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ADDENDUM I TO CONCEPTUAL APPROVAL AGREEMENT FCT Contract Number ot-CT-2G-OI-FI-AI-015 FLORIDA COMMUNITIES TRUST FFl Award Number 01-015-FFl KAPOK WETLAND AND FLOODPLAIN RESTORATION ADDENDUM I TO CONCEPTUAL APPROVAL AGREEMENT THIS ADDENDUM I is entered into by and between the FLORIDA COMMUNITIES TRUST (FCT), a nonregulatory agency within the State of Florida Department of Community Affairs~ CITY OF CLEARWATER, a local government of the State of Florida (Recipient), this I.: day of ::TI'\'-., , 2002. NOW THEREFORE, FCT and Recipient mutually agree as follows: WHEREAS, the parties hereto entered into a Conceptual Approval Agreement which sets forth the conditions of conceptual approval that must be satisfied by Recipient prior to the receipt of the FCT Florida Forever award and the restrictions that are imposed on the Project Site subsequent to its acquisition with the FCT Florida Forever award; WHEREAS, the Conceptual Approval Agreement provides for the disbursement of FCT Florida Forever award funds at the closing of the acquisition of the Project Site; WHEREAS, the Recipient has requested disbursement ofFCT Florida Forever award funds from FCT subsequent to the closing on the acquisition of the Project Site for the project costs expended for the acquisition ofthe Project Site by the Recipient; WHEREAS, the parties hereto desire to amend the Conceptual Approval Agreement to provide for the disbursement ofFCT Florida Forever award funds subsequent to the Recipient's acquisition ofthe Project Site; WHEREAS, the purpose of this ADDENDUM is to set forth the conditions of Conceptual Approval that must be satisfied by Recipient prior to the disbursement of any FCT Florida Forever award funds; WHEREAS, GENERAL CONDITIONS paragraph 1.14. of the Conceptual Approval Agreement states that the agreement may be amended at any time and must be set forth in a written instrument and agreed to by both the Recipient and FCT. 01-015-FFl 4/25/02 CAAAMD.I 1 NOW THEREFORE, FCT and Recipient mutually agree as follows: 1. Section I. 2. is hereby replaced, revised and superseded by the following: 2. The name Conceptual Approval Agreement is used to indicate that the project has been approved as a concept that was described in the Recipient's application that was submitted and selected for funding by FCT (Application). The Conceptual Approval Agreement is in every respect a grant contract between the parties and sets forth the requirements and responsibilities for acquisition and management ofthe Project Site, described in the Application. 2. Sections I. 5. is hereby replaced, revised and superseded by the following: 5. This Agreement may be terminated before its Expiration Date by the FCT if it is determined by the FCT that no significant progress is being made toward Proj ect Plan approval, non-performance by the Recipient of the requirements listed or that other circumstances are present that would, in all likelihood, preclude or prevent the successful reimbursement for the acquisition costs for the Project Site within the established time frame. Prior to termination, notice of the proposed terminationshall be mailed to the Recipient at the address given in paragraph 13. 3. Sections 1..6. is hereby replaced, revised and superseded by the following: 6. Recipient agrees to submit the documentation to FCT that is required in this Agreement as soon as possible so that the Project Site acquisition costs may be reimbursed in an expeditious manner. Deadlines stated in this Agreement, as well as deadlines associated with any FCT activity relating to the project, are strictly enforced. Failure to adhere to deadlines, whether stated in this Agreement or associated with meetings of the FCT Governing Board, may result in delays in the project, may result in allocation oftime or resources to other recipients that responded timely, and may result in this Agreement being terminated by FCT. It is the responsibility of the Recipient and its representatives to know all project deadlines, to devise a method of monitoring the project, and to adhere to all deadlines. The Recipient shall provide a monthly status report of progress towards reimbursement for the acquisition project costs to FCT. 01-015-FFl 4/25/02 CAAAMD.l 2 4. Section I.. 9. is hereby replaced, revised and superseded by the following: 9. The FCT Governing Board has selected the Recipient's Application for funding to acquire the entire Project Site identified in its Application. The FCT reserves the right to withdraw or adjust the FCT award if the acreage that comprises the Project Site is reduced or the project design in changed so that the objectives ofthe acquisition cannot be achieved. Any request for modification of the boundary of the Project Site identified in the Recipient's Application may be considered by the FCT following the procedures for submission and review of boundary modification requests set forth in Rule 9K - 7.0 I 0, F.A. C. If the Project Site is comprised of multiple parcels, an Acquisition Plan was required in the application. The FCT reserves the right to withdraw or adjust the FCT award if the priority parcel(s), or a significant portion ofthe Project Site identified in the Acquisition Plan, incorporated by reference herein as Exhibit "A," cannot be acquired. Approval of the Conceptual Approval Agreement shall constitute approval of the Acquisition Plan by FCT. 5. Section 1..10. is hereby replaced, revised and superseded by the following: 10. The FCT funds shall be delivered either in the form of eligible project costs prepaid by FCT to vendors or in the form of a State of Florida warrant to the Recipient. FCT award funds shall only be delivered after FCT approval of the Project Plan and terms of the acquisition of the Project Site. FCT will prepare a grant reconciliation statement prior to the reimbursement that will evidence the amount of local match, if any is required, provided by the Recipient. Cash expended by the FCT for eligible project costs incurred by the FCT will be recognized as part of the FCT grant award amount on the grant reconciliation statement. 6. Section I.. 11. is hereby replaced, revised and superseded by the following: 11. The Recipient's local match, if any is required, shall be delivered either in the form of eligible project costs prepaid to vendors by the Recipient; purchase price paid to Seller; or eligible documented donation by Seller of land value. The cash expended by the Recipient for eligible project costs incurred by the Recipient will be recognized as part of the local match, if any is required, on the grant reconciliation statement prepared pursuant to paragraph 10 above. In the event that preacquired land or donated land value is the source of local match, if any is required, the value attributed to the local match, if any is required, shall be determined after an appraisal report(s) that complies with the procedures and requirements set forth in Rule 9K-8.007, F.A.C. is reviewed and approved by FCT prior to FCT funds being delivered for the project. 01-015-FFl 4/25/02 CAAAMD.l 3 7. Section I. 13. is hereby replaced, revised and superseded by the following: 13. Recipient hereby notifies the FCT that the following administrator, officer, or employee is the authorized key contact, or project manager, on behalf of the Recipient for purposes of coordinating project activities for the duration of the project: Name: Terry Finch Title: Environmental Manager Address: P.O. Box 4748. Clearwater. FL 33758 Phone: (727) 562-4742 Fax: (727) 562-4755 Email: tfinch@c1earwater-fl.com The Recipient must notify the FCT as to any change in the authorization of the key contact on behalf of the Recipient named above. This notification must be made in writing to the Executive Director and signed by the appropriate authorized administrator, officer, or employee or named in paragraph 111.4. 8. Section III. is hereby replaced, revised and superseded by the following: III. AFFIRMATIONS, ANNUAL STEWARDSHIP REPORT, AUTHORIZED EXECUTOR AND FEDERAL EMPLOYEE IDENTIFICATION NUMBER. By execution of this Agreement, the Recipient affirms that: 1. the Recipient is ready, willing and able to provide the local match, if any is required; 2. the Recipient reaffirms the representations made in its Application; 3. the Recipient shall, on January 30 of each year after FCT reimbursement for project costs for the acquisition of the Project Site, prepare and submit to FCT an annual stewardship report as required by Rule 9K-7.013 , F.A.C.; 01-015-FFl 4/25/02 CAAAMD.l 4 4. the Recipient authorizes the administrator, employee, officer or representative named in this paragraph to execute all documents in connection with this project on behalf of the Recipient, including but not limited to the Conceptual Approval Agreement or any addenda thereto, purchase agreement for the property, grant reconciliation statement, closing documents, statements submitted as a part of the project plan, and Grant Award Agreement. Name: William B. Horne. II Title: City Manager Address: Post Office Box 4748. Clearwater. FL 33758-4748 Phone: (727) 562-4040 Fax: Email: The Recipient must notify the FCT as to any change in the authorization of the administrator, officer or employee named in this paragraph to execute all documents on behalf of the Recipient. This notification must be made in writing to the Executive Director and signed by the appropriate administrator, officer or employee. 5. the Recipient hereby notifies the FCT that the Recipient's Federal Employer Identification Number is 59-6000289. 8. Section IV. 1. is hereby replaced, revised and superseded by the following: 1. Prior to approval of the Project Plan (described in Section V below), and final disbursement of award funds by FCT, the Recipient must prepare a Management Plan that complies with Rule Chapter 9K-7.011, F.A.C., and addresses the criteria and conditions set forth in Sections IV, VI, VII, VIII, IX, and X herein. Recipient is strongly urged to coordinate with the FCT staff in order that the FCT approval of the Management Plan occurs prior to the delivery of FCT funds. 01-015-FFl 4/25/02 CAAAMD.l 5 9. Section V. is hereby replaced, revised and superseded by the following: 1. Prior to final disbursement of award funds by FCT, the Recipient must prepare a Project Plan that complies with Rule 9K-8.011, F.A.C. This Project Plan is a compilation of the following items listed below, which must be reviewed and approved by FCT. In the event that the Recipient is a partnership, the Recipient must also provide FCT with the interlocal agreement that sets forth the relationship among the partners and the fiscal and management responsibilities and obligations incurred by each partner for the Project Site as a part of its Project Plan. The Project Plan shall include, and shall not be considered by FCT unless it includes all of the following documents, to be reviewed and approved by FCT to ensure that the interest ofthe State of Florida will be protected: a. The following closing documents associated with the preacquired parcel(s): (1) A statement that the acquisition activities were conducted consistent with Rule 9K-8.004(3)(d). F.A.C. (2) A copy of the Purchase Agreement(s) for sale and purchase ofthe preacquired parcel(s) between Recipient and Wolverine Property Investment Limited Partnership (Insert name[ s] of Seller[ s D. (3) A copy of closing statements from Buyer(s) and Seller(s) for the purchase of the preacquired parcels. (4) A copy of the recorded deed(s) evidencing conveyance oftitle to the preacquired parcel(s) to the Recipient. (5) Certified survey(s) ofthe preacquired parcel(s) that meets the requirements of Rule 9K-8.006, F.A.C., and dated within 90 days of the date of acquisition of the preacquired parcel( s) by Recipient. (6) A copy ofthe title insurance policy(s) evidencing marketable title in Recipient to the pre acquired parcel(s) and effective the date of acquisition of the preacquired parcel(s) by the Recipient, including a statement from the title insurer as to the minimum promulgated rate if premium was paid by Recipient, and all documents referenced in the title policy(s). 01-015-FFl 4/25/02 CAAAMD.l 6 (7) Environmental site assessment(s) of the preacquired parcel(s) certified to the Recipient, which meets the standards and requirements of the Recipient, and with a date of certification within 45 days before the date of acquisition of the pre acquired parcel( s) by Recipient, together with the statement required by Rule 9K- 8.012(4), F.A.C. (8) Appraisal report(s) prepared for the Recipient's acquisition of the preacquired parcel(s) that complies with the requirements of Rule 9K-8.007, F.A.C., reviewed and approved by FCT in sufficient time for delivery of FCT funds. b. A letter from FCT indicating approval ofthe Management Plan written according to Rule Chapter 9K-7.011, F.A.C., and as described in Section IV above. c. A statement of the total project cost, including all non-recurring costs of project development as defined in Rule Chapter 9K-7.002(28), F.A.C.. d.. A statement of the amount of the award being requested from FCT. e. A statement from each Recipient in whose jurisdiction the project site is located that the project plan is consistent with the local comprehensive plan. f. Evidence that conditions imposed as a part of the Conceptual Approval Agreement have been satisfied. g. A signed statement from the Recipient evidencing that after conducting diligent search, the Recipient, to the best of its knowledge, represents that there are no existing or pending violations of any local, state, regional and federal laws and regulations on the project site. 2. The FCT strongly encourages the Recipient to request a courtesy review of its entire Project Plan prior to submission of the Project Plan for approval and release of funds. FCT will recommend approval of complete and accurate project plans or disapproval of incomplete or insufficient project plans. 01-015-FFl 4/25/02 CAAAMD.l 7 3. Reimbursement for project costs may be made only after FCT approval of the Project Plan. In addition. Pursuant to Rule 9K-8.011(4), F.A.C., the FCT shall publish a Notice of Approval for Florida Forever funds in the Florida Administrative Weekly that shall list each Project Plan that has received approval for funding and the amount of funding approved. Any person with a substantial interest that is or may be determined by the decision of the FCT to reject or approve the Project Plan may request an administrative proceeding pursuant to Section 120.57, F.S., within 21 days from publication of the Notice of Approval for Florida Forever funds. Reimbursement for project costs may only be made after expiration of the 21-day notice period, so long as no requests for an administrative proceeding have been filed. 10. Section VI. is hereby replaced, revised and superseded by the following: VI. PROJECT SITE ACQUISITION REQUIREMENTS IMPOSED BY CHAPTER 259 AND CHAPTER 380, PART III, F.S. RECIPIENT AGREES AS FOLLOWS: 1. FCT shall approve the terms under which the interest in land is acquired, pursuant to Section 380.510(3), F.S. Such approval is deemed given when the FCT approves the Project Plan containing a copy of the document vesting title to the Project Site in the Recipient. 2. Title to the Project Site shall be titled in the Recipient. 3. Each parcel to which the Recipient acquires title in the Project Site shall be subject to such covenants and restrictions as are, at a minimum, sufficient to ensure that the use of the Project Site at all times complies with Section 375.051 and 380.510, F.S.; Section II(e), Article VII of the State Constitution; the applicable bond indenture under which the Bonds were issued; and any provision of the Internal Revenue Code or the regulations promulgated thereunder that pertain to tax exempt bonds and shall contain clauses providing for the conveyance of title to the Project Site in the Board of Trustees of the Internal Improvement Trust Fund upon failure to use the Project Site conveyed thereby for such purposes. 4. A Grant Award Agreement containing such covenants and restrictions as referenced in paragraph 4 above and describing the real property subject to the Agreement shall be executed by the FCT and Recipient at the time of the 01-015-FFl 4/25/02 CAAAMD.l 8 reimbursement for the Project Site and shall be recorded in the county in which the Project Site is located. The Grant Award Agreement shall restate the conditions that were placed on the Project Site at the time of project selection and initial grant approval. All statements contained in the Grant Award Agreement are contained in this Conceptual Approval Agreement, with the exception of statements that do not survive the real estate closing ofthe Project Site. 5. If any essential term or condition of the Grant Award Agreement is violated, and the Recipient does not correct the violation within 30 days of written notice of violation, title to all interest in the Project Site shall be conveyed to the Board of Trustees of the Internal Improvement Trust Fund. The deed transferring title to the Project Site to the Recipient shall set forth the executory interest of the Board of Trustees of the Internal Improvement Trust Fund. 6. The interest acquired by the Recipient in the Project Site shall not serve as security for any debt of the Recipient. 7. If the existence of the Recipient terminates for any reason, title to all interest in real property it has acquired with the FCT award shall be conveyed or revert to the Board of Trustees of the Internal Improvement Trust Fund, unless FCT negotiates an agreement with another local government or nonprofit organization which agrees to accept title to all interest in and to manage the Project Site. This Addendum I and the Conceptual Approval Agreement embody the entire agreement between the parties. All other terms and conditions not specifically referenced in this agreement remain the same and unchanged. 01-015-FFl 4/25/02 CAAAMD.l 9 IN WITNESS WHEREOF, the parties hereto have duly executed this Addendum I. TIES TRUST J . ce Browning xecutive Director Date: 7(102--- Approved as to Form and Legality: By: ~~ Ann J. Wild, Tru~Counsel 01-015-FFl 4/25/02 CAAAMD.l 10 Countersigned: ATER, FLORIDA Brian J. A gst Mayor-Commissione Date: Date: (p I;x.~ /0 ).., I I Approved as to form: ~ J a e C. Hayman Assistant City Attorney Attest: ~-c 0' ~2:. }L . Q. ..~ C~thia E. Goudeau . CIty Clerk ..- . 01-015-FFl 4/25/02 CAAAMD.l 11