23-02 DocuSign Envelope ID:6564CA8A-AOD9-4D9E-82BE-6208F98B3OE5
RESOLUTION NO. 23-02
A RESOLUTION OF THE CITY OF CLEARWATER, FLORIDA
AMENDING A DEVELOPMENT AGREEMENT BETWEEN THE
CITY OF CLEARWATER AND TRIPROP CLEARWATER, LLC.
(AS ASSIGNED BY ALANIK PROPERTIES; ANCO HOLDINGS,
LLC; AND NIKANA HOLDINGS, LLC); PROVIDING AN
EFFECTIVE DATE.
WHEREAS, the City and Alanik Properties, LLC; Anco Holdings, LLC; and
Nikana Holdings, LLC (collectively, the "Original Developer") were parties to that certain
Hotel Density Reserve Development Agreement (the "Agreement") as originally
approved on September 24, 2014, a copy of which is attached as Exhibit 1"; and
WHEREAS, the City and the Original Developer amended the Agreement (the
First Amendment") on August 20, 2015, a copy of which is attached as Exhibit "2"; and
WHEREAS, the Original Developer's interest in the Agreement, as amended,
was assigned to Triprop Clearwater, LLC (the "New Developer") on May 9, 2016; and
WHEREAS, the City and the New Developer further amended the Agreement
(the "Second Amendment") on November 21, 2019, a copy of which is attached as
Exhibit "3"; and
WHEREAS, the City and the New Developer desire to amend certain terms and
provisions of the Agreement, as amended, as more fully set forth in the attached Exhibit
"4"; and
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CLEARWATER, FLORIDA:
Section1. The Third Amendment to the Hotel Density Reserve Development Agreement
between the City of Clearwater and Triprop Clearwater, LLC, a copy of which is attached as
Exhibit "4," 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.
Resolution No. 23-02
DocuSign Envelope ID:6564CA8A-AOD9-4D9E-82BE-6208F98B30E5
PASSED AND ADOPTED this 16th day of February , 2023.
F�DocuSigned by:
r.,UA f iibba.4
rr—a6WV'6VTibba6rd
Mayor DS
Approved as to form: Attest:
FDocuSigned by: DocuSigned by:
.a ,�,w Aft c,u Qe
Ma & ytych, Esq. RosemarlFE �a11
Assistant City Attorney City Clerk
2 Resolution No.23-02
140( TEL DENSITY RESERVE DEXE,LOPMENT AL.REEM NT
THIS HOTEL DENSITY R.[,"SERVI,' t.)I'Vi,-.f,.(,)PMENI' ACiREEMENI,
('-Agreernent") is dated the "", day of 2014, and entered into
between ALANIK PROPER"I'IES, LLC, ANW HOLDINGS, LI +C;, and NIKANA
HOLDINCS, LLC (collectively "Developer"), its successors and assigns, arid the CITY
OF CLEARWATER, FLORIDA, a municipal corporation of the State of Florida acting
through its City Council,the governin(g body thereof("C
RE("ITAI..,S:
WHERE,AS, one of the major elements of the City's revitalization effort is a
special area plan for the revitalization of Cleat-water Beach adopted under the provisions
of the Florida Grow4h Management Act. Florida Statutes Chapter 163, Part [I., and entitled
13each by Design-, and
WHEREAS. Florida Statutes Sections [63.3220 - 1,633243, the Florida Locat
iovernment Development Agreement Act ("Act"), authorize the City to enter into
binding development agreeirients with persons having a, legal or equitable interest in real
property located within the corpora.le firnits ofthe City-, and
WI-It,'REAS, rinder Section 163,31223 of the Act, the City li,as adopted Section 4-
606 of the City of (.1carwater Con-inrunity Dcvelopnient Code ("Code"), estabiishing
procedures and requirements to consider and enter into development agreernentszand
W(-SEREAS, i3each by LDesign proposed the deveioptnenT oi hotei tanas to equalize
du,velopinent opportunities on the beach arid ensure Clearwater Beach rernains a quzalityl
I'anrily resort community, arid t"Lirther provided for a limited pool of additional hotel units,
("Hotel Density Reserve'') to be made available fi)r such rnid-slized hotel prqjects- and
"t it the Developer owrts 1 994 neres of real properly ("Property") in
corporate 11inits of` the City, more pa,rtictilarly described on l"'xiijbit "A" attached hereto,
and incorpona.ted herein: and
WI-11"Al'AS, the Developer desires to develop the Property by deniolishing
existing hotel monis and other Lises In order 10 CCAIS0110 IAVC) litindred and t);,venty-,seven
217) c,�Verniglil accorn'l-nodation units, Ineet.rigy space for "_Yllest tise, pool, new lobby and
parking with 272 parking Spaces, generally conforming to the arCIutCCtUraJ elevation.
(Jiniensions shown in cornpositel_.`xhibit -13" (collectively the "'I'roJect"),- and
WIll..'REAS, the Property has not [)revi(xisly ac(ILLI'l-rd density from the Destiriation
Resort Detisity Pool: and
W1 11-'1,!J AS� let'or, th" lann""d
whicli,, incl Lides 100 t,inivs h,orn the lab'c hotel F,'_esey,,,e
IACCOMMOdadm
e,
EN BURKE,CAAFHK OF COURT
AN 11D C�"1,11PH'01 IF R ',,,�MELAA.r COUNI-c' F],
REC, B�c 1 1854) M71928
WIIEREAS, the City Kass condUcted such public hearings as are recitfired by and in
accordance with Florida Statutes Section 163.3225. Code Sections 4-206 and 4-606, and
any Bather applicable kiw; and
WHEREAS, alae City has determined that, as of the date of this Agreement, the
proposed prqject is consistent with the City's Comprehensive Plan and Larld Development
Regnilations, and
W1 LEREAS, at a duly noticed and convened PUbliC rneetill 0,11
2014, the City Council approved this Agreement and
authorized and directed its exectition by the appropriate officials of the City- and
WIIERJAS, approval of this Agreement is in the interests of the City in
furtherance of the City's goals of enhancing the viability of thea resort community and ii-I
furtherance of the objectives of Beach by Design-, and
WHEREAS, Developer has approved this Agreement and has dUIY authorized
Certain individuals to ex cute this Agreement on Developer's behalf.
STATEMENTOF AGRE'EMENT
In consideration (--)f and in reliance upon the premises. the FTILItUal COYCHU111,S'
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 ill
accordance with the Act and Code, agree as follows:
SIH CI-ION L Hggijal . fhe above recitals are, tri.je and correct and are a part of
this Agreement.
SECTION 2. I,negLporafion of the, Act. This Aj;reernerft is entered, H-Ito irl
cornpliance with and Linder the authority of the Code and the Act, the tert-ris of which as of
the date of dais. Agreement tire incorporated herein by this reference and, made a part of
this Agreetnert. Words used in this Agreement without definition. that are defined in the
Act shall have the same meaning in this Agreel-rient as in the Act,
SEC"TION 3, 11ri(nerty-Subiect to this Affreemept. 'The Prol')erty described in
F'xhibit "A" is SUI),jed to this Agreement pe
("Prorty").
I I The Property currently has a land use designation of'Resort I acifities High
and is zoned'Fourist (T),
,).2. The Property is ii-i tee sirs: ple or under contract to be mkned i.n tie
sin-tplc by the Developer.
H'ie Propet-,,�" 'S oerwrwflly loc"Ved it 401 , 411 , �121 So�,?oh
I er de,,scr'hed 'n F,xh'bk -'A",
SEGFION 4. Scolle of Prosect.
4J ']'lie Project shall consist of 227 overnight accornniodation units. Of the
227 overnight accommodation units, 100 units shall be 1rorn the Hotel Density Reserve,
42 The Project shall include a Minil-11LIM of 272 parking spaces, as defined in
the Code.
4.3 The design of the Project, as represented in Exhibit "B". is consistent with
Beach by Design
4.4 The densitN of the Project shall be 114 units per acre. In no instance shall
the density ofa parcel of land exceed 117 units per acre. The height of tire Pr(ject shall be
137'-10- feet irieasured from Base Flood Elevation, as defined in the Code. ']"he
inaximurn, building heights of" the variOLIS character districts cannot be increased to
accommodate hotel rooms allocated 'from the, Hotel Density Reserve,
SEC"TION 5. EffeefiveJat Agreemen .
L tel )Mq_rati n of this
5.1 This Agreement shall not be effective until this Agreement is properly
recorded in the public records of Pinellas County, Florida pursuant to, Florida Stattites;
Section 163.3219 and Code Section 4-606.
5.2 Within R.A.11ACCII (14) clays after the City approves the execution of this
Agreerrient. the City shall record the Agreement with the Clerk of the Circuit Court for
Pinellas C`,ounty,, The Developer shall pay the cost of such. recording. The City shall
submit to the Department of Economic Opportunity a copy of the recorded Agreement
within fourtccn (14) days after the Agreement is recorded.
5.3 This AgXecment shall continue in efi`�ct for ten (,10) years unless earlier
terminated as set forti-i herein.
SWIAON 6. Obligations under this_Agreeffien
6.1 (- gations oD
orf eveloper:
)bfi1
6,1,1 T'he obligations under this Agreement Miall be binding upon and. the
beiielits of this A� a oper,. its successors in mterests tn,
greeirient shall InLI-e ft) the Devel
assigns.
6.1.2 At the tirne of development of the Property, the Developer will
s-abinit such applications and documentation as are required by la,vi and shall comply with
the Code applicable at the litne of building pernut revieNN.
-SI I . 1,10,11 apply t(,) kle"- of 0u:
6,1,"1 The re -rictrons S
6.1. .I o retain the grant of Reserve Units provided for herein,
the Property and improvements located thereon shall be developed in
SUbstantial conformance witli the Conceptual bite Plan attached as E-.<hibil
B Any iriodifications determined by the Planning Director as either
inconsistent with attached Exhibit "B" or constiftifing a substantial
deviation from attached ExIiibit "B" shall require an arriendt-Lient 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.
6.1.7.21 "fhe 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 Agreement 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 (.-'ode or state
law, In the event that work is not commenced pursuant to issued permits,
or certificates of occupancy are not timely isstied, the C.Ity may deny future
development approvals and/or certificates of occupancy for the Project,
and may terminate this Agreement in accordance with Section 10.
6.1.3.3 The Developer shall cxecUIC, prior to coninlenceluent of
constrUcti011, a. mandatory evacuatiOnMOSUre covenant, substarttially in the
l'orin of E'xhibit "(..10. stating that th-e accorni-nodation use will close as soon
-is practicable alter a hurricane \vatch that includes (Jearwater Beach is
posted by the National I lurricane Center,
6,1.4 (Covenant of Unified Use. Prior to the issuance of the drat bLidding perinit
liar the Project the Developer hereby agrees to execute the covenant 01' Unified LiSe and
development for- the Project Site providing that the Project Site shall be developed and
,ised as a single project, the form ofwhich covenant is attached as Exldbit 'D"; provided
however, that nothing shall preclude the Developer 1"rorn selling' all or, a portion of the
7
Developer's Property in the event that Developer deterinines not to construct the Project.
It is understood and agreed that. in the event fliat the Developer enters into the anticipated
covenant of unified use, and developirient., and the Developer elects not to consIrLICL the
I-Ircliect and notifies the City of its (,,*ction in vvriflng, and., alternatively. as of`the date of
expiration, termination or revocation no rights of Developer rernain, or will be exercised to
incorporate the Hotel Density, Reserve Units into the Project, the City shall execute and
deliver to the Developer a termination 01' Such coveriant of unified use, and development
si-iitable for, recording in the PublIc Records of"Pinellas Co-unty, Florida.
6J. 5 R-eW-rn of t)nits to Reserve Pool, Any Ree
srve (Jng
its ranted to Develol-..)er
riot bri'wl,, ,_,onstrticted tri corminctiork with the Prc)ject shcifl be rei[nrned to flie Hotel
Densitly and be to Dce."Cloper fOr ,Ise ora the Pru,ecL
6,1.6 "transient Use. A reservation system shall be required as an integral part of
the hotel use, There shall be a lobby4ront desk ,Area that must be operated as a, typical
lobby/front desk area for a hotel would be operated. Access to all units racist be provided
through a lobby and internal corridor. All units shall be available to the public for
overnight transient hotel occupancy at all luines through the required hotel reservation
system. Occupancy in the hotel is limited to a term of less than one (1) month or thirty-
one ('31) consecutive days, NNhichever is less. No unit in the hotel shall be used as a
primary or permanent residence.
6.1.7 No Full Kitcfiens,No unit shall have a complete kitchen facility as that
terin is used in the definition of"dwelling unit" in the Code.
6.1.8 Inspection of Records'. Developer shall niake available for inspection to
authorized representatives of the City its books and records pertaining to each Hotel
Density Reserve unit upon reasonable notice to confirm compliance with these regulations
as allowed by general law.
6.1.9 C -Deloper agrees to cornply
-,�Ljqidefines. ,,.1 he
with the Design Guidelines as set forth in Section VII or Beach by Design.
6.l 11) Lirriftation on Amplified Mulsic, Developer agrees that there shall be no
outdoor amplified music at the Hotel after 11 :00 p,in. on Sunday thrOUgh Thursday, or after
12:00 midnight on Friday and Saturday.
62 0blj_gations o f the City.
6.2.1 I'he City shall promptly process site and construction plan
applications I the Property that are consistent with the Comprehensive Plan and
the Concept Plan and that inect the requirerrtents of"the- Code,
The final effiectiveness of the applic-atior.is referenced in Sectiol-I
62o l is sut�ject to:
6,111 The provisions of(hapters 163 and 166., Florida StatUteS, 'US
they -j'nay govern such amendryients- and
6,2,2'�—') The expiration of .any appeal periods or, if at) appeal is filed,
at thc� (,,onchrsior� of'Nuch
6.-2.3 Upon ,,idoption of this Agreement, the Pro,ject shall receive 100
units frorn the Hotel Density Reserve as definod in each by Design, contingent
upon the j,,)rc)N,,isions of Section 6.1 �5,
SECTION 7. UtfiLf,acifitigi, to Service Devellolament. 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
applicable at the time of development approval. The requirernents for concuntency as set
forth in Article 4, Division 9. of the Code.. have been satisfied.
7.1 Potable water is available from the Cita The Developer shall be
responsible liar all necessary main extensions and applicable connection fees.
T2 Sewer service is Currently provided by the City. The Developer shall be
responsible for all necessary main extensions and applicable connection fees.
7.3 Fire, protection fironi the City,
7A Drainage facilities for the Property will be provided by the Developer at
the Developer's sole expense.
7.5 The Project shall comply with the Metropolitan Planning OrganizatioWs
[MPO] or its successor`s countywide approach to the application of coricurrency
management for transportation facilities,acilities, and the transportation analysis conducted for the
Pro ect shall include the fbilowiffi),
& Recognition ofstandard data sources as established by the MPO
1-
a Identification of level of service (LOS) standards for state and county roads as
established by theMPO-,
a Ut'l izat'on o"pt 0
, I I I - portional fair-share requirements consistent with Florida
Statutes and the MPO model ordinance-,
• Utilization of the MPO "fraffic Irripact Study Methodology-, and
( recognition of the WO designation of"Constraiiied Facilities" as set forth irl
the most current MPO Annual Level of Set-vice Report.
T6 AH improvernerits associated with the public facilities identified ill
Subsections 7.1 through 7.5 shall be completed prior to the issuance of any certificate of
occupancy.
7.7 Developer agrees to provide a cashier's cheeL, a paynient and performanc(,,,
bond, or letter of credit in the arnount of 115% of' the estima,ted costs of the public
facilities and services, to be deposited with the City to secure construction of any, nevv
public fiacifitics and, sei'vices required to be C011SULIcted by this Agreement. Such
construction shall be completed prior to issuance of a Certificate of' Occupaney. for the
Pr(_ltct.
SE"C"FION 8. B&.q1ii I'lie retu, red' kocI
If()r devel(-)prrient v4 the Prcmrhf 'ricimJe, ti-N"thlouf
8.1 Site plan approval(s) and associated Lltilit� licenses, access, and right-of-
way utilization permits;
8.2 Construction plan approval(s)-,
8.3 Building permit(s)-,
8A Certil,teate(s) of occupancy, and
SECTION 9. ll+incliU o1 Consistency. 'rhe City finds that development of the
Property is consistent with the tears this Agreement is consistent with. the City
Comprehensive Plan and the Code.
SECTION 1.0. Termina-lion. If the Developer's obligations set forth in this
Agreement are not followed in a timely i-nanner, as reasonably determined by the City
Manager, after notice to the Developer and an opportUllity to be heard, existing -permits
shall be administratively suspendedand issuance of new permits suspended Until the
Developer has fulfilled its obligations, Failu-re to timely fulfill its obligations i-nay serve as
a basis for termination of this Agreement by the City, at the discretion o1' the City and.
after notice to the Developer and an opportunity for the Developer to be heard,
SE(I'VION 11. Other Terms and Conditions. 1-.,xcept in the case of tern-unation,
tintil ten (1(l) years after the date of this Agreement, the City n-ray apply laws and policies
adopted subsequently to the Effective I)ate of this, Agreement if the City has held a public
hearing and determined:
(a) They are not in conflict with the laws and policies governing the
Agreement and do not prevent dcvc1opincitt of the laud uses=
intensities„ or densities in the Agreement'.
(b) 'Vbt-�, arc csscntial to the p-trbhc health, sal`ety, or welfare, wid expre'ssly,
state that they shall apply to a, development that is stibJect to a
development agreernerit-,
(c) They are specifically anticipated and provided for in this Agreement;
(d) The City detnonstrates that substantial changes have occurred in
pertinent conditions existing at the time of approval of this Agreenient,
or
(e) 'J"his Agreement is based err substantially inaccurate intbririation
provided by the Developer
Ft"TI 12. C'q=tiginct The -rallure of thlis Agreenient to address,
any particular permit.. condition, terns or restriction shall not relieve the Developer frorri
the nec�essjtv ol, coniplying with the lavv, governing such permitting requirerrierlt.s,,
conditions, terms or restrictions,
SECTION 1.3. �Lojiges. Notices and cornmunleations required or desired to be given
under this Agreement shall be -iv en to the parties by hand delivery. by nationally
recogjlized overnight courier service such as Federal F'xpress, or by certified mail, return,
receipt requested, addressed as follows (copies (is provided below shall be required for
prober- notice to be given):
If to the Devetoper: Alanik Properties, LLC
421 S. Gull'View Blvd.
,)
('1earwater, FI, "I"767
With ('opy to: Brian .1. Aungst—Ir.
Macfarlai-ie Ferguson & McMullen, P..A,
625 Court Street
Clearwater, FL 3-3756
If to City- City of Clearwater
ATTN: City Manager
112 South Osceola Avenue
Clearwater. FL 33756
Properly addressed. postage prepaid, notices or communications shall be deemed
delivered and received On the da:y of hand delivery, the next business day after deposit
'�or next day delivery, or on the tl-.iird ("d
with an overnight courier service J ) day l"ollowing
deposit in the United States mail, certified mail, return receipt Ueqk,lested. The parties may
chance the addresses set fbi-th above (inClUding the addition of a mortgagee to receive
n
C011i e�-, of all notices), hN" rlollce in �,Iccordance With this Section.
SECTION 14. Assiffitments.
14.1 By the Developer:
14,1 a I Prior to the (-'ommencernent Date, the Developer ma'v sell, convey,
assigil or otherwise dispose of any or ,,fll of its right, title., interest and obligations
in and to the Project, or any part thereotonly with the prior written notice to the
City, provided that, such par (hereinafter(hereina�'er re'ferred to as the "assignee"). to, the
extent (A the sale, con,veyance, assignment or other disposition by the Developer to
the assignee. shall be bourid by, the terms of' this Agreement the same as the
Developer ror suc[t part ol' the Pi-q �AS is ',�,,'Ub ect to such sale, cutiveyance.
JCU J
assig.ranent or other di�positi()rll
14.1 11' the asslgriee of the Deveh--)per's rigjit,, title, iriterest and
obligations ii.-i and to the flrtjcct, or any part thereof assumcs all of'thc; Developer's
obligation, hereculder for the Pro'ject. or tha.t part sub,lect to such Sale, conveyance,
qL,,nrricnt or other dispositiou, then the Dei �,,eloper ,-fl-vall be re] :,ased I`oi all suel
obkcr,-aJori,-:. hercunder which rr,ave bo.'' so assur.ned 0-1e rind Ike
agrees to execute an instrument evidencing such release, which shall be in
recordable form.
14,1.3) An assignment of the Project, or any part thereof, by the Developer
to any corporation, limited partnership, limited liability company, general
partnership, or joint venture, in which the Developer (or an entity tinder common
control with Developer) has either the controlling Intere.",t or through a Joint
venture or other arrangement shares equal management rights and maintains such
Controlling Interest OreqUal management rights shall not be deemed an assigni-nent
or transfer subject to any restriction on or approvals of assignments or transfers
imposed by this Agreement, provided, howeverthat notice of such assignment
shall be given by the Developer to the City not less than thirty (30) days prior to
such assignment being effective and the assigj1ee shall be bound by the terms of
this Agreement to the same extent as would the Developer in the absence of such
assignment.
14,14 No assignee, purchaser, sublessee or acquirer of all or any part of
the Developer's rights and obligations with respect to any one Parcel shall in any
t5 r-1
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 aSSLin-ied, the Developer's such other
obligations.
142 Successors algid ,AA_ssiins. 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 I otherwise be specifically provided herein.
SECTION 15. 'il4inor Non-Compliatice. The Developer will not be deetned, to
have failed to comply with the tennis of this Agreement in the c-vent such noncompliancc,
in the judgtuent of the City Manager, reasonably exercised, is of a minor or
iris onscquctitial naturc.
SECTION 16. Covenant of Coqwration. fl-te parties shall Cooperate with and
L
deal with each other in good faith and assist each other in the performance of the
provisions of this Apyeernent and irt achieving the completion of development of the
Property
SECTION 17, Aj-X)roval , Whenever art approval or consent is repaired Linder or
conternplated by Agreement snch approval or consent slr,rll not be unreas-onahly
v,,vlthheld, delayed or conditioned. All such approvals and consents shall be requested and
gn,trited in writing,
SE(I"'TION 18. C'oniWetion of Agreement. 1-1pon fhe I
of thisi Agreerne,-nt or its re'vocallon. or be ril"in'lation staternen'! e"vIdencing "itich
cortipletion, revocatio'n, cq 1"TRI11-1all'on Shall 1--W si��rled [,1y Ific hierelo �Uld recorded irl
"hc Ine 0%.
SECTION 19. Entire ALreement. This Agreement (including any and Lill
1.,'xhibits attached hereto all of which are a part of this Agreement to the same extent as if
such rixhibits were set forth in full in the body of this Agreement), constitutes the entire
agreement between the parties he pertaining to the subject matter hereof.
SECT ON 20, Construction. The tittes., captions and section nurnbers in this
Agreement are inserted liar convenient. reference only and do not define or lin-lit the scope
or intent and should not be used in the interpretation of any section, subsection or
provision of this Agreement. Whenever the context requiresor permits, the singular shall
include the plural, and plural shall include the singular and any reference in this
Agreement to the Developer includes the Developer's successors or assigns. This
Agreement was the production of negotiations between representatives for fl-le City and
the Developer and the language of the Agreement should be given its plain and ordinary
meaning 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 ono 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 I. Partial InvaliditI. Jfany, tenet or provision of this Agreement or
the application thereof to any person or circumstance is declared invalid or Unenforceable,
the rernainder of this Agreement, including any valid portion of the invalid term or
provision and the appiication of such invalid terra or pyo-vision 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 fi-,iregoing, if such responsibilities of any party hereto, to the
extent that the purpose of this Agreement or the benefits sought to be received hereunder
are firust,rat,ed, such party shall leave (fie right to terminate this Apreer
I nent upon fifteeii
(15) days written notice to the other parties.
SECTION 22. Code Amendments. Subsequently adopted ordinances and codes
of the (--'ity which are of general application not govcrning the developi-rient of land shall
be applicable to the Property,, and such niodifications are s,pecifically anticipated in this
Agreement.
StIC11,10'Ni 23. lova erninjLI-awl This Agreement sball be governed by, and
construed in accordance wAith the laws of(lie State ofFlorida.
SECTION 24. Countr
e V&rts. 'niis Agreement may be executed in counterparts,
te
all of,,0-tich Toether shall continue one and ie same mslrumenl.
SEC"I-ION 25- ftnpn . This Agreement niay be anael.-Ided by n1utual
written consent of the City and the L)eveloper so long as the aniendnieIa iiiects the
requircir[ents ofthe Act, aj.-)pfic�-,ible (.-.'Ity on-finances, and 1,lot'ida law.
IN WFPNiF:S,`,-,' WIIURl,01,, 11w p"artier,--, h,,110,/e ,,,,,x,Lcuted !hiv, "grecnicilt 0-�(,
N WITNESS WHEREOF, Developer lias c,.,i.used this Agreen-ient to be
executed this
day of 2014.
In the Presence of: Alanik. Properties, Lt.C., Atico 11oldings,
LIX, an(] Nikana Holdings, LLC
a.
r,int Namo, 'f4ixt-ill-R. Cole
Pri6t Nziiiie f( \ie'
As to "Developer"
Cl.'I'Y' 01,' C't,L,"ARWA'I"F-'R. FLORIDA
By -71
William B flotiw 11,
IV'A
ONA
Attest:
C2
Rosemarie Call, (_'NIC, City Ch
Al
Countersigned'.
George N. (-Iretekos,Vlayor
Al j)mN'ed as,"to Foirt?i:
A:
7—
A,
----------
Assistant Atu,)rne-v
STATE OFFLORIDA
Tlie fore oil'3 � Dec:lai•atioii was ac knowlecl ed before nye this cla ' cit
?( 1 , � �Martin R. Cole, on behalf'of�lanik Properties, 1�`Anco lnlclirl rs.
an 1 ikana Roldin s, U.C. He is personally known to rye or has prodUcecl as,
identification,
f I
Print Name:'
arae:
.......... ...._......__._
Notary Public: State of Florida
My Commission Expires-.
s;
� t" 1Y a'm yvi 17 171
OF
SCHEDULE "A"
PROJECT LEGAL DESCRIPTION
PARCEL 1:
LCAT' 75 LESSTHL" NORTH 10 I-EF"I' 'ITIEREOF AND ALL OF LOTS 76 AND
77; 'ITIATPARI" CSF LOT1"23) OF LLOYD-WHITE-SKINNER SUBD[VISION,
ACCORDING TO THE PLAT THEREOF AS RECORDf,"D IN PLATBOOK 13.
PAGES 12 AND 13, PUBLIC RECORDS CSL: I]'INEI-.,I-.,AS COUNTY, FLORIDA,
DESCRIBED AS 1`01,LOWS:
BEGINNING All."HE SOUTHEASTCORNER OF LOT 123 AND RUNNING
THENCE ALONG ITS EASTERLY BOUNDARY, 25 FEE'F, 4111 NICE
WESTERLY IN A STRAIGHTLINE, TO A POINTINTHE WESTERLY
BOUNDARY OF SAID I. )T, WHICH IS MIDWAY BETWEEN ITS
NOR THWESTANTI SO(.,)'I'IiWES'I' (-'OlNERS: 'I.'HEN(.'E SO1JTj-iERI..,Y
At.,ONGTFIE WESTERLYBOL.INDARY OF SAID LOT, 25 FEET, MOR1.1" OR.
1-1`SS, ] IF, SO()THWEST CORNER. OF SAID LOT;ITHENC'[.: E�ASTFRI-Y
ALONG THE SOUTHERLY BOUNDARYOF SAID L04' 'J"O "I TIE POINT OF
BEGINNING
AND
LOTS 12d., 125, 126 AND 127, LLOYD-Wl IFFE-SKIN N.I-.-,R StJ BDIV I SION.
ACCORDINGIO
BOOK 13., PAGES 12 AND I"), 1`1-411-1(' Rf,1CORDS OF PINI LLAS COIJNTY,
FLORIDA, LESS ] I tATPARI: 011 [,,OTI27 DESCRIBED AS FOLLOW S-
Ilf"GINNING ATTHE NORTHWESTCORNE.R. Ol" SAID LOTAND
RUN-NFNG FA STFRLY 33 FE E T A L ON GiTH 1E' N 0 RTI-I B 0 U N DAR Y; 'I"I]f,,',-N-C I-`
SOL.' I H WESTERLY IN A SOtYlTIWl-,,,ST
OF SAID LOT:, NORTH ALONGTHE WESTERLY 1301-NDARYTO
THE POINT OF 131-`,GINNING.
AND
LOTS 128 AND 129, LLOYD-WHITE-SKINNER SUBDIVISION,
RECORDED IN PLATBOOK 13"
PA(_,-iES 1.2 AND 11,, Pt.1131-1( Rl,'CORDS OFPINELLAS COUN't, Y, FLORIDA.
PARCt"L
7 1
21, L22 ANID-1 HL NOR] f-I 01[1,E-li A LF 1 23,
!)A(,
R'll
-VO ,",,1) 1 f
) ` ISI 1 130 K M) I III
LOT 74 AND THE NORTH 10 FFIE"J" OF LOT75, I-LOYD-WHI'l-E-S.KINN F"R
SUBDIVISION, ACCORDING TOTHE PLAT THEREOF, AS l"CORDED IN
PLAT BOOK 1;)., PAGES 12 AND I--). 017 THE PUBLIC RE(-.'ORt')S OF
PIN LLQ COUNTY, FLORIDA.
TOTAL COMBINFD SITLAI� `A CONTAINS 86.880 SQUARE FETTOR 1 �99
ACRES, ORF OR LESS.
Exhibit "B"
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EXHIBIT "C',
COVENANT REGARDING HURRICANE EVACUATION
and DEVI,,'LOPMENT, USE ANDOPERATION
DECLARATION OF COVENANTS AND RESTRICTIONS
THIS DECLARATION OF COVF,NANTS AND RFSTRICTIONS ("Dec laration") is
niade as of the day, of 2014, by ALANIK PROPERTIES, LLC, ANCO
HOLDINGS, LLC, and NI NA HOLDINGS, LLC, (collectively "Developer").
Developer is the owner of fee simple title to the real property described in Schedule I
attached hereto and made a part hereof (hereinafter, the ("Real Property")_ The City of
Clearwater, I'lorida (the "City"), has amended its Comprehensive Plan to designate Clearwater
Beach as a Community Redevelopment District pursuant to the Pinellas County Planning
Council Rules in order to implement the provisions of Beach by Design. a plan for the
revitalization ofClearwaterBeach,
The designation of Clearivater Beach as a C011111-hinity Redevelopment District (tile
"Designation") provides f(--)r the allocation of Hotel Density Reserve Units as, an incentive for the
development of mid-size quality hotels. Pursuant to the Designation, the allocation of Hotel
Density Reserve Ulinits is subject to compliance with a series of performance standards, including
a requirement that resorts containing a hotel developed with Hotel Density Reserve Units shall
be closed and all Guests evacuated from such hotels as soon as practicfible after the Mational
HLRTiCafle Coater PO-StS a hurricane watch that includes Clearwater Beach. The purpose ofsuch
evacuation. is to ensure that such a hotel is evacuated in advance of the period of time when a
1.11JI-TiCaDC. C-VaCLIH6011 WOUld be expected 1ji advance of thetjaproach of hurricane force winds,
The City has granted, by City Council Resolution passed and approved on
2014, Developer's application for Illotel Density Reserve Units pursuant to the
Designation, suject to Developer's compliance with the requiretnents of the Designation.
Developer desires for itself., and its SUCCessors, and assigns, as owner, to establish certain rights,
duties, obligations and responsibilities with respect to the use and operation oaf the Real Property
in accordance with the terms and conditions of the allocation of the -Hotel Density Reserve Units
to the City and the Designation. which rights, duties,, obligations and res Pori s,,Ibi liti es shall be
binding on any and all successors and assigns and will rUn with the title to the Real Property.
TfiER-L,',f'0R1'. in cons i derat'i on cal the covenants and restrictions herein set forth and to
lie observed and perfion-ned, and in ftirther consideration of the allocation of' Hotel Density
Reserve Units to Developer, acrd other good and valuable CODSideration, the sufficiency cel`which
is herebv acknowledged, Developer hereby declares, covenants and ag
grees as fiollows-
Belp"elit, and Thff�e co, erfants wind restrlcti=.,.,)ris Z--Ire ni<,tdc fix the
De."reloper d, nd at' successors and ",:Isslgrlsand sh,,ifl be onf'Orcec-&]e 1-)y thcrn and fi)r
the beriefit of the residents of the City and shall be enforceable on behalf of said residents by the
City Council ofthe City.
Covenant of' Development, Use and_O n�La i. Developer hereby covenants and
_tjqLi
agrees to the developni,ent-, Use and operation of the Real Property in accordance with the
provisions of this Declaration.
?tlUse. The use ofthe resort on the Real Property is restricted as follows:
2.1.1 227 units, 100 of vehicle are units allocated to Developer froin the
Hotel Density Reserve, shall be used solely for transient occupancy of
one month or thirty-one (31) consecutive days or less., must be licensed as a
public lodging establishment and classified as a hotel, and must be operated
by a single licensed operator of the hotel. NO Unit shall be used as a
primary or permanent residence. Access to the units rin-ist be provided
through a lobby and internal corridor. A reservation system shall be required
as an integral part of the hotel use and there shall be a lobby/front desk area
that must be operated as a typical lobby/front desk area for a hotel. would be
operated. All units shall be required to be submitted to a rental program
requiring the Units to be available for merribers of the public as overnight
hotel guests on a transient basis at all times. NG unit shall have a Complete
kitchen I'acility as that terns is used in the definition of"dwelling unit" in the
Code, Developer shall make available for inspection to authorized
representatives of that City its books and records pertaining to each
Unit upon reasonable notice to confirm coiripliance with these regulations as
allowed by general law. The Developer agrees to co.j.-nply xvith the Design
UUidehiies as set ibrd-i in Section Vil. of Beach bVDeSioll
v 9 ,
2.1-2 As used herein, the tears "transient occupancy," "Public lodging
establishment," "hotel", and "operator" shall have the meaning €?iveri to
such tern-is in Florida Statutes Chapter 509jart .1.
1.2 Closure of Iniprovernents and j-'vacuation, The Hotel developed off the Real
Property shall be closed as soon as practicable upon the issuance Of a hurricane watch by the
National Flurricane Center, which hurricane watch includes Clearwater Beach, and all Hotel
guests,, visitors and employees other than emergency and security personnel required to protect
the resort, shall be evacuated fron-i the Hotel as soon as practicable fbilowing the ISSIMCC Of said
hua-ricane watcb. In the event that the Nafior).al Hurricane (-'I enter shall as the ten-ninoh-)gy
et'riployed to warn of the approach of hurricane force winds, the closure and ovacuation
provisions of this Declaration shall be governed by the level of warning ernployed by the
National Hurricane entey which, pTecedes the issuance of as forecast of probable I.aridIa.11 in order
to ensure that the guests, visitors and employees will be evacuated in advarice of the issuance of
a I-Iorecasi of probable landfiall,
Effective Date. This Declaration shall become effective upon issuance
of all building peri-nits required to build the prqject ("Protect") and Developer's
commencement of construction of the Pro'
,ject, as evidenced by a Notice of
Commencement for the Project. This Declaration shall expire and terminate automatically
if and when the allocation of Reserve Units to the Developer expires or is terminated.
4 Goverilirg ]_saw., l"his Declaration shall be construed in accordance
with and governed by the laws of the State of Florida,
5 Recordina. This Declaration shall be recorded in the chain of title of
the Real
Property with the Clerk of tile Courts of Pinellas County. Florida.
6 Attornevg' Fees. Developer shall reimburse the City fior any expenses,
including reasonable attorneys' fees,, which are incurred by the City Iii-i ttie event lbat the
City determines that it is necessary and appropriate to seekjudicial enforcement of this
Declaration and the City obtains relief; whether by agreement of the parties or through
order of a couit of c(-.)Y)-ilieteiitjiirisdiciion.
7 Severability. If any provision, or part thereof" of this Declaration
or the application of' this Declaration to any person or circumstance will be or is
declared to any extent to be invalid or unenforceable. the reiriainder of this Declaration, or
the application of such provision or portion thereof to any person, or circumstance, shall
not be affected thereby, and each and every other provision of this Declaration shall be
valid and enforceable to [lie fullest extent permitted by law.
IN WITNESS WHEREOF, Developer has caused this Declaration to be executed
this
day of 2014.
hi'the Presence of. ALANIK PROPERIJES, LLC, ANCO
HOLDINGS, LIX, and NIKANA.
HOLDINGS. LU..'
As� to "Developer"
B Y J'
1`�..........
-R -
Print Min-te Martin
CITY OF CLEARWATER, FLORIDA
By--1--, ----------
Wil,liam B I Ionic It.
City Manager
Attest:
—-—-----------
Rosemarie (".'all., GNIC, City Clerk
Countersigned:
Geor-e N, Cetekos, McIyor
Approved as to f`orm�
A s sii S ut 1-It City Attufney
STATE OF I--'I,,ORIDA
COUNTY Of' PINELI-AS
The fo re going Declaration was acknowledged before me this day of 2014,
by Martin R. Cole, on behalf of'Alanik Properties, LLC, Alico Holdings, LIX7, and Nils an
Holdings, LLC, He isN"Personally, known to me or has prodticed
a,s idetifification,
print:
NotaxV PLIWIC State of Florida
NIN, Cowninission J-,xpirc-;
SCHEDULE "A"
PROJECT LEGAL DESCRIPTION
PARCELI�
LOT /5 LESS THE NORTH 10FEE TTHEREOF AND ALL OF LOTS 76 AND 77;THAI`PARI"OF 1-01 123 OF LLOYD--
WHITE-SKINNER SUBDIVISION, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 13, PAGES
12 AND 13, PUBLIC RECORDS OF PINELLAS COUNlY, FLORIDA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 123 AND RUNNING THENCE ALONG ITS EASTERLY
BOUNDARY, 25 FEET; THENCE WESTERLY IN A STRAIGHTLINE TO A PRINT"IN THE WESTERLY BOUNDARY
OF SAID LOT, WHICH IS MIDWAY BETWEEN ITS NORTHWEST AND SOUTHWEST CORNERS;THENCE
SOUTHERLY ALONG THE WESTERLY BOUNDARY OF SAID LOT, 25 FEET, MORE 0 IR LESS, TO THE SOtJTHWfST
CORNER OF SAID LOT; "THENCE EASTERLY ALONG THE SOUTHERLY BOUNDARY OF SAID LOT TOTHE POINT
OF BEGINNING.
AND
LOTS 124, 125, 126 AND 1.27, LLOYD-WHITE-SKINNER SUBDIVISION, ACCORDING -1-0 THE MAP OR PLAT
THEREOF AS RECORDED IN PLAT BOOK 13, PAGES 12 AND 13, PUBLIC RECORDS OF Ii)!NEI_L,AS COUNTY,
FLORIDA, LESS THATPART OF LOT 127 DESCRIBED AS FOLLOWS:
BEGINNING A'1 THE NORTHWEST CORNER OF SAID Lt.TAND RUNNING EASTERLY 3 Fl:ET AL0N(3 '-1-Ffl-_
NORTH BOUNDARY; THENCE SOUTHWESTERLY IN A STRAIGHT LINE 10 THE SOUTHWEST CORNER OF SAID
LOTI.- THENCE NORTH ALONG THE WESTERLY BOUNDARY TCS THE POINTOF BEGINNING.
AND
LOTS128 AND 129, I-LOYD-WHITE-SKINNER SUBDIVISION, ACCORDING TO THE PLAT THEREOF RECORDED
IN PLAT BOOK13, PAGES 12 AND 13, PUBLIC RECORDS OF PINELLAS COUNTY, FLORIDA.
PARCEL 2.1
LOTS 72, 73, 121, 122 AND THE NORTH ONE-HALF OF LOT 123, LLOYD-WHITE-5 Ki NNE R SUBlAVISION,
ACCORDING TO THE PLAT THEREOF, RECORDED IN PLAT BOOK 13, PAGES 12 AND 13, PUBLIC RECORDS Of'
PINELLAS COUNTY, flCRIDA,
PARCIL 1
_11--SKINNf, R, SUBDIWSION, ACCORU)ING FFIE
AND THI- NOR"Ill CF[TOF 111-OT751, LLOYD-W�11
1-1-111 RE(D4', AS Iii C0[-`[A_D, IN P1111-Al 13, PAGL'l '121 N'll, I
IH 4 E' i U B L IAC..., R 0 R,11)S 0 F P 1N i.',` S
VV
4:, Omh"ll"J'"', P� 'Vti A �",,O�,N � N' ,,-0, lffl "i H_J/^00 i,� I u
EXHIBIT "D"'
COVENANT OF UNIFIED USE
PLEASE RFITURN RECORDFID WCUNIF,N't"ra
...........
.............
LCQOMVIj ANT OFUN-1.1j.1j) USE
THIS COVENAN'r OF tJNIFlEI USE (the "Covenant") is executed this day of
' 2014, bv ("Developer"),
WITNE'SSP 1-'H.
WHEREAS, Developer is the owner of the real property legally described on SchedLde,
"A" attached hereto and incorporated herein byreference (the "Real Property"); and
WI JEREAS, Developer and the City of Clearwater, Florida (the "City") -are parties to th-at
certain Hotel Density Reserve Developtnetit Agreernent dated , 201 (the
"Agret�rnenl"), pursuani ic,,, which the City agreed tlraat Developer mav devekj) and coristyact
upon the Real Property a hotel 1,')ro�ject as dcscribed in the Agreement (the "ProJect"), and
WHEREAS, Develop eil` interids to devel-op and operate the Real Property for a unified
use., Lis more particularly described in this Covenant,
NOW, in consideration of the surn of 'lav'n Dollars ($10,00) arid other
good and valuable consideration, the receipt and, sufficiency of which are hereby acknowledged,
Developer does hereby agrec that, effeciive as of the date on which Developer receives all
peri-nits required to construct the Prqject aridDeveloper conwriences construction tfiereot", as
evidenced bv as Notice of' C'orru.rie.ricement for the Pro I
jcct, die R.Q,-;,,d Pr�..)perty shall be developed
and operated as as lirntted-service hotel pro ect, as described i-ri the green-.ierit, 'I'lie restrictiolls
set forth in the pre(xdim' SC11te.1)CC SIM11 CXPII-e aUtOrnafically when am.id, if Mveloper's allocation
of additioiial hotel units defined in the Agreen-ient) expires or is terminated. Notl'.ilng in this
Agneetnem shall require Developer to develop the PrOject or restrict Ekveloper's ability to
assign, transiter or otherwise convey its right in and to 11-te Real Property or any port Orr or
portions thcm.)fto uinrelated third,--parties,, Developer agrees that the City shall ha- ea [he right to
enfi-.'grcc the terrn:,',; ar�.d coviditions offl-tis ALIreeinent,
N(,)tE�,t,'['!.I,ist,,.i,i (l"ai,),p the t( "'Ili Mae] (''"nit"', b0
In the Presence of Ala6k Properties, LLC', Anco Holdings,
LLC. and Nik na IIoldings,.I:CLC
1
a
B):
Y
t��ntNa��ae_m d _. atttn R-. 6I
Pint N.,fine j
As to "Developer"
CITY OF CLE Ali Wt47 ER. FLORIDA
William H I Ionic; Ir,
City mana€g r
.Attcsto
,mom
Rosemarie ("all. ("SIC"a, City t"le
Countersigned. , a
t ,
Clearge?�� �"r lvl yoy
App roved as to Fart ;
fy -
Assistant t pity Attcarn y
STATE OF FLORIDA
("OUNTY OF PINELLAS
The l'bregoing Declaration was ackno\Ailedged before rite this day of
2014, by Martin R. Cole, on behalf of Alan Properties, LLC, Anco
I loldings, LI-C, ,and Nikana Holdings, Ile is [,�:]'-personallv known to me or has
produced as identificati(A].
-- ..- ........
Print:
Notary Public State. 6f Florida
My Commission Fxpires:
A Tll
Y `0
M)
ane n�
I I x
SCHEDULE "A"'
PROJECT LEGAL DESCRIPTION
PARCEL 1:
1,01' 75 LESS THENORTH 10 Ff'ET'I"HEREEF -AND ALL OF LOTS 76 AND
77: THAT HART OF LOT 123 OF LLO Y'D-WHITE-SK.INN FR S UBDIVISION,
ACCORDINGTO"1'111: 1'1 AT THEREOF AS RECORDED IN PLAT BOOK 131,
PAGES 12 AND 1.3, PUBLIC RECORDS OFNNELLAS COUNTY, FLORIDA,
DESCRIBED AS I,'0LLOWS:
W`GINNING AFTIIIA SO(.)TM1,.AST (.-'0RNER OF1,01' 123 AND RUNNING
fl
4ENCE Al...ONG YVS EASTERLY BOT-NDARY, 25 FEE"l` ,f E
WF'STERLY IN A STRA.IG1 FFIJN F"VO A POINT INTHE WESTLRLY
BOUNDARY Of, SAID LOT, WHICH IS MIDWAY IM "I'WE"ENITS
S,0L1T1-IWE,'ST CORN ERS; '1`Hf�'-'NCE SOUTHERLY
{LONG T11FWESTERLY BOUNDARY OF SAID Lfff25 FE'El"I", MORE OR
Ljss., FoTHE S01-Y-1-1-1WEST CO-RNER OF SAID 1-01% '111EACV E EASTERLY
ALONG14IF SOLITHE'RLY B(IUNDARYOF SAID LOTTOTHE POINTOF
f3f-GINNIN(J,
AND
LOTS 124� 125, 126 AND 127., 1-.,I..,OYI)-Wi-it'1-"t,-SKINNER. SUMANISION,
MAP OR, PI-,A AS, RI11`c1 Zl)1-sD EN pl."11-1111,
BOOK F3., PAGJ..;S 12 ANI) 1"), (-)VPIN-FI [AS COI,INTY.,
FLOMA, I..."ESSTIJAl- PARTOI, LOT127 DESCRIBED AS 1,01=1,O S;
BEGINNING AFTHE N`OR.TF1W1.`ST (11'0R,NER OFSAID I-OTAND
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LOT 74 ANDTHE NORTH 10 FEET OF LOT 75, 1111,0 YD-WHrrE-SKINNER
SUBDIVISION, ACCORI)INGTO THE PLA,rTHERE0F, AS R-13'CORDED IN
PL "L' BOOK 13, PAGES 12 AND 13, CSE THE PUBI-,IC' ISE(.,,,ORI)S OF'
PINELLAS COUNTY, FLORIDA.
TOTAL CWNIBINED SITE AR\I-,',A CON'fAINS 86,880SQUARE-� Fl-,�'FITOR 1.99
ACRES, MORF. OR LESS.
I#: 2016161356 BK: 19207 PG: 2409, 05/27/2016 at 11 :05 AM, RECORDING 23 PAGES
$197.00 KEN BURKE, CLERK OF COURT AND COMPTROLLER PINELLAS COUNTY, FL BY
DEPUTY CLERK: CLKTD02
ozz' )
FIRST AMENDMENT TO THE HOTEL DENSITY RESERVE DEVELOPMENT
AGREEMENT
�THIS�FIRST AMENDMENT TO THE HOTEL DENSITY RESERVE
VELOPMENT�AGREEMENT ("Amendment") is dated the o C day of
2015, and entered into between ALANIK PROPERTIES, LLC, ANCO
HO DINGS, LLC,)and NIKANA HOLDINGS, LLC (collectively "Developer"), its
successorstand assigns, and the CITY OF CLEARWATER, FLORIDA, a municipal
corporation of:the'State of Florida acting through its City Council, the governing body thereof
WITNESSETH:
WHEREAS, th"Crtyand\the Developer are parties to that certain Hotel Density
Reserve Development`Agreement(the Agreement")dated September 10, 2014; and
WHEREAS, the City and the'DDevel_oper desire to amend certain terms and provisions
of the Agreement, as more full y-setj h-herein below; and
NOW, THEREFORE the City and the.De11veloper agree as follows:
1. Exhibit B, attached to the Agreement is hereby amended and restated in its entirety
and shall hereafter be and read as provided'in Exhibit-_"97 attached to this Amendment and
incorporated for all purposes.
2. Section 4.4 is amended to read as follows:
The density of the Project shall be 114 units per acre. In no instance shall the density of
a parcel of land exceed 117 units per acre. The height of the Project shall be 150 feet measured
from Base Flood Elevation, as defined in the Code. The maximum building heights of various
character districts cannot be increased to accommodate hotel rooms-all co ated from the Hotel
Density Reserve.
3. Section 6.1.3.2 is amended to read as follows:
The Developer shall obtain appropriate site plan approval pursuant to L el\One or
Level Two development application within six (6) months from the effective date of this
Amendment in accordance with provisions of the Code, and shall the' obtain appropriate
permits and certificates of occupancy in accordance with the provisions of,the-Code/Nothing
herein shall restrict the Developer from seeking an extension of site plan approval,or,other
development orders pursuant to the Code or state law. In the event that,,work�is not)
commenced pursuant to issued permits, or certificates of occupancy are not timely issued;the
City may deny future development approvals and/or certificates of occupancy for the Project,
and may terminate the Agreement in accordance with Section 10.
4. This Amendment embodies the entire agreement between the City and the Developer
with respect to the amendment of the Agreement. In the event of any conflict or inconsistency
[G M 14-1420-154/171538/1]
PINELLAS COUNTY FL OFF. REC. BK 19207 PG 2410
betwee provisions of the Agreement and this Amendment, the provisions of this Amendment
all control and govern.
5. jjEx�cepas specifically modified and amended herein, all of the terms, provisions,
requirements nd;specifications contained in the Agreement remain in full force and effect.
Exc pt as"otherwis6 expressly provided herein, the parties do not intend to, and the execution
of this kmendment)s6ll not, in any manner impair the Agreement, the purpose of this
Amendment being simply to amend and ratify the Agreement, as hereby amended and ratified,
and to confirm and carry forward the Agreement, as hereby amended, in full force and effect.
IN WITNESS\WHEREOF, the parties have hereto executed this Agreement the
date and year first above written.
In the Presence of: \� Alanik Properties, LLC, Anco Holdings,
LLC, and Nikana Holdings, LLC
Print Name : i , c —.r1
By:, 1
V ar m R. ole
Print Name
As to"Developer"
CITY OFA ARWAT LORIDA
By:
William B'Ho'me 11,
City Manager
�Q"
Attest: �``
,[dam-�o� �(�Z,( � ' _o
'a
Rosemarie Call, CMC, City Clel S
1h
Countersigned: fsT lftlsvito
George N. etekos, Mayor\ //
Appr ed `\�/ /
Assistant City Attorney
[GM14-1420-154/171538/1]
PINELLAS COUNTY FL OFF. REC. BK 19207 PG 2411
&/I
z 0
STATE OF FLORIDA
COUNTY OF PINELLAS
The�,foregomg-Dec al ration was acknowledged before me this day of � , 2016 by
Martin R. Cole, on behalf of Alanik Properties, LLC,Anco Holdings, L C, and Nikana
1 1
Holdings,(LLC. He is ersonally known to me or has [ ] produced as
identification_
/
Notary Public— State of Florida
/ My Commission Expires:
BROOKE E ROLLINS
MY COMMISSION t EE 857636
EXPIRES:January 18,2017
�j"'of c��P�e W-aw Thru Budget WServm
[GM 14-1420.154/171538/1)
Exhibit `B"
Survey, Conceptual Site Plan, and Architectural Drawings
Exhibit `B"
Survey, Conceptual Site Plan, and Architectural Drawings
Site Plan Submittal July 7,2015 -&RISE
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Site Area 86,880 SF
Allowable Heigh =150'
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BASE COLOR
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Return to:
City Attomey's Office
City of Clearwater
P.O.Box 4748
Clearwater,FL 33758
Second Amendment to Development Agreement
THIS SECOND-AMENDMENT to DEVELOPMENT AGREEMENT ("Second Amendment")
is dated the A r 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 19�
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 (2 1) 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, -1--&
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 L 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 other references inthe 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 f r o in t h e 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. Apt?rovals. 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 Ij
Signature Page to Second Amendment
to Development Agreement UDA2014-06004A
In the Presence of.
Trip Clearwaler, L
Print Name: 1�- Mark Walsh, as Manager/Member
q&w&ww&z,;, .. —
Print Name:
As to "Developer"
CITY OF CLEARWATER, FLORIDA
By: U� &- 4 AA-�-z-
Print Name: William B. Horne II,
City Manager
Print Name:
As to "City"
Attest:
------------------
Rosemarie Call, City Clerk 'h
Countersigned: f�A tlStl
y'Vet\C
George N. Cretekos, Mayor
�.Aypproved as to Form:
��
Michael Fuino
Assistant City Attorney
Signature Page to Second Amendment
to Development Agreement HDA2014-06004A
STATE OF FLORIDA
COUNTY OF cce�
The foregoing instrument was acknowledged before me the "2 ! day of November, 2019,
by Mark Walsh, as manager of Triprop Clearwater LLC, a Florida limited liability company, for
the Company. He is [ �Q perp1 known to me or has [ ] produced
as identifi atio
y- 0"
Notary Public
Print Name: e4!�m kj,( c,
My Commission Expires:
*Vls'�P4
Christina G.Claris
NOTARY PUBLIC
STATE OF FLORIDA
cmwn#GG015495
rlvExpires 712512020
Exhibit"A-1"
Adjacent Property Legal Description
Lot 79 and 80,LLOYD WHIT'l1 SKINNER SUBDIVISION,, ffic plat
thereof recorded in flat Book 13,Pages 12 and 13 ofthe Public'Records oPinellas
County,Florida.
and also:
Lot Ill„LLOYD WME SKRMR SUBDIVISION. as aforesaid together vin eth
followins parcel of land beginning in the NW corner of Lot 127, LLOYD WHITE
SKINNER SUBDIVISION,as aforesaid,as a P.O.B.,nm there Easterly along the
Northerly property line of said lot a distance of 3 feet;thence Southwesterly to the
SW corner of said loot;thence run Northerly along the Westerly lot line of'said•l t to Z"/
P.D.B. .\
Exhibit"B-1"
Revised Project
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Exhibit"E"
Special Conditions of Site Plan Approval
Pedestrian Bridge Construction Plans and Procedures
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
Parry will settle any claim or action without first obtaining the written consent of the other Parry.
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.
13155829v1
Return to:
City Attorney's Office
City of Clearwater
P.O. Box 4748
Clearwater, FL 33758
THIRD AMENDMENT TO HOTEL DENSITY RESERVE
DEVELOPMENT AGREEMENT
THIS THIRD AMENDMENT TO DEVELOPMENT AGREEMENT (this "Third Amendment") is dated
this day of February 2023 (the `Effective Date") and entered into between Triprop Clearwater, LLC,
a Florida limited liability company (the "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(the "City").
Recitals:
WHEREAS, Sections 163.3220 - 163.3243, Florida Statutes, which set forth the Florida Local
Government Development Agreement Act (the "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 (the "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, Anco
Holdings, LLC, a Florida limited liability company, and Nikana Holdings LLC, a Florida limited liability
company (collectively, the "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 (the "Original Development Agreement") as amended by that
certain First Amendment to the Hotel Density Reserve Development Agreement (HDA2015-06001,
Resolution 15-19) between the aforementioned parties dated August 20, 2015 and recorded in the public
records of Pinellas County at Official Records Book 19207, page 2409 (the "First Amendment"), and as
further amended by that certain Second Amendment to the Hotel Density Reserve Development Agreement
(HDA2014-06004A, Resolution 23-02) between the Developer and the City dated November 21, 2019 and
recorded in the public records of Pinellas County at Official Records Book 20912,page 1710 (the "Second
Amendment")(collectively, the Original Development Agreement and its amendments are the
"Development Agreement"); and
WHEREAS, the Original Developer's interest in the Development Agreement was assigned to the
Developer pursuant to that certain Assignment of Hotel Density Reserve Development Agreement dated
May 9, 2016 as consented to by the City; and
1
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
WHEREAS, the Original Development Agreement allocated one hundred (100) units from the
Hotel Density Reserve to the Developer to be utilized on 1.994 acres of real property and subsequently the
Second Amendment added 0.426 acres to the Property(as described in the Development Agreement as the
"Property"); and
WHEREAS, the 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 has requested the City vacate a portion of S. Gulfview Blvd. as
described in Exhibit "A-2" attached hereto and made part hereof(the "Vacated Right-of-Way") and desires
to include this Vacated Right-of-Way into the development project(the "Amended Project"); and
WHEREAS, the City anticipates the inclusion of the Vacated Right-of-Way into the Amended
Project will activate the Beach Walk corridor as envisioned in Beach by Design; and
WHEREAS, the Developer will provide improvements, relocation and reconstruction of certain
utilities and infrastructure in the Vacated Right-of-Way and Beach Walk as preliminarily shown in Exhibit
"B-2"and to be further detailed at time of amending the approved site plan; and
WHEREAS, the Vacated Right-of-Way is 0.1837 acres in size providing a total project area of
2.5997 acres after the City vacates the area; and
WHEREAS, the Developer desires to modify the Project as provided for herein and in
Exhibit`B-2", attached hereto and made part hereof, and
WHEREAS,upon completion of the Project contemplated in the Agreement, the Amended Project
will contain a total of two hundred and forty-eight (248) overnight accommodation units (95.396(96)
units per acre), which includes one hundred (100) units originally granted 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. (2022) and any other applicable law; and
WHEREAS, the City has determined that, as of the Effective Date of this Third Amendment, the
Amended Project is consistent with the City's Comprehensive Plan and Land Development Regulations;
and
2
WHEREAS, the City has conducted public hearings as required by §§ 4-206 and
4-606 of the Community Development Code (the "Code"); and
WHEREAS, upon approval by the City of Clearwater City Council (the "City Council"), the
Developer will seek to amend the site plan approved pursuant to FLD2015-09036A pursuant to the Code
(the "Site Plan")which has been extended pursuant to state and local law; and,
WHEREAS, at a duly called public meeting on February 16, 2023, the City Council approved this
Third Amendment and authorized its execution by appropriate City officials; and
WHEREAS, the City and the Developer desire to amend certain terms and provisions of the
Development 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 Third
Amendment.
SECTION 2. Incorporation of the Act. This Third Amendment 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 Third
Amendment are incorporated herein by this reference and made a part of this Third Amendment. Words
used in this Third Amendment without definition that are defined in the Act shall have the same meaning
in this Third Amendment as in the Act.
SECTION 3. Amendments to Development Agreement. Notwithstanding anything contained in the
Development Agreement to the contrary, the Development Agreement shall be amended as follows and all
other references in the Development Agreement and Exhibits regarding the Amended Project shall be
consistent with the following:
a. Section 3 of the Development Agreement shall be amended to include the Vacated Right- of-Way
and Exhibit "A" shall be amended to include the property referenced in Exhibit "A-2" of this Third
Amendment. Any exhibit which includes a legal description is hereby amended to include the
Vacated Right-of-Way (collectively, the "Property" and the "Vacated Right-of-Way" are the
"Property").
b. Section 4.3 shall be amended to read: The design of the Project, as represented in Exhibit
"13-2",is consistent with Beach by Design.
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c. Section 4.4 is amended to read: The density of the Project shall be 96 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 Design Flood Elevation,as defined in the 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 6.1.3.1 shall reference Exhibit`B-2" attached as the Conceptual Site Plan.
e. Section 6 shall be amended to include the following new provision: 6.1.11 Right-of-Way Utilities
Relocation and Reconstruction of Beachwalk. Developer agrees that it shall be a condition
precedent to the issuance of a certificate of occupancy for the Amended Project, as it may be
amended, for the Developer, at its sole cost and expense, to remove any and all existing utilities
and infrastructure from the Vacated Right-of-Way, relocate said utilities and infrastructure within
Beach Walk, and reconstruct any and all areas of Beach Walk including hardscape and landscape
impacted by the relocation of utilities and infrastructure all in accordance with City specifications
and standards."
g. Section 13 shall be revised to update the notice addresses for the Developer as follows:
If to the Developer: TriProp Clearwater, LLC
ATTN: Mark Walsh
1001 E. Atlantic Ave.
Delray Beach, FL 33483
Deb.howard(a)oplhotels.com
With a copy to: Katherine E. Cole, Esq.
Hill Ward Henderson PA
600 Cleveland Street, Suite 800
Clearwater, FL 33755
Katie.cole@hwhlaw.com
SECTION 4. Amendments to Restrictive Covenants. This Agreement requires two (2) restrictive
covenants to be recorded in conjunction with the operation of the Property and such covenants shall be
amended and recorded in the public records of Pinellas County prior to issuance of a Building Permit
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 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 include the addition of the property described in Exhibit"A-2".
SECTION 5. Approvals. Notwithstanding anything to the contrary contained in the Development
Agreement, as amended including section 6.1.3.2, the Developer shall receive site plan approval for the
Amended Project within one (1) years of the Effective Date of this Third Amendment. Approval of this
Third Amendment requires the approval of a substantial amendment to FLD2015-09036A which, if
granted, shall supersede the existing approval.
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SECTION 6. Expiration Date. The Development Agreement, as amended, shall expire ten (10) years
after the adoption of this Third Amendment.
SECTION 7. 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 Pages to Follow)
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Signature Page to Third Amendment
To Development Agreement HDA 2014-06004A
DEVELOPER:
TRIPROP CLEARWATER,LLC,
a Florida limited liability company.
In the Presence of:
Print name: By: Mark Walsh
Title: Manager
Print name:
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me by means of❑physical presence or❑online
notarization the day of 2023, by Mark Walsh, as manager of Triprop
Clearwater,LLC,a Florida limited liability company,for the Company. He is[]personally known
to me or has [ ]produced as identification.
Notary Public
Print Name:
My Commission Expires:
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Signature Page to Third Amendment
To Development Agreement HDA 2014-06004A
ITY•
CITY OF CLEARWATER, FLORIDA, a
municipal corporation of the State of Florida.
By:
Frank V. Hibbard Jennifer Poirrier
Mayor Interim City Manager
Approved as to form: Attest:
Matthew J.Mytych, Esq. Rosemarie Call
Assistant City Attorney City Clerk
Exhibit A-2
Proposed Vacated Right of Way
DESCRIPTION:
A portion of the East 1/2 of the Gulf View Boulevard right-of-way (now
known as South Gulfview Boulevard), shown on THE LLOYD-WHITE-
SKINNER SUBDIVISION plat, recorded in Plat Book 13, Pages 12 and
13 of the Public Records of Pinellas County,Florida,being more
particularly described as follows:
BEGIN at the Northwest corner of Lot 72 of said THE LLOYD-WHITE-
SKINNER SUBDIVISION; thence along the Easterly right-of-way line of
said South Gulfview Boulevard the following course and curve;
5.000001001W, 85.15 feet to the beginning of a curve concave to the East,
having a radius of 777.00 feet, thence Southeasterly, 160.28 feet along
said curve through a central angle of 11049'09" (chord bears
5.05°50'10"E., 160.00 feet); thence non-tangentto said curve,
N.55008'15"W., 49.74 feet to the center line of said right-of-way and the
beginning of a non-tangent curve concave to the East, having a radius of
812.00 feet, thence Northwesterly, 131.30 feet along said curve and center
line through a central angle of 09015'52" (chord bears N.04°34'14"W.,
131.15 feet); thence N.00000'00"E., 80.83 feet along said center line to
the Westerly extension of the Northerly boundary line of said Lot 72;
thence N.82°58'1 8"E., 35.26 feet along said extension to the POINT OF
BEGINNING.
Containing 8,000.5653 Square Feet (0.1837 Acres), more or less.