HomeMy WebLinkAboutItem 07 Approval of a Two-Year Warranty Surety and Maintenance, Materials, and Workmanship Agreement with Distribution 429, LLC for the Ocoee Business Park (Maguire Turn Lanes) oc-ope
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AGENDA ITEM COVER SHEET
Meeting Date: June 2, 2020
Item # 7
Reviewed By
Contact Name. Milen D. Womack, Project Department Director
Engineer
Contact Number: 407-554-7313 City Manager:
Subject: Approval of a Two-Year Warranty Surety and Maintenance, Materials, and Workmanship
Agreement with Distribution 429, LLC for the Ocoee Business Park— Maguire Turn Lanes
Commission District 3—Richard Firstner
Background Summary:
Ocoee Business Park is a Light Industrial/Flex Office Building Complex subdivision located on the west side of
Maguire Road, south of Franklin Street and south of the railroad crossing on Maguire Road. As part of the Light
Industrial/Flex Office Building Complex the developer was required to construct the turn lanes necessary for the
complex and other off-site utility improvements in the right-of-way. The developer has completed construction of
the infrastructure improvements for the complex and has requested a Certificate of Completion The infrastructure
improvements include the roadway widening on Maguire, potable water crossings, and sanitary sewer connections
All identified punchlist repairs have been completed and the developer is ready to start the two-year warranty period
for the public improvements
As a requirement of the Land Development Code, the developer is required to furnish the City a Surety to cover
any possible damages discovered during the next two years, should the developer not choose to make those
repairs Distribution 429, LLC has provided the City with a Letter of Credit in the amount of 10% of the constructed
improvements. The attached Maintenance, Materials, and Workmanship Agreement (Form 8 from the Land
Development Code) acts as the executable document between the developer and the City. The Surety will be
returned to the developer upon completion of the two-year warranty period and the repair of any damages caused
over those two years
Issue:
Should the City accept the Surety as provided by Distribution 429, LLC for the two-year warranty for the Ocoee
Business Park Maguire Turn Lanes and execute the Maintenance, Materials, and Workmanship Agreement with
Distribution 429, LLC9
Recommendations:
The Development Services Department recommends the acceptance of the Surety and the execution of the
Maintenance, Materials, and Workmanship Agreement with Distribution 429, LLC for the Ocoee Business Park
Maguire Turn Lanes
Attachments:
1. Maintenance, Materials, and Workmanship Agreement with Distribution 429, LLC
2 Irrevocable Stand-By Letter of Credit Number STB20000504 issued by BankUnited, N.A
Financial Impact:
There are no financial impacts related to accepting and executing the Maintenance, Materials, and
Workmanship Agreement There are no financial impacts to the City in accepting this two-year warranty Surety
Type of Item: (please mark with an "x')
Public Heanng For Cle4r's Dept Use
Ordinance First Reading X Consent Agenda
Ordinance Second Reading Public Heanng
Resolution Regular Agenda
X Commission Approval
Discussion&Direction
Original Document/Contract Attached for Execution by City Clerk
Original Document/Contract Held by Department for Execution
Reviewed by City Attorney N/A
Reviewed by Finance Dept Rebecca Roberts N/A
Reviewed by N/A
2
MAINTENANCE,MATERIALS,AND
WORKMANSHIP AGREEMENT WITH LETTER OF CREDIT
Ocoee Businees Park- Maguire Turn Lanes
THIS MAINTENANCE, MATERIALS, AND WORKMANSHIP AGREEMENT
(this"Agreement")is entered into this day of 20J by
DISTRIBUTION 429,LLC,a Delaware limited liability company(the"Developer")and the
CITY OF OCOEE,a Florida municipal corporation,whose address is 150 North Lakeshore
Drive, Ocoee,Florida 34761 (the"City").
WITNESSETH:
WHEREAS,Developer,or its predecessor-in-interest or its predecessor-in title,has
developed and/or constructed a subdivision known as DISTRIBUTION 429(the"Subdivision")
and in connection therewith has installed with the approval of the City certain roads,streets,
sewer, water and reuse systems,drainage facilities (including retention and detention ponds),
and/or other improvements(collectively,the"Improvements") under the provisions,conditions,
and requirements of the City's Subdivision Regulations and the following Final Subdivision Plan
(or Preliminary/Final Subdivision Plan)approval by granted the Ocoee City Commission on June
22,2018: Development plan for Maguire Road Turn Lanes; and
WHEREAS,the Subdivision is located within certain real property located in the City of
Ocoee, Orange County, Florida, as more fully described in the attached Exhibit "A" which
exhibit is incorporated herein by this reference (the "Property"); and
WHEREAS, under Section 4-4, Subdivision Review Process,of the City's Land
Development Code,Developer is required to guaranty the maintenance, materials, and
workmanship of the Improvements within the Subdivision; and
WHEREAS, in order to obtain the issuance of a Certificate of Completion with respect
to the Improvements,the Developer desires to guaranty such maintenance, materials,and
workmanship by having BANKUNITED,N.A. (the "Bank") (or such other bank as may be
acceptable to the City)establish an Irrevocable Standby Letter of Credit in favor of the City in
substantially the form attached hereto as Exhibit"B" and by this reference made a part hereof
("Letter of Credit").
NOW THEREFORE, the parties agree as follows:
SECTION ONE: Establishment of Letter of Credit.
Developer does hereby agree to have Bank establish the Letter of Credit in favor of the
City in the amount of TWENTY THOUSAND ONE HUNDRED NINE AND 00/100
DOLLARS($20,109)to guaranty the maintenance, materials, workmanship,and structural
integrity of the Improvements and the other obligations of the Developer under this Agreement.
The Letter of Credit shall be established and drawn upon only in accordance with the terms of
the Letter of Credit and this Agreement.
ORIA_1688244 1
SECTION TWO: 2-Year Warranty Period.
For a period of two(2)years from the date of issuance of the Certificate of Completion
(the"Warranty Period"), the Developer shall maintain the Improvements in a first class condition
and shall repair, correct and/or cure any Deficiency(as def ned in Section 3 below) within thirty
(30)days of receipt of written notice of a Deficiency from the City. The Developer shall pay
any and all costs or expenses incidental to the performance of any such work. The City may
provide notices of a Deficiency from time to time during t re Warranty Period.
SECTION THREE: City's Right to Draw on L etter of Credit.
If at any time during the Warranty Period, the City notifies Developer in writing(i)that
the Improvements have not been maintained in a first class condition, (ii)that paving or other
structures within the Subdivision have been found by the City to not be in compliance with the
Subdivision approval,and/or(iii) that there is a deficiency or fault in the materials,
workmanship,or structural integrity of the Improvements which has been found by the City to
not be in compliance with the Subdivision approval (collectively,a"Deficiency")and Developer
fails to repair,correct and/or cure such Deficiency to the satisfaction of the City within thirty
(30)days from receipt of the notice thereof as set forth in Section 2 above, then the City may
draw upon the Letter of Credit without further notice to Developer in order to establish a cash
escrow for the performance of the Developer's obligations under this Agreement(the"Cash
Escrow").
Additionally,the City may draw on the Letter of Credit in order to establish a Cash
Escrow in such amounts as the City deems necessary or appropriate (a) in the event of a default
by Developer under this Agreement, and/or(b)as provided for in the Letter of Credit.
SECTION FOUR: Term of Letter of Credit.
The Letter of Credit shall be for a term of no less than two (2)years and one(I)month
from the date of issuance of the Certificate of Completion. Notwithstanding anything contained
in Section 3 above, in the event the City has notified I leveloper of a Deficiency as provided
above,then the term of this Agreement shall continue and the term of the Letter of Credit shall
be extended until such Deficiency is corrected. If the City has provided a notice of Deficiency
which has not been repaired,corrected and/or cured within thirty(30)days from the date the
Letter of Credit(or any extension or replacement thereof) is scheduled to expire,then the City
may draw on the Letter of Credit and establish a Cash Escrow for the performance of the
Developer's obligations under this Agreement.
SECTION FIVE: City's Use of Funds Drawn on Letter of Credit.
Unless otherwise mutually agreed to by City and Developer, the funds available through
the Letter of Credit and any Cash Escrow established under this Agreement shall be used by the
City only (a) to repair,correct and/or cure any Deficiency, (b) to cure a breach by Developer of
its obligations under this Agreement,and/or(c) to pay for reasonable administrative expenses
and attorneys' fees and costs incurred by the City in exercising or otherwise enforcing its rights
under this Agreement and Letter of Credit.
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ORLA_1fi88244 1
If the Developer fails or refuses to undertake the repair,correction and/or cure of any
Deficiency,then the City may,but shall not be obligated to, undertake such repair,correction
and/or cure any Deficiency,the cost of which shall be paid for out of the Letter of Credit and any
Cash Escrow established pursuant to this Agreement. In the event the City undertakes any such
repair, correction and/or cure,then the City shall be entitled to retain an administrative fee in the
amount of two percent(2%)of the cost thereof and shall also be entitled to reimbursement of all
costs and expenses incurred by the City in undertaking such action,including but not limited to
its legal fees and costs. The City may use third party contractors to perform any such corrective
actions.
SECTION SIX: Right of Entry for Corrective Activities.
In the event the City undertakes to repair,correct and/or cure any Deficiency,then in
such event the Developer hereby grants to the City and its employees, contractors and
representatives, the right to enter upon the Property and the Improvements for the purpose of
performing any such repair,correction, and/or cure.
SECTION SEVEN: No Obligation of City to Undertake Repairs or Advance
Funds.
Nothing contained herein shall be construed to in any way obligate the City to(i)advance
City funds for any purpose on behalf of the Developer,or(ii)to undertake the repair,correction
and/or cure of any Deficiency. Further,the City shall have no liability to the Developer or any
third parties with respect to any corrective actions undertaken by the City.
SECTION EIGHT: Excess Funds.
In the event that the City draws on the Letter of Credit and establishes the Cash Escrow,
then any excess funds shall be returned to the Developer after any and all of the Deficiencies
have been repaired,corrected and cured to the satisfaction of the City and after the payment from
the Cash Escrow of all obligations of the Developer under this Agreement.
SECTION NINE: Continued Applicability of Subdivision Regulations.
This Agreement shall not be construed to relieve or release Developer from any of its
obligations under the City Subdivision Regulations with respect to the Improvements.
SECTION TEN: Construction.
This Agreement shall be construed in accordance with the laws of the State of Florida.
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ORIA_1688244 1
IN WITNESS WHEREOF,the parties hereto have caused these presents to be signed as
of the date and year first above written.
DEVELOPER:
DISTRIBUTION 429,LLC,a Delaware
limited liability company
By: • • Drstn b do' • ' C,a Florida
limite. .ili ger
By:
Print Name: Steven E. McCraney
Title: Sole Member
CITY:
ATTEST:
CITY OF OCOEE,FLORIDA,a Florida
municipal corporation
By:
Melanie Sibbitt, City Clerk By:
Rusty Johnson, Mayor
(SEAL)
FOR THE USE AND RELIANCE BY TILE APPROVED BY THE OCOEE CITY
CITY OF OCOEE ONLY. APPROVED COMMISSION AT A MEETING
AS TO FORM AND LEGALITY HELD ON ,20
this day of UNDER AGENDA ITEM NO.
, 20 .
By:
City Attorney
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ORLA_1888244 1
EXHIBIT"A"
(Legal Description of Real Property Constituting the Subdivision)
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ORLA_1688244 1
THE FOLLOWING DESCRIBED LAND BEING A PORTION OF SECTION 18,TOWNSHOP 22 SOUTH, RANGE 28
EAST ORANGE COUNTY,FLORIDA AND BEING MORE PARTICUALLY DESCRIBED AS FOLLOWS:
FOR A POINT OF BEGINNING, BEGIN AT THE SOUTHWEST CORNER OF LOT 1,OCOEE BUSINESS PARK
PHASE 1 AS RECORDED IN PLAT BOOK 60, PAGES 137 AND 138 OF THE ORANGE COUNTY PUBLIC
RECORDS SAID POINT ALSO BEING ON THE SOUTH LINE OF THE SOUTHWEST 1/4 OF SAID SECTION 18;
THENCE RUN 589'07'29"W ALONG SAID SOUTH LINE,A DISTANCE OF 960.94 FEET TO A POINT OF THE
EAST RIGHT OF WAY LINE OF STATE ROAD 429 AS DESCRIBED IN OFFICIAL RECORDS BOOK 5461,PAGE
2218 OF THE PUBLIC RECORDS OF ORANGE COUNTY,FLORIDA;THENCE RUN N00'35'24"W ALONG SAID
EAST RIGHT OF LINE,A DISTANCE ON 316.67 FEET;THENCE RUN NO7'05'S2"E CONTINUING ALONG SAID
EAST RIGHT OF WAY LINE,A DISTANCE OF 1161.27 FEET TO A POINT ON THE SOUTH RIGHT OF WAY LINE
OF CSX TRANSPORTATION,INC. RAILROAD RIGHT OF WAY,SAID POINT BEING SITUATE ON A NON-
TANGENT CURVE CONCAVE TO THE SOUTHEAST AND HAVING A RADIUS OF 1405.70 FEET;THENCE RUN
ALONG SAID SOUTH RIGHT OF WAY LINE AND SAID CURVE TO THE NORTHEAST,A DISTANCE OF 607.32
FEET TO THE POINT OF TANGENCY, HAVING A CHORD BEARING OF N79'25'25"E AND A CHORD
DISTANCE OF 602.61 FEET;THENCE RUN 588'11'58"E ALONG SAID SOUTH RIGHT OF WAY LINE,A
DISTANCE OF 813.60 FEET;THENCE RUN SOO°47'57"E DEPARTING FROM SAID SOUTH RIGHT OF WAY
LINE,A DISTANCE OF 60.00 FEET;THENCE RUN 588'26'40"E,A DISTANCE OF 100.00 FEET TO A POINT ON
THE WEST RIGHT OF WAY LINE OF H.M. BOWNESS ROAD AS DESCRIBED IN OFFICIAL RECORDS BOOK
3993,PAGE 1810 OF THE PUBLIC RECORDS OF ORANGE COUNTY, FLORIDA;THENCE RUN S00'47'S5"E
ALONG SAID WEST RIGHT OF WAY LINE,A DISTANCE OF 31.34 FEET TO THE POINT OF CURVATURE OF A
CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 1507.00 FEET;THENCE CONTINUE ALONG
SAID WEST RIGHT OF WAY LINE AND SAID CURVE TO THE SOUTHEAST A DISTANCE OF 387.69 FEET TO
THE POINT OF TANGENCY,HAVING A CHORD BEARING OF SO8°10'07"E AND A CHORD DISTANCE OF
386.62 FEET;THENCE CONTINUING ALONG SAID WEST RIGHT OF WAY LINE 515'32'19"E,A DISTANCE OF
181.87 FEET THE POINT OF CURVATURE OF A CURVE CONCAVE TO THE SOUTHWEST AND HAVING A
RADIUS OF 1357.00 FEET;THENCE CONTINUE ALONG SAID WEST RIGHT OF WAY LINE AND SAID CURVE
TO THE SOUTHEAST A DISTANCE OF 77.69 FEET TO THE NORTHEAST CORNER OF LOT 2,OCOEE
BUSINESS PARK PHASE 1 AS RECORDED IN PLAT BOOK 60,PAGES 137 AND 138 OF THE ORANGE COUNTY
PUBLIC RECORDS,HAVING A CHORD BEARING OF 513°53'54"E AND A CHORD DISTANCE OF 77.68 FEET;
THENCE RUN N88°11'58"W ALONG THE NORTH LINE OF SAID LOT 2,A DISTANCE OF 802.10 FEET TO THE
NORTHWEST CORNER OF SAID LOT 2;THENCE RUN 501'48'02"W ALONG THE WEST LINE OF SAID LOT 2,
A DISTANCE OF 420.00 FEET TO THE NORTHWEST CORNER OF SAID LOT 1;THENCE RUN S00°52'30"E,A
DISTANCE OF 417.46 FEET TO THE POINT OF BEGINNING
SAID LAND CONTAINING 43.91 ACRES, MORE OR LESS
EXHIBIT"B"
FORM OF LETTER OF CREDIT
IRREVOCABLE STAND-BY LETTER OF CREDIT
NUMBER
SUBDIVISION NAME/PHASE: DISTRIBUTION 429 BUSINESS PARK
Applicant Beneficiary
Distribution 429, LLC City of Ocoee
2257 Vista Parkway, Suite 15 150 North Lakeshore Drive
W. Palm Beach, Fl. 33411 Ocoee, FL 34761
Issuing Bank ATTENTION:
BankUnited,N.A. City Engineer
2495 South Orange Avenue 150 North Lakeshore Drive
Orlando, Florida 32806 Ocoee, FL 34761
AMOUNT-$20,109.00
WRITTEN TWENTY THOUSAND ONE
HUNDRED NINE AND
00/100's US DOLLARS
DATE OF ISSUE
DATE OF EXPIRY
We hereby establish our Irrevocable Standby Letter of Credit# , in
favor of City of Ocoee, a Florida municipal corporation,and authorize you to draw on
BankUnited,N.A. (the"Bank"), at 2495 South Orange Avenue, Orlando, Florida 32806 by
order of Distribution 429, LLC up to but not exceeding the aggregate amount of TWENTY
THOUSAND ONE HUNDRED NINE AND 00/100 Dollars ($20,109.00), in United States
Funds,which is available by your draft at sight, when accompanied by this letter of credit and
any one of the following documents:
1. A statement purportedly signed by the Mayor, City Manager or authorized representative
to the effect that the City is entitled to draw upon the Letter of Credit pursuant to the terms of
ORLA_1686244 I
that certain Maintenance, Materials and Workmanship Agreement between the City and
Applicant with respect to the following Subdivision: Distribution 429 Business Park;or
2. A statement purportedly signed by the Mayor, City Manager or authorized representative
to the effect that the performance of Applicant's obligation under the h laintenance, Materials and
Workmanship Agreement has not been completed yet and the letter of credit will expire within
30 days from the date of the drawing without being extended or replaced to the City's
satisfaction; or
3. A statement purportedly signed by the Mayor, City Manager or authorized representative
to the effect that BankUnited N.A. has lost its designation as a"qualified public depository"
pursuant to Florida Statutes, Chapter 280,and an acceptable replacement letter of credit has not
been received; or
4. A statement purportedly signed by the Mayor, City Manager,or authorized
representative,that the drawing is due to Applicant's failure to repair,correct and/or cure a
"Deficiency" as that term is defined that certain Maintenance,Materials and Workmanship
Agreement between the City and Applicant with respect to the following Subdivision:
Distribution 429 Business Park.
This letter of credit shall be deemed in force until ,20 , and will
automatically be extended for a period not to exceed ninety (90)da fs without amendment unless
we provide the City Manager of the City of Ocoee with written not ce of our intent to terminate
the credit herein extended, which notice must be provided at least t,irty (30) days prior to the
expiration date of the original term hereof or any renewed term.
Drafts must bear the clause:"Drawn under Letter of Credit(Number)of BankUnited,N.A.,dated
(Month, Day, Year)."
This letter of credit shall remain in full force and effect notwithstanding a partial draw or draws
so long as a sum remains to be drawn or until the letter of credit has expired.
Except as otherwise specifically stated herein,this letter of credit sets forth in full the terms of
our undertaking,and such undertaking shall not in any way be modified,amended,or amplified
by reference to any document, instrument,or agreement referenced to herein or in which this
letter of credit is referred to or this letter of credit relates,and any such reference shall not be
deemed to incorporate herein by reference any document, instrument, or agreement.
We hereby agree with the drawers,endorsers, and bona fide holders of all drafts drawn under and
in compliance with the terms of this letter of credit, that such drafts will be duly honored upon
presentation to BankUnited, N.A. at 2495 South Orange Avenue, Orlando, Florida 32806.
This letter of credit will be considered as canceled upon receipt by us of the original credit
instrument or upon any present or future expiry date hereunder, whichever shall occur first.
This letter of credit is subject to the"International Standby Practices(ISP98)", International
Chamber of Commerce Publication No. 590 and as to matters not governed by ISP98, shall be
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ORIA.1688244 1
governed and construed in accordance with the provisions of Florida law. If a conflict between
the"International Standby Practices(ISP98)", and Florida law should arise, Florida law shall
prevail. If a conflict between the law of another state or country and Florida law should arise,
Florida law shall prevail.
(SEAL)
Authorized Signature
(Typed Name)
Title(President or Vice President of
Bank is required to sign)
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ORLA_1699244 1
�1 BankUnited, N.A.
7815 N.W. 148 STREET
MAIL CODE:3-INTOPS
MIAMI LAKES, FLORIDA 33016
ATTN: INTERNATIONAL TRADE SERVICES
PHONES: 305-461-6850 OR 305-569-2029 OR 305-569-2003
FAX:305-569-3545
EMAIL:INTERNATIONALTEAM@BANKUNITED.COM
DATE: APRIL 02, 2020 OUR REFERENCE NUMBER: STB20000504
BENEFICIARY: APPLICANT:
CITY OF OCOEE DISTRIBUTION 429, LLC
ATTN: CITY ENGINEER 2257 VISTA PARKWAY, SUITE 15
150 NORTH LAKESHORE DRIVE WEST PALM BEACH, FLORIDA 33411
OCOEE, FLORIDA 34761
ORIGINAL AMOUNT: USD 20,109.00
EXPIRATION DATE: APRIL 02, 2021
EXPIRATION PLACE: OUR COUNTERS
GENTLEMEN:
WE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT
STB20000504, IN FAVOR OF CITY OF OCOEE, A FLORIDA MUNICIPAL CORPORATION,
AND AUTHORIZE YOU TO DRAW ON BANKUNITED, N.A. (THE "BANK") , AT 7815 N.W.
148TH STREET, MIAMI LAKES, FLORIDA 33016, ATTN:INTERNATIONAL TRADE
SERVICES BY ORDER OF DISTRIBUTION 429, LLC UP TO BUT NOT EXCEEDING THE
AGGREGATE AMOUNT OF TWENTY THOUSAND ONE HUNDRED NINE AND 00/100 DOLLARS
(USD20, 109.00) , IN UNITED STATES FUNDS, WHICH IS AVAILABLE BY YOUR DRAFT
AT SIGHT, WHEN ACCOMPANIED BY THIS LETTER OF CREDIT AND ANY ONE OF THE
FOLLOWING DOCUMENTS:
1. A STATEMENT PURPORTEDLY SIGNED BY THE MAYOR, CITY MANAGER OR
AUTHORIZED REPRESENTATIVE TO THE EFFECT THAT THE CITY IS ENTITLED TO
DRAW UPON THE LETTER OF CREDIT PURSUANT TO THE TERMS OF THAT CERTAIN
MAINTENANCE, MATERIALS AND WORKMANSHIP AGREEMENT BETWEEN THE CITY AND
APPLICANT WITH RESPECT TO THE FOLLOWING SUBDIVISION: DISTRIBUTION 429
BUSINESS PARK; OR
2. A STATEMENT PURPORTEDLY SIGNED BY THE MAYOR, CITY MANAGER OR
AUTHORIZED REPRESENTATIVE TO THE EFFECT THAT THE PERFORMANCE OF
APPLICANT'S OBLIGATION UNDER THE MAINTENANCE, MATERIALS AND WORKMANSHIP
AGREEMENT HAS NOT BEEN COMPLETED YET AND THE LETTER OF CREDIT WILL
EXPIRE WITHIN 30 DAYS FROM THE DATE OF THE DRAWING WITHOUT BEING
EXTENDED OR REPLACED TO THE CITY'S SATISFACTION; OR
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f1 BankUnited, N.A.
3. A STATEMENT PURPORTEDLY SIGNED BY THE MAYOR, CITY MANAGER OR
AUTHORIZED REPRESENTATIVE TO THE EFFECT THAT BANKUNITED N.A. HAS LOST
ITS ➢ESIGNATION AS A "QUALIFIED PUBLIC DEPOSITORY" PURSUANT TO FLORIDA
STATUTES, CHAPTER 280, AND AN ACCEPTABLE REPLACEMENT LETTER OF CREDIT
HAS NOT BEEN RECEIVED; OR
4. A STATEMENT PURPORTEDLY SIGNED BY THE MAYOR, CITY MANAGER, OR
AUTHORIZED REPRESENTATIVE, THAT THE DRAWING IS DUE TO APPLICANT'S
FAILURE TO REPAIR, CORRECT AND/OR CURE A "DEFICIENCY" AS THAT TERM IS
DEFINED THAT CERTAIN MAINTENANCE, MATERIALS AND WORKMANSHIP AGREEMENT
BETWEEN THE CITY AND APPLICANT WITH RESPECT TO THE FOLLOWING
SUBDIVISION: DISTRIBUTION 429 BUSINESS PARK.
THIS LETTER OF CREDIT SHALL BE DEEMED IN FORCE UNTIL MARCH 18, 2021, AND
WILL AUTOMATICALLY BE EXTENDED FOR A PERIOD NOT TO EXCEED ONE YEAR
WITHOUT AMENDMENT UNLESS WE PROVIDE THE CITY MANAGER OF THE CITY OF
OCOEE WITH WRITTEN NOTICE OF OUR INTENT TO TERMINATE THE CREDIT HEREIN
EXTENDED, WHICH NOTICE MUST BE PROVIDED AT LEAST THIRTY (30) DAYS PRIOR
TO THE EXPIRATION DATE OF THE ORIGINAL TERM HEREOF OR ANY RENEWED TERM.
DRAFTS MUST BEAR THE CLAUSE: "DRAWN UNDER LETTER OF CREDIT ST1320000504
OF BANKUNITED, N.A. , DATED MARCH 18, 2020 "
THIS LETTER OF CREDIT SHALL REMAIN IN FULL FORCE AND EFFECT
NOTWITHSTANDING A PARTIAL DRAW OR DRAWS SO LONG AS A SUM REMAINS TO BE
DRAWN OR UNTIL THE LETTER OF CREDIT HAS EXPIRED.
EXCEPT AS OTHERWISE SPECIFICALLY STATED HEREIN, THIS LETTER OF CREDIT
SETS FORTH IN FULL THE TERMS OF OUR UNDERTAKING, AND SUCH UNDERTAKING
SHALL NOT IN ANY WAY BE MODIFIED, AMENDED, OR AMPLIFIED BY REFERENCE TO
ANY DOCUMENT, INSTRUMENT, OR AGREEMENT REFERENCED TO HEREIN OR IN WHICH
THIS LETTER OF CREDIT IS REFERRED TO OR THIS LETTER OF CREDIT RELATES,
AND ANY SUCH REFERENCE SHALL NOT BE DEEMED TO INCORPORATE HEREIN BY
REFERENCE ANY DOCUMENT, INSTRUMENT, OR AGREEMENT.
WE HEREBY AGREE WITH THE DRAWERS, ENDORSERS, AND BONA FIDE HOLDERS OF
ALL DRAFTS DRAWN UNDER AND IN COMPLIANCE WITH THE TERMS OF THIS LETTER
OF CREDIT, THAT SUCH DRAFTS WILL BE DULY HONORED UPON PRESENTATION TO
BANKUNITED, N.A. AT 7815 N.W. 148TH STREET, MIAMI LAKES, FLORIDA 33016,
ATTN: INTERNATIONAL TRADE SERVICES.
THIS LETTER OF CREDIT WILL BE CONSIDERED AS CANCELED UPON RECEIPT BY US
OF THE ORIGINAL CREDIT INSTRUMENT OR UPON ANY PRESENT OR FUTURE EXPIRY
DATE HEREUNDER, WHICHEVER SHALL OCCUR FIRST.
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S1 BankUnited, N.A.
THIS LETTER OF CREDIT IS SUBJECT TO THE "INTERNATIONAL STANDBY PRACTICES
(ISP98) " , INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NO 590 AND AS
TO MATTERS NOT GOVERNED BY ISP98, SHALL BE GOVERNED AND CONSTRUED IN
ACCORDANCE WITH THE PROVISIONS OF FLORIDA LAW. IF A CONFLICT BETWEEN
THE "INTERNATIONAL STANDBY PRACTICES(ISP98) ", AND FLORIDA LAW SHOULD
ARISE, FLORIDA LAW SHALL PREVAIL. IF A CONFLICT BETWEEN THE LAW OF
ANOTHER STATE OR COUNTRY AND FLORIDA LAW SHOULD ARISE, FLORIDA LAW SHALL
PREVAIL.
c I0,C1 G Q `
(AUTHORIZED S GNATURE) (A H IZE SIGNATURE)
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