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HomeMy WebLinkAboutItem #04 Approval for Interlocal Agmnt with Orange County to Modify Construction Plans for Widening of Clarcona-Ocoee Road ``,e center of Good O AGENDA ITEM COVER SHEET Meeting Date: March 15, 2011 Item # 4 (Amended) Reviewed By: 1 Contact Name: David Wheeler, City Eng. Department Director: ,/ r GL Ic-do- Contact Number: 407 - 905 -3100, ext. 1504 City Manager: ��3 Subject: Approval of and authorization for the Mayor to execute an interlocal agreement with Orange County to modify the construction plans for widening Clarcona -Ocoee Road to build a full four -leg intersection at Clarke Road, with the cost of such work to be paid by the Arden Park developer. Concurrent with this action is the need to modify the Arden Park Development Agreement, for which staff seeks approval of and authorization for the Mayor to execute the related First Amendment. (District 4 — Commissioner Keller) Background Summary: The City Commission approved advancing the Arden Park roadway construction project to the current fiscal year at its January 4, 2011, meeting as a result of an opportunity to save on the cost of construction by working with Orange County to modify the proposed plans for widening Clarcona -Ocoee Road. The current bidding date for the Clarcona -Ocoee Road project, which will complete the widening effort to SR 429, is April 2011. The modification will replace the Tee intersection design for Clarke Road presently accommodated in the plans with a full four -leg intersection that would facilitate a future extension of Clarke Road to the north and the widening of Clarke Road to four lanes north and south of the intersection. This effort is being undertaken in cooperation with the Arden Park developer, who has agreed to pay the increased costs of design and construction. An interlocal agreement has been drafted to ensure that the joint effort by the City and County provides the lowest possible cost for the improvements to the taxpayer while protecting the interests of each jurisdiction. Although the final details are yet to be resolved with regard to the agreement, Orange County needs a conceptual commitment by the City of Ocoee in order to include the modified plans in the bid documents. The Arden Park developer has accepted the terms of the agreement and the engineer's cost estimate in anticipation of future modifications to the developer agreement. The developer previously authorized the City to use its consultant to modify the construction plans for Orange County, the $11,000 cost of which is being paid by the developer. In order to recognize the arrangement of financial responsibility in the interlocal agreement, it is necessary to amend the Arden Park Development Agreement to include an obligation for the developer to pay the costs of modifying the Clarke Road intersection and for the City to recognize these payments as being related to the traffic mitigation payment required in the original Development Agreement. The amendment also extends the due date for the $250,000 traffic mitigation payment to January 1, 2015. The overall approach is to get the agreements formalized in order to be able to move forward quickly when actual construction of the intersection modifications are warranted by impending development north of Clarcona -Ocoee Road. Plans for one such project are presently in staff review. 1 Issue: The Engineering Department has proposed that the City enter into an interlocal agreement with Orange County to modify the existing Clarcona -Ocoee Road Widening Project construction plans prepared for Orange County to accommodate a full four -lane divided Clarke Road configuration, and to make related modifications to the Arden Park Development Agreement. Recommendations The Engineering Department recommends that the City Commission approve a draft interlocal agreement with Orange County to supplement the original Clarcona -Ocoee Road widening project plans to include a full four -leg intersection at Clarke Road and authorize the Mayor to execute a final agreement providing similar terms and conditions. The Department additionally recommends that concurrent amendments be made to the Arden Park Development Agreement in order to formally recognize the change in responding to traffic impacts anticipated for that development. Building the intersection as part of the Orange County Clarcona -Ocoee Road Widening Project will provide significant savings to the City and other affected parties when the Clarke Road extension is constructed. As the proposed agreement is presently in draft form and has not been acted upon by Orange County, it is recommended that the City Manager be given the authority to negotiate a final set of terms and conditions with the provision that any major changes in the terms presently contained in the draft be returned to the City Commission for its endorsement or modification. Attachment: Draft Interlocal Agreement with Orange County. Proposed First Amendment to Development Agreement for Arden Park Financial Impact: The cost of design and construction related to the intersection of Clarke Road and Clarcona -Ocoee Road will be covered by payments from the developer, as mandated under the terms of the existing Arden Park Development Agreement. Payment for construction of the intersection modifications will be made initially on the basis of an engineer's estimate of probable cost. The proposed interlocal agreement allows an adjustment in cost to reflect a difference between the cost estimate and the actual bid price. At its option, the City may modify the project in order to keep costs below the engineer's estimate or pay any increased amount, and would benefit from any cost savings as a result of lower- than - expected bid prices. All such changes will affect the costs paid by the developer. The proposed amendment to the Arden Park Development Agreement will require the developer to reimburse the City for all costs associated with the work and defer the due date for the $250,000 traffic mitigation payment from November 2010 to January 1, 2015, or to such time as Arden Park begins development of its property. Type of Item: (please mark with an x') Public Hearing For Clerk's Dept Use: Ordinance First Reading Consent Agenda Ordinance Second Reading Public Hearing Resolution Regular Agenda X Commission Approval Discussion & Direction X Original Document/Contract Attached for Execution by City Clerk X Original Document/Contract Held by Department for Execution Reviewed by City Attorney N/A Reviewed by Finance Dept. N/A 2 Original Draft of 02/02/2011 Revised on 02/04/2011 INTERLOCAL AGREEMENT BETWEEN ORANGE COUNTY FLORIDA AND THE CITY OF OCOEE, FLORIDA This AGREEMENT, made and entered into this day of 2011, by and between ORANGE COUNTY FLORIDA, a charter county and political subdivision of the State of Florida (hereinafter referred to as the "COUNTY ") and the CITY OF OCOEE, a Florida Municipal Corporation (hereinafter referred to as the "CITY "), WITNESSETH: WHEREAS the Parties have been granted specific legislative authority to enter into this Agreement pursuant to Section 125.0101, Florida Statutes; and WHEREAS the County, through a contractor, intends to construct a number of improvements to Clarcona -Ocoee Road through unincorporated Orange County and the City of Ocoee from SR 429 to east of Clarke Road (hereafter referred to as the "Project "); and WHEREAS the City plans to extend Clarke Road north of Clarcona -Ocoee Road and to add addition lanes to Clarke Road south of Clarcona -Ocoee Road; and WHEREAS the City desires to make additional improvements to the Clarcona -Ocoee Road at Clarke Road intersection beyond those originally planned by the County in order to accommodate future work on Clarke Road; and WHEREAS, in order to maintain uniformity throughout the Project and to provide for the additional improvements in a cost - effective manner, the City desires to have those additional improvements made a part of the Project and to provide funding to the County to be used for the additional improvements, as described in Appendix A, which are to be constructed by County's contractor; and WHEREAS the County is prepared to alter its construction plans to include a full four - legged facility at the intersection of Clarcona -Ocoee Road and Clarke Road for the purpose of accommodating future development and the extension of Clarke Road to the north with the least impact to traffic on Clarcona -Ocoee Road; and 02/02/2011 1 WHEREAS the City did pay the costs imposed to modify the original construction plans and is prepared to pay the additional cost of construction imposed on the County as a result of this change in the Project; and WHEREAS this Agreement does not alter the responsibility of the County to conduct the construction in the manner it deems to be best while granting the City the opportunity to observe and comment on that portion of the construction that will later be under its maintenance responsibility; and WHEREAS the implementation of the planned project changes is in the interest of both the County and the City and it would be the most practical, expeditious, and economical approach to perform the work; NOW, THEREFORE, in consideration of the mutual benefits to be derived from the joint participation of this Agreement, the parties agree as follows: 1. The terms of this Agreement shall begin upon the date of signature of the last party to sign and shall remain in full force and effect through completion of all services required by the City of the County and its contractor of record. 2. The County shall cause the additional improvements described in Appendix A to be incorporated into County's plans for the Project and to be constructed as part of said Project. 3. The City agrees to pay to the County the additional cost of $ imposed on the County as a result of this change in the construction project on or before the date of , 20 . This cost is the difference between the Engineer's Estimates of Probable Cost for the Project as originally designed for the County and with the additional improvements proposed by the City. 4. Should the actual contract price differ substantially from the Engineer's Estimates of Probable Cost, then the County's Engineer of Record shall provide a revised estimate that will be the basis for any changes in the costs paid by the City for the additional improvements being constructed on its behalf. Should the revised cost differ by more than 10% from the amount shown in Paragraph 3, above, then the City may, at its option, propose a change order sufficient to lower the cost of the additional improvements to a level acceptable to the City. Any negotiation required to ascertain the cost savings of various alterations to the work shall involve the City, the County, and County's contractor. 02/02/2011 2 5. The City agrees to pay any such additional costs authorized by, or to realize the savings resulting from, any change order issued by the County in the course of construction in order to accommodate changes requested by the City. 6. The City agrees that the procurement of construction services for the Project shall be performed by the County using its normal process and that the City shall have no involvement in the procurement process. 7. Should the additional improvements not be constructed as part of the Project, such as due to the default of County's contractor or termination of the construction contract, the County agrees to return the monies paid by the City. 8. Both parties to this Agreement are required to comply with the provisions of Chapter 119, Florida Statutes, and shall permit public access to all documents, papers, letters, or other materials made or received in conjunction with this Agreement, subject to the provisions of that Chapter. 9. The City shall have the right to inspect the contractor's work related to constructing the additional improvements covered by this Agreement. The City shall promptly notify the County of any deviations from the plans discovered by the City and, upon such notification, the County shall require the contractor to remedy such deficiencies without additional cost to the City. The County shall also require the contractor to remedy any deficiencies of which the County has knowledge. The County shall review the work that was performed and determine whether it is acceptable. The County shall not make payments to its contractor for any of the additional improvements that have not been inspected and approved by the County. 10. During the construction of the additional improvements, the Project will be owned by County's contractor of record until such time as the work has reached the point of substantial completion and has been put into service by the County. The City will require written certification from the County's Engineer of Record that the additional improvements were constructed in accordance with the plans, specifications, and any approved change orders. 11. The County's construction contract shall provide that the contractor of record shall supply the City with a one -year warranty on the same terms and conditions as provided to the County. The City, through and in partnership with the County, will hold the contactor of record responsible for the warranty period from the date of substantial completion and beneficial use of 02/02/2011 3 the additional improvements. It shall be the contactor of record's responsibility to repair or replace any and all work deemed defective during the warranty period. 12. The City certifies that the area of construction defined by any additional improvements that lie outside the County's right of way for Clarcona -Ocoee Road is within the City's right of way for Clarke Road and authorizes the County and its contractor to enter into this right of way for purpose of providing the additional improvements. g Y u p� p g p 13. To the extent permitted by law, the County agrees to indemnify and hold harmless the City, its employees, and officials from and against all claims, damages, losses, and expenses (including court costs, attorney's fees, and attorney's fees on appeal) arising our of any intentional misconduct or any negligent act or omission of the County, its officers, agents, and employees while acting within the scope of their employment with the County. Nothing contained in this paragraph or this Agreement shall constitute a waiver of sovereign immunity or the provisions of Section 768.28, Florida Statutes. 14. To the extent permitted by law, the City agrees to indemnify and hold harmless the County, its employees, and officials from and against all claims, damages, losses, and expenses (including court costs, attorney's fees, and attorney's fees on appeal) arising our of any intention misconduct or any negligent act or omission of the City, its officers, agents, and employees while acting within the scope of their employment with the City. Nothing contained in this paragraph or this Agreement shall constitute a waiver of sovereign immunity or the provisions of Section 768.28, Florida Statutes. 15. This Agreement may be extended or supplemented for future service, as mutually agreed by the parties, in writing. 16. This Agreement or any interest herein shall not be assigned, transferred, or otherwise encumbered under any circumstances by the County without the prior written consent of the City. However, the Agreement shall run to the City and its successors. The County is not an agent or authorized representative of the City and shall not be entitled to bind or commit the City. 17. This Agreement may be terminated by the City upon 30 days written notice. The City will reimburse the County for all costs incurred or obligated up to the time of termination. 18. All notices to be given to the parties shall be in writing and shall be given by hand delivery or U.S. Mail, first -class postage prepaid, addressed as follows: 02/02/2011 4 CITY: CIP Manager City of Ocoee 150 North Lakeshore Drive Ocoee, FL 34761 COUNTY: Orange County C / o County Administrator 201 South Rosalind Avenue Orlando, FL 32801 With copy to: Orange County Public Works Department Engineering Division 4200 South John Young Parkway Orlando, FL 32839 -9204 19. The validity, interpretation, and effect of this Agreement shall be in accordance with and governed by the laws of the State of Florida. In the event any provision hereof is determined to be unenforceable or invalid, such unenforceability or invalidity shall not affect the remaining provisions of the Agreement, which shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto set their hands and seals the day and year written below. [CITY OF OCOEE] [ORANGE COUNTY FLORIDA] 02/02/2011 5 -; �r..Rai, -,:::- -:. y N t �1, �* � r' / � r • .. = -_: - _:.:, > _: ; :., -- :. ���£�.'47ca�. :, = '' '��`�i! :.' `.' � :: Si' _. • ' • tiff =i :�� + sa7 :,:= �- : v;��- :: °:�:. _ -_ ....:,.::,:;:.::1:7..:_::,:.:x. _ -, -.. -Gl : ., d flF' OC�SEE- « _,E•FEO „.. ,,,-.,, gy _ _.••; .„ fib o'I -:_ } Please be advised that this Estimate is based on Preliminary Plans and is prepared for informational purposes only! ' Debits Additional Items due to Desi • n Chan e ... c'hE1..r- - .�- ,- _= T.:M,:,,._ .. =?-�_ .�� __..- . -- �'Raf,�_,_t,...LSr. `�-- 175 _.,....1 -. d..1 160-4 TYPE B STABILIZATION - SY 1064 54.00 54,256.00 270-12 , SOIL CEMENT BASE, PRIMED, (12) (300 PSI) SY 988 525.00 524,650.00 331 -2 ' TYPES ASPHALTIC CONCRETE TN 12.5 5125.00 $1,562.50 334125-385 ' SUPERPAVE ASPHALTIC CONCRETE, SP (TRAFFIC C) (12.5) (31/21 SY 986 520.00 519,720.00 337 -7-42 ASPHALTIC CONC. FRICTION COURSE (RUBBER) (1) (FC -9.5) (INCL. TACK COAT) SY 986 $20.00 519,720.00 515-1-1 PIPE GUIDERAIL (GALVINIZED STEEL) (3 -RAIL) LF 18 542.00 5756.00 519-78 BOLLARDS EA 2 5400.00 5800.00 520 -1 -10 CONCRETE CURB & GUTTER TYPE F LF 178 515.00 52,640.00 520 -2-4 CONCRETE CURB TYPED LF 40 514.00 $560.0 520-5-41 TRAFFIC SEPARATOR CONCRETE -TYPE IV, 4' WIDE LF 62 525.00 51,550.00 522 -1 SIDEWALK CONCRETE, 4" THICK (INCL COMPACTION) SY 199 525.00 $4,975.0 830-1-12 CONDUIT (UNDERGROUND) LF 224 53.89 5871.36 649-31-203 MAST ARM, F &I, 130, SINGLE ARM, W/O LUMINAIRE-60 EA 2 318,17321 536,346.42 649-31-205 MAST ARM, F81, 130, SINGLE ARM, W/O LUMINAIRE -78 EA 1 324,003.57 524,003,57 i 853-191 PEDESTRIAN SIGNALS (1 -WAY, LED) AS 2 $818.31 51,232.62 665-11 PEDESTRIAN DETECTOR (F &I) EA 2 5157.39 5314.78 I 700-20-11 SINGLE POST SIGN, F &I, LESS THAN 12 SF AS 1 5350,00 5350.00 1 705-10-4 OBJECT MARKER (POST MOUNTED) (TYPE 4) EA 6 5150.00 5900.0 710-11-170 PAVEMENT ARROWS, PAINT, WHITE EA 8 5100.0 580.0 I, 711 -11 -111 THERMOPLASTIC (8" SOUD WHITE) NM 0.014 53,300.00 547.50 711 THERMOPLASTIC (12" SOLID \FATE) LF 806 $1,75 51,408.75 711 -11 -124 THERMOPLASTIC (18" SOLID WHITE) LF 145 52.50 5382.50 711 - 11.125 THERMOPLASTIC (24" SOLID WHITE) LF 97 56.00 5582.00 711 -11 -211 THERMOPLASTIC (6" SOLID YELLOW) NM 0.050 53,00.0_ 5150.57 I . I Credit! Items Removed Due to Desi • n Chan _ e . 1 --: ,. =mph ak t, „t -a 1,,_ _ � ]: 331 -2 TYPE 3 ASPHALTIC CONCRETE TN -28.3 5125.00 - 53,287.50 520 -1 -10 CONCRETE CURB & GUTTER TYPE F LF -275 515.0 - 54,125.0 520 -5-41 TRAFFIC SEPARATOR CONCRETE -TYPE IV, 4' WIDE LF -7 - 525.00 - 5175.00 522 -1 SIDEWALK CONCRETE, 4" THICK (INCL. COMPACTION) SY • -249 525.00 - $6,225.0 570-3 SODDING (INCL FERTILIZER AND WATER) SY •1064 .52.50 - 52,660 -0 649 -31 -202 MAST ARM, F&I, 130, SINGLE ARM, W/0 LUMINAIRE-46 (Before Changes) EA -2 518,915.38 -S33,830.76 649 -31 -203 MAST ARM, F51, 130, SINGLE ARM, W/0 LUMINAIRE -60 (Before Changes) EA -1 518,173.21 •$18,173.21 700-20-11 SINGLE POST SIGN, F &I, LESS THAN 12 SF AS -1 5350.0 -5350.00 710-11-170 PAVEMENT ARROWS , PAINT, WHITE EA -8 5100.00 - 580.00 711 -11 -111 THERMOPLASTIC (6" SOLID WHn'E) NM -0.049 53,300.00 - 5162.50 711-11-123 THERMOPLASTIC (12" SOUD WHITE) LF -778 51.75 - 51,358.0 711 -11 -124 THERMOPLASTIC (18" SOLID WHITE) LF -145 $2.50 - 5382.50 711 -11-211 THERMOPLASTIC (8" SOLID YELLOW) NM -0.001 52,981.10 -13.82 • ■ ='COTAL ESTIIYIi4TED NET CONSTRUCTIONCOST :OFo -_ ... ` :;$71,046.:2$, i it i I 1 I i I THIS INSTRUMENT WAS PREPARED BY: Paul E. Rosenthal, Esq. FOLEY & LARDNER LLP 111 North Orange Avenue, Suite 1800 Post Office Box 2193 Orlando, FL 32802 -2193 (407) 423-7656 RETURN TO: Beth Eikenberry, City Clerk CITY OF OCOEE For Recording Purposes Only 150 N. Lakeshore Drive Ocoee, FL 34761 (407) 656-2322 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT (ARDEN PARK) THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT ( "this Amendment ") is made and entered into as of the day of , 2011 (the "Effective Date ") by and between ARDEN PARK VENTURES, LLC, a Florida limited liability company, whose mailing address is 2600 Maitland Center Parkway, Suite 200, Maitland, Florida 32751 (hereinafter referred to as the "Developer ") 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 Developer have heretofore entered into that certain Development Agreement between the Developer and the City dated November 21, 2006 as recorded in Official Records Book 9180, Page 4856, Public Records of Orange County, Florida (the "Development Agreement"); ( "and p WHEREAS, Condition of Approval No. 77 as set forth in Exhibit "B" to the Development Agreement ( "COA #77 ") provides as follows: "As the Developer's contribution towards signalization of the Intersection and for the mitigation of traffic impacts arising from the Project, the Developer will pay to the City a cash payment of $250,000 on or before the earlier of (i) four (4) years from the effective date of the Development Agreement, or (ii) any building permits being issued for Phase 3 of the Project. The foregoing payment shall not be offset or reduced in the event the City is able to obtain full or partial funding by Orange County for the signalization of the Intersection. Neither the Developer nor any other person is entitled to road impact fee credits as a result of such payment "; and WHEREAS, the payment under COA #77 was due and payable to the City on November 21, 2010; and WHEREAS, the City and the Orange County, Florida (the "County ") may enter into an Interlocal Agreement (the "Interlocal Agreement ") pursuant to which the County will alter its construction plans for the County's Clarcona -Ocoee Road Project to include a full four - legged ORLA_1704252.1 facility at the intersection of Clarcona -Ocoee Road and Clarke Road for the purpose of accommodating future development and the extension of Clarke Road to the north with the least impact to traffic on Clarcona -Ocoee Road (the "County Project Revision "); and WHEREAS, the County Project Revision is part of the traffic mitigation contemplated by COA #77; and WHEREAS, the City and the Developer desire to modify and amend COA #77 in order to provide for the funding by the Developer of the County Project Revision and an extension of time for the Developer to pay the balance of the monies due under COA #77. 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: Section 1. Recitals. The above recitals are true and correct and incorporated herein by this reference. Section 2. Definitions. All capitalized terms used herein shall be as defined in the Development Agreement unless otherwise indicated or defined in this Amendment. Section 3. Amendment to COA #77. COA #77 is hereby amended to read as follows: a. As the Developer's contribution towards signalization of the Intersection and for the mitigation of traffic impacts arising from the Project, the Developer will pay to the City a cash payment of $250,000 (the "Traffic Mitigation Payment "). The Traffic Mitigation Payment shall not be offset or reduced in the event the City is able to obtain full or partial funding by Orange County for the signalization of the Intersection. Neither the Developer nor any other person is entitled to road impact fee credits as a result of such payment. b. The Traffic Mitigation Payment shall be due on or before the earlier of (i) January 1, 2015, or (ii) the date on which any building permits are issued for Phase 3 of the Project; provided, however, that the City may by written notice to the Developer require that the Developer pay all or a portion of the Traffic Mitigation Payment at an earlier date to the extent the City determines in its discretion that such funds are needed to pay for the design, engineering, permitting, installation and/or construction of signalization of the Intersection and other improvements related thereto. In the event the City provides such notice, the Developer shall pay to the City the amount requested within thirty (30) days from the date of such notice. c. In the event the City enters into the Interlocal Agreement, the Developer shall timely fund all payments due by the City thereunder; provided, however, that nothing contained herein shall be construed to obligate the City to enter into the Interlocal Agreement. Any such payments made by the Developer shall be credited against the Traffic Mitigation Payment. To the extent any funds paid by the Developer are returned by the County to the City under the Interlocal Agreement, the City shall deliver any such 2 ORLA_1704252.1 returned funds to the Developer and the credit towards the Traffic Mitigation Payment shall be reduced to reflect any such returned funds. d. Prior to the effective date of this Amendment, the City has contracted for engineering services for design modifications to the County's Clarcona -Ocoee Road Project in furtherance of the County Project Revision. Upon receipt of an invoice from the City, the Developer shall reimburse the City for the cost of such engineering services and shall be entitled to a credit against the Traffic Mitigation Payment for such reimbursement. Section 4. 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 5. Recordation of Amendment. The parties hereto agree that an executed original of this Amendment shall be recorded by the City, at the Developer's expense, in the Public Records of Orange County, Florida. Section 6. 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 7. 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 Developer 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. DEVELOPER: Signed, sealed and delivered ARDEN PARK VENTURES, LLC, in the presence of: a Florida limited liability company By: Print Name Name: Its: Print Name (SEAL) 3 ORLA_1704252.1 CITY: Signed, sealed and delivered in the presence of: CITY OF OCOEE, FLORIDA By: Print Name: S. Scott Vandergrift, Mayor Attest: Beth Eikenberry , City Clerk Print Name: (SEAL) FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA; Approved as to form and legality this day of ,2011. FOLEY & LARDNER LLP By: City Attorney 4 ORLA_1704252.1 STATE OF FLORIDA COUNTY OF I HEREBY CERTIFY that on this day, before me, an officer duly authorized in this State and County aforesaid to take acknowledgments, personally appeared , as the of ARDEN PARK VENTURES, LLC, a Florida limited liability company, who ❑ is personally known to me or ❑ produced as identification, and that he /she acknowledged executing the same on behalf of said company 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 Y Y day of ,2011. 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 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 ,2011. 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 ORLA_1704252.1 I �