AGREEMENT EXPIRATION CERTIFICATERETURN TO:
FIDELITY NATIONAL TITLE
ATTN: JENNIE CLAYTON
5690 W. Cypress Street, Suite A
Tampa, FL 33607
File No 15—Ig5,i
THIS INSTRUMENT PREPARED BY AND
AFTER RECORDING RETURN TO:
SAMUEL E. POOLE III, ESQ.
BERGER SINGERMAN LLP
350 E. LAS OLAS BLVD.
SUITE 1000
FORT LAUDERDALE, FLORIDA 33301
Documeict€ CTPQNICALLY Recorded
Records on krvtAkr,s Cou :,ty FL
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Instrument #
Filed Date J% Time �}� .,___
Submitted Fi elhty National Title of Hdrida
AGREEMENT EXPIRATION CERTIFICATE
THIS AGREEMENT EXPIRATION CERTIFICATE (this "Certificate ") is made this
29th day of January, 2016, by 301 SOUTH GULFVIEW LLC, a Delaware limited liability
company, whose address is c/o Glass Ratner Management & Realty Advisors LLC, 3424
Peachtree Road, Atlanta, GA 30326, (the "Owner ") as successor to Crystal Beach Capital, LLC,
a Florida limited liability company ( "Developer "), and the CITY OF CLEARWATER,
FLORIDA, a Florida municipal corporation, whose address is 112 S. Osceola Avenue,
Clearwater, FL 33756 (the "City ").
RECITALS
A. The Developer is the assignee of rights pursuant to that certain Assignment and
Assumption of Second Amended Restated Development Agreement recorded in Official Records
Book 14120, Page 1345 of the Public Records of Pinellas County, Florida (the "A &R
Assignment "). The A &R Assignment was confirmed by that certain Confirmation of Consent
by City to Assignment and Assumption Agreement recorded in Official Records Book 14120,
Page 1344 of the Public Records of Pinellas County, Florida (the "Consent"; the A &R
Assignment and Consent are collectively referred to as the "Assignment ").
B. The Developer, pursuant to the Assignment, and the City are parties to that certain
Second Amended and Restated Development Agreement recorded in Official Records Book
13996, Page 2409 of the Public Records of Pinellas County, Florida (the "A &R Development
Agreement "). The A &R Development Agreement was amended by that certain First
Amendment to Second and Amended and Restated Development Agreement for Property in the
City of Clearwater recorded in Official Records Book 14924, Page 1070 of the Public Records of
Pinellas County, Florida ( "First Amendment"), which First Amendment was approved by the
City of Clearwater in Resolution No. 06 -06 recorded in Official Records Book 14894, Page 248
of the Public Records of Pinellas County, Florida ( "Resolution "), and was subsequently
amended by that certain Second Amendment to Second Amended and Restated Development
Agreement for Property in the City of Clearwater, Florida recorded in Official Records Book
15677, Page 1520 in the Public Records of Pinellas County, Florida (the "Second Amendment";
the A &R Development Agreement, First Amendment, Resolution, and Second Amendment are
collectively referred to as the "Development Agreement ").
6910766 -2 1
C. Owner acquired all of Developer's rights, title and interest in and to the real
property that is the subject of the Development Agreement pursuant to that certain Certificate of
Title issued by the Clerk of the Circuit Court of Pinellas County on September 18, 2013 and
recorded in BK 18165, Page 1494 of the Public Records of Pinellas County Florida.
D. Pursuant to Section 18.18, Paragraph 1 of the Development Agreement, the
Development Agreement expired by its terms on November 18, 2014.
E. Pursuant to Section 18.18, Paragraph 2 of the Development Agreement, upon
completion of the term of this Development Agreement, the parties to the Development
Agreement are to execute an Agreement Expiration Certificate, which Agreement Expiration
Certificate shall constitute and provide a conclusive determination of satisfactory completion of
all obligations under the Development Agreement and the expiration of the Development
Agreement.
F. The Development Agreement has not been terminated pursuant to an Agreement
Expiration Certificate or otherwise.
G. Pursuant to Section 18.18 of the Development Agreement the Owner and City
desire to terminate the Development Agreement by this Agreement Expiration Certificate.
NOW THEREFORE, for the sum of Ten and 00 /100 Dollars ($10.00) and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Owner and City state the following:
1. Recitals. The above recitals are true and correct and are expressly incorporated
into and form a part of this Agreement Expiration Certificate.
2. Termination of the Development Agreement. The Owner and City hereby
terminate the Development Agreement which shall be of no further force and effect except as
otherwise specifically provided in this Agreement Expiration Certificate. Execution of this
Agreement Expiration Certificate shall be deemed a conclusive determination of satisfactory
completion of all obligations under the Development Agreement and the expiration and
termination of the Development Agreement.
3. Survival of Concessions License. The Owner and City agree that the Concessions
License established by Section 5.04, Paragraph 7 of the Development Agreement, including
without limitation those terms thereof memorialized by the execution of the License Agreement
attached to the A & R Development Agreement as Exhibit "K" (and as said Exhibit "K" may
have been amended by the First Amendment and Second Amendment), shall survive the
termination and expiration of the Development Agreement.
4. Survival of Certain Restrictions. The Owner and the City agree that the
restrictions set forth in the following recorded instruments shall survive in accordance with their
terms notwithstanding the termination and expiration of the Development Agreement:
Declaration of Unity of Title recorded in Official Records Book 15252, Page 440 and Official
Records Book 15276, Page 35 of the Public Records of Pinellas County, Florida; Declaration of
Covenants and Restrictions recorded in Official Records Book 15252, Page 435 of the Public
Records of Pinellas County, Florida; and Declaration of Covenants and Restrictions recorded in
Official Records Book 16732, Page 1973 of the Public Records of Pinellas County, Florida.
6910766 -2 2
IN WITNESS WHEREOF, the Owner and City have executed this Agreement Expiration
Certificate as of the day and year first written above.
WITNESSES:
Print
301 SOUTH GULFVIEW LLC,
a Delaware limited liability company
By: GlassRatner Management & Realty Advisors
LLC, a Georgia limited liability company, its
Manager
By:
ame: cc kits Name:
Title:
STATE OF GP 011G1
COUNTY OF(�1 ���►
The
Ian qa
GlassRatner
Manager of
company.
) SS.:
q /✓ fr v K'
foregoing instrument was acknowledged before me this 2 °O day of
, 2016 by I oni Potyli9r as M- evr, ID? y of
Management & Realty Advisors LLC, a Georgia limited liability company, as
301 South Gulfview LLC, a Delaware limited liability company, on behalf of the
He /she is personally known to me or has produced
as identification.
My commission expires:
Alyssa N Lampertz
Notary Public, Fulton County, GA
My Commission Expires August 5, 2018
•
NOTARY PUBLIC, State of (0 (11
Print Name: A I (j S5G1 N . Lai m f f rt -
[ADDITIONAL SIGNATURES APPEAR ON FOLLOWING PAGE.]
3
CRYSTAL BEACH CAPITAL DEVELOPMENT (HYATT) AGREEMENT EXPIRATION
CERTIFICATE
Countersigned:
Jay E. Polglaze, Vice Mayor
By:
Approved as to form: Attest:
CITY OF CLEARWATER, FLORIDA
William B. Home II
City Manager
P-v1):4 ,±fizotta4_1/4_-
Pamela K. Akin
City Attorney
[GM07 -9216B -01 0/ 1 794 82/ 11
Rosemarie Call
City Clerk
6910766 -2 4
THIS INSTRUMENT PREPARED BY AND
AFTER RECORDING RETURN TO:
SAMUEL E. POOLE III, ESQ.
BERGER SINGERMAN LLP
350 E. LAS OLAS BLVD.
SUITE 1000
FORT LAUDERDALE, FLORIDA 33301
AGREEMENT EXPIRATION CERTIFICATE
THIS AGREEMENT EXPIRATION CERTIFICATE (this "Certificate ") is made this
day of , 2016, by 301 SOUTH GULFVIEW LLC, a Delaware limited liability
company, whose address is c/o Glass Ratner Management & Realty Advisors LLC, 3424
Peachtree Road, Atlanta, GA 30326, (the "Owner ") as successor to Crystal Beach Capital, LLC,
a Florida limited liability company ( "Developer "), and the CITY OF CLEARWATER,
FLORIDA, a Florida municipal corporation, whose address is 112 S. Osceola Avenue,
Clearwater, FL 33756 (the "City ").
RECITALS
A. The Developer is the assignee of rights pursuant to that certain Assignment and
Assumption of Second Amended Restated Development Agreement recorded in Official Records
Book 14120, Page 1345 of the Public Records of Pinellas County, Florida (the "A &R
Assignment "). The A &R Assignment was confirmed by that certain Confirmation of Consent
by City to Assignment and Assumption Agreement recorded in Official Records Book 14120,
Page 1344 of the Public Records of Pinellas County, Florida (the "Consent "; the A &R
Assignment and Consent are collectively referred to as the "Assignment ").
B. The Developer, pursuant to the Assignment, and the City are parties to that certain
Second Amended and Restated Development Agreement recorded in Official Records Book
13996, Page 2409 of the Public Records of Pinellas County, Florida (the "A &R Development
Agreement "). The A &R Development Agreement was amended by that certain First
Amendment to Second and Amended and Restated Development Agreement for Property in the
City of Clearwater recorded in Official Records Book 14924, Page 1070 of the Public Records of
Pinellas County, Florida ( "First Amendment "), which First Amendment was approved by the
City of Clearwater in Resolution No. 06 -06 recorded in Official Records Book 14894, Page 248
of the Public Records of Pinellas County, Florida ( "Resolution "), and was subsequently
amended by that certain Second Amendment to Second Amended and Restated Development
Agreement for Property in the City of Clearwater, Florida recorded in Official Records Book
15677, Page 1520 in the Public Records of Pinellas County, Florida (the "Second Amendment ";
the A &R Development Agreement, First Amendment, Resolution, and Second Amendment are
collectively referred to as the "Development Agreement ").
[GM07- 9216B- 010/179482/1 ]
6910766 -2 1
C. Owner acquired all of Developer's rights, title and interest in and to the real
property that is the subject of the Development Agreement pursuant to that certain Certificate of
Title issued by the Clerk of the Circuit Court of Pinellas County on September 18, 2013 and
recorded in BK 18165, Page 1494 of the Public Records of Pinellas County Florida.
D. Pursuant to Section 18.18, Paragraph 1 of the Development Agreement, the
Development Agreement expired by its terms on November 18, 2014.
E. Pursuant to Section 18.18, Paragraph 2 of the Development Agreement, upon
completion of the term of this Development Agreement, the parties to the Development
Agreement are to execute an Agreement Expiration Certificate, which Agreement Expiration
Certificate shall constitute and provide a conclusive determination of satisfactory completion of
all obligations under the Development Agreement and the expiration of the Development
Agreement.
F. The Development Agreement has not been terminated pursuant to an Agreement
Expiration Certificate or otherwise.
G. Pursuant to Section 18.18 of the Development Agreement the Owner and City
desire to terminate the Development Agreement by this Agreement Expiration Certificate.
NOW THEREFORE, for the sum of Ten and 00 /100 Dollars ($10.00) and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Owner and City state the following:
1. Recitals. The above recitals are true and correct and are expressly incorporated
into and form a part of this Agreement Expiration Certificate.
2. Termination of the Development Agreement. The Owner and City hereby
terminate the Development Agreement which shall be of no further force and effect except as
otherwise specifically provided in this Agreement Expiration Certificate. Execution of this
Agreement Expiration Certificate shall be deemed a conclusive determination of satisfactory
completion of all obligations under the Development Agreement and the expiration and
termination of the Development Agreement.
3. Survival of Concessions License. The Owner and City agree that the Concessions
License established by Section 5.04, Paragraph 7 of the Development Agreement, including
without limitation those terms thereof memorialized by the execution of the License Agreement
attached to the A & R Development Agreement as Exhibit "K" (and as said Exhibit "K" may
have been amended by the First Amendment and Second Amendment), shall survive the
termination and expiration of the Development Agreement.
4. Survival of Certain Restrictions. The Owner and the City agree that the
restrictions set forth in the following recorded instruments shall survive in accordance with their
terms notwithstanding the termination and expiration of the Development Agreement:
Declaration of Unity of Title recorded in Official Records Book 15252, Page 440 and Official
Records Book 15276, Page 35 of the Public Records of Pinellas County, Florida; Declaration of
Covenants and Restrictions recorded in Official Records Book 15252, Page 435 of the Public
[GM07 -9216B -010/ 179482/ 11
6910766 -2 2
Records of Pinellas County, Florida; and Declaration of Covenants and Restrictions recorded in
Official Records Book 16732, Page 1973 of the Public Records of Pinellas County, Florida.
IN WITNESS WHEREOF, the Owner and City have executed this Agreement Expiration
Certificate as of the day and year first written above.
WITNESSES: 301 SOUTH GULFVIEW LLC,
a Delaware limited liability company
Print Name:
Print Name:
STATE OF )
) SS.:
COUNTY OF )
By: Glass Ratner Management & Realty Advisors
LLC, a Georgia limited liability company, its
Manager
By:
Name:
Title:
The foregoing instrument was acknowledged before me this day of
, 2016 by as of Glass
Ratner Management & Realty Advisors LLC, a Georgia limited liability company, as Manager
of 301 South Gulfview LLC, a Delaware limited liability company, on behalf of the company.
He /she is personally known to me or has produced
as identification.
My commission expires:
NOTARY PUBLIC, State of
Print Name:
[ADDITIONAL SIGNATURES APPEAR ON FOLLOWING PAGE.]
[GM07- 9216B- 010/179482/11
6910766 -2 3
CRYSTAL BEACH CAPITAL DEVELOPMENT (HYATT) AGREEMENT EXPIRATION
CERTIFICATE
Countersigned:
CITY OF CLEARWATER, FLORIDA
By: .mow . .,14444,ez.
William B. Horne II
City Manager
Approved as to form: Attest:
Pamela K. Akin
City Attorney
[GM07- 9216B- 010/179482/11
Rosemarie Call
City Clerk
6910766 -2 4