HomeMy WebLinkAboutVII(C) First Amendment to Development Agreement with Manheim Remarketing Limited Partnership Agenda 11-04-2003
Item VII C
FOLEY : LARDN ER
ATTORNEYS AT LAW
MEMORANDUM
CLIENT-MATTER NUMBER
020377-0544
TO: The Honorable Mayor and City Commissioners of the City of Ocoee
FROM: Paul E. Rosenthal, Esq., City Attorney
DATE: October 28, 2003
RE: First Amendment to Development Agreement with Manheim Remarketing
Limited Partnership (Florida Auto Auction)
The City and Manheim Remarketing Limited Partnership (a/k/a the Florida Auto
Auction of Orlando) had previously entered into a Development Agreement dated November 17,
2000 with respect to certain development matters related to the Florida Auto Auction. The
Development Agreement provided for the Florida Auto Auction to make a financial contribution to
the City in order to partially fund certain improvements on Maguire Road north of S.R. 50 (Maguire
Road Phase 5). The Development Agreement originally contemplated that Maguire Road Phase 5
would commence construction within three (3) years from the date of the Agreement (or November
17, 2003). This schedule was keyed to the commencement following the completion of the
Professional Parkway/Old Winter Garden Road Improvement Project.
Staff has recently revisited the schedule for the Maguire Road Phase 5 and concluded
that the schedule for commencing construction of these improvements should be extended for two
(2) years to November 17, 2005.
Attached hereto is a proposed First Amendment to Development Agreement between
the City and Manheim Remarketing Limited Partnership which would accomplish the extension of
the commencement date for Maguire Road Phase 5. The First Amendment has been submitted to
the Florida Auto Auction and, as of the date of this Memorandum, we have been advised that it is
acceptable on a local level. It is currently be routed for final approval within the Company.
RECOMMENDATION
It respectfully is recommended that the City Commission approve the First
Amendment to Development Agreement (Florida Auto Auction of Orlando; Project No. LS-00-008)
between the City and Manheim Remarketing Limited Partnership and authorize execution thereof
by the Mayor and City Clerk.
PER/j1h
Enclosure
006.314341.1 FOLEY&LARDNER
PREPARED BY:
Paul E. Rosenthal, Esq.
FOLEY&LARDNER
111 North Orange Avenue, Suite 1800
Post Office Box 2193
Orlando, FL 32802-2193
(407)423-7656
RETURN TO:
For Recording Purposes Only
Jean Grafton, City Clerk
CITY OF OCOEE
150 N. Lakeshore Drive
Ocoee, FL 34761
(407) 656-2322
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
(Florida Auto Auction of Orlando: Project No. LS-00-008)
THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT ("this
Amendment") is made and entered into as of the day of , 2003 (the
"Effective Date") by and between MANHEIM REMARKETING LIMITED
PARTNERSHIP a Florida limited partnership, whose mailing address is Post Office Box 220,
Ocoee, Florida 34761 (hereinafter referred to as the "Owner" or "Florida Auto Auction of
Orlando") and the CITY OF OCOEE, a Florida municipal corporation, whose mailing
address is 150 North Lakeshore Drive, Ocoee, Florida 34761, Attention: City Manager
(hereinafter referred to as the "City").
WITNESSETH:
WHEREAS, the City and Owner have heretofore entered into that certain Development
Agreement between the Owner and the City dated November 17, 2000 as recorded in Official
Records Book 6132, Page 4978, Public Records of Orange County, Florida (the "Development
Agreement"); and
WHEREAS, the City and the Owner desire to modify the time frame for
commencement of construction of the Maguire Road Improvements by extending the
commencement date from November 17, 2003 to November 17, 2005.
NOW, THEREFORE, in consideration of the premises and other good and valuable
considerations exchanged between the parties hereto, the receipt and sufficiency of which is
hereby acknowledged, the parties hereto agree as follows:
006.313030.1
Section 1. Recitals. The above recitals are true and correct and incorporated herein
by this reference.
Section 2. Maguire Road Improvements. The City and Owner hereby agree that,
notwithstanding any provision contained in the Development Agreement to the contrary, the
date for the commencement of construction of the Maguire Road Improvements and the
Southerly Maguire Road Improvements shall be extended to November 1, 2005. Accordingly,
Section 5(B) of the Development Agreement is hereby deleted in its entirety and the following
is substituted in lieu thereof:
"The City has advised Owner that prior to this Agreement the City has no
current plans to construct the Maguire Road Improvements in the immediate future. The
Owner has requested and the City has agreed, as a material inducement to the Owner to enter
this Agreement, to design, engineer, permit and construct (i) the Maguire Road Improvements
and commence construction thereof by November 1, 2005 and, subject to the terms, conditions
and limitations set forth herein, to diligently and in good faith continuously pursue and
complete the Maguire Road Improvements once construction thereof has commenced; and (ii)
the Southerly Maguire Road Improvements and commence construction thereof by November
1, 2005 and to diligently and in good faith continuously pursue and complete the Southerly
Maguire Road Improvements once construction thereof has commenced. The design of and
plans for the Maguire Road Improvements shall be solely within the discretion of the City."
Section 3. Covenant Running with the Land. This Amendment shall run with the
Property and inure to and be for the benefit of the parties hereto and their respective successors
and assigns and any person, firm, corporation, or entity who may become the successor in
interest to the Property or any portion thereof.
Section 4. Recordation of Amendment. The parties hereto agree that an executed
original of this Amendment shall be recorded by the City, at the City's expense, in the Public
Records of Orange County, Florida.
Section 5. Counterparts. This Amendment may be executed in any number of
counterparts, each of which shall be deemed to be an original but all of which together shall
constitute one and the same instrument.
Section 6. Effective Date. The Effective Date of this Amendment shall be the day
this Amendment is last executed by a party hereto and such date shall be inserted on Page 1 of
this Amendment. Except as amended hereby, all terms and conditions of the Development
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the Owner and the City have caused this instrument to be
executed by their duly authorized elected officials, partners, and/or officers as of the day and
year first above written.
2
006.313030.1
OWNER:
MANHEIM REMARKETING LIMITED
PARTNERSHIP, a Florida limited partnership
Signed, sealed and delivered
in the presence of: By: ARIZONA AUCTION
SERVICES, INC., a
corporation, its general partner
Print Name
By:
Name:
Print Name Its:
(SEAL)
CITY:
Signed, sealed and delivered
in the presence of: CITY OF OCOEE, FLORIDA
Print Name: By:
S. Scott Vandergrift, Mayor
Attest:
Print Name: Jean Grafton, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY THE
CITY OF OCOEE, FLORIDA. Approved as
to form and legality this
day of , 2003.
FOLEY & LARDNER
By:
City Attorney
3
006.313030.1
STATE OF
COUNTY OF
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the
State and County aforesaid to take acknowledgments, personally appeared
as the of ARIZONA AUCTION
SERVICES, INC., a corporation, as the general partner of MANHEIM
REMARKETING LIMITED PARTNERSHIP, a Florida limited partnership, who [ ] is
personally known to me or [ 1 produced as
identification, and that he/she acknowledged executing the same on behalf of said corporation
and limited partnership in the presence of two subscribing witnesses, freely and voluntarily, for
the uses and purposes therein expressed.
WITNESS my hand and official seal in the County and State last aforesaid this
day of , 2003.
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):
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, personally known to me to be the Mayor and City
Clerk, respectively, of the CITY OF OCOEE, FLORIDA 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.
WITNESS my hand and official seal in the County and State last aforesaid this
day of , 2003.
Signature of Notary
Name of Notary (Typed, Printed or Stamped)
Commission Number(if not legible on seal):
4
006.313030.1