SECOND AMENDMENT TO DEVELOPMENT AGREEMENTReturn to:
City Attorney's Office
City of Clearwater
P.O. Box 4748
Clearwater, FL 33758
KEN BURKE, CLERK OF COURT
AND COMPTROLLER PINELLAS COUNTY. FL
INST# 2020077710 03/06/2020 10:34 AM
OFF REC BK: 20912 PG: 1710-1720
DocType:AGM RECORDING: $95.00
Second Amendment to Development Agreement
THIS SECOND�MENDMENT to DEVELOPMENT AGREEMENT ("Second Amendment")
is dated the p� i day of November, 2019 and entered into between Triprop Clearwater LLC, a
Florida limited liability company ("Developer"), its successors and assigns, and the CITY OF
CLEARWATER, FLORIDA, a municipality of the State of Florida acting though its City
Council, the governing body thereof ("City").
Recitals:
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 having a legal or equitable interest in real property
located within the corporate limits of the City; and
WHEREAS, under Section 163.3223 of the Act, the City has adopted Section 4-606 of
the City of Clearwater Community Development Code ("Code"), establishing procedures and
requirements to consider and enter into development agreements; and
WHEREAS, the City and Alanik Properties, LLC, a Florida limited liability company,
and Anco Holdings, LLC, a Florida limited liability company, and Nikana Holdings LLC, a
Florida limited liability company (collectively, "Original Developer") entered into a
Development Agreement (HDA2014-06004, Resolution 14-29) dated September 24, 2014 and
recorded at Official Records Book 18541, Page 1887 in the public records of Pinellas County
("Development Agreement") as amended by that certain First Amendment to the Hotel Density
Reserve Development Agreement (HDA2015-06001, Resolution 15-19) between the parties dated
August 20, 2015 and recorded in the public records of Pinellas County at Official Records Book
19207, page 2409 ("First Amendment");
WHEREAS, the Original Developer's interest in the Development Agreement was
assigned to Developer pursuant to that certain Assignment of Hotel Density Reserve Development
Agreement dated May 9, 2016 as consented to by the City;
WHEREAS, Beach by Design proposed additional hotel units to equalize development
opportunities on the beach and ensure Clearwater Beach remains a quality, family resort
community by further providing for a limited pool of additional hotel units ("Hotel Density
Reserve") to be made available for such mid-sized hotel projects; and
1
WHEREAS, the Development Agreement provided one hundred (100) units from the
Hotel Density Reserve to the Developer to be utilized on 1.994 acres of real property (as described
in the Development Agreement as "Property"); and,
WHEREAS, maximum density permitted on the Property, pursuant to Beach by Design,
is 150 units per acre; and the Development Agreement provided for a density of 114 hotel units per
acre; and,
WHEREAS, the Developer is the owner of the Property and the adjacent property located
at 431 S. Gulfview Blvd and as described in Exhibit A-1 attached hereto and made part hereof
("Adjacent Property") and desires to include the Adjacent Property to the Project; and,
WHEREAS, the Adjacent Property is 0.426 acres and allows for an increase of twenty-
one (21) hotel units to the Project;
WHEREAS, the Developer desires to modify the Project as provided for herein and in
Exhibit B-1, attached hereto and made part hereof;
WHEREAS, upon completion of the Project contemplated in the Amended Agreement,
the Project will contain a total of two hundred forty eight (248) overnight accommodation
units (103 units per acre), which includes one hundred (100) units originally granted from the
available Beach by Design Hotel Density Reserve ("Amended Project"); and
WHEREAS, the Project includes an elevated pedestrian bridge across S. Gulfview Blvd.;
which connect the Project to 430 S. Gulfview Blvd.; and,
WHEREAS, the City has conducted such hearings as are required by and in accordance
with Chapter 163.3220 Fla. Stat. (2019) and any other applicable law; and
WHEREAS, the City has determined that, as of the Effective Date of this Second
Amendment, 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 §§ 4-206 and 4-
606 of the Community Development Code ("Code"); and
WHEREAS, at a duly called public meeting on November , 2019, the City Council
approved this Second Amendment and authorized and directed its execution by the
appropriate officials of the City; and
WHEREAS, upon approval by the City Council, the Developer will seek to amend the
site plan approved pursuant to FLD2015-09036 pursuant to the Code ("Site Plan") which has
been extended pursuant to state and local law and FLD2013-04015 pertaining to 430 S. Gulfview
Blvd.; and,
WHEREAS, the City and the Developer desire to amend certain terms and provisions of
the Agreement as more fully set forth herein below.
STATEMENT OF AGREEMENT
NOW THEREFORE, in consideration of and in reliance upon the premises, the mutual covenants
contained herein, and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto intending to be legally bound and in
accordance with the Act, agree as follows:
SECTION 1. Recitals. The above recitals are true and correct and are a part of this
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.
SECTION 3. Property Subject to this Agreement. Section 3 of the Agreement shall
be amended to include the Adjacent Property located at 431 S. Gulfview Blvd, Clearwater, FL
33767 and Exhibit "A" shall be amended to include the property referenced in Exhibit "A-1".
Any exhibit which includes a legal description is hereby amended to include the adjacent Property
(collectively, "Property" and "Adjacent Property" is "Property")
SECTION 4. Scope of Project. Notwithstanding anything contained in the
Development Agreement to the contrary, the Agreement shall be amended as follows
and all o the r references in the Agreement and Exhibits regarding the Project shall be consistent
with the following:
(a) Section 4.1 is amended to read: The Project shall consist of 248 overnight
accommodation units inclusive of 100 units fr o m the Hotel Density Reserve and all
references to the total number of units on the Property shall be amended to two hundred
forty eight (248) units.
(b) Section 4.2 is amended to read: The Project shall include a minimum of
298 parking spaces, as defined in the Community Development Code, and, in addition,
shall provide a minimum of 230 publicly accessible Code -compliant parking spaces.
(c) Section 4.3 shall be amended to read: The design of the Project, as represented in
Exhibit `B-1", is consistent with Beach by Design.
(d) Section 4.4 is amended to read: The density of the Project shall be 103 units/acre. In
no instance shall the density of a parcel of land exceed 150 units per acre. The height of
the Project shall be 150 feet as measured from Base Flood Elevation, as defined in th
Code. The maximum building heights of the various character districts cannot be increased
to accommodate hotel rooms allocated from the Hotel Density Reserve.
(d) Section 4.5 is added to read: The Project shall include an elevated pedestrian
walkway generally located at the south west quadrant of the site connecting the Project to
the existing hotel building located to the southwest, across S. Gulfview Blvd., and located
at 430 S. Gulfview Blvd., Clearwater ("Opal Sands") as conditioned by the requirements
included in Exhibit "E" attached hereto and made part hereof and the conditions of site
plan approval.
(e) Section 6.1.3.1 shall reference Exhibit `B-1" as the Conceptual Site Plan.
(f) Section 6.1.3.2 shall be deemed to require site plan approval within one (1) year from
the effective date of this Second Amendment.
(f) Section 6.1.3.4 is added to read: The pedestrian bridge requires an amendment to
the approvals of 430 S. Gulfview Blvd. That property was the subject of a Level II Flexible
Development application (FLD2013-04015; approved June 18, 2013 and thereafter
constructed). An amendment to the previously approved site plan is required and the
Developer shall obtain appropriate site plan approval pursuant to a Level One or Level
Two development application within one (1) year from the effective date of this Second
Amendment in accordance with the provisions of the Code, and shall then obtain
appropriate permits and certificates of occupancy in accordance with the provisions of the
Code. Nothing herein shall restrict Developer from seeking an extension of site plan
approval or other development orders pursuant to the Code or state law.
(g) Section 6.1.3.5 is added to read: Direct access from the proposed pedestrian bridge
to the public right of way is specifically prohibited.
SECTION 5. Restrictive Covenants. The Agreement requires two restrictive covenants to be
recorded in conjunction with the operation of the Property and such covenants shall be amended
prior to recording consistent with the terms herein.
a. Section 6.1.3.3 shall be amended, together with the Hurricane Evacuation Agreement
included as Exhibit C therein, to reflect the total number of hotel units of 248 overnight
accommodation units and include the legal description of the additional property
attached hereto and made part hereof.
b. Section 6.1.4 and the Covenant of Unified Use included as Exhibit D therein shall be
updated to reflect the terms herein, including the addition of the property described in
Exhibit "A-1".
SECTION 6. Approvals. Notwithstanding anything to the contrary contained in the
Development Agreement, including section 6.1.3.2, the Developer shall receive site plan approval
for the Amended Project within one (1) year of the effective date of this Second Amendment.
Approval of this Second Amendment requires the approval of a substantial amendment to
FLD2015-09036 which, if granted, shall supercede the existing approval.
SECTION 7. Pedestrian Bridge. The City shall grant to Developer an easement for air rights
over a portion of S. Gulfview Blvd as provided for herein, prior to the construction of the
Pedestrian Bridge on further terms and conditions to be agreed to by the parties and accepted by
the City's council at a subsequent public meeting and consistent with the terms herein. The
easement may terminate as provided in the attached Exhibit "E," Part V.
SECTION 8. Expiration Date. The Agreement, as amended, shall expire ten (10) years after the
adoption of this Second Amendment.
SECTION 9. Ratification. Except as specifically modified herein, all terms, conditions and
obligations contained in the Development Agreement shall retain in full force and effect and are
reaffirmed by the parties hereto.
Signature page to follow
Signature Page to Second Amendment
to Development Agreement HDA2014-06004A
In the Presence of:
kS.t&.
Print Name: '1_ [ te._ L
As to "Developer"
Print Name:
Print Name:
Mark Walsh, as Manager/Member
CITY OF CLEARWATER, FLORIDA
W lv/144-14t-i-z--
William B. Horne II,
City Manager
By:
As to "City"
Attest:
Rosemarie Call, City Clerk
Countersigned:
CteAy/Vrt\4°S
George N. Cretekos, Mayor
Approved as to Form:
Michael Fuino
Assistant City Attorney
Signature Page to Second Amendment
to Development Agreement HDA2014-06004A
STATE OF FLORIDA
COUNTY OF 7016,1 fcch
The foregoing instrument was acknowledged before me the a 1 day of November, 2019,
by Mark Walsh, as manager of Triprop Clearwater LLC, a Florida limited liability company, for
the Company. He is [ &] pers • • . 1 known to me or has [ _ ] produced
as identifi
Notary Public
Print Name:
My Commission Expires:
Christina G. Clark
NOTARY PUBLIC
STATE OF FLORIDA
Comm# GG015495
431° Expires 7/25/2020
Exhibit "A-1"
Adjacent Property Legal Description
Lot 79 and 80, LLOYD WHITE SKINNER SUBDIVISION,. \the plat
thereof recorded in Plat Book 13, Pages 12 and 13 of the Public Records of Pinellas
and also:
County, Florida.
Lot 78, LLOYD WHITE SKINNER SUBDIVISION, as aforesaidtogether the
following parcel of land beginning in the NW corner of Lot 127, LLOYD WHITE
SKINNER SUBDIVISION, as aforesaid, as a P.O.B., run thence Easterly along the
Northerly property line of said lot a distance of 3 feet; thence Southwesterly_to the
SW comer of said lot; thence nm Northerly along the Westerly lot line of �aid•lot toj�
P.O.B. � \�
Exhibit `B-1"
Revised Project
Exhibit "E"
Special Conditions of Site Plan Approval
Pedestrian Bridge Construction Plans and Procedures
Prior to permit, the Developer or Owner's selected civil engineer will provide an MOT plan that
shall follow FDOT's MOT Design Standards, Index 600's and provide a detour map if a full
road closure is necessary. Prior to beginning construction, the selected general contractor will
apply for a ROW permit which will include a detailed MOT plan with dates and times of
roadway/sidewalk closures. The selected contractor will notify traffic engineering 48
hours prior to the actual closure. At minimum, the Contractor will provide a flagman to
direct traffic when S. Gulfview is partially or fully closed.
Ongoing Maintenance Obligation
The pedestrian bridge shall be inspected on a regular basis, as provided for herein, to verify that
all user safety related elements are in serviceable condition and written yearly inspection reports
shall be submitted by the Developer to the City. The cost of all inspections and all inspection
reports shall be paid for by the Owner of the Bridge (which shall be the owner or developer of the
Property). All inspection reports shall be submitted to the City within the month of January, as
required. Such reports shall be prepared with the following standards:
I. User Safety. The bridge shall be inspected by a Florida licenses professional
engineer on a regular basis, a minimum of once every three years, to verify that all user safety
related elements are in serviceable condition. Areas to inspect include:
A. All guardrails, handrails, rub rails, toe plates; fencing, pickets and other features
intended for user safety should be checked to ensure they have not been structurally
compromised. There should be no sharp edges, burns, protrusions or other abnormalities
that could result in bodily injury to the user.
B. Deck surfaces should be kept free of foreign objects and inspected to verify that no
damage has occurred that might present a trip or slip hazard.
II. Structural Integrity. At least one inspection shall be performed no less than once every
three years by a Florida licensed professional engineer to ascertain the structural condition of the
bridge. This visual inspection should include:
A. General inspection for damage that might have been caused from impact. This
might include damage to the ends of the bridge from maintenance or other vehicles
or in the case of a bridge spanning a roadway, damage to the bottom of the underside or
bottom chords.
B. Welds between verticals, diagonals and chords should be inspected for any sign of
cracking.
C. Check for any significant corrosion or pitting metal surfaces. Trapped debris in the
joints of the structure could lead to crevice corrosion and should be kept clean.
D. Check abutments for any damage to include cracking of concrete scouring from water
flow, etc.
E. Check anchor bolts for possible damage and to verify they are secure. Inspect
bearing plates to verify they are functioning properly. Bearing plate bolt slots should be
kept free of debris for intended use as expansion joints for the bridge.
F. If the bridge contains spliced members, the bolts should be examined to verify no
damage exists, excessive corrosion has not occurred to the metal in way of the bolt
and they are secure.
III. Daily Maintenance
Pick up all trash/debris
Sweep bridge of all foreign material (i.e. sand, dirt, etc.,)
IV. Monthly Maintenance
Pressure washing of bridge surface
Removal of gum or other foreign materials that are stuck to the bridge surface.
V. The City shall have the right to remove the pedestrian bridge and its fixtures for a municipal
purpose as determined by the City, in its reasonable discretion and after an opportunity to be heard.
The municipal purpose can include, but is not limited to, maintaining, repairing, installing paved
surfaces within the right of way, utility infrastructure, and stormwater infrastructure which cannot
be completed with the pedestrian bridge in place. The bridge and its fixtures will be subject for
removal if the Bridge's owner fails to submit safety and structural integrity reports to the City
within the specified time frame. The Bridge and its fixtures will also be subject of removal if the
Bridge's owner fails to maintain the aesthetics of the exterior surfaces consistent with the plans
approved herein. In the event the bridge is removed under this provision, any easement for air
rights shall terminate upon removal.
VI. INDEMNIFICATION CLAUSE. Subject to Florida Statute 768.28, the Developer hereby
indemnifies and holds harmless the City, its successors and assigns, and its/their directors, officers,
employees, agents, stockholders, and affiliates, from and against any and all claims, demands,
costs and expenses, including attorney's fees for injury, death, and damage brought in connection
with the construction, maintenance, or use of the Pedestrian Bridge by the general public at large;
provided, however, that such indemnification and hold harmless agreement shall not relieve of
any willful or wanton acts by the City or those under the authority or control of the City. Neither
Party will settle any claim or action without first obtaining the written consent of the other Party.
The Developer and the City expressly warrant and agree that this indemnification and hold
harmless agreement is only effective upon issuance of a Certificate of Occupancy for the project
described in the Second Amendment. Nothing contained herein is intended to serve as a waiver
by the City of its sovereign immunity, to extend the liability of the City beyond the limits set forth
in Section 768.28, Florida Statutes, or be construed as consent to be sued by third parties.
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