DVA2014-06001A�
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"To: Community Develop�nent Board Members _,__� �
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F'ron1: Robert G. Tefft, Development Review Manager �`���,
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Date: June 16, 2015
RE: DVA2014-06001A - 483 Mandalay Avenue
The current version of the proposed First Amended and Restated Development Agreement
between PV-Pelican Walk, LLC and the City of Clearwater that is befare the Board for
recommendation to City Council was submitted to the Planning and Development Department on
the afternoon of Tuesday, June 9, 2015. The City has not had sufficient time to conduct an
adeq�ate review of the current proposal, and as a result the business terms between PV-Pelican
Walk, LLC and the City of Clearwater have yet to be agreed upon. As such, the Planning and
Development Department is recommending that the Community Development Board
recommend the DENIAL of the proposed First Amended and Restated Development Agreement
to the City Council.
However, should a quorum be obtained for a special meeting of the Community Development
Board on July 7, 2015, then it would be the recommendation of the Planning and Development
Department that the Board continue this item to said special meeting in order to provide
additional time for the administrative review of the agreement.
FIRST AMENDED AND RESTATED
AGREEMENT FOR THE DEVELOPMENT OF PROPERTY
�PELICAN WALK)
This First Amended and Restated Development Agreement (the "Agreement") is made as
of this day of , 2015, by and between THE CITY OF CLEARWATER,
FLORIDA, a municipal corporation and political subdivision of the State of Florida (the "City"),
and PV-PELICAN WALK, LLC, a Florida limited liability company ("Paradise"):
WITNESSETH:
WHEREAS, one of the major elements of the City's revitalization effort is a
special area plan for the revitalization of Clearwater Beach adopted under the provisions of
the Florida Growth Management Act, Florida Statutes Chapter 163, Part II, and entitled Beach
by Design; and
WHEREAS, Florida Statutes Sections 163.3220 - 163.3243,(2014) the Florida Local
Government Development Agreement Act ("Act"), authorize the City to enter into
binding development agreements with persons having a legal or equitable interest in real
property located within the corporate limits of the City; and
WHEREAS, the City of Clearwater has adopted a community revitalization plan entitled
Beach by Design;
WHEREAS, Beach by Design contemplates the provision of additional off-street parking
on Clearwater Beach in support of revitalization of the retail/restaurant district, the East Shore
marina district, the North Mandalay area, to promote resort development, and to promote beach
patronage;
WHEREAS, on days of peak beach patronage, there is a serious shortfall in the
availability of public parking on Clearwater Beach;
WHEREAS, the City of Clearwater has exhaustively analyzed the opportunities for
providing additional parking on Clearwater Beach;
WHEREAS Paradise and Pelican Walk Investors, LLC are the owners of certain real
property on Clearwater Beach popularly known as the Pelican Walk Shopping Center and the
Pelican Walk parking lot. Pelican Walk Investors, LLC has executed a limited joinder in this
Development Agreement as set forth in Exhibit "A" and incorporated herein by reference;
WHEREAS, Beach by Design identifies the existing surface parking lot of the Pelican
Walk Shopping Center as the preferred site for a parking garage for North Mandalay and the
Retail and Restaurant Districts ("Parking Garage Site");
WHEREAS, the City of Clearwater has conducted various studies of the feasibility of
constructing additional off-street parking and evaluated several different sites on North Beach;
Pelican Walk Parldng Garage Fitst Amended and Restated Development Agreement
WHEREAS, Paradise intends to develop and construct on what is currently the Pelican
Walk Shopping Center and the Parking Garage Site a retail/commercial project, including a
parking garage containing approximately 702 total parking spaces, (collectively, the "Pro'ect"
on the property more particularly described in Exhibit "B" attached hereto (the "Propertv").
WHEREAS, the Property, which includes the current Pelican Walk Shopping Center
property described in Exhibit "B-1" ("Existing Retail Center"), shall be and will be submitted to
the condominium form of ownership pursuant to Chapter 718 of the Florida Statutes and
condominium documents shall be prepared. The condominium shall contain units to be utilized
for public and/or private parking.
WHEREAS, Paradise proposes to sell a 450 parking space condominium unit to the City
("Parking Unit Two "or "PU-2") to facilitate the provision of additional off-street parking on
Clearwater Beach;
WHEREAS, the City and Paradise have worked diligently to identify a financially
feasible approach to the construction of a new parking garage on the Parking Garage Site;
WHEREAS, the City employed professionals experienced in the financing of parking
garages to evaluate the economic feasibility of various options for a new parking garage on the
Parking Garage Site;
WHEREAS, the economic feasibility analysis prepared for the City revealed that the
development of the Parking Garage as proposed by Paradise and the City's purchase of PU-2 is
financially feasible and will generate sufficient revenue for the City to own and operate PU-2.
WHEREAS, on June 4, 2014, the City and Paradise entered into a Purchase Agreement
for the purchase and sale of PU-2.
WHEREAS, on , 2015, the City and Paradise entered into a First
Amendment to the Purchase Agreement which is contingent upon Community Development
Board and City Council approval of this First Amended and Restated Development Agreement
among other things. A true and accurate copy of the Purchase Agreement and the First
Amendment to the Purchase Agreement are attached hereto as composite Exhibit "C" and are
incorporated herein in their entirety.
WHEREAS, Paradise represents that the parking garage proposed by Paradise is not
economically viable without the City's purchase of PU-2;
WHEREAS, the City has determined that the construction of a new parking garage on
the Parking Garage Site with at least 450 parking spaces available to the public will serve the
best interests of the citizens of the City;
WHEREAS, the provision of additional public parking available is a valid public
purpose;
WHEREAS, the City understands that Paradise is willing to undertake the financial risk
Pelican Walk Parldng Garage First Amended and Restated Development Agreement
of designing, constructing and operating the proposed Parking Garage and that Paradise is
relying upon the Purchase Agreement and First Amendment to the Purchase Agreement
attached hereto as Exhibit "C"
WHEREAS, at a duly called public meeting on the 19�' day of July, 2014, the
Community Development Board approved the design of the Parking Garage and recommended
that the City Council approve the Development Agreement;
WHEREAS, at a duly called public meeting on the 20�' day of August, 2014, the City
Council approved this Development Agreement, and authorized and directed its execution by
the appropriate officials of the City; and
WHEREAS, at a duly called public meeting on the day of , 2015, the
Community Development Board approved the design of the Parking Garage and recommended
that the City Council approve the First Amended and Restated Development Agreement;
WHEREAS, at a duly called public meeting on the day of , 2015, the
City Council approved this First Amended and Restated Development Agreement, and
authorized and directed its execution by the appropriate officials of the City; and
WHEREAS, the appropriate members of Paradise with authority have approved this
Agreement and have authorized certain individuals to execute this Agreement on its behalf.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, the parties hereby agree as follows:
ARTICLE 1 DEFINITIONS.
1.01 Definitions. The terms defined in this Article 1 shall have the following meanings
except as herein otherwise expressly provided:
1. "Agreement" means this First Amended and Restated Development Agreement
including any Exhibits and any amendments thereto.
2. "Beach by Design" or "Plan" means the strategic redevelopment plan for
Clearwater Beach adopted February 2001 as amended through 2015.
"City" means the City of Clearwater, Florida, a Florida municipal corporation.
4. "City Council" means the governing body of the City.
"City's Representative" means that person designated by the City to represent the
City during the design and construction of the proposed Parking Garage.
Pelican Walk Parldng Garage First Amended and Restated Development Agreement
6. "Commencement Date" means the date on which Paradise commences or causes a
Contractor to commence site work related to the Pelican Walk Parking Garage
which date shall occur on or before , 2015.
7. "Commence construction" means the start of ineaningful physical development of
a material part of the Parking Garage building.
8. "Construction Completion Date" means the date a final certificate of occupancy is
issued by the City for the Pelican Walk Parking Garage.
9. "Effective Date" means the date of approval and execution of this Agreement as
provided in Section 12.14.
10. "Exhibits" means those agreements, diagrams, drawings, specifications,
instruments, forms of instruments, and other documents attached hereto and
designated as exhibits to, and incorporated in and made a part of, this Agreement.
11. "Parking Garage Site" means the land on which the existing Pelican Walk surface
parking lot and associated storm water management facilities are located which is
located immediately to the east of the existing Pelican Walk Shopping Center and
fronts on Poinsettia Avenue, as more particularly described in Exhibit B.
12. "Pelican Walk Parking Garage" means a parking garage to be constructed on the
Parking Garage Site" containing not less than six hundred and twenty (620) off-
street parking spaces.
13. "Plans and Specifications" means the schematic, preliminary and final
construction plans for the Pelican Walk Parking Garage.
14. "Unavoidable Delay" means a delay as described in Article 15 hereof.
1.02 Use of Words and Phrases. Words of the masculine gender shall be deemed and
construed to include correlative words of the feminine and neuter genders. Unless the
context shall otherwise indicate, the singular shall include the plural as well as the
singular number, and the word "person" shall include corporations and associations,
« „ « ,� « „
inc uding public bodies, as well as natural persons. Herein, hereby, hereunder,
"hereof," "hereinbefore," "hereinafter" and other equivalent words refer to this
Agreement and not solely to the particular portion thereof in which any such word is
used.
1.03 Florida Statutes. All references herein to Florida Statutes are to Florida Statutes (2014),
as amended from time to time.
ARTICLE 2. PURPOSE AND DESCRIPTION OF PROJECT.
2.01 Finding of Public Purpose and Benefit. The proposed Project, and the design,
construction, completion and operation of the Project, and each part thereof, is hereby found by
the City: (1) to be consistent with and in furtherance of the objectives of the Land Development
Pelican Walk Parking Gatage Fust Amended and Restated Development Agreement
Regulations of the City of Clearwater, (2) to conform to the provisions of Applicable Laws, (3)
to be in the best interests of the citizens of the City, (4) to further the purposes and objectives of
the City, (5) to further the public interest on Clearwater Beach, and (6) to implement Beach by
Design.
2.02 Purpose of Agreement. The purpose of this Agreement is to further the implementation
of Beach by Design by providing for additional public parking on Clearwater Beach to enhance
the quality of life, increase employment and improve the aesthetic and useful enjoyment of
Clearwater Beach, all in accordance with and in furtherance of the Land Development
Regulations of the City of Clearwater and as authorized by and in accordance with the provisions
of Florida law.
2.03 Scope of the Project.
1. Description. The Project shall include a commercial parking garage, private and
public parking, commercial and retail uses and appropriate accessory uses and
shall be developed in substantial conformity with the Conceptual Plans, copies of
which are attached as Exhibit "D" hereto.
2. Formation of the Condominium. Paradise shall create a six (6) unit commercial
condominium for the Project and Existing Retail Center. Retail Unit One (RU-1)
shall consist of the Existing Retail Center described in Exhibit B-1 and
improvements thereon, Retail Unit Two (RU-2) shall consist of the new
approximately 12,000 square foot retail space with no common elements except
for exterior walls excluding doors and plate glass, Parking Unit Ground (PU-G)
shall consist of 28 parking spaces on the ground floor, Parking Unit One (PU-1)
shall consist of 114 parking spaces on the first and second floors, Parking Unit
Two (PU-2) shall consist of the next lowest 450 parking spaces to be acquired
by the City pursuant to the Amended Purchase Agreement plus any additional
spaces acquired by the City pursuant to its hereinafter described option, and
Parking Unit Three (PU-3) shall consist of the remaining 110 spaces (reduced by
the number of spaces acquired by the City pursuant to its option, right of
purchase or right of first refusal). All development rights remaining on the
parking lot parcel shall be retained by RU-2 and be available for transfer (TDR)
to another site as permitted by the Clearwater Community Development Code.
The available development rights retained in RU-2 shall be calculated based
upon the original unified parcel configuration, which included the parking lot
parcel and the Pelican Walk Shopping Center parcel. PU-G, PU-1, and PU-3 may
be divided into multiple units. Paradise shall submit the Property, including the
Existing Retail Center, to the condominium form of ownership pursuant to
Chapter 718 of the Florida Statutes. The condominium documents shall be in a in
a form to be approved by City with a consent or joinder from any lender or
lienholder or any other party having any record interest in any mortgage or lien
encumbering the interest in the Property as required by Section 718.104(3) of the
Pelican Walk Parldng Garage Fust Amended and Restated Development Agteement
Florida Statutes. It is anticipated that the maintenance fees of the condominium
will be allocated between the Units on an equitable basis mutually agreed upon
by Paradise and City based on the anticipated maintenance and costs associated
with the different units with the understanding that all improvements on RU-1
will be maintained by the owner of RU-1 and the owner of RU-lshall control the
improvements made within said Unit. Cost of utilities shall be segregated to the
Unit receiving service and not be a common expense, where possible. This
Agreement shall terminate and the City shall have no obligation to purchase PU-
2 in the event Paradise fails to deliver mutually agreeable condominium
documents as a condition of closing on the City's purchase of PU-2. Prior to the
City's purchase of PU-2, the condominium documents, once approved by the
City, shall not be materially modified or amended without the prior written
consent of the City, which consent shall not be unreasonably withheld.
3. Use of Parking Units/Spaces by Paradise and the Cit� The use of the Parking
Units/Spaces shall be limited and restricted as follows: PU-G shall consist of 28
spaces that may not be apportioned by Paradise as leased parking, hourly
parking, or both. PU-1 shall consist of 114 spaces that that may be apportioned
by Paradise as leased parking, hourly parking, or both. Subsequent to closing,
PU-2 shall consist of 450 spaces which may be apportioned by the City as leased
parking, hourly parking, or both. PU-3 shall consist of 110 spaces apportioned
by Paradise as leased parking, hourly parking, or both Paradise agrees to submit a
mutually agreeable commercially reasonable Parking Management Plan for the
operation of PU-G, PU-1, PU-2 and PU-3 as a condition of closing. The parties
have developed a conceptual parking management plan which is outlined in
Exhibit "H." The parties agree that the restrictions on the use of the Paxking
Units/Spaces contained in this First Amended and Restated Development
Agreement and the terms of the Parking Management Plan may be amended
upon mutual agreement of the parties without amending this First Amended and
Restated Development Agreement or the Purchase Agreement and First
Amendment to the Purchase Agreement which are attached hereto as Exhibit
"C." Any spaces within PU-G, PU-1, and PU-3 shall not be leased for an
amount less than 50% of the then current monthly space rental charge charged by
the City for parking spaces in PU-2. This restriction is limited to Paradise's
monthly rentals only.
2.04 Cooperation of the Parties. The City and Paradise recognize that the successful
development and operation of the Parking Garage is dependent upon continued
cooperation of the City and Paradise, and each agrees that it shall act in a reasonable
manner hereunder, provide the other party with complete and updated information from
time to time, with respect to the conditions such party is responsible for satisfying
hereunder and make its good faith reasonable efforts to ensure that such cooperation is
continuous, the purposes of this Agreement are carried out to the full extent
contemplated hereby and the Parking Garage is designed, constructed, completed and
operated as provided herein.
Pelican Walk Pazking Garage First Amended and Restated Development Agreement
ARTICLE 3. REGULATORY PROCESS.
3.01 Land Development Regulations.
1. Land Use Desi nation. The Pazking Garage Site is located within the Tourist
District as provided in the City's Land Development Regulations.
2. Amendments to Land Development Re�ulations The City's current Land
Development Regulations shall govern the development of the Project for the
duration of this Agreement. Subsequently adopted ordinances and codes of the
City which are of general application not governing the development of land shall
be applicable to the Property, subject to the terms and conditions of this
Agreement.
3.02 Development Approvals and Permits.
1. Applications for Development Approval Paradise shall prepare and submit to the
appropriate governmental authorities, including the City, applications for all
necessary Permits for the Parking Garage, and shall bear all costs of preparing
such applications, applying for and obtaining such permits, including payment of
any and all applicable application, inspection, regulatory and impact fees or
charges, except as otherwise provided in this Agreement. A list of all permits and
approvals required to implement the provisions of this Agreement is attached as
Exhibit "E". The failure of this Agreement to address a particular permit,
condition, term or restriction shall not relieve the Developer of the necessity of
complying with the law governing said permitting requirements, conditions, terms
or restrictions.
2.Schedule. A Project Development Schedule is attached to this Agreement as Exhibit
"F" that identifies specific tasks to be completed through the entire Project and the
proposed date for completion.
3. Citv Cooperation and Assistance The City shall cooperate with Paradise with
regard to all necessary approvals and or permits required for the construction,
completion and opening for business of the Parking Garage which may be
required from an agency of government other than the City. If requested by
Paradise and authorized by law, the City will join in any application for any
permit or approval, or, alternatively, recommend to and urge any governmental
authority to which application for any permits has been made that such permit or
approval to issue or approve the requested permit or approval, to the extent that
the work covered by such Permit(s) is not in violation of the terms of this
Pelican Walk Parbng Garage First Amended and Restated Development Agreement
_ _
Agreement.
4. City Authority Preserved. The City's duties, obligations, or responsibilities under
any section of this Agreement, specifically including, but not limited to, this
Section 3.02, shall not affect the City's right, duty, obligation, authority and power
to act in its governmental or regulatory capacity in accordance with applicable
laws, ordinances, codes or other building regulations. Notwithstanding any other
provision of this Agreement, any required permitting, licensing or other
regulatory approvals by the City shall be subject to the established procedures and
requirements of the City with respect to review and permitting of a project of a
similar or comparable nature, size and scope. In no event shall the City, due to
any provision of this Agreement, be obligated to take any action concerning
regulatory approvals except through its established processes and in accordance
with applicable provisions of law.
3.03 Not a Development Order or Permit. The City and Paradise hereby acknowledge,
agree and represent that this Agreement is not intended to be and should not be
construed or deemed to be a"development order" or "development permit" within the
meaning of those terms in Section 163.3164, Florida Statutes.
ARTICLE 4. PLANS AND SPECIFICATIONS.
4.01 Plans and Specifications.
l. Responsibility for Preparation of Plans and Specifications. Paradise shall be
responsible for and shall pay the cost of preparing the site plan and schematic,
preliminary, and final construction plans for the proposed Parking Garage.
During the design process, Paradise agrees that the City's Representative shall
have access to and a right to review and approve all phases of design and
construction processes.
2. Approval of Plans and Specifications for PU-2. The City has previously
approved the Conceptual Plans in its regulatory capacity. Exhibit "G"
attached to this Agreement sets forth the City Standards for PU-2 to be owned
by the City (the "Parking Unit"). In order to ensure that the design of the
Parking Unit will meet the City's standards, the Plans and Specifications for the
Project shall be submitted to the City for review and comment prior to the
submission of any application for a building permit, other than a foundation
permit. The City's review of the Plans and Specifications hereunder in its
proprietary (i.e., non-regulatory) capacity shall be limited to compliance by the
Parking Unit guidelines attached hereto as Exhibit "G". The City shall notify
the Developer in writing within thirty (30) days following receipt that the Plans
and Specifications have or have not been approved, and in the case of
disapproval, the specific reason(s) for such disapproval. If the Plans and
Pelican Walk Parldng Garage First Amended and Restated Development Agreement
Specifications submitted to the City by the Developer substantially comply
with this Agreement and have not materially changed from the Conceptual
Plans in a manner which causes the Parking Unit to no longer conform to the
City Parking Garage Standards, the City shall approve the Plans and
Specifications as submitted. The City's failure to respond to the Developer
within said 30-day period shall be deemed approval.
3. Character and Oualit� The City and Paradise agree that the proposed Parking
Garage shall be designed, constructed, maintained and operated in a manner
consistent with other first class or high quality parking garages in the Tampa Bay
region. The City and Paradise further agree that the Parking Garage will be
designed and constructed in a manner which will ensure that the Parking Garage
has a positive impact on the appearance and community character of Clearwater
Beach. The City acknowledges that the conceptual plans for the Parking Garage
attached hereto as Exhibit "D" satisfy the requirements of this section.
4. Useful Life. The City and Paradise agree that the Parking Garage will be
designed and constructed so as to have a useful life of not less than forty (40)
years.
5. Use of Oualified Professionals. Paradise shall retain qualified professionals to
prepare the Plans and Specifications and shall cause such professionals to prepare the
Plans and Specifications.
ARTICLE 5. PARADISE OBLIGATIONS.
5.01 Financing for Parking Garage. Paradise shall provide City with evidence to the City's
satisfaction of Paradise having obtained financing adequate to construct the Project and
Paradise's lender shall have entered into a subordination/non-disturbance/tri-party agreement
with City and Paradise as described hereinafter below. The Developer covenants and agrees that
the Project Financing documents shall include a provision which provides that in the event any
Project Financing secured by the Parking Unit shall become due and payable by maturity or
acceleration, the Project Lender shall give written notice thereof to the City by certified mail,
return receipt requested, or by overnight courier or by hand deliver. Such notice from the Project
Lender to the City shall state the basis of the default by the Developer and shall include copies of
any pleadings in any proceeding instituted by the Project Lender(s) incident thereto.
5.02 Construction of the Project.
1. Commencement. Paradise shall commence construction of the Parking Garage in
accordance with the Plans and Specifications for the Parking Garage within six
(6) months after the Effective Date and shall thereafter diligently pursue
construction to completion within eighteen (18) months of the Effective Date,
subject to extensions for Unavoidable Delays.
Pelican Walk Pazldng Garage Fitst Amended and Restated Development Agreement
2. Pavment of Contractors and Suppliers Paradise shall be responsible for all on-site
costs relative to the development of the Project, including the Parking Unit.
Paradise agrees to promptly pay, or arrange to be paid, all moneys due and legally
owing to all persons or organizations doing any work or furnishing any materials,
fuel, machinery or supplies for the design and construction of the Parking Garage.
3. Maintenance of Construction Site. During the construction of the Parking Garage,
Paradise shall, at its own expense, keep the Parking Garage Site in good and clean
order and condition.
5.03 Subordination/Non-Disturbance/Tri-Party Agreement. City shall be provided upon
the filing of any lien on the Property with a subordination/non-disturbance/tri-party
agreement from any mortgagee or lien holder having a lien or mortgage on the Property
recognizing the City's rights under this Agreement and agreeing to the City's and
Paradise's ability to enforce this Agreement and City's rights hereunder in the event of a
default in any loan, lien or mortgage encumbering the Property or any default in this
Agreement. The subordination/non-disturbance/tri-party agreement shall provide, at a
minimum, that, in the event that such mortgagee or lien holder succeeds to the interest of
Paradise as owner of the Property, such mortgagee or lien holder shall have no
obligation nor have any liability with respect to the erection and/or completion of the
Pelican Walk Parking Garage, including, but not limited to completing the Parking Unit
contemplated to be conveyed to the City; provided, however, the City is permitted to
terminate this Agreement if the mortgagee or lien holder does not complete the
construction obligations of Paradise, subject to any notice and or cure rights as provided
herein. In addition, the subordination/non-disturbance/tri-party agreement shall provide
that the City's option to acquire additional contiguous spaces and the City's right of first
refusal to acquire spaces which Paradise is offering to sell to unrelated third parties shall
both be subordinate and inferior to the mortgagee's mortgage lien encumbering the
Property and the City's option and right of first refusal rights shall not apply to the
mortgagee or lien holder in the event such mortgagee or lien holder seeks possession of
the Property through foreclosure, deed in lieu or such other similar proceedings. The
subordination/non-disturbance/tri-party agreement shall be recorded and be binding on
and run to the benefit of any successors or assigns of the parties. A memorandum of this
Agreement shall be placed of record upon the execution of this Agreement.
5.04 Operation of Parking Garage. Prior to the purchase of PU-2 by the City, Paradise
agrees and covenants that the Parking Garage shall operate on the following terms and
conditions:
1. Onen to the Public. PU-2 of the Parking Garage shall be available to the general
public, including the tenants and partners of the Pelican Walk Shopping Center,
on an equal, first come, first served basis. For the purposes of this Agreement,
equal, first come, first serve means that each and every parking space will
Pelican Walk Parking Garage First Amended and Restated Devebpment Agreement
available for use by the public at all times when the Parking Garage is open, and
that at least four hundred and fifty (450) parking spaces shall be unrestricted (no
reserved parking) within PU-2at all times.
2. Hours of Operation. PU-2 shall be open for public parking 24 hours per day
seven days per week.
3. Operation of PU-G. PU-1, and PU-3. PU-G and PU-1 shall consist of 142 parkng
spaces . PU-3 shall consist of 110 parking spaces . Any parking spaces within
PU-G, PU-1, and PU-3 shall not be leased for an amount less than 50% of the
then current monthly space rental charge charged by the City for parking spaces
in PU-2 . This restriction is limited to Paradise's monthly rentals only.
ARTICLE 6. CITY OBLIGATIONS.
6.01 Acquisition of PU-2. As provided in the Amended Purchase Agreement attached as
Exhibit "C", City shall acquire PU-2 consisting of 450 contiguous Parking Spaces which
shall materially meet the City's Parking Garage guidelines as provided in Exhibit "G".
Such Unit may be acquired at a cost per space as set forth in the Purchase Agreement
("Parking Unit") with the City having the option to acquire up to 60 additional
contiguous Spaces at a cost of $25,144 per space provided City exercises this option
prior to final project design approval or September 4, 2015, whichever shall first occur.
After September 4, 2015, until Closing the City shall still have the right to purchase
additional spaces only if Paradise is offering to sell spaces to third parties, provided,
however, the cost per space shall be at the rate or $25,144.00 per space. After closing,
the City shall have a right of first refusal to acquire spaces which the Paradise is offering
to sell to unrelated third parties, provided, however, the cost to the City per space shall
be the same as the third party has offered. City shall be provided, within ten (10) days of
execution of any third party offer for spaces, a copy of the proposed third party offer for
the parking space(s) and the City shall have forty-five (45) days after receipt of the same
within which to match the offer from the third party and closing will be within thirty
(30) days thereafter. Provided, however, City shall not be required to close on such
additional spaces prior to the City acquiring the Parking Unit with the 450 Parking
Spaces.
In terms of City's obligation to pay the Purchase Price, the City covenants and agrees to
appropriate in its annual budget, by amendment, if required, and to pay when due under
this Agreement as promptly as money becomes available directly to Paradise, amounts
of Non-Ad Valorem Revenues of the City sufficient to satisfy the obligation of the City
to purchase the Parking Facility Unit as required under this Agreement as set forth
herein. Such covenant is subject in all respects to the payment of obligations secured by
a pledge of such Non-Ad Valorem Revenues heretofore or hereafter entered into. Such
covenant and agreement on the part of the City to budget and appropriate such amounts
of Non-Ad Valorem Revenues shall be cumulative, and shall continue until such Non-
Ad Valorem Revenues or other legally available funds in amounts sufficient to pay the
Pelican Walk Parldng Garage First Amended and Restated Development tlgreement
Purchase Price, shall have been budgeted, appropriated and actually paid to Paradise.
The City further acknowledges and agrees that the obligations of the City to include the
amount of any deficiency in the payment of the Purchase Price in each of its annual
budgets and to pay such deficiencies from Non-Ad Valorem Revenues may be enforced
in a court of competent jurisdiction. Notwithstanding the foregoing or any provision of
this Agreement to the contrary, the City does not covenant to maintain any services or
programs now maintained by the City which generate Non-Ad Valorem Revenues or to
maintain the charges it presently collects for any such services or programs, and the City
further reserves the right to pledge any Non-Ad Valorem Revenues to the repayment of
any debt obligation of the City at any time, which pledge shall be superior to the use of
such Non-Ad Valorem Revenues subject to this covenant.
6.02 Purchase Price of PU-2. The purchase price to be paid by the City to Paradise for PU-
2 is Twenty-Five Thousand One Hundred Forty-Four and No/100 Dollars ($25,144.00)
per space or Eleven Million Three Hundred Fourteen Thousand Eight Hundred and
No/100 Dollars ($11,314,800.00) for the 450 spaces, (the "Purchase Price"), subject to
adjustments and prorations as provided in the Purchase Agreement.
6.03 Terms of Payment. Subject to the limitations set forth herein and in the Purchase
Agreement, the Purchase Price shall be paid to Paradise as follows:
$11,314,800.00 in cunent funds at time of Closing, subject to adjustments as provided in
the Purchase Agreement. If additional spaces are being acquired and further subject to
prorations and adjustments as herein provided, the same to be paid by wire transfer of
federal funds at the time of closing.
6.04 Enforcement of Municipal Parking Regulations. The City agrees to take reasonable
steps to enforce municipal parking regulations on Clearwater Beach.
6.05 Construction of Additional Structured Parking Spaces North of Causeway
Boulevard on Clearwater Beach. The City understands and agrees that as a party to
this Agreement, Paradise assumes certain financial risks which will be adversely
affected by the construction of additional structured parking spaces in the immediate
vicinity of the Parking Garage Site. In consideration thereof, the City agrees not to
pursue the development of another public parking garage or acquire a public parking
garage north of Causeway Boulevard on Clearwater Beach prior to closing.
6.06 Assistance with location temporary parking during construction. The City will
assist, but will not be responsible for, Paradise in locating temporary parking for the
Pelican Walk Shopping Center during construction.
Pelican Walk Parking Garage Fitst Amended and Restated Development Agreement
ARTICLE 7. INDEMNIFICATION.
7.01
Indemnification by the Developer.
1. The Developer agrees to indemnify, defend and hold harmless, the City, its
respective agents, officers, or employees from any and all liabilities, damages,
penalties, judgments, claims, demands, costs, losses, expenses or attorneys' fees
through appellate proceedings, for personal injury, bodily injury, death or
property damage arising out of, or by reason of any act or omission of the
Developer, its agents, employees or contractors arising out of, in connection with
or by reason of, the performance of its obligations covered by this Agreement, or
which are alleged to have arisen out of, in connection with or by reason of, the
performance of such obligations.
2. The Developer shall indemnify, defend and hold harmless the City, its officers
and employees from any and all liabilities, damages, costs, penalties, judgments,
claims, demands, losses, or expenses (including, but not limited to, actual
attorneys' fees and engineering fees) arising from or attributable to any breach by
the Developer, as the case may be, of any representations or warranties contained
in Section 8.01, or covenants contained in Section 8.02.
3. The Developer's indemnity obligations under subsections (1) and (2) of this
Section shall survive the earlier of the Termination Date or the Expiration Date,
but shall apply only to occurrences, acts, or omissions that arise on or before the
earlier of the Termination Date or the Expiration Date.
4. The Developer's indemnity hereunder is in addition to and not limited by any
insurance policy and is not and shall not be interpreted as an insuring agreement
between or among the parties to this Agreement, nor as a waiver of sovereign
immunity for any party entitled to assert the defense of sovereign immunity.
7.02 Indemnification by the City.
To the extent permitted by law, the City agrees to indemnify, defend and hold
harmless, the Developer, its respective officers, and employees from any and all
liabilities, damages, penalties, judgments, claims, demands, costs, losses,
expenses or attorneys' fees through appellate proceedings, for personal injury,
bodily injury, death or property damage arising out of, or by reason of, any act or
omission of the City, its respective agents or employees arising out of, in
connection with or by reason of, the performance of its obligations covered by
this Agreement, or which are alleged to have arisen out of, in connection with or
by reason of, the performance of such obligations.
Pelican Walk Parldng Garage Fust Amended and Restated Development Agreement
2. The City shall indemnify, defend and hold harmless the Developer, its officers
and employees from any and all liabilities, damages, costs, penalties, judgments,
claims, demands, losses, or expenses (including, but not limited to, actual
attorneys' fees and engineering fees) arising from or attributable to any breach by
the City, as the case may be, of any representations or warranties contained in
Section 9.01, or covenants contained in Section 9.02.
3. The City's indemnity obligations under this Section 7.02 shall survive the earlier
of the Termination Date or the Expiration Date, but shall only apply to
occurrences, acts or omissions that arise on or before the earlier of the
Termination Date or the Expiration Date.
4. The City's indemnity hereunder is not and shall not be interpreted as an insuring
agreement between or among the parties to this Agreement, but is in addition to
and not limited by any insurance policy provided that said obligation shall not be
greater than that permitted and shall be limited by the provisions of Section
768.28, Florida Statutes, or any successor statute thereto.
7.03 Limitation of Indemnification. Notwithstanding anything to the contrary contained
herein, with respect to the indemnification obligations of the Developer (as set forth in Section
7.01) and the City (as set forth in Section 7.02), the following shall apply:
1. The indemnifying party shall not be responsible for damages that could have
been, but were not, mitigated by the indemnified party;
2. The indemnifying party shall not be responsible for that portion of any damages
caused by the negligent or willful acts or omissions of the indemnified party; and
There shall be no obligation to indemnify hereunder in the event that the
indemnified party (1) shall have effected a settlement of any claim without the
prior written consent of the indemnifying party, or (2) shall not have subrogated
the indemnifying party to the indemnified party's rights against any third party by
an assignment to the indemnifying party of any cause or action against such third
P�Y•
8.01 Rights of Project Lenders. The City hereby agrees with and for the benefit of each Project
Lender:
(1) When giving notice to the Developer with respect to any default under this
Development Agreement or any exercise of any right to terminate this
Development Agreement, the City will also give a copy of such notice to each
Project Lender, and no such notice to the Developer shall be deemed effective
with respect to any Project Lender unless such notice is also given in said manner
to each such Project Lender.
(2) In case the Developer shall default in respect of any of the provisions of this
Pelican Walk Parking Garage First Amended and Restated Development Agreement
Development Agreement, any Project Lender shall have the right, but not the
obligation, to cure such default and the City shall accept performance by or on
behalf of such Project Lender as though, and with the same effect as if, the same
had been done or performed by the Developer. A Project Lender will have a
period of time after the service of such notice upon it within which to cure the
default specified in such notice, or cause it to be cured, which is the same period
for cure, if any, as is given to the Developer under this Development Agreement
in respect of the specified default after the giving of such notice to the Developer,
plus an additional period of thirty (30) days. In the event of a default (or in the
event that the City is seeking to terminate this Development Agreement by reason
of a default) which is curable without Project Lender being in possession and
control of the Property, but cannot reasonably be cured within said period, the
period of time for cure shall be extended for so long as any Project Lender is
diligently and continuously proceeding to attempt to cure such default, provided
that the Project Lender has begun proceedings to cure the default within the said
period.
(3) With respect to any default by the Developer under this Development Agreement
that is not susceptible of being cured by the Project Lender without being in
possession and control of the Property, the City shall take no action to terminate
this Development Agreement on account of such default if, within ninety (90)
days after notice of the default from the City (subject to any bankruptcy stays),
the Project Lender shall have commenced appropriate proceedings to obtain
possession of the Property (including possession by a receiver) or to foreclose the
Project, and shall thereafter be prosecuting the same to completion in good faith,
with diligence and continuity (subject to any bankruptcy stays); provided,
however, that (i) the Project Lender shall conclude any proceedings to obtain
possession of the Property or to foreclose the Project (as applicable, including the
removal of any bankruptcy stay) within eighteen (18) months following
commencement of such action, (ii) during the period of the City's forbearance, the
Project Lender shall comply with such of the terms, covenants and conditions of
this Development Agreement as are then susceptible of compliance by the Project
Lender, and (iii) if and after the Project Lender obtains possession of the Property,
the Project Lender shall promptly commence and diligently pursue the curing of
all defaults under this Development Agreement then susceptible of being cured by
the Project Lender.
(4) The City agrees to consider reasonable modifications to this Section 6.05
requested by any Project Lender in connection with the closing of the Project
Financing, provided that such modifcations do not result in any changes in the
Project to be constructed hereunder or impair the City's rights or impose any
additional obligations on the City or adversely affect the City's remedies in the
event of any default.
(5) The provisions of this Section 6.05 in favor of the Project Lender shall inure to the
Pelican Walk Parldng Gatage Fust Amended and Restated Development Agreement
benefit of the Project Lender and its successors, assigns and designees, and also
any other purchaser or transferee of the Project and this Development Agreement
pursuant to any foreclosure or bankruptcy proceedings, or assignment in lieu
thereof.
ARTICLE 9. REPRESENTATIONS, WARRANTIES AND COVENANTS OF
PARADISE.
9.01 Representations and Warranties. Paradise represents and warrants to the City that each
of the following statements is currently true and accurate and agrees that the City may
rely upon each of the following statements:
l. Paradise is a Florida limited liability company duly organized and validly
existing under the laws of the State of Florida, has all requisite power and
authority to carry on its business as now conducted, to own or hold its properties
and to enter into and perform its obligations hereunder and under each document
or instrument contemplated by this Agreement to which it is or will be a party, is
qualified to do business in the State of Florida, and has consented to service of
process upon a designated agent for service of process in the State of Florida.
2. This Agreement and, to the extent such documents presently exist in a form
accepted by the City and the Developer, each document contemplated or required
by this Agreement to which the Developer is or will be a party have been duly
authorized by all necessary action on the part of, and have been or will be duly
executed and delivered by, Paradise, and neither the execution and delivery
thereof, nor compliance with the terms and provisions thereof or hereof: (i)
requires the approval and consent of any other party, except such as have been
duly obtained or as are specifically noted herein, (ii) contravenes any existing law,
judgment, governmental rule, regulation or order applicable to or binding on
Paradise, (iii) contravenes or results in any breach of, default under or, other than
as contemplated by this Agreement, results in the creation of any lien or
encumbrance upon any property of Paradise under any indenture, mortgage, deed
of trust, bank loan or credit agreement, Paradise's Articles of Incorporation, or,
any other agreement or instrument to which Paradise is a party or by which
Paradise may be bound.
3. This Agreement and any document contemplated or required by this Agreement
to which Paradise is or will be a party constitutes, or when entered into will
constitute, a legal, valid and binding obligation of Paradise enforceable against
Paradise in accordance with the terms thereof, except as such enforceability may
be limited by applicable bankruptcy, insolvency or similar laws from time to time
in effect which affect creditors' rights generally and subject to usual equitable
principles in the event that equitable remedies are involved.
4. There are no pending or, to the knowledge of Paradise, threatened actions or
Pelican Walk Patbng Garage First Amended and Restated Development Agreement
proceedings before any court or administrative agency against Paradise, or
against any controlling shareholder, officer, employee or agent of Paradise,
which could affect the validity of this Agreement or any document contemplated
hereunder, or which are likely in any case, or in the aggregate, to materially
adversely affect the consummation of the duties and obligations contemplated in
this Agreement or the financial condition of Paradise.
5. Paradise has filed or caused to be filed all federal, state, local and foreign tax
returns, if any, which were required to be filed by Paradise, and has paid, or
caused to be paid, all taxes shown to be due and payable on such returns or on
any assessments levied against Paradise.
6. The principal place of business and principal executive offices of Paradise is
Safety Harbor, Florida, and Paradise agrees to maintain records concerning the
Parking Garage (such as construction contracts, financing documents and
corporate documents) and all contracts, licenses and similar rights relating
thereto at an office in Pinellas County.
7. All financial information and other documentation, including that pertaining to
the Project or the Developer, delivered by the Developer to the City was, on the
date of delivery thereof, true and correct in all material respects
8. Subject to the approval of lender financing, Paradise has the financial capability
to carry out its obligations and responsibilities in connection with the
development of the Parking Garage as contemplated by this Agreement.
9. Paradise has the experience, expertise, and capability to develop, cause the
construction, and complete the Project and, oversee and manage the design,
planning, construction, completion and opening for business of the Parking
Garage.
9.02 Covenants. Paradise covenants with the City that until the Termination or Expiration Date:
Paradise shall timely perform or cause to be performed all of the obligations contained
herein which are the responsibility of Paradise to perform.
2. During each year that this Agreement and the obligations of Paradise under this
Agreement shall be in effect, Paradise shall cause to be executed and to continue to be in
effect those instruments, documents, certificates, permits, licenses and approvals and
shall cause to occur those events contemplated by this Agreement that are applicable to,
and that are the responsibility of, Paradise.
3. Paradise shall use commercially reasonable efforts to accomplish the
development, operation, and maintenance of the Parking Garage in accordance
with the Plan and Specifications, and this Agreement, and will not violate any
Pelican Walk Parbng Gatag�e First Amended and Restated Development Agreement
laws, ordinances, rules, regulations, orders, contracts or agreements that are or
will be applicable thereto.
4. Paradise shall promptly cause to be filed when due all federal, state, local and
foreign tax returns required to be filed by it, and shall promptly pay when due any
taa� required thereby.
5. Paradise shall maintain its existence, will not dissolve or substantially dissolve all
of its assets and will not consolidate with or merge into another corporation,
limited partnership, or other entity or permit one or more other corporations or
other entity to consolidate with or merge into it without the prior approval of the
City.
6. Paradise shall not sell, lease, transfer or otherwise dispose of all or substantially
all its assets without adequate consideration and will otherwise take no action
which shall have the effect, singularly or in the aggregate, of rendering Paradise
unable to continue to observe and perform the covenants, agreements, and
conditions hereof and the performance of all other obligations required by this
Agreement.
7. Paradise shall design, construct and complete the Parking Garage such that it is
substantially complete as provided in this Agreement no later than the Project
Completion Date, subject to extensions for an Unavoidable Delay(s).
ARTICLE 10. REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE
CITY.
10.01 Representations and Warranties. The City represents and warrants to Paradise that
each of the following statements is currently true and accurate and agrees that Paradise
may rely on each of the following statements:
1. The City is a validly existing body corporate and politic of the State of Florida,
has all requisite corporate power and authority to carry on its business as now
conducted and to perform its obligations hereunder and under each document or
instrument contemplated by this Agreement to which it is or will be a party.
2. This Agreement and to the extent such documents presently exist in a form
accepted by the City and Paradise, each document contemplated or required by
this Agreement to which the City is or will be a party have been duly authorized
by all necessary action on the part of, and have been or will be duly executed and
delivered by, the City, and neither the execution and delivery thereof, nor
compliance with the terms and provisions thereof or hereof (i) requires the
approval and consent of any other party, except such as have been duly obtained
or as are specifically noted herein, (ii) contravenes any existing law, judgment,
governmental rule, regulation or order applicable to or binding on the City, (iii)
contravenes or results in any breach of, or default under or, other than as
Pelican Walk Parking Garage First Amended and Restated Development Agreement
contemplated by this Agreement, results in the creation of any lien or
encumbrance upon any property of the City under any indenture, mortgage, deed
of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on
the date of this Agreement, any other agreement or instrument to which the City
is a party, specifically including any covenants of any bonds, notes, or other
forms of indebtedness of the City outstanding on the Effective Date.
3. This Agreement and, to the extent such documents presently exist in a form
accepted by the City and Paradise, each document contemplated or required by
this Agreement to which the City is or will be a party constitute, or when entered
into will constitute, legal, valid and binding obligations of the City enforceable
against the City in accordance with the terms thereof, except as such
enforceability may be limited by public policy or applicable bankruptcy,
insolvency or similar laws from time to time in effect which affect creditors'
rights generally and subject to usual equitable principles in the event that
equitable remedies are involved.
4. The City will not require Condominium RU-1 to have any additional parking so
long as RU-1 maintains at least a 70% of its square footage as retail and/or
restaurant use.
5. The City will not require Condominium RU-2 to have any additional parking so
long as RU-2 maintains 100% of its square footage as retail and/or restaurant use.
10.02 Covenants. The City covenants with Paradise that until the earlier of the Termination Date
or the Expiration Date (unless an earlier date is specified, in which case such earlier date shall
control):
1. The City shall timely perform, or cause to be performed all of the obligations
contained herein which are the responsibility of the City to perform.
2. During each year that this Agreement and the obligations of the City under this
Agreement shall be in effect, the City shall cause to be executed and to continue
to be in effect those instruments, documents, certificates, permits, licenses and
approvals, and shall cause to occur those events contemplated by this Agreement
that are applicable to and are the responsibility of the City.
3. The City shall assist and cooperate with Paradise to accomplish the development
of the Parking Garage in accordance with this Agreement and the Plans and
Specifications, will carry out its duties and responsibilities contemplated by this
Agreement, and will not violate any laws, ordinances, rules, regulations, orders,
contracts, or agreements that are or will be applicable thereto, and, to the extent
permitted by law, the City will not enact or adopt or urge or encourage the
adoption of any ordinances resolutions, rules regulations or orders or approve or
enter into any contracts or agreements, including issuing any bonds, notes, or
Pelican Walk Parlang Garage First Amended and Restated Devebpment Agreement
other forms of indebtedness, that will result in any provision of this Agreement to
be in violation thereof.
ARTICLE 11 DEFAULT.
11.01 The following default provisions shall apply to any default by a party under this
Agreement:
1. City Default. In the event of a default by the City under this
Agreement which is not cured within ten (10) days following written notice from
Paradise, Paradise shall have the right to: (i) terminate this Agreement, whereupon
the parties shall be released from all further obligations under this Agreement,
except the obligations which by their express terms survive a termination, or,
alternatively, (ii) seek specific performance of the City's obligations hereunder
andJor any other equitable remedies, without thereby waiving damages.
2. Paradise Default. In the event of a default by Paradise under
this Agreement, which is not cured within ten (10) days following written notice from
the City and subject to the Tri-Party Agreement cure rights of any lender, the City at
its option shall have the right to: (i) terminate this Agreement, whereupon the parties
shall be released from all further obligations under this Agreement, except the
obligations which by their express terms survive a termination, or, alternatively, (ii)
seek specific performance of Paradise's obligations hereunder and/or any other
equitable remedies, without thereby waiving damages. Notwithstanding anything to
the contrary herein, in the event the City has received notice of a mortgagee having a
mortgage lien encumbering the Property, the City agrees to provide such mortgagee a
copy of any notice of default served upon Paradise which with the passage of time or
otherwise would entitle the City to terminate this Agreement or seek such other
remedy hereunder. The City further agrees that if Paradise has failed to cure such
default within the time provided for above, then the mortgagee shall have an
additional thirty (30) days after its receipt of notice within which to cure such default,
or, if such default cannot be cured within that time, then such additional time as may
be necessary to cure such default shall be granted if, within such thirty (30) days, the
mortgagee has commenced and is diligently pursuing the remedies necessary to cure
such default (including, but not limited to, commencement of foreclosure proceedings
necessary to effect such cure), in which event this Agreement shall not be terminated
while such remedies are being so diligently pursued.
11.02 Non-Action on Failure to Observe Provisions of this Agreement. The failure of the
City or Paradise to promptly or continually insist upon strict performance of any term,
covenant, condition or provision of this Agreement, or any Exhibit hereto, or any other
agreement, instrument or document of whatever form or nature contemplated hereby shall
not be deemed a waiver of any right or remedy that the City or Paradise may have, and
shall not be deemed a waiver of a subsequent default or nonperformance of such term,
covenant, condition or provision.
Pelican Walk Pazking Garage First Amended and Restated Development Agreement
ARTICLE 12 UNAVOIDABLE DELAY.
12.01 Unavoidable Delay.
1. Any delay in performance of or inability to perform any obligation under this
Agreement (other than an obligation to pay money) due to any event or condition
described in paragraph (b) as an event of "Unavoidable Delay" shall be excused
in the manner provided in this Section 11.01.
2. "Unavoidable Delay" means any of the following events or conditions not
currently existing at the effective date of this Agreement or any combination
thereof: acts of God, acts of the public enemy, riot, insurrection, war, pestilence,
archaeological excavations required by law, unavailability of materials after
timely ordering of same, epidemics, quarantine restrictions, freight embargoes,
fire, lightning, hurricanes, earthquakes, tornadoes, floods, extremely abnormal
and excessively inclement weather (as indicated by the records of the local
weather bureau for a five year period preceding the Effective Date), litigation
initiated by third parties, strikes or labor disturbances, delays due to proceedings
under Chapters 73 and 74, Florida Statutes, restoration in connection with any of
the foregoing or any other cause beyond the reasonable control of the party
performing the obligation in question, including, without limitation, such causes
as may arise from the act of the other party to this Agreement, or acts of any
governmental authority (except that acts of the City shall not constitute an
Unavoidable Delay with respect to performance by the City).
3. An application by any party hereto (referred to in this paragraph (c) and in
paragraph (d) as the "Applicant") for an extension of time pursuant to this
subsection must be in writing, must set forth in detail the reasons and causes of
delay, and must be filed with the other party to this Agreement within seven (7)
days following the occurrence of the event or condition causing the Unavoidable
Delay or seven (7) days following the Applicant becoming aware (or with the
exercise of reasonable diligence should have become aware) of such occurrence.
4. The Applicant shall be entitled to an extension of time for an Unavoidable Delay
only for the number of days of delay due solely to the occurrence of the event or
condition causing such Unavoidable Delay and only to the extent that any such
occurrence actually delays that party from proceeding with its rights, duties and
obligations under this Agreement affected by such occurrence.
12.02 Termination.
If the Paradise's obligations set forth in this Agreement are not followed in a timely
manner, as reasonably determined by the City Council, after notice to Paradise and
an opportunity to be heard, existing permits shall be administratively suspended and
issuance of new permits suspended until Paradise has fulfilled its obligations. Failure
to timely fulfill its obligations may serve as a basis for termination of this Agreement
Pelican Walk Parking Garage Fitst Amended and Restated Development Agreement
by the City, at the discretion of the City Council and after notice to Paradise and an
opportunity for Paradise to be heard.
2. If the City's obligations set forth in this Agreement are not followed after written
notice and 30 days to cure the City's default, Paradise shall have the option, in its sole
discretion to terminate this Agreement.
ARTICLE 13. MISCELLANEOUS PROVISIONS
13.01 Assignments by Paradise.
1. Prior to the Commencement Date, Paradise may sell, convey, assign or otherwise
dispose of any or all of its right, title, interest and obligations in and to the
Parking Garage Site and the Parking Garage, or any part thereof, only with the
prior written consent of the City, such consent shall not be unreasonably withheld
provided that such party (hereinafter referred to as the "assignee") shall be
continue to be bound by the terms of this Agreement to the same extent as
Paradise.
2. If the assignee of Paradise's right, title, interest and obligations in and to the
Parking Garage assumes all of Paradise's obligations hereunder for the Parking
Garage, then Paradise shall be released from all such obligations hereunder which
have been so assumed by the assignee, and the City agrees to execute an
instrument evidencing such release, which shall be in recordable form.
3. An assignment of the Parking Garage, or any part thereof, by Paradise to any
corporation, limited partnership, general partnership, or joint venture, in which
Paradise is the or a general partner or has either the controlling interest or through
a joint venture or other arrangement shares equal management rights with a
financial institution and maintains such controlling interest or equal management
rights shall not be deemed an assignment or transfer subject to any restriction on
or approvals of assignments or transfers imposed by this Section 12.01, provided,
however, that notice of such assignment shall be given by Paradise to the City not
less than thirty (30) days prior to such assignment being effective and the assignee
shall be bound by the terms of this Agreement to the same extent as Paradise
prior to such assignment.
13.02 Successors and Assigns. The terms and obligations herein contained shall bind and inure
to the benefit of the City and Paradise and its successors and assigns, including any lessee
of the Parking Garage. In the event that Paradise enters into a lease of the Parking Garage
or sells the Parking Garage and real property, the obligations of this Agreement shall be
enforceable against Paradise and its lessee or successor until the Termination or
Expiration Date, at which time Paradise shall be released from any further obligations
during the term of such lease, so long as Paradise has no obligations or rights to operate
the Parking Garage.
Pelican Walk Parldng Garage Fust Amended and Restated Development 11�;reement
13.03. Notices. Any notices required or permitted to be given under this Agreement shall be in
writing and shall be deemed to have been given if delivered by hand, sent by facsimile
transmission, sent by recognized overnight courier (such as Federal Express) or mailed by
certified or registered mail, return receipt requested, in a postage prepaid envelope, and
addressed as follows:
If to the City at: City of Clearwater
112 S. Osceola Avenue Clearwater, FL 33756 Attn: City Manager
Fa�c. No. (727) 562-4052
With a copy to: Pamela K. Akin, Esq.
Clearwater City Attorney 112 S. Osceola Avenue Clearwater, FL 33756
Fax No. (727) 562-4021
If to Paradise at: Paradise Group, LLC
2901 Rigsby Lane
Safety Harbor, Florida 34695 Attn: Mr. Michael P. Connor
Fax No. (727) 726-2337
With a copy to: Macfarlane Ferguson McMullen, P.A.
Attn: Brian J. Aungst, Jr., Esq.
625 Court Street, Suite 200
Clearwater, Florida 33756
Fax No. (727) 442-8470
Notices personally delivered, sent by facsimile transmission or sent by overnight courier shall be
deemed given on the date of delivery and notices mailed in accordance with the foregoing shall
be deemed given three (3) days after deposit in the U.S. mails. Each party shall be entitled to
change its address for notices from time to time by delivering to the other party notice thereof in
the manner herein provided for the delivery of notices.
13.04. Applicable Law and Construction. The laws of the State of Florida shall govern the
validity, performance and enforcement of this Agreement. This Agreement has been negotiated
by the City and Paradise, and the Agreement, including, without limitation, the Exhibits, shall
not be deemed to have been prepared by the City or Paradise, but by all equally.
13.05. Venue; Submission to Jurisdiction.
For purposes of any suit, action, or other proceeding arising out of or relating to
this Agreement, the parties hereto do acknowledge, consent, and agree that venue
thereof is Pinellas County, Florida.
2. Each party to this Agreement hereby submits to the jurisdiction of the State of
Pelican Walk Parldng Garage First Amended and Restated Development Agreement
Florida, Pinellas County and the courts thereof and to the jurisdiction of the
United States District Court for the Middle District of Florida, for the purposes of
any suit, action, or other proceeding arising out of or relating to this Agreement
and hereby agrees not to assert by way of a motion as a defense or otherwise that
such action is brought in an inconvenient forum or that the venue of such action is
improper or that the subject matter thereof may not be enforced in or by such
courts.
3. If at any time during the term of this Agreement, Paradise is not a resident of the
State of Florida or has no office, employee, or general partner thereof available
for service of process as a resident of the State of Florida, or if any permitted
assignee thereof shall be a foreign corporation, partnership or other entity or shall
have no officer, employee, agent, or general partner available for service of
process in the State of Florida, Paradise hereby designates the Secretary of State,
State of Florida, its agent for the service of process in any court action between it
and the City, or both, arising out of or relating to this Agreement and such service
shall be made as provided by the laws of the State of Florida for service upon a
non-resident; provided, however, that at the time of service on the Florida
Secretary of State, a copy of such service shall be delivered to Paradise at the
address for notices as provided in 12.03.
13.06 Estoppel Certificates. The City shall at any time and from time to time, upon not less
than ten (10) days prior notice by Paradise, execute, acknowledge and deliver to the Developer
and other persons reasonably designated by Developer a statement in recordable form certifying,
to the extent true, that this Agreement has not been modified and is in full force and effect (or, if
there have been modifications, that the said Agreement, as modified, is in full force and effect
and setting forth a notation of such modifications), and that, to the knowledge of the City, neither
it nor Paradise is then in default hereof (or if either party is then in default hereof, stating the
nature and details of such default), it being intended that any such statement delivered pursuant
to this paragraph 13.06 may be relied upon by any prospective purchaser, mortgagee, lender,
successor, assignee of any mortgage or assignee of the respective interest in Paradise or the
Project, if any, of any party made in accordance with the provisions of this Agreement.
13.07. Complete Agreement; Amendments.
a. This Agreement, and all the terms and provisions contained herein, including
without limitation the E�chibits hereto, constitute the full and complete agreement
between the parties hereto to the date hereof, and supersedes and controls over
any and all prior agreements, understandings, representations, correspondence and
statements, whether written or oral.
b. Any provision of this Agreement shall be read and applied in para materia with all
other provisions hereof.
c. This Agreement cannot be changed or revised except by written amendment
signed by all parties hereto.
13.08. Captions. The article and section headings and captions of this Agreement and the table
of contents preceding this Agreement are for convenience and reference only and in no
Pelican Walk Pazl�r►g Garage Fitst Amended and Restated Development Agreement
way define, limit, describe the scope or intent of this Agreement or any part thereof, or in
any way affect this Agreement or construe any article, section, subsection, paragraph or
provision hereof.
13.09. Holidays. It is hereby agreed and declared that whenever a notice or performance under
the terms of this Agreement is to be made or given or any time period ends on a Saturday
or Sunday or on a legal holiday observed in the City, it shall be postponed to the next
following business day.
13.10. Exhibits. Each Exhibit referred to and attached to this Agreement is an essential part of
this Agreement. The Exhibits and any amendments or revisions thereto, even if not
physically attached hereto shall be treated as if they are part of this Agreement. The
terms of the Purchase Agreement and First Amendment to the Purchase Agreement
attached hereto as Exhibit "C" shall control over any inconsistencies between the tertns
of this Agreement and the terms of the Purchase Agreement as amended unless otherwise
specifically provided herein.
13.11. Not an Agent of City. During the term of this Agreement, Paradise hereunder shall not
be an agent of the City with respect to any and all services to be performed by Paradise
(and any of its agents, assigns, or successors) with respect to the Parking Garage.
13.12. Public Purpose. The parties acknowledge and agree that this Agreement satisfies, fulfills
and is pursuant to and for a public purpose and municipal purpose and is in the public
interest, and is a proper exercise of the City's power and authority.
13.13. No General Obligation. In no event shall any obligation of the City under this
Agreement be or constitute a general obligation or indebtedness of the City or the City, a
pledge of the ad valorem taxing power of the City or the City or a general obligation or
indebtedness of the City or the City within the meaning of the Constitution of the State of
Florida or any other applicable laws, but shall be payable solely from legally available
revenues and funds. Neither Paradise nor any other party under or beneficiary of this
Agreement shall ever have the right to compel the exercise of the ad valorem taa�ing
power of the City, the City or any other governmental entity or ta�cation in any form on
any real or personal property to pay the City's or the City's obligations or undertakings
hereunder.
13.14. Term; Expiration. This Agreement shall expire and no longer be of any force and effect
on the tenth (10`}') anniversary of the issuance of a final certificate of occupancy for the
Parking Garage.
13.15. Recording of Development Agreement. Pursuant to § 163.3239 of the Florida Statutes
(2013), the City authorizes and hereby directs the City Clerk to record this Agreement in
the public records of Pinellas County, Florida, within fourteen (14) days after City
Council approval of this Agreement. The Developer shall pay the cost of such recording.
A copy of the recorded Agreement shall be submitted by the City to the state land
planning agency within fourteen (14) days after this Agreement is recorded, with
Pelican Walk Parldng Garage Fitst Amended and Restated Development flgreement
evidence of such submittal to be provided to the Developer.
13.16. Other Requirements of State Law. Nothing in this Agreement shall be deemed to
relieve either party from full compliance with any provision of State law which is
applicable to any of the obligations or under takings provided for in this Agreement. In
the event that this Agreement omits an obligation to comply with any provision of State
law in regard to any of the obligations or undertakings provided for in this Agreement, it
is the intention of the parties that such applicable State law shall be deemed incorporated
into this Agreement and made a part thereof. In the event that there is any conflict
between the provisions of this Agreement and applicable State law, it is the intention of
the parties that the Agreement shall be construed to incorporate such provisions of State
law and that such provisions shall control.
13.17 Effective Date. As provided by § 163.3239 of the Florida Statutes (2013), this Agreement
will become effective after being recorded in the Public Records of Pinellas County, Florida and
30 days after having been received by the state land planning agency.
13.18. Approvals Not Unreasonably Withheld. The parties hereto represent that it is their
respective intent as of the Effective Date and do covenant and agree in the future that all
approvals, consents, and reviews will be undertaken and completed as expeditiously as
possible, in good faith, and will not be arbitrazily or unreasonably withheld, unless
otherwise expressly authorized by the terms of this Agreement.
13.19. Minor Non-Com liance. Paradise will not be deemed to have failed to comply with
the terms of this Agreement in the event such noncompliance, in the judgment of the
City Manager, reasonably exercised, is of a minor or inconsequential nature.
IN WITNESS WHEREOF, the parties hereto have set their hands and their
respective seals affixed as of this day of , 2015.
Countersigned:
GEORGE N. CRETEKOS
Mayor-Commissioner
Approved as to form:
PAMELA K. AKIN
City Attorney
CITY OF CLEARWATER, FLORIDA
:
WILLIAM B. HORNE, II
City Manager
Attest:
ROSEMARY CALL
City Clerk
Pelican Walk Parldng ('rarage First Amended and Restated Development Agreement
PV-PELICAN WALK„ LLC
By PGD IV, INC., its Managing Member
C
STATE OF FLORIDA
COUNTY OF PINELLAS
Michael P. Connor
The foregoing instrument was acknowledged before me this day of ,
2015 by Michael P. Connor, President of PGD IV, INC., a Florida corporation, on behalf of
PARADISE GROUP, LLC.
Print/Type Name:
Notary Public
Pelican Walk Parking Garage Fust Amended and Restated Development Agreement
EXHIBIT A
JOINDER TO AGREEMENT FOR DEVELOPMENT OF PROPERTY ELICAN WALK
The undersigned hereby acknowledges that Pelican Waik Tnvestors, LLC, owner of the
properiy comunonly kaown as Pelican Wallc Shopping Center and more fiilly described in
F.xhi'bit B-1, attached hereto, joins in this Development Agreement for the pwpose of consenting
to the prnposed szte plan, consenting to the P�P�Y being subm.itted to the Development Review
process, and confinning its agreeinent to join in the Declaration of Condominium contemplated
in Soction 2.03 of the Agree�ment for Development of Property (Pelican Wallc) to cause such
Pelican Walk Shopping Center to be described as Retail Unit Onc (RU-1) thereof and subject to
the tenms of such Declaration.
By: Beajamin Ma11ah, its Manager
�st �: :
Lega1 Description of Provertv
Thc land refenrod to herein below is situated in the County of Pinellas, State of Florida, and
described as follows:
Lots 32 through 43, Block "B", FIRST ADDT!'ION TO CLEARWATER BEACH PARK,
according to the map or plat thereof as rscorded in plat Book 15, Page 80, Public Records of
Pinellas Couaty, Florida, together with thc adjacent 1/2 of a vacated alley lying along thc East
boundary thereof.
AND
Lots 2 through 8, Block "A", as appearing on the plat named A RE-pLAT OF BLOCK "A"
.AND LOTS 1 TO 15 INCL. BLOCK "B" OF CLEARWATER BEACH pARK FIRST
ADDITION, according to ihe map or plat thereof recordod in plat Book 21, Page 21, Public
Records of Pinellas County, Florida, together vvith the adjacent 1/2 of a vacated alley lying along
the West boundary thereof.
EXHIBIT "B-1"
Lots 2 tbrough 8, Block "A", as appearing on the plat named A RE-PLAT OF BLOCK "A"
AND LOTS 1 TO 15 INCL. BLOCK "B" OF CLEARWATER BEACH PARK FIRST
ADDTTION, according to tlie map or plat thereof recorded in Plat Book 21, Page 21, Public
Records of Pinellas County, Fiorida, together v�►ith the adjacent 1/2 of a vacated alley Iying along
the West boundary thereof.
�iT c
PURCHASE AGREEMENT AIVD p1RST AMEND�JT Tp p�CHASE AGREEMENT
�• __
�
THIS PURCHASE AGREEMENT (fhe • m n ia made and enber�ed ir�o as
of this /� day af ��, 2014, by and betw�eeri PARADISE GROUP, L L C,
a F b r i d a l i m t b r d l l a b i l l t y c o mp�y� ( th e �"}� and THE CITY OF
CLEARWATER, FLOWDA� : Fbrids munlcipal corporatfon (the .��
��.� ��
A The City deairos to: 1) promote the rovttalization and redevelopment of tfie
RetaU and R�estaurant Diatrict, the Marina Distrid and the pestinat�,� Reaort pi�t�t of
Clearwater Beach and recognizes that addftlonal oil-strget parkin8 op� � the publtc is
needed to support such revitalization and nedev�elopment, end 2) Pr�ovide addi�onal
beadt parldnp.
B. DeveloPer reco9nizes that sddltbnal o1f-street parkin� opan b the pubiic
on the PaHdnQ Lot wiil contribube not only to the economic viabiNty of the Pelican Waik
Shopping Center but also the vfabillty of the Retefl and Restaurant Distriict, the Marina
Distrk! snd the Des�naBon Resort District
C. The Developer intenda bo develop and oonstruct on what is arrreMly the
Pelic�n Walk Shopping Cenber and Perking tot (`Pelkan WaNc Propert�') a
r+erail/commencial project, induding a parkinq garage ooMaining appro��ly 600 tota!
parking spac�s, (collectiv�ely, the "�'�, ��e p�NY �� ParticWarly deacribed
. in E�ibit "A: at�ached hereto (the "p�^j,
D. The Property, Mfiich Indudes the current PeNcan Walk Sfwpping Center
properiy descxibed in Exhibit 'A.1` rEx�tf�g RetaN C��)� shall be and wl� be
submitted to the oondomiriium form of ownerrshjp pu�# to Chap� �18 of the Floride
Statutes and c:ondominium docurr�ents siw� be prep�recl. The oondominium shaU
oonf�ain units to be u�!lzeal for general r�tail sales snd services and ur�ts t� be utllized
for public and pri►iate parfdnQ .
E. The perties wish to formalize their under�tanding ss hereinef�er set fiorfh.
NOW, THEREFORE� in consfderation of q�e mubual covenanffi arid promiaes
herein set forth, the parties agree that the fia�egoi� nec��s aro trus and oomect and
further agree as fclbws:
1. Dev�e oDment
�«. ��: .� �� _ ���,��►:
(ii � of Proiect. The Project sh�ll indude a
commerc�al parkfns,i yarage. P�� Pa��B� �ommer+dal and rotail ueea and aPPropriate
aooessory t�es and shall be developed in w�bstantlal c;onformity wtth ths Con�ptual
Plans, copies of which are �ttac�ed as Exhlbit'B" her+eta.
(2) Fam��on of Cond 'ma�m The Developer ahsU create e
flve (5) unit oommer+cial condominium f�r the ProJed and Existing Rotail Cer�er. Unft 1
shatl consist of the Existing Retail Center desafbed in Exhibtt A-1 and improwemenls
thereon, Unit 2 shall aonsia# of fhe new appro�fmabely 10,000 aquare foot r+etail spaoe
wifih no oommon elamen�s except for ex�erior walla exdudin8 doora and pla�B glaas,
Unit 3 aha11 c�or�slst of fhe low�est 89 parking spacea on the ground Aoor and �rst fl�oor,
Unit 4 shall oonsiat of the next low�est 45p parking spaoes to be aoquired by the Cily
purst�ant fio this agreement plus any addidonal spaoea acquired by the City pursuant to
its herein$i�er desaibed optlon and Un(t 5 shall consist of the rem��mng 1p1 spaoea(
reduxd by the number of spscea acquired tiy tt�e City purauant to its optlan� rfght of
pun;hase or right of flrst refuaal. Unii 5 may be divided inb� multlpb units. The
Deveioper shaN submit ihe Property, indud�g the Existin� Retail Center, to fhe
condaminlum form of owr�erahip pursuant ta Chsp�r 718 of the Florlda Statubes. The
c�ndominlum documerMa shall be in a in a i�rm to be approv�ed by Chy w�th a con�eM
or jander from ar�y lender or lienhoider or any other p�rly havin8 any r+econd in6arest i�
any morl�a�e or lien encumberir� the iMerest tn the PropertY as rgquinad by Sedbn
718.?04{3) of the Florid� Statubas. !t Is an�dpabad that the maf�t�enemoe f�aes of t�e
condominium wili be aiiocated betw�aer� the Unita on an equit�bb basis mu�ually ag�d
upon by �e Dev�eloper and City based an the antidpat+cd mainf�enance and c�s
esaodabed with the ditferent w�its with the understandinp thet all impr'o�nernents on Unit
1 will be maintalr�ed by the oymer of Unit 1 and the owner of Unit � sh��I �I what
improvemeni� made within ssiid Un�. Furthennore, Unit 1's respon�lbAlty for c�ntribudng
to the cost of maintenanoe of the new structure shal! be a reasonable share of the c�sst
of maintenance of pedestri�n access �ea�res �brid9�} from S� S�re to Unit 1.
Units 2 throuph 6 shall appordon fhe cost of ineintenanoe a{ the r�w sb�u�, fiv�e
peroent (5%) to Unit 2 and the balence betwreen Unfba 3 throu�h 5�d or� r�eiathre
square footgQe. Cost of utili�ee st�ll be aegrep�tied to the Unit rooehring servloe and not
be a common e�qrense, whore Posslble. The oorxiom�ium docurnents, onoe approv�ed
�Y ��Y, shall rwt be ma�rlally modifled or amenaled without the prior wniEten
cansent o( fhe City� which canaent shall not be unneasonab�y wlthheld. In the event the
Cih► ar�d Developer c�nnot agree on the fonm of cond�n�r� d�e�, City shafl
hav�e the ri�t, at its sole option, to t�mina�e this Apr+eemerrt.
(3) blb Be L as b
��g�er. The char�e to tl�e public far tho�e Parktn� Spa�eaJtJNts not being acquirod
b y t h e C i t y s h a p b e l i m i t e d a n d r e� tr i c� d a$ ��; �e Dro� ��� a� ��t Roor
Parking Spaoes, consisdng of 89 spacea (Unit 3), shaA not be svailab�e for hourly pubhc
parking and shall only be u�lized in t�onnec�on yv�h UnNs 1 and 2 of the Condomfnium
M be cxea�ad and not avaTisbie to the 8eneral public. My speoea withln Unit S shaA nat
be leased for an amount leas than 5Q96 of the then q�rreM monfhly �pa� �� q��
chsrped by the City for parldnp spaces In Unit 4. 7hia restrfctlon is hmit� � peY�s
moMhly rentals only. These reatricbions shall be furfher merr�orfel�ed by e
memorandum plac�d of r+ecor+d.
(4) Fin�. Developer shail provide City w� evtdenoe
satlsfacbory to �he City of Devsloper's h�ving obtained flnancin9 adequate ta construct
2
the Project and Developer's iender shell harre enbered irrto a non-disturt�noe/�rf-partY
agresment with City and Developer as hereinafter described.
i3} �Blonment Reouls� ns. Developer shall abide by
fhe City's Lend Dev�elopme�rt Regulafifone which shafl govem the deveiopmeM and
consbucction of the Project.
� � �' � �.Il ' ll �. . � � � 11I l�:
�a� � fo� Dev�slnnma.,t Aonrov�l, 711e
Dev�eloper sh�q pr�re and submlt t� tl�e apDr'oPria�e Go�nernrne�! Autho
induding the appropriate divi�ions and boards of the City, applic�bforu for approval of�aA�
Plans arid Speafic�tions neceseary far the Project, and shall bear eII costs of pr�epa�g
such appfications, aPPly(ng f+�r and obtaining such permits, inc�di� p�y�� � am,
and all appficable applicatlon, inspeqian. r�e�uiatory and irnpact fi� � q�� r� a�,
� : • ��_. r r I��
(el gesoonslWfltv tor Preaaration of Plans and
SnectAcations. The Developer shall be sofely responslble far and shaN pay the c�ost of
p� . submittlng and obmininp approval of the Plans and Sp�a�'ica4ons for the
(b) yae or Qualified P,��• rne oev�e�oper snarr
retaln qualfied professionals b pr�epare the Plan: and Spedftc�tiona and shaN ,�au�
such profesaional� b prepare the Plans and Speafic�ons.
(�) Acuroval of Plans ar�xi Sn� �•�•;•e for t�e
Commerc�l Parkin� Garaae. !n order to snsur�e that the deslgn of the paMq� ��(s)
w�l meet the Ctty's standards, the Plens and Spec�icataior� for the p� shaA be
submltted tc the Ctty for review and oomment prior to the submis�ion of sny applica�on
br a bui�dMp permit, other than a foundetion pemm�t, The City'$ rev�ey„ o f� p�� and
Specific�ti�ons hernunder !n ita proprietary (i.e., non-regulatory) capacity shalf be INni�ed
to complieux� by the Parldr� Units with the Ciqr Parkirp Gara�e Stend�,
2. �aulsffbn of Parkino c��, C�y shall acqulre 450 ooMiguous Parlaing
Spac�es whiCh shall meet City's Parking Gatage Standar+ds� which shaN be Ur�lt 4 of the
Commercial Condominium to be cx�eated by �pey�e�oper. S�h Unft may be acquired at �
cost per spaoe as �et forth in pa�agraph 3 hereof ('Parlting Unit'j with the Cii�r having
the option to aoquire additional contiguous Spac;es at a cost of �23,�qq p�r spaoe
provfded City exerrises thFs opfion prior to finnl projeot design approval or August 15,
2014, whichev�ar shall fir�st oawr. ARer August 15, 2014, cm�tl CI�inB the City ahafl atill
hav�e the right to pu�hase addlaonel apaoes oMy if the Dev�eloper la oi�ering to sep
spaCes to third paraes. provided, how�ev�er, the coat per apaoe shall be at d'�c ra�e ot
�25, 744.00 per space. After d�� the City shall hav�s a right of �r�t refusal b avqt�re
spaoes wh�h the beveloper Is offiering fo sell to unrelabed f�tnd partiea, Provided,
3
howiever, the oost to the City per space shall be 1he same �s the tfrind party has of6ered.
City shall be provlded, wit�in fien (10) days of e�oecu�on of any th�d pa�y ��
�paces� a copy of the proposed thlyd party offer for fhe parictng spaoe(s) shall be
preserrted to the City and the Cit�► shaa haae forty fl�ne {45) days aRer reoeipt of the
seme within w�ich to match the olter trom fhe th�r+d P�nY a+� � wiU be with in thirly
{30) days thereafber. Provided, how�ev�er, Cihr sha� not be ��d ta close on sc�ch
addidonal spaoes prior to the Clty ac�uf�ing the Parking Unit with fhe 4S0 Parlcing
Spaoea.
In terms of City's obiigatbn b pay fhe purq�ase pricc�, the Cil�r covenan�s
and agree� to appropriabe tn I�e annual budpet, bY arr�ndment� if requined, and to pay
when dus undsr � Aproement as promptly es money p��� available dfr�ectly b�
the Developer� amourrts of Non-�4d Valorem Rev�srwes of the City :ut�ic,ient to sab�
the obAgatton of the Cily to purrhaae the Paricin� FacHity Unit as required under fhis
A�reerr�ent as set brth herein. Such c,oMenant is subject in aN respects t� fhe payment
of obiigations sacured by a pledge of such Non-Ad Va�or�em Rewenues heretof�re or
hercafber �n�ered into. Such c�v�enant and a� on the psrt of the Cky to budpet
and appropriate such srrrouMs of Non-A�d Va�orem Revarx�es shaK be qm�ulativ�, s��d
shaN oan�nue unti! such Non-Ad Valor�m Reven�es or ofher le�plly avaNeble lunds (n
amamts su�iaent to pay the Pur+d�sae Prtoe, stwl! t�ne t�een bud8e�ed, epproprleted
and aduaily paid to the Dev�eloPer. The City fi�lher ad�a�o�AsdBsa ar�d agrees that the
obfi�a�ons cf the City to include the amourt of any def�Cbn�y i� � p�y�M of the
Pur�chaee Pric�s in eech of tts annual budge� and �o pay su� de�q�p� � N��
Valarom Revenuea may be eMarced in a oourt af QompeteM �u�dicdon.
Notwifhstarxiin8 the ff�negoing or any provision of thia �t to the contrsry, the
City does nat co�enant to maiMafn ary aervio� ar ProDrarr� now msintafied by the
cny whlch gene,ate IVon�►d vabrem Rev�snues or to mair�n the char�es � prese►ttly
collects for srny such servioes ar prr�pr�ma, and Iha CKyy fiirlf�sr ���ht to
pled8e any Non-�d Vabr�em Rev�enues io tt�e repsYm�t of anY deb�t ob�ipa�on of the
Ctty at any tlme, which pledge shall be supenor tc the use of wch No� qd Valorern
Rev�enues subject �o this cov�enanL
3. Purchese Price. The purohase price �o be paid bY 1he City t� Devieloper
for the Parlcinp Unit fs Tw,en�y Fnre Thousand One Hundred Foriy-Four and No/100
Dollars (�28�144•00) per spaoe or El�v�en MAlion Three Hundned Fourbeen Tho�aand
Elght Hundred snd Nc/100 Dol�ar� (x11,314,800.00) tor �e 450 speoes. (the •��
�'�, subject t� adjusbnerrts and prorations as provlded herein.
4. Tertns Pavme - Subject bo the Iimi�ior�s set fior� ��n and 1n
paragraph 2 he�of, the Purchase Prioe �hall be paid b Devae�per �e �:
4
�11,314,800.00 in cumeM funds at tf�r�e of Clasing, supje� ��Ju��
as p�vided ir� paregreph 2. tf edc�ional spaces are
beinQ aoquirod end further aubJect to prorations and
adluetments as henein provided, the same to be paid by
wire trenafer of i�ederal funds at tl�e i�me of dosin�.
5. Condi�Qn of Tr�e. At the Closir�. f�ee simple title to the Parldng Unit shalf
be oorn�eyed �o fhe Ciiy bY 9eheral warreMy deed, au�ect b the idlowing rnat�rs: {a)
ad vaiorern real estate taxes for the y�tr of Closing and subaequent ye�ra; @) the
Declaration and other oondominium doct�meMs which sha8 hawe b� �� �� ��
aPPr�v�d bY De�eioper and City; {a) the c�a�enants, nestridions� e�ements and ot�er
ex+ceptlons specilic�lly identifled on Exhibit 'C" sttached her�s�o ar�d approwed by City;
(d) all lawa, ordinsncxs, regulations, r�estridbns, prohibfions and other requiremenis
imposed by gov�rnmetrtal authoriiy, including, but not Gmibsd t�� aA appNcabie bullding,
mnir�g, land use and erriironmentai ordinancxs and regWaNa�; {e) mat6era ai�ec�ing
the oondi�lon of title to the PropertY (or any part thereo� crea�ed by or wffh the writben
consent of the Cily; and (fl any other excepUons or matbera r�� �inst the
Property (or any part thereofl after tfie dete of qds qpreemerrt y� �� ��
dev�elopment, co�atruction, opera�on and managemerrt of � Project (such as
reservatlons, covenanb, utNity eeaemenf�� reaaocsi easement agreements and any
amerrdmen� ar suppkmeMs thereto) and �► � no#, ln ihe ��n ��e City,
adwersely afl�ect �e Stle owmenhtp or operabon of the Parklnp Un�. Tlile b the Parlcing
UMt wf11 be �ed to the City st Cbsin� free and clear of any mor�ape, fien or ofher
encumbrance seouring the Project.
6. ��,t, The dosin9 (� '�� shaN be held on September 1, 2�16;
provided, how�ev+er, nothinp shall prohibit the City, at ifa sak oAtion� from acquiring the
Parking Unit� et en earrfieer date upon sixty (60) days� prior noboe to pev��oper.
Notwithatandir�g anythin� con�ined hercin to the aontrary, the City shail not be requfred
to aequir�e the Parking Unita unleas pevaloper hes �,Ily �arto�� a� ���
constnx�ion of the Unit in accordance with the t+erms heneaF and all Ci�y codes, rules,
ordir�enoes and regulatfons, includin8 compuance with the d�oPment aproament bo
bs en�ered into with the City and a oertiflcabe of oocupancy has beer� issued by fhe Clly.
Ctasirt� eha!! take piaoe at the oRfoes af Macl�r�ane Fergu�on &
AAcMullen, PA, loca�sd at 625 court Sfiaet� Clearwaier, Flarida 33758, or through an
escr+ow with Dav�eloper's atbomeys w�e�eby DeMeloPer, the Cfly and ihetr ettomeya
need not be physically preaent at Clostng and may delhrer doam�en� �y �ur(er or
other means.
A. At ClosinD. Develaper shall ex�ecute and delly�er to the Clty the
f+�llowing Closin8 documents:
{1� a gensr�i warranty deed in the fonm attached hereto as
F�xhiblt "D", subject ony io � PermitEed Exceptlons (defined belou�;
��
�
(2} a customary and appropriate mechanic's lien ai�idavi�
aftidavit of exdusirre posaeasion, 'gap' af�davlt, and non-forei�n aflidavi� end
(3? aPPropriabe evidenos of Dev�eloper's fiorma�on, existenoe
and authority to selt and conwey the park� Unit, induding a member conserr�
r+esokiUon and/or such other evidence of authority and good standir� (ss approPriete)
with respect to Developer as may be reasoneby requlred by �� f���n,�
company issuing titl�e insurance cov�etirmg the Parking Unit in fevor o� � Cit�r.
B. on- bu City shall be provlded upon
the fitir� o! any lien on the Properiy with a non-disturbancefii-periY a�reCment from eny
mortpeQee or lien holder havin� a lien or mort�age on Ihe Property rec;o9�izing �
Cit�r's rights under this AQreemer�t and agreeing t+o the Cit�s snd Developer's ablfity to
eMoroe fhis Agr+eemerrt end C)ty's righ�a hereunder In the event of a default in arry losn,
lien or mort�age encumbering the Property or any default in fhi� Apr+eement. The non-
d�stuibarxeJ6rr-�arty agroemeM shall be reco�ded and be binding p� a� N� ��
ben�it of any successors or assigns af the parties. A memarandum of this qQreemeM
shall be placed of recor+d upon the execution of this Apreement
C. Public Parlcina �„�r Q� M�;�� . F� 8� ����
c�ompietian of the prnposed Parkir� Garege to be oonstruc�ed and the issusnce of the
neoessery cerdfica#e of occUpancy and un�l dosing by !he CltY of the Parkinp Uni� the
City sdmowkdges the Developer"a need b reneive One Mi�ion Two Hundred FrRy
Thousand 8nd No/900 Dollar� (51,250�000.00) per year from the gross rev+enue from
the Perlcin$ Unit to be aoquirod by the Cihr. To the exterrt thet 1he psrkb�g Unit to be
aoquirad by the Cihr cio not peneraie at iesst One AAiAion Two Hundrrd FiRy Thoussnd
a�nd NaH00 DolNtrs (a'l,250.000.00) gross rev�nue annuaNy Prior to the City's
aoquiaibion of the sarrre, but not la�er than iw� (2) years from the issuanae of the
certiflc�e af occupancy. the CNy �naea b pay pev�elo�er the �fif�renoe betw�een the
at�ual grvss rewenues as substantle�ad by docx�mentatlon acoePtable arld vierifiiable by
the Ciiy and pne Miilion Tw� Hundred F�ty Thousand and Nd100 Dollars
ia1,250,000.00), but not rnore than T�ro Hundred Fifty Tho�and and NoH00 Dollar�a
(s250,000.00) annually. Such payment bo be made not Ister than �y tgp� d� g�r
e�ch tw�elve (92) monfh period and submltted to the City of voeriAeble evidence of Ihe
gross rev�snue adualy received fram the Parkinp Uni� In the event the City doses (n
less than twerrty-f�ur (24) months Trom the oomple�on oi the Paricinp Un1t� any revenues
br a part o1 s ysar shaU be prvrated based on fhe actual nwnber ot mor�fhs/days
betw�een final oomplefion and iseuence of the cert�Cate of oc�up���y, ar�d CIly's
dosing. By way of example, if the City c�o=es within nine (9) month�, then the Publlc
Parking Support Reoax;ili��on shap be based on a ma�dmum of �� }� ��t
(7596) oi Tw�o Hundred Fifty Thou�and and NaH00 Dollar� {�,25p�ppp.pp� a 0�
Hundred Etghty-Seven Thouaand Fiv�e Hundred arid NoJ100 Dollars (s187,500.0p),
assumin� fhat the Parking Unit thrqhokl is Nine Hundred ThMY-Sev�en Thousand Fiv�e
Hundred arxl No/100 DoNars (s937,5pp,pp� arxi not Or�e Million Two Hundrod Fifly
6
Thousand and Noh00 Dollars (Z1.250,000.00) based on the reduced timeframe
betwreen s fuq tw�elvoe (92) months �nd only nine (9) moMhs of opere�ion.
u. At c�osing� oeveloper and the chy s�,aN eacn ezea,e� courrterpart
dosir�g stat+ements and such other documerr�s �s are neasonady neoessary to
oonsummate ffx transacti�on c�onntemplabed by this Aareement.
' �.,�: � . j = ! tt!.-.-
A. Prorations Gene IN. Real estate and personal properh �es,
cost� and nev�enues and all other prorefabls iben� fnr fhe psrl�r�p Unit shaA be pr+oraied
as ofi the date of Cbsing. AN airront� Pendi� and/ar le�ried oondom�um aasessments
ar fees whtch were enacted. epprowed or originatied prior to Clos�r� shaN be paid
De�ebper. The City shall pay easessments and fiBes levled affer the Closing d�e. Fo
purposes of lhis proviaion� the berm "levied" ahall mean when the 8oard of �e
Condominium Assoc�a�fon or requir+ed Ur�t Ownera or both hav� v+o�d 1n accorolarx�e
with Flaida law and the Declaiatia� � aPPrvrre sn assessment or fise.
B. T�. Cloaln� aQerit sf�af( cotlecc:t ap ad +rabrem ta�ces unooee�ted
but due throuph the date prior fi� cbsing end deNv+er �ame b the pin��$ ��, T�
Callector with noblica�on b� e�oert�t the ProP�KY ��axa�on as provided in
Chapter 196.0'12(6) Florida Statutes. If the amount af ta�aes artd �sse�m�� {�r the
current year cannot be ascerteined� rabes for tl�e previous year should be used wifh due
ailowance being made for improv�ameMs and ex�m�iona.
C. respect tr� elsctridty� water and sew�er ser'v�a�es and
ather udlides (coilecb'�,��y� the Par�(es sha� endea�ror to have the
companies providing th� Utilibiss resd the me�ers tf�r fhe Udlitles on or knmediaie�p o
b� #�e Clo�+ng date. Dev�eioper shaN be responsibte f+�r all charges ba�ed on such final
meier readir�, and the Cit�r shaN be r+espo�ible for aN char+�es r�laSn� t� 1he Parking
Unit thereaf�er. If a�ch readings are not obtainable, tl�en, unti( such �rne as needings are
obtained, c�aryes fcr ali Utlli�es for which readin8s w�re not obtained shaW be Rnorabed
as of the Closing Dabe based uPcn the per diem r�te obtained bY usirg the last period
and bills for sudt Utilities that are ava�able, Upon ff� takin� af a subsaquerrt adual
re�ding, such apporfionmer�t ahaA be adjtis�ed and repioratad to r�c� � a�al per
dfem rate for the biNfng Period P�iOr to Cto�ing and Devetoper or !he Ciy,, as the c�ise
may be, shalt prompdy deliv�er to the other �e amount debermined to be due with
respect to the Parking Unit upon such adj�strrro�t To ths exbent Ud'�tie� are not
�eparaiefy meb�red b� the Parlain� Ur�it� a fiair arid squitable por�on of such Utili4es shali
be atbcatied 6o the Parldng Unft (for the ini�al prorafior� and any stib�que� ��)
using fihe same the methodolosy for oost alloc;aifon of ublitfes between cor�dominium
unita provided in tl�e Dedaration.
The provis(ons of this paregr�ph shall surme the Clostng.
7
8. �it� Costs. The �ev�eloper shall pay the cost ov► d���ry stamps
due on the warraMy deed and reoording cc�s 1�r the deeid. The Developer shail be
solsly re�ponsible for the cost af examining title and obt�ainir� the owners titiile
r.ommitrnent and insuranoe policy to lnsure tftle to the PariQr� Unit in the City �nd the
premiums and any ofher related f�ees snd r�sta for the same. Each party shall pay its
own lepal faes exoept as provided in sub�ragr8ph 1g(D) below. AM o�her dosing costs
shall be apportioned in the manr�er custom�ry for commer�cial for real esta�e
transactior�s in Pinellas County� Florfda.
- - . i_t. r_ � . � _��- � �,_ :
A. Developer repreBents and warranis to #�e City and a�rees with �
Cit�r that e�ch of the �011owing statement� is curreMly true and accx�rate and shall be
true and �curatie at the time of Closing, and agr�ees that �he City may re!y upon each of
the foNowing stabemerrts:
(�} ��oper ia a validly e�in� limited �abi�ty cbmpar�y under
the laws of #�e State of Florida, and has a� requi�t�e pow�r and authority to carry on id�
business as now vonducted and t� perforr� i1� ob%� ��r ��, each
document or �truument c�orrtemplab�,d by #hfs Agr+eem�r�t t� whid� it i� or wiH be a Par�Y
and shall maintain iis e�dstenc;e, will not dissolv�e and an'� not oona�a� �� m e r g er
irrto another enUty.
(2) Thia Agroement and, ba the exient such downteMs pnesently
ebst in a form �ocepted bY the City and Developer, e�ch doc�n� �aated or
required by this Agreemer�t to whic� Dev�eloper is or wiq be a pa frav�e been du
authorized by aH neoessary sc�ion an the paR of, and hev�s be� or wiN be du�
e�aecuted and del'iv,ered by� Deve�oper, and nefther fhe e�oecufion and deliv�ery thereof�
nor complianoe with fhe terms and pr�ovfalons thereof or hereof (i� �quires fhe ap�roval
and c�onseM ofi any ofher pariy, exoept suqt as hav�s been duly ��� �� are
spe�Ay noted t�enein, (i� contrav�enes an�r exis�nQ law, lud9�nt, 8o�emment�l rule,
regulatfon or order applic;aWe to or binding on pev�eloper, or (�i) contrav�enes or rosuMa
in any breach of, or de�ault under or, ather than as c�onternpla�ad by t�s ,qQ��,
rosufts in the creation of any lien or enc�mbrance upon any propeKy of pe�b�� �r
any indenture. mot�a9e, deed M truat, benk loan or credit agnxment, appficable
ondinanves, resolWtons or� on the date af thls A�reerrierrt, any other agreement or
instrument to which Developer is a party, sPecificaMy ficludir�p any cov�enanb of any
bonda, notes, or alher fonns of indebtedness of Dav�eloper outatar�d�g on the da�e of
thls Agreement
(3) Th1s Apr�merrt and, t� the exbent suc� d�p,�menm
exist in s form acoepied by the City and Dev�eloPer� each document o�nbemplsbed oyr
requlred by this Agr�eement to whlch Dev�eloper !s or wfll be a paKy oonatl�ute, or vrfien
errterod tt� wlp oonstltute, feQel, valkl and bindin� obli�a�ons of DeHelope�r eni�rrsable
agalnst Oeveloper tn accordance wlti� the berms fhereof, except aa such enfonoeabdtly
may be limibed by pub�c poUcy or appltcaWe banlwptcy, Insolv�ency or similar laws }(rorn
8
tirne to tlme in effect which af`�ct credi�ora' r�ghts ger►eralty end subject fin usual
equitable prir�dples in the e�rrt that eQuiteble r+emedies arr irnrohr8d.
(4) Developer Is not a"Ioreai9n p��" wnhin the meaning ai the
United States tax laws and to which r�eferenoe �S made in In�emal Revenue Code
Secbion 1445(b)(2). At Closin9� Dgy�� sha(I delnror to 1he City � afidavit to such
effect, and also staBnB Deveioper's tax klenfi�atbn rwrr�ex. Dev�ebper e�Jmowfe��es
ar�d egrees that the City shaQ be entitbd to ful�r comply with Int�nal ReNenue Code
Secdon 9445 �and all related sec�ons and regulaations, as same may be modified and
amended irom time �o tlme, end Developer afiall ad in accordence witl� aU reasonabie
�1W�� �� C�tY to e�t such fufi compiiana by the City.
threatened ac.�ons a prooeedinps be%r rea ��rt adminl��� � fhe Devsloper,
nY agency agalnst tl�e
Dev�eloper, or against arry controlltng member, oficer, ernployee a' agent of ff�e
Dev�eloper whlc;h questlon the validily of this Ayreemsr�t or any docwrr�ent cor�empla�ed
hereunder, or whk;h sre likely in any c�ss, or in the aggrega�, to ma�eriaihr adv�ensely
aifect the consummation of tl�e transadions contemplated hete�nd�r or the flnandal
condition of the Developer.
(8) All �nandal information and otFbr documerrtadon, induding
ffiat pertai�ing to the Project or the pev�eicper� delivered by the peve�c�er to the City
was, on the date of de�nery thereoi, true and corr�t tn all ma�erial ne�ec�-
(� As of the Ef�ecUve Date, the Devialoper wlfl hav�e fhe �r�andal
capability to cany out its obiiga�ons and r�aponsiblNtles in connedion wifh the
devefopment of fhe Project as contemple�ed by thia Apreement
(8) The Dev�eloper has the experienoe� exPartlse, and capabtlityr
to dev�effop, cause the consbuctlon, and oomplebe the Project and► overaee arxt mana8e
the desfgn, plannfng, cor�atructlon, completion and openln� f+�r bus� of the project.
(9) The Devebper shail timely pertoRn or cause to be pe�iormed
all the obll8a�ons contained hereh whtc� are the resQonsibility of the Dev+eloper to
pe+form.
(10� During each �rear that this Agreement and the obNgations of
the Developer under this AQreement shel! be in ef�ect, the Dev�ebpar ahaN cauae � be
e�aecuted and to con�nue bo be in ef�Ct those ir�trumsnts, doqamerris� oer6Nicabes,
permits, lioer�ses, and �pprovals and shaN cause to oocur tho�e e4+eMs coMemplated by
this A�reement that are appticable to, and N�at are the re=pons�ilitty of� the Dev�eloper.
(11) The Developer shall use c�mmeraally neasonaWe eff�orl� to
s�ocomplish the developmer�! of the Project by the Devefoper in acCOrdanoe with the
Plans and Spsdf�ca�on:, and thia Agreemer� and will not violate any lawa� o�inanoes�
rulea, regula�ions, orders� conMecta or aQr+sements tl�at are applicable t�ene�o.
&
(12) Subsequent to the Eftecl�e Dete,. the Dev�eloper shall
mairrtain its financial capabitity fia develop, cor�firucx and oompletie fhe Project and shaQ
promptly notiffy the dty of any event, oonditiion, oocurnence, cr c�a�ge in i� ���I
oondition wt�c� matertal�y adv�ersely at�ec�s, or with Ihe passage of 4me is likely to
matdielly adv�ersely af%ct� the Dev�elopsrs fir�al capabi6ty �o �rooe�iuily and
compiebely dev�elop, �onstrud and comple�e tl�e Project as oorrte�rtplaE�d heroby.
(13) Subseqiuent to the Et�ec�v�e Da�e snd prior to aoquisitlon of
the oondominiwn by t�e City, the Dev�eloper shaq n�ir�n �s ex�noe, not dissoMB or
substantislly dissohre all of l6s asse�s, not conto�daie r�th or n�erge into another
corporabbn, �imibed partneBhip, or other entliy. not �� Iease, transfer or othervvise
dispose of ali or �ubsmntlally arl ita s�se�a � ott�erwise f�ke any $q�on which wourd
have the e�act o! rende� Pelican Walk, LLC t�nab� tio obsenre and pertorm the
reaponsibili�es af thia a8reement without the prior approval af the Cit�,� wh�ch shall rat
be unreasor�abiy withheld.
B. The Ci�Y rePresen�s and wananf� bo OeNefoper and a�rees with
Dev+eloper That each of the }bllowinp s�6emen�s is curnerrtly true snd sc�te and shaN
be true snd acxurate at the �me of dosfng, and agrees that Dev�elop�r maY �Y +�P�
each of the feNcwing statements:
(1) The Cihr � a vafidy existin8 �Y ��e ancf poli�c af the
St�te of Florida. and has a11 r+equial�e pow�er and �uq�ority to cany o� i�s business as
now condur�eal and to perf�am ifs oblpatior� herecx�der and under each document or
instrument contemplabed by thls AQr�eemeM t� �� ts or wiN be a po�rty.
i2) This A6reement �d, tio tF�e ex�ent such documenti pre�ently
ex�st i� e�orm acoepbsd by the GtY and Dev�eloper� �adt documortt oon�emplated or
requ(�d by this AQreemertt to which the Cify a or wiH be ��rty r�e been duty
aufhoriaed by aN necassary acUon on the part of, and hav�e be�en or y�ill be duly
exec�Eed end deliaened bY, the Cihr, and nei�er fhe ex�ea�Eion and delivery theroof, nor
compliance with t�e temts and proviaior�s ther+eof or hereot (� re4Wres the approval and
consent of sny other party, except such �s havee been du�r ob�(ned or as aro
spedflcatly nobed henein, {ii) conlrav�enes any exisfinQ law, judgrnent, �ental ivle,
r�egulatlon or or+der epplicable ta or b��i�g ���y� ��7 ��y,�� or re�ults in
any bresch of, or default under or� other tl�sn es corrbemplsted by this qereement,
results in the c�ea�on � arry lien or encumbrsnoe upon anY ProPerlY of tl�e City under
any indentune. mort+�aqe, aeed of trust, b�nk loan or crodit agreement, applicebk
ordinanoes, resotutions or, on the daie of ihis Agr�een�ent, any o�ar ayroerr�M or
instrument to which the Clty is a partY, sPe�cauY induding any oovanants of any
bonds, noUes, or otl�er t�orms of indebtedness of the Cily cutstandjnD on fhe dste M fhls
Agreemen�
(3) This Agreement and� bo the exbent auch doaxneMs pr�se�Y
exist in a form acxepted by the Cih► and Developer� each doc;ument contempieted or
10
requirod by this Aareement to whic;h fhe Clty is or wiN be a party �, a y�n
enfered in�o wiN constitute, leqal� valid and binding obli�afi�ons of the Cihr enforoeable
apainst the City in aocaroanoe with the �erma thereW, ezoept as such eMfor�oeability may
be Itmf�ed by pubiic poliay o� sppllcsble bankruptcY� in�olMenc�r � s6»t�ar law� from �mme
to time irt �fFect which affiect q�dibors� hta e
� 9en�NY and subject to uauett equitable
prirtaples fn the ev�en# that equitable remedies ate invol�+ed.
(4) 7'he City a�rees nat to pursue the devebpmient of another
public parking Qarage or acquire a public parking 9ara�e narth of CBUSeway 6ouley8rd
on Clearwater Beach priar to cloaing.
All of the foreqang representaUon and warronties sfwll be true and ax�ct on the dafie
of �is Agreement and on the date of Closing. The provistons of thts par�agraph s�aN
�urviv+e the C�sing.
10. �ult Provisions. The followlny default provisions ahall apply ta any
default by a part�r undsr this Apreemer�
A. Cihr De�ault In the ev�ent of a defautt by the City under thie
AgreemeM which is not cured witl�ln ten (10j day8 foNowing �n �� �m
Developer, Deveioper shell have the right to: (i� �erminate this Aqr+�ement, yvf�ereupon
the parties shafl be released frorn alt further oblpativns u�er fhf� /�roer»ent, exaept
the obliga�ons which by their express tiema� wrvive a tcimir�ation, or. a�ti�ely� C+i
seek apec,fic perfiormance of the Cily's oblipa�ons hercunder and/or ar�+ ofher equitable
remedi�, without ther►eby waivinp dama�es.
B. �sv�eboer Dei■,�, In the eMent ofi a def�ult by [)ev�loper under
this Aareement whic� is riot cured within ten (10) day� fonowfr� writ�en notice h�om the
City� the Cityr at its option shaN ha� the ri�ht t+o: (� tenrdnate fhia A�reement,
wheneupon the parties shail be releaeed frvm all fwther ob�gationa under fhis
Agreement, except the obiigador� yifiiah by their express �S :u�� ������on,
or. albemativey. �i) seek spe�ific perf�m�ance of Dev�eiop�'s obligatf�ons hereunder
and/or any othar equitable remedies, wffhout ther+eby waiving damag�
1?. rB oker�. The paraes each represent and warrant t� tl�e od�er fhat lhey
hawe not dealt with any real esta�e broker, aa��esman or �r�der in oonnec�io� wi� th�$
transaction. ff a clairn for broke�ge fiee or commiasion in � y� ��
tre�sactlon is made by ar�y broker, aeksman w frnder daimin� b hav�e des�t thtv�h a
on behalf of one of tfie partiss her+eb� {"�,�f). Indemnitor sha4 inden�ifyr dei�nd
and hold harmbss the other Party her�nder ('jp�1�@5�7. and Indemnite�eis
members, shareholders, partnen, a�ic�rs, direcbrs, employee�, aDerrts ar�d =-_
repreaentaffv�es� from all liabilitiea, damages, dafms, costs, I� �nd e�enses
whatsoever {including reasonable attomey's i�es and court cx�t� �t ��� and all
appeflate levels) with reapect to sald daim for brokerage fee or commission. The
provisbns of t�is paragraph shall BuMV�e the Closh�g and ar�y canoelletlon or
terminatlon of �is A$reement
11
12. Notioea• AnY notfoes r+equired or permitDed b be giv�en under tt�is
Apreement shail be in wr�ing and sh�ll be deemed tio have been Qiv� � deHv�ered by
hand. sent by fecsimlle fr�nsmissbn, sent by rec�ognlzed overnight oourier (such as
Federai Express� or mailed by obrtfied or re�is�ered ma11, r�um reoeipt repueafisd, in a
P��9e PrePaid ernrelope, and addressed aa foBows:
If to fhe Clty at
Witl� a copy to:
II to Developer at
City of Cfearvvatiet
112 S. Oaoeoia Av�enue
Clearwater, FL 33756
Attn: Ciqr Manseer
Fax; Na. (727j 562�052
Pamela K Aldn, Eaq.
Clearwater City Attomey
1 �2 S. Osceda Avenue
Clearwatier, FL 33756
Fax No. (127� 582-4021
Paradise Group, LLC
2901 RfQsby Lane
Safety Harbor, Florida 34895
Attn: Mr. Michael P. Connor
Fax No. (727j 726-2337
wth a oopy to: Mecferlane Fernuson McMullen, P.A.
Attn: Brlan J. Atu�pat
szs court street
Clean+ve�er, Florlds
Fax No. (727) 442-8470
Notices personaNy delivered, sent by facsimile trensmission or ser�t by ov�might caurier
shail be deemed glv�en on #he datie of delivery ar�d rtotices mafled in aocordanoe w(th fhe
fnregaing shall be deemed giv�en three (3) d�ye af�er deposit In the U.S. maUs. Each
pariy shall be en�ttled b change fb eddress �or notloes trom �me b tlme by dslnrerin8 to
the ather party notioe thereof in tfie manner hereln provided fnr fhe de��y � n�.
13. Risk of Loss. If, belweQn the dabe hereof and Closing� i� p�� �� or
any portian thereof ia damaged o� destroyed by ftre ar ott�er casualty or taken by
emineRt domaln. Deweloper shafl premptly repair and resbro the Park�q Untt tio the
same condition as sxtstied before the �iro or casusUy and Closin8 shaq be deferr�d �Or a
commansurate perbd of time to permit such repair and restoration. In such ev�ent,
Closrrp shaN be rescheduled to the detie which ia ben (10) days follow►nQ the �s�o�atl�
of the Paridn� Unit to the oonditian that e�d�ied imn�ediately prbr oo ihe damage or
talaing (or �s dose to such condition aa poaibfe� in fhe case of eminsnt doms�in) and
issuanoe of a new ce�f�abe of occupancy for the ParkfnQ Unit ('�f such reaboration
12
requires same). !n the case of eminent domain, at Closin8, the City sh�ll be enfi�ed fio
sil oondemnation awar�ls for the Psrlcm� Ur�t, tess any portion t�� ����
the Parkin� Unit to the oor�ditlon required her+ein.
14. �i Gas. Radon � a naEuralty occx►n�in8 r�dioscti�e gas that, when it
has atxumulabed in a buiidin8 in sul�ient qua�t�i�, r�y A�aent heaNh ris1� bo
persons who are exposed to lt over �me. Levels of rada� that ex� federal and state
r9ado and don bean four�d in btn7dings in Florida. A�dditlonal iMarma6on regardfng
testing may be obtained fnom your oounty health departrnen�
15. Memorandum o Aoneem�nr, � p&� f�rem shaU e�ecude and ftic;ord
on the Public Records of PineNas CouMy, �brida, a m�norarul� of aB�M semng
forth the general prov(sions of this Agreemerrt to plaoe fhind �r�ea on notioe and record
of the af the riQhts of the City end oWpa�ons oi DeMelcyper.
.; �• : �_��..
A Deflnition of Terms ha set bhh in Exhfbit "E` a�� hereto and
made a part hereof.
B. This Agreement shaN be �ans�rued and po�nemed in accordanoe
with the laws af the State of Fbrida. �q of tttie par�es to th�8 ,qe��t have
p�articipat+�d fully in the negoti�ttion and proparatiat hereof; and aocordi
A�r+eement shall not be moro atricBy c�nstruecl a�i� �, �� y1e �� ��. ��
C. In the ev�ent any �erm or prov(sbn of tlNs AQreement be de�ermined
by ap�ropr�ate jud�da� au�ornr �o be �neoa� or a�nsrw;se rrrvauw, sud, �vrs+an sr�a�� �
Qirren its nearest legal meaning or be cor�str�ed as dele�ed as such aulhority
determines, and the remahder of lhis Apr�tt �tl be oonstrued to be In full torce
ar�d elfect.
D. In the eveM of anY C��on betwieen the parties under tfus
NQreement, the prevailing party shaN be entitled to r�sona�le atbamey's �s and court
c�ts at aN trial and. appe118tte levela. The pr�visbns of thla gubpa�agr�aph ahall survi+�e
the Closing coextensively with other surviving provislons afi this Aaraeement
E. In construina f�is Apr�eemeni, the sinQular shall be hekl to Include
�e plurgl, the piural shall indude tha sinpular, fhe uee of any �ender s�l include ev�ery
other and all gendera, and c�ptions and par�p� ��p � diaregarded.
Handwritbsn or typewnittan proviaions inifi�led by psv�(ope� an� � ��y $haR prevaii
rnrer any i�oMfictinp prinbed provisions of this Apreement.
F. All of the exhibits attached i� this Agreement �re inoorpora�ed 'm�
and made a pa�t of, this Aproement
G. Tims shall be of the essenoe for each end ev�ery prnvision hereof,
!3
H. If any date upon whic,�h, or by which� acti�on r+equired under this
/�greemerrt is a Saturday, Sunday or le�al holklay recopnized by the Federa!
gov�emment, then the daie br such actlon sheil be exbended to the firat day that is aRer
such datie and is not a Saturdey, Sunday or legal ho(iday recogni� by the Fedenel
gov�emrttet�t
�• This Aproement fs not assignabte wilhout 1he co�aent of the ofher
PeKY•
J. This ApreemeM oonsttttubes the ermre asreement betw�een tl�e
par�e� ared there are no other agr+�emenls, represerrta�ions or warr�n� yv�h nespec� to
the subject mat�er hereof ofher than as set �rth herein. Thla A�eB�nt may not be
chan8ed� albered or moditfed exoept by an irtstrument in writing s�gned by City and
Dev�eloper. This Ag�eement shalf be binding upon the partfes hereto and their
r�eapec�ive suceesaars and Permit�ed assi�na.
K This Agr+eement may be e�cubed in nwltlple c�r���rta each oi
whlch si�l be deemed an original, but all of which taken topether shalf cor�stih�e one
and ihe same instr�ur�ent.
[REAAAfNDER OF PAGE INTENTIONALLY LEFT gL1WK _
SlGNATURES ON FOLLOWING PAGE(S))
14
IXECUTED as of the date firsf abcy�e writien,
WITNESSES:
-. • �, '�%
� �
l � cJ�•-, � �✓ ✓� C � t _
P nt Name: -
Print Nar :
;��s�/ � �"+4f
�
By:
DEVELOPER:
PARADISE GROUP, LLC, a Florida
ifrni�ed AabtUty c�mpany
By: PDG IV, Inc., s Flo a corporadon,
ihe managing m r
-flonno . sident
cmr:
CIIY OF CLEARyyq�R, FLORtDA, a
la municipal oorporabo�
--t�tAnc/ltrc�l�
City � George N. Cretekos, Mayqr
�.
ro+red bo form: �
Pamel� K Akin
Clty Attom�r
EOPMtt
�crnr.cxwwEU r-��asau�
15
HIBI A
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The land reiemed to herein belpw is situa�d in fhe County of Piheilas, St�te of Fbdda,
and descxit�ed as follows:
Lots 32 fhrough 43, Blodc `B'� FlRST AD�TION TO CLFARWATER BEACH PARK,
aoconding to the mep or piat Iher�eof as r�ec;orded in Plat Book 15, Page 80� Public
Recorcls of Pfnellas County, Florida� iogether with !he adjacertt 1/2 of a vaca�ed alley
iying along the East pcundary theroof.
AND
Lots 2�rough 8, Blodc "A", as app�arir� on fhe piat named A RE-PLAT OF BLOCK'A'
AND tOTS 1 TO 15 INCL BLOCK 'B' OF CLEqRWA'TER BEqCH pqRK FI'RST
ADDITI�N, acconding to the map �r �t �ereofi r�� �n plat Book 2t, Page 2?,
Pubfic Records of Pinellas County. Florida, to�ether witJ� the adjaoent �/Z of a vacatied
a�rey iy;n� a�bnD a,e west bo�y tner�r.
i�
- -_, : r :
Lots 2 through 8, Bbdc "A", as appearing on the plat r�amed A RE-PLAT OF BLOCK "q"
AND LOTS 1 TO 'f5 INCL. BLOCK 'B" OF CLEARWqTER BEACH PARK FlRST
ADDlTION, aocording to the map or plat thereof reoorded in Plat Book 21, PaQe 24�
Public Records af Pinel(a� Co�nty, Ffo►ida, tngether with the adjavent '!/2 of a vacet+ed
allsy IyinQ along the West boundary �ereof.
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(�P� � Conceptual Plansj
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FIRST AMENDMENT TO PURCHASE AGREEMENT DATED JUNE 10, 2014
BETWEEN
THE CITY OF CLEARWATER, FLORIDA
•_ ► �
PARADISE GRPUP, LLC
DATED AS JULY 16, 2015
THIS FIRST AMENDMENT TO THE PURCHASE AGREEMENT DATED JUNE 10,
2014 (the "Amendment") is made as of this day of , 2015 (the "Effective Date"),
by and between THE CITY OF CLEARWATER, FLORIDA, a Florida municipal corporation
(the "City") and PARADISE GROUP, LLC, a Florida limited liability company (the
"Developer").
WITNESSETH
WHEREAS, the City and the Developer are parties to that certain Purchase Agreement
dated June 10, 2014; and
WHEREAS, the City and the Developer desire to amend certain terms and provisions of
the Purchase Agreement, as more fully set forth herein below.
NOW, THEREFORE the City and the Developer agree as follows:
l. Recital C is hereby amended as follows:
C. The Developer intends to develop and construct on what is currently the Pelican
Walk Shopping Center and Parking Lot ("Pelican Walk Property") a retail/commercial project,
including a parking garage containing approximately 702 total parking spaces, (collectively, the
"Pro'ect" on the property more particularly described in Exhibit "A: attached hereto (the
"Property").
2. Section 1 A�(1) is hereby amended to read as follows•
Description of Project. The Project shall include a commercial parking garage, private and
public parking, commercial and retail uses and appropriate accessory uses and shall be developed
in substantial conformity with the Conceptual Plans, copies of which are attached as Exhibit "B"
hereto.
Section 1 AZ(2 is herebv amended as follows•
Formation of Condominium.
Paradise shall create a six (6) unit commercial condominium for the Project and Existing
Retail Center. Retail Unit One (RU-1) shall consist of the Existing Retail Center described in
Exhibit B-1 and improvements thereon, Retail Unit Two (RU-2) shall consist of the new
approximately 12,000 square foot retail space with no common elements except for exterior
walls excluding doors and plate glass, Parking Unit Ground (PU-G) shall consist of 28 parking
spaces on the ground floor, Parking Unit One (PU-1) shall consist of 114 parking spaxes on the
first and second floors, Parking Unit Two (PU-2) shall consist of the next lowest 450 parking
spaces to be acquired by the City pursuant to the Amended Purchase Agreement plus any
additional spaces acquired by the City pursuant to its hereinafter described option, and Parking
Unit Three (PU-3) shall consist of the remaining 110 spaces (reduced by the number of spaces
acquired by the City pursuant to its option, right of purchase or right of first refusal). All
development rights remaining on the parking lot parcel shall be retained by RU-2 and be
available for transfer (TDR) to another site as permitted by the Clearwater Community
Development Code. The available development rights retained in RU-2 shall be calculated
based upon the original unified parcel configuration, which included the parking lot parcel and
the Pelican Walk Shopping Center parcel. PU-G, PU-1, and PU-3 may be divided into multiple
units. Paradise shall submit the Property, including the Existing Retail Center, to the
condominium form of ownership pursuant to Chapter 718 of the Florida Statutes. The
condominium documents shall be in a in a form to be approved by City with a consent or
joinder from any lender or lienholder or any other party having any record interest in any
mortgage or lien encumbering the interest in the Property as required by Section 718.104(3) of
the Florida Statutes. It is anticipated that the maintenance fees of the condominium will be
allocated between the Units on an equitable basis mutually agreed upon by Paradise and City
based on the anticipated maintenance and costs associated with the different units with the
understanding that all improvements on RU-1 e will be maintained by the owner of RU-1 and the
owner of RU-1 shall control the improvements made within said Unit. Cost of utilities shall be
segregated to the Unit receiving service and not be a common expense, where possible. This
Agreement shall terminate and the City shall have no obligation to purchase PU-2 in the event
Paradise fails to deliver mutually agreeable condominium documents as a condition of closing
on the City's purchase of PU-2. Prior to the City's purchase of PU-2, the condominium
documents, once approved by the City, shall not be materially modified or amended without the
prior written consent of the City, which consent shall not be unreasonably withheld.
4. Section 1(A�3) is hereby amended as follows•
Use of Parkin� Units/Snaces by Paradise and the Ci� The use of the Parking
Units/Spaces shall be limited and restricted as follows: PU-G shall consist of 28 spaces that which
may be apportioned by the City as leased parking, hourly parking, or both. PU-1 shall consist of
114 spaces that that may be apportioned by Paradise as leased parking, hourly parking, or both.
Subsequent to closing, PU-2 shall consist of 450 spaces which may be apportioned by the City as
leased parking, hourly parking, or both. PU-3 shall consist of 110 spaces that may not be rented
on an hourly basis but may be leased or rented by Paradise on a non-hourly basis. Paradise agrees
to submit a mutually agreeable commercially reasonable Parking Management Plan for the
operation of PU-G, PU-1, PU-2 and PU-3 as a condition of closing. The parties have developed a
conceptual parking management plan which is outlined in Exhibit "A." The parties agree that the
restrictions on the use of the Parking Units/Spaces contained in this First Amended and Restated
Development Agreement and the terms of the Parking Management Plan may be amended upon
mutual agreement of the parties without amending this First Amended and Restated Development
Agreement or the Purchase Agreement and First Amendment to the Purchase Agreement. Any
spaces within PU-G, PU-1, and PU-3 shall not be leased for an amount less than 50% of the then
current monthly space rental charge charged by the City for parking spaces in PU-2. This
restriction is limited to Paradise's monthly rentals only.
5. Section 2 is hereby amended as follows•
Acquisition of Parkin�S aces.
City shall acquire PU-2 consisting of 450 contiguous Parking Spaces which shall materially meet
the City's Parking Garage guidelines as provided in Exhibit "G" of the First Amended and
Restated Development Agreement. Such Unit may be acquired at a cost per space as set forth in
the Purchase Agreement ("Parking Unit") with the City having the option to acquire up to 60
additional contiguous Spaces at a cost of $25,144 per space provided City exercises this option
prior to final project design approval or September 4, 2015, whichever shall first occur. After
September 4, 2015, until Closing the City shall still have the right to purchase additional spaces
only if Paradise is offering to sell spaces to third parties, provided, however, the cost per space
shall be at the rate or $25,144.00 per space. After closing, the City shall have a right of first
refusal to acquire spaces which the Paradise is offering to sell to unrelated third parties,
provided, however, the cost to the City per space shall be the same as the third party has offered.
City shall be provided, within ten (10) days of execution of any third party offer for spaces, a
copy of the proposed third party offer for the parking space(s) and the City shall have forty-five
(45) days after receipt of the same within which to match the offer from the third party and
closing will be within thirty (30) days thereafter. Provided, however, City shall not be required to
close on such additional spaces prior to the City acquiring the Parking Unit with the 450 Parking
Spaces. . . .
5. Section 3 is hereby amended as follows•
Purchase Price. The purchase price to be paid by the City to Developer for the Parking Unit
(PU-2) is Twenty-Five Thousand One Hundred Forty-Four and No/100 Dollars ($25,144.00) per
space or Eleven Million Three Hundred Fourteen Thousand Eight Hundred and No/1 00 Dollars
($11,314,800.00) for the 450 spaces, (the "Purchase Price"), subject to adjustments and prorations
as provided herein.
6. Section 6(C) is herebv deleted in its entiret�
7. Exhibit E is hereby amended as follows•
"Project" means, generally, the development and construction of a 12,000 square foot
retail/commercial project with a commercial parking garage containing 702 parking spaces open
to the public. The Project will consist of the Retail Unit(s) and the Parking Unit, as more
particularly described in this Agreement.
"Retail Unit(s)" means 12,000 square foot retail/commercial unit.
EXECUTED as of the date first above written.
WITNESSES:
Attest:
:
Rosemarie Call, City Clerk
Approved as to form:
DEVELOPER:
PARADISE GROUP, LLC, a Florida
limited liability company
By: PDG IV, Inc., a Florida corporation, its
managing member
:
Michael P. Connor, President
CITY:
THE CITY OF CLEARWATER, FLORIDA, a
Florida municipal corporation
Pamela K. Akin City
Attorney
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REQUIRED PERMITS
._..__�_._._.......____.__ _
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P�licaa W k Paricin Ga —{t$ i Perrri
i. City of Clea�water— De�p�� Ober—qpp�l at Commun�tyr pty�
Pment 9oard {CpB)
�. Southwest Fiorida Water Management Disbkt (SWFWMD} F�nvironmerrt� 1 gesource Permit (ERPj
3. Snuthwest flo�lda Water Management District (SyyFWMD) — Dewaterina pe�n
4. Departmerrt of Environmeniaf Protectbn (pEPj — Wn� and Sewer Perrnits
3. DepartmeM of EnWronrnenta( Protec�bn (pEP) - National Poflutant Dischar� fNmJr�atlon Syztem
PertnR {NPDES)
6. City of Clearwaber- Buffding and Sft�e Cor�struction Perrnftr
a. City of Clearwater — Fire Protecpfon System pen�`
b. C(ty of Cfesrwater— Electrtcal
G Caty ot' CJearwater— Plumbing
7. Uty of Clearwater—SJgnage Permtt
� !:
CITY PARKIIVG GARAGE REQUIREMEI�T'I-S
TimH _�
� ,���,r� __.. .._ _ .
Goven�ing Codes and Referencea (SECTiON A)
1)
2)
3}
4)
2010 Florida Buitding Code.
Code of Or�nances: Cify of Clearwater, FL.
vr.:,�;.IImA�ahs.com
TIf.10THY HI.AHS & A�$p��p7ES, INC.
'OSDo` Y.ti'�;.4i"STf•:EET. SUITE 2�?
R11AMI, pL 33178
T.305-59?-;123 F.30;r532-7213
Code and Land Development Code, County of Pinellas Counfy, FL.
Beach by Design: A Preliminary Design for Cleanvafer Beach - including Section Vfl.
Design Guidelines.
5) NFPA 10? Life Safefy.
bj NFPA 88A Standard for Parking Strucfvres.
7) ACI 318-OS Building Code Requirements for Structura! Concrete.
8) ACI 362.1 R-97 Guide for the Design of Durable Concrete Parlcing Structures.
9) ANSi A117.1 Accessible and Usable Buiidings and Facilities.
10) Design Team is requmed to design the proJect under the applicqble building codes,
regulations and standards at the time of the design submission for approval and
construction.
11) Design 7eam shall incorporate sustainaE�ls design practices into the project where
practicable, such as recycled materiais, energy efficient lighting, etc.
11. A) LEED certified is not required
11. A.2) Pre-cast recycled content shai( be 75% of the steei used in the concrete and
f�y ash shall be 2596 of the cementatious materiot.
Functtonal Provisbns (SECTION B)
i j 9'-0" x 18'-0" typical pc�rking spaces
a. Additional 1'-0" width shall be included for spaces a�ucent to confmuous
obsfructions (i.e. columns, walls, fences).
2) Floor clearance shafl be 7'-6° throughovf the gara8e with the foAowing exception:
, � �,
3) ADA van space iocation cleorance: Minimum of 8'-2".
4) ADA spaces shaN be located adjacent to stair/elevotor fiowers to minlmize travel
distance.
5) Wheelstops shall be provided ot ADA spaces only, as required.
6) RQmp slopes
7)
�
a. Typicai floors shall be i�etween 5� and 6.25%.
b. Speed ramps shall be )ess than 12.5°� slope, blended, so that ihere is no more
ihon o 10� difference between transition poinfs.
c. Areas near parking eq�ipment shall be less than 2916 slope other thon at fhe
access gote on the top floor, if constructed.
End bay clearances: Utilize 26'-6" ciear at 1wo-way crossovers for an acceptable
level of service tuming radus,
Queuing: Minimum distance 40'-0" for entry and exit lanes.
?LANN!NG � ENGikEERly(•; � ARCH!TECTL'RE
( YARKI+YG
�rr. Michael Quillen
PaicAn Walk PErking Carage — D�: ign GuideJines
Juno 25, 2014
�age 2
9) Minimize use of curbs within the paricing stn►cture (ideaNy only located ior ADA
spaces).
i 0) Maximize openings in interior and exterior walls.
l 1) Utilize exterior shepr walis for improved passive security. Any use of interior shear walls
shatl include openings fo help improve visibility.
12} Minimize areas of conflict beiween pedestrians and vehicfes. Where areas oi conflfct
exist, provide a means of traffic calming devices (flashing signais, crosswalk sfriping,
bolfards, etc.).
13) Eliminvte hi�ng places such as soGd walis and deep corners.
i 4) Means to prevent bird nesting including sloped ledges, spikes, and repellents.
15) Provide rooms as requ�ed for Storage/Utllity, Eiecfical, Mechanical, 7ransformer,
Generator, Elevator Machine.
] 6) Provide three lanes for entry/exit with a layout of one lane for entry ond fwo tanes ior
epting.
AmeMFies {SECTION C)
1) Bike racks lacated on ground floor.
2) Clearly defined pedestrian paths from the garage io the outside.
3} Provide painted lanes ta help aGgn vehicles when trweling in any non-porking preas,
such as a speed rpmp.
4) Provide both floor qrrows for definin� directional travel and ovefiead si�ns for
reinforcing traffic fiow.
Archffectural Provialo�s (SECTION D)
1) Stair tower�/Elevafor towers
a. ADA compliant design and layout.
b. Maximize openness within stair towers for increased visibility.
The City will contribute up to �75,000 for this feature.
c. Include glass back elevQtors for increased visibility.
The City will contribute up to �25,000 for this feature.
d. Aluminum handraiis.
e. Abrasive nosings cast into stair treads.
f. Enclose bottom run of stairs at ground level to eliminate hiding places.
2) Elevators
a. Traction type elevators, minimum of two cabs.
b. Vandal resistance cab, hasfway, fucture finishes (i.e. t r st e t 1.
The City w71 contribute up to �7,000 for this feature.
c. �mergency call equipped.
d. 1n the event of power loss, the elevafor� will move to the ground floor and the
doors will open and remain open until power is retumed to the building.
e. Durable floor system (i.e. continuous vinyl tile}.
TimHaa,�s
Mr. Michaei QuifleR
PeJican YIsIN Parlcing Garage — Design Guid2lines
,lune 25, �014
Page 3
3) Signpge
a. Eary to read, intuitive wa�nding signage for both vehicfes and pedestrians.
b. Scotchlite reflective signs.
Strucfiural Provistons (SECTION �
1) Design shall comply with all applicable codet and standards, including but not
limited to:
• Intemationai 8uilding Code
• ACI 318 - Building Code Requirements for Reinforced Concrete
• AISC Steel Construction Manual
• ACI 362 - Durability of Parking Structures, Zone 1
2) GaNanized sieel precast connections that are protected by grout or cast�n-place
toppings or washes.
3) Stainless steel precast connections (i.e. tee io tee) that are protected by sealant
alone.
4) Minimize exposed welded or bolted connections.
5) Concrete stab-on-grade with tooled joints and vapor barrier beneoth occupied
areas.
6) Tooled jants with sealants tn cast-in-place toppings or washes.
7) Column spacing of 36' which corresponds to industry standard precast tees provided
in Florida, (Deieted excess language - CHL)
8) Precast doubJe tee members shall be sized at 12'-0" wide by o minfmum of 28'� deep,
subject to the successful precast supplier. Precast tees shatl have btock ou1�
(openings) at fhe top of the tee/underside of slab location for occommodating
conduit runs.
9) Provide a minimum of 7'-6" clearance throughout the eniir� parking garage, except
those areas that have been designed to accommodaie ADA requirements, where a
minimum of 8'-2" is required:
10) The fypical exierior bay, where a doubte loaded parking layout is used, the minimum
bay hnll be 36'-0" by 6U'-0".
11) Precast flooring system will consist of a prefopped systern with topping over the retail
area for waterproofing.
Waterproofing Provfsions (SECTION �
1) E�cponsion joints located at high points .
2j Compressible filler rnaterial at vert(cal expanslon joints beiween garage and stair
towers as needed.
3) Elastomeric deck coating above aN occupied spacest-a�+ ��c,�o�,.,,. Mechanical
�uipment in the mechanicc�l ro�m will be we ther proofed
TimHaa�s�
Y
Mr. Michael Quilien
Pelica�n V'alk Park�ng Garagc — Oc�ign ruidEl�ne :
J�ne 25, Y014
Page 4
4) Treat the exposed ramp as a pfaza deck to provide increased waterproofing
protection for occupied space below.
Plumb(ng Provialona (SECTION G)
I) Coid water risers and hose bibs at each parking level centra��y focated for gorage
washdown.
2j Sufficient slope on floor members and an adequate number of ftoor droins on all
leveis to negate any areas of water ponding.
3j Fleor drains used specificaily for parking structures, such os Watts FD-900 epaxy
coated models or equal.
4) Galvonized steel pipe guards for any exposed risers for bumper guard protection.
5) Storm retention system shaN be easiiy accessible for maintenance.
Fire Protection ProvJsions {SECTION N)
1 j Portable fire extinguishers as required by NFPA 10 Standard for Portob(e Fire
Extinguishers.
2) The garage fire-protection system shall comply with appropriate f�e and building
codes.
3) Galvonized steel pipe guards for any exposed risers for bt�mp�r g�d p�otecfion.
ElecMce! Provbions (SECTION I)
T) Lighting Ieveis -
a. Meet or exceed current mfnimum IES standards.
b. Parking/Drive aislES - minimum 1 A fc e�reraQemini um,
c. Vehicular Entry/Exits - minimum 50 fc e�er�sgeminir�t�,
,�Stair towers 2 fc minimum �
el:e. Lobby interiors/Ground level retail �eas and corridors �-2p fc
m�1i r 'muma�eraQe),
e:f Provide additianal lighting at any interior shear wvlls.
fi�.Emergency lighting fo meet Code requ�ements.
��• Provide photometrics of light fevels listed above.
2} Lighting fixfure
a. Fluorescent type fixtures with upGght component.
b. If the City chooses to upgrade to LED iighting, the Cify wiI! pay the pre-
determined cost difference related to the upgrade.
3) lighting control system
a. Photocells for controlling perimeter lighting ond vehicutc�r entry/exit oreas,
4) Receptacles
a. Weather proof enciosed iypes located at each stair tower.
�IY1H��'!S
R4r. ��Aich2el Quillen
Pclican i,'lalk Parking (;arage — pecign (��iddines
,lune 25, 20'.4
Page 5
5) Conduit
a. No placement within expansion joinis.
b. Fxpansion capacify when crossing an expansion joint.
c. Exposed conduit on the exterior of the garage is not perrnifted.
6) Security System
a. Consfruction shaA be conducive for future instaliatior� of a CCN or wireless
securify system to cover all leveis of the parking garage, specifically at Stair
tower locations and the ground level, specifically at the retail corridor and
vehicular entry/exit5.
7) Emergency Power
a. Ughting fixtures wilf have emergency battery back-up powe� aRd the
eJevotors w11 have emergency features noted above.
Par�cfng Acc�ss and Revenue Control System Provlsion: (SECTlpN .I)
�} �e�'�y-��-�a�e system including barrier gates, ticket spitters, detector loops,
PaY ��tions (minimum of two), eic.
2j Adequate signage to inform pvtrons of the payment method to include signvge
loccrtions throughout the parking garage on a!I floors and near the ppy stations - this
signoge shall be consistent with signage used in other city-owned gorages in
Clearwater Beach,
3) For accessing nested oreas, the parlcing access system shall include anti-passback
provisions/capabilifies.
TimHaal�S
4
EXHTBI'I' H"CON PTUAL PARKING MANAGEII-IENT PLAN"
PARKING MANAGEMENT PLAN
NORTH BEACH PARKING PLAZA
This document has been prepared to provide a basic glimpse into how the parking garage will
operate. It highlights the types of equipment to be used along with the operation and
functionality of this equipment. It contemplates how the patrons will enter, move about the
garage and finally pay and exit.
EQUIPMENT, TECHNOLOGY AND OPERATION
The basic configuration of the parking facility is (1) designated entrance, (2) designated exits,
and (1) reversible entrance/exit lane.
The proposed equipment system manufacturer is still yet to be determined pending bid process.
Determining factors of award will be based on total cost, technological capabilities, and vendor
service capability.
The overall system will work in the following manner: As the customer enters the parking facility
they have 3 options for entry: access card, smart phone App, or pull a ticket. At
the same time, the License Plate Recognition (LPR) camera system captures the
vehicle data (license plate and other vehicle data points) and ties it to the ticket
or parking App data. The gate opens and the customer proceeds to park. If the
customer parks above the City of Clearwater pass thru station entering into the
City's nested area the upper LPR camera system again captures the vehicle data
°: and re-categorizes the revenue into the City revenue account. As the customer
� leaves this area, the LPR exit camera system again captures and records the
vehicle data. Upon exit from facility, the customer presents their smart phone
App or inserts the parking ticket into Pay-in-Lane (PIL) exit station. The machine
reads #icket data and calculates rate. At the same time the LPR camera system
verifies that the ticket belongs to the same vehicle that pulled the ticket upon
entry. The customer presents payment and the exit barrier rises and the
customer exits. The software system then categorizes where to place the income
generated based on where in the facility the customer parked. All monthly parkers will utilize
access cards and will not utilize the LPR system. Instead these patrons will utilize the nested
area located on the rooftop.
If there is difficulty upon exit, Parksimple's 24/7 call center has the ability to remotely trouble
shoot for customers, dispatch staff, or contact authorities. The call center can open the gates
remotely in 2 seconds or less.
Hardware Reauirements
Main Entry/Exit
The basic equipment hardware components to be utilized at the garage
entry/exit area will include: (5) barrier gate systems at all entrances/exits,
(2) barcode ticket dispensers with pay-by-phone capability, (5) access
card readers, (5) LPR camera systems, (2) Pay-in-lane kiosks that accept
cash or credit card, (1) Credit Card only kiosk exit station, and (3) Viking intercom systems for
each exit kiosk.
City of Clearwater Pass Thru
The only equipment hardware components required at the pass thru island are (2) LPR camera
systems. The pass thru area will include speed bumps to slow vehicular traffic as a means of
capturing LPR data.
Rooftop Nest
The components to be located at the rooftop nested are include: (2) barrier gates, and (2) card
readers on pedestals.
Software Requirements
The parking facility software system must be able capable of integrating LPR data, smart phone
apps, and provide robust reporting in real time in addition to historical reporting. The system
must be accessible and set up for remote login capability. The system must be CSIP/PCI
compliant. The system must also integrate the ParkMobile application form of payment.
Parkinp Rates
The nested areas within the garage will have the ability to set their own parking rates.
Revenue and Disbursement
The parking revenue collected by the management company will be reconciled and disbursed
the month following the reported revenue by the 10th business day following the reporting
month. This revenue will be allocated depending on where the customer parked, which will be
determined by the parking equipment hardware and software. Reports that designate the
allocations shall be provided monthly as back-up for the billing and expense reports.
Operatinp Expenses
The operating expenses for the parking facility will be reconciled pro-rata share according to the
condominium documents. These expenses will be deducted from the monthly grpss revenue for
each condo prior to disbursement to the ownership groups.
Citv of Clearwater Nested Area
The City has the ability to add additional security features to their condominium as they see fit
as long as this additional cost is completely funded by the City and does not impact the overall
expenses of the parking facility.
Nested Areas
The North Beach Parking Plaza parking facility will include two separate nested parking
areas.
The parking on the ground floor, first floor and the ramp from the first to second floor will
be in an un-nested area. This parking is a portion of the Paradise parking inventory
along with the second nested area described below. The ground floor and first floor
parking as well as the parking on the ramp from the first to second floor will be
unrestricted parking. If a customer does not leave this area all revenue will be allocated
to the Paradise account.
The first nested area will consist of 450 parking spaces that belong to the City of
Clearwater. This area will be open to public parking and will be controlled utilizing a
gateless (LPR) License Plate Recognition system. As vehicles enter and exit this area,
the vehicle tag information will be captured and the location data tied to the original
ticket pulled upon entry into the overall facility.
This area may also include an unrestricted count of "City" monthly parking tenants.
These tenants will utilize access cards to enter and exit the facility. The LPR system will
ensure tenant compliance with assigned parking areas for this use. If the "City" monthly
tenant does not park in the designated "City" nested area, the LPR will report infraction
and the access card use may be disrupted.
The second nested parking area will be located above the first "City" nested area. This
area consists of approximately 110 primarily rooftop parking spaces. This area will also
be unrestricted for use. This area will utilize barrier gate systems and access card
readers to control area. Customers using this area will utilize access card upon entry to
the facility and have a predetermined length of time to reach the nested destination. If
they do not reach this area, the access card will automatically disrupt service until
reactivated by parking staff.
Staffing Plan
The North Beach Parking Plaza parking facility will require the following staff positions
to ensure the facility and parking program are maintained in a safe and functional
manner.
Operations Manager — The Operations Manager would have the ultimate responsibility
for the day-to-day operation of the parking facility. All managers are on call 7 days a
week, 24 hours per day. Normal Scheduled coverage of the North Beach Parking Plaza
parking facility is M-F 7:30AM-5:30PM. The primary duties and responsibilities of the
Operations Manager would consist of:
• Client Contact. It will be the responsibility of the Operations Manager to maintain
on a regular basis communications with the owner representative, tenant
representatives, and property management team. This will ensure all areas of the
operation are meeting all of the expectations of management.
• Supervising Ambassador, Maintenance, Bookkeeping, Event, StafF. Providing
sufficient currency and change to scheduled Ambassadors during each shift to
ensure that proper change can be returned to the customers, without delay, when
parking charges are paid in cash.
• Facility Inspections. Perform routine inspections of all operational aspects of the
facility with maintenance staff to ensure a safe and clean environment.
• Hiring and Terminating. Handling all personnel issues and paperwork for the
hiring and termination of support staff.
• Reviewing Accounts Payable / Accounts Receivable. Reviewing and approving
all accounts payable to ensure the appropriateness and legitimacy of invoices and to
assure prompt payment. Manage and administer the billing and collection of
monthly parking accounts and take appropriate measures for late or non-payment
accounts.
• Assisting with Annual Budget. Assisting in preparing the annual budget to ensure
proper allocation of staff and operating expenses. Work with corporate staff and on-
site staff to establish clear and concise financial direction for the upcoming year.
• Preparing Monthly Report. Work with the corporate staff in the preparation of
monthly report. Meet and discuss with property management on all financial aspects
of the operation on a monthly basis.
• Customer Contact. Greet each customer / tenant in a friendly and professional
manner, both in person and when speaking on the telephone. Work with tenants
and tenant representatives on monthly account issues.
• Records. Maintain accurate and up to date records on all parking related issues.
• Cash Controls. Verify cashier's check out sheets for completeness and accuracy
versus tickets and cash turned in. Report any discrepancies to the senior project
manager.
• Accounts Payable. Maintain complete and accurate records on all vendors and
service provider of the parking facility.
• Accounts Receivable. Manage and administer all accounts receivable issues to
include; billing, collections, aged balance reports, account additions / deletions, card
replacement and deposits, monthly reconciliation and preparation of the monthly
lock out list.
• Payroll. Verify and calculate all hours posted on employee time cards. Compile all
payroll recap reports and prepare final payroll for senior manager's approval.
• Validations. Sort and record all validations by company on a daily basis. Prepare
and submit monthly validation billing reports, track and record validation collections
and receivables.
• Facility Supplies. Maintain sufficient inventory of materials and supplies for the
parking facility operations.
Ambassadors - The primary hours for the Ambassador's will be dictated by the
demands of the property. The Ambassador is responsible for day to day operations of
the exit payment kiosks to assist customers. The scheduled ambassador hours for the
North Beach Parking Plaza parking facility are 7 days per week from 7am-9pm. The
primary duties and responsibilities of the Ambassador's would consist of:
• Assisting Patrons. Courteously assisting patrons by answering any possible
questions and giving appropriate direction both on-site and to surrounding areas. If
the patron is experiencing a problem, the Ambassador should assist the patron to
the best of his/her ability and if necessary refer the problem to the manager.
Ambassador's will be outside their booths every morning and afternoon greeting and
directing customers.
• Processing Tickets. Accurately processing all cash and tickets through their
station in accordance with established policies and procedures.
• Maintenance. Assisting with any general maintenance tasks as directed by the
Senior Operations Manager.
• Reporting. Reporting any known observed or suspected violations of company
policy, safety hazard or any unusual occurrence or matter to the Senior Operations
Manager in a timely manner.
� Knowledge of Facilities. Having a thorough knowledge of all areas of the parking
facility and the surrounding areas.
• Appearance. Maintaining a neat and clean appearance and being in complete
uniform at all times.
• Knowledge of Streets and Landmarks. Having a thorough knowledge of the
streets and landmarks in the area of the parking facility and all major roads and
intestates out of the city as well as directions to all major city landmarks and
destinations.
_
Maintenance Porters — It is important that the maintenance of the facility begins prior
to the arrival of vehicles in order to evaluate the overall condition of the facility with no
vehicles present. Maintenance will also take place after a.11 major special events. The
schedules hours of maintenance Porter coverage is M-F 7AM-3PM.
Not only does proper maintenance set the comfort level for visitors of the project, just as
importantly it protects the owner and manager from potential exposure to liability. The
primary duties and responsibilities of the Maintenance staff would consist of:
• Assisting Patrons.
vehicles, have dead
parking office in the
vehicle.
Provide assistance for customer who
batteries or need general assistance.
event of major mechanical malfunctions
cannot locate their
Direct customers to
or keys locked in a
• Cleaning. Pick-up trash and empty trash cans throughout the facility. Mop traffic
islands and other equipment to keep them free of exhaust dust. Remove spider and
cobwebs from stairwells and light fixtures; change sand in the cigarette receptacles
on a regular basis; and wipe windows and glass doors. Follow customized facility
daily/weekly maintenance schedule.
• Safety. Provide service of constantly surveying changing conditions in the garage.
Locate oil spots and appty oil dry as needed to prevent potential slip and fall injuries.
Report suspicious people or hazardous conditions to the Operations Manager or
security.
• Maintenance. Assisting in the maintenance and repair of parking equipment and
any general maintenance tasks as directed by the Operations Manager.
• Painting. Maintain appearance of the facility by keeping walls, curbs, islands,
equipment, bollards and cashier area freshly painted.
• Appearance. Maintaining a neat and clean appearance and being in complete
uniform at all times.
Securitv Plan
Because people are less likely to return to a parking facility in which they do not feel
safe, we are extremely sensitive to the importance of providing a parking environment
that the public perceives to be safe and secure. We continually work with our clients and
their security consultants to implement enhanced facility safety initiatives.
Conspicuous Personnel Presence
A security/ambassador presence must be clearly visible to both the patrons and
unauthorized persons throughout the facility. Our facility personnel are trained to
understand that they play a key role in conveying an image of a secure facility. A
Parksimple Ambassador will be present in the facility 7 days per week between the
hours of 7AM-9PM.
C/eanliness. Briqhtness
A clean, well-maintained and bright parking environment affects not only the facility's
general aesthetic appeal, but also a patron's perception of safety and security. Thus,
our stringent inspection, maintenance and housekeeping standards provide the added
benefit of enhancing this important perception.
Vehic% Escort Service
Our parking facility personnel are pleased to accompany any patrons who so wish to
their vehicles. The availability of this service can be communicated through signage
appropriately placed throughout the facility (for example, on signs at elevator vestibules
or by marking any vehicles used at the facility).
Police Coveraqe
Because the North Beach Parking Plaza parking facility will be a"City" owned asset, it is
recommended to have the Police Department patrol the facility as part of their regular
beat route. This would be supplemental and not a requirement of the City.
Video Surveillance
Video CCTV will monitor high vehicular and pedestrian traffic areas within the facility.
Areas that may be designated high traffic include but are not limited to the points of
ingress/egress, elevators and stair well entry exit points.
Cleaning and Maintenance
A parking facility is more than just a place to leave a car. Because it often makes the
critical first and last impressions that a customer retains regarding the overall property or
area itself, we take facility appearance very seriously. At Parksimple, every manager is
trained extensively on proper parking facility maintenance. It starts with personnel and
then requires comprehensive training to develop a complete maintenance crew. With our
detailed maintenance check list, our team is able to control and monitor the daily, weekly
and monthly tasks of our people. These check lists are modified after a comprehensive
walk through of the facility with our clients (typically the project engineer) and customized
to cover all aspects of a particular property.
Parksimple provides general maintenance, including, but not limited to, cleaning,
sweeping, routine touch-up painting, replacement of light bulbs, and minor repairs to
equipment, as well as landscaping, preventive maintenance and degreasing. It is
recommended that once a year (preferably winter January and February) a thorough
power washing be completed in the decks to wash away contaminants caused by
saltwater that can affect a buildings structural integrity. Additionally, regular sweeping is
recommended to help keep the facility clean and free of brake dust.
Our maintenance programs contain daily, weekly, and monthly maintenance schedules
to help in defining the timing and priority of the tasks. Our manager will perform daily
inspections to ensure proper maintenance. A sample of our facility maintenance checklist
can be provided for your review.
Our staffing plan includes cross trained employees and maintenance porter coverage
Monday-Friday 7AM-3PM.
PARKING MANAGEMENT PLAN
NORTH BEACH PARKING PLAZA
This document has been prepared to provide a basic glimpse into how the parking garage will
operate. It highlights the types of equipment to be used along with the operation and
functionality of this equipment. It contemplates how the patrons will enter, move about the
garage and finally pay and exit.
EQUIPMENT, TECHNOLOGY AND OPERATION
The basic configuration of the parking facility is (1) designated entrance, (2) designated exits,
and (1) reversible entrance/exit lane.
The proposed equipment system manufacturer is still yet to be determined pending bid process.
Determining factors of award will be based on total cost, technological capabilities, and vendor
service capability.
The overall system will work in the following manner: As the customer enters the parking facility
they have 3 options for entry: access card, smart phone App, or pull a ticket. At
the same time, the License Plate Recognition (LPR) camera system captures the
vehicle data (license plate and other vehicle data points) and ties it to the ticket
or parking App data. The gate opens and the customer proceeds to park. If the
customer parks above the City of Clearwater pass thru station entering into the
City's nested area the upper LPR camera system again captures the vehicle data
and re-categorizes the revenue into the City revenue account. As the customer
leaves this area, the LPR exit camera system again captures and records the
vehicle data. Upon exit from facility, the customer presents their smart phone
`` App or inserts the parking ticket into Pay-in-Lane (PIL) exit station. The machine
reads ticket data and calculates rate. At the same time the LPR camera system
verifies that the ticket belongs to the same vehicle that pulled the ticket upon
entry. The customer presents payment and the exit barrier rises and the
customer exits. The soffinrare system then categorizes where to place the income
generated based on where in the facility the customer parked. All monthly parkers will utilize
access cards and will not utilize the LPR system. Instead these patrons will utilize the nested
area located on the rooftop.
If there is difficulty upon exit, Parksimple's 24/7 call center has the ability to remotely trouble
shoot for customers, dispatch staff, or contact authorities. The call center can open the gates
remotely in 2 seconds or less.
Hardware Reauirements
Main Entry/Exit
The basic equipment hardware components to be utilized at the garage
entry/exit area will include: (5) barrier gate systems at all entrances/exits,
(2) barcode ticket dispensers with pay-by-phone capability, (5) access
card readers, (5) LPR camera systems, (2) Pay-in-lane kiosks that accept
cash or credit card, (1) Credit Card only kiosk exit station, and (3) Viking intercom systems for
each exit kiosk.
City of Clearwater Pass Thru
The only equipment hardware components required at the pass thru island are (2) LPR camera
systems. The pass thru area will include speed bumps to slow vehicular traffic as a means of
capturing LPR data.
Rooftop Nest
The components to be located at the rooftop nested are include: (2) barrier gates, and (2) card
readers on pedestals.
Software Reauirements
The parking facility software system must be able capable of integrating LPR data, smart phone
apps, and provide robust reporting in real time in addition to historical reporting. The system
must be accessible and set up for remote login capability. The system must be CSIP/PCI
compliant. The system must also integrate the ParkMobile application form of payment.
Parkina Rates
The nested areas within the garage will have the ability to set their own parking rates.
Revenue and Disbursement
The parking revenue collected by the management company will be reconciled and disbursed
the month following the reported revenue by the 10'h business day following the reporting
month. This revenue will be allocated depending on where the customer parked, which will be
determined by the parking equipment hardware and software. Reports that designate the
allocations shall be provided monthly as back-up for the billing and expense reports.
Operatinq Expenses
The operating expenses for the parking facility will be reconciled pro-rata share according to the
condominium documents. These expenses will be deducted from the monthly gross revenue for
each condo prior to disbursement to the ownership groups.
Citv of Clearwater Nested Area
The City has the ability to add additional security features to their condominium as they see fit
as long as this additional cost is completely funded by the City and does not impact the overall
expenses of the parking facility.
Nested Areas
The North Beach Parking Plaza parking facility will include two separate nested parking
areas.
The parking on the ground floor, first floor and the ramp from the first to second floor will
be in an un-nested area. This parking is a portion of the Paradise parking inventory
along with the second nested area described below. The ground floor and first floor
parking as well as the parking on the ramp from the first to second floor will be
unrestricted parking. If a customer does not leave this area all revenue will be allocated
to the Paradise account.
The first nested area will consist of 450 parking spaces that belong to the City of
Clearwater. This area will be open to public parking and will be controlled utilizing a
gateless (LPR) License Plate Recognition system. As vehicles enter and exit this area,
the vehicle tag information will be captured and the location data tied to the original
ticket pulled upon entry into the overall facility.
This area may also include an unrestricted count of "City" monthly parking tenants.
These tenants will utilize access cards to enter and exit the facility. The LPR system will
ensure tenant compliance with assigned parking areas for this use. If the "City" monthly
tenant does not park in the designated "City" nested area, the LPR will report infraction
and the access card use may be disrupted.
The second nested parking area will be located above the first "City" nested area. This
area consists of approximately 110 primarily rooftop parking spaces. This area will also
be unrestricted for use. This area will utilize barrier gate systems and access card
readers to control area. Customers using this area will utilize access card upon entry to
the facility and have a predetermined length of time to reach the nested destination. If
they do not reach this area, the access card will automatically disrupt service until
reactivated by parking staff.
Staffinq Plan
The North Beach Parking Plaza parking facility will require the following staff positions
to ensure the facility and parking program are maintained in a safe and functional
manner.
Operations Manager — The Operations Manager would have the ultimate responsibility
for the day-to-day operation of the parking facility. All managers are on call 7 days a
week, 24 hours per day. Normal Scheduled coverage of the North Beach Parking Plaza
parking facility is M-F 7:30AM-5:30PM. The primary duties and responsibilities of the
Operations Manager would consist of:
� Client Contact. It will be the responsibility of the Operations Manager to maintain
on a regular basis communications with the owner representative, tenant
representatives, and property management team. This will ensure all areas of the
operation are meeting all of the expectations of management.
• Supervising Ambassador, Maintenance, Bookkeeping, Event, Staff. Providing
sufficient currency and change to scheduled Ambassadors during each shift to
ensure that proper change can be returned to the customers, without delay, when
parking charges are paid in cash.
• Facility Inspections. Perform routine inspections of all operational aspects of the
facility with maintenance staff to ensure a safe and clean environment.
• Hiring and Terminating. Handling all personnel issues and paperwork for the
hiring and termination of support staff.
• Reviewing Accounts Payable / Accounts Receivable. Reviewing and approving
all accounts payable to ensure the appropriateness and legitimacy of invoices and to
assure prompt payment. Manage and administer the billing and collection of
monthly parking accounts and take appropriate measures for late or non-payment
accounts.
• Assisting with Annual Budget. Assisting in preparing the annual budget to ensure
proper allocation of staff and operating expenses. Work with corporate staff and on-
site staff to establish clear and concise financial direction for the upcoming year.
• Preparing Monthly Report. Work with the corporate staff in the preparation of
monthly report. Meet and discuss with property management on all financial aspects
of the operation on a monthly basis.
• Customer Contact. Greet each customer / tenant in a friendly and professional
manner, both in person and when speaking on the telephone. Work with tenants
and tenant representatives on monthly account issues.
• Records. Maintain accurate and up to date records on all parking related issues.
• Cash Controls. Verify cashier's check out sheets for completeness and accuracy
versus tickets and cash turned in. Report any discrepancies to the senior project
manager.
• Accounts Payable. Maintain complete and accurate records on all vendors and
service provider of the parking facility.
• Accounts Receivable. Manage and administer all accounts receivable issues to
include; billing, collections, aged balance reports, account additions / deletions, card
replacement and deposits, monthly reconciliation and preparation of the monthly
lock out list.
• Payroll. Verify and calculate all hours posted on employee time cards. Compile all
payroll recap reports and prepare final payroll for senior manager's approval.
• Validations. Sort and record all validations by company on a daily basis. Prepare
and submit monthly validation billing reports, track and record validation collections
and receivables.
• Facility Supplies. Maintain sufficient inventory of materials and supplies for the
parking facility operations.
Ambassadors - The primary hours for the Ambassador's will be dictated by the
demands of the property. The Ambassador is responsible for day to day operations of
the exit payment kiosks to assist customers. The scheduled ambassador hours for the
North Beach Parking Plaza parking facility are 7 days per week from 7am-9pm. The
primary duties and responsibilities of the Ambassador's would consist of:
• Assisting Patrons. Courteously assisting patrons by answering any possible
questions and giving appropriate direction both on-site and to surrounding areas. If
the patron is experiencing a problem, the Ambassador should assist the patron to
the best of his/her ability and if necessary refer the problem to the manager.
Ambassador's will be outside their booths every morning and afternoon greeting and
directing customers.
• Processing Tickets. Accurately processing all cash and tickets through their
station in accordance with established policies and procedures.
• Maintenance. Assisting with any general maintenance tasks as directed by the
Senior Operations Manager.
• Reporting. Reporting any known observed or suspected violations of company
policy, safety hazard or any unusual occurrence or matter to the Senior Operations
Manager in a timely manner.
� Knowledge of Facilities. Having a thorough knowledge of all areas of the parking
facility and the surrounding areas.
• Appearance. Maintaining a neat and clean appearance and being in complete
uniform at all times.
• Knowledge of Streets and Landmarks. Having a thorough knowledge of the
streets and landmarks in the area of the parking facility and all major roads and
intestates out of the city as well as directions to all major city landmarks and
destinations.
Maintenance Porters — It is important that the maintenance of the facility begins prior
to the arrival of vehicles in order to evaluate the overall condition of the facility with no
vehicles present. Maintenance will also take place after all major special events. The
schedules hours of maintenance Porter coverage is M-F 7AM-3PM.
Not only does proper maintenance set the comfort level for visitors of the project, just as
importantly it protects the owner and manager from potential exposure to liability. The
primary duties and responsibilities of the Maintenance staff would consist of:
� Assisting Patrons. Provide assistance for customer who cannot locate their
vehicles, have dead batteries or need general assistance. Direct customers to
parking office in the event of major mechanical malfunctions or keys locked in a
vehicle.
• Cleaning. Pick-up trash and empty trash cans throughout the facility. Mop traffic
islands and other equipment to keep them free of exhaust dust. Remove spider and
cobwebs from stairwells and light fixtures; change sand in the cigarette receptacles
on a regular basis; and wipe windows and glass doors. Follow customized facility
daily/weekly maintenance schedule.
• Safety. Provide service of constantly surveying changing conditions in the garage.
Locate oil spots and apply oil dry as needed to prevent potential slip and fall injuries.
Report suspicious people or hazardous conditions to the Operations Manager or
security.
• Maintenance. Assisting in the maintenance and repair of parking equipment and
any general maintenance tasks as directed by the Operations Manager.
• Painting. Maintain appearance of the facility by keeping walls, curbs, islands,
equipment, bollards and cashier area freshly painted.
• Appearance. Maintaining a neat and clean appearance and being in complete
uniform at all times.
Securitv Plan
Because people are less likely to return to a parking facility in which they do not feel
safe, we are extremely sensitive to the importance of providing a parking environment
that the public perceives to be safe and secure. We continually work with our clients and
their security consultants to implement enhanced facility safety initiatives.
Conspicuous Personnel Presence
A security/ambassador presence must be clearly visible to both the patrons and
unauthorized persons throughout the facility. Our facility personnel are trained to
understand that they play a key role in conveying an image of a secure facility. A
Parksimple Ambassador will be present in the facility 7 days per week between the
hours of 7AM-9PM.
Cleanliness, Briqhtness
A clean, well-maintained and bright parking environment affects not only the facility's
general aesthetic appeal, but also a patron's perception of safety and security. Thus,
our stringent inspection, maintenance and housekeeping standards provide the added
benefit of enhancing this important perception.
Vehic% Escort Service
Our parking facility personnel are pleased to accompany any patrons who so wish to
their vehicles. The availability of this service can be communicated through signage
appropriately placed throughout the facility (for example, on signs at elevator vestibules
or by marking any vehicles used at the facility).
Police Coveraqe
Because the North Beach Parking Plaza parking facility will be a"City" owned asset, it is
recommended to have the Police Department patrol the facility as part of their regular
beat route. This would be supplemental and not a requirement of the City.
Video Surveillance
Video CCTV will monitor high vehicular and pedestrian traffic areas within the facility.
Areas that may be designated high traffic include but are not limited to the points of
ingress/egress, elevators and stair well entry exit points.
Cleaning and Maintenance
A parking facility is more than just a place to leave a car. Because it often makes the
critical first and last impressions that a customer retains regarding the overall property or
area itself, we take facility appearance very seriously. At Parksimple, every manager is
trained extensively on proper parking facility maintenance. ft starts with personnel and
then requires comprehensive training to develop a complete maintenance crew. With our
detailed maintenance check list, our team is able to control and monitor the daily, weekly
and monthly tasks of our people. These check lists are modified after a comprehensive
walk through of the facility with our clients (typically the project engineer) and customized
to cover all aspects of a particular property.
Parksimple provides general maintenance, including, but not limited to, cleaning,
sweeping, routine touch-up painting, replacement of light bulbs, and minor repairs to
equipment, as well as landscaping, preventive maintenance and degreasing. It is
recommended that once a year (preferably winter January and February) a thorough
power washing be completed in the decks to wash away contaminants caused by
saltwater that can affect a buildings structural integrity. Additionally, regular sweeping is
recommended to help keep the facility clean and free of brake dust.
Our maintenance programs contain daily, weekly, and monthly maintenance schedules
to help in defining the timing and priority of the tasks. Our manager will perform daily
inspections to ensure proper maintenance. A sample of our facility maintenance checklist
can be provided for your review.
Our staffing plan includes cross trained employees and maintenance porter coverage
Monday-Friday 7AM-3PM.