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HomeMy WebLinkAboutVI(B2) Third Amendment To Development Agreement (west Oaks Mall)AGENDA 11-04-97 Item VI' B2'.- - THIS INSTRUMENT PREPARED BY: Paul E. Rosenthal, Esq. FOLEY & LARDNER 111 North Orange Avenue, Suite 1800 Post Office Boz 2193 Orlando, FL 32802-2193 (407) 423-7656 AFTER RECORDING RETURN TO: Jean Grafton, City Clerk CITY OF OCOEE I For Recording Purposes Only 150 North Lakeshore Drive L Ocoee, FL 34761 (407) 656-2322 THIRD AMENDMENT TO DEVELOPMENT AGREEMENT THIRD AMENDMENT TO DEVELOPMENT AGREEMENT (the "Third Amendment") is made and entered into this _ day of , 1997 (the "Effective Date") by and between GGP/HOMART, INC., a Delaware corporation as the legal successor to Homart Development Co., a Delaware corporation (hereinafter referred to as the. "Developer"), whose address is 1000 Parkwood Circle, Suite 325, Atlanta, Georgia 30339 and the CITY OF OCOEE, a Florida municipal corporation (hereinafter referred to as the "City"), Whose address is 150 North Lakeshore Drive, Ocoee, Florida 34761. WITNESSETH• WBERE.AS, the Developer is the legal successor to Homart Development Co. and is developing that certain project known as the Lake Lotta Mall Development of Regional Impact and also known as the West Oaks Mall (hereinafter referred to as the "Project"); and WHEREAS, the City and the Developer have heretofore entered into that certain Development Agreement, dated January 26, 1995, as recorded on April 10, 1995 in Official Records Book 4877, Page 1880, as amended by that certain First Amendment to Development Agreement, dated July 18, 1995, as recorded on July 31, 1995 in Official Records Book 4924, Page 2466; and as amended by that certain Second Amendment to Development Agreement dated March 5, 1996, as recorded on March 25, 1996 in Official Records Book 5031, Page 2206, all of the Public Records of Orange County, Florida (collectively, the "Development Agreement"); and WHEREAS, the Developer and the City have heretofore entered into that certain Development Order for Lake Lotta Mall Development of Regional Impact (the "DRI Development Order") dated January 27, 1995, as amended, relating to the development of the Project as set forth in the Development Agreement; and WHEREAS, the Developer desires to convert floor area approved for shopping center use to theatre use. NOW, THEREFORE, in consideration of the mutual premises contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: SECTION 1. Recitals. The above recitals are true and correct and are incorporated herein by this reference. SECTION 2. Theatre Space. Condition of Approval 11 on Exhibit B to the Development Agreement is amended to read as set forth on Schedule 1 (with additions underlined) attached hereto and by this reference incorporated herein. SECTION 3. Effective Date. The Effective Date of this Third Amendment shall be the date on which the, First Amendment to the DRI Development Order becomes effective or the date that the last of the parties to this Third Amendment has executed the same, whichever comes later. The date that the last of the parties to this Third Amendment has executed the same shall be inserted on the first page of this Third Amendment. 2 SECTION 4. Defined Terms. All capitalized terms not otherwise defined herein shall have the meaning attributed to such term in the Development Agreement. SECTION 5. Unmodified. Except as expressly modified herein, the Development Agreement remains unchanged and in full force and effect. IN WITNESS WHEREOF, the Developer and the City have caused this Third Amendment to be executed by their duly authorized officers or representatives as of the day and year first above written. Signed, sealed and delivered in the presence of: Signature Print/Type Name Signature Print/Type Name 3 DEVELOPER: GGP/HOMART, INC., a Delaware corporation By:_ Name: Title: Dated: , 1997 (CORPORATE SEAL) Signature Print/Type Name Signature Print/Type Name FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA APPROVED AS TO FORM AND LEGALITY this day of , 1997. FOLEY & LARDNER City Attorney 4 CITY: CITY OF OCOEE, a Florida municipal corporation LN S. SCOTT VANDERGRIFr, Mayor Attest: JEAN GRAFTON, City Clerk Dated: , 1997 (SEAL) APPROVED BY TBE OCOEE CITY COMMISSION AT A MEETING HELD ON , 1997 UNDER AGENDA NO. STATE OF ) COUNTY OF ) I HEREBY CERTIFY. that on this day, before me, an officer duly authorized in the State aforesaid and in the County aforesaid, to take acknowledgements, personally appeared , well known to me to be the President of GGP/HOMART, INC., a Delaware corporation, and that he/she acknowledged before me executing the same freely and voluntarily under authority duly vested in him/her on behalf of said corporation. He/She [ ] is personally,. known to me or [ ] produced as identification. WITNESS my hand and official seal in the County, and State last aforesaid this _ day of , 1997. Signature of Notary (NOTARIAL SEAL) Name of Notary ('typed, Printed or Stamped) Commission Number (if not legible on seal):. My Commission. Expires (if not legible on seal): STATE OF FLORIDA ) COUNTY OF ORANGE ) I HEREBY CERTIFY that on this day before me, an officer duly authorized in the State and County aforesaid to take acknowledgments, personally appeared S. SCOTT VANDERGRIFT and JEAN GRAFTON, well known to me to be the Mayor and City Clerk, respectively,. of the CITY OF OCOEE, a Florida municipal corporation, and that they severally acknowledged executing the same in the presence of two subscribing witnesses freely and voluntarily under authority duly vested in them by said municipality. They are personally known to me. WITNESS my hand and official seal in the County and State last aforesaid this day Of , 1997. (NOTARIAL SEAL). AADEVAGRT.AM3110/1/97IOCOEE MALL, DISKIMHF:jed Signature of Notary Name of Notary (typed, Printed or Stamped) Commission Number (if not.legible on seal): My Commission Expires (if not legible on seal): 5 11. SCHEDULE 1 (Page 1 of 2) Floor Area: Maximum Gross Square Footage (gsf) Mail 1,401.231 sq.ft. Peripheral Retail Parcels 262.000 sq.ft. Maximum Gross Leasable Area (gla) Mail *1.250,000 sq.ft. Peripheral Retail Parcels *250,000 sq.ft. The Mall land use set forth above includes a movie theatre of up to 61,650 GSF (or 60,000 GLA) and up to 3,000 seats. An additional amount of up to 35.000 sq. ft. of actual GLA space (35,963 GSF) may be utilized for AMC Theatre by converting unused Shopping Center space at a ratio of -1.0 c ,ft• GLA of actual constructed AMC Theatre space to 1.3 sa. ft. GLA permitted Shopping Center space. or 45,500 0 sg. ft_ GLA (46,401 sq. ft. GSF). This would allow a maximum total of 95.000 sq ft GLA 497 613 sg. ft. GSF) of movie theatre space and up to 5.000 spats_ For tracking purposes, the total allowed square footage for theatre in terms of shopping center space is 102,183 sq ft GLA (106,871 GSF) based on the theatre space actually built under the original approval plus the proposed additional theatre space in terms of equivalent shopping center space as hown in the following table: Actual Built + Proposed Additional (Equivalent Shopping Center Space) Of the 6,250, parking spaces allocated, to the Mail land uses, up to 500 parking spaces are allocated to a movie theatre within the Mall. Upon written request to the City, the Developer shall have the right to increase the Peripheral Retail use up to an additional 50,000 square feet GLA (52,400 GSF) by reducing retail square footage in the Mall without the necessity or modifying the Land Use Plan under the following parameters: a. Any transfer shall be based on trip generation levels, as provided by the most current edition of the Institute of Transportation Engineer's Trip Generation manual since Peripheral Retail will generate more trips per thousand square feet than will the Mall Retail; b. Additional on-site and near -site traffic analysis shall be conducted to the City of Ocoee's satisfaction when additional Peripheral Retail development is proposed. The Developer shall not be entitled to Actual Proposed Equivalent Shopping Total Built (9/97) Additional 'Center Space Allowed` GLA 56,683 35,000 45,5001 102,183 GSF 60,125 35,963 46,752 106.877 Actual Built + Proposed Additional (Equivalent Shopping Center Space) Of the 6,250, parking spaces allocated, to the Mail land uses, up to 500 parking spaces are allocated to a movie theatre within the Mall. Upon written request to the City, the Developer shall have the right to increase the Peripheral Retail use up to an additional 50,000 square feet GLA (52,400 GSF) by reducing retail square footage in the Mall without the necessity or modifying the Land Use Plan under the following parameters: a. Any transfer shall be based on trip generation levels, as provided by the most current edition of the Institute of Transportation Engineer's Trip Generation manual since Peripheral Retail will generate more trips per thousand square feet than will the Mall Retail; b. Additional on-site and near -site traffic analysis shall be conducted to the City of Ocoee's satisfaction when additional Peripheral Retail development is proposed. The Developer shall not be entitled to SCHEDULE 1 (Page 2 of 2) increase the Peripheral Retail as set forth above unless the City determines that the additional on-site and near -site traffic analvsis is satisfactory; C. The Developer shall not be entitled to increase the Peripheral Retail as set forth above unless the Developer has been issued a building permit for a mall of at least 800,000 gross square feet and has commenced construction pursuant thereto; and d• The Developer hall include in the Annual Report env increases in the Peripheral Retail pursuant to the p'rovisions set forth above Maximum Floor Area Ratio: Note: GSF = Gross Square Feet .30 (1,663,231 sq.ft. on 130.0 acres) GLA = Gross Leasable Area The building square footages for individual parcels other than the Mall and Automotive Center are not known at this time. Based on parcel sizes, they are estimated to be as follows: Estimated Building Size. Estimated Building Size Parcel (g.l.a.) (g.s.f.) A 130,740 sq.ft. 137,016 sq.ft. B-1 48,125 sq.ft. 50,435 sq.ft. B-2 33,600 sq.ft. 35,213 sq.ft. C 9,538 sq.ft. 9,996 sq.ft. D-1 5,176 sq.ft. 5,424 sq.ft. D-2 13,007 sq.ft. 13,631 sq.ft. 9.814sgf _ 10.285 sa.ft. Total 250,000 sq.ft. 262,000 sq.ft. The actual square footage constructed may vary, but the total constructed area will not exceed the maximum amounts allowed as indicated above for Peripheral Retail Parcels.