrvtHa icated In wMing 20 twtwean rn• parties 00 of tutors eC _ , l S , 5 99 - _ . ins oapidsh(s) wIN. at Buyer's opiWn. 0o Teamed end it" oRer Withdraw'. For pup"61 of dalWarY a notice of Si ■xa0,6pn, periled ift"ll Buyer "SAW at stch of ins r@Sp$ Tide 0roaars or anomeys. The dale a Conlraot CEdaative DATA) wil oa tW data when the 1161 one of Ina Niter and Seiler . to has signed this offet. A facsimee OVY of lhid Contract and any signahiraa barawn shelf bd Considered )Or #11 purposes as M OeVMAL . bIV. FINANCING: So l (A) TWA Y a cash traruallon with nw o0ntinger0es for MandN; . U ❑ (b) This Contract it ox+dido"d an Buyer o4tonag a written ban commar rowd Mlhi l _ days aeer- EHeahe Dale NOr (CHECK ONLY ONi): 0 a Need; O an aikrstabkt: or ] e 2 fixed or .olueto le role loan In the p(w4W vnDtAt of s at are In" nlarlial rata na to exoaed _ %, discount and 06"Ifon Ise nOd b exceed _% a D p irwiped amount, and W a term of � Yates. Buyer Will make appkaMon wlit kl _ days (5 days a left dank) aver ENeaNS, Dale and use reasonable diNtmmdt to oblon r. loan 31 rxrmliment and. OafeeRer. to satisfy temta and cOtW W4 of live cemmilrnnd and dose the ban. Btryershalf pay all lam 6*oms. )I Buyer lees b wblairl A OWMIlrent of lab 10 waive u titers Ilphaa hider this SubpanWeph within tM Ikea for obi.Wnq a mrnm,km«u or. Aker dmgw aeon IS& to me« tla lama And cordl)ons of the com mArridni by the closuhg dale. b thin Nttwr peM ttenaMr, by wmMn notice fo Aye mother, rosy tench leas CantslS and Buyer alvlf be rafualyd the deposigs); or 77 '0 (c> 7te •ndaliq mengege, deacrmsd h Paragraph Il(t} abev, Mr.'s a vensble nbreM rate: a ❑ a fixed intarast rate of _% par Armen. At ikne of fish traANel, Some fired IS inlereu rates ere aublw to Irue sale; a k+lruseo. V e rat• sn■lf not es :eed __ %per erasan. Seller ahaa kanfah a statement lnxn era, mongtgee tie %N the Prt+m*w balance, A rnedrod of payment, knls /•at nu and ataNa of mwlgag2 or aueWt{sa Bute a Cloakp Agent b oble1,1 IM same. 9 Buyar has agreed to aaAUnle a tt ngage which squid* APPIOVAI b W Suter 1>)r Me mortgagee tOf tAMarpeon. son Buyer shag promptly oD1aM Iha neteasary Applfeaoon and daibenty aDm9iale and slum it to tM MOrlpagea. Any mortgagee r1711f9d(Al. 7l nOl 10 exceed 5 It of amwr6u aasumcd N lam blank!. itch bbl Wig M Buyer. II Buyar Is ml ■cceptad by m rlgageo or d1a Mgljke nu lot eaaumptl0n Q are flOf M aceDrdanca with Me semlAS d th4 Contract a malgaq•e makba a things n oreses al he stated amoun4 Sew or etryw may resdid it" CoAltild by wnlan notice IC the is other party Imleaa ehMr tittle m pay due tntre■ae N inters[ rue a ercau rnoragage Idergee. W V. TITLE EVIDENOE: At feast_ dsyA pesos Cnsalg dab, (CHECK ONLY ONE: ❑ liaair srax, a Beats expetua, d2N.•2t a Buyer or Buyer's ehonw,, or Q Bvyw anal at Buyer's u •xpsnss obtain (CHECK ONLY ONEL' Q abshscl of tifte; a Q Trite ittutarlca CpnSrnanirara (whin kgibb tdpin OI Ir Atrymanta fisted at este0lbma Att.cMd ihentol nod, andr fiOel(Ig• an taownara policy or ante krsLurance. SEE ADDENDUM n VI. CLOSING BAT{; This frrroAakn OWN 0e Ciro ■d and lee Om" dwcum•ots doliverad son SEE ADDENDUM ratans modified byodae pidsAslons of this earwax. sa Vi4 RESTRtCT70H9; EJISEMENi3: Uao2TAT10NSr Buyer shelf take IiR• aubNd fit: CMlpahwaM erred use ptene, Inrhklg, minlcdorla, profrNY(OrM lrld fflM! IagUkamenla trMSDaed by w gowrmrordaf euth,000jr rutelctlons and megen eploearkg an the plot a otherwise cam men 16 tiro subOvislun; wutslandrlg oY, (Tao and robins" rYdhts of record without right of entry, pubk so u elty sasemerltt of record (easements weld DA IOtatad conAqusus ID real pmporty ones ant rot more then Wood In width As to the rear or bons IFtes and 7 IM feat In width Asia lho aide s, lines, unfass whsnvlse stated herein): WAS for Year of tbag Arid SVWNQuert yearn; ■seemed MOA94943 find pwChasa money =1911190, 1, N any Of addtional Hems, sae addwidlan); S2 provided. that there exists at dosing no viditI l of the foratick and tow prevent use of the PropMy lot __CoMM rGl a.l purposa(a), U VOL OCCUPANCY: SaHar werranls dial diem Are no Pemtes )n occupancy whet tun Safer, but lf Pn ordy Ls inforded b be rented o( vauWad b►yond ebshq• the facl and terms "deal Hard the idleunt(A) or occvprnb shelf be disdoeed putsuant to SIAnelard F. $alfar &half dalWer occupancy of PropaRy to &yon at find M el6ii g U6414 004rwlta staled herein. II occupancy $Sts to N deevefeo peons closing. Buyer Assume, a1 (isles of loss In Property from dale W OCCLOW cy, Shall be responsible and 11 bfe lot m atnbnance from that date, and snail be deemed K to he" aceaplinf Propertyy N its aalsdn9 uwndllon as of Ilene of Nkklq *ONFO eY nnfeae olharvdse 618124 h6fsin, SICK. YYPINWQr"lfW qR HANDWRITTEN PROVISIONS: Typewdmen W MndwfkUn provlslon•, Word and oddonrn shad Donlyd ao ixinled provlabnf of mw Conhracl n eonfllclwhh Itam, %X. RIDERS: (CHECK Grose ridere hoick*." sppaesbta AND An eftaeAOd to INS Conked): Is ,CONPReHI!NSfVIRIOCR HOM4OWNER8'ABSN. t� COASTAL Co NSYAUCTION(:ONTROL LINE A CONOOMINIUM -AS IS' INSULATION el VMPHA y LEAO•BASED FAfHi ' R Xt_ ASSIONABSLITY: CHECK ONLY ONE): Buyer (14 may •sign and rhotsby bw released Iron any flnlher NabAty w.Lt this Contract; 0 may assign islet (WI W ral Arad ham liability dhASow this ConrraDf; W Cl may not Assign Nis CNntract. IJXIL DISCLOSURES: ss cat Radon I. a raturaey w—Ing redioacINA gas Ihel ..her. 2ors,mAelod A . e+ang in nadwd gjAngdoe may va•errl heats eaw to persona who, an existed b a over tine. Lovell of radon lee ear arc•ad %der& and slew p+id•ana. have bean found h b, il" a FkA t, Amgonr nio malion degardng B66W a Radon WON may ba obtained Iron yOUrCounty Public Health urn, $I (ill Buyer a?urowaedges rdcaipt of dr Florida Bulking 49 nergy, EmElency Adding Sysleen &oU&ua. As (C) If the real prwper'y indu rte pf4-1979 rasidenliaf houdkV than a Nod -6esad paint rider is mandatory, As (d) a Saner fa ■ '10refpri person' as dafklsd by the For•Ign Invasrmaru h Real Property Tax Act, Ito parties snot cwnpy wid), her AcL 7o (e) 11 Bwor war h. abigated to be a member 01s h*ftw *,oW essorfauon, BUYeft SHOULD NOT EXECUTE THIS CONTRACT UNTIL. BUYER HAS RECEIVED AND READ THE 71 HOr AEOWNERS'ASSOCtATtONDISCLOSURE. f11 n)(111, MAXIMUM REPAIR COST$: S•Nae shall not be respmoVe )or payments in excess ol: PLAINTIFFS A (■) S for Ireaimere And mpsk Vndat glardam 0 (if dank, ten 2% 61 he Purchase I"IC0. Cy�18II . 74 (b) S for repair And reptacemenl•under Standard N (if blank, then 7 %d the PurAchr�ua Price), Ee1X �i 7S XI V. SPECIAL CLAUSES: ADDENDA: It additional lames are b be provided, stitch addeAdrxn and CHECK H£R£ V9. i h XV, STANDARDS FOR REAL ESTATE TRANSACTIONS: Standards A INWO W w he reverse We or epachad are krtorpoealed as a part o1 sus Conkaoi. j 71 THIS 15 INTENDED TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY UNDERSTOOD, SEEK THE ADVICE OF AN ATTOANSY PRIOR TO SIONINO 75 TNl9 FOAM HAS BEEN APPROVED BY THE FLORIDA ASSOCIATION OF REALTORS AND THE FLORIDA SAFI. n Approwt does not crosdlute OyiniM 11x/ any d the tamrs And condldbns In this Cmitracf 044 bbl amaptod by 4e ptmfos as A part4culaefransacA n Tema and corKrwlonJ ou so bbl n4WRAP01 A2340 499 ha nspetLive nlardsls, 06*IMS And baryAal479 POO' nA d Aa Infe /aJ ed parsons. 11 COPYRIGHT 1995 BY THE FLORIDA BAR AND THE Ft.OA10AASSOCIATION OF REAL A9 �_ "BBLUE D CORP. A AYE NTEk N L, INC_ 0 �B"' °�y s. Date) B(Seler) Pres. (bale) s, Soclal Sacurily or Tax 1.0. 1 Social Security or Tex E.O. M its K (Huyor) ( aid) glen) IDe�e) a7 $oclat Sociality Or Tax 4D, a socmi S ' o .D _ KI R W •EIDEN, P 140000111 under Paragraph 11 (a) (OCONad; IF OTHER THAN CASH, THAN SUBJECT TO CLEARANCE, �n1) 0 BROKER'S FEE: The brokeq named bolow, IWualnq listing ant• cooporalkfq brOkefS, ate he on y en • .lea to c nscfon h comwahn MLs eonuax: / / Joan C_ Kimpton, C -21 Condon -Meek - 3% 9I .nonaraUnm Ar6kdr2, If any , 1 Fsflnq flmkrr FROM (TUE)JUL 27 2004 16-ji/ST.16:58/0.6315390779 P 18 A Shan comrnerrc�.�wNh Ih� �er�• 1 p�-ta[ ie[ords. or r thee as may V4 cranv„arlr h un, cou.ry. Ups-. croak.g o1 ni. 4•MmNrt, tha.� a e•eome 1411 p-.,Ywry n. n,ryar, unpv )a to the right d rrlooltdn Inereo(by first mpngagae au, pO4. (21 A�af.dlartlrCa.flifAAlMl1M➢I ttlurod W n Flakln Ifcaraed lido haur b leave Buyer. upon rsl�rom+g�a line i7 tided to i)tryM, an ownWt rA*-.Y a 1414 rtaasnrA n Me 4"In rt of the punxtese pn w. i.4" BtryW$ Lice to IAa real Wnporty, subjeci only to lens. tnsrmbrances, «raplboe at M qulkllaalkrq ptOVW" n ihh COMISCI OM ales.11 to lea mSs:V rg•O W User at « before doa'm¢ S4e41 arhaA comer nsrksuaM4 Wln.sht(eat Unit a bens• tneumorancea, •avapdone or !pinch dalklna provided in (him C«tgh:, Muk4tsOld Iau shall bd delermned according to applk000 Tilse Stuxlnrds AdWlQd by Au"ity dl Tno Florida Bar Ana Ml meeontlrsem with law, w Buyer Anse haw S days Isom dald of (OCewrtg W- 12111CA 01 ma 10 s"MM d. If Ikle R found n4eplvt, boyar than wnghh "id 3 flays notify SOW h wrlang opadlyi'9 tla de(tdit)• It dialectal rarvlor ado a timsm siab a. Sailor will nave 00 days from nxvpl d oolica lu fonkwe ite rickicts, LaAM which Stryor srxtw. within (Iva (5) (ayn Mar Ppaatbn Of to Cdrly.(301 any period, ' deliver wrefen notice fo Ssi for etdher: (I I extensam.3 mid lime bra liason101e p-MW not t4 txcCOd 120 days u40dn Wuch Solkr shts use diOg W Otl«t Uf femnve Me (1618011, Of (2) requesting • i feluhd at doposa(s) paA art Matt in im-mi atcly relurned to Buyer II ek"t ts4 to s0 mmt(ty Sager, Byor "it to 0-mad to how+ aceeplad ma It as 4 than is. SOM she*. if illle ;r ar.vd rehmark•abl•, rrl• daipani effort to cnrroct defxl(s) w4hh Ina ems O(ovdod Ih010fa, U Slider is noble-lel fin)ly,�SrP.agj p>Q flgloclA. Blrya ihea ehn4rwalw Iho dNeds, or fecesn s a rtrvnd O1 depp4apsl. "raw 1014-sr g Buyer aM Sneer hom at lather obagatbns valor ih4 Contract. II rvrmance 144 4 wmveLw b BuVar leas Than 7 days prior w clocking, Guyer f, may eal4n0 cwvv date to frial BVYW shag hAve up to S flays Ilan data at (staff" Of evicanG Of Iran to elamsie snhs0 In acccidanca with Into S4lrpJrd. :7 a. PURCHASt MON[Y MORTGAGE: SECURITY AOREEMENYTO SELLER: A purchase monrr nyrigmW and mnatgago nal• to 54W shat provide b e'Jbdy place yulod ;n the weal of .'.: daaaun 4 a wit NW(lon n anal a 17i14y pace Poe-j.( a second or wmer nwwW go: shat provbv err -gm d p..parment In *Au-Ao w k, Parr .vta.e ptnaLY, %has pe"4 *0cO •*d*m in awr4 of varvkf of the real prdOafrY shlw r*gWc at prior 4efta and waon once• to be toot it good *tawrq anal fdtxd malfKallOf i d « krwra advances Calder prior mottgage(s) 61441 requliO Buyer :p a mein" polyp of ataKainet containing a standard mdfidigae detests ageing 64 hmpXOVOnrnts celled On the real property agarul Are and all poll$ ncxsded withn as form - W4rhdgd rt paverage ardora•r..Mx•' sad such Oa a, Mss And pens as Sager fa.l- raasonahty require. In an arrO ry equal o arm Wghcsi %ra<asbb.altA.' irld to mxtg"De- nos and a*CWSy egeamenl Iz the* be odgnat4 in farm and =,f4ht r•gw&d by Seem! but Sara+ may chug rewlre deuSes mid Oo+arap• assisom lily kxmd in mortgages. modgis" isf alt and security sweement f 06heNy 17 ptaxed by savings and loan hsatud one or stale of rAIKAO banks broad I. 111, CO M whoa h tha real p"My is bCarpd. AS personal prrpmW end bPW being wrnvyld Of osUy+ed .4. al is Sellars option, be suojen for the lien of a secwtlr agrtASWm evidenced by recorded Wiefscing skupnenla. it A bakM maR,lage, into lid paymart will exceed Ow pariddic payments tarpon, IS C. SURVEY: Buyer, al Buyer -s Israelite, waltky time allowed to dekvor tVldance d idle and to examkhe farms, may haw Ina real woparry sure" also unified try a (49414140 AWIda IS Sur%,yd, It the #^Sy disciasoo enUOadrmants an the real property or shall vmprowr^C+1is located Wasson encroacT, On setback 41104s, 444emonls, lands. of o0sita or vlo!ala any gstrktions. C Commlea coww+ls of applicable govtmmadah regulation, 04 tame ihaa Constitute A lids detect. la D. TERMfTiSAY000 DESTROYING OROAN15MB: Byer, at buyers aNi reo"' weltsn M time .lorded 1. deawif •. id*- rst ail., may have by Prop4fry Inspaa•d by A Florida CWV*d Past 1, Cwynrd OwerOr COp malorl to detefnwks it there is amr visalp Ise w ferm;iie idesation as vbb6 daRNga IrDm Ishmle s4es(aliOn. @M*Auta W,04s. If either Of both arm found, D gar slam hem X!, 4 days from dais d written natke erred v it in w•hi"m b he" opal M Irea(moM, a (Wisarad, "installed try M Operator W4 all Oamag• nspecind and OdwstNed by A Aransed bukde « p•ti•rel' . . :i fxxtr•CW, SO4M"pay mre*d costs Of ir**WA4rt end (soak of at damepe w a Ind •-0401 p(traded h Paraaanh Xgid)• If atlmatW costs mlceed sal e-LoVU. B.N•r ones lava I a gtion o: .2 ter"ana dW Canlract within S afro atw reCehpl of CMIMCloes ropair GIs male by gvinp written noria4 a SOW Or Ouyar mar clad to woad well the trasssacddn and faaM a dada i1(bseg A ai 001 amosure Ptrsmd•d in Paragraph XIII(a).'iamWOS' sham be deemed la iKkaa aA waod destlofag esgrtnk,n.• r**Area w be l.P-.d fader Iha FVAU Past Control Act, a. amended. N 1. INGRESS AND EORE55- Saner werana and f4pf474nt4 art there a impress And •etas IQ M last wopefty sufficient for me Intended use as descrlWd In Psragraph VII heed, litle b r IS which 4 in ecwrdaMA with StanWN A. 4 (7 LCASEtR: SOW $has. not less then iS dare 0•/yt rhom; . I�n tsh to Buyer topins of all WfMtati leases and estoppel lifters Iron as '0 lwre sparilybp to mega and duration d and asants n pcaparky. w W I■M& advanced rent and security dispas4s paid by Ittunt. U SOW ta ielable b Obtain Such leaef tram Sapp, tauh s. the Same hbrmafbn shad be amnished by Sneer u Buyer N within that tone period h am form d • 8•Ia/s afndavlt. and Guyer may twr$4hef bOALOet tenant to oorAmn sari. i-t'xmstian. Slow shuA, at 044i g. datf ev aM a stign AN original Maser to Buyer. , g G. WENS: Sel4t snit* furnish b Buyer at firma a closing an sagavii an -firV a tr absence, unisas of heMdia isti ded W Margin, of any lV -a^cig stabentem. Wins wean or poleridal a) menors known 10 Sager and hatter ahesting put gums holm been no 1nOrOVe+frehte or repair$ to the real property W 90 days immodaley, precadlrg dale Of closkg. )t the real property hat . 11 been "ncve4 ar ropeirad within that timid, Sneer shag deliver r•loasas or waiveu of cOrtalfuc}bn Ism eanostad by All general COntrWasnI. subwntractort, suppliers and materialrnen in Q 11101110(110 Suers Men affidavit So" brifs Use fames of of such goners contra Wz. sisbcortrectorA, suppliers and maledamman, luthM Affirming Ilwt as charges for imOrtyvttn4nis or q r•pa nit whin could A""a oasts for a construction inn ve a claim lot damages 4xve bawl OW Of will loo paid W M oiosing of this CoMMct. W H. PLACE OF CLO WNG: Gipsng shelf be held in the count'+Matrin the real property is located as nt OHICm of the Attorney or oche C1CgIng agent ( Closing AlIAW) designated by Seder. • is I. TIME: In Comisitk'Ig time periods oI lea tan eta to) dNs, Saturd4y$. Slndsyt and stale «rational 4gds hoidayf thag be excluded. Arty limo Periods proy40ad IOF heron which shall ill Mid Cwt 1 f3ahYd•y. Sunday. w a leads h*r4ey sham exiayd to Slid p.m. of Ire heart balk-Am day, Tlm• Is o/ Uhe essence In this Contract. 17.). CLOSING DOCUMENTS: Sager stud furnish ins dead. b7 of sale• eonslruclWn man acct arAt, owners possession smarvil, astkgrrnenis d leases, tenant and mortgagee estoppel letter to and conedtive lnatnrr4nta. Buyer sham lurfd4h closing slaitmerit, mOngage. morigege note• aodalfy agr44n1en1 and fi arra g staletmem14. IS K EXPENSES: Oodtmenhuy stamps On lien *tad anal feCaWg at conflows Mabanonts Mao be paid by Seger.000umnary Stampt and Intangible tar on the Pathfite money mortgage n arch any mongsgt assumed, m irlpagea d4 Insurance commmiurisi t with totaled fees, and wcordirg G purduss money MOR90ge to Bea.., Oead and financing shalemtnls "1 04 paid .... :1 by Breyer. Unless otherwlee pm idsid by law or rider to this Contrast, Charg44 ter in* loAovdng totaled rate services. "Maly d,le or abSU= Charge, doe examination. and serdort ant And .2 Coming lee. MUA be paid by Gal party responsible for furfushfrg this 144 evderce in Puagaph V. L. PROBATIONS; CREDITS: Taxes. sss4$$rnenls, rant. Intarasl, insurance aft* other expenses of M Properly shad be prorated phrovph the day before closing, Buyer show havt IN option of taking der eaI•aag peaciea or insurance. If aaausmabhe, in vwhich trial warrttana Nis bt prorated. GM at cL*" Shag be lncreased or d6clid"d ov they be required by prorellona la 11 W made mlough day prior to CIO". Of MCUPancy, it v=os ncy 0=4 before d0411mg. Advance rent And security deposits va be credhed to Btt'ra. Escrow deposits hold by mortgagee a will be creQd•d to Sesser. nixes stall w proremm4 stated On Ill cuneru years tax with due a*o-le ,. ma4a far m•.imun Saowabie discount, hometweld anC other massptons. a cbslrto 1 ocs rs of a dais when the &~I years missile is not bed and current yeah mssaaMront b awraba, taxes wig be protaltd based upon Such meassrne.11 and arm years missile. If N Cuneni yW* assaasmanl is not avail444. then rase+rote be prorated on prior year's lax. If Isla,• or4 cOmofer d knprovornenfa on the real amp" by January list of year of sloshing, whlels it knprovemenls were not In existence on January 1 1 d prior year. mOn IAAsa 7h.r he praratad baaed upon prior yetry mairge and at an equitable saiason,4m( fo p• agreed upon between ;0 am par1Ma; [GINN whicth. rtpuaal Map be made to Ins County Prop■ty Appraiser for in iMamal awusm•ru taking into account avnaabla seemplkns A tax proration be sad On an ei lmat• Ir shell• at request of ehhw pmjy, M raaqutled upon receipt of lax bA w oMdlllmn that a statam•nt to that affect is signed N elating. . .. a M. SPECIAL ASSESSMENT' DENS: Cerlif lad, comfrrme4 NO rallf4d special assessment went sal *1 4414 of 410Whq Inot as at £meu'tivt Deta) au I" paid by Saner. Pending bens NO of O data of closing erne 04 assumed by Buyer. II the lmwovamM4 has be- sWaMM.Py rxrrpte.sd as « Clf.Ww Date. emy parldhg den shag be corwld41e4 C4nir4s, Confirmed or ratified x and St%f snag. N dosing. be darp44 an armour' pual to an fast estimate or maeeanrrll ion the improwhnent by the public body. E N. INSPECTION, REPAIR AND MAINTENANCE: Sorer warrs(wt final the ceiling. coal ir¢ktda g the blocA grid 60114) And 4x1161 and Inlefnf want, (cunrotdpn, s•awats for equivalent) grid s d* "Go do as hew any vls ble Ev;fefics of laska. welts dart1ege or structural domeoe and "I the s ptiC lAnk. pouf, all also antes. mWankW e7mR h amft cooing, a4cuical, pkkroing 0 Systems end -esi lery are in Ww Aq Ca.d4ion TM lere0eit0 v- awrany elrt a amlea b err Moms spadfred vet4q Oehsrvfa• p(vdtled In qn edrfendunh. Buyef may, at IkWS expense, have a kgpectsiona msw of those it- wither 20 days sfw a 4 En4oAw oar, by a arm «Find vkkrel Sv4deati+9 :+hoar kspacihona and lhddvg en OcKVPaal W aearra for SUCK purpose H ",Udxg a or by An, appropdsl•N aeena4d R7rlda contractor, and Ruler al}eg prior a fryers oonpancy but not rrore Uwe 20 dtrm &Ms gft&wve Ogle, report in wring a 54W such gees that do hat meet O Into above standards at to detects. Uness Wirer timey r such delacts. Butler sham be deemed lo law wanted 34WI Wert Wes M fo detects has reported, It rep k4 w .tptetsytnanes pro :t r"*Vd n 46" with Ike Standard. Seiner 41441 cause thOM 10 be made and sham pay lip to Use arhatau pfocM4d In Paragraph Xdl(b). Seller to not f64iyred b mama repairs a lootbOameme or J a Cosmetic Condition eaers cusad by n 0*40 Seger k raspansitL b repair d fedora, it the eodf tar Such repalr of MPIWIMAad exceeds M amount provided in PAfayeph XIII(b), Buyer or ' a set4r men, •iR;q w pay such excess• ewng which •achetarty may 6411.4! 0W Careracz it Sorter b unable to ca+ect the ds hKU primf m elostng, the cost tiered Asa$ be 0e1d Ism* 4vtow at dosing. 4 SOW shalt. upon reasonable r akA. Pfd tee uamkes SOMOe end pWM to tie Property fast, hapoellon4. Indtx&g a wa0nituough ids tona6ain to anti m Oul sal germs d pe,sonet property are s on to real property and, tubjed to 001 k wtgoIny, IMt Am ret)thad repels and rap4amanb have been male and eat the Properly. Including. but rxt trraled h lam, derubberr ad podf, it any, 4 has b"e" mahulmad h the condition existing at a EnKaM Osta. or"ej wear and lee excepted. Foe purposes of Ilia Cowschi (a1 working CCo d*brr mtsoi cpo(afap h as mama +h which 7 1i4 kom was 04twidd to operate: (b) •Coem4tiC Cemdow M43M s44044fnC kMedKtbs Cal do not Affect ft vVekhg eondtlo,t of His gem. Including, 601 not kNtoa to: plead auntie; mlasrg . a M 10th "nod : faggeol vAfxk ; 4414, wont ears, a daeebrARM M Actor crwonap L - "lFvrr, - w*.U- U.nhm nr.: Mm Iktoa. suobhrvt. 11"11. Cswrros, dtWe M WAmkg In GoAnpa, wsrma, t "Wimp, taawoh of asides; Mkt moor GrAc t sl h (Lops. IM-, w•mcs.wt, wh-rtryt. skmwwmhe, or lrwt aids, s: trot (q onl had Nw, camp « worn drgnw, a a+.knd r pl No AMa mr lu 0 *emAleered uefeas 64W must r•prtr a ropaW, to long as Mrs 4 w evldamco or odtrW leaks sr Um karyo N ttntkurV damapo, bul rnfeeng tees will be SO W11 f07peMCMy lo repleoIs orrepak. 1 O. Rt$X QP 1.098: II the Property ;8 damyed by WO M Octet Caauelly below cloxe.g and wet of realo- oliort ebat lid attend 3% of 1M aeAOaeod vubAllon d M Properly on damaged, i con of restoration Moo be •.s oheq•ean. a flamer end 001WV eh•A Proceed fr+ -4VAM to nM holm. oh n.. C. ,-ti with tettofalbn OOAi4 •eGrawad at ;b j• If the toff of fest«allon oxaved4 3 0R al the •asalmO4.eW4blee of the Property So denegej, duyM Meg hive NO option of dell.( leking he Property as It, lOdediat WNh Oki ar a% « any Ingr -anal• 014C••at PpyOblo 1 by virtue of such lose or dome". of of CAnCemng kids Contrary aM racaivfmg return of the deposit($). 5 P. PROCLED.S OF SALE: CLQSINO PROCEDURE: The dead stag be recorded.upon clearance of funds. if An abstract of 114 hot b4en furnished, nddenca of Ott shall be cMlinutd at s 6tyees sxpense to show Ws. in Buyer, without any sinc-rtbramm or change which world ftndat Sos•rs title wmarkeiable iron the data of IM Last tvldance. AN car" proceeds Arms be 7 h4td 1..V4- - by 8.mers A somey « as- ma. -Illy .Ceapiede • "••o»- agent for a period of not mesa than O d.ye .ft.f cbsip dad. 11 Savers age b rendered tavty*rh•te04. OV000h no a auk of Buyer. B inir "I, within the e.day period. nOtmy Sewer In writing of the defect and Seiler shat nave 00 days from amid of receipt or such nalxlosbn to Cure the deltcl. n 841or falls 0 to Wily auto the detect, as derail antl closing luntls•zhat, upon whiten demand by Buyer end wMes, 5 days after demand, b• r•lvmtd to BOyef aM, simultaneously with auch 0 tepaymenl. Suitor shah ratan the p•rsond property• vaobe the real propeM and reccnvty, ten Property to Seger by 4*dal warranty Wad And b4 at sale. If Buyer fail to make Wnely I demon* for refund. Buyer shah lake title as Is, waiving •I hghlf against Sager as to arty i tervenktg OOIW Wript as may be rnaabl a to lsuyr by %il1W of wahanUas COmIA 6d In the deed 2 or We of sorb. If a port *A of the purchase price 4 to be dOrK,*4 trot, instihskynal filming of refinancing, requirements of 94 tending Wltutlon as to place, minty of day and procedures for T doerv, And for disbursement d "rigage proceeds shag control over contrary provision in Nis Couraci, $ether shag hew the 600 W require from the ending Institution a wrkan 1 cprrnhVrhertl Olfl a Wiw tat Vsnrthpb tltsWr$ement d marlp•g• ptoc••A:a 017 a rairat of achy glib detect anribua64 w Bvyar•mdlgag «. Yna escrow and ebsinq pOCadwa rwgWrad by thli s Standard ah.aN be WIN*d I the title agent Ktwes sdwfe4 (nahen pwawm c Section 627.7841• F.S., as amended, w O. ESCROW: Any esesow agent (Agartfj receiving funds of equivalent is authorized and *goes by acceptance o(fheny 10 Orpoilf them promptly, lob name In "wov- ed, sot0cl to I clearance• dlsburte them In accordance with terms and toodkIons of INS Congacl, Failure a( funds to dear shall not eAcuss Buye(a perkmenco.Ilk) doubt a to Aganfa outLat or g4Wlkks 4 under use pnovlskins of thle Contract. Agent may, al Agents option• continue to hold IM Subject matter of the escrow L48 the parties hereto agree 10 its dabufsemenl or until a l idgmmant 4 Of a coon of OOnpefent jurlsdkllon Ahem 0414fmht ten do%% of kit partial. or AgeN may deposit Same wills aw ux4rk d the circuit came having jtatraialar, N Vine difpars, Upon hair" 0 all pestles concerned of such anion, all wabUtty on Us. part of A94nl shall tufty terminate, except to the extent of accounting for any item!l previouaty dtlhersd 90 of •wow, If a mceneed 1 Foal estate broker. Agert wig compfy wafh provisions Of Chapter 475. F.S., as amended, My auk W"Ori Buyer and Sager wherein AgaM ta medo a panty berauea of Acting Aa Agent 2 horeurder, or In army suit wA•tth Agent lntarpleeds the subject maser of the eschew, Agent that r4eevar romonabla mn«ne1/s lees and 0044 Incunad with these amountt to be polo ROM ) And out of us. escrowed funds or isouivaleM and charged Ord twarded a cowl costs In favor of the prevailing party. The Agent Snag nor be Babb to arty piny at parson for nu$WOwry, to 1 Buyer or Seger of lams eubfld l0 the mcnav•, unless Such miltdolvsry is due to WAIL9 breach Of the OFOVISIOM of IfnS Contract or prose negligence of AOeft, S R_ ATTORNEY'S FEES: COSTS: In any Ihigallon :Including breach. enforcement or M.larpretatbn, artsIno opt at lids CMlract, the p(evoilhg party in W% mtgatipn, which. for purposes d S -this Standard, shoe nclute Seller. Buyer and any twokers acting In agency or nonsgoncy w4lkruhdps autholUed by Chapter 475, F.S., a anttngad. shah be entitled lay reevret bons IM I nonspteVagInq party reaeuMbl4 Anorneyrs loss, OOSts and 4apa.aos, i S. FAILURE OF PERFORMANCE: 11 Buyer faitt to pallsom this Contract vftln the lime sponged, including payment of sit deposits, the deposil(s) paid bin Buyer and (leposd(s) agreed to ) tote paid• may a recowrp and retained by ind for dal becouni of Solar as agreed upon liquldaad OamaOSs, cgns44rallon tar the aAetvOef d grid Contrran ON Its M 4404meru of dry ) clahu; whereupon. Buyer and Sager Sham be rellt+ed of AN obhcadf viler this Congas: or 5404t. at Selleh option, may proceed in equity to snit" Sagaes 4011 under gels Contract. I It for arty roason other than lsihrt of Seger to make S4U4h Ut1e matkelsble after dalgent tY,«t, Sewer fails, negiedu or relusae to perform Ihls Conlwcl, Buyer may soak spedfd performance I « elan to receive the return of Buyer* dspolis(a) without theroby waiving shy Adion lot domag4e resuming from Senors breach. I T. CONTR ACT NOT RECORDABLE; PERSONS 90UND; NOTICE: No.iher IN-. Contract nor any notice at it shah be recorded In Sny pl.tYk r4COrda, T1da Contract shag hind and inure to a the bonsim of M4 rAitles and thoir Successors In Interest. Whenevor she context psimis, singular shall include plufal and One g4NOS shag nc}lr1• ml. Nolko given oy or to the and(ney Sot S any party shat be as effective as d given by at to ihsr parry. s U. CONVEYANCE: SAW Maw cawoy title m Into foal ptorArty by suilVlory w,lrrartg bustoo's, f .rzssml (epresenlative'S Or guardian's flood, at applop(tato to IN stales Of Softer, sublet+ I only to matl«a cOnlsklod in Paragraph VII and Oscars OtMriA4a- acGytnrj by Buyer, PorsMai phroperty shall, at dal request of Bhryot• be lranabfrid by an nbsokne biro of saio with warranty 1 of fifth. disjoin only b !tact tlahort as may by Otherwise provfdad for hot". I V. OTHER AGREEMENTS: No prior or png70nt pryoaments or ropf %zisLudom shah be binding upon Buyer or Sale( unless Included in INs Camilla No modification to or Ohan04 In lhls 0 Conlmes-eMIN be.viM or bow" uporh tho partlos unless In wrlting and a.ocutod in Ite party or paolos 1n10,4ed to t 6 Um,nKf by it. 1 W. WARRANTY. Still« warrants IMI third Aid N) facts kf4ynl Its SgUht mJlonawy 00ncling iho vaiu4 or Ih0 PrQparty wtw;h ate not roadity observable by Buyer or which have not boar, 2 discbsou to UVydt• FROM • (TUE)JUL 27 2004 164ST.15:58/N0.6315390779 P 19 EXHIBIT A i I 4 FKOM • (TUE) JUL 27 2004 1 *ST. 15 58/10. 6315390779 P 20 ADOWDUMTPCONTRACI THIS ADDENDUM, made and entered into contemporaneously with csccutiop ofa Contract for Sale and Purchase, by and between AI. rNAYEM INTERNA110NA1, INC., hereinafter referred to as "Seller" and BLUE DEVIL CORP., a Florida corporation. hereinafter referred to as "Buyer ". W ITN'ESSETH: WHEREAS, the parties have heretoflare executed a contract for the sale of certain reni property in Pinellas County, Florida, using a standard form contract (the "Contract "); and WHEREAS, such Contract does not provide sufficient space to include tlterein the toms and conditions which are special to said agreement between the panics which arc incorporated into their agreement as hcrcina8er more particularly set forth; NOW, TJ-MPEFORE, in consideration of the mutual covenants hcrcin exchanged, and other good and valuable consideration, the sufficiency of which is hereby.spccifically acknowledged, the parties do hereby recite and agree as follows: 1. Reeltals. The above recitals are true and correct, and arc hereby specifically rtpcknowledged. The folIowing,additional terms are incorporated into the Contract, and to the extent the terms hereof and the Contract shall be in conflict, this Addendum shall supersede and control. 2- Fessil iliri Studv Peeled. Commencing as of the effective date and ending as of ninety (90) days following the effective date (the "Feasibility Period "), Buyer and its agents, mprescntatives and employees shall have the right to inspect the Property and make inquiries to governmental authorities and other appropriate parties so as to determine, in the sole discretion of Buyer, the condition of the Property and all r:omponcnt parts including the structure, mechanical systems, business operations, zoning, land use, etc. All costs associated with Buyer's inspection and review of the Property shall be borne by Buyer. If Buyer determines in its sole discretion that the Properry is not satisfactory., Buyer shall have the right to terminate this Agreement by delivering to Seller, or ScIleds agents, not later than the expiration -date of the Feasibility Period, notice that Buyer has elected to terminate this Agrccmcnt under this paragraph. If this Agreement is terminated by Buyer ) pursuant to this paragraph, Seller shall be entitled to receive and retain $ the Earnest Money (W, V as non- refbndable consideration Nkmxly. Buyer shall indemnify and hold harmless Seller from and against any damage caused to the Property arising out of the activities of Buyer or any party or parties performing work for or permittcd access to the Property by Buyer; and if rluycr does not close the purchase of the Property as provided herein, Buyer shall promptly restore the Property to ifs physical condition as of the Effective Date. Seller shall cooperate with Buyer during the Feasibility Period. In furtherance thereof, Seller agrees to use its reasonable otforts to deliver or make available at rc:uonab)e tilr,cs and places to Buyerwithin five (5) days after the Effective Date, any permits, licenses, condominium documents, advance bookings, environmcriml reports, surveys, engineering reports, or any othe=r contracts and/or warranties relating to the ownership, use, operations, construction and condition of the Real Property, 3. C e in2 Dnte. The closing shall take place on the first business day ninety (90) days following conclusion of the Feasibility Period, provided that the Buyer has not terminated the Contract during the Feasibility Period. 4. Seller _Rep resentation5--and- NV3 rra n ties With Respect to_Pr, )ertv-. Scllcr represents and warrants to Buyer as follows: A) Ma kctablc Title. Scllcr has good, marketable, and insurable title to the Property, free and clear of all mortgabcs, licm, encumbrances, leases, tenancies, security interests, PLAINTIFF'S covenants, conditions, restrictions rights -of -way, casements, judgments and other matters affecting EXHIBIT title except as hereinabove described, and except that a Declaration of Condominium has been riled, FROM • (TUE)JUL 27 2004 16/ST.15: 53/110. 6315300779 P 21 a , however. Seller is the owner of all condominium units, and there am n.b other interests of any nature in the subject property, except prepaid bookings for transient occupancy and 1999 real estate taxes. B) Nor'ond;mnationPendincor MZSped. There is no pending or threatened condemnation or similar proceeding affecting the Property or any portion thereof, nor has Seller knowlcdge that any such action is presently contemplated. C) Adv rye lnbanai _2. Sellerhas no information orknowledge of the existence of or any change contemplated in any applicable laws, ordinances, or regulations, or any judicial or administrative action, or any action by adjacent landowners, or natural or artificial conditions upon the Property, which would prevent, limit, impede, or render more costly Buyer's contemplated use of the Property as aforedescribed. D) Comollance with Laws. Seller has complied with all applicable laws. ordinances, regulations, statutes, rules and restrictions pertaining to and affecting the Property. Performance of this Agreement will not result in any breach of, or constitute any default under, or -result in the imposition of, -any lien or encumbrance upon the Property under any agreement or other instrument to which Seller is a party or by which Seller or the Property might be bound. peodin r Lijgadm. 'There are no legal actions, suits or other legal or administrative proceedings, including condemnation cases, pending or threatened, which affect the Property or any portion thereof, nor has Seller knowledge that any such action is presently contemplated. F) No Snccial Asscssrn4illl-S. No portion ofthe Property is affected by any special assessments, whether or not constituting a lien thereon. Cr) Access to JJiZhyav3 glad Roads. The Property has full, free and adequate access to and from public highways and roads, and Seller has no knowledge of any fact or condition which would result in the tcrmipation of such access. ,• 1) Commitments to Governmental Authorities. No commitments have been made to any governmental authority, utility company, school board, church or other religious body, or any homeowners' association, or to any otter organization, group, or individual, relating to the Property which would impose an obligation upon Buyer or its successors or assigns to make any contribution or dedications of money or land or to. construct, install, or maintain any improvements of a public or private nature on or off the Property. No governmental authority has imposed any requirement that any developer of the Property. pay directly or indirectly any special fees or contributions or incur any expenses or obligations in connection with any development of the Property or any part thereof. The provisions of this Section shall not apply to any regular or nondiscriminatory local real estate taxes assessed against the Property. I) Z=iU. The Property is zoned by the County of Pinellas, and is designated on the County Comprehensive land Use Map. Seller has no knowledgc of any change in zoning or-land use designation that is contemplated by any governmental authority as to the Property or as to any lands adjacent thereto. .i) 13Agardous Materipts. Seller represents and warrants that the Property is not now and has never been used to generate, manufacture, refine, transport, treat, store, handle, dispose, transfer, produce, process or in any manner deal with Hazardous Materials (as that term is hereinafter defined); that no 1azardous Materials have ever been installed, placed, or in any manner dealt with on the Property, and that no owner of the Property or any tenant, subtenant, occupant, prior tenant, prior subtenant, prior occupant or person (collectively "Occupant ") has received any notice or advice from any governmental agency or atiy Occupant with regard to Hazardous Materials on, from or affecting the Property. The term "Hazardous Materials" asuscdhcrcin includes hazardous materials, hazes rdous wastes, hazardous or toxic substances, petroleum or petroleum related products. polychlorinated biphenyls or related or similar materials, asbestos or any material containing asbestos, or any other substance or material as may be defined as a hazardous or (Qxic substance or material as may be deftacd as a hazardous or toxic substance by any federal, state, or local F30M (TUE)JUL 27 2004 16 *3T.15:58/N0.5315390779 P 22 8. Attorneys Qjklostt e. All parties arknoWW8C that Kimpton, Burke, White & Heiden. P.A. ( "Closing Agent ") are the closing agent for this tramsaction, as well as the attorneys for the Buyer, and the escrow agent for the tamest monies deposit. All parties waive any conflict of interest which may be associated therewith, and specifically consent to such attorneys acting in such mu Ili Pie capacities. The parties further acknowledge that William J. Kirrtpton is a principal of the Closing Agent. and the Buyer. Further. the rraltor in this transaction is the wife of the principal. The Seller acknowledges that Closing Agent has acted as attorney for Seller in prior trunsaetions, including Seller's acquisition of the subject property. Closing Agent is not the attorney for the Seller in this transaction, and Seller has been advised to review this transaction with independent legal counsel in advance of execution hereof. Seller releases any claims whatsoever as to claims that Closing Agent is the attorney for Seller, and specifically waives any claim of conflict of interest. 9, Limitatigin on . Anything in the Conn-nct notwithstanding, in consideration of the retained portion of Seller's deposit as contained in the Feasibility Period parngraph hereof, the parties agree that should Buyer default hereunder, Sellers recourse shall be limited to forfeiture of the earnest monies deposit, and Seller waives any right to enforce specific performance against the Buyer, Id, „ CoNpMON the land, residential structure and improvements to be transferred at closing, shall be transferred by Seller to Buyer in. "AS IS, WHERE IS CONDITION, WITH ALL FAULTS ", and without warranties, expressed or implied, except as specifically set forth in this Contract. Likewise, the personal property to be transferred shalt be accepted in "AS IS, WHERE IS CONDITION, WITH ALL FAULTS ", without warranty, expressed or implied, except as specifically set forth in this Contract_ This paragraph shall not affect the warranties of tide as elsewhere set forth in the Conduct, -but shall only relate to the physical condition of the items described. Anything in the Contract to the contrary notwithstanding; the patties waive the conditions of paragraphs "D" and "N" set forth on the reverse of the Contract, as no repairs arc intended. The parties declare that the rcquirrments of this provision shall survive closing. IN WITNESS WMREOF, the parties have hereunto set their hands and seals the day and year hereinabove written. "SELLER" AL -NAYEM INTERNATIONAL, INC, a Florida corporation >3y Pr sident (CORPORATE SEAL) "BUYER,. BLUE VIL CORP., a Florida corporation William J. Kimpt President (CORPORATE SEAL) FROM � (TUE)JUL 27 2004 1 *ST..15:58/NO.6315390779 P 23 N�ntFICATION "I'O CONS>tACr THIS MODIFICATION TO CONTRACT, made and entered into this 19* day,ofJanuary, °. 2000, by and between AL- NA'YEM INTERNATIONAL„ INC.; hereinafter referred to as "Seller" and BLUE DEVIL CORP., or assigns, hereinafter referred to as "Buyer ". WITNESSF,TH: WHEREAS, the parties have heretofore executed a contract for the sale of certain real property in Pincllne County, Florida. using n standard form contract (the "Contract "); and WHEREAS, the Parties are desirous of modifying the terms of the Contract as hereinafter set forth; NOW, THEREFORE, in consideration of the mutual covenants herein exchanged, and other ¢ood and valuable consideration, the sufficiency of which is hereby specifically acknowledged, the parties do hereby recite and agree as follows: I , Recitals. The above recitals are true and correct, and are hereby specifically reaclmowledged. The following modifications shall modify the terms of the Contract, and to the extent the terms hereof and the Contract shall be in conflict, this Modification shall supersede and control. 2, Fealil2ility tudv Period. The Feasibility Study Period shall Commenec as ofDecember 13, 1999, and shall end one hundred (120) days thereafter. The additional escrow deposit, as described in the Contract, shall be due at conclusion of the Feasibility Study Period. 3. Re ate otn 'en. The real estate commission is 2.5 %. 4. Initial Deposit. Buyer has herewith released the initial deposit to Seller. The Seller • acknowledges receipt of same. Reaffirm atiQn. The parties do hereby acknowledge and ratify the Contract ands ta(c the same remains in full force and effect, subject to the modifications herein set forth, IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the day and year hercitilbove written_ "SELLER" AL- NA-YEM INTERNATIONAL, INC. _ Ry Press ent (COR.POIZATE SEAL) - RUY>rR" BLU 1L CORP., a Florida corporz4awn c William J. Kimpton, Presi ens PLAINT 'S (CORPORATE SEAL) EXHIBIT FROM • (TUE)JUL 27 2004 1 WST,15:58/ NO-6315390779 P 24 C(INTRAGT EXT"EI`ISION "►GREEMENT THIS CONTRACT EXTENSION AGREEMENT, made and entered into this day of 1C� day of Marra , 2000, by and between AL -NAYEM L4TERNATiONA - 4INC., hereinafterreferrcd to as "Seller", and BLUE DEVIL CORP., hereinafter referred to as "Buyer". WITNESSETH: WHEREAS, the patties have heretofore on the 10th day *(December, 1999, entered into a Contract for Sale of Real Property, which was modified by written Modification to Contract of January 19, 2000 (the "Contract "); and WHEREAS, the panics have determined to extend the closing date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, THEREFORE, in consideration of Ten and 00/100 ($10.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the sufficiency of which is acknowledged, the parties do hereby agree as follows: 1. Recitals. The above recitals are true and correct and are hereby restated and incorporated herein. 2. Amended ClosinLD_ate_. The closing date is hereby modified to be the 15th day of September, 2000. 3. Mod ifiedConsideratistn, As partial consideration herefor , Buyer has released toSeller an additional deposit in the amount of $40,000.00, which is paid in advance of the requirements of • the Contract and further is released from escrow. The parties,do hereby agree to reduce the additional required deposit from 590,000.00 to the S40,000.00 paid herewith, and no additional deposit shall be required. 1 In further additional eonsiderationforthis ExtensionAgrccment, the particsagrec that the purchase price shall increase at the rate of 5I0,000.00 per month, for each thirty (30) day period occurring between April 10, 2000 and the closing date. A portion of any thirty (30) day period shall be pro-rated- For example, should the Buyer elect to close on the scheduled closing date of September 15, 2000, the purchase price would increase by a total of $51.666.67 (i_e_ 5 months Q S 10,000.00 per month, plus 5 dnys rf $033.03 per dry). From and after September 15, 2000, Buyer may acquire two (2) additional one (1) month extensions by payment to Seller of, in each case, S 15,000.00, one -half of which shall apply to the purchase price_ 4. Scllcr Cooperation. Seller agrees to cooperate with Buyer in obtaining any approvals required for the proposed project, including application for any permit that may be required to vest the proposed project, including but riot limited to, initial construction/grading permits as may be required for the proposed project. 5. C'ozjritternarts and - nesimile Exccutlan. 7ihis instrument may be executed in counterparts to accommodate full execution by all parties, provided that all pal-ties shall exccutc and transmit ordeliver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution and fhl�similc transmission hereof by any party to the Closing Agent shall constitute valid and binding execution hereof. PLAINTIFF'S 6. Bcgffirmntion. The panics do hereby acknowledge and ratify the Contract and state the I (IgIT same remains in full force and effect, subject to the modifications herein set forth. IN WI'T'NESS WHEREOF, the parties have hereunto set their hands and seals the day and FROM - (TUE)JUL 27 2004 1 O/ST-15:58/NO.6315390779 P 25 year first hereinabove written. "SELLER" AL -NAYEM RTI'ERNAUONAL. INC. $ "• Prrsi ent (CORPORATE SEAL) • 11I3YJYFR" BLUE D L CORP.. a llorida core on William I Kimpton, President (CORPORATE SEAL) It c FROM _ • (TUE)JUL 27 2004 1 /ST, 15:58/N0. 6315390779 P 26 c- THIS CONTIt.AcT EXTENSION AGREEMENT, made and entered into this 15" day of September, 2000, by and between AL -NAYEM INTERNATIONAL, INC., hereinafter 'referrcd to as "Seller ", and 13LUE DEVIL CORP., hereinafter referred to as "Bayer". WITNESSETH: WHEREAS, the parties have heretofore on the loth day of December, 1999, entered into a Contract 'for Sale of Real Property. which was modified by written Modification to Contract of January 19, 2000, and a further modification on March 18, 2000 (the "Contract "); and WHEREAS, the panics have determined to extend the closing date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, THEREFORF, in consideration of Tcn and 001100 ($10.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the .5;ufficiency of which is acknowledged, the parties do hereby agree as follows: 1, Recitals. The above recitals are true and correct and are hereby restated and incorporated herein. 2, AMended CJR3!ngJLAt . The closing date is hereby modified to be the 30'" day ofApril, 2001. Notwithstanding the foregoing, the Buyer may select an earlier closing date upon fifteen (15) days advance notice to Seller. 3, dad uL hale 'ee. The purchase price is amended to be Two Million Six Hundred Fifty Thousand and 00 /100 (52,650,000.00) Dollars. In lieu of further increases, as set - forth in the prior modification, the BuyefMqll pay to Seller montply extension fees As set forth in the following para p . No furthe ease the purchase price arc contemplated between the parties. 4 M 'd seratio . As consideration here for, the parties agree that the Buyer shall pay to Seil , on the 15'h day of each successive month, in advance, for the succeeding month, the sum of S IA000.00 (the "Monthly Extension Fee "). No portion of such extension fee shall be applicable to the purchase price. Extension fees shall be pro -rated and terminated on the month of closing, which, as per the precedin5 paragraph, mny be moved forward to an earlier date. 5. el n i n. Seller agrees to cooperate with Buyer in obtaining any approvals rcquircd for the proposed project, including application for any permit that maybe required to vest the proposed project, including but not limited to, initial construction/grading permits as may be required for the proposed project. 6. CpunternartA and ac im' ecuti n_ This instrument may be executed in counterparts to accommodate full execution by all parties, provided that all parties shall execute and transmit or deliver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution and facsimile transmission hereof by any party to the Closing Agent shall constitute valid and binding execution hereof. 7, Reaffirmation. The parties do hereby acknowledge and ratify the Contract and state the same remains in full force and effect, subject to the modifications herein set forth. IN WITNESS WIICRCOF, the parties have hereunto sct their hands and seals the day and E L,AINTIFF'S EXHIBIT FROM (TUE)JUL 27 200; 1 *ST•15:58/N0.6315390779 P 27 year first hereinabove written. "SIrLLER" AL-NAYEM INI RNATIONAL, INC. r 0 �Y Pres:dcn (CORPORATE SEAL) ,BUVFR" BLUE D$ CORP., a Florida corpola • By i1Lam J. Ki n, resident (CORPORATE SEAL) t FROM . (TUP) J UL 27 2004 16ST. 15 ; 58/N0, 6315390779 P 28 C E INSTON THIS CONTRACT E};TENSION AGRE mEKT, made and cnterod into this 10 day of December, 2000,. by and between AL-NAYEM INTIjtNATIUNAL, INC -, hereinafter referred to as "Seller ", and BLUE DEVIL CORP•, hereinafter referred to as "Buyer". WITNESSETH: WHEREAS, the parties have heretofore on the 10th day of December, 1999, entered into a Conttxtct for Sale of Real Property, which was modified by written Modification to Contract of January 19, 2000, with further modifications on March 18, 2000 and September 15, 2000 (the "Contract"), and WMREAS, the parties have determined to modify the closing date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Contract; i NOW, THEREFORE, in consideration of Ten and 00/100 (510.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the suflicieney of which is acknowledged, the pages do hereby agree as follows: 1. Recitals. The above recitals are true and correct and are hereby restated and incorporated herein. 2. Seller Cogpti Seller agrees to cooperate with Buyer in obtaining any approvals required for the proposed project, including application for any permit that may be required to vest the proposed project, including but not limited to, initial cons=ction/grading permits as may. be tcquircd for the proposed project. Seller further consents to Buyer constructing "auger pilings" on the subject site in advance of closing, and to join in any related permit applications and/or site plans, including foundation permits oo as to complete "vesting" of the subject site under the existing Coastal Conmcdon Control Line (" CCCL "). Buyer agrees to install such pilings so as to minimize impact to Sellers .property and/or Seller's business operations. 3. Furt rcont-ractExtensiong. Buyer may extend the closing date through May 31, 2001 Y upon payment to Seller of an extension fee for such one month extension of 530,000.00. 4. Coutiterlinirts and Fa imile Execution. This instrument may be executed in counterparts to accommodate full execution * all parties, provided that all parties shall execute and transmit or detiver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution-lid facsimile transmission hereof by any party to the Closing Agent shall constitute valid and binding execution hereof. 5. Ra�tYttntlon. The parties do hereby acknowledge and ratify the Contract and suite the t;tmc rr mains in hill luree anJ till el, subject tit tllc tnudil icatit*n:+ herein vet ibrth. IN WITNESS WHEREOF, the part ies have hereunto set their hands and seals the day and year first hercinabove written. "SELLER" AL -NAYEM INTERNATIONAL, I'NC. B Rest ent (CORPORATE. SEAL) "BUYER" BLUE DE CORP., a Florida PLAINTIFF'$ torpor n EXHIBIT cc William 1. Kirrmpton, President (CORPOKATC SEAL) FROM . (TUE)JUL 27 2004 166ST.15:58/0.6315390779 P 29 THIS CON'T'RACT EXTENSION AGREEir1EW, made and entered into this I'7' day of March, 2001, by and between AL-NAX)M TN'J F tNATIONAL, INC., hercinaftaartfarcd to as , Seller•', and BLUE DEYII. C0"., hcreinaftrr referred to as "Buyer". WI•TNESSETH: WHEREAS, the parties have heretofore on the 10th day ofDecember, 1999, entered into a Contract for Sale of Real Property, which was modified by written Modification to Contract of January I9, 2000, with further modifications an March 18, 2000 and September 15, 2000 and' December 14, 2000 (the "Contract "); and WHEREAS, the parties have determined to arbdi.fy the closing. date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, TKEPjjFORE, in consideration of Ten and 00/100 ($10.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the suf5cieacy of which is acknowledged, the parties do hereby agree as follows: 1. - gecital., The above rcr itals are ttuc and cornet and art hereby rea=d and ineotporated herein. 2. $ellcr Cooyeaiim Seller agrees to cooperate with Buyer in obtaining any ils required for the proposed project, ' uding application for any permit that may be I to vest the proposed project, inc Z but not limited to, initial conMuction/grading as may. be required for the pm ed project. Scklcr fiuthcr consents to Buyer constructing pilings" on the subject Sit advance of closing, and to join is any related permit ions and/or site plans, inclu dation permit8 so as to complete "vesting" of a subj c lee the existing oastal C ction Cool Line ( °CCCL "). Buyer agtz -s to ' so as to minim.iaugp to Se s property and/or Boiler's business operations. 3, u et . Buyer may extend the closing date A ; 2 n payme to Seller of monthly extension fees. at the rate of Thousand and 00 S1,rA00.00) Dollars per month (the `Nfonthly Extension fczl. No of the Monthly Extension Fees shall be applicable to the purchase price. Extensioa fees shall be pro- rated and terminated on the month of closing, which may be moved forward to an esrlier date. The parries acknowledge that further extensions are required as set forth herein by virtue ofthc approvals obtained by Buyer being contented by the owners of adjoining property. Both parties ack noiAcdee good and valuable consideration in support of this extension, including but not liopaym agreement to pursue atiirmaeon of the approvals through the process pending, an the�xpenses therefor. 4. Counte arts and ilS Fxecution. This instrument may counterparts to accommodate full execution by ail partCees,.provided that all parties trap mit or deliver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution and facsimile taunsmission hcreofby any party to the Closing Agent shall couldrutc valid.and binding execution hereof. 5 ReoM mi ration. The parties do hereby acknowledge and ratify the Contract and state the same remains in full force and effect, subject to thatrtodifications hctLin set forth. 6. Conf� ids. Both parties acknowledge that the terms hereof are confidential, and that such information shalt be provided only to the respective bankers, attota similar professionals of tither party, and that no information contained herein shall be ' I idc of such professionals. IN WITNESS VhlE1ZEQF, the parties have hereunto set their hands and seals tkae d �k/Ftirirl���lp7G -7tt7`xr'T�ri//!t ,7n.►2'� /1 S ti m � C Z,4. 1-O, ozo) fz�.t+��'�r�" ��r r�G� 4w PLAINTIFF'S EXHIBIT 77 FROM ytsr first h=i=bove wnam 4 (TUE)JUL 27 2004 164ST.15:58/NO.6315390779 P 30 rr�rr AL -NAYEM U FMNATIONAL, INC. President (CQUORATE SEAL) "B117YER" BLUE A CORP., a Florida corpora' OF B William J. K.impton, Fmident (CORPORATE .SEAL) i FROM PLAINTIFF'S EXHIBIT 0 (:IUE)JUL 27 2004 14/ST.15;5010. 5315390779 1 31 THIS C014TR4CT EX MNSION AGREEMENT, made and entered into effective the 15'x' day of May, 2001, by and between AL -NAYEM INTO RNATIONAL, INC., hereinafter referred to as "Seller", and BLUE DEVLL CORP., hereinafter referred to as "Buyer ". WITNESSBTU: . WHEREAS, the parries have heretofore on the 10th day of December, 1999, entered into a ContractYor Sale of Real Property, which was modified by written Modibeation to Contract of January 19, 2000, with further modifications on March 18, 2000, September 15, 2000, December 14, 2000, and March 17, 2001 (the "Contract"); and WHEREAS, the parties have determined to modify the closing date by mutual ag=mcnt, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, THEREFORE, in consideration of Ten and 00 /100 ($10.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the suffiiciency of which is acknowledged, the parties do hereby agree as follows: 1. Recitsils . The above recitals are true and correct and are hereby restated and incorporated herein. 2. Seller Cooneration. Seller agrees to cooperate with Buyer in obtaining any approvals required for the proposed project, including application for any permit that may be required to vest the proposed project, including but not limited to, initial coasuuction/gradiug permits as may be required for the proposed project. Seller further consents to Buyer constructing "auger pilings" on the subject site in advance of closing, and to join in any related permit •. applications and/or site plans, including foundation permits so as to complete "vesting" ofthe subject site under the existing Coastal Construction Control Line ( "CCCJ." ). Buyer agrees to install such pilings so as to min;mi impact to Seller's property and/or Selle>'s business operations. 314 E,pqtQp,i=U o£ Extension Emahirty (30) Days. Seller hereby agrees to postpone the Monthly Exteusiou l=ee as previously agreed upon (i.e. $1 5,000.00 pertmonth) for thirty (30) days from the effective date hereof Buyer may continue to pay extension fees and receive extensions, following such term, by payment of the postponed Monthly Extension' Fee at conclusion of such term. Monthly extension fees shall be pro -rated and terminated on the month of closing, which may be moved forward to an earlier date.. The parties acknowledge that further extensions are required as set forth herein by virtue of the approvals obtained by Buyer being contested by the owners of adjoining property_ Both parties acknowlcdgo good and valuable consideration in support of this extension, including but not lir'jrted to Buyer's agreement to pursue affirmation of the approvals through the process pending, Jnd the payment of the expenses therefor. 4- Counterparts and Facsimile Executio . This instrument may be executed in counterparts to accommodate full execution by all parties, provided that all parties shall execute and tnangrait or deliver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution and facsimile transmission hereof by any party to the Closing Agent shall constitute valid and binding execution hereof. 5 cu atiu n. The parties do hereby acknowledge and ratify the Contract and state the Sartre remains in full force and effect, subject to the modificatiolrs herein set forth. 6. Confidentiality, Both parties acknowledge that the terms hereof are confidential, and that such information shall be provided only to the respective bankers, attorntys, and sirttiiar professionals of either party, and that no infornation contained herein shall be divulged outside of such professionals. (N WITNESS WHEREOF, the panics have hereunto set their hands and seals the day and FROM (TUE)JUL 27 2004 16' ,/ST.15:58/NO. 6315390779 P 32 i Rat AL -NAYEm INTF_RNATIONAL, INC. n .. %i President (CORPORATE SEAL) "BUYER" BLUE DE7 CORP., a Florida • Corp A William J. Kimpton, Presi ont s ( CORPORATE SEAL) { SIR (TUt)JUL 27 2004 1 0/ST.15:58/N0.6315390779 P 33 THIS CONTRACT EXrM4STON AGREEIvIENI', made and enter+ into effective the 15th day of June, 2001, by and between AI. NAYEM INTERNATIONAL, INC., hereinafter referred to as "Seller", and BLUE DEVUI, CORP., heminaf2er rcfcaod to as "Buyer". WITNESSETH: WHIMEAS, the patties have heretofbra on tho 10th day of DcGcuJ=. 1999, entcscd into a Contract for Sale of Real Property, which was modified by written Modification to Contract of January 19, 2000, with further modificatioas on March 18, 2000, September 15, 2000, December 14, 2000, March 17, 2001, and May 15, 2001 (the "Contract "); and WkRF.AS, the parties have determined to modify the closing date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Concise[; NOW, T13BWORE, in consideration, of Ten and 00/100 ($10.00) Dollars, the mutual covcnants herein exchanged, and other good and valuable consideration; the stifficiency of which is acknowledged, the parties do hereby agree as follows: 1. Recitals. The above recitals are true and correct and are hereby restated and ivacorporated herein. 2. Seller Cooperation. Seller agrees to cooperate with Buyer in obtaitung any approvals required for the proposed project, including application for any permit that may be required to vest the proposed project, including but not limited tp, initial construction/grading permits as may be required for the proposed project. Seller further consents to Buyer constructing "auger pilings" on the subject site in advance of closing, and to join in my related permit applications and/or site plans, including foundation permits so as to complete "vesting" ofthc subject site undcT the existing Coastal Construction Control Line ( "CCCL ")_ Buyer agrees to install such pilings so as to minimirt impact to Seller's property and/or Seller's business operations. 3. Postponement of Extension T'eoahfM 99) Dw. Seller hereby agrees to postpone the Monthly Extension Fee as previously agreed upon (i.e. a 15,000.00 per month) for thirty (30) days from the effective date hereof. Buyer may continue to pay extension fees and receive txtensioas, following such term, by paymmat ofthe postponed Monthly) xtension Fee at conclusion of such term. Monthly extension fees shall be pro -rated and teruiinated on the month of closing, which may be moved forward to an earlier date. The parties acknowledge that further extensions arc required as set forth herein by virtue of the approvals obtained by Buyer being contested by the owners of4oining property. 8nth parties acknowledge good and valuable consideration in support of this extension, including but not limited to Buyer's agreement to pursue affirmation of the approvals through the process pending, and the payment of the expenses therefor. 11�t -e extension payment due under the prior Contract Extension AgY ent Currently, the closing date is August 31, 2001, however, the parties hereto agree to pursue negotiations of a long -term extension agreement, and further, a rcf a=rc ofthe 6r9t mortgage indebtedness encumbering the Scller's property (5750,000.00 MOL), and to replace the same with an independent third parry lender, with a new loan of S 1,000,000.00 (MOL). 4. Cumatcrourts :rod Facsimile Execution. This instrument may be executed in PLAINTIFF'S EXHIBIT counterparts to aocommodatc full execution by all parties; provided that all parties shall execute and EXHI�ii rROM • (TUE)JUL 27 2004 1 *ST.15;58/N0.6315390779 P 34 transmit or deliver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution and facsimile transmission hereof by any party to the Closing Agent ahall coustitutc valid and binding execution hereof. S Re2ffirimatiqu. The partics do hereby acknowledge and ratify the Contract and state i the same remains in full force and effect, subject to the modificaiions herein set forth. 6. Confidentiality. Both partics acknowledge that the tcrms hereof are confidential, and that such information shall be provided only to the respective bankers, attorneys, and similar professionals of either party, and that no information contained herein shall be divulged outside of such professionals. W WITNESS WHEREOF, the parties have hcreunto set thcir hands and seals the day and year first hereinabove written. "SELLER" AL -NAYEM 1XII.RNAnONAL, INC. President (COUORATE SEAL) "BiJYER" BLUE DEVIL CORP., a Florida Corpora William J,Kirnpton, President (CORPORATE SEAL) 4 `FROM 0 (TUE)JUL 27 2004 1 61/ST, 15:58/N0. 6315390779 P 35 THIS CONTRACT EXTENSION AGREEMENT, made and =1ered into effective the 30th day of July, 2001, by and between AL-NAY M EgITRNAITONAL, INC., hereinafter referred to as "Seller ", and BLUE DEV3L CORP., hereinafter referred to as "Buyer". WITNESSETH: WLAS, the panics have hcrctofaro on the 10th day of December, 1999, entered into a .Contract for Sale of Real Property, which was modified by written Modification to Contract of January 19, 2000, with further modifications on March 18, 2000, September 15, 2000, December 14, 2000, March 17, 2001, May 15, 2001, and June 15, 2001 (the "Contract "); and WHY.REAS, the parties have determined to modify the closing date by mutual agrecmeut, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, 'THE.REFORE, in consideration of Ten and 00 /100 ($10.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the sufficiency Of which is acknowledged, the parties do hereby agree as follows: I. Recitals. The above recitals are true and correct and are hereby restated and incorporated herein. 2. Seller Cooperation. Seller agrees to cooperate with Buyer in obtaining any approvals required for the proposed project; including application for any permit that may be required to vest the proposed project, including but not limited to, initial construction grading permits as may be required for the proposed project. Seller further consents to Buyer constructing "auger pilings" on the subject site is advance of closing, and to join in any related permit applications and/or site plans, including foundation permits so as to complete "vesting" ofthe subject site under the existing Coastal Construction Control Line { "CCC>✓ "). Buyer agrees to install such pilings so as to mir m e impact to Seller's property and/or Seller's business operations. 3_ Further t ens' . Buyer may extend the closing date through December 31, 2002 upon payment to Seller of monthly extension fees, at the rate of Fifteen Thousaad and 00 1100 ($ 15,000:00) Dollars per month (the "Monthly Extension Fees "). No portion of the Monthly Extension Fees shall be applicable to the purchase price. Extension fees shall be pro -rated and terminated on the month of closing, which may be moved forward to an earlier date. The /Buyees i acknowledge that further extensions are required as set forth herein by virtue of the ap obtained by Buyer being contested by the owners of adjoining property. Both parties ackn good and valuable consideration in support of this extension, including but not limited to agreeinent to pursue affirmation of the approvals through the process pending, and the paythe expenses therefor. The parties acknowledge that the purchase price of Three Million and ($3,000,000.00) Dollars shall remain in full force and effect throu�ece 2001. F after said date, the price shall be adjusted to S 3 ZfQ 4. Counterparts and Facsitp;le Execution. This instrument may be executed in counterpans to accommodate full execution by all parties, provided that all parties shall execute and transmit or deliver one copy each to the Closing Agtnt. Additionally, the parties agree and. nipulatc that execution and facsimile transmission hereof by arty parry to the Closing Agent shall constitute valid and binding execution hereof. 5 Reaffrrmatio.u. The parties do hereby acknowledge and ratify the Contract and state the same remains in full force and effect, subject to die modifications herein set forth. PLAINTIFF'S EXHIBIT 10 'FROM • (T UE) JUL 27 2004 1 Ah/ST. 15:58/NO. 6315390779 P 35 As'T MS CONTRACT E - FENS10N AGR.ERAENT, made and entexcd into effective the 27th day of July. 2002, by and between A eNAYEM INTERNATIONAL, INC., hereinafter referred t4 as "Seller ", and BLUE DEVIL CORP., hcreiaaf}er referred to as "Buyer". WITNES SETH: WHEREAS, the parties have heretofore on the 10th day of peeember, 1999, entered into a Contract for Sale of Real Property, which was modified by written Modification to Contract of January 19, 2000, with farther modifications on b1arch-18, 2000, September 15, 2000, December 14, 2000, .March 17, 2001, May 15, 2001, Juae 15, 2001, and July 30, 2001, etc. (the "contract "); and WIEREAS, the parties have determined to modify the closing date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, TBEREFORE, in considcratioa of Ton and 00/100 ($10.00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the srtffieicucy of which is acknowledged, the parties do hereby agree as follows: 1. Recitals. The above recitals are true and correct and am hereby rsuted and incorporated herein. 2, Extension Fees due for the months of duly and August, 2002, are reduced to Five Thousand and 00/100 ($5,000.00) Dollars cach,.with the deferred portions of same (510,000.00 each) being due andpayable, togethcrwith any Extension Fee rcquircd for the month of September, 2002. 3. Conytroarts and Faefimiie ExtrutiQn. This instrument may be executed in counterparts to accommodate full execution by all parties, provided that all parties shall execute and transmit or deliver one copy each to the Closing Agent. Additionally, the parties agree and stipulwc that execution and facsimile transmission hereof by any party to the Closing Agent shall constitute vtLd and binding execution hereof. , 4. &a1?iFrmation. The parties do hereby acknowledge and ratify the Contract and state the same remains in full force and effect; subject to the modifications herein set forth. .5. r Confidentiality. Both parties acknowledge that the terms hereof arc confidential, and that such information shall be provided only to the respective bankers, attorneys, and similar professionals of either party, and that no information contained herein shall be divulged outside of such professionals. rN WITNESS WHEREOF, the parties have hereunto set their hands and seals the day and year first hereinabove written_ "SELLER" AL -NAYEM M ERNATIONAL, INC. B Presider ( CORPORATE SEAL) "BUYER" PLAINTIFF'S BLI VIL CORP., a Florida EXHIBIT c ration i y William J. Kimptpn, President (CORPORATE SEAL) FROM (TUE)JUL 27 2004 16 /ST.15:58/NO.6315390779 P 37 *CONTRACT EXTEN ION AGREEMENT THIS CONTRACT EXTENSION AGREEMENT, made and tntered into effective the 13'" day of September, 2002, by and between AL- NA,YEM INTERNATIONAL, INC., hereinafter referred to as "Seller ", and BLUE DEVIL CORP., hereinafter referred to as "Buyer ". WITNE9SETH; WHEREAS, the parties have heretofore on the I Oth day of December, 1999, entered into a Contract for Sale of Real Property, which was modified by written Modification to Contract of January 19, 2000, with further modifications on March 18, 2000, September 15, 2000, December 14, 2000, March 17, 2001 May 15,200 1, June 15, 2001, and July 30, 2001, July 27, 2002, ate_ (the "Contract "), and WHEREAS, the parties have dctermined to modify the closing date by mutual agreement, as more particularly hereinafter described, and otherwise to modify the Contract; NOW, THEREFORE, in consideration of Ten and 00i100 ($10-00) Dollars, the mutual covenants herein exchanged, and other good and valuable consideration, the sufficiency of which is acknowledged, the parties do hereby agree as follows: I. Recitals. The above recitals art true and correct and are hereby restated and incorporated herein. 2. 1Mtodift anon to Egcanslon Pea. Extcrision Fees due for the month of September, 2002, is reduced to Five Thousand and 00A 00 ($5,000.00) Dollars, with the deferred portion of same ($10,000.00) being due and payable, together With arty Extension Fees required for the month of October, 2002. Additionally, the $20,000.00 deferred from the Extension Fees for July and August, 2002 are further hereby dcfcrrcd to October, 2002. 3, Copt acsintile 'on_ This instrument may be executed in counterparts to uecommodate full execution by all parties, provided that all parties shall execute and transmit or dcliver one copy each to the Closing Agent. Additionally, the parties agree and stipulate that execution aad facsimilc transmission hcrcof by any party to the Closing Agent shall constitute valid and binding execution hereof. 4. Reaffirmallon. The parries do hereby acknowledge and ratify the Contract and state the same remains in full fdrce and effect, subject to the modifteutions herein set forth. 5. Confldentlaiity. Both parties acknowledge that the terms hereof are confidential, and that such information shall be provided only to the respective bankers, attorneys, and similar professionals of either party, and that no information contained herein shall be divulged outside of such professionals. IN WITNESS Wi•IiiREOr, the parties have hereunto set their hands and seals the day and year first heminabove written. PLAINTIFF'S EXHIBIT "SELLER ' ,&d, -NAYLM INT> RNATiONAI., IN l3 �' r-Vice Presid u (CORPORATE SFAI.) "BUYER" 131.Uf: L EVIL. CURi'., a 1�lurida cctr anon r Hv William J. Kiniplon, President (CORPORATH SFAI.) FROM (TUE)JUL 27 2004 16;,,�9/ST. 15:58/NO, 6315390779 P 38 IN TIT CIRCUIT COURT IN AND FOR PINELLAS COLT=, FLORIDA CIVII, DIVISION S BLUE DEVIL CORP., a Florida corporation, Plaintiff, V. AL -NAYEM RMR'L INCORPORATED a/k/a AZ. -NAYEM INTERNATIONAL, INC., a Florida corporation, Dcfendaut. Case No. 02- 0094720 - :020 UCN 522002CA009472XXCICI FINAL JUDGMENT THIS CAUSE came before the Court for non jury trial on August f -8, 2003. The Court has considered the pleadings and other papers filed by the plaintiff, Blue Devil Corp. (Blue Devil), and the defendant, Al- Nayern', Inter'l Incorporated a/kJa AI -Nayem International, Inc. (Al- Nayem.), the testimony of the witnesses and other evidence submitted at trial. The Court makrs the following findings of fact and conclusions of law: FI1VD17VG3 OF FACT 1. Blue Devil is a Florida corporation, with its principal place of business in Pinellas County, Florida. The defendant is a Florida corporation, with its principal place of business in Pinellas County, Florida. William J. Kimpton (Kimpton) is a shareholder and president of Blue Devil. Kimpton is a member of the Florida Bar and his law firm had represented the defendant for several years. 2. In December 1999, Blue Devil and the defendant entered into a contract for the sale of real property commonly known as the Glass House Motel on Clearwater Beach. The legal description of the Glass House Motel is: EXU1T C FROM . (TUE)JUL 27 2004 1 ST.15:58/NO.6315390779 P 39 r Lots 57, 104, 105, 106 and the Northerly ' /� of Lot 107, and Southerly 20' of Lots 56 and 103 of LLOYD- W=- SKDTNBR SUB per map or plat thereof as recorded in the public Records of Pinellas County, Florida, the street address of said property being 229 South. Gulfview Boulevard, Clearwater, FL 3. Discussions regarding the Plaintiffs purchase of the motel and its conversion into a parking garage that ultimately resulted in the contract were initiated by tine Defendant, who declined an offer to participate in the project and refused to share any of the risk or expenses associated with its ultimate realization. The original contracted purchase price was $2,600,000. The parties negotiated several increases over the pendency of the contract, resulting in an ultimate final purchase price of $3,250,000. The parties also executed a series of modifications to the original contract which required Blue Devil to pay the defendant extension fees which were not applied to the purchase price. From the "execution of the contract in December of 1999 until the fail of 2002, Blue Devil paid the defendant $359,000 in non - refundable deposits and extension fees. 4. The transaction and terms upon which the plaintiff, through Kimpton, entered into the contract with the defendant were fair and rcasonable to the defendant. Kimpton fully disclosed and transmitted in writing to Al- Nayern his role in the transaction in a manner that the defendant, through its officers and agents, could reasonably understand. Kimpton told the defendant it had a right to seek independent legal counsel and gave the defendant a reasonable opportunity to seek the advice of such counsel in the transaction. y�impton's disclosures to the defendant fully satisfied the requirements of Rule 4 -1.8 of the Rules Regulating the Florida Bar. The shareholders of Al- Nayern, Hui Woong Choe and Dong Hoon Choe, were aware they had the right to seek the advice of another lawyer and knowingly declined to do so. The defendant knowingly and willingly consented to Ktmpton's representation of the pladntiff adverse to the defendant. Indeed, the court finds that defendant's shareholders, Hui Woong Choe and Dong Hoon Choe, were experienced, knowledgeable businessmen. Nor only did one of the shareholders have a legal education, but they exhibited the ability and willingness to find and employ counsel, independent of Mr. Kimpton, throughout the period of this transaction regarding this matter and others. The defendant did not present any evidence that Kimpton used 2 FROM • (TUt)JUL 27 2004 15' /ST.15:58/NO.6315390779 P 40 r information he obtained in prior representations of the defendant to the defendant's disadvantage - in this transaction. / 5. The court finds that the purchase price negotiated by the parties was fair, and reasonable. The *property was appraised at $2 million three months after the contract was executed-by an independent appraiser employed by the City of Clearwater and thus the contract price was $600,000 above the appraised value. 6. During the three years following the execution of the contract, Kimpton and the other shareholders of Blue Devil invested approximately $4 million in the project in cash and loans and "sweat equity." This included the purchase of an adjacent property as contemplated by the contract for an amount m excess of $1,000,000, which property would be of no practical use absent the ultimate success of the overall project. Plaintiff additionally was forced to defend four separate lawsuits brought by third parties in an attempt to derail the project. Plaintiff convizrced state and local authorities to change the zoning and land use designations and a variety of other land use regulations to permit a six -story parking garage with a multi -story hotel to be constructed on the site, including the vacation of a street right- of-way to facilitate the consolidation of the property for the project. The defendant was well aware of these efforts. It consistently encouraged and assisted the plaintiffs efforts by granting periodic extensions of the closing date (for a price) and by signing various necessary applications as the owner of the property. At one point the defendant even waived an extension payment for the then cash - strapped plaintiff in order to allow the plaintiff to close on the adjacent property contemplated by the contract. Through its development entity, Clearwater Seashell Resort, L.C., the plaintiff ultimately entered into a development agreement with the City. of Clearwater which becaine a major component of the City's redevelopment plan known as Beach by Design. The ongoing redevelopment of Clearwater Bleach is due in part to the efforts of Blue Devil. Kimpton spent approximately 1,000 hours of his time as a real property lawyer negotiating with the various governments and attending at least 35 public hearings whicb resulted in approval of the project. Two other shareholders of Blue Devil, James Egnew and Richard Gehring who both specialize in redevelopment, spent three years working with Kimpton to obtain all the required governmental approvals. 3 `FROM (TUE)JUL 27 2004 16'' /ST.15:58/NO.5315390779 P 41 7. Blue Devil My performed all its cotatractual obligations including tender of the full purchase price to the defendant and stands ready, willing, and able to perform under the ' contract. Once it determined that the plaintiff had obtained the necessary financing commitments to close the transaction, the defendant rejected the previously contracted Oxtension payments tendered in October and November of 2002 and refused to attend a scheduled closing or to tender the deed in November of 2002 when Blue Devil tendered the full purchase price. ,The defendant demanded $5.5 million or $2,250,000 more than the agreed*upon purchase price to close the sale. The defendant, through its counsel, then threatened to file a grievance against Kimpton and ruin his reputation in the community. Blue Devil refused to pay the additional s money and filed this action for specific performance. Thereafter the defendant, again through its counsel, attempted to derail the plaintiff's project by contacting various local authorities in an effort to call into questiod the plaintiffs ultimate ability to perform it obligations under its development agreement with the city. 8. This court finds the plaintiff's version of the events regarding the formation, execution and performance of the subject contract to be credible and supported by the evidence and testimony adduced'at trial. Iu particular, this court finds that Mr. Kempton's testimony regarding the circumstances which ultimately resulted in the defendant's refusal to close the sale, which conflicts directly with that of the defendant's shareholder, to be credible. The court also finds that the testimony of defendant's shareholder, Hui Woong Choe, not reasonable or credible and unsupported by the other evidence adduced at trial. CONCL USIONS OF LA W AND oprsrON OF THE CO URT 9. The defendant has asserted as an affirmative defense that the contract is void and unenforceable and not subject to specific performance because Blue Devil breached the terms of the contract by failing to make timely extension payments. It alleged that Blue Devil missed a payment in July of 2001 and was late in tendering the October 2002 payment. The defendant waived strict compliance with the terms of the contract by failing to declare a breach and by acceptance of contract extension fee payments until September of 2002. Even if there was not a specific waiver by the defendant, which this court finds did occur, a waiver may be inferred from conduct or acts putting one off his guard and leading him to believe that a right has been waived. Maroc v. Hahn, 177 So.2d 5, 8 (Fla. 1965). Certainly a.delay of well over a year in asserting the 0 FROM (i UE) JUL 27 2004 16 O/S I, 15 :58/NO. 6315390 779 P 42 existence of a missed payment must constitute an 'ackuowledgernent of a waiver, either express or implied. 10. The defendant is barred from asserting any alleged breach by Blue Devil because the contract was amended by the parties' course of dealing or by an oral agreement. A written contract can be modified by subsequent oral agreement between the parties or by the parties' course of dealing. Kiwi s Club of Little FTavana. Inc. v. de KaJafe 723 So.2d 838, 841 (Fla. 3d DCA 1998). The parties to a contract may modify the written agreement by subsequent oral agreement or course of dealing even though . the written contract purports to prohibit such modification. Pan American EngiLagering Co.. Inc. v. Poncho's Constr. Co., 387 So.2d 1052, 1053 (Fla. 5th ACA 1980). The parties entered into an agreemcat to waive the extension payment in the summer of 2001 to permit Blue Devil to acquire the adjacent property essential to the redevelopment project (the Beach Place' Motel). The proposal called for the vacation of the street between the Beach Place Motel and the Glass House Motel. . The contract with the defendant was contingent upon Blue Devil purchasing the Beach Place Motel and Blue Devil did so for $1.3 million in the summer of 2001 in reliance upon the defendant's obligation to sell its real property to the plaintiff. As for the October payment, it was made at>the end of the month and the parties' extension fee agreement merely called for it to be made in October rather than on the 15th of the month as some of the earlier extension agreements had provided. 11. Notwithstanding the defendant's waiver of the alleged breach of the parties' modification to the contract, even if there had been a breach, it was so minor as to not excuse the defendant from performance of its contractual obligations. The alleged missed extension fee - payment, which this court finds the defendant waived, is not material to the performance of the contract especially in light of Blue Devil's full performance by tendering the entire purchase price in November of 2002. A party's failure to perform a minor part of his contractual duty cannot be classified as a material or vital breach which would serve to discharge the other party's contractual obligations. Beefy Trail. Inc. v. Beefy King Int'1. Inc. 267 So.2d 853, 857 (Fla. 4th DCA 1972). 12. The defendant argues that it is inequitable to grant specific performance of the contract because the value of the property has increased in the four years since the contract was signed. This claim has no merit. Any increase in property value occurred almost exclusively as a result of efforts by Blue Devil to develop this site into a city parking -garage with a hotel. These 6 FROM (TUE) J UL 27 2004 1.6: 1 /ST, 15 .6315390779 P 43 10 efforts were well known within the community in general and to the defendant in Particular- Certainly the defendant did not expect the plaintiff to undertake the considerable risk inherent in such a project, a risk the defendant specifically refused to share, without the expectation of a potentially profitable outcome. �7native 13. The defendant did not offer any evidence to support its remaining defenses of undue influence and breach of trust, lack of mutuality and lack of consideration. its counter - claim 14. The defendant did not offer evidence sufficient to support ' for declaratory relief, an injunction and imposition of constructive trust. 15. The defendant's counterclaim alleges Kimpton violated Rule 4 -1•8 of the Rule Regulating the Florida Bar. The defendant's theory is that the contract is void and unenforceab because Mr. Kimpton allegedly violated the ethical rules. The defendant is riot entitled to the relief sought. Kiimpton and his law firm owed no other ethical duty to the defendant or its ed shareholders/officers in this transaction beyond those duties which Kimpton properly dischar g under the Rules Regulating the Florida Bar. Kimpton did not breach any ethical or fiduciary duty he had to the defendant. 16, The defendant presented no evidence to support its claim fo -r injunctive reli ef. 17. The defendant requests a judgment declaring the contract is void and an threats of litigation or posing other tl`ie plaintiff from, making Y unenforceable and enjoining P potential bu er with wch the ro arms l�agth p lu� Y types of intimidation as to prevent any p � ective must rove a) he will defendant may negotiate. To obtain injunctive relief the moving ply p suffer irreparable harm unless the status quo is maintained b) he has no adequate remedy at law, e) he has a clear legal right to the relief granted, and d) the injunction will serve interest. Further, the injunction must contain clear, definite, and unequivocally sufficient factual findings to support the four conclusions necessary to justify its entry. Dtuyea v. Slater, 677 injunction So.2d 79, 81 (Fla. 2d DCA 1996). To the extent the defendant is seeking an J preventing defamatory statements, such relief is inappropriate. Equity will not enjoin either an actual or a threatened defamation. Demb v. English, 667 So.2d 350, 355 (Fla. 1st DCA 1995)• The Defendant has ftu-ther failed to prove that it has a clear legal right to injunctive relief or that such an injunction would serve the public interest. Al 4 FROM JUE) JUL 27 2004 11 I /ST, 15 :58/NO. 6315390779 P 44 18. The defendant also seeks the imposition of a constructive trust of all proceeds of the motel and its property to any third party and the appointment of a trustee to supervise any such transaction. A constructive trust is an equitable remedy for a wrongful taking of the property of another. The necessary elements for imposition of a constructive trust are a) . a promise, express or implied, b) a transfer of the property and reliance thereon, c) a confidential relationship, and d) unjust enrichment. Abele v. Sawyer, 747 So.2d 415, 416 (Fla. 4th DCA 1999). However, the defendant failed to present any evidence of the elements necessary to support an imposition of a constructive trust, 19. To obtain specific performance of a contract for the sale of real property, the y purchaser must demonstrate that a) the contract was lawfully made, b) founded upon sufficient consideration, c) consistent with public policy, d) contained requisite elements of certainty and mutuality, e) free frotu fraud, surprise, or' mistake, 0 'did not result from sharp practices or overreaching on the part of the plaintiff, and g) the purchaser has tendered to the defendant the balance of the down- payment due on the contract, has done all things required of it by the terms and conditions thereof and is ready, willing and able to perform. The purchaser must a) prove it has either paid the contract sum or tendered the balance due, b) establish that it has been ready, willing and able to pay such balance or c) establish that it has been excused from such performance. Martin v. Albee, 413 So. 415, 416 (Fla 1927); Walker v. Connolly, 299 So.2d 67, 67 -68 (,Fla. 1st DCA 1974); Smith v. Crissey, 478 So.2d 1181, 1182 (Fla. 2d DCA 1985); Hgtson v_ Baker, 402 So.2d 1270, 1273 (Fla. 3d DCA 1981). 20. The Plaintiff has satisfied its burden of proof and demonstrated entitlement to the equitable remedy of specific performance of the contract for the sale of defendant's property. Based ou the foregoing findings of fact and conclusions of Law, it is hereby ORDERED AND ADJUDGED that the plaintiff, Blue Devil Corp., 28059 U.S. Highway 19 Nort h, Suite 100, Clearwater, FL 33761, is entitled to specific performance and that the defendant, Al -Nayem Inter'] Incorporated aWa AI-Nayem International, Inc., 229 Gulf View Boulevard, Clearwater, FL 33767, shall go hence without day. The defendant is hereby ordered to perform all its obligations pursuant to the terms of the parties' contract, including but not limited to tendering the deed to the Glass House Motel more fully described herein. The closing date shall be determined by the agreement of the parties. If the panes cannot agree on a closing date, the Court shall establish a date. N G FROM (TUF)JUL 27 2004 1 */ST.15;58/N0.63I5390779 P 45 f Further, the Court finds that the defendant thus is not entitled to the relief sought in its counter - claim. The Court retains jurisdiction to award attorneys' fees and court costs to the plaintiff' pursuant to the terms of the contract and to grant such further relief as is necessary to effectuate the terms of this judgment. DONE AND ORDERED in Chambers at Clearwater, Florida, this day of August, 2003. 0 Copies to: Marion Hale, Esq. Ramon Carrion, Esq. Terry Brocklehurst, Esq. 299071 L•7 Circuit Court .fudge I I AUG 2 6 2003 .`. G -+^-----� Fl� L f I Ir(ST # 98- 062522 MAR 3, 1998 2:30PM . JAN 11 101 05: / C OFF RE. SIC 1COUNTY FLA. 0009 PG 1766 F"p ,.d by s z.eurn for �/ Stephen G. Watts, Esquire MEYER & WATTS 611 Druid Road East, #107 Clearwater, Florida 34616 ; Parcel (Folio) Number: 07/29/15/05928/000 /0160 07/29/15/05928/000 /0170 07/29/15/05928/000 /0180 07/29/15/059281000 /0100 - = - 07/29/15/05928/000/0150 - - 07/29/15/05928/000 /0120 _ _ T`� + • -__.:i _ 07/29/15/05928/000 /0040 - -• - - -- •- 07/29/15/05928/000 /0080 07/29/i5/05923%.000/0140 - - -: -• =- 07/29/15/05928/000/0010 07/29/15/05928%000 /0020 P.Mc u�J 07/29/1510592,8 /000/0030 - 07/29/15./05928 /000/0050 • u�c 07/29/15/05928/000/006Q � f'� LAS 07/29/15/059.28 /000/0070 Documentary Tax Pdj 07/29/15/05928/000 /0090 k Inungible Tex Pd. t f G 07/29/15/05928/000 /0110 _`� Kart�en F. 0e Makar. Cj}rl 1'ti+.nda County PIC ry 07/29/15/05928. /000/0130 ay Fri- EmputyrrNk : ^•^ Grantee(s) s.s - #: n'T / THIS WARRANTY DEED, Made the _ lc' day of September, 1997, by BEACH PLACE MOTEL, INC., heroinafter called the Grantor, to XANDIAH PONNTHURAI THAVABALASINGAM, Whuse post office address is 303. S. Gulfview Boulevard, Clearwater Beach, Florida 33767, hereinafter called the Grantee.. WITNESSETH, That the Grantor, for and in consideration ot the sum of $10.00 and other valuable considerations, receipt whereof is hereby.acknotiledged, hereby grants, bargains, sells, aliens, remises,. releases, conveys and confirms unto the Grantee all that certain land., situate in Pinellas County, State of Florida, viz: UNITS 1 THROUGH 18, THE BEACH PLACE MOTEL, A CONDOMMINIUM according to the plat thereof .recorded in Condominium Plat Book 65, PAGE 13 THROUGH 17, inclusive, and being further described in that certain Declaration of Condominium recorded i in Official Record Book 5425,;Page 1761 of the Public Records of Pinellas County,. Florida, together with an t undivided interest or share in the common elements appurtenant thereto. subject to that certain mortgage between K.M. Rolewski, a married man to Zena Corporation dated Sept. 12, 1991 and recorded Sept. 13, 1991 in O.R. Boo 7678,. Page 1864, Public Records of Pinellas County, 'Florida, the rpezent'principle,� balance being $750,000 -00. �•.. `� i i • j. JHN 11 '01 b5 :40NM P INELLAS COUNTY PGFLA. OFF.REC -BK 10009 i` . Together, with all the tenements, heredit'aments and Appurtenances theroto belonging or in anywise appertaining. To Have and to Hold, the same in fee simple forever. And the Grantor hereby covenants with said Grantee 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, and hereby 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, 1996. IN WITNESS WHEREOF, the said Grantor has signed and .sealed these presents the day and year first above written. Signed, sealed and delivered in the presence of: BEACH OTEL, INC. Witness Signature, K. / �l , %�• E Prin am Printed name / W ne SignatV rs Post Offidd Address Printed name STATE OF FLORIDA COUNTY OF PINELLAS Th_ foregoing instrument was acknowledged before me this A day of September, 1997, by K.M. ROLEWSKI, as President of BEACH PLACE MOTEL, INC., who is either personally known to me or who produced the following form of identification: i 1 My commission expires: � s 1 tY Comm ice. nP.Wdsr "ua.tn 'Notary Public Printed notary name :y° S • . M -�V •s T. I' 'F 1 �! U1 U1./ 11 10:,•t'! rtan r c r , al v r � ....,�. �.�..•....�.^ - -.___ �• '�T iN .'i� •an'r' �.! 43 JAN 11 '01 05 :40PM 7917881 a.a. 4 3 3 O nGE ;) .blade tcis �S �n J.,U At August .:1. D. 19 79 lIC6� 1 tf.•r.+ wry iw/ti /M1�.../ w't✓Y , �•,r., i......:.a..w •/ w .bpw ....i ROUSE OF CLEARWATER, INC GLASS ., PAP =n Florida lion, e=jiinl under the laws of the State of Pinellas and haevin.e Us principal place of busanass in the County of o the rst and Stare of Florida pity Jr i Pte, AL -NAYEM INT'L INCORPORATED, a Florida corporation, whose FL 3351 mailing address is 229 Gulf View Boulevard. Florida of the County of Pinellas and State of parity of the second part, f ` tttLPSSP��j that JU laid Tnrl the rsL tS'YDFRA �t S� - �IIar3 the duns of. TEN bOLLARS AND HE ALUA LF. to it in hand paid by the said party of the second part, the receipt whereof is hereby ra,nt6d, bargained and snld to tha said party of the second part f forever , the o has Q forever, the following de-reribed Land. sit>iuste; lyi.ng-anri being snipe County of Pinellas , State of Florida, to wit. J_. South 20 feet of L Lot61041and _t165 f LLOYD- -M1TE- of Lot 10. 'to the plat thereof as SKINNER SUB DIVISIONr accorpage 12,:Public Records of recorded in Plat Look 131 p g Pinellas County, Florida. Lot 10G *and the Northerly 1/2 of Lot 107 of LLOYD-i,IiIITF.- SKINNER SUBDIVISION, according to Plat thereof as recorded in Plat Hook 13, Page 12, Public Records of Pinellas County, Florida (CONTINUED ON 1iI:VT.RSE SIDE) 12nd the said pa,j, y ,)f lhe_,l1raE part dour Iserrhy fully rnarnuat the title to said land, and will defend VW same against the laroful claints of all persona tohomsoener. ?iu 3Mitctrnn � 7.1prrnf. the Reld parts/ of the lIrst part has and. is corporate ate saol to be a wed. attested by is President, the day and year above written. (Corporate GLASS iIOUSE OF CLE RW TER, Z BY al .&steal. AUL VOUI.GARIS, sszst nt pre id--nt. �ecretazy DONG HOON CHOE, p}lTjgiL 11+270'196 72 0001. 191 n� of murida 0c, l9 Q _ a0 7.00 - 41 3.307.80 1 Q{ Pinellas r ' That on thin 17W� day of August i� W. ' �trrlrg (Qrrttfg' DOW fi00N CHOE, nd before me personally appeared r President and Asst Secretary p?NUL VOTILGARIS a e:nrporation' respectively of GLASS. HOUSE OF Florida to INC. ZNC _ to me krtowrs to be the render the laws of the State of Florida persons det,ribed in and who executed the foregoing conveyance to -A .> NAYEli INT' L INCORPORATED i' and se»eralIy aexrnewled ed the u e of o thereiri mant'oned; andethat thc deed OAxed sueh'offleers, for the uses and 'P rP , and the said instrument is the act and the the of Icial seal of said, eorpor4.ti on deed of said corporation. ' •'`•LS tr��; C ty of C2nax+Tater and ttnsae my signature ai1d �s. •.•..,,,'an S / Florida, .the day in the County of p? FS : 14OT1:it fr; PU K Affair, p T l f3° - •'';�,if Cotrtmis�lo ,spire 14 _ -_ Nprri,t, Muse 1seu d naf!►, , LdR1: - KY �p.A,nrSScoN UOrus :+ ,,;.i `�.7•��;........ ....' i ice• ��;, ,' n' .: .:•i —_ E -fir Q 0 'C n aj m M I o me e E4 '� ¢ W e N F ¢ O < :4 � r q a w htir; �•, l.,p. �. -al^, yam_ i1b E_- JAN 11 '01 05 :40PM 7917881 a.a. 4 3 3 O nGE ;) .blade tcis �S �n J.,U At August .:1. D. 19 79 lIC6� 1 tf.•r.+ wry iw/ti /M1�.../ w't✓Y , �•,r., i......:.a..w •/ w .bpw ....i ROUSE OF CLEARWATER, INC GLASS ., PAP =n Florida lion, e=jiinl under the laws of the State of Pinellas and haevin.e Us principal place of busanass in the County of o the rst and Stare of Florida pity Jr i Pte, AL -NAYEM INT'L INCORPORATED, a Florida corporation, whose FL 3351 mailing address is 229 Gulf View Boulevard. Florida of the County of Pinellas and State of parity of the second part, f ` tttLPSSP��j that JU laid Tnrl the rsL tS'YDFRA �t S� - �IIar3 the duns of. TEN bOLLARS AND HE ALUA LF. to it in hand paid by the said party of the second part, the receipt whereof is hereby ra,nt6d, bargained and snld to tha said party of the second part f forever , the o has Q forever, the following de-reribed Land. sit>iuste; lyi.ng-anri being snipe County of Pinellas , State of Florida, to wit. J_. South 20 feet of L Lot61041and _t165 f LLOYD- -M1TE- of Lot 10. 'to the plat thereof as SKINNER SUB DIVISIONr accorpage 12,:Public Records of recorded in Plat Look 131 p g Pinellas County, Florida. Lot 10G *and the Northerly 1/2 of Lot 107 of LLOYD-i,IiIITF.- SKINNER SUBDIVISION, according to Plat thereof as recorded in Plat Hook 13, Page 12, Public Records of Pinellas County, Florida (CONTINUED ON 1iI:VT.RSE SIDE) 12nd the said pa,j, y ,)f lhe_,l1raE part dour Iserrhy fully rnarnuat the title to said land, and will defend VW same against the laroful claints of all persona tohomsoener. ?iu 3Mitctrnn � 7.1prrnf. the Reld parts/ of the lIrst part has and. is corporate ate saol to be a wed. attested by is President, the day and year above written. (Corporate GLASS iIOUSE OF CLE RW TER, Z BY al .&steal. AUL VOUI.GARIS, sszst nt pre id--nt. �ecretazy DONG HOON CHOE, p}lTjgiL 11+270'196 72 0001. 191 n� of murida 0c, l9 Q _ a0 7.00 - 41 3.307.80 1 Q{ Pinellas r ' That on thin 17W� day of August i� W. ' �trrlrg (Qrrttfg' DOW fi00N CHOE, nd before me personally appeared r President and Asst Secretary p?NUL VOTILGARIS a e:nrporation' respectively of GLASS. HOUSE OF Florida to INC. ZNC _ to me krtowrs to be the render the laws of the State of Florida persons det,ribed in and who executed the foregoing conveyance to -A .> NAYEli INT' L INCORPORATED i' and se»eralIy aexrnewled ed the u e of o thereiri mant'oned; andethat thc deed OAxed sueh'offleers, for the uses and 'P rP , and the said instrument is the act and the the of Icial seal of said, eorpor4.ti on deed of said corporation. ' •'`•LS tr��; C ty of C2nax+Tater and ttnsae my signature ai1d �s. •.•..,,,'an S / Florida, .the day in the County of p? FS : 14OT1:it fr; PU K Affair, p T l f3° - •'';�,if Cotrtmis�lo ,spire 14 _ -_ Nprri,t, Muse 1seu d naf!►, , LdR1: - KY �p.A,nrSScoN UOrus :+ ,,;.i `�.7•��;........ ....' i ice• ��;, ,' n' .: .:•i —_ E -fir } ,4 �•, l.,p. �. -al^, yam_ i1b JAN 11 '01 05 :40PM 7917881 a.a. 4 3 3 O nGE ;) .blade tcis �S �n J.,U At August .:1. D. 19 79 lIC6� 1 tf.•r.+ wry iw/ti /M1�.../ w't✓Y , �•,r., i......:.a..w •/ w .bpw ....i ROUSE OF CLEARWATER, INC GLASS ., PAP =n Florida lion, e=jiinl under the laws of the State of Pinellas and haevin.e Us principal place of busanass in the County of o the rst and Stare of Florida pity Jr i Pte, AL -NAYEM INT'L INCORPORATED, a Florida corporation, whose FL 3351 mailing address is 229 Gulf View Boulevard. Florida of the County of Pinellas and State of parity of the second part, f ` tttLPSSP��j that JU laid Tnrl the rsL tS'YDFRA �t S� - �IIar3 the duns of. TEN bOLLARS AND HE ALUA LF. to it in hand paid by the said party of the second part, the receipt whereof is hereby ra,nt6d, bargained and snld to tha said party of the second part f forever , the o has Q forever, the following de-reribed Land. sit>iuste; lyi.ng-anri being snipe County of Pinellas , State of Florida, to wit. J_. South 20 feet of L Lot61041and _t165 f LLOYD- -M1TE- of Lot 10. 'to the plat thereof as SKINNER SUB DIVISIONr accorpage 12,:Public Records of recorded in Plat Look 131 p g Pinellas County, Florida. Lot 10G *and the Northerly 1/2 of Lot 107 of LLOYD-i,IiIITF.- SKINNER SUBDIVISION, according to Plat thereof as recorded in Plat Hook 13, Page 12, Public Records of Pinellas County, Florida (CONTINUED ON 1iI:VT.RSE SIDE) 12nd the said pa,j, y ,)f lhe_,l1raE part dour Iserrhy fully rnarnuat the title to said land, and will defend VW same against the laroful claints of all persona tohomsoener. ?iu 3Mitctrnn � 7.1prrnf. the Reld parts/ of the lIrst part has and. is corporate ate saol to be a wed. attested by is President, the day and year above written. (Corporate GLASS iIOUSE OF CLE RW TER, Z BY al .&steal. AUL VOUI.GARIS, sszst nt pre id--nt. �ecretazy DONG HOON CHOE, p}lTjgiL 11+270'196 72 0001. 191 n� of murida 0c, l9 Q _ a0 7.00 - 41 3.307.80 1 Q{ Pinellas r ' That on thin 17W� day of August i� W. ' �trrlrg (Qrrttfg' DOW fi00N CHOE, nd before me personally appeared r President and Asst Secretary p?NUL VOTILGARIS a e:nrporation' respectively of GLASS. HOUSE OF Florida to INC. ZNC _ to me krtowrs to be the render the laws of the State of Florida persons det,ribed in and who executed the foregoing conveyance to -A .> NAYEli INT' L INCORPORATED i' and se»eralIy aexrnewled ed the u e of o thereiri mant'oned; andethat thc deed OAxed sueh'offleers, for the uses and 'P rP , and the said instrument is the act and the the of Icial seal of said, eorpor4.ti on deed of said corporation. ' •'`•LS tr��; C ty of C2nax+Tater and ttnsae my signature ai1d �s. •.•..,,,'an S / Florida, .the day in the County of p? FS : 14OT1:it fr; PU K Affair, p T l f3° - •'';�,if Cotrtmis�lo ,spire 14 _ -_ Nprri,t, Muse 1seu d naf!►, , LdR1: - KY �p.A,nrSScoN UOrus :+ ,,;.i `�.7•��;........ ....' i ice• ��;, ,' n' .: .:•i U-L V.L I J-.L..Ap JRH 11 '01 05:40PM O.R.4D30PILE Ui9 Plat -, , .. .. S"c . .. "�Z, - 2, accord nJ Lt 1, Block PS, of COLUMBIA SU11DTVTSION NO of 79, PuLlic Records L thereof as recorded in Pla�t: Bqqk, 21 page - -0[719'19 a 0. Pinellas county, Florida. .......... vo. Subject to easements an d restrictions of record. is subject to ;that certain mortgage in favor Of BANK 195, public records rX - S-nis conveyance n O.R. 3S51, page RWATER, recorded 6/8/71 1 f $53,492.79, OF C a balance o W1 Pinellas county Florida., with principal ne n6cifically assumes and agrees to pay. Pr tee herein s. which the Gran in mortgage in favor Of is ct. to that certain subject.. 21-67, (ILPI.W IIEVVIUL.. conveyance This J.. NOVOTNY recorALed 5/25/65 :n O.P.- NOVO�rw and MILES rds of S A. lic reco 1460, pub 0 7. JAME /15/11 in 4622, pace Issigned 11 7.095.31, ]Page 11.4; ance of $18 with a principal bal County, Floirda, Pinellas Cc' and agrees to Pay- antee herein specifically assumes the Grantee AtA which 0 �v I� FLODIDA\ 9 4 8. 2 0,-.. L - -0[719'19 a 0. Der I 9*r3 0,0. C W1 (ILPI.W IIEVVIUL.. 0 7. rs AtA 0 0 i- TO ,4L) le 1h I� FLODIDA\ 9 4 8. 2 0,-.. 'Horthside CIVIL • LAND PLANNING • �,,,�;,� � sm� /06, ENVIRONMENTAL • ��j�' TRANSPORTATION • STORMWATER REPORT FOR: PROPOSED HYA TT PROJECT 4, vi, July 2004 Project No. 0448 601 CLEVELAND STREET, SUITE 930 CLEARWATER, FLORIDA 33755 NESADMIN @MINDSPRING.COM NESTECH @MINDSPRING.COM 727 • 443 • 2869 FAX 727 • 446 • 8036 E ' i ! t NORTHSIDE ENGINEERING SERVICES 25 YEAR STORM EVENT PROJECT: Hyatt PROJECT NO. 448 RUN -OFF COEFFICIENTS PRE - CONSTRUCTION I (IN /HR DRAINAGE AREA = TOTAL DRAINAGE AREA= 71,034 SF 1.63 AC 60 MIN IMP. AREA= 71,034 SF OF IMP. AREA @ C = 0.45 POND AREA= 0 SF OF POND AREA @ C = 1 PERV. AREA= 0 SF OF PERV. AREA @ C = 0.2 C= 0.45 POST - CONSTRUCTION TOTAL DRAINAGE AREA= 71,034 SF 1.63 AC IMP. AREA= 71,034 SF OF IMP. AREA @ C = 0.9 POND AREA= 0 SF OF POND AREA @ C = 1 PERV. AREA= 0 SF OF PERV. AREA @ C = 0.2 C= 0.90 STORAGE CALCULATION PRE - CONSTRUCTION I (IN /HR DRAINAGE AREA = 1.63 AC TIME OF CONC. Tc = 60 MIN I @ Tc =60 (25 YEAR EVENT)= 3.60 IN /HR Q(out) = C x I x A= 2.64 CFS POST - CONSTRUCTION 9,510 WEIR DESIGN TOTAL VOLUME REQUIRED = TOTAL VOLUME PROVIDED = TIME (MIN. ) I (IN /HR Q(in) (CFS) INFLOW CF I OUTFLOW CF STORAGE CF 60.00 3.60 5.281 19,0211 9,5101 9,510 MAX. STORAGE = TOP. OF WEIR ELEV.= BOT. OF WEIR ELEV.= H= Q= L= Q/3.3 *H ^1.5 = MAX. STORAGE REQUIRED = MAX. STORAGE PROVIDED = 9,510 CF 5.17 FT 4.75 FT 0.42 FT or 5" 2.64 CFS 2.92 FT or 2' -11" 9,510 CF 9,747 CF • i PROJECT NAME: Hyatt PROJECT NO.: 448 VAULT STAGE STORAGE DATA: D.H.W. EL.= W.Q. EL.= BOTTOM EL.= STAGE ft -NGVD AREA SF AREA AC STORAGE CF 8.67 1,719 0.039 9,747 5.17 1,719 0.039 3,730 4.75 1,719 0.039 3,008 4.50 1,719 0.039 2,579 4.25 1,719 0.039 2,149 4.00 1,719 0.039 1,719 3.75 1,719 0.039 1,289 3.50 1,719 0.039 860 3.00 1,719 0.039 0 VAULT WATER QUALITY CALCULATIONS: DRAINAGE AREA = 71,034 SF REQUIRED WATER QUALITY DEPTH = 0.50 IN REQUIRED WATER QUALITY VOLUME = 2,960 CF PROPOSED OUTFALL ELEVATION = 4.75 FT AVAILABLE WATER QUALITY = 3,008 CF • NORTHSIDE ENGINEERING SERVICES POND DRAWDOWN ANALYSIS PROJECT: Hyatt PROJECT NO.: 448 VOLUME PROVIDED = 3,008 C.F. BOTTOM OF SLOT ELEV. = 4.75 BOTTOM OF POND ELEV. = 3.00 UNDERDRAIN INVERT ELEV. = 2.42 K = 0.09 FT /MIN LENGTH OF UNDERDRAIN = 36 FT SIZE OF UNDERDRAIN = 8 INCH 46 POND AREA (SF) = 1,719 S.F. POND AREA (SF) = 1,719 S.F. ELEV. AVG. HEAD INCR HEAD L (AVG) HG FILTER AREP FLOW POND AREA INCR VOL. INCR TIME FT FT FT FT S.F. CFM S.F. C.F. MIN. 4.75 1,719 1.78 0.44 2.75 0.65 75 4.39 752 171 4.31 1,719 1.34 0.44 2.75 0.49 75 3.31 752 227 3.88 1,719 0.91 0.44 2.75 0.33 75 2.24 752 3.44 1,719 0.47 0.44 2.75 0.17 75 1.16 752 �A65 3.00 1,719 TIME = 1,385 MINUTES TIME = 23.1 HOURS terPlanning Department 100 South Myrtle Avenue Clearwater, Florida 33756 Telephone: 727 -562 -4567 JUG 29 2004 Fax: 727 - 562 -4865 L ❑ SUBMIT ORIGINAL SIGNED AND NOTARIZED APPLICK+OIVING & DEVELOPME SERVICES ❑ SUBMIT 14 COPIES OF THE ORIGINAL APPLICATION inclQTig OF CLEARWATER 1) collated, 2) stapled and 3) folded sets of site plans ❑ SUBMIT APPLICATION FEE $ DAfE�RECEIVED: RECEIVED BY (staff i als): _ ATLMIIPAGE #: ZON ob DISTRICT: LAND USE CLASSIFICATION: S RR o UNDING USES OF ADJACENT IT PROP RTIES: NORTH: SOUTH: WEST: EAST: * NOTE: 15 TOTAL SETS OF INFORMATION REQUIRED (APPLICATIONS PLUS SITE PLANS SETS) ORIGINAL FLEXIBLE DEVELOPMENT APPLICATION Comprehensive Infill Redevelopment Project (Revised 10 -10 -2003) PLEASE TYPE OR PRINT— use additional sheets as necessary A. APPLICANT, PROPERTY OWNER AND AGENT INFORMATION: (Section 4- 202.A) APPLICANT NAME: ���� �© � f' S j MAILING ADDRESS: 1 r E -MAIL ADDRESS: PHONE NUMBER: 2 2 CELL NUMBER: C) t _) � 3' FAX NUMBER: 5� ( —66 S _ PROPERTY OWNER(S): - (Must inclu ,ALL own I LstaglW& the deed —provide original signature(s) on page 6) �1 �EJIiG—Nf N AGENT NAME(S): E l t V MAILING ADDRESS: HONE NUMBER(__fl E -MAIL ADDRESS: 1 CELL NUMBER: C��� NUMBER: 94 Lo B. PROPOSED DEVELOPMENT INFORMATION: STREET ADDRESS of subject site: Z�? �► ��; °l��C �i Ir "PiL. l c.57) 53 9 ; -1-vi--1 JOt tih � c� 11_ i ��� LEGAL DESCRIPTION: (if not listed here, please note the location of this document in the submittal UOLO —W PARCEL NUMBER: ��Z�'L� h�Gn1 PARCEL SIZE: ,'c" C`e`) (acres, square feet) 1 � ' PROPOSED USE AND SIZE: �✓`�. C _,1 -eKN O _ (number of dwelliits, hotel rooms or square footage of nonresi entia use) DESCRIPTION OF REQUEST(S):E' Attach sheets and be specific when identifying the request (include all requested code deviations; e.g. reduction in required number of parking spaces, specific use, etc.) Page 1 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater • 0 Parcel Numbers 07/29/15/52380/000/0570 07/29/15/52380/000/0580 07/29/15/52380/000/1050 ��L ENS ` PM ORMINAL • 0 DOES THIS APPLICATION INVOLVE THE TRANSFER OF DEVELOPMENT RIGHTS (TD5), A PREVIOUSLY APPROVED PLANNED UNIT DEVELOPMENT, OR A PREVIOUSLY APPROVED (CERTIFIED) SITE PLAN? YES_ NO (if yes, attach a copy of the applicable documents) C. PROOF OF OWNERSHIP: (Section 4- 202.A) ❑ SUBMIT A COPY OF THE TITLE INSURANCE POLICY, DEED TO THE PROPERTY OR SIGN AFFIDAVIT ATTESTING OWNERSHIP (see page 6) D. ❑ 1. WRITTEN SUBMITTAL REQUIREMENTS: (Section 3- 913.A) Provide complete responses to the six (6) GENERAL APPLICABILITY CRITERIA — Explain how each criteria is achieved, in detail: The proposed development of the land will be in harmony with the scale, bulk, coverage, density and character of adjacent properties in which it is located. 2. The proposed development will not hinder or discourage the appropriate development and use of adjacent land and buildings or significantly impair the value thereof. 3. �tFZ The proposed development will not adversely affect the health or safety or persons residing o' wor ang the nei h ho of the p oposed LJ use. See- �oc iI �I I 11 it it n 4 4. The proposed development is designed to minimize traffic congestion. SERVICES �PMENT 5. CLEARwATER The proposed development is consistent with the community character of the immediate vicinity of the parcel proposed for development. 6. The design of the proposed development minimizes adverse effects, including visual, acoustic and olfactory and hours of operation impacts, on adjacent properties. ❑ 1. Provide complete responses to the ten (10) COMPREHENSIVE INFILL REDEVELOPMENT PROJECT CRITERIA (as applicable) — Explain how each criteria is achieved in detail: The development or redevelopment of the parcel proposed for development is otherwise impractical without deviations from the use, intensity and development standards. Page 2 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater 0 • 2. The development of the parcel proposed for development as a comprehensive infill redevelopment project or residential infill project will not reduce the fair market value of abutting properties. (Include the existing value of the site and the proposed value of the site with the improvements.) 3. The uses within the comprehensive infill redevelopment project are �otherwise 1permitted in the City of Clearwater. �' "f f� G'� {I G ' 4. The uses or mix of use within the comprehensive infill redevelopment project re compatible with adjacent land uses. 5. Suitable sites for development or redevelopment of the uses or mix of uses within the comprehensive infill redevelopment project are not otherwise available in the City of Clearwater. 6. The development of the parcel proposed for development as a comprehensive infill redevelopment project will upgrade the immediate vicinity of the parcel proposed for development. 7. L=U 1/ L�= The design of the proposed comprehensive infill redevelopment project creates a form and function that - enhances - the - community the immediate vicinity of the parcel proposed for development and the City of Clearwater a?a whole. 1 PrinA j �> cha acter of PLANNING & DEVELOPMENT 8. Flexibility in regard to lot width, required setbacks, height and off - street parking are I ustified by tbaWrQ t QbEo6RW&Wry@haracter an I the immediate vicinity of the parcel proposed for development and the City of Clearwater as` whole. 9. Adequate off - street parking in the immediate vicinity according to the shared parking formula in Division 14 of Article 3 will be available to avoid on- street parking in the immediate vicinity of parcel proposed for development. 10. The design of all buildings complies with the Tourist District or Downtown District design guidelines in AeL Use separate sheets as necessary. Page 3 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater E. SUPPLEMENTAL SUBMITTAL REQUIREMENTS: (Code Section 4- 202.A) V SIGNED AND SEALED SURVEY (including legal description of property) — One original and 14 copies; QTREE SURVEY (including existing trees on site and within 25' of the adjacent site, by species, size (DBH 4" or greater), and location, including drip lines and indicating trees to be removed) — please design around the existing trees; LOCATION MAP OF THE PROPERTY; (❑ 1 PARKING DEMAND STUDY in conjunction with a request to make deviations to the parking standards (i.e. Reduce number of spaces). Prior to V the submittal of this application, the methodology of such study shall be approved by the Community Development Coordinator and shall be in accordance with accepted traffic engineering principles. The findings of the study will be used in determining whether or not deviations to the parking standards are approved; GRADING PLAN, as applicable; +11' PRELIMINARY PLAT, as required (Note: Building permits will not be issued until evidence of recording a final plat is provided); .Et-� COPY OF RECORDED PLAT, as applicable; F. SITE PLAN SUBMITTAL REQUIREMENTS: (Section 4- 202.A) = ^ r SITE PLAN with the following information (not to exceed 24" x 36"): r °" All dimensions; P _ North arrow; Engineering bar scale (minimum scale one inch equals 50 feet), and date prepared; juL 2 0 2004 Location map; ' Index sheet referencing individual sheets included in package; Footprint and size of all EXISTING buildings and structures; Footprint and size of all PROPOSED buildings and structures; PLANNING & DEVELOPMENT Include floor plates on multi -story buildings; % i; ;,;;; <, SERVICES .'._ All required setbacks; CITY OF CLEARWATER All existing and proposed points of access; All required sight triangles; Identification of environmentally unique areas, such as watercourses, wetlands, tree masses, and specimen trees, including 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, including fire hydrants, storm and sanitary sewer lines, manholes and lift stations, gas and water lines; C Note: Per Section 3 -911, all utilities shall be located /relocated underground) All parking spaces, driveways, loading areas and vehicular use areas, including handicapped spaces; Depiction by shading or crosshatching of all required parking lot interior landscaped areas; Location of all solid waste containers, recycling or trash handling areas and outside mechanical equipment and all required screening {per Section 3- 201(D)(i) and Index #701); Location of all landscape material; Location of all jurisdictional lines adjacent to wetlands; Location of all onsite and offsite storm -water management facilities; Location of all outdoor fighting 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; ORIGU\41AL Number of EXISTING dwelling units; Number of PROPOSED dwelling units; _ 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 (I.S.R.); and Floor area ratio (F.A.R.) for all nonresidential uses n FOR DEVELOPMENTS OVER ONE ACRE, provide the following additional information on site plan: \�J One -foot contours or spot elevations on site; Offsite 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 4 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater G. LANDSCAPING PLAN SUBMITTAL REQUIREMENTS: (Section 4- 1102.A) O 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; ORGNAL Sight visibility triangles; Delineation and dimensions of all parking areas including landscaping islands and curbing; Proposed and required parking spaces; Existing trees on -site and immediately adjacent to the site, by species, size and locations, including dripline (as indicated on required tree survey); Plant schedule with a key (symbol or label) indicating the size, description, specifications and quantities of all existing and proposed landscape materials, including botanical and common names; Location, size, and quantities of all existing and proposed landscape materials, indicated by a key relating to the plant schedule; 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 ❑ REDUCED LANDSCAPE PLAN to scale (8 1/2 X 11), in color. OIRRIGATION PLAN (required for Level Two and Three applications) ❑ COMPREHENSIVE LANDSCAPE PROGRAM application, as applicable H. STORMWATER PLAN SUBMITTAL REQUIREMENTS: (City of Clearwater Del "i Jn7Q'rat6r_i6 Marivah'and 4- 202.A.21) u 1 STORMWATER PLAN including the following requirements: Existing topography extending 50 feet beyond all property lines; Proposed grading including finished floor elevations of all structures; J-1- 2 9 2004 All adjacent streets and municipal storm systems; F L Proposed stormwater detention /retention area including top of bank, toe of slope and outlet control structur ; Stormwater calculations for attenuation and water quality; PLANNING & DEVELOPMENT Signature of Florida registered Professional Engineer on all plans and calculations SERVICES ❑ COPY OF PERMIT INQUIRY LETTER OR SOUTHWEST FLORIDA WATER MANAGEMENT l ��ISTRICT ($yWWMD)`PERMINS' BRITTAL (SWFWMD approval is required prior to issuance of City Building Permit), if applicable ❑ COPY OF STATE AND COUNTY STORMWATER SYSTEM TIE -IN PERMIT APPLICATIONS, if applicable I. 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 1/2 X 11) (black and white and color rendering, if possible) as required J. SIGNAGE: (Division 19. SIGNS / Section 3 -1806) ❑ All EXISTING freestanding and attached signs; Provide photographs and dimensions (area, height, etc.), indicate whether they will be removed or to remain. ❑ All PROPOSED freestanding and attached signs; Provide details including location, size, height, colors, materials and drawing; freestanding signs shall include the street address (numerals) ❑ Comprehensive Sign Program application, as applicable (separate application and fee required). ❑ Reduced signage proposal (81/2 X 11) (color), if submitting Comprehensive Sign Program application. Page 5 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater K. TRAFFIC IMPACT STUDY: (Section 4- 202.A.13 and 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. L. 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. of property owner or STATE OF FLORIDA, COUNTY OF PINELLAS Sworn to and subscribed before a this day of A.D. 20 or � by e�x�C'e who i ersonally known has produced as identification. �� C) n - (:,�A CIN — - �, Notary pu ic, My commission expires: Y P` `` RA ANN B in HARRIS A MY COMMISSIDN # DD 233928 TRES: QUgUSt 15, 2007 ru Notary Pubr' U r,derwriters y E p t JUL 2 9 20-04 i. PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER OP,IrF��L Page 6 of 7 — Flexible Development Application - Comprehensive Infill Redevelopment Project— City of Clearwater 0 0 ORIGINAL AFFIDAVIT TO AUTHORIZE AGENT STATE OF FLORIDA COUNTY OF PINELLAS Bill Kimpton, Managing Member of Clearwater Seashell Resort. L.C., being first duly sworn, deposes and says: 1. That Clearwater Seashell Resort, L.C. is the owner of that certain real property located in Pinellas County, Florida and being legally described on Exhibit A attached hereto and made a part hereof (the "Property "); 2. That the Property constitutes property for which a request is pending pursuant to Case # FLD2004 -07052 with the City of Clearwater, Florida (the "Request "); 3. That I have appointed and do appoint Brian Taub or other representatives of Taub Development, Inc., as my agents to jointly execute any petitions or other documents necessary to affect the Request and to participate in public hearings in connection therewith; 4. That this Affidavit has been executed to induce the City of Clearwater, Florida to consider and act on the Request; 5. That I, the undersigned authority, hereby certify that the foregoing is true and correct. /y: R SEASHELL RESQ�T;�':C: l Kimpton g Member STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowledged before me this �` day of U s r, 2004, by Bill Kimpton, as Managing Member of Clearwater Seashell Resort, L.0 He is personally known to me aim -end Frr AUG - 0 9 2i��4 �, --c- C TRA;32 498 - PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER Ogd9 {{ {Il lllllif�� �\e L� Lawf , %//i .: o �M�SSIONF�A •• 10 "? 9 egg � u,• #DD185337 ; a` " O �nded�N W. Wmw FAR • • y Public Print/type name of Notary Public EXHIRTT A Legal description of the Property ORIGINAL Lots 58 and 59. of THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Pages 12 and 13, of the Public Records of Pinellas County, Florida AND Lot 57, Lot 104, the South 20.0 feet of Lot 56, and the South 20.0 feet of Lot 103, THE LLOYD - WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. Lot 105, Lot 106, and the North half of Lot 107, THE LLOYD -WHITE SKINNER SUBDIVISION, as recorded in Plat Book 13, Page 12, of the Public Records of Pinellas County, Florida. a �? 9 2004 PLANNING & DEVELOPMENT SERVICES CITY OF CLEWWATER TPA:324981:1 Illl. AFFIDAVIT TO AUTHORIZE AGENT: (Names of ALL property owners on deed - please PF 1. That (I am /we are) the owner(s) and record title I names) of the following described property (address or general location): 2. That this property constitutes the property for which a request for a: (describe request) (A �,`r+-s 3. That the undersigned (has /have) appointed and (does /do) appoint: V'\ /-.t "A-\a4:'r i as (his/ -dir) agent(s) to execute any petitions or other documents necessary to affect such petition; 3. That this affidavit has been executed to induce the City of Clearwater, Florida to consider and act on the above described property; 4. That the applicant acknowledges that all impact fees (parks and recreation, traffic, etc.) will be paid PRIOR to the issuance of a building permit, certificate of occupancy, or other mechanism, whichever occurs first; 5. 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; 6. That (1 /we), the undersigned authority, hereby certify that the foregoing is true and correct. ECEHE 2 9 2004 �JUL: PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER 4\ Property Owner Property Owner Property Owner STATE OF FLORIDA, COUNTY OF PINELLAS rr�� me the undersigned, an officer duly commissioned.by -the laws of the State of Florida, on this j- ? day of A = F personally appeared c`�i 1 C. C�U.� who having been first duly sworn and says that he /she fully understands the contents of the affidavit that he /she signed. My Commission Expires: F1;:'Py DEBRA ANN HARRIS .. •.o :�; MY COMMISSION # DD 233928 �7 q EXPIRES: August 15, 2007 %F o_ Bonded Thru Notary Public underwriters L...: —``- .. \ „r Notary Public ORIGINAL Page 7 of 7 - Flexible Development Application - Comprehensive Infill Redevelopment Project- City of Clearwater Exhibit A to Flexible Development Application Proposed Hyatt Clearwater Beach Resort & Spa Description of Request: To amend previously approved Flexible Development case # FL 01 -01 -01 from 250 hotel rooms to 250 hotel rooms plus 1.8 condominium units by utilizing 24 resort units from the City's density pool *. *24 hotel units x .75 = 18 condominium units No other changes to the previously approved site plan or building plans are being requested other than those noted in the attached "Design Development Narrative dated July 19, 2004. Also, see copy of previous narrative submitted as part of original application (Compliance with Criteria) Also see letter attached dated July 21, 2004 from Taub Beach Properties, Inc. acknowledging meeting with the City of Clearwater Staff. 4 LtiL C 4 PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER ORIG! ^�qL _ . I.UB BEACH PROPERTIES, 1*'. 2905 Bayshore Blvd. #202 Tampa, Fl. 33629 (813) 832 -6444 Fax (813) 832 -6545 July 21, 2004 City of Clearwater Attn.: Mr. Ralph Stone 112 S. Osceola Ave. Clearwater, Fl. 33756 City of Clearwater Attn.: Ms. Lisa Fierce 100 S. Myrtle Ave. Clearwater, Fl. 33756 Re.: SeaShell Beach Resort Dear All: City of Clearwater Attn.: Mr. Garry Brumback 112 S. Osceola Ave. Clearwater, Fl. 33756 ORIGINAL D 2 9 2G04 's I PLANNING & ^E.VELOPMENT SERVICES CITY OF CLE;.RVVATER We appreciate the time you took to meet with us concerning the above referenced project. To confirm our understanding, the items mentioned in the document entitled Design .Development T?nrrati-%,e (attached hereto), dated July 19, 2004,,presented by Jeff Mendenhall with Collman-& Karsky Architects, are considered "minor revisions" as referenced in Section 4 -406 of the Community Development Code. As such, the Community Development Coordinator is authorized to approve these revisions. Therefore, no additional approvals are required from any other governmental authority ' including the CDB or City Council. It has also been agreed, that these proposed revisions are acceptable as presented and the design is consistent with the Development Agreement. The only exception to the above mentioned is the additional eighteen residential units requested in our discussion. It is our understanding that we will need to request 24 additional resort units from the pool in order to obtain 18 residential units, which will require DRC and CDB approval. We are looking forward to working with you and your staff throughout this . development process and - appreciate your continued cooperation enabling us to succeed in this endeavor. We are excited about this opportunity and the ability to make this project the catalyst for the redevelopment of Clearwater Beach. Thank you once again for providing us with your guidance and assistance. Sincerely, Brian Taub Cc: Jeff Shear Jeff Mendenhall CLEARWATER BEACH SEASHELL City of Clearwater Land Development Code, Comprehensive Infill. Redevelopment Compliance with Criteria Existing Site Conditions • ORS' VE -- � on? - 80.3_C .-41.1 2 J J. (PLANNING & DEVELO.PlOEf i SERVICES _CITY.OF CLEARWAT ffl' The properties are developed with The Glass House Motel at 229 South Gulfview Boulevard, The Beach Place Motel at 301 South Gulfview Boulevard, and a single family house and out buildings at 300 Coronado Drive abutting the Beach Place Motel and operated under a common ownership. The proposed project assembles these parcels into a single development site, which incorporates the vacated Third Street right -of -way. Under the terms of the proposed development agreement, Gulfview Boulevard is proposed to be rebuilt to the west; this parcel seeks rights to use the eastern 1/2 of the vacated Gulfview Boulevard right -of- way. °_ Surrounding land uses are:,Gulfview Boulevard to the west, a single family unit and the Spyglass Motel to the north, Legends Steakhouse to the south and Coronado Drive to the east. Across Gulfview Boulevard, there is a public parking CD lot abutting the Gulf of Mexico. Cy— The existing buildings consist of two motels which contain 66 hotel units. The existing properties contain several structures, all of which were built between 1941 and 1956. Most of the value in these properties is in the land. The present assessed value of the properties is $2,690,500. Land values are $1,910,000. The value of the existing structures is $780,500. The value of the new structure will be approximately $65,000,000. Redevelopment is proposed for these obsolete structures. The proposed use is a 250 -unit full service hotel with banquet, restaurant and retail and an 800 -space parking garage which will serve both hotel users and the general public. In order to accomplish the proposed development, the applicants propose to implement the Gulf Walk improvement outlined in Beach by Design. This improvement will extend for approximately 1,000 feet, beginning at the exit to the existing Pier 60 parking lot and extending southward. The Gulf Walk will provide.landscaping,- pedestrian and bicycle routes and a °limited amount of surface public parking, as well as a relocated travelway for vehicles. This travelway will be built in a curvilinear design and will include "traffic calming" features. Public parking will be replaced in the parking garage to be built as part of the hotel. The public will access the beach by a pedestrian overpass. 1 GAADNIR 2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP 3 `�t`j • -_ CLEARWATER BEACH S EASHELL RES � U V E fl City of Clearwater Land Development Code, Comprehensive Infill Redevelopment Compliance with Criteria 3 C ;D; i PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER The following responses provide justification for this Comprehensive Infill -_- Redevelopment Project, consistent with the City of Clearwater Land Development Code. 1. The development or redevelopment of the parcel proposed for development is otherwise impractical without deviations from the use, intensity and development standards. The proposed Seashell Resort will maintain the character of Clearwater Beach as a tourist destination and does not deviate from the permitted uses.in the Tourist zoning district. As presented in Beach by Design, redevelopment of existing developed properties in Clearwater Beach is not economically feasible at the prevailing density of 40 units per acre. Beach by Design states that, "In order to justify the cost of demolishing income producing improvements (no matter how modest), new resort development would require a significant increase in density above 40 hotel units per acre ". Standards for land intensity and development standards do not recognize the economics of redevelopment and the need to establish an appropriate scale of operations to support a full- service hotel with retail, banquet, restaurant and entertainment uses. The levels of amenities offered at this facility will reflect back to the luxury hotels which were built in Florida's golden age of tourist development. The principal difference between this property and older "grand hotels" is that the Seashell Resort will provide the room sizes, automobile accommodations and construction standards which will be consistent with present day development. It is not possible to provide this level of amenity, attraction and public benefit without deviation from the intensity standards contained in the Tourist zoning district. According to Beach by Design, "The economics of destination resorts are such that, except in very exotic locations, they require a certain critical mass of rooms in order to support the high cost of quality improvements and amenities. Industry sources indicate that 200 to 250 rooms is a practical minimum for the number of rooms which are required to create a successful, highly- amenitized destination resort". 2. The development of the parcel proposed for development as a comprehensive infill redevelopment project will not reduce the fair market value of abutting properties. 2 G:\ADMIN\200I\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP ORIGINAL • 0 CLEARWATER BEACH SEASHELL RES City of Clearwater Land Development Code, Sectidn_,2- Comprehensive Infill Redevelopment Projects Compliance with Criteria I ECED�� i� 3 ..ju 2 a Z PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER The value of property depends on the highest and best use, improvements on the site and the market factors of supply and demand. The value of abutting properties to the north and south will not be compromised, and will likely be enhanced; by development of the Seashell Resort. Patrons of all nearby development will have access to covered parking spaces in the on -site garage. In additions. a substantial public benefit will be created by the relocation of Gulfview Boulevard, the creation of a pedestrian promenade on the existing Gulfview Boulevard right -of -way, and the retention of surface parking in the vicinity of existing businesses. Lush landscaping will replace asphalt paving in the front of nearby businesses. Pedestrian access will be enhanced. Clearwater Beach will have a supply of 250 new hotel rooms, which will bring patrons to nearby restaurants and businesses. Existing motels will benefit from overflow patrons of conventions and meetings, and will'also be able to offer covered parking in the public garage. The value of abutting properties is presently depressed by the current level of under- investment on the Seashell Resort site. According to property appraiser values, the land for the subject parcel is worth nearly twice the value of the improvements. The buildings on the site are about 50 years old. The new structure will add approximately $65,000,000 in building improvements. 3. The uses within the comprehensive infil7 redevelopment project are otherwise permitted in the City of Clearwater. The uses on the site will be hotel (with accessory restaurant), meeting, lounge and retail use. The public parking space is an existing established use on Clearwater Beach. By relocating public parking into a covered garage, patrons will benefit from less heat build -up in parked vehicles, protection from salt and rain, and safe access to the beach via a pedestrian overpass which traverses the motor way, promenade and bike path. 4. The -uses or mix of uses within the comprehensive infill redevelopment project are compatible with adjacent land uses. The uses on the site are highly compatible with the adjacent land uses. There is a 3 G:\ADMIN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP ORIGINAL I • CLEARWATER BEACH SEASHELL RESO City of Clearwater Land De* elopment Code, Comprehensive Infill Redevelopment Compliance with Criteria ,PLANNING & DEVELOPMENT SERVICES CITY OF CLEARWATER restaurant located to the south of the proposed site. There is an existing tourist property located to the north of the .proposed site. Presently the site is developed with hotel units in several obsolete structures. This property renewal will set a new standard of elegance for development on the southern beach front. S. Suitable sites for development or redevelopment of the uses or mix of uses within the comprehensive infill redevelopment project are not otherwise available in the City of Clearwater.- The developers of the Seashell Resort are the early visionaries who are willing to enter a partnership with the City to create both public and private benefits on Clearwater Beach. Other property owners may come forward with alternative . development proposals. However, the Seashell Resort development has a unique location, in a strategic site within the area with redevelopment potential. Because it is located in the midst of the existing hotel district, it has potential spin -off benefits to other surrounding properties. It is located on the South Beach, which experiences the highest degree of visibility for beach -goers and the traveling public. Approval of the development agreement, which carries the commitment to rebuild Gulfview Boulevard, creates a significant public benefit which will provide an enhanced community recreation resource for decades to come. 6 The development of the parcel proposed for development as a comprehensive infill redevelopment project will upgrade the. immediate vicinity of the parcel proposed for development. There will be a significant improvement to the function and appearance of both the public and private realm. According to Beach by Design, "A key element of Beach by Design is the transformation of South Gulfview into a local access street as a part of a great resort street/place ". The public beach front will be transformed into a world -class beach experience: The developers will dedicate an additional 10 feet along the rear (Coronado Drive) property line to facilitate improvements for vehicles and pedestrians. With the creation of a beach front promenade, nearby businesses will be able to establish a pleasing interface with pedestrians, and to install outdoor dining, music and art. 4 G:\ADMIN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP • • CLEARWATER BEACH SEASHELL RESOR City of Clearwater Land Development Code, Comprehensive Infill Redevelopment Compliance with Criteria PLANNING & pFVELOPMENI SERVICES CITY OF CI_ Ei,F WATER Landscaping proposed for the Gulfidew relocation project is extensive. Over 50 specimen Majool Date Palms are proposed, along with 250 Sabal Palms. Paver tile or brick will be used for promenades, to replace the existing cracked concrete surfaces. 7. The design of the proposed comprehensive infill redevelopment project creates a form and function which enhances the community character of the immediate vicinity of the proposed for development and the City of Clearwater as a whole. The design of the proposed Seashel:: Resort and surrounding property improvements will create a form and function which enhances and redefines the community character of the immediate vicinity. The design of the hotel and parking structure features massing which steps back as elevation increases, creating elegant spires along the skyline. The second level is proposed to feature an arched pedestrian bridge from the parking structure to the beach. This will - create a feature which will be recognized by motorists as well as pedestrian_ s, and will provide a functional landmark yor visitors and guests. By integrating the public parking within the hotel structure, the community will gain a covered parking area which is compact and fiznctional. At the same time, one of the objections to a parking garage — namely, that it will be a visual intrusion — will be overcome. The front elevation of the parking levels will contain guest rooms with balconies which overlook the Gulf of Mexico. The fagade will appear as a full hotel floor. Parking will be "camouflaged" behind the building elevation, and will be hidden from beach goers. The- design of public improvements is extensively specified in Beach by-Design. A great deal of expertise and public; input has gone into the development of this design. It represents a detailed analysis of use, existing conditions and community needs. 8. Flexibility in regard to lot width, required setbacks, height and off - street parking are justified by the benefits to community character and the immediate vicinity of the parcel propcsed for development and the City of Clearwater as a whole. Flexibility in regard to setbacks and height is required to make this project 5 G:\ADMIN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP ORIGINAL 1: • • CLEARWATER BEACH SEASHELL RESO City of Clearwater Land Development Code, Secti Comprehensive Infill Redevelopment Proji Compliance with Criteria PLANNING & DEVELOPMENT SERVICES ^ CITY OF CLE �RWATER possible. The creation of the public parking benefit could not be accomplished without the six levels of internal paiking. This in turn necessitates a relaxation of height standards. In addition, the design of the structure, with massing reduced as height increases, makes the increased building height a memorable asset of the design and creates pleasing proportions. By contrast, the appearance of buildings such as 440 West, which maintain the same proportions for their entire elevation, create a feeling of heaviness and have a roof line which is does not contribute to the cityscape. The proposed project needs relief from side setbacks due to the scale of the development, the need to provide far on -site building circulation, and the dedication of 10 feet of right of way along the rear property line. The promenade elevation, which will be improved by the developer for property for a distance of approximately 1,000 feet, will serve as a landscaped gateway to the community's businesses. In addition, this promenade area will function as a front setback with pedestrian amenities, such as a covered walkway, pavers, landscaping and a sidewalk cafe. 9. Adequate off - street parking in the immediate vicinity according to the shared parking formula in Division 14 of Article 3 will be available to avoid on- street parking in the immediate vicinity of the parcel proposed for development. A combination of uses is proposed to serve the needs of tourists and day visitors. The hotel will include a multi -use parking garage with parking which exceeds the required hotel spaces by over 200 %. The provision of adequate off - street parking is a hallmark feature of this development, and will create a significant community benefit. The amount of parking on -,site will exceed the needs of the uses within the hotel. The shared parking formula documented in Division 14 of Article 3 provides a formula to be applied when multipli. users within the same development share parking, with different users entering at different hours of the day. Although this formula is not strictly applicable to a hotel with adequate guest spaces as well as a significant number of public parking spaces, some of the parking occupancy characteristics are relevant for consideration in approval of the Seashell Resort. Beach users will largely be daytime'patrons, while restaurant patrons will IG INAL 6 G:\ADNEM2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP CLEARWATER BEACH SEASHELL RESORT tD a i City of Clearwater Land Development Code, Section y -80 �. Comprehensive Infill. Redevelopment Projects Compliance with Criteria PLANNING & DEVELOPMENT SERVICES I CITY OF C_E,;RWATER principally be evening users. Enter4:ainment uses will encompass both the recreational beach -goer and the evening bar and dining patrons. There is expected to be little conflict between the fam'.4y going to the beach during the day and evening users who want to come for a sunset walk, a beverage and dinner on the beach. 10. The design of all buildings complies with the Tourist District design guidelines in Division 5 of Article 3. The design of the proposed Seashell Resort complies with the following design guidelines outlined in Beach by Design: 1,1 B. Height (2) portions of any structure which exceeds one hundred feet (100) are spaced at least one hundred fifty feet (150) apart. The Seashell Resort will have two towers exceeding 100 feet in height. The bases of these towers are separated by 110 feet. (3)(a) between forty -two feet (42) and one hundred fifty feet (150) the floorplate will be no greater than 25, 000 square feet: This design constraint cannot be accommodated in the subject parcel due to the establishment of parking on levels 2 through 7 of the structure. Between one hundred feet (100) and one hundred fifty feet (150) the f oorplate will be 'no greater than 10, 000 square feet. The proposed height will have varying floor plates above the seventh level. The floor plate which will occur on levels 11 through.14 will have a floor area of approximately 9,000 square feet. II. C. Design, Scale and Mass of Buildings { G:\ADNID4\200lkPRO.TECTS\1502-002.000\REPORTS\SEA-IN.CP 0 1 0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater band Development Code, Section 2 -803 C Comprehensive Infill. Redevelopment Projects ORIGINAL Compliance with Criteria (1) Buildings with a footprint of greater than 5, 000 square feet or a single dimension of greater than one hundred (100) square feet will be constructed so that no more than two (2) of the three (3) building dimensions. in the vertical or horizontal planes are equal in length. For this purpose, equal in length means that the two lengths vary by less than forty percent (40%) of the shorter of the two (2) lengths. The horizontal plane measurements relate to the footprint of the building. The front elevation of the Seashell Resort has a base level facade of approximately 280 feet by 88 feet and meets this design criterion. Above-the 88 -foot level, the facade is broken into two towers located approximately 109 feet apart. A typical base elevation is established for levels one through seven which features guest rooms on levels three through seven. On the Coronado elevation, the towers are not separated until the 1 lth floor level is reached. Above the seventh (garage) level, the building mass is set rack from the building edge and landscaping is instituted. (2) No plane of a building may continue uninterrupted for greater than one hundred linear feet (100). For the purpose of this standard, interrupted means an offset ofgreater thanfive feet (5). Offsets are provided on the Gulfview Boulevard and Coronado Drive elevations to exceed this standard. (3) At least sixty percent (60%) of any elevation will be covered with windows or architectural decoration. For the purpose of this standard, an elevation is that portion of a building that is visible from a particular point outside the parcel proposed for Y E F Laiz . -� �u� PLANNING & DEVELOPMENT SERVICES '39?Y OF CLEF +RWATER I proposed design will comply with this requirement in the �wina manner: the Gulfview Boulevard elevation will consist G:\ADMMOOI\PROJECTS\1502-002.000\REPORTS\SEA-IN.CP CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria entirely of common areas or guest rooms with balconies. The Coronado Drive elevation will consist of openings to the parking garage on levels two'through seven which will have an architectural treatment. On the north and south property elevations, there will be large windows in guest rooms above the seventh floor. (4) No more than sixty - percent (60 %) of the theoretical maximum building envelope located above one story will be occupied by a building. For the purpose of this standard, theoretical maximum building volume is the maximum permitted building volume that could be theoretically occupied by a building and occupied by a building includes any portion of the maximum possible building `- envelope that is not visible from a public street. This standard can realistically be applied only to levels above the \ parking deck. For those levels, the maximum calculated floor area ratio (per floor) is 42 %. Therefore, it appears that the hotel portion of the building will comply with this standard, (5) The height and mass of buildings will be correlated to (1) the dimensional' aspects of the parcel proposed for development and (2) adjacent public spaces such as streets and parks.. N The height and mass of the Seashell Resort have been designed to respond to the proportions of the site. The resort will be an integral part of the adjacent public spaces, through establishment of the promenade abutting the building and construction of an elevated pedestrian walkway to connect the hotel garage to the beach. Buildings may be designed for a vertical or horizontal mix of permitted uses. Seashell Resort will provide a variety of uses for both hotel is and the general public. 9 G:\ADiv1IN\2001\PROIECTS \1502- 002.000\REPORTS \SEA -IN.CP 0 - 0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -503 C Comprehensive Infill Redevelopment Projects Compliance with Criteria D. Setbacks and Stepbacks 1. Right -of -ways The area between the building and the right -of -way (edge of pavement as existing and planned) should be sufficiently wide to create a pedestrian - friendly environment. The distances from structures to the edge of the right -of -way should be: (1) fifteen feet (15) along arterials; and (2) twelve feet (12) along local streets Setbacks from rights -of -way for Seashell Resort will be integrated with plans for the abutting streets. Where Gulfview Boulevard is proposed to be relocated, the building will adjoin the pedestrian promenade.. Along Coronado Drive, an additional 10' of right -of- way will be deeded to the City. The applicant will reset the sidewalk as part of the building construction in an appropriate location to provide an attractive environment and a functional drop -off area for arriving guests. The minimum sidewalk width will be 10'. 3. Stepbacks ORIGINALFor buildings over three stories (42 feet) in height, portions above 42 feet should be set back at least one foot for every two feet of additional height.... ' Architectural details that create a . "human scale " may be substituted for side and rear stepbacks. Stepbacks in facade elevations begin above the parking levels. These stepbacks, along with architectural details, comply with this design guideline. E. L-ot- Goverage and Open Space At e st twenty-five pe rcent ( 25% ) of each parcel proposedfor I; 6 10 G:\ADMRJ\2001\PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP PLANNING & 1,FVL!.- OPMEN7 SERVICES Or :'! E „R1NA T E: R �J 0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria development should be maintained as open landscape or qualifying hardscape. Open landscape or qualifying hardscape means "landscaped areas, plazas and other areas covered with pavers or other decorative treatments, but does not include off-street parking areas or roadways. The Seashell Resort will have a pool deck plaza of approximately 21,000 square feet. This is 28% of the site area. Hardscape areas at the ground level will provide for an attractive and functional interface with surrounding properties. F. Street -Level Facades (1) at least sixty percent (60 %) of the street level facades of buildings used for nonresidential purposes which abut a public street will be transparent. Street level facades at the Seashell Resort are designed to exceed this standard with windows along the extent of both Gulfview Boulevard and Coronado Drive elevations. - � L (3) Building entrances should be aesthetically inviting and easily ORidentified. Building entrances are proposed to have canopies, walkway coverings and other features to make an attractive addition to the streetscape. G. Parking Areas Entrances to parking areas :should be clearly marked in order to avoid confusion. When a parking garage abuts a public road or other public place, it will be designed such that the function of the building is not readily apparent except at points of access or egress. - 6�e. maM PLANNING & PFVEIOPMONT SFRVICFS F\TER to the Seashell Resort parking garage will be clearly parking garage is hidden from view on the rights of way in 11 G:AD]vIIN\ 2001 \PROJECTS \1502- 002.000\REPORTS \SEA -IN.CP 0 0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive Infill Redevelopment Projects Compliance with Criteria the following mam er: Coronado Drive, architectural screening; Gulfview Boulevard, guest rooms located in front of parking area. H. Signage A complete signage program will be submitted for approval at a later date. I. Sidewalks Sidewalks along arterials and retail streets should be at least ten feet (10) in width. All sidewalks along arterials and retail streets will be landscaped with palm trees spaced to a maximum of thirty five feet (35) on centers, with "clear grey" of not less than eight feet (8). Portions of required sidewalks may be improved for non pedestrian purposes including outdoor dining and landscape material, provided that: m,,.ovement ofpedestrians is not obstructed; and non pedestrian improvements and uses are located on the street side of the sidewalk. -- a tinctive paving patterns should be used to separate permanent D Z- i ewalk cafe improvements from the pedestrian space on the sidewalk �4 qDFC= Sidewalk widths and landscaping along Coronado Drive are provided fB ;consistent with these guidelines. Along the Gulfview Boulevard elevation -- -the pedestrian promenade which will be created by the relocation of the ��. An iNc r, street will comply with these guidelines. The balance of these guidelines (J -M) address issues which will be determined later in the construction process (for example, materials and colors), or are not relevant to the proposed project (fountains). Allocation of resort units from the "pool" proposed to be created in Beach by Design is contingent on meeting 14 criteria. The proposed project meets all of these criteria; specifically: 1. A minimum of 200 hotel rooms 12 G:\ADMIN\2001\PROJECTS \1502- 002.000\REPORTS \SEA -iN.CP ORIGINAL 0 - .0 CLEARWATER BEACH SEASHELL RESORT City of Clearwater Land Development Code, Section 2 -803 C Comprehensive InfiIl. Redevelopment Projects Compliance with Criteria 2. A full range -of amenities 3. Access to hotel rooms through lobbies and corridors 4. A national marketing affiliation 5. Trip generation management enforceable by covenant, (airport and resort shuttle service) 6. Mandatory hurricane evacuation when warnings are posted 7. Maximum of 10% of rooms to have kitchen facilities 8. Exceptional architectural design 9. Frontage on Gulf of Mexico 10. Minimum size of 1 acre 11. Property currently has obsolete structures 12. Development density to be increased by transfer, height restricted to 150 feet 13. Create demonstrable benefits to the City 14. Participation in Clearwater Beach assessment program (when established). ECUVE; 7S , D . ORIGINAL PLANNING & DFVELOPMENI I SERVICES CITY OF CLE ;aRWATER 13 GAADMM001\PROJECTS \1502- 002A00\REP0RTS \SEA -1N.CP • Flexibility Criteria Compliance Clearwater Seashelf Resort LC General Standards A. Conditions to insure that: ED C PLANNING & DFVELOPMEN7 SERVICES CITY OF CLE,,RWATER IL E CON The proposed development of the land will be in harmony with the scale, bulk, coverage, density and character of adjacent properties in which it is located. The proposed development is the beginning of a planned renewal of Clearwater Beach. Beach by Design establishes new directions in pedestrian circulation, landscaping, traffic movement, land use and recreation amenities. The Seashell Resort is the vital first implementation step in this redevelopment process. Among the directions of Beach by Design is the creation of a new prototype for development on the barrier island. The character of the existing development in this vicinity of Clearwater Beach is anticipated to be changed and upgraded by these improvements. Increased harmony with pedestrian usage, increased landscaping and improved amenities for beach users will be the result. 2. The proposed development will not hinder or discourage the appropriate development and use of adjacent land and buildings or significantly impair the value thereof. The proposed development will encourage the appropriate development and use of ada acent land and buildings. The surplus public parking which is available in the 833 -space internal garage will be available for patrons of surrounding businesses and for recreation use. The redesigned beach promenade will improve the street frontage and make retail opportunities more attractive. 3. The proposed development will not adversely affect the health or safety or persons residing or working in the neighborhood of the proposed use. All properties will retain access 'to the beach promenade and to the enhanced auto and pedestrian zone. Emergency vehicles and public services will continue to be provided. 4. The proposed development is designed to minimize traffic congestion. Traffic congestion is examined in great detail in Beach by Design. The proposed development implements that plan and encourages non - vehicular circulation. Essentially the same amount of traffic capacity is retained under the new plan. 5. The proposed development is consistent with the community character of the immediate vicinity of the parcel proposed for development. ORIGINAL 1 • The proposed development establishes an improved community character and h renews the major beach tourist area which has not had significant investment in over 30 years. This project is supportive of county -wide efforts to renew our tourist facilities and resorts.. 6. The design of the proposed development minimizes adverse effects, including visual, acoustic and olfactory and hours of operation impacts, on adjacent properties. The design of the development will not have a negative effect on adjacent properties. All refuse, parking and other potentially =adverse elelments- are--- _._ screened within the structural envelope. Flexibility Criteria, Tourist Zoning District K. Overnight Accommodations PLANNING & 2. Height: The increased height results in an improved site plan and/or un ro ed;des`gn�d g g P p R1 7 c, F appearance. The increased height will enable the establishment of a distinctive profile on Clearwater Beach. The increased height is mitigated by a reduction in building mass as the height increases, which creates a graceful appearance and an elegance in design. Views afforded from the upper level rooms will be a high quality addition to the community's inventory of tourist accommodations. 4. Setbacks: ,. a. The reduction in front setback contributes to a more active and dynamic street life. Street life will be facilitated by pedestrian activity at both the Gulfview and Coronado, street edges. Retail and restaurant opportunities will be offered at the street level. In addition, a second level pedestrian zone is created along the gulf side of the hotel which will allow for additional shops or restaurants. Cafe seating will be offered along the Gulf side promenade. b. The reduction in front setback results in an improved site plan or improved design and appearance. The reduction in setbacks provides an opportunity to create a sophisticated resort image at the street level. Canopies will be provided over the gulf side and Coronado street entrances. A motor court entrance will be provided internal to the site. C. The reduction in side and rear setbacks does not prevent access to the rear of any