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19-01RESOLUTION NO. 19-01 A RESOLUTION OF THE CITY OF CLEARWATER, FLORIDA AMENDING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF CLEARWATER AND NESC, LLC; PROVIDING AN EFFECTIVE DATE. WHEREAS, the City and the Developer are parties to that certain Hotel Density Reserve Development Agreement (the "Agreement") dated July 27, 2012, and the Agreement is attached as Exhibit "A;" and WHEREAS, the City and the Developer desire to amend certain terms and provisions of the Agreement, as more fully set forth in the attached Exhibit "B;" and, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section1. The FIRST AMENDMENT TO THE HOTEL DENSITY RESERVE DEVELOPMENT AGREEMENT between the City of Clearwater and NESC, LLC, a copy of which is attached as Exhibit "B," is hereby approved. Section 2. This resolution shall take effect immediately upon adoption. Section 3. The City Clerk is directed to submit a recorded copy of the Development Agreement to the state land planning agency no later than fourteen (14) days after the Development Agreement is recorded. PASSED AND ADOPTED this lq" day of 40C/ZUAiLi , 2019. George N. Cretekos Mayor Approved as to form: Attest: frPtivit4 Pc3. Michael P. Fuino Assistant City Attorney Rosemarie Call City Clerk Resolution No. 19-01 AMENDMENT TO DEVELOPMENT AGREEMENT THIS AMENDMENT TO DEVELOPMENT AGREEMENT ("AGREEMENT") is dated the day of , 2018, and entered into by and between NESC, LLC, a Florida limited liability company, successor in interest to Louis Development, LLC ("Developer"), its successors and assigns, and the CITY OF CLEARWATER, FLORIDA, a municipality of the State of Florida acting through its City Council, the governing body thereof ("City"). WITNESSETH: WHEREAS, Developer and the City entered into that certain Development Agreement dated July 27, 2012 (the "Development Agreement") a full copy of which is attached hereto as Exhibit 1 relating to that certain real property located at 443 East Shore Drive, Clearwater, FL 33767 (the "Property"); and WHEREAS, Developer and the City acknowledge and agree that a minor revision to the design of the Project which is the subject of the Development Agreement was approved by the Community Development Coordinator pursuant to Section 4-406(A) of the Community Development Code on August 22, 2018; and WHEREAS, on October 1, 2018, Developer filed two applications to transfer a total of five overnight accommodation units from 22 Bay Esplanade and 699 Bay Esplanade to 443 East Shore; and WHEREAS, pursuant to the Developer's applications to transfer density rights to the Project the Developer and the City agree to increase the number of total number of overnight accommodation units in the Project from 134 to 139 units, to increase the required parking spaces from 177 spaces to 187 spaces, and to amend certain other provisions of the Development Agreement as set forth herein; NOW THEREFORE, in exchange for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Developer and the City agree as follows: RECITALS: 1. The recitals listed above are true and correct and incorporated herein by reference. AMENDMENT TO RECITALS: 2. The seventh (7`h) recital of the Development Agreement is hereby deleted and the following is substituted in lieu thereof: "WHEREAS, upon completion the planned resort will contain 139 units, which includes Seventy -One (71) units from the available Beach by Design Hotel Density Reserve;" E4 6r, 3. Amendment of SECTION 4. Scope of Project. Section 4.1 is hereby deleted, and the following is substituted in lieu thereof: "4.1 The Project ("Project") shall consist of no more than 139 overnight accommodation units, to be traditional overnight accommodation units. The proposed density is 110.32 units per acre, which is well below the allowed 150 units." 4. Section 4.2 is hereby deleted, and the following is substituted in lieu thereof: "4.2 The Project ("Project") shall include 187 parking spaces as defined in the Community Development Code, 167 of the parking spaces shall be dedicated to the 139 overnight accommodation units, and 17 spaces shall be dedicated to the public boat slips." 5. Amendment of SECTION 6. Obligations under this Agreement. Section 6.1.8 is hereby added: "6.1.8 Limitation on Amplified Music. Developer agrees that there shall be no outdoor amplified music at the Hotel after 11:00 p.m. on Sunday through Thursday, or after 12:00 midnight on Friday and Saturday." 6. Amendment of SECTION 13. Notices. The notice addresses for Developer are hereby deleted, and the following is substituted in lieu thereof: "If to the Developer: With Copy to: NESC, LLC David Leatherwood 500 Sawgrass Place Sanibel, FL 33957 Brian J. Aungst, Jr., Esquire Macfarlane Ferguson and McMullen 625 Court Street, Suite 200 Clearwater, FL 33756" 7. Amendment of Exhibit "B". Exhibit "B" to the Development Agreement is hereby deleted and Amended Exhibit "B" attached hereto is substituted in lieu thereof. 8. No Further Changes. Except as set forth herein there are no further changes, amendments or modifications to the Development Agreement. [ remainder of this page is blank — signature page follows] Print Name: 1,-0 Print Name: t,Jha�/qty As to "Developer" Print Name: Print Name: As to "City" Developer: NESC, LL By: David Leatherwood City: CITY OF CLEARWATER, FLORIDA By: William B. Horne II, City Manager Attest: Rosemarie Call, City Clerk Countersigned: George N. Cretekos, Mayor Approved as to Form: Mike Fuino Assistant City Attorney AMENDED EXHIBIT "B" Site and Building Plans PREVIOUSLY APPROVED SUBMISSION : Site Cak 11.110.11Y256 :i""i \ _ Courtyard by Marriott 443 East Shore Drive Clearwater Beach, FL 33767 Louis Developments, LLC t 111�F111 . 1 , -- n p '''i1.10_ . . — ® Sao location Pion edi ,4 p � � • Site Notes - � y R+e1 Mr.ME�weoawarnawenr twrw ` •wawr.rom.wwr sawrw. � aq.� �•w.su w.a.wwan¢ wiw.sva.a I II 111 / \11 U Y FwnIM (!T n) 2. wrrm auarar� rrrw..i ww mr.. raneprw,(Ita Ma P M 11l �.. Ili w.11rwCrwaw.r, �- . 61111•::. •••1••I *hi, mYraarw.lwar �4 awu • JIM I .. Oa. rob arn.m.or bib 011.111tuthanadY411. al C. R O V o e.P \limiler.g. ....� rwww_r. rmar YamwP:r... IC II i 4 _ rwaawb rwowW.w.sr sem Mend roar. 1 S I111! Wig i Lliie Palli• d!! Site Data ®...,..i.,0, IIIL u Biel...... i!!!- Hui FFE: R.W N Drawings ! lees aifili PA gb Naa: 0.91 aaraa MOL II •924119 Footprint 31827 square NM Nun* N Stands: 7 Gwal Rooms 19. Parking 6qua: AP:nYMa: • *a an* n T.i Able opeco• 0.6 01.1,177 o • 1 / __ Standard: 192 Tela v] Reath* Puanv Ca1aN1Nn. doter. 1H harm. 1.2- 199 Marina: SO aeP. mlai Cw P,i�a• 1• dile t.:=1.3.'w1, � .. .. _ \\\ f____ 1111 ..1: rarPi, ____________ J1 o991c12. 17 Tot. Pa*. Remind ,n Pah.. SaAWW LovN, ADA 1h19(9'aNN) 2 ar ® O s1'. ,. Pala 3:01."' gtREET PAPAYA Ra99W W19 9] Lams 2 ADA 12a19(SA* 2 Ro9vNr 9a1• 72*a Laval ] ADA 12x1•(5 .1.89 : Ravi. ADO N. R.• n NN1: 157 UV 00E Vit10314 Ste Se PM ovg X* NUMBER ,MAIOnnd aster MAWR A-1.1.0 . 25.f.. REVISED SUBMISSION: 10/8/18 \ =Ste n,.A�.M -- 2,..., II I • p b q apl , ♦ ♦ \ ® SIM Location Plan Courtyard by Marriott 443 East Shore Drive Clearwater Beach, FL 33767 Louis Developments, LLC U e • a q ♦ Site Notes 1. mese ars see* nano re ...Isms sem. Fleur Marina M ) \\\\\ m.tian ..R 1... .. liAire* Ws ..aeraww.�tm C.�een.YOwmCs.rav COURTYARD )arriott _ IZ O6 1I I N, es redoes. cos...sews mot* sea weer ...sir we... aserenes. RYC Y.4 sesseneoess. • IMilII ..+410/0.41 PY. .O rasa . r111.11.1•11 s.Y weesees Is seam. i�iiiir;.�iit-i�ii�wiiiiN= PP = i::::::I g a I �� it iirT it i s \\\ Site Data M• .r Ili. :l ; �lt= i= ::iy..• l- : FM: Rehr b CMI Ass. ll s i.. - \- BIM Ars: 0.04sa. .. MOL 111- i ® &Mn. Fotpbe: 3127 square MN Number astedp7... Ousel Rooms 130 t SI Masked Prtln.Cdculdbne II. • a • I(S I 1]. rooms a l.2-187( Matins: wFNMMtcstPwk•te---- ciltu • 1�^�.,.. 4 . 11 oleic t ToW Pleat* Requital 104 Level 1 ADA 12110(Vash) 2 ® ® B1' R2Ol.Mnnce Plan PAPAYA B T REST R pula MS 37 Laval ADA 'NM (5.MY) 2 \ RepastO n 72 Sale Level ] ADA 1z.181T.YM) 2 Rr sate RegularM Orarat Mat 10 MT DATE Iliall2014 IS OD 5•111 DAIE tenses JOG MAWR ,.M, SWEET PAW Ms Marne. SHEET RUMS. A-1.1.0 -M • PREVIOUSLY APPROVED SUBMISSION Wimp. 110% Marilee SOY Waal I. 0 V 5 A 0 V Brand Verson WO. N. polareekva Oan.114.1. 11/31c ep•on dig REVISED SUBMISSION: 10/8/18 S'S) fr.ri ..r .r.: i .r.r 1 .e r (71)1i:5 6 r i e -r1 O uo extended owe [ 447 I South Corridor Y. ext.Se..1 I wxt I cni C.3 .:• �tji�s oz qo .].w. Lwi i insA .Rq. . 412 I 4 --- O O O _ O p rvill•Ndlio•-• Mora 13.5 1.1•ASsil Salad* ATA 014,01 kfterna Kra 41161 04461 P1 5 A 0 tame Vereart Don EL TEA.. INA. :w:. dig EDIT DATE TAISCIAISIVIO TEES ISSUE DATE SCALE .1010 SLEASEIR 1.01 SHEET MULE LonlE Rem PHA SHEET IOADIEFFI A-1.1.4 41 1 1 1 � � g t�Y f r +c I IT ri r r i' � 3l� Ph f + 3 t it r 1 tj la til tri •�t ,I 111,11 1 t ra jf, • !11 tf :� 1r 1 !t jE !P} :1r t • P i1 Courtyard by Marriott COURTYARD° 443 East Shore Drive ,Wtrnott Clearwater Beath, FL 33787 Louis Developments, LLC 444411044 MY. 4.4l 144 014 4144114, A:14am n4011444* rjp 0 C g 4,4 4444,4 114.1 woo. 6..4 • lee I ea 0 - — - 4.444•44 444,4041 11 01 ® r-- •-• .. r ® ® ••6 Mil•gi&M.#0•10 "Perm nuomo ) ct.0 Si 9 ' ' -9- ' _ r 01.1.1411.0 91.41.Pall Si* P.1 IMP &P.M KW 111.11.0.111 a. %PP d Nat VW 11..1 a .13111.6.11 IMP AMMO VW WO &WO 11••111.,•• ...r.,103 .11 I .011.1 tgall.F.,0014 0•••• 1 •• •••••1114.1.41 ' -4., ...A 0--, - - - - - - - - , r- 0.11111.4 1 811 T C5t16, (5 ••41{ (If) niP n j tg Ag r 7 @ ilEil l + t y,g t -pc1' ®-- pan N GQ `.41 0Y ;L1 t- ..• .........,-t- NNW (z Ld sr.._. -1- - — - 1 t r • .w s. asACS - • coo jCourtyard by Marriott COURTIMRD° 443 Eaat shore Drive Clearwater Beady, FL 33787 Aamott Louis Developments, LLC • ;Immo � ANGUIRL sct°.___:ui 7. • .Oti Lf' f t11-0.-_.-- O raj r= r Q t 0 0 V O Lam: . Nmemoinyeev 61 66 0- 1 • a !. • •••-•4•47!.7 i• • WW1, W. • • H•T, • t(' • Courtyard by Marriott COURTYA-RD, 443 East Shore Drive Clearwater Beach, FL 33787 Asmott. Louis Developments, LLC 13"i'L-v __111111fettr 0- • Mid S) Imit-r7 ic) /0•••••••••••jr --- a+mr.orre r+.• : 411411 i6 .6446 6 MA— f•-•: — — — — —0 o� Q (?1 Q Q P _.�....Y -4-f-, 1 cav (' iil'Ilf1 '1 [1i' I w••www.y - (:)• e� b bA(S®b -b 4,1111 Tz- - t...i b b 6 It Bejpy 1:1 11 to FIEF /Ea E 1 BEE I ' BEE INN WS L92 Rd VAI -Lo3 CIA - IML 5211 [9.1 IBA pr. fi IRA .11111 1.7,1ke BEE _VW Ell _ 111 liN71 II IN le MI -151 1 -- —0 1 11W” I/1 I 11 r it O 111 1i/fa— t I gi - ; Courtyard by Marriott 1111/1 COURTYARD° ciew.vater443EastBoachShm:aprive33767 -14 AamOtt. Louis Developments. LLC A247= S. 11.•.1q4,6 n]IP .1111111 1.101.01•0 gmelm. ••••••• .••••••••151111a I•••/ .111•••• I oemes;•••••• - •••1••••••••• 614 — &VAST ."" 1 al .6 1,6 8.1••••••••11.41 ••••••.••••••••• ,e) .1.1.1111 .11•••••••••• r- I /0 I 1/ A i a -j 7 51.1-7 Rd - Pli - Ali 1 ea I , 1 h lel VIP - a Courtyard by Marriott COURTYARD"' 443 East Shore Drive Clearwater Beech, FL 33767 Aamott. Louis Developments, LLC :(01 )4 01 tilio LK1E— Courtyard by Marriott 443 East Store Drive II COURWARD' cLouis DelepatinFts.T7 iurnott. COURTYARD° • )iamott Courtyard by Marriott 443 East Shore Drive Clearwater Beads, FL 33787 Louis Developments, LLC COtyatdbyMaJnOIt 443 East Drive covxrYD® • ammeter B„cti, FL 33787 Aamoft Louis Developments, LLC EXHIBIT 1 Development Agreement dated July 27, 2012 $222.50 CLKDMC4 ua�. 1,VVV CV. 10.7.7, VO/V1/4V1G OL 11:77 t]L1, tC.GLUALINta GO e.PAJ O KEN BURKE, CLERK OF COURT PINELLAS COUNTY, FL BY DEPUTY CLERK: DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT ("AGREEMENT') is dated the a7= _ day of July, 2012, and entered into between Louis Developments LLC, a Florida, ss,', limited liability company ("Developer"), its successors and assigns, and the CITV'OF % CLEARWATER, FLORIDA, a municipality of the State of Florida acting through'dts/',' City Council, the governing body thereof ("City"). RECITALS: WHEREAS, one of the major elements of the City's revitalization $ott- s a preliminary plan for the revitalization of Clearwater Beach entitled Bettch by Des(gn; and WHEREAS, Sections 163.3220 - 163.3243, Florida Statutes, which set forth the Florida Local Government Development Agreement Act,("Act"), authorize the City to enter into binding development agreements with Persons *ing,i>legal or equitable interest in real property located within the corporate 81iti3s of tlie,Ci'jy; and WHEREAS, under Section 163.3223 of,the A t;�file City has adopted Section 4- 606 of the City of Clearwater Community,Pevelbpinpt Code ("Code"), establishing procedures and requirements to considerand enter into e"velopment agreements; and WHEREAS, Beach by Asigny,Prppose�' additional hotel units to equalize development opportunities on ,ttje beach' and -ensure Clearwater Beach remains a quality, family resort community by' ncthgr provipg for a limited pool of additional hotel units ("Hotel Density Reserve")'io`biesmat1e available for such mid-sized hotel projects; and WHEREAS,'�tlte,Develope3�dwns and controls approximately 1.26 acres of real property ('Proper'.) ("Prop,erW),iir tir corporate limits of the City, consisting of 1.26 acres of upland from the face of tfie {wa more particularly described on Exhibit "A" attached hereto and incorportied hereii% �nd� WH RhAS,ih'e Developer desires to develop the Property by demolishing three sing„kgpry dated structures used for overnight accommodations in order to add additional <p�ern kt aedonfmodation units, a restaurant not to exceed six thousand five hundred 05,00 sgti re feet, fifty (50) boat slips without fueling facilities, ground level pool, new K .. Lobb' `a parking garage and additional remote ground level parking spaces, all of which generally conform to the architectural elevation dimensions shown in composite 'lyxli`ilsit "B"; and WHEREAS, upon completion the planned resort will contain 134 units, which includes Seventy -One (71) units from the available Beach By Design Hotel Density Reserve; and WHEREAS, the City has conducted such hearings as are required by and in accordance with Chapter 163.3220 Fla. Stat. (2011) and any other applicable law; and PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1834 WHEREAS, the City has determined that, as of the Effective Date of this', Agreement, the proposed project is consistent with the City's Comprehensive Plan and Land Development Regulations; and - - - WHEREAS, the City has conducted public hearings as required by §§ 4-20C'nd ' ; ` 4-606 of the Community Development Code; and -;-' WHEREAS, at a duly called public meeting on July 19, 2012, the City Council ss,, s,% approved this Agreement and authorized and directed its execution by the',appropriatO officials of the City; and , - - - - ' • ' ' WHEREAS, the City has previously approved the construction of fifty; 00) boat slips on the Property, as set forth in and limited by the City in I)evelopthent Order FLD2009-02009-443-460-462-463 East Shore Drive (the "Boat Slip D.O."); &nd WHEREAS, the Boat Slip D.O. was extended. 4ursuant> to S.B. 360 and subsequent legislative amendments as evidenced by,le ter of *le) may be entitle to additional extensions; and WHEREAS, the Community Development 'Uogid approved the design and site plan as a Flexible Development on Jupe 19, 20,1,2,s; 'tioned upon the approval and execution of this Agreement; and; ' WHEREAS, approval,'oP `this; Agreement is in the interests of the City in furtherance of the City's go*of entianbing the viability of the resort community and in furtherance of the objectivvi'fBeach by .Resign; and WHEREAS, Oeve,kiper liar: approved this Agreement and has duly authorized certain individuals tQ e)cic�ite this Agreement on Developer's behalf. j STATEMENT OF AGREEMENT t, In`consid'�ration of and in reliance upon the premises, the mutual covenants coil 1ned- he rn, and other good and valuable consideration, the receipt and sufficiency <p(Whtcfi sie hereby acknowledged, the parties hereto intending to be legally bound and in abgocdaice with the Act, agree as follows: , Ss,% ,SECTION 1. Recitals. The above recitals are true and correct and are a part of 'tfiis agreement. SECTION 2. Incorporation of the Act. This Agreement is entered into in compliance with and under the authority of the Code and the Act, the terms of which as of the date of this Agreement are incorporated herein by this reference and made a part of this Agreement. Words used in this Agreement without definition that are defined in the Act shall have the same meaning in this Agreement as in the Act. C6. u \Roge>r MvelopineW0I une,R\I-I3-12v.I Page 2 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1835 SECTION 3. Property Subject to this Agreement. The Property described in Exhibit "A" is subject to this Agreement ("Property"). 3.1 The Property currently has a land use designation of Resort Facilities High; - ; `,' `•, (RFH) and is zoned Tourist (T).II 11 3.3 The Property is generally located at North East corner of Papaya!,Street arid' East Shore Drive, Clearwater, FL 33767, but includes a parcel on the -West sIO-a£ Est Shore Drive having an address of 460 and 462 East Shore Drive. Property is an assemblage of five parcels of land as more fully described in Exhibit 4A" attached hereto. • 3.2. The Property is owned in fee simple by the Developer. SECTION 4. Scope of Project. 4.1 The Project ("Project") shall consist of ne,`more,-tJ an 134 overnight accommodation units, to be traditional overnight iracommoda rj-units. The proposed density is 106.26 units per acre, which is well below tirlt aJkiw d, -t50 units. 4.2 The Project shall include 204Zrarking spags, as defined in the Community Development Code, of which 177 will )ie' provideci'byi'parking garage having 9 spaces on the ground level, and 84 spaces d,n', each the ; second and the third level, with 24 additional spaces being provided idea reriihte,,grouna level parking lot. • 4.3 The proposed. Weight .of thb, bgilding is 73.75 feet to the roof deck midpoint of the pitched roof, less than► th'a ZO'feet allowed. The elevator tower height of 85.5 feet is allowed pursuant to the'hiight dtflnition in the Code. 4.4 The.desigri-pf the Project, as represented in Exhibit "B", is consistent with Beach by Desipt." • 4:5, '``lie Prpjict shall include a fifty (50) slip boat dock, without fueling facilities, le;ca<ted ojhe eastern boundary of the Project ("Docks"). The Docks have been apiSr-Qved-by .4i� City under the Boat Slip D.O. The Finding of Fact and Conditions of < p ?oval ii t e -Boat Slip D.O. as extended are incorporated into this Agreement. A copy o%Oie Basats Slip D.O. as extended is attached hereto as Exhibit "E". ,% 14.6 The project shall comply with the Metropolitan Planning Organization `( i3j countywide approach to the application of concurrency management for transportation facilities. SECTION 5. Effective Date/Duration of this Agreement. 5.1 This Agreement shall not be effective until this Agreement is properly recorded in the public records of Pinellas County, Florida, and thirty (30) days have elapsed after having been received by the Department of Economic Opportunity pursuant I-,3-12v.I Page 3 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1836 to Florida Statutes Section 163.3239 and Clearwater Community Development Code Section 4-606.G. 2 (the "Effective Date"). 5.2 Within fourteen (14) days after the City approves the execution of this,-;', • `, Agreement, the City shall record the Agreement with the Clerk of the Circuit Court/kir ,%,% Pinellas County. The Developer shall pay the cost of such recording. The City shall.-;.' submit to the Department of Economic Opportunity a copy of the recorded (14)AgteeMent.'. within fourteenafter the Agreement ' days y is recorded. , , 5.3 This Agreement shall continue in effect until terminated; its atfii herein; but for a period not to exceed ten (10) years. SECTION 6. Obligations under this Agreement. _ -',, 6.1 Obligations of the Developer: 6.1.1 The obligations under this Agteeea'tentslial `lOinding upon and the benefits of this Agreement shall inure t9, the Dse ,i vglbpsuccessors in interests or assigns. , •- •6.1.2 At the time of deVelopmen t'of Ate Property, the Developer will submit such applications and documentatibn as are required by law and shall comply with the City's Co464p(igable atthe time of building permit review. 6.1.3 The .fo)rowini3 restions shall apply to development of the Property: ' • 's,`6.1.3;1' The -Property and improvements located thereon shall be developecl'ift substantial conformance with the Site and Building Plans iattachaEiasltibit "B" and approved by the Community Development Board ("ere) as case number FLD2012-03008 and the Boat Slip D.O. as axtendej.' Any minor revisions or changes to the Site Plan shall be conletit with the approved Site Plan and shall be approved by the - - ..s..;Planning Director as a minor modification, g n, pursuant to the Code. Any �ntxlifications determined by the Planning Director as either inconsistent \,'., �•, with the approved Site Plan or constituting a substantial deviation from the . approved Site Plan and thus requiring further approval by the CDB shall require an amendment to this Agreement in accordance with the procedures of the Act and the Code, as necessary and applicable. Any and all such approved and adopted amendments shall be recorded in the public records of Pinellas County, Florida. 6.1.3.2 The Developer shall obtain building permits within one (1) year of the date of this Agreement (the "Initial Term"), and shall thereafter timely obtain required certificates of occupancy, in accordance with Code Section 4-407. Nothing herein shall restrict Developer from seeking an extension of these time frames pursuant to applicable provisions of the ClitntARogasDevelnpenesiApaemnkk l _ 13.12v. I Page 4 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1837 Code and of the Florida Building Code or from seeking an amendment to this Agreement. 6.1.3.3 The Developer shall execute, prior to commencement„ a, mandatory evacuation/closure covenant, substantially in the fornnr,of Exhibit "C" that the accommodation use will closed as soon as practicable,/,' after a hurricane watch that includes Clearwater Beach is posstea= by -the. National Hurricane (1__ 4 _ . 1 , 6.1.4 Covenant of Unified Use. Prior to the issuance gf3he, tst'buildipg permit for the Project, the Developer hereby agrees to execute'and record in the Public Records of Pinellas County, Florida the covenant 'p unifieij)use and development for the Project Site providing that the Project Site` shallbe'kleveloped and used as a single project, the form of which covenant is attached as Exhibit "D"; provided however, that nothing shall preclud&tL a Developer from selling all or a portion of the Developer's Property in the event ttiat,Devaroper determines not to construct the Project. Additionally, priort4 the issu me'of the first building permit for the Project, the Developer herebY, sok-execute a Declaration of Unity of Title for the Project Site providi{ig that jht Project Site shall be developed and used as a single project, the form; of vivhich'Declaration of Unity of Title is available from the City Planning'Departmepl: ,`fs understood and agreed that, in the event that the Developer enteri enterinto the, dnticipated covenant of unified use and development, and the Develogr elects not to construct the Project and notifies the City of its election in, ting, end; l ematively, as of the date of expiration, termination or revocAtion any,righ0s9f Developer to incorporate the Hotel Density Reserve Units into'jhe,Prdlect, the City shall execute and deliver to the Developer a termination, �6 "such''ancenant of unified use and development suitable for recording in th'u is Records of Pinellas County, Florida. Additionally, the City shall execute add;' liver to the Developer a Release of Unity of Title suitable for recording til tlae.,Piiblii Records of Pinellas County, Florida. ‘,6.1.5 AiUocation of Units from Hotel Density Reserve; Return of Units to the •Ileserire- Pool. Covenant Regarding Use of Hotel Density Reserve Units. Sub"e'gt tp the terms and conditions of this Agreement, the City hereby allocates • ':;'nit grants to the Developer from the Hotel Density Reserve an additional 71 hotel 's`•, *its to the Project Site in accordance with applicable law. In the event this `, "Agreement is terminated pursuant to Section 10 of this Agreement, or if any of the • Mnits granted to the Developer from the Hotel Density Reserve are not constructed • �; -'in conjunction with the Project approved by City and in accordance with Paragraph 6.1.3.2, or if any units or the Project fail to meet and maintain the criteria for Hotel Density Reserve Units contained in the City of Clearwater Ordinance No. 7925-08, as amended, said units shall be returned to the Hotel Density Reserve and be unavailable to the Developer for use on the Project, pursuant to Beach by Design. Prior to the issuance of the Certificate of Occupancy for the Project, the Developer agrees to execute and record a Covenant in the Public Records of Pinellas County, Florida restricting the Hotel Density Reserve Units in perpetuity to the use approved by City and by this Agreement. Client U -u-1 zv. Page 5 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1838 1'11 6.1.6 Transient Use. Occupancy in the overnight accommodation units _ , , from the Hotel Density Reserve is limited to a term of one (1) month or thirty-one - - - - (31) consecutive days, whichever is less. Nothingherein shallprevent apurchaser -, `, ' , `, P of a fractional share unit from owning a period of time greater than thirty-one.(31) , ` days, provided every occupancy is limited to a term of one (1) month or thirty -60.r/ (31) consecutive days, whichever is less. , -- - - , ' , ' , , ', ' % 6.1.7 Docks. The fifty (50) Boat Slips to be constructed on thee, Properly) shall be constructed in compliance with the findings and conditiohs,set teeth -in -11e Boat Slip D.O. ,, - - , , 1 , 6.2 Obligations of the City. 6.2.1 The City shall promptly process `site ax d;>construction plan applications for the Property that are consisthnt:Wyll tlie,Cgniprehensive Plan and the Concept Plan and that meet the requirements of)the, p(e. 6.2.2 Upon adoption of thisAgreenient;, t1 a Project shall receive 71 units from the Hotel Density Reserve «s.'defined,in Bdach by Design. % 6.2.3 It is anticip (e 'that,as a coijdition to the approval of the Project by the City, Developer wil1,be regifr d'to-construct and maintain a boardwalk along the seawall on the Property, he q$O9.rdwalk"), and to permit the general public to enter upon and trntrer§e theBoardwalk at all times, and to exit the Boardwalk via an easement oyer'the Prop r y in favor of the City (or for the benefit of the public at large) to 17b. IoCafed tithe north end of the Boardwalk, connecting the Boardwa& to Vastb`hore Drive. Said easement shall include terms and conditions acceptabre io tf ie, � and which are typical of such other easements for similar access that are culrently in effect between the City (or for the benefit of the public a€iarge and prjv .te land owners. Upon the adoption of this Agreement, City shall _ entei; , iti._gtvdr of Developer and its successors and assigns, a general indenirulication and hold harmless agreement, to be effective upon the issuance of \\'a C.ZT.-for the Project, pursuant to which the City shall indemnify and hold `\,'., liain;less Developer, to the extent allowed by law, from and against any and all `.% `claims for injury, death, and damage brought in connection with the use of the ,''Boardwalk by the general public at large; provided, however, that such indemnification and hold harmless agreement shall not relieve Developer of any liability for its negligence in maintaining the Boardwalk, or any willful or wanton acts by Developer or those under the authority or control of Developer. SECTION 7. Public Facilities to Service Development. The following public facilities are presently available to the Property from the sources indicated below. Development of the Property will be governed by the concurrency ordinance provisions pia..0 sVDevelopmeatAgreemeat 1-13-12v.1 Page 6 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1839 applicable at the time of development approval unless otherwise provided by law. With respect to transportation and other public infrastructure and services subject to concurrency requirements, the City of Clearwater finds that all applicable concurrency provisions for the proposed development have been met. > 7.1 Potable water is available from the City. The Developer shalt •,k,','e responsible for all necessary main extensions and applicable connection fees. , -; _ _ . • ,' , 7.2 Sewer service is currently provided by the City. The Developer shall be ; responsible for all necessary main extensions and applicable connectiop-fees: , _ _ , 7.3 Fire protection from the City. , : 7.4 Drainage facilities for the Property will be provided by tilt- Developer at the Developer's sole expense. 7.5 Transportation concurrency requiremprihave 'beat 'e tst 7.6 All improvements associate4 ,with`, the public facilities identified in Subsections 7.1 through 7.4 shall be completed proz td, t1;ie issuance of any certificate of Occupancy. 7.7 The Developer is respor{sibte.for the payment of any required impact fees. SECTION 8. Require' L9cars Vyovernment Permits. The required local government development, perp its' for development of the Property include, without limitation, the following:- 8.1 Site-plan;al proval(s) and associated utility licenses, access, and right-of- way utilization frerinits, „ 82, \,tsonstruetion plan approval(s); -8.3- _;,B,uilding permit(s); and '8 4, Certificate(s) of occupancy. • s ,„' ,SECTION 9. Consistency. The City finds that development of the Property is `consistent with the terms of this Agreement and is consistent with the City Comprehensive Plan and the Code. SECTION 10. Termination. If the Developer's obligations set forth in this Agreement are not followed in a timely manner, as reasonably determined by the City Manager, after notice to the Developer and an opportunity to be heard, existing permits shall be administratively suspended and issuance of new permits suspended until the Developer has fulfilled its obligations. Failure to timely fulfill its obligations may serve as -,3-12,.1 Page 7 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1841 SECTION 14. Assignments. 14.1 By the Developer: ,' -,`\ I 14.1.1 Prior to the Commencement Date, the Developer may sell, coney,. assign or otherwise dispose of any or all of its right, title, interest and obfigitions'.' in and to the Project, or any part thereof, only with the prior written ngtice to the, City, provided that such party (hereinafter referred to as the "assignees"), to tlie; extent of the sale, conveyance, assignment or other disposition by thieDM aper'% the assignee, shall be bound by the terms of this Agreeme* the safe -as the Developer for such part of the Project as is subject to such ',sale, conveyance, assignment or other disposition. ' ' - , -',' 14.1.2 If the assignee of the Develo's right, title, interest and obligations in and to the Project, or any part thereof assumesalj>of the Developer's obligations hereunder for the Project, or that Ixtit ul21ect ttr itch sale, conveyance, assignment or other disposition, then the, DeveIape,r shalt,iie released from all such obligations hereunder which have been ‘o,suEnrd eby the assignee, and the City agrees to execute an instrument, eytSIericuaslg, §u h release, which shall be in recordable form. 14.1.3 An assign 'qf a.Project, or any part thereof, by the Developer to any corporation, litjaf'ted' *partnt;rshik, limited liability company, general partnership, or joint,a@riturp,'in wliir,h the Developer (or an entity under common control with Deyelopei,)- s either the controlling interest or through a joint venture or othgr,arrrangehapnt shares equal management rights and maintains such controlling irite es t,opequahManagement rights shall not be deemed an assignment or transfer- sub„jeFt',f o any restriction on or approvals of assignments or transfers impos4d1 ihi"9‘Agreement, provided, however, that notice of such assignment shall be given 6 ',the Developer to the City not less than thirty (30) days prior to sOeh a si,gnmept being effective and the assignee shall be bound by the terms of this AKieemint'to the same extent as would the Developer in the absence of such �ssi�r�trt. 14.1.4 No assignee, purchaser, sublessee or acquirer of all or any part of `. 'xhe developer's rights and obligations with respect to any one Parcel shall in any ,, ,'way be obligated or responsible for any of the Developer's obligations with respect to any other Parcel by virtue of this Agreement unless and until such assignee, purchaser, sublessee or acquire has expressly assumed the Developer's such other obligations. 14.1.5 Notwithstanding any other provision of this paragraph, the sale of individual Interval Ownership Units in the ordinary course of business shall not be subject to the requirements of this paragraph. CIientalogeraADerobpmanAgramma61-17-12v.1 Page 9 • PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1842 14.2 Successors and Assigns. The terms herein contained shall bind and inure to , the benefit of the City, and its successors and assigns, and the Developer and, as, applicable to the parties comprising Developer, their personal representatives, trustees, - - - = ..-_-% ', heirs, successors and assigns, except as may otherwise be specifically provided herein. ,' , - ,', '". ', SECTION 15. Minor Non -Compliance. The Developer will not be deemed ta.,'.', have failed to comply with the terms of this Agreement in the event such noncortiplkirt€e; in the judgment of the City Manager, reasonably exercised, is of a minor 'ot, inconsequential nature. , ', , , SECTION 16. Covenant of Cooperation. The parties shall'eooperate\witlf and deal with each other in good faith and assist each other in the performance of the provisions of this Agreement and in achieving the completion of developnielnt of the Property. SECTION 17. Approvals. Whenever an approval dr oonsegt js required under or contemplated by this Agreement such approval of copselit 'sliall;'tiot be unreasonably withheld, delayed or conditioned. All such appr,oval&d:e;otiii9ii shall be requested and granted in writing. ` • . SECTION 18. Completion of At eement, �J ,9n the completion of performance of this Agreement or its revocation; or termination, a statement evidencing such completion, revocation or termin4ti`on'shh1j'be signed by the parties hereto and recorded in the official records of the City., /' - - SECTION 19. Entire, »Atreement. This Agreement (including any and all Exhibits attached heret6, alt ofWhtch are a part of this Agreement to the same extent as if such Exhibits were set in full.ih the body of this Agreement), constitutes the entire agreement between -the paries hereto pertaining to the subject matter hereof. SEC11ON 20.',Construction. The titles, captions and section numbers in this Agreement ate ipsertedi'fbr convenient reference only and do not define or limit the scope or intent 'aid ;shn6 riot be used in the interpretation of any section, subsection or provikan-of_Tis. Agreement. Whenever the context requires or permits, the singular shall <includ�,the phtr'al, and plural shall include the singular and any reference in this Ag eemeltt,,to the Developer includes the Developer's successors or assigns. This `'•, Agreeertlerit'was the production of negotiations between representatives for the City and \'•the Developer and the language of the Agreement should be given its plain and ordinary 'Iriaring and should not be strictly construed against any party hereto based upon draftsmanship. If any term or provision of this Agreement is susceptible to more than one interpretation, one or more of which render it valid and enforceable, and one or more of which would render it invalid or unenforceable, such term or provision shall be construed in a manner that would render it valid and enforceable. SECTION 21. Partial Invalidity. If any term or provision of this Agreement or the application thereof to any person or circumstance is declared invalid or unenforceable, the remainder of this Agreement, including any valid portion of the invalid term or Page 10 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1843 provision and the application of such invalid term or provision to circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and ' shall with the remainder of this Agreement continue unmodified and in full force and -"- - effect. Notwithstanding the foregoing, if such responsibilities of any party hereto are:- , ` • therebylimited to the extent that the ``�-' purpose of this Agreement or the benefits sougjrt;tio be received hereunder are frustrated, such party shall have the right to terminate 'this,,',' Agreement upon fifteen (15) days written notice to the other parties. - - ` , • Ss , ,; ` SECTION 22. Code Amendments. Subsequently adopted ordinances'and codes; of the City which is of general application not governing the developmetiticif land shall $6 applicable to the Property, and such modifications are specifically' Anticipatedin-fhis Agreement. t, SECTION 23. Governing Law. This Agreement shall be goverimed by, and construed in accordance with the laws of the State of Flori�a without regard to the conflict of laws principles of such state. SECTION 24. Counterparts. This Agreernh& m ie executed in counterparts, all of which together shall continue one and thesame• insfrninent. SECTION 25. Amendment. , This AgrOenient may be amended by mutual written consent of the City, the Developbr2'and the Association so long as the amendment meets the requirements of the Qct,'applisaable City ordinances, and Florida law. - \1, 1 \ , Ltemai3xlieof this page is blank — signature page follows ] ,,• , , • , , , , 11 aimiALoolentImeloim lAgna,n1-13•I2v.1 Page 11 PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1844 Print Name j. -ss As to "Developer" Print Name: LOUIS DEVELOPMENTS, LLC By: Es.o aS Elias Anastasopoulosas its M ger/tuber Print Name As to "City" ,' • `,`. .> 11 , / / , ,/ , • „• CITY OF CLEARWATER, FLORIDA % By: t'th 1 lXby ."` .; ' ` _ Attest: William B. Horne II, City Manager .zreitixter aidc- Rosemarje Call, City + ark > Ct tinteksrgned: •,` ' f�eo> rge N:Cretekos Mayor .. ' Approved as to Form: ,'-• • if _ STATE OF FLO_R4DA;:;`, - COUNTYAF ]'ITtLL24S -= PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1845 EXHIBIT "A" Legal Description of Project Site ';' , . , . . ' ,' . , •‘„,• Ns es / ,• . . . PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1846 EXHIBIT "A" Legal Description for Properties located generally at 443 East Shore Drive Parcel l.D. No. 08/29/15/16434/003/0100 LOTS 8 —12, BLOCK C WITH RIPARIAN RIGHTS, TOGETHER WITH LOTS 10 & 11, BLOCK B, d If E-PLAtsciF BLOCK "A" AND LOTS 1 TO 15 INCL. BLOCK B OF CLEARWATER BEACH PARK FIRST ADDITIon, AS ; RECORDED IN PLAT BOOK 21, PAGE(S) 21, PUBLIC RECORDS OF PINELLAS COUNTY fLQRIDQ _ _ %,' I •. .� - a %./., --% `• ♦ • 1 ,. `♦ > I ` I a ♦ S. , ,� • • ♦ ♦ ` ` ` i 5 , ` `, I i . I , 4/5 \ S ♦ ♦ ♦ — — , S ` S':::.""''' -- ♦ ` 1 5 ♦ Ss — _ — , ♦♦♦ ♦ Ss Ss s Ss s ♦♦ ♦ ` ♦ Si PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1847 EXHIBIT "B" Site and Building Plans 'I , ' ' 'I • '' I ♦ / / , , i'> . %,' , - - `• PINELLAS COUNTY FL OFF. REC. BK 17666 PG 1848 / •:_---1' I /♦ 4%:;,// - ♦` , - .s• •♦, , /./.... ' -'4. ♦ • / / / /l 1 ` 1 , I L / / L 1 / , "- - 1 ♦ e- l I ' 0. 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