HomeMy WebLinkAboutItem #06 Appproval of Second Amendment to Development Agreement with Florida Auto Auction
I FOLEY
AGENDA ITEM COVER SHEET
Meeting Date: February 19, 2008
Item # ~
Contact Name:
Contact Number:
Paul E. Rosenthal, City
Attorney
Reviewed By:
Department Director: David Wheeler
City Manager: ~
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Subject: Second Amendment to Development Agreement with Florida Auto Auction
Background Summary:
In November 2000 the City entered into a Development Agreement with Manheim Remarketing
Limited Partnership d/b/a the Florida Auto Auction. The Agreement allowed the Auto Auction to
proceed with a planned expansion. In order to address transportation concurrency issues, the
Auto Auction contributed to the City the sum of $1,200,000 towards the Maguire Road Phase V
Project, which at that time was estimated as a $2,800,000 project. The Agreement required that
the City commence construction of the Maguire Road Phase V Project by November 17, 2003. The
Agreement was later amended to extend this date to November 17, 2005. As of this date the City
has not commenced construction of the Project and a further extension is needed. The Auto
Auction has agreed to extend the deadline for the commencement of construction to November 1,
2009.
Additionally, the Auto Auction agreed to convey to the City, at no cost, certain right-of-way along
Marshall Farms Road and Story Road within 30 days of receipt of a written request from the City.
The City has now requested the right-of-way conveyance and received an updated title report.
There are certain title matters which affect the entire Auto Auction and as a result also affect the
right-of-way being conveyed to the City (i.e., Notices of Commencement with respect to certain
construction activities). The Auto Auction has requested that the City take title subject to these
existing title matters. The City Attorney has reviewed the title and does not believe that these
matters will adversely impact the ability of the City to utilize the land for the road project. However,
the actual list of title matters is still being finalized with the title company as of this date.
Issue:
Should the City Commission approve the Second Amendment to Development Agreement with
Manheim Remarketing Limited Partnership?
Recommendations
The City Engineer and City Attorney recommend that the City Commission approve the Second
Amendment to Development Agreement with Manheim Remarketing Limited Partnership and
authorize execution thereof by the Mayor and City Clerk, and that the Second Amendment be
revised to reflect such title exceptions as may be acceptable to the City Attorney and City Engineer.
LA_716898.1
Attachments:
Second Amendment to Development Agreement with Manheim Remarketing Limited Partnership
Financial Impact: NONE
Type of Item:
D Public Hearing
D Ordinance First Reading
D Ordinance First Reading
D Resolution
XX Commission Approval
D Discussion & Direction
For Clerk's DeDi Use:
xxD Consent Agenda
D Public Hearing
D Regular Agenda
xxD Original Document/Contract Attached for Execution by City Clerk
D Original Document/Contract Held by Department for Execution
Reviewed by City Attorney Paul E. Rosenthal
Reviewed by Finance Dept.
Reviewed by ( )
o N/A
o N/A
o N/A
LAJ16898.1
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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
Beth Eikenberry, City Clerk
CITY OF OCOEE
150 N. Lakeshore Drive
Ocoee, FL 34761
(407) 656-2322
SECOND AMENDMENT TO DEVELOPMENT AGREEMENT
(Florida Auto Auction of Orlando: Project No. LS-OO-008)
THIS SECOND AMENDMENT TO DEVELOPMENT AGREEMENT ("this
Second Amendment") is made and entered into as of the _ day of , 2001
(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").
W!TNE~~ETH:
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, as amended by First Amendment thereto dated November 4,
2003 as recorded in Official Records Book 7222, Page 3179, all of the 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 17,2005 to November 1,2009.
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.
by this reference.
Recitals. The above recitals are true and correct and incorporated herein
Section 2. Mae:uire 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, 2009. 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, 2009 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, 2009 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 ofthe City."
Section 3. Right-of-Way Land. The City hereby agrees to accept title to the Right-
of-Way Land, as defined in Section 2(A) of the Development Agreement, subject to the
following three (3) DCC Financing Statements and two (2) Notices of Commencement, to wit:
Financing Statement recorded in Book 7149, Page 184; Financing Statement recorded in Book
7064, Page 3835; Financing Statement recorded in Book 7064, Page 3833; Notice of
Commencement recorded in Book 7966, Page 3572; and Notice of Commencement recorded in
Book 7800, Page 3222.
Section 4. Covenant Runnine: with the Land. This Second 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 pOliion thereof.
Section 5. Recordation of Amendment. The parties hereto agree that an executed
original of this Second Amendment shall be recorded by the City, at the City's expense, in the
Public Records of Orange County, Florida.
Section 6. Counterparts. This Second 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 7. Effective Date. The Effective Date of this Second Amendment shall be
the day this Second Amendment is last executed by a party hereto and such date shall be inserted
on Page 1 of this Second Amendment. Except as amended hereby, all terms and conditions of
the Development Agreement shall remain in full force and effect.
006.313030.1
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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.
Signed, sealed and delivered
in the presence of:
~~vt~
pnnt~~?~
Print . 5\\€( 'J .
Signed, sealed and delivered
in the presence of:
Print Name:
Print Name:
FOR USE AND RELIANCE ONLY BY THE
CITY OF OCOEE, FLORIDA. Approved as to
form and legality this
_ day of , 2001.
FOLEY & LARDNER LcjJ
By:
City Attorney
006.313030,1
OWNER:
MANHEIM REMARKETING LIMITED
PARTNERSHIP, a Florida limited partnership
By: GREATER ORLANDO AUTO
AUCTION, INC., a Florida corporation,
its general partner
By: !Jfk. /J~
Name: IA-,;J /J;j ~A 0
Its: G~-;lJ.o-Y' e.- ( iJ1 ~ 4r'
(SEAL)
CITY:
CITY OF OCOEE, FLORIDA
By:
S. Scott Vandergrift, Mayor
Attest:
Beth Eikenberry, City Clerk
(SEAL)
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STATE OF .----Ft-Otl-l \)A-
COUNTY OF () K.A-tv (i E
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the
State and County aforesaid to take acknowledgments, personally appeared
All~ill Wj-'w~(c as the C L~~I y}A.~P-~l_r-- of GREATER
ORLANDO AUTO UCTION, INC., a Florida corporation, =is the general partner of
MANHEIM REMARKETING LIMITED PARTNERSHIP, a Florida limited partnership,
who r /1 is personally known to me or L] 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.
W~TNESS my hand and official seal in the County and State last aforesaid this ~ iV--
day of ----IX ~~ , 2007. ~ ^ ^
I)-~ r'A'~~-
Signature of Notary J
i"""'~ DARLENE M. CONKLING
." W:,.. MY COMMISSION" 00585695
"J;Qff\."tf EXPIRES: Aus. 16.2010
(407) 398-0153 Florida Notary Servlce.com
Name of Notary (Typed, Printed or Stamped)
Commission Number (if not legible on seal):
My Commission Expires (if not legible on seal):
ST ATE 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 BETH EIKENBERRY, 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 ,2007.
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):
ml-/S:\AKA\CLlENTSIFAAO\ROW Conveyance to Ocoee FJ09-20044\Second Amendment to DA Clean Finalll-27-07.doc
006.313030.1
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