FOURTH AMENDMENT TO AGREEMENT FOR DEVELOPMENT AND PURCHASE AND SALE OF PROPERTYFOURTH AMENDMENT TO AGREEMENT FOR DEVELOPMENT
AND PURCHASE AND SALE OF PROPERTY
THIS FOURTH AMENDMENT TO AGREEMENT FOR DEVELOPMENT AND
PURCHASE AND SALE OF PROPERTY (this "Amendment") is made and entered into as of
this l -day of February, 2024, by and between THE COMMUNITY REDEVELOPMENT
AGENCY OF THE CITY OF CLEARWATER, FLORIDA, a public body corporate and politic
of the State of Florida created pursuant to Part III, Chapter 163, Florida Statutes (the "Agency");
THE CITY OF CLEARWATER, FLORIDA, a Florida municipal corporation (the "City"); and
ARCHWAY CLEARWATER GARDENS, LLC, a Florida limited liability company (the
"Developer", and together with the Agency and City, the "Parties").
WITNESSETH:
WHEREAS, the Agency and Archway Partners, LLC entered into that certain Agreement
for Development and Purchase and Sale of Property dated August 23, 2021, as assigned to the
Developer (the "Original Contract"); and
WHEREAS, the Original Contract required the Developer to redevelop the real property
commonly referred to as 1250 Cleveland Street, Clearwater, FL 33755 into a project that contained
no fewer than 80 residential, affordable dwelling units with a rooftop community garden that also
maintained the existing community garden; and
WHEREAS, the City was made a party to the Original Contract solely for the purpose of
contributing $75,000.00 to the Developer for "local government support" as contemplated by
Sections 15.18 and 15.21 of the Original Contract; and
WHEREAS, the Parties amended the Original Contract through a First Amendment to
Agreement for Development and Purchase and Sale of Real Property (the "First Amendment") on
February 14, 2022 to extend all relevant dates under the Original Contract so that the Developer
could apply for an allocation of federal low-income housing tax credits or other financing issued
by the Florida Housing Finance Corporation for the year ending December 31, 2022; and
WHEREAS, the Parties amended the Original Contract through a Second Amendment to
Agreement for Development and Purchase and Sale of Real Property (the "Second Amendment")
on September 19, 2022 to allow for Developer to obtain public funds in a not -to -exceed amount
of $3,000,000.00 from the Agency and $610,000.00 in HOME Investment Partnership Program
funds from the City; and
WHEREAS, the Parties amended the Original Contract through a Third Amendment to
Agreement for Development and Purchase and Sale of Real Property (the "Third Amendment"
and collectively with the Original Contract, the First Amendment, and the Second Amendment the
"Contract") on July 25, 2023 to amend project timelines and change the location of the residential
community garden; and
KEN BURKE, CLERK OF COURT
AND COMPTROLLER PINELLAS COUNTY, FL
INST# 2020117 02/27/2024 09:13 AM
OFF REC BK: 22715 PG: 2632-2637
DocType:AGM RECORDING: $5250
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WHEREAS, the Parties now wish to enter into this Amendment to further revise the
project timelines, change the easement requirement for a community garden to a restrictive
covenant, and allow for the execution of a new lease for the existing community garden.
NOW THEREFORE, for and in consideration of the mutual covenants and agreements
of the parties, and other good and valuable considerations, the receipt and sufficiency of which is
hereby acknowledged and agreed by each of the Parties, the Agency, the City, and the Developer
do hereby covenant and agree as follows:
1. The Agency, the City, and the Developer do hereby mutually represent and warrant
that the foregoing recitals are true and correct, and said recitals are hereby ratified, confirmed, and
incorporated into the body of this Amendment.
2. Any capitalized terms utilized in this Amendment and which are not separately
defined herein shall have the meaning ascribed thereto in the Contract.
3. Section 4.05 of the Contract is hereby amended to read as follows:
"4.05 Project Schedule
(a) Developer shall submit a completed Application as required by Section
3.03(b).
(b)
(c)
(d)
(e)
(0
(g)
Developer shall obtain all necessary building permits by June 1, 2024.
Developer shall Commence Construction of the Project by July 1, 2024.
Developer shall have completed 50% of Construction by April 1, 2025.
Developer shall have completed 100% of Construction by January 1, 2026.
Developer shall begin pre -leasing the dwelling units by November 1, 2025.
Developer shall complete leasing the dwelling units by April 1, 2026.
(h) Notwithstanding anything contained in this Agreement to the contrary, in
the event that Developer is unsuccessful in obtaining an allocation of affordable
housing tax credits or other components of the Project Financing in RFA 2021-205
or RFA 2021-202 issued by the Florida Housing Finance Corporation, then
Developer shall have the right to request from the Agency an extension of all
relevant dates in this Agreement by one year. The extension request shall
expeditiously be brought before the Agency's Board of Trustees, provided,
however, it is understood and agreed that the approval or denial of such extension
request shall be at the sole discretion of the Agency's Board of Trustees."
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4. Section 6.10 of the Contract is hereby amended to read as follows:
"6.10 Closing. Provided all conditions to conveyance of the Project Site to the
Developer have been satisfied including the issuance of all building permits,
Developer shall purchase the Project Site on or before June 15, 2024 (herein
referred to as the "Closing Date"). In addition to the Agency's authority to extend
the Closing Date under Section 6.09(a), the Parties may mutually agree to change
the Closing Date."
5. Section 7.02(a) of the Contract is hereby amended to read as follows:
"(a) The Developer shall construct the Project on the Project Site substantially
in accordance with the Project Plans and Specifications. Subject to Unavoidable
Delay and the terms and conditions in this Agreement, the Developer shall
Commence Construction of the Project no later than July 1, 2024."
6. Section 7.02(b)(1) of the Contract is hereby amended to read as follows:
"(b)(1) The Developer shall commence Vertical Construction of the Project by
January 1, 2025. The Developer shall continue, pursue, and prosecute the Vertical
Construction of the Project with reasonable diligence to substantial completion by
the Completion Date and shall not at any time actually or effectively have
abandoned (or its Contractor having actually or effectively abandoned) the Project
Site. For purposes of this subsection (b), "abandoned" means to have ceased all
construction work, including all or substantially all the construction work force
withdrawing from the Project Site for a period of sixty (60) consecutive days,
subject to Unavoidable Delays."
7. Section 3.07 of the Contract is hereby amended to read as follows:
"3.07 Restrictive Covenant for a Community Garden.
Prior to the Closing Date, the City shall execute a declaration of restrictive
covenants over the area existing as a community garden on the Project Site as of
the Effective Date on terms, conditions, and form deemed satisfactory to the City
restricting the use to a community garden for the benefit, use, and enjoyment of the
public. Community garden shall be defined as a use of property where more than
one person grows produce and/or horticultural plants for their personal
consumption and enjoyment, for the consumption and enjoyment of friends and
relatives and/or donation to a not-for-profit organization, or the consumption and
enjoyment of others through limited incidental retail sale on-site of goods grown
on-site as permitted by the zoning district. The Developer shall reimburse the
City for any and all recording fees."
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8. Section 6.11(h) is hereby amended to read as follows:
"(h) With the exception of any community garden lease between the Agency as
landlord and Clearwater Community Gardens, Inc. as tenant for the management
of the existing community garden, Agency certifies that it has terminated all leases
for the Project Site or any part thereof and all tenants will have vacated the Project
Site by the Closing Date. The Agency reserves the right to terminate, extend or
renew any community garden lease with Clearwater Community Gardens, Inc.
subject to Developer's approval which approval shall not be unreasonably
withheld, conditioned, or delayed. Any such lease regarding the existing
community garden shall be assigned to Developer on the Closing Date."
9. Except as amended and modified hereby, the terms and conditions of the Contract
and this Amendment are and shall remain in full force and effect. The Contract as modified by
this Amendment, is affirmed, confirmed, and ratified in all respects.
10. This Amendment shall be recorded in the Public Records of Pinellas County,
Florida at the expense of the Developer.
11. In the event of conflict or ambiguity between the terms and provisions of this
Amendment and the Contract, the terms and provisions of this Amendment shall control to the
extended of any such conflict or ambiguity.
12. If any provision of this Amendment shall be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining portions hereof or thereof shall in no way be affected or
impaired, nor shall such holding of invalidity, illegality or unenforceability of such provision under other
dissimilar facts or circumstances.
13. This Amendment may be executed in multiple counterparts, each of which shall be
deemed an original but all of which, together, shall constitute one instrument. For the purposes of
this Amendment, an executed facsimile or electronically delivered counterpart copy of this
Amendment shall be deemed an original for all purposes.
[Remainder of page left intentionally blank]
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IN WITNESS WHEREOF, the Parties hereto have executed this Amendment as of the day
and year first set forth above:
Matthew J. Mytych, Esq.
CRA Attorney
Date: a ' `{
Appr 'v. • • t • fo
Matthew J. Mytych, E
Senior Assistant City Attorney
Date:
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AGENCY:
Community Redevelopment Agency
of the City of Clearwater, Florida,
a public body corporate and politic of
the State of Florida.
Attest:
t-10 (L- C -B2 --.011l111111 I filth
Rosemarie Call zG�EP,Wq Tti.
City Clerk �� .• • ' �',�0
IOf �ORPORq <2?
Date: g�1 IA 'PP, __
o SES, j�2.
°°
yip �ORIQAp````\piunifilisin000
CITY:
The City of Clearwater, a
Florida municipal corporation.
rian J. A
Mayor
Date:
Attest: 0
Rosemarie Call
City Clerk
Date: � //;203)
DEVELOPER:
Archway Clearwater Gardens, LLC, a
Florida limited liability company.
By: Archway Clearwater Gardens
Manager, LLC, Manager of
Archway Clearwater
Gardens, LLC.
By: Archway Partners, LLC,
Manager of Archway
Clearwater Gardens Manager,
By:
STATE OF FLORIDA
COUNTY OF Orae
Brett Green, Manager of
Archway n P rs, LLC.
Date: /ZS ZLi
The foregoing instrument was acknowledged before me by kir physical presence or
[ ] online notarization, this ;,5"' day of Sanuavy , 2024, by Brett Green, as Manager of
Archway Partners, LLC, a Florida limited liability company, on behalf of the company. He/She
is personally known to me or who produced as identification.
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Print Name:=.Sab,,\\e_.
Notary Public
Kusr
Isabel, McHugh
Notary Publk
State of Florida
Comm* HH317667
Expires 9/28/2026