HomeMy WebLinkAboutItem 04 Approval of a Two-Year Warranty Surety and MMWA - Ocoee Village Center OffsiteMeeting Date: November 7, 2023
Item #: 4
Contact Name: Martrivus Keaton Department Director: Michael Rumer
Contact Number: Ext. 1088 City Manager: Robert Frank
Background Summary:
Ocoee Village Center Offsite includes all public Rights of Way from the roundabout at the intersection of
Fuller's Cross and North Lakewood Ave, going north on N. Lakewood Ave to the entrance of The Serenza at
Ocoee Village, fka Allure Apartments, Parcel ID 05-22-28-6160-14-181. The roadways consist of North
Lakewood Ave, 2nd Ave, the roundabout at the intersection of Fullers Cross and N Lakewood Ave, a portion of
Westbridge Ct.and a portion of Banyan Cove Blvd. The developer has completed the construction of the
infrastructure improvements and has requested a Certificate of Completion. The infrastructure improvements
include road work, potable water, sanitary water, reclaimed water, a public lift station, a stormwater collection
system, and associated landscaping. All identified punch list 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 with a Surety to
cover any possible damages discovered during the next two years. Should the developer not choose to make
those repairs, Ocoee Village Developer's Consortium, has provided the City with an Escrow fund in the
amount of 10% of the constructed improvements. The surety amount is a total of $370,727.69. 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 agreement will replace the Phase 1 - North
Lakewood agreement signed at the 10.17.23 City Commission Meeting. 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 Ocoee Village Developer's Consortium, for the two-year
warranty for the Ocoee Village Center Offsite and execute the Maintenance, Materials, and Workmanship
Agreement?
Recommendations:
The Development Services Department recommends the Honorable Mayor and Commissioners approve the
Surety and the execution of the Maintenance, Materials, and Workmanship Agreement with Ocoee Village
Developer's Consortium, for the Ocoee Village Center Offsite.
City of Ocoee - 1 N. Bluford Avenue - Ocoee, Florida 34761
• e (4 91 00 - www.ocoee.org
Page 24 of 241
Attachments:
None
Financial Impacts:
There are no financial impacts to the City in accepting this two-year warranty Surety.
Type of Item: Consent
City of Ocoee - 1 N. Bluford Avenue - Ocoee, Florida 34761
Phone: (407) 905-3100 - www.ocoee.org
Page 25 of 241
.E, MATERIALS, AND WORKMANSHIP ;
ESCROW AGREEMENT
This Agreement (the "Agreement") is entered into this _ day of November, 2023, by
OCOEE VILLAGE DEVELOPER'S CONSORTIUM, an unincorporated association of
members consisting of Ocoee Village Residential LLC, a Delaware limited liability company
("NRP"), whose mailing address is 1228 Euclid Avenue, 4`h Floor, Cleveland, Ohio 44115
(attention Legal), Kimaya Village Residential LLC, a Florida limited liability company
("Kimaya"), whose mailing address is 5200 Vineland Road, Suite 200, Orlando, Florida 32811
and DKC Ocoee Village Center SE, LLC, a Florida limited liability company ("Konover"), whose
mailing address is 431 Fairway Drive, Suite 201, Deerfield Beach, Florida 33441, hereinafter
referred to as the "Developers" and the CITY OF OCOEE, a Florida municipal corporation,
hereinafter referred to as the "City".
WHEREAS, the Developers and Ocoee Development IV, LLC ("Original Developer") are
the owners of certain real property located in Orange County, Florida, more fully described as
Ocoee Village Center, according to the Plat thereof as recorded in Plat Book 110, Pages 80 through
89 of the Public Records of Orange County, Florida (the "Property"); and
WHEREAS, Developers have developed and constructed on the Property a mixed use
project referred to as Ocoee Village Center (the "Center") under the City's Subdivision
Regulations and pursuant to the following approvals granted by the Ocoee City Commission
(collectively, the "Subdivision Plan"), to wit:
(a) Case No. RZ-18-06-09, whereby on October 6, 2020, the Ocoee City Commission
approved Ordinance No. 2019-011, rezoning the Property to PUD, under the Ocoee Land
Development Code, as amended by Ordinance No. 2020-024 approved by the Ocoee City
Commission on October 6, 2020 (collectively, the "Ocoee Village Center PUD"); and
(b) Case No. CPA-2018-006, whereby on October 6, 2020, the Ocoee City Commission
approved Ordinance No. 2019-010, amending the Ocoee Comprehensive Plan to change
the Future Land Use Designation for the Property to "High Density Residential and
Commercial" (the "Land Use Plan Amendment"); and
(c) Project No. LS-2019-005, whereby on October 6, 2020, the Ocoee City Commission
approved the Preliminary/Final Site Plan for the Townhomes at Ocoee Village Center (the
"Townhome Site Plan Approval"); and
(d) Project No. LS-2019.007, whereby on October 6, 2020, the Ocoee City Commission
approved the Preliminary/Final Site Plan for the Allure Apartments at Ocoee Village Center
(the "Apartment Site Plan Approval"); and
(e) Project No. LS-2019-009, whereby on October 6, 2020, the Ocoee City Commission
approved the Preliminary/Final Site Plan for the Southeast Commercial at Ocoee Village
Center (the "Southeast Commercial Site Plan Approval"); and
WHEREAS, in connection therewith, the Developers have installed with the approval of
the City certain roads, streets, sewers, water systems, drainage works, and/or other improvements
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(the "Improvements,') under the provisions, conditions, and requirements of the City's Subdivision
Regulations and the Subdivision Plan; and
WHEREAS, under Section 4-4, Subdivision Review Process, of the City's Land
Development Code, Developers are required to warrant the maintenance, materials, and
workmanship of the Improvements constricted by Developer within the Center; and
WHEREAS, Section 4-4, Subdivision Review Process, of the City's Land Development
Code provide that Developers may guaranty such maintenance, materials, and workmanship by
placing a cash escrow with the City; and
WHEREAS, Developers wish to establish an escrow fund in order to guaranty the
maintenance, materials, and workmanship of the Improvements within the Subdivision as required
by Section 4-4, Subdivision Review Process, of the Land Development Code.
NOW THEREFORE, the parties agree as follows:
SECTION 1. ESTABLISHMENT OF ESCROW FUND.
Developers hereby establish an escrow fiend with the City in the amount of $370,727.69 to
guaranty the maintenance, materials, repair, replacement, workmanship, and structural integrity of
the Improvements (the "MMW Escrow"). This MMW Escrow fund shall be placed by the City in
a non -interest -bearing account at a local financial institution and shall be disbursed only in accord
with the terms of this Agreement. Developer agrees that the City may use funds from the existing
Escrow Fund established by that certain Performance Surety Escrow Agreement dated December
6, 2022 by and between the Ocoee Village Developers Consortium and the City to fund the MMW
Escrow.
SECTION 2. TERMS AND CONDITIONS FOR RETURN OF ESCROW FUND.
In the event Developers shall jointly and severally maintain the Improvements in a first
class condition for a period of two (2) years from the date of issuance of the Certificate of
Completion for the Improvements, and if Developers shall jointly and severally, replace all paving
or other structures which within said two (2) year period shall be found by the City not to comply
with the City's Subdivision Regulations and the Subdivision Plan, and that if the Developers
replace any Improvements the materials, workmanship, or structural integrity of which shall be
found by the City not to comply with the Subdivision Plan or the City's Subdivision Regulation
for a two (2) year period following issuance of the Certificate of Completion by the City,
Developers, jointly and severally shall pay any and all costs or expenses incidental to the
performance of any work required to be performed hereunder, then the monies escrowed hereunder
less an administrative fee of two (2) percent which shall be retained by the City and less all bank
charges with respect to the maintenance of the escrow fund shall be returned to the Developers.
SECTION 3. CITY'S RIGHT TO DRAW ON ESCROW FUND.
The funds escrowed hereunder shall be used by the City only to repair or replace the
Improvements deemed by the City to not comply with the Subdivision Plan or the City's
Subdivision Regulations, except as mutually agreed to by the parties in writing. If at any time
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0038106\192266\13185749v2
during the two (2) year period following the issuance of the Certificate of Completion for the
Improvements the City notifies Developers in writing of any deficiency or fault in the materials,
workmanship, or structural integrity of the Improvements, and Developers fail to correct such
deficiency or fault to the satisfaction of the City within thirty (30) days after their receipt of such
written notice (or such longer period as is reasonably required if the deficiency or fault is of a
nature that cannot with reasonable diligence be corrected within said 30 days, so long as such
correction is being diligently pursued), then the City may make such corrections, the cost of which
shall be paid for out of the escrow fund for this purpose, whereupon the City shall so notify the
Developers in writing.
Notwithstanding anything contained in Section 2 above, in the event the City has notified
Developers of a deficiency or fault as provided above, the term of this Agreement shall continue
until such deficiency or fault is corrected.
SECTION 4. CONTINUED APPLICABILITY OF SUBDIVISION
REGULATIONS.
This Agreement shall not be construed to relieve or release Developers from any of its
obligations under the City Subdivision Regulations or the Subdivision Plan with respect to the
Improvements. Further, the amount of the escrow fund and payment into and/or disbursement of
any or all of the escrow fund in no way relieves Developers of their obligations under the
Subdivision Plan and the City's Subdivision Regulations.
SIGNATURES TO FOLLOW
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0038106\1 92266\1 3185749v2
IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed as of the date and
year first above written.
*COEE VILLAGE DEVELOPER'S CONSORTIUM, AN UNINCORPORATED. .,
,11,F MEMBERS:
Witnesses:
Printed Name: Lnn/IC4M I-OlIt'll
Kimaya Ocoee Village, LLC, a Delaware limited
liability company
By: KIMAYA OV DEVELOPMENT, LLC,
a Delaware limited liability company,
its Sole Member
By: Ocoee Village Partners, LLC,
a Florida limited liability company,
its manager
By: Ocoee Village GP, LLC,
a Florida limited liability company, its
manager
By: Kimaya, LLC,
a Delaware limited liability
any is manager
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corn
any is manager
By:
Name: Vishaal Gu to
Title: Manager
The foregoing instrument was acknowledged before me this day of2023, byd
by Vishaal Gupta, Manager of Kimaya, LLC, a Delaware limited liability company, which is the manager
of Ocoee Village GP, LLC, a Florida limited liability company, which is the manager of Ocoee Village
Partners, LLC, a Florida limited liability company, which is the manager of Kimaya OV Development,
LLC, a Delaware limited liability company, which is the Sole Member of KIMAYA OCOEE VILLAGE,
LLC, a Delaware limited liability company, on behalf of the compa y. He/she appeared by (check one)
0 physical appearance or 0 online notarization, and (check oil 9 is personally known to me or 0 has
produced as identification.
a4xv N Notary Public State of Florida
Carol Kay Cole
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Witnesses:
Printed Name:--,Nvv R,'? Ov-6:
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Printed Name:
STATE OF Fh-@�
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Ocoee Village Residential LLC, a Delaware
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The foregoing instrument was acknowledged before me this day of '2023,
by AlocW (na(4el7ce, , as 5�,dreT4�irlj of Ocoee Village Residential LLC, a
Dglaware limited liability company, on behalf of the company. He/she appeared by (check one)
[physical appearance or 0 online notarization, and (check one) 0 is personally known to me
or 0 has produced as identification.
.......... P11111
Cynthia Machesky
Notary Public, State of Ohio
My Commission Expires
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Notary Public
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Witnesses:
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PrintedName. i41"eiz 7' &-)'t I Oh'YA
Printed Name: No 16' A r sc ±i
DKC Ocoee Village Center SE, LLC, a
Florida limited liability company
The foregoing instrument was acknowledged before me this t--L day of November, 2023, by
David Coppa as CEO of DKC Ocoee Village Center, SE, LLC, a Florida limited liability
company, on behalf of the company. He/she appeared by (check one) Erfphysical appearance or
0 online notarization, and (check one) O'k personally known to me or 0 has produced
as identification.
FBEATRICE T. WILLIAMS
Commission 9 GG 932219
Expires November 24, 2023
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THIS MAINTENANCE, MATERIALS, AND WORKMANSHIP ESCROW AGREEMENT
FOR OCOEE VILLAGE CENTER IS HEREBY JOINED IN AND CONSENTED TO BY THE
ORIGINAL DEVELOPER.
ORIGINAL DEVELOPER:
OCOEE DEVELIV, LLC,
a Florida limited company
0
RicandC.'Wohlfarth, Manager
STATE OF FLORIDA
COUNTY OF 5 V-
The foregoing instrument was acknowledged before me this day of 11_, 2023,
by Richard C. Wohlfarth, as Manager of Ocoee Development IV, LLC, a Florida limited liability
company, on behalf of the company. He/she appeared by (checlf one) physical appearance or
0 online notarization, and (check one) E4,- rspersonally known to me or 0 has produced
as identification.
Print Name:
Notary Publi
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MY COMMlsslorlg f114199132 Commission Number: gj
v 1ove inber 21, 2025
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0038106\1 92266\1 3 185749v2
ATTEST:
City Clerk
(SEAL)
FOR THE USE AND RELIANCE BY THE
CITY OF OCOEE ONLY. APPROVED
AS TO FORM AND LEGALITY
this day of
, 20
FISHBACK DOMINICK
City Attorney
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003 8106\ 192266\ 1318 5749v2
CITY:
CITY OF OCOEE, FLORIDA,
a Florida municipal corporation
am
Mayor
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING
HELD ON 20
UNDER AGENDA ITEM NO