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AMENDMENT TO DEVELOPMENT AGREEMENT ~/ ,/ ~ KEN BURKE, CLERK OF COURT PINELLAS COUNTY FLORIDA INST# 2007346072 10/2612007 at 09:10 AM OFF REC BK: 16030 PG: 2199-2216 DocType:AGM RECORDING: $154.50 AMENDMENT TO DEVELOPMENT AGREEMENT THIS AMENDMENT ("AMENDMENT") amends the DEVELOPMENT AGREEMENT ("AGREEMENT") dated February 21, 2007, effective as provided in Section 5 of the AGREEMENT, and entered into between TRIANGLE OLD BAY HOLDINGS, LLC, a Florida limited liability company ("DEVELOPER") and the CITY OF CLEARWATER, FLORIDA, a political subdivision of the State of Florida acting through its City Council ("COUNCIL"), the governing body thereof ("CITY"). The following changes are made to the Development agreement: (Amend Recital D:) D. DEVELOPER desires to develop the Property as a mixed residential/retail development, consisting of not more than 358 residential units and 13,235 square feet of retail, with associated parking, generally conforming to that development approved by the CDB on September 18November 21, 200Ze in Case No. FLD200Ze-07025awQ.:. (AMEND SECTION 5.1) 5.1 This ACREEAMENDMENT shall beG9fRe effective as provided for by the ACT and upon final approval of this aoreement by the Clearwater City Council.the vacation of Osceola l'.'Ie. as described in Section 6.2.2. (AMEND SECTION 6.1.3.1) 6.1.3.1 The PROPERTY shall be developed in conformance with that development approved by the CDB on September 18No\'ember 21, 200Ze in Case No. FLD200Ze-07025awQ. The population density and maximum building intensity are shown in that approved development application. Specifically, the Property shall be developed in 3 phases. Phase 1 will commit the entire 5.18 acres, which at 50 units per acre (and 4.98 countable acres) has 249 units permitted. 116 units (114 in Antilles Tower + 2 Cityhomes) will be built in Phase 1, drawing 1~e units from the Public Amenities Incentive Poot (so as to be eligible for extra height). 109 units (108 in Bahamas Tower + 1 Cityhome) will be built in Phase 2, drawing 1 unit from the Public Amenities Incentive Pool (for extra height). Phase 3 will have a 1~+-story Caymans Dower with 1 O~Q units, 3 Cityhomes plus Harrison Villaoe with 2~4 units & 13,235 sf of retail space built on the east side of Osceola Ave, for a total in Phase 3 of 133 units, drawing 9.Q.~ additional units and 13,235 square feet from the Public Amenities Incentive Pool, for a total of 109 units and 13,235 square feet of non-residential floor area from the Public Amenities Incentive Pool over the entire project. In the event Developer sells combined units in any of the 3 towers. thereby reducino the unit count in the Towers. Developer shall not lose the entitlements to these units. but will be able to use these units instead in Harrison Villaoe (subiect to the approval of FLD2007-07025), thereby retainina the same total 358 units for the entire proiect. However. in the event that upon the completion of Harrison VillaQe any of the 358 units are not built. these units shall be returned to the Public Amenities Incentive Pool. (AMEND SECTION 6.1.3.2) 6.1.3.2 Building height to the highest point of the finished flat roof surface of the 3 Island View condominium towers shall not exceed 180 feet above the mean site elevation. Building height to the hiQhest point of the finished flat roof surface top of parapet of the two (2) buildings comprising Harrison Village shall not exceed 48 feet above the mean site elevation for the Harrison Village Site. (AMEND SECTION 6.1.3.5) 6.1.3.5 The parties acknowledge that it is conceivable that the Project will not proceed to full completion of all phases. Accordingly, DEVELOPER agrees that the 2.0 acre parcel of land described in Exhibit "H" (the "Exhibit "H" Property") hereto shall be dedicated to support the entitlements which comprise Phase 1, and shall remain encumbered by the provisions of this Development Agreement notwithstanding the amendment of the site plan for the balance of the Property. The deed restriction required by Paragraph 6.1.4 shall include said dedication and encumbrance. In the event Phases 2 and 3 are not developed, the "Exhibit "H" Property" shall be limited to the 116 units allowed in Phase 1, and the "Exhibit "H" PropertvPrpperty" shall be encumbered by this restriction immediately upon the issuance of a building permit for Phase 1. . (AMEND SECTION 6.1.3.7) 6.1.3.7 No certificate of occupancy shall be issued for each phase until the streetscaping for that phase has been substantially completed, as set forth in Exhibits "E", "E-1 ", "E-2" and"E-3" attached hereto and incorporated herein. Specifically this includes: Phase 1 : Landscaping and hardscaping of: a) South third of the wWest side of Osceola Ave b) East side of Fort Harrison Ave between Jones Streetstfeet and Georgia Streetstfeet. Phase 2: Landscaping and hardscaping of: a) North side of Georgia Street b) Intersection of Jones St and Ft Harrison Ave c) Center third of the west side of Osceola Ave Phase 3: Landscaping and hardscaping of: a) West side of Ft. Harrison Ave. between Georgia and Jones b) East side of Osceola Ave, south side of Georgia St. and north side of Jones Street, and Osceola crosswalks and midblock pedestrian plaza in Harrison Village; all as shown on Exhibit "D". c) North third of the west side of Osceola Ave 2 Bjd) Base of Georgia Street upgraded with landscaping and hardscaping. Gte) Intersection of Georgia St. and Ft Harrison Ave The parties agree that the obligation of DEVELOPER to construct the phase improvements described above is contingent upon Developer proceeding to construct each respective phase of the Project. (Add Section 6.1.6) 6.1.6 DurinQ construction of Phase 1 the first (southern) third of the parkinQ structure will be built. The center third of the parkinQ structure will be built in Phase 2. and the last (northern) third of the parkinQ structure will be built in Phase 3. In each of Phases 1 and 2 the northern face of the parkinQ structure will have a temporary finish which remains until the next third of the parkinQ structure is built. In each phase. the part of the parkinQ structure beinQ built will contain enouQh parkinQ spaces to meet the parkinQ requirements for that phase. In the event that a construction hiatus (defined as beinQ a time Qap between the date the Certificate of Occupancy is issued for the shell of the principal structure for each Phase and the date construction commences on the subsequent Phase) of more than 60 days occurs. DEVELOPER shall install and maintain landscapinQ improvements and limited temporary architectural facade improvements across the northern face of the parkinq structure which obscures at least 75% of the view of vehicles and the interior of the parkinQ structure from street level. In the event that the subsequent phase does not start on schedule as per Exhibit "E". then DEVELOPER shall fullly finish the facade of the northern face of the parkinQ structure. (AMEND SECTION 6.2.1) 6.2.1 CITY will issue such building permits for the Property as are consistent with the Comprehensive Plan and that development approved by the CDB on September 18November 21, 200Za in Case No. FLD200Ze- 07025WW- _and that meet the requirements of the CODE and that go through any applicable approval process. (DELETE SECTION 6.2.2) 6.2.2The CITY shall consider the vacation of Osceola ,^.venue and the vacation of three drainage and utility easements and one ingress/egress easement as described in the rel:1ted vacation request. The effectiveness of this Agreement is contingent on the requested vacation. 3 (ADD SECTION 14) SECTION 14. Exhibits B. C. D, D-1. D-2. D-3. E. E-1, E-2. E-3 and H attached replace the previous exhibits so numbered in the Development Agreement. (ADD SECTION 25) SECTION 25. In the event the City Council approves a proposed amendment to the existinQ ordinance (Ordinance No. 769-07) vacatinQ a portion of the existinQ Osceola Ave between Jones Street and GeorQia Street. Developer shall have the option of temporarily finishinq Osceola Ave to the standards specified in said ordinance amendment prior to Phase 1. Once Developer has completed Osceola Ave to these standards and has had the work accepted as complete by the City. City will release Developer's Letter of Credit posted in compliance with the ordinance. This section does in no way alter section 6.1.3.7. which specifies the landscapinQ and hardscapinQ requirements for the completion of each phase. (ADD SECTION 26) SECTION 26. In accordance with the Clearwater Community Development Code Article 3, Section 2405 ("PUBLIC ART ORDINANCE"). DEVELOPER and CITY aQree that the development encompassed bv AGREEMENT is subiect to one overall Public Art contribution of $200.000. It is furthermore aQreed that DEVELOPER will. prior to QettinQ a Certificate of Occupancy on Phase 1, either a) Post a Letter of Credit to CITY. in a form acceptable to the City Attornev and drawn on a Florida bank. for $200.000. which CITY can draw upon as Public Art contribution if DEVELOPER fails to provide public art as per the above section of the Community Development Code bv the end of Phase 3. as defined in sections 6.1.3.4 and 11.2, and Exhibit "E" of AGREEMENT. or bv the end of phases 1 and/or 2 in the event the subsequent phase is not started on time as defined in Sections 6.1.3.4 and 11.2. and Exhibit liE" of AGREEMENT; or b) Commission public art as per PUBLIC ART ORDINANCE procedure. to the value of $200.000. with COpy of the commission contract to the City, and with said contract specifvinQ that the contract is valid for public art to be completed bv the end of phase 3. as defined in sections 6.1.3.4 and 11.2. and Exhibit liE" of the aQreement. or for public art for phases 1 and/or 2 in the event the subsequent phase is not started on time as defined in sections 6.1.3.4 and 11.2. and Exhibit liE" of the aQreement. [End of Substantive Provisions, Signature Page to follow.] 4 WITNESSES: TRIANGLE OLD BAY HOLDINGS, LLC, a Florida limite liability company By: (2.. (J () L LA--cAc. Its: Managing Member Countersigned: CITY OF CLEARWATER, FLORIDA ~ -~.re II ~ BY:~~JJ; ~nk V. Hibbard William B. Horne II Mayor Approved as to form: '1 Attest: 5 STATE OF FLORIDA ) COUNTY OF PINELLAS ) The fore,9Qin~. instrument was ackn.owledged before ~e this 1 5'''"' C~'- Ocx- 2007, by 'U~{"\~ollc..c LL ,as managmg member of Triangle Ol~ay Holdmgs, LLC, a Florida limited liability company, on behalf of the company, who l5a'is personally known to me or who D produced as identificat' n. .P,'...., LYNDA CAVANAGH ~ MYCOMMISSION#DD620014 '\;00",:1" EXPIRES: Docember 05. 2010 !-ltlXlo}.NOTARY FI. Notary Discount Assoc. Co. Print Name: STATE OF FLORIDA ) CITY OF PINELLAS ) The foregoing instrument was acknowledged before me this <<k1i"~ ~~ ,2007, by Frank V. Hibbard, as Mayor of the City of Clearwater, Florida, whog is personally known to me or who D produced identification. ~uZ~~ Notary Public Print Name~:J) 14 I}~ t Illa/JO/ STATE OF FLORIDA ) ) ~~y,~ DIANE E MANNI lW1 MY COMMISSION # DD526033 ~A.~I EXPIRES: Mar. 6.2010 '.OF~ (.07) Sll~'53 Acrida Notary SeMce.com CITY OF PINELLAS , 8.t>r-, The foregoing instrument was acknowledged before me this ~ ~ ~ Cc.:;\olo~ 2007 ~bJ. William B. Horne II, City Manager of the City of Clearwater, Florida, who ~ is personally known to me or who D produced identification. ""'" S^NORA HARRIGE2R711716 l~~1:" "~'~ MY COMMISSION # 00 ."".. :..: :~ EXPIRES' January 4. C\I\IW :~~ :J: . f'1de umeIWMl'" ......)f,.~ BondedllmiNolOI'/ " .Rrll~'" ~~ Notary Public v " Print Name: ~,~;, ~ 6 Amended Exhibits: "B": Concept Plan "C": Renderings attached "D" PhasinQ Plan "D-1" Phasing Plan - Phase 1 "D-2" Phasing Plan - Phase 2 "D-3" Phasing Plan - Phase 3 liE": Phasing Schedule "E-1" Phase 1 Streetscaping "E-2" Phase 2 Streetscaping "E-3" Phase 3 Streetscaping "H" Phase 1 Dedicated Land 09/25/07 10:06 AM 45403.108701 #378904 v1 - Triangle/Development Agreement 7 I SLAND VIEW AgHIAL VIEW LOOI{JNG '1'0 NOH'.rII-li:AS'l' Exhibit C - Rendering - .. ~, \~~. : t ~ "..x: ~i .; .. . .. a. .. .: ~ :: ~ .!~ E t; 0" g .... ~~ i ~ :!.s g ui ~ ..... ;; :: .:.. ~ o.~ t; ,!.!!J:: ... .== a. ~3 ..:~ .. :!!L3' > .. .. . '0 ! =O~ - -- A-o.OO l' II i i~ IIAI1EIIIITE PUll . I'IIAIMI ...... Phasing Plan EXHIBIT D Exhibit E PHASING SCHEDULE Phase Commencement! Res. Units Retail Space Parking STREETSCAPE OTHER Completion Dates Pennitted + Pennitted + Spaces (EST. COST: AND DESCRIPTION) (EST. COST* AND Pool Pool DESCRIPTION} Pre-Con- 7/07 0 0 0 struction 1 12/31 /0~4- 10;}.G + 1;}.e 0 174 $600,000 - landscaping and hardscaping of: Osceola Ave 12/31/1000 a) South third of the WY:i.est side of Osceola Ave widened, moved and b) East side of Fort Harrison Ave between Jones utilities upgraded at a Street and Georgia Street. cost of about $1 See Exhibit E-1 million. I 2 12/31/110- 108 + 1 0 162 $600,000 - landscaping and hardscaping of: 12/31/1;}.2 a) North side of Georgia Street b) Intersection of Jones St and Ft Harrison Ave I c) Center third of the west side of Osceola Ave See Exhibit E-2 I 3 12/31/113- 384+ + 99.2 0+ 13,235 224M $1,800,000 -landscaping and hardscaping of: 12/31/1Q.a (Shared a) West side of Ft. Harrison Ave. between Georgia parking and Jones formula b) East side of Osceola Ave, south side of Georgia applied) St. and north side of Jones Street, and Osceola crosswalks and midblock pedestrian plaza in I Harrison Village; all as shown on Exhibit "0". c) North third of the west side of Osceola Ave wBase of Georgia Street upgraded with I landscaping and hardscaping. ~Intersection of Georgia St. and Ft Harrison Ave See Exhibit E-3 I TOTAL 249 + 109 0+13,235 560&W $3,000,000 $1,000,000 *"Est. Cost" = Developer's estimate for the described work, which may in the end (when the work is finally put out for contract and completed) turn out to be more or less than the estimate.. 08/09/0712:12 PM #378917 v1 - TrianglelPhasing Table EXHIBIT H 2.0 Acres Dedicated to Phase 1 I I I ~- ! / r---.....-- / ,. ;j /: I I ~ L ~ ~~ ~~ a ----------------------------------------- GEORGIA STREET ~.~ --.---1.-- .-_1 1___-) .-1 .' I I I +l I" I 1 I L ARRISON VILLAGI= BUILDING A I I I 11 r- ~ ,I -' L I -, J I "' I [-,__~, J I -f I I - - - - - - - -I ~ IIASTER SITE PLAN ~ II , ~ ACREAGE ~ . Xf" ~ t') Co :; _c> m ClIO ai CD" " ~~ ... lit") ,..: f3;:. ~ ~ o l::' . <<It;': - CD. 0 0 <<II:: . 0 ~ -= 0 .es:~ ~ adi ; ~ o.iii ,..: ~~: ~ ;cg :t Q. ~: ~L.3 · .. .. " 0 ~ --o~ . --- "