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HomeMy WebLinkAbout01-16-2018 CRA Agenda PacketCOev%GIL)NP.1Y REDEVELOPMENT AGENCY COMMUNITY REDEVELOPMENT AGENCY REGULAR MEETING Ocoee Commission Chambers 150 North Lakeshore Drive Ocoee, Florida January 16, 2018 AGENDA 5:30 p.m. I. Roll Call and Determination of Quorum II. Public Comments III. Approval of Minutes of the November 20, 2017, CRA Annual Budget Meeting IV. CRA Board Member Appointment - Orange County nominee, Randy June (Discussion Only) V. Extension of the Development and Economic Incentive Agreement for City Center West Orange Phase 1 VI. Capital Improvement Update - Old Winter Garden Road Landscape Beautification VII. Settlement Agreement - Colony Plaza Demolition Lien and other Liens VIII. CRA Board Member Meeting Dates IX. Board Comments PLEASE NOTE: IN ACCORDANCE WITH FLORIDA STATUTES 286.0105: ANY PERSON WHO DESIRES TO APPEAL ANY DECISION AT THIS MEETING WILL NEED A RECORD OF THE PROCEEDINGS AND FOR THIS PURPOSE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDINGS IS MADE WHICH INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS BASED. ALSO, IN ACCORDANCE WITH FLORIDA STATUTE 286.26: PERSONS WITH DISABILITIES NEEDING ASSISTANCE TO PARTICIPATE IN ANY OF THESE PROCEEDINGS SHOULD CONTACT THE OFFICE OF THE CITY CLERK, 150 N. LAKESHORE DRIVE, OCOEE, FL 34761, (407) 905 —3105 48 HOURS IN ADVANCE OF THE MEETING. COMMUNITY REDEVELOPMEN'r AGENCY COMMUNITY REDEVELOPMENT AGENCY ANNUAL BUDGET MEETING Ocoee Commission Chambers 150 North Lakeshore Drive Ocoee, Florida November 20, 2017 MINUTES 6:00 p.m. I. Roll Call and Determination of Quorum CRA Board Vice -Chair Wilsen called the Community Redevelopment Area Board to order at 6:02 p.m. in the Commission Chambers of City Hall, City ClerlL Sibbitt called roll and declared a quorum present. Roll Call: Member Grogan, Vice -Chair Wilsen, Member Johnson, Member Firstner, Member Keller, and Member Duncan. Also Present: City Manager Frank, Assistant City Manager Shadrix, City Attorney Cookson, and City Clerk Sibbitt. 11. Public Comments -None I 111. Approval of Minutes of the November 1, 2016, Regular CRA Board Meeting Member Grogan, ...... seconded by Member Keller, moved to approve the CRA minutes of the Meeting on November 1, 2016, as presented. Motion, carried 6-0. IV. Annual Election of Chair and Vice -Chair I Vice -Chair Wilsen inquired if the County would be making a recommendation for their CRA Member to this board, Assistant City Manager Shadrix said they have been in contact with Orange County, and the County is intending to appoint someone at their December County Commission Meeting. The floor was open for nominations. Vice -Chair Wilsen inquired who in the past has been a Chairperson. Member Johnson said he would like to nominate Vice -Chair Wilsen as Chairperson, CRA Budget Meeting 11-20-2017 Page 1 Member Johinson, seconded bMember Keller,, moved to nominate Vice -Chair Wilsen as CRA Board Chair. Motion carried 6-0. Member Johnson, seconded by Member Keller, moved to nominate Member Grogan as CRA Board Vice Chair. Motion carried 6,-0. V. Review and Discussion of FY 2017-2018 Budget Assistant City Manager Shadrix shared that they have prepared an aggressive budget this year as the CRA has accumulated money. One of the purposes of the CRA is investing in projects, and it is being proposed this year to work on several beautification projects. lie briefly highlighted the two major increases in the budget which were for Contractual Services and Capital Improvements and the projects that will be covered in those budgets,. He further introduced CRA Administrative Assistant Shannon Hopper and Urban Designer Peter Kisicki highlighting their vast knowledge and contribution to the CRA. An update was provided on the SR50 strectscape for which Mr. Kisicki helped with the design concept. Also, an update was provided on the exercise park, which will be located within main part of the CRA at the FDOT pond near the Ocoee Police Department. All the projects mentioned will make a massive visual impact to the CRA. Assistant City Manager Shadrix announced that they have had a pretty busy year with marketing for the CRA as the board had previously approved the development agreement with the City Center project. City Center is moving forward, and this will help with their Blackwood Avenue project as it is part of the plan to create Maine Street all the way through to Blackwood Avenue. This is a major transportation connection and creates a parallel route to SR 50 and greatly improves connectivity to the hospital, which is currently expanding. Member Johnson inquired if the money from the settlement with Cypress Colony would be added to the CRA budget. Assistant City Manager Shadrix answered in the affirmative; adding that it is estimated to be $1.1 million. He concluded by stating that with the upcoming CRA projects the board will soon see dramatic positive changes in Ocoee and recommended they approve the budget as proposed. Vice -Chair Wilsen inquired when the City anticipates SR50 being completed. Assistant City Manager Shadrix answered that it is scheduled to be completed by the end of this year. Member Keller inquired about the travel budget and whether the trip for the Vegas Convention is the only conference staff will be attending. He further shared that he noticed there was considerable funds in contingency, which he wondered if some should be transferred to travel or marketing. Assistant City Manager Shadrix shared they did have a booth at the ICSC Recon Convention in Las Vegas this past year which they shared with the City Center of West Orange Group. They also have Retail Strategies under contract that attends every ICSC Conference .and readily meets with retailers and prospective developers about Ocoee. They have typically used other budgets to accommodate some of the travel; but if the board would like to transfers funds to travel, that would not be a bad thing. They are anticipating more and more marketing type efforts especially once the Colony Plaza issue is resolved as that land is considered valuable property in the City. If the board would like to round down the contingency fund to $50,000 and transfer $9,270 to travel, that would be an acceptable recommendation. CRA Budget Meeting 11-20-2017 Page 2 Member Keller,--- seconded by Member Johnson, moved to transfer 9,270 from: 4900 Reserve for Contingency to account 4000 Travel; thus brie in that account total to $11,270. Motion carried 6-0. Member Firstner said he is new to the CRA Board and was wondering if the revenue stream is on target. Assistant City Manager Shadrix answered in the affirmative and shared that they have followed a linear progression as property values have returned. Member Johnson commented that with all the different businesses that will be added around the hospital they will continue to see more progression. Member Duncan inquired if there are long-term projects or five-year projects that they are rolling funds over for, or if what is being proposed is currently the priority projects. Assistant City Manager Shadrix shared there are always five-year projects, but they do not have them on a capital improvement list; but rather, they have a CRA masterplan that shows an ultimate street network. � VI. Resolution adopting CRA Budget for FY 2017-2018 City Attorney Cookson read the title of the resolution. Member Grogan, seconded by Member Firstneirmoved to adot CRA Resolution No. 2017-001 adopting the CRA Bud et FY 2017-2018, as amended by the prior action of the CRA Board. Motion carried 6-0. VIL Board Member Comments I Member Grogan shared that it is good to see that they have projects for the upcoming budget year, and he is excited to see what they have coming in the future. Member Keller welcomed newly -appointed Member Duncan aboard and is looking forward to this upcoming budget year. Member Duncan thanked the board for having him as a newly -appointed member and looks forward to working with the board. Vice -Chair Wilsen shared that she had a resident inquire about wrapping on the control boxes. She further commented that she thought this would be a project for the CRA board to look into, Assistant City Manager Shadrix shared that he has spoken with the City Manager with regards to this topic as there is money built into the budget for those wraps. Consensus of the CRA Board was to have staff move forward with looking into wraps for the control! boxes. Further discussion ensued regarding the rain barrels purchased by the CRA and where they could be placed. ADJOURNMENT The meeting was adjourned at 6:36 p.m. Attest: Melanie Sibbitt, Secretary Rosemary Wilsen, Chair CRA Budget Meeting 11-20-2017 Page 3 414 Ho:!";dhk� i Avt HOk' R Re I uh ".N Ph K I w( I khx 139;1 h, I I He ri (I 32H02 , L3I!,13 Fav 9 January 5, 2018 Mr. Robert D. Frank City Manager, City of Ocoee 150 N. Lakeshore Drive Ocoee, FL 34761 Dear Mr, Frank: On December 19, 2017, the Board of County Commissioners took official action to nominate Randy June for appointment to the Ocoee Community Redevelopment Agency Governing Board, succeeding Carla Bell Johnson. An excerpt from the draft Board minutes of that meeting is enclosed for your records, Mr, June's contact information is as follows� Randy June 10846 Down Yonder Lane Windermere,, FL 34786 (407) 325-1'422 Email- randy@jec3,com Please contact me should You require any further information, Sincerely, Cheryl J, Gillespie Supervisor cc: Mayor Rusty Johnson, City of Ocoee (w/out enclosure) Commissioner Bryan Nelson, District 2 (w/out enCIOSUre) Alberto Vargas, Manager, Planning Division (W/0Ut enclosure) Board of County Commissioners Draft BCC Meeting Minutes December 19, 2017 The following person addressed the Board: Orange County Supervisor of Elections Bill Cowles, Commissioner Bonilla declined nornination as the alternate, Commissioner Bonilla nominated Commissioner Thompson as an alternate. Commissioner Thompson declined nomination as the alternate. AYE votes cast by voice vote for Commissioner VanderLey as follows: County Mayor Jacobs; Commissioners VanderLey, Nelson, Clarke, Thompson, Bonilla, and Siplin; no further votes were cast. Commissioner Vandert-ey received a majority to be appointed as a mernber to the Orange County Canvassing Board, An alternate member to the Orange County Canvassing Board will be appointed by the Chief Judge of the Orange County Circuit Court, 3. 17- 16 98 Election of Vice -Mayor. Commissioner Vandert-ey nominated Commissioner Thompson Commissioner Thompson accepted the nomination of Vice Mayor, AYE votes cast by voice vote for Commissioner Thompson as follows: County Mayor Jacobs,, Commissioners VanderLey, Nelson, Clarke, Thompson, Bonilla, and Siplin, Commissioner Thompson received a majority to be appointed as Vice Mayor for calendar year 2018, no further votes were cast. 4. _I..%...1 Nomination to the Ocoee Coniniunity Redevelopment Agency Governing Board. Commissioner Nelson nominated Randy Jane, AYE votes cast by voice, vote for Randy June as follows: County Mayor Jacobs; Commissioners Vandert-ey, Nelson, Clarke, Thompson, Bonilla, and Siplin, Randy June received a majority as the Orange County represenative to the Ocoee Community Redevelopment Agency Governing Board with a term expiring December 31, 2021; no further votes were cast, S. 17 1700 — Reappointment of Diana Font to the Visit Orlando Board of Directors with a term expiring December 31, 2019 or appointment of an individual to succeed her. Orange County Compffoller Pago 7 Primed on 1212112017 December 4, 2.017 TO: Mayor Teresa Jacobs -AND- Board of County Commissioners FROM: Ajit MI. Lalchandani, County Administrator 41 SUBJECT: Appointment to the Ocoee Community Redevelopment Agency Governing Board DISiCUSSIONI AGENDA ITEM DECEMBER 19, 20'17 The Ocoee Community Redevelopment Agency ("CRK) was created on March, 21, 2006. The CRA Governing Board is a seven -member board composed of the five members of the City of Ocoee City Commission ("City Commission"), one appointee of the City Commission, and one appointee nominated by the Board of County Commissioners ("Board") and appointed by the City Commission. Carla Bell Johnson is currently serving as the Board's representative. Her term has expired. Accordingly, Commissioner Nelson is nominating Randy June to succeed Ms. Johnson on the CRA Governing Board with a term expiring December 31, 2021. On December 19, 2017, the Board will be asked to consider this nomination. Should you have any questions in the meantime, please, tail me. ACTION REQUESTED: Nomination to the Ocoee Community Redevelopment Agency Governing Board. AML/cjg MIT TALCHANDANI, County Administrator 201 South Rosalind Avenue . Reply To: Post Office Box 1393 . Orlando, Florida 32802-1393 releplione: 407-836-7366 a Fax: 407-836-7399 Ajit.1,alchandaniftefl.net Rumer, Michael From: john@ccwo.us Sent: Wednesday, November 01, 2017 12:14 RM To: Rumer, Michael; Shadrix, Craig CC: David Townsend; Brian Robinson; rruish@whww.com Subject: Development Agreement Amendment Dear Mike: As we discussed, due to the effects of Hurricane Irma and other delays in our site work, it has become clear that the deadline for completing the various streets and the retention pond will need to be extended, along with the deadline to submit the building plans for the construction of the parking garages and shell buildings and payment of the reduced building and fire plan review fees. We are therefore requesting that the December 30, 2017 deadlines set forth in the various sections of the Second Amendment to the Development and Economic Incentive Agreement be extended in each case to June 30, 2018. We believe that Scott Cookson could take the Second Amendment he prepared, create a Third Amendment and in each place there is a reference to December 30, 2017 (in one case the date is December 1), change that date to June 30, 2018. We are glad to prepare that for Scott's review if you would furnish us the Word version of the Second Amendment. Thanks for your consideration of our request. Sincerely, John E. Amm, BSCE, MBA, CGC Chief Engineering & Construction Officer Senior Vice President City Center West Orange, LLC 1507 S. Hliawassee Road, Suite 211 Orlando,, Florida 328,35 Office: (407) 578-2763 Ext, 114 Fax: (407) 578-2953 Cell: (4017) 592-2855 E -Mail: Lo,hf!@qcwo.us CONFIDENTIALITY This email and any attachments are confidential and may also be privileged.If you are not the named recipient, please notify the sender immediately and do not disclose the contents to another person, do not use it for any purpose or store or copy the information in any medium. Any distribution, use or copying of this e-mail or the information it contains by other than, an intended recipient is unauthorized. If you received this e-mail in error, please advise me (by return e-mail or otherwise) APlease consider the environment before printing this e-mail THIS INSTRUMENT PREPARED BY AND SHOULD BE RETURNED TO: PREPARED BY: Dana Crosby -Collier, Esq. SHUFFIELD, LOWMAN & WILSON. P.A. 1000 Legion Place, Suite 1700 Orlando, FL 32801 (407) 581-9800 RETURN TO: City Clerk CITY OF OCOEE 150 N. Lakeshore Drive Ocoee, Fl, 34761 (407) 656-2322 For Recording Purposes Only THIRD AMENDMENT TO DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City -Center West Orange Phase 1) THIS THIRD AMENDMENT TO DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (this "Amendment") is made and entered into as of the _ day of December, 2017, by and among CBPW CORPORATION, a Nevada corporation, whose mailing address is 12724 Waterford Pointe Boulevard, Windermere, FL 34786 ("CBPW") and MAINE BOULEVARD 11, LLC, a Florida limited liability company, whose mailing address is 7380 West Sand Lake Road, Suite 395, Orlando, FL 32819 ("MB 11") (CBPW, and MB 11 hereinafter referred to collectively as the "Owner") 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, on October 3, 2016, a fully executed Development and Economic Incentive Agreement for City Center West Orange Phase 1, by and between CCWO Development Management, LLC, WSCC Development, LLC, MB II, the City, and the City of Ocoee Community Redevelopment Agency (CRA), for the development of the Property described in Exhibit "A," attached thereto, was recorded at document #20160517902, public records of Orange County, Florida, and is amended by that a First Amendment thereto as fully executed on December 6, 2016, and recorded at document #20160666267, public records of Orange County, Florida and the Second Amendment thereto as fully executed on January 17, 2017, and recorded at document #20170046961, public records of Orange County, Florida (the "Agreement"); WHEREAS, the pat -ties now agree that additional time is needed under the terms and provisions of the Agreement for development of the Property; and WHEREAS, since the use and application of fees and impact fee credits is not within the purview of the CRA, the CRA is not a party to this Amendment, 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-, Definitions. The above recitals are true and correct and incorporated herein by this reference. All capitalized terms not otherwise defined herein shall be as defined or described on the Final Plans, unless otherwise indicated. Section 2. Development Approvals, Nothing herein will be construed to grant or waive on behalf of the City any development approvals that may be required in connection with the Final Plan or the Owner's development of the Property. Notwithstanding this, Amendment, the Owner must comply with all applicable procedures and standards relating to the development of the Property. Section 3. Building Plan Review Fee. Section 6 of the Agreement is amended to read as follows: The Parties acknowledge that. as of the date of this Third Amendment, construction of the horizontal development of the Initial Construction Improvements, as defined in this paragraph, has commenced. Notwithstanding anything contained herein or in the Final Plans to the contrary, provided that (i) the Owner is not then in default under any of the obligations contained in this Agreement; and (ii) only as it applies to building plans submitted for the construction of the horizontal development and the parking garages and shell buildings within the Property (the "Initial Construction Improvements"); (i-4) provided that—ek �,- �H—Of--the horizontal development of the initial impi-evet:nen! e )r to March l,-104S—,and#ivan iii) provided such payment is made in connection with plans submitted on or before July 2, 2018 (the "Plan Review Discount Deadline"), building and fire plan review fees for construction of the Initial Construction Improvements, currently assessed at 1/4 of I% and 14 of I%, respectively, of the anticipated construction costs for such improvements, shall instead be assessed at a flat fee of $500,000.00 (the "Flat Review Fee"), The Flat Review Fee shall be payable as follows: (i) $1,000.00 of the Flat Review Fee shall be paid for each plan submitted at the time such plan is submitted to the City for review, provided such submissions are prior to the Plan Review Discount Deadline; (ii) the balance of the Flat Review Fee shall be submitted to the City on or before the date the first building permit is issued for the Property (the "Balance Payment"). $200,000.00 of the Balance Payment shall be retained by the City in a separate account and used for the City's purchase and maintenance of plan review/permit tracking software, permanent or temporary positions relating to inspections or other specifle needs relating to the project to be developed on the Property. Nothing herein shall prohibit the City from using any software, employees or other items purchased with the $200,000.00 of the Balance Payment for other projects or properties in the City. The remainder of the Balance Payment shall be applied and used by the City consistent with its normal procedure relating to the receipt of building Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (C4 Center Wes(Orange Phase 1) and fire plan review fees. Notwithstanding anything to the contrary contained herein, the Flat Review Fee shall not be applicable and instead the then applicable standard fees shall apply in the event the construction of the horizontal development of the -44W G0fl13tFU06OR lfflpf0V@ffi@!!t9 (100S H01 Mmenee prior to Mafrh 1, 2049 or in 4+e-eye44+ building plans are not submitted on or before July 2, 2018. Section 4. Transportation Impact Fee Credits, Section 10 of the Agreement is hereby amended to read as follows: In the event the construction of Richmond Avenue, Maine Street Section 1, Ocoee Town Center Boulevard/Street B, Street C, Street A, Lake Bennett Drive Extension, Maine Street Section 2 and Maine Street Retention Pond (all as defined below) commences by March 1, 2018 and are completed and accepted by the City as public roads prior to July 2, 2018 and provided that the Owner is not then in default under any of the obligations contained in this Agreement, Owner shall be entitled to transportation impact fee credits in the total amount of $1,978,702.00 (the "Transportation Impact Fee Credits"). The amount of the Transportation Impact Fee Credits is fixed and is not based on the actual construction costs incurred relating to the construction of such improvements. The Transportation Impact Fee Credits may only be applied toward transportation impact fees that are due and payable in connection with improvements constructed on the Property and any parcel within the Target Area 2 boundary. Except as specifically set forth in this Section 10 and Section 11 of the Agreement, no additional impact fee credits will be available for the construction of any improvements on the Property. Section 5. Parks and Recreation Impact Fee Credits. Section I I of the Agreement is hereby amended to read as follows: In the event the construction of Richmond Avenue, Maine Street Section 1, Ocoee Town Center Boulevard/Street B, Street C, Street A, Lake Bennett Drive Extension, Maine Street Section 2 and Maine Street Retention Pond commences by March 1, 2018 and are completed and accepted by the City as public roads prior to July 2, 2018 and provided that the Owner is not then in default under any of the obligations contained in this Agreement, Owner shall be entitled to parks and recreation impact fee credits in the total amount of $200,000,00 (the "Parks and Recreation Impact Fee Credits"). The amount of the Parks and Recreation Impact Fee Credits is fixed and is not based on the actual construction costs incurred relating to the construction of such improvements. The Parks and Recreation Impact Fee Credits may only be applied toward parks and recreation impact fees that are due and payable in connection with improvements constructed on the Property. Section G. Construction of Richmond Avenue. Section 12 of the Agreement is hereby amended to read as follows: Tbird Amendinent DEVELOPMENTAND ECONOMIC INCEN'rrVE AGREEMENT (City Center West Orange Phase 1) The Final Plans show the entire width of Richmond Avenue, a road segment with street parking and curb cuts with the right -of way running north and south adjacent to the western edge of the Property ("Richmond Avenue"). Notwithstanding what is depicted on the Final Plans, Owner owns only the eastern half of Richmond Avenue (the "Eastern Half of Richmond Avenue"), The City owns, or has contracted to acquire from the adjacent owner, the western half of Richmond Avenue (the "Western Half of Richmond Avenue"). In the event the entire Richmond Avenue has not then been completed either by the adjacent owner to the west or another party, then Owner shall be responsible for the construction of the entirety of Richmond Avenue, or so much as remains to be completed. Such construction shall be in accordance with the requirements of the City and shall accommodate access points to the adjacent property to the west. In the event Owner does not then possess fee simple title to all of the Eastern Half of Richmond Avenue land, Owner, at Owner's sole cost and expense shall acquire such land prior to commencing construction. Nothing herein shall prevent Owner and the adjacent owner to the west from entering into a mutually acceptable agreement for the construction of Richmond Avenue, with such costs to be mutually agreed upon between such parties. However, in all events, the construction of Richmond Avenue must commence prior to March 1, 2018 and the entire Richmond Avenue must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018. Section 7. Construction of Maine Street Section 1. Section 14 of the Agreement is hereby amended to read as follows: The Final Plans show the extension of Maine Street, a road segment with street parking and curb cuts with the right-of-way running east .and west along the northern boundary of the Property from just west of the Richmond Avenue and Maine Street intersection to just east of the Street C and Maine Street intersection ("Maine Street Section I"). In the event Maine Street Section I has not then been completed by another party, then Owner shall be responsible for the construction of Maine Street Section 1, or so much as remains to be completed. Such construction shall be in accordance with the requirements of the City and shall accommodate access points to the adjacent property to the north. In the event Owner does not then possess fee simple title to all of the Maine Street Section I land, Owner, at Owner's sole cost and expense shall acquire such land prior to commencing construction. Nothing herein shall prevent Owner and any other party from entering into a mutually acceptable agreement for the construction of Maine Street Section 1, with such costs to be mutually agreed upon between such parties. However, in all events, the construction of Maine Street Section I must commence prior to March 1, 2018 and the entire Maine Street Section I must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018. Section 8. Construction of Ocoee Town Center Boulevard/Street B. Section 16 of the Agreement is hereby amended to read as follows: Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City Center West Orange Phase I) The Final Plans show the extension of Ocoee Town Center Boulevard/Street B, a road segment with a round -about connecting with Street A to the north and possibly the extension of Lake Bennett Drive to the south, with street parking and curb cuts with the right-of-way running east and west along the southern boundary of the Property from just west of the Richmond Avenue and Ocoee Town Center Boulevard intersection to the intersection with Street C ("Ocoee Town Center Boulevard/Street B"). In the event Ocoee Town Center Boulevard/Street B has not then been completed by another party, then Owner shall be responsible for the construction of Ocoee Town Center Boulevard/Street B, or so much as remains to be completed. Such construction shall be in accordance with the requirements of the City and shall accommodate access points to the adjacent property to the south. In the event Owner does not then possess fee simple title to all of the Ocoee Town Center Boulevard/Street B land, Owner, at Owner's sole cost and expense shall acquire such land prior to commencing construction. Nothing herein shall prevent Owner and any other party from entering into a mutually acceptable agreement for the construction of Ocoee Town Center Boulevard/Street B, with such costs to be mutually agreed upon between such parties. However, in all events, the construction of Ocoee Town Center Boulevard/Street B must commence prior to March 1, 2018 and the entire Ocoee Town Center Boulevard/Street B must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018. Section 9. Construction of Street C, Section 18 of the Agreement is hereby amended to read as follows: The Final Plans show Street C, a road segment with street parking and curb cuts with the right-of-way running northeast and southwest along the eastern boundary of the Property from the intersection with Street B to the intersection with Maine Street Section I ("Street C"). In the event Strect C has not then been completed by another party, then Owner shall be responsible for the construction of Street C, or so much as remains to be completed. Such construction shall be in accordance with the requirements of the City. In the event Owner does not then possess fee simple title to all of the Street C! land, Owner, at Owner's sole cost and expense shall acquire such land prior to commencing construction. Nothing herein shall prevent Owner and any other party from entering into a mutually acceptable agreement for the construction of Street C, with such costs to be mutually agreed upon between such parties. However, in all events, the construction of Street C must commence prior to March 1, 2018 and the entire Street C must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018. Section 10. Construction of Street A. Section 20 of the Agreement is hereby amended to read as follows: The Final Plans show Street A, a road segment with street parking and curb cuts with the right-of-way running north and south within the interior of the Property from the Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City Center West Orange Phase 1) round -about portion of Ocoee Town Center Boulevard/Street B to the intersection with Maine Street Section I ("Street A"). Owner shall be responsible for the construction of Street A. Such construction shall be in accordance with the requirements of the City, The construction of Street A must commence prior to March 1, 2018 and the entire Street A must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018. Section 11. Construction of Lake Bennett Drive. Section 22 of the Agreement is hereby amended to read as follows, The Final Plans provide for two proposed locations for the future Lake Bennett Drive extension: (i) south from the round -about within Ocoee Town Center Boulevard/Street B to the existing road north of the RaceTrac parcel, and (ii) southwest from the intersection of Street B and Street C to the existing road north of the RaceTrac parcel (the final determined location for such road referred to herein as the "Lake Bennett Drive Extension"). The City shall ultimately determine the final location of the Lake Bennett Drive Extension, with the understanding that preference shall be given to option (ii) above. The City shall advise Owner as soon as possible if option (i) is selected, however, the City shall not have the right to select option (i) in the event Owner has commenced the design and permitting of Lake Bennett Drive Extension pursuant to option (ii). In the event the Lake Bennett Drive Extension has not then been completed by another party and the City then owns the Lake Bennett Drive Extension land or has a commitment from the owner thereof to convey the same within ninety (90) days of a request by the City, then Owner shall be responsible for the design, engineering and construction of Lake Bennett Drive Extension, or so much as remains to be completed. Such construction shall be in accordance with the requirements of the City, In the event at the time Owner is prepared to commence construction on the Property and the City does not own the Lake Bennett Drive Extension or does, not have a commitment from the owner thereof to convey the same within ninety (90) days of a request by the City, Owner shall have no obligation to construct the Lake Bennett Drive Extension, Nothing herein shall prevent Owner and any other party from entering into a mutually acceptable agreement for the construction of Lake Bennett Drive Extension, with such costs to be mutually agreed upon between such parties. However, provided that the City then owns the Lake Bennett Drive Extension land or has a commitment from the owner thereof to convey the same within ninety (90) days of a request by the City, the construction of Lake Bennett Drive Extension must commence prior to March 1, 2018 and the entire Lake Bennett Drive Extension must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018. Section 12, Construction of Maine Street Section 2, Section 23, of the Agreement is hereby amended to read as follows: In order to accommodate the development of the Property for its intended use and to alleviate traffic concerns in the area and in lieu of contributing to or making necessary Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMFN,r (City Center West Orange Phase 1) improvements to Bluford Avenue, Owner shall be responsible for the extension of Maine Street from the eastern edge of Maine Street Section I east to Blackwood Avenue (the final determined location for such road referred to herein as the "Maine Street Section 2"). Owner shall be responsible for the design, engineering and construction of Maine Street Section 2, or so much as rernains to be completed. Such construction shall be in accordance with the requirements of the City. In the event Owner and City do not then possess fee simple title to all of the Maine Street Section 2 land, Owner, at Owner's sole cost and expense shall acquire such land prior to commencing construction. The construction of Maine Street Section 2 must commence prior to March 1, 2018 and the entire Maine Street Section 2 must be completed and accepted by the City as a public road prior to issuance of the first building permit for vertical construction on the Property and in any event prior to July 2, 2018, Section 13. Construction of Maine Street Retention Pond. Section 24 of the Agreement is hereby amended to read as follows: The Final Plans provide for a master retention pond located near the northeast corner of Maine Street and Chicago Avenue (the "Maine Street Retention Pond"). The Maine Street Retention Pond is intended to accommodate the stormwater drainage from both Maine Street Section I and Maine Street Section 2. Owner shall be responsible for the construction of the Maine Street Retention Pond, Such construction shall be in accordance with the requirements of the City. In the event Owner does not then possess fee simple title to all of the Maine Street Retention Pond land, Owner, at Owner's sole cost and expense shall acquire such land prior to commencing construction. The construction of the Maine Street Retention Pond must commence prior to March 1, 2018 and the entire Maine Street Retention Pond must be completed and accepted by the City prior to the City's acceptance of any portion of Maine Street Section I or Maine Street Section 2, but in all events prior to July 2, 2018, In the event commencement of the Maine Street Retention Pond commences prior to March 1, 2018 and is completed and accepted by the City prior to July 2, 2018 and provided that the Owner is not then in default under any of the obligations contained in this Agreement, within sixty (60) days of the City's issuance of the first certificate of occupancy for a commercial use within the Property the City shall pay to Owner a cash payment of $417,002.00 out of the City's Stormwater Fund Section 14. Ratification of Prior Agreements, Except as amended hereby, the Original Agreement remains unchanged and in full force and effect, and each of the parties hereto hereby ratifies and confirms the terms and conditions of the Original Agreement. All references herein to the Original Agreement shall refer to the Development and Economic Incentive Agreement for City Center West Orange Phase 1, as amended by this First Amendment unless the text or context indicates otherwise. In the event of any conflict between the Original Agreement and this Amendment it is agreed that this Amendment shall control. Section 15. 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 Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City Center West Orange Phase 1) and assigns and any person, firm, corporation, or entity who may become the successor in interest to the Property or any portion thereof. Section 16. Recordation of Amendment. The parties hereto agree that an executed original of this Amendment shall be recorded by the City, at the Owner's expense, in the Public Records of Orange County, Florida. Section 17. 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 18. Effective Date. The Effective Date of this Amendment shall be the day this Agreement is last executed by a party hereto and such date shall be inserted on Page I of this Amendment. [THE BALANCE OF THIS PAGE IS INTENTIONALLY BLANK] Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE .AGREEMENT (City Center West Orange Phase 1) 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 OWNER: in the presence of., CBPW CORPORATION, a Nevada Corporation By: Print Name: Title: Print Print Name 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 of CB,PW CORPORATION, a Nevada corporation, who [I is personally known to me or [__j 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 day of 2016. 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): Third Amendment DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City Center West Orange Phase 1) Signed, sealed and delivered OWNER: in the presence of:. MAINE BOULEVARD 11, LLC, a Florida limited liability company By: Print Name: Title: Print Name Print Name 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 of MAINE BOULEVARD 11, LLC, a Florida limited liability company, who L—J is personally known to me or [__j 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 day of 2016. Signature of Notary Name of Notary (Typed, Printed or Stamped) Commission Number (if not legible on seal): My Commission Expires (if not legi ble on seal): Third Arnerichrient DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City Center West Orange Phase 1) Signed, sealed and delivered in the presence of: Print Name: Print FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA. Approved as to form and legality this day of 201—., SHUFFIELD, LOWMAN & WILSON, P.A. 0 City Attorney 911�1�1 �1111 I XGUO I CITY: CITY OF OCOEE, FLORIDA By: Rusty Johnson, Mayor Attest: Melanie Sibbitt, City Clerk (SEAL) APPROVED BY THE OCOEE CITY COMMISSION AT A MEETING HELD ON 201_ UNDER AGENDA ITEM NO. I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State and County aforesaid to take acknowledgments, personally appeared RUSTY JOHNSON and MELANIE SIBRITT, 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 offleial seat in the County and State last aforesaid this day of 201_. Signature of Notary Name of Notary (Typed, Printed or Stamped) Commission Number (if not legible on seal):_ My Commission Expires (if not legible on sea]): Third Arncod=nt DEVELOPMENT AND ECONOMIC INCENTIVE AGREEMENT (City Center West Orange Phase 1) Meeting Date: January 16, 2018 Item # Reviewed By: Contact Name: Scott Cookson, City Department Director: Scott Cookson, City Attorney Attorney Contact Number: 407-581-9800 City Manager: Rob Frank Subject: Settlement Agreement for Colony Plaza Demolition Lien and other Liens Background Summary: From 2002 through 2013 the City of Ocoee filed a number of different liens on the, Colony Plaza property at the southwest corner of Maguire Road and State Road 50 (the "Property"). Included among the liens was a demolition lien relating to the costs incurred by the City in demolishing the dilapidated Plaza building on the Property (the "Demolition Lien"). The City's actual costs for the demolition were $1,105,406.21, which costs included legal fees from the prior City Attorney's office which were paid by the City. The Demolition Lien has remained on the property since, 2009 and has been accruing interest at 18% per year from February 2010. Interest accrued to date on the Demolition Lien is close to $1,600,000.00 (simple interest at 18% per annum). The liens, including the Demolition Lien, on the Property were not the only impediments to the redevelopment of the Property. Because the prior use of the structure on the Property was condominium ownership, the ownership interests in the Property and certain easements over the Property needed to be terminated. Over the years the owner of the Property has worked to terminate such interests and easements, which reqluired separate State legislation to accomplish the work. Those interests and easements were terminated, and subject to resolution of the City's liens, including the Demolition Lien, the Property is ready for redlevelopment. Over the last several months City Staff has had a number of meetings with the owner of the Property and a development partner concerning resolution on the City's liens and redevelopment of the Property. The owner/developer are prepared to move forward with the redevelopment under the following terms: 1, The City and the owner enter into a Settlement Agreement whereby the City would release all liens, including the Demolition Lien, on the Property with the payment to the City of $1,1105,406.21, representing the reimbursement to the City of the City's costs relating to the demolition. No interest amount would be paid to the City relating to the release of the liens. The $1,105,406.21 would be paid to the City within: sixty (60) days of the date of approval of the Settlement Agreement and at such time as payment is made the City would release all of the City liens on the Property; and 2. The, City permit the development of the Property substantially consistent with the Concept Plan and Design Standards attached to the Settlement Agreement, but otherwise substantially consistent with the CRA development guidelines that were previously adopted for the Property. The owner/developer has committed to complete Phase 1 of the development (the small commercial building at the hard corner of Maguire and State Road 50 on or before December 31, 2018 and agrees to use good faith, commercially reasonably efforts to develop the remaining portion of the Property as soon as practicable. Finally, because the Property is within a CRA and CRA funds were used for the original demolition of the improvements, the Settlement Agreement is set up for execution by both the CRA Board and the City Commission., Issue: Should the CRA Board and the City Commission approve the Settlement Agreement with the Owners (defined in the Settlement Agreement) by releasing all City liens, including the Demolition Lien, with the payment of $1,105,406.21 and permit redevelopment of the Property consistent with the attached Concept Plan and Design Standards? Recommendations In order to further advance the redevelopment of the Property, staff recommends that the City Commission approve the Settlement Agreement by releasing all City liens, including the Demolition Lien, with the payment of $1,105,406.21 and permit redevelopment of the Property consistent with the attached Concept Plan and Design Standards, Attachments: Settlement Agreement Concept Plan and Design Standards Financial Impact: The, settlement would result in the City receiving $1,1105,406.21 as reimbursement for the actual costs previously expended by the City for the demolition of the improvements on the Property. Type of Item: [ ] Public Hearing For Clerk's Depot Use ❑ Ordinance First Reading ❑ Consent Agenda ❑ Ordlinance First Reading [ ] Public Hearing ❑ Resolution ❑ Regular Agenda [x] Commission Approval ❑ Discussion & Direction x Original Document/Contract Attached for Execution by City Clerk 0 Original Document/Contract Held' by Department for Execution Reviewed by City Attorney Scott A. Cookson, Esq ❑ N/A Reviewed by Finance IDept. E] N/A Reviewed by ❑ N/A S. R.. 50 W. Colonial Dr. - --------- 116 9 park s jspaces 11 Tjm�14 j 1� g ��P;1�1: ines I parkin spaces U I �rrell) Internal Street "2" 5 in spaces A Median cut Building Data*: A. 7,912 sq. ft. approved parking req, 30 B. 6,910 sq, ft. approved parking req, 26 prov, 92=6.2/1000s(l,ft. C. 6,250 sq. ft. +/- concept parking req. 24 11 5,400 s+ ft + concept parking req. 21 prov. 116 = 9.9 /1000sqk I'?. 10,000 sq. ft Concept parking req, 38 prov. 83 = 83 / 1000qq.ft, h. 8,400 sq. ft Concept parking req. 32 prov. 50 6.0 /1000sq.ft. G. 22,000 sq. ft concept parking req. 84 prow 140 = 6.4 /1000sq.ft. Total. 66,972 sq, ft Prk.req.@3.8/ 1000 254 prov: 480 7.2 /1000sq.ft *Budding configurition and squire footiges tray change. A I lie intent i., for Buildillys along SR $11 and Maguire Rd. frontages tali be located along these frontages, casual and fast casual restaurant drive-thrus as part of the budding may be located b(mccu flie fivnuagm and the painary sinicuire Buildings internal to the property are not restricted (o location. Site Data:. Gross area: 12.9 acJ/- Storm water:: IAAC. Building Standards: Height: 1'story 18' Miry Setbacks: Front/Street 0 ft. Nfirt, Rear South property line 20 ft. Min. West property Line If) ft. 11Iin. RAA Max . 1.0 Max. Internal Street "I"& 'T' OCOEE- Maguire Rd. Property min 12' marConcept Development Plan Travel lane 10' P 11 1 L: 1 1 I 1� C. 12.20.17 arr e parking lanes . nein Vile u ng curL Sidewalk 8' min Landscape areas NNidth 6' ruin. Internal Street 'Ts: Sidewalk and on street parking on west side of street l not required by, this development . Clanckcape areas to be provided between edge of travel lane and west property line, Internal Street '12": On street parking in front of Building G not required. Di"hi AH irk—of- d —uptol rd sn jee6 In dw%,. Plano. may ..t nneet .,di—x1l -d egubwy ,qui-nents Internal Streets may be Private. Fast Casual Restaurants Nxith drive-tbru are permitted, Block requirement are as depicted with Street I and 2 on this plan SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (the "Settlement Agreement") is made this _ day of ,2018 (the "Effective Date") by and between THE CITY OF OCOEE, a Florida municipal corporation established under the laws of the State of Florida, with an address of 150 N. Lakeshore Drive, Ocoee, Florida 34761 (the "City"), and OCOEE CORNERS, LLC, a Florida limited liability company ("Ocoee Corners"), with an office address of 7586 W. Sand Lake Rd., Orlando, Florida 32819, CYPRESS COLONY, INC., a Florida corporation ("Cypress Colony"), with an office at 2833 Butler Bay Drive North, Windermere, Florida 34786, and MAGUIRE 50 WEST, LLC, a Florida limited liability company ("Maguire 50 West" and together with Ocoee Corners and Cypress Colony, the "Owners") with an office address of 7586 W. Sand Lake Rd., Orlando, Florida 32819. The City, Ocoee Corners, Cypress Colony and Maguire 50 West may be referred to herein individually as a "Party" and collectively as the "Parties". RECITALS WHEREAS, the City and Cypress Colony entered into that certain Settlement Agreement attached hereto as Exhibit "A"" (the "Original Settlement Agreement") pertaining to certain real property described in Exhibit "B" attached hereto (the "Cypress Property"); WHEREAS, the Cypress Property is subject to outstanding liens in favor of the City in connection with the City's demolition of certain improvements on the Cypress Property, which liens are listed on Exhibit "C" attached hereto (collectively, the "City Liens"); WHEREAS, Maguire 50 West, the owner of certain real property adjacent to the Cypress Property (the "Maguire 50 Property", together with the Cypress Property, the "Property"), and Cypress Colony have formed and are the members of Ocoee Corners; WHEREAS, Maguire 50 West and Cypress Colony intend to contribute their respective properties to Ocoee Corners so that the Property may be jointly developed as a single project, WHEREAS, the Pat -ties desire to finally settle the amounts owed to the City in order for the City to fully satisfy and release the City Liens encumbering the Cypress Property so that the Property may be developed by Ocoee Corners; WHEREAS, the Property is within the City of Ocoee Redevelopment Area (the "CRA") that has been established by the City and the Ocoee Community Redevelopment Agency (the "Agency"); WHEREAS, the Pat -ties now desire to enter into this Settlement Agreement on the terms set forth herein. NOW, THEREFORE, in consideration of the mutual promises hereinafter set forth and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, agree to this Settlement Agreement as follows: 1. Recitals. All recitals set forth above are true and correct and are incorporated herein by this reference. 2. Settlement Amount to City. Notwithstanding anything contained in the City Liens, the City agrees that it will release the City Liens upon the payment to the City of ONE MILLION ONE, HUNDRED AND FIVE TmUSAND FOUR HUNDRED AND SIX AND, 21/100 DOLLARS ($1,105,,406.21), Page I of 14 ORLDOCS 15875539 1 representing the City's actual costs incurred in demolishing the improvements on the Property (the "Release Amount"). The Release Amount must be paid by the Owners to the City within sixty (60) days of the Effective Date of this Settlement Agreement. Upon receipt by City of payment in full as described above, the City will execute a release of the City Liens prepared by Owners in a form reasonably acceptable to City and deliver the same to the Owners (the "Release"). Following payment by Owners to the City of the Release Amount and Owners receipt of the Release executed by the City, the Owners shall have the right to record the Release in the Public Records of Orange County, Florida at Owners' sole cost and expense. 3. Development of Property. Owners, for themselves and their successors in interest and/or assigns, agree that, except as set forth in this Agreement or as approved administratively by the City, the Property shall be developed in accordance with the CRA development guidelines that have been or may be adopted by the City and/or the Agency. Owners have provided the City with a concept plan for the Property along with set of design standards which are outlined in Exhibit "D" attached hereto and are made part hereof by this reference (collectively, the "Concept Plan and Design Standards"). By execution of this Settlement Agreement and conditioned upon the City's receipt of the Release Amount, the City approves the Concept Plan and Design Standards for the Property and acknowledges and agrees that a preliminary subdivision plan and/or site plan submittal that is consistent with the Concept Plan and Design Standards and complies with the CRA development guidelines not modified by this Agreement shall not be denied or delayed on any basis relating to the CRA development guidelines. However, the City shall have no obligation to process any plans for any portion of the Property until the City receives the Release Amount. In addition, except as set forth in the Concept Plan and Design Standards, the City shall be under no obligation to waive any or grant any exceptions to the requirements of such guidelines. Owner hereby acknowledges that this provision is a material term to the City's agreements contained in this Settlement Agreement. In addition to the foregoing, the City agrees that: (i) the full access to the Property located on Maguire as shown on the Concept Plan and Design Standards shall remain a full access point; (ii) the drive aisles, and roadways located within the Property shall be constructed as roadway sections with oil - street parking for the majority jority of such sections, however, the City shall not require public dedication of such drive aisles and roadways; (iii) the City will subordinate the City Liens to the sidewalk easement Owners are granting to FDOT so that Owners may expedite Owners' permits with FDOT; (iv) the City will enter into a commercially reasonable maintenance agreement or easement with FDOT for the landscaping improvements the City is requiring to be placed within the FDOT right-of-way pursuant to the Phase I Plans (as defined below); and (v) Fast Casual Restaurants will be permitted within the Property. For purposes of this Agreement, "Fast Casual Restaurant" shall mean a restaurant, which may or may not include a drive-thru, whose normal business model includes: (i) a menu consisting of a variety of food options that are predominately freshly prepared on site rather than just the warming, microwaving or final preparation of pre-packages items; and (ii) an upscale, unique or highly developed decor, such as PDQ, Panera, Chipotle, Panda Express, Tijuana Flats and Five Guys. 4. Development Timeline. Owners intend to develop the Property in multiple phases. Owners have submitted for the approvals necessary for the development of the first phase of the Property to the City (collectively, the "Phase I Plans") and the City agrees that the Phase I Plans are consistent with this Agreement and the Concept Plan .and Design Standards. Owners hereby agree that development and construction of the portion of the Property included in the Phase I Plans shall be substantially completed on or before December 31, 2018 (the "Phase 1 Timeline"). Owners hereby agree to use good faith, commercially reasonable efforts to develop the remaining portions of the Property as soon as practicable following completion of the improvements as part of the Phase 1 Plans, Page 2 of 14 ORLDOCS 15875539 1 5. Binding Effect• Termination of Original Settlement Agreement. This, Settlement Agreement shall run with the Property and shall 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 is or may become the successor in interest to the Property or any portion thereof. The Original Settlement Agreement is still in full force and effect and shall not be deemed to be modified by this Settlement Agreement. Upon payment by Owners of the Release Amount to the City within the time period required by Paragraph I of this Settlement Agreement, the Original Settlement Agreement shall autornatically terminate and be of no further force and effect. If the Release Amount is not paid by the Owners to the City within the time period required by Section 2 of this Settlement Agreement, then this Settlement Agreement shall be automatically terminated and of no, further force and effect. 6. Release of Liability. Contingent upon the performance by the Parties of the provisions of this Settlement Agreement, effective upon the timely payment by Owners to the City of the Release Amount and the execution and delivery of the Release by the City to the Owners, the Parties do, to the extent provided by law, hereby mutually release each other, and their respective officers, directors, employees, representatives, agents, parent companies, subsidiary companies, affiliates, successors and assigns, from any and all claims, damages, obligations, duties, liabilities, actions and causes of action, of every kind and nature whatsoever arising under or in connection with the City Liens. 7. Representations of Parties, The Patties each represent and warrant to each other that they have the power and authority to enter into and perform this Settlement Agreement. 8. Attorneys" Fees. If any of the Parties to this Settlement Agreement institutes any action or proceeding against any of the other Parties arising out of or based upon this Settlement Agreement, or by reason of any default hereunder, then the prevailing party in such action or proceeding is entitled to recover from the other patty all costs of such action or proceeding, including reasonable attorneys' fees and court costs. 9. Venue and Governing Law. This Settlement Agreement and the provisions contained herein shall be controlled by the laws of the State of Florida, Venue for any legal action shall be in Orange County, Florida. 10. Time of the Essence. Time is hereby declared of the essence to the lawful performance of the duties and obligations contained in this Settlement Agreement. if. Miscellaneous. (a) The Parties acknowledge that they have read this Settlement Agreement and have freely and voluntarily entered into this Settlement Agreement. The Parties participated in the drafting of this Settlement Agreement, and should any of its provisions be found ambiguous, such provision shall not be strictly construed against any particular Party. Each Party declares and understands that no promises or inducements not otherwise contained and expressed herein have been made. (b) This Settlement Agreement shall not be altered, amended, changed, waived, terminated or otherwise modified in any respect or particular, unless the same shall be in writing and signed by or on behalf of the Parties hereto. (c) If any provision of this Settlement Agreement becomes unenforceable or invalid, then the remaining provisions of this Settlement Agreement will not be affected and will remain in force .and effect. Page 3 of 14 ORLDOCS 15875539 1 (d) This Settlement Agreement may be executed in more than one counterpart, each ,of which shall be deemed an original, but all of which shall constitute one and the same instrument. (c) There are no third party beneficiaries, to this Settlement Agreement. IN WITNESS WHEREOF, and intending to be legally bound hereby, the Parties hereto have executed this Settlement Agreement as of the day and year first above written. CYPRESS COLONY, INC., a Florida corporation 0 Charles H. Wilson, Director Date: MAGUIRE, 50 WEST, LLC, a Florida limited liability company By: Scott °T'. Boyd, Manager Date: OCOEE CORNERS, LLC, a Florida limited liability company By: Maguire 50 West, LLC, a Florida limited liability company, its Manager im- Scott. T. Boyd, Manager Date: Page 4 of 14 ORLDOCS 15875539 1 ATTEST: Melanie Sibbitt, City Clerk (SEAL) FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA; APPROVED AS TO FORM AND LEGALITY this 16th day of January, 2018. SHUFFIELD, LOWMAN & WILSON, P.A. m City Attorney ORLDOCS 15875539 1 CITY: CITY OF OCOEE, FLORIDA, a Florida municipal corporation m - Rusty Johnson, Mayor APPROVED BY THE CITY OF OCOEE COMMISSION IN A MEETING HELD ON JANUARY 16, 2018 UNDER AGENDA ITEM NO. Page 5 of 14 The Ocoee Community Redevelopment Agency hereby agrees to the terms and conditions of this Settlement Agreement and hereby joins in and consents to the same this 16th day of January, 2018. ATTEST: Melanie Sibbitt, Secretau•y (SEAL) FOR USE AND RELIANCE ONLY BY THE OCOEE COMMUNITY REDEVELOPMENT AGENCY, APPROVED AS TO FORM AND LEGALITY this 16`x° day of January, 2018. SHUFFIELD, LOWMAN & WILSON, P.A. By: CRA Board Counsel APPROVED: OCOEE COMMUNITY REDEVELOPMENT AGENCY APPROVED BY THE OCOEE COMMUNITY RE DEVE LOPMENT AGENCY IN A MEETING HELD ON JANUARY 16, 2018 UNDER AGENDA ITEM NO. Page 6 of 14 ORLDOCS 15V5539 1 Exhibit "A" Settlement Agreement , , 1�41QCMEXI", MMYEMYXk Tb[i Sellimixfil AlgeonvA is exsocd by' vid lxhwm dor C4 Of MOM FkMa Via "Cily") Mid cyp"s Coll,my, ("Cyl"Icm (Vony'), ly WUINI WHEMMI dierc OWS a WwwahOw"n be Plrlics k11,v1) 0,U Cky—JENSIMM Uc oy,. Casc Nm 2H&CxM8% wWh h mmy timcling hi me FASh cowt or me NIM hWhi Cubt, ill toid I'vi orojigc County, Florldn (Qic "La%Nsuit'); INIUCREAS, Hip, Ljovsoit is fill rclion by 1110 City to cylrofx inj toicclosZ 1111rce cock NifarcrMent hr^lz occoldcd hi Ow vNR Rmwlj,j <q' ()4aqjc county, Hol Wa: (1) on Novemda,,r 11, 2oo.j, Ig ()lPicial Recmh Amu 701 Parc 3742, (2) c)rl jNovcm,,r 11, 2004, 0(11c'a[ &nmk Hwh 701 Fnc M mW CM of MAy 4, 2000, 01fichl Rccoril,; Book 8022, Pago 3950 p1ac Tkne), NVIIIAMAS, ht the ta%,061, mr Uq U"I W NIVISICAl Ow WOW RM K"Of" MI InVaq MM Cgum CWmy ams IS Qm%c Cmmty, 111mik, known nunc paMetAndy av 11 J Wem CoWdal EWY, Mmm, Flo6h (Tax Parcel Idcntlll ctiran Nomb,cr (2) 0 Mmguirc Road, Octx:v, FISH" (Nx Pm"l la unliRahm thmbu (1)) 11100 Well Colonial DMI, t)cmq RMS (Tax I'vicel Idewific,,ilion Niinilvcr 10-2 ,-29,, 145ZO1410Y PM 0) H IN %VeNt C0100i4l DrIvc, Unit 131, Occv4-, Horidn (11W a Dd 15EREAQ ilucaigh Us AiweawnT, fli,- Ir rli,N drJx IwIvIlle-1110 fc,,olvv life 4 1 4A W3 01AL al'c 111t: s lI t)j ck t LPr I I I r, I I`, %A ul 1; 1''w*ow"1111""1avortv" 116t f'ptxlajld volo,JWV onhidvialklo Wv 6tteby ackilavOC(Iged, lh! Inallicr",%tvc 05 follifflu TW pins knq" me by W%Wc mc Ir ch A U1 Im M AMY11 Within :11) day�s of )IvChodfly, 14110;sly 26, 21111 on of l,dufe hi4vy, 1,61ofiry 25, 2(111), Cyjv.,.l ("la ony akrdl jalovhlo lo Ole Cll�. ,I %agiltvll Oilk-molf Or W16113 (,mill mo 6111fmoq, inl6ovxholi vJfl) je$1)4,at tO C"KII fnNyauc "n dor Knapp l/ ma WM W=J%t 161'r 0 111, v.Ilrdhlp oflho Owi Livas mw vlo, Oni a,Uhjvct 4A the 1.,,AINww J. I h4 btcnt8Iy Ilt the curl nit holft I of c Ich 10, Chu rIff 14 111111 1 f( IT'h" i I I Ilstalufinkt III im I 1',u I I ni hw v 4 11) V,1c 1; o o of I rl, The tonal fri I I If III I) I a cQw,.o imkli nswaid il3klws I I,,, coc I P IfIt, I I Oav,�� and "I IsC 4JIfIefil 404'(01 Vf+ InIll lf0 &00 �gfll'OUW City Vd%h 11011; t(a:mvkl l'), coch wofiAalic IMA IMMS t Page 7 of 14 ORLDOCS 15875539 1. 3, In the I:= the summenis iqWmd by pmagotph 2 oflbir; Agmcnievt rdIvO n tutal livdiflolvio x1lount IA $5,000,000 of ruculilhedog JOA tin flet, 11top-ri'v wOw w A Oq% Lhis that Are the subject of thr 1,awaiot, flien the f0tiveing Provisions apply: Within 10 dqs after the cfferflvo; datevffti A�.,,icvmenl, Cylneis Colony shall seek rid piovid fronif Ifie, ctmirl pvvil&ig ovor thv, rce6wr4hip pocwfing known "Imc epocifiGally us (:ULILL y., Ciav No. (3001 09611 jwnding in rhe Circuit Court of the Ninth Al,'Acill Citcuit, In "Id Lot Ololxgo: Co;wq', Florida, roar Icavo III conimenec ori action agahm Colony Plow Condoinni hint Asiocialion, Inc, (fit(,, "Asificiation") to extinguish &ny imminent of Qownciliq Tilloling lit favor of life Avoximion, any owlier% or h"w4wo wdN on Hio Nowity, any ownum of cardwairthun unhs on ilia Plopvrly, and fill otlwf parties llccvs�,,oy to cornple'roly exthIP1611 fill itatcm5ts lit Inc 50jw wvocut or uscownis. Within 30 Jays idler oblaining file Ccurit approval rCt6Cnvq:d 61 the preceding paragraph:, (.7ypress Colony slmH cowrolelicc ille 4wwit IVIOMM W OW p"oky pMrqh pa VoMIRM AMWQ Cypwa CWMI MWI odiligvndy piwt,ulc 11w, F,uscliuml Achim to final conclAsson, d. Aflw"f the corI61,15ion of t1w, FiL-Cnww Actikni, Cylirss Coloiiy skill cuu)c to bc colwivncfccd an, adion (11w "Imodosole Aklion") Loy Oto ImIJI:r Oftlic hownpioliq P"Irlpige on the Property (and, if' nccowrv, a"y ON worippi sqwdar to A Ldils Mem me W MOO isfdie's 04% bowuh) ngoinm fill livisms fuld enfiflwj isho h1 we or Chliol III fiavc filly holvrest in 14C Vfutiwy, '111C foilxloturc Akfion shall Iiia liver Ov. Imi-pmv of ewi,6ne, 111C lowdi"itift: of 1hC OISI-plifilay w0itgUL"Ce'a mwgligo: wid, rucil a, 1mvidod !xW%q shell Awdme A Insiesm Uf mq) A A Plo"iq vr all whef joctsvoi on clslities Ilia 113vc nor vlcdin hi hiwc wi ink-orc,s( in the flropvrlyWith ic5prct It) Clic Voledosiv Acl;on, Ow, poilies svca ori tiilliwwwth (ft, "I lit 01yowees not to culltv,u Ilia, 1, , orijdl)," lie A6oTI 1!) '1 he City Aglew, nw III allege, iiitv]4, lir ciolllvod lit flou Act knowe Adivin dint A Lkm INI, mu Ow sMOO wet Ow Cay`!. LmmM am wpMw In pWAy w dw "migNO dhem mA 6111ijeci ,if (lit! Aiifn, iind dad Cyprrt,,, (:(dory i%wiis IhA Ow Folt0q,muc &6,"1 i,hall 1611 illdndo, I"XIC110 h), kq kiihulssr o korli,viiI 1110 QUA WANI Page of 1' ORLDOCS 15875539 1 DvWWAILWn Word al'Ohicial Rocords Illwak 4M60, Page 5820, of 11ir Public Recor& of0tangu Couruy, Fioukj.i, IYfucl, time elly lIoUs ngainst t1r: 11ropcily 16, llur, defliolition 0011,0 Sir"Cowes Khat vvem folnictly proent or) time Px(jpCAY (64,0011CS Owl wcfo t1lxv mmmul rel" wd to w4cclively as "Colony Colony furt4l, ngr»ci Owl title to the 11ropcity ICSULir18 fiollr Ike Fwcclosorc Adion, Mll bzrr mib)oct ro fluit Deol(,4iliovl Ln:rl, After 01V Q31CIU:0VA Of CIO IN,semnon Aclkm ird 1lie Fol-0001AC4 Action, Cyprcsi Colony s@:Ajj vbtjjj) sj tilitt title to 1110 properly vw�qcd In C'Yprcss Ci0lly, Ilu;, or uta "mco'ssor i11 CCC W Me Ancusame Sale—A.: anxi char of Hie movaInai ill to P,"crucirl Aclion, 4- In A ewul Nw MINOMM Mltaij"f by parvii(illill 1 or flsisr Agrrvnwro tolle,; u toral ininlintuni amourn i)l I,rst 06111 of enconibelitip ('iebl on the JIrojwr,,y mperior to Cv, OWN I.An Mai we Um m4mt 4 ow My% I mms, An pmpVh 3 of Ora Agumm j"f w e%a and the pm on dMH wmmomaa A CHNIA1011 1111H 'us M&M T"M pmkbi; mw A OW4 Lmmril 11n;'llvdiately following 010 effee6ve thic 1,11 ons Cyplevl Colony anj time QV awe MM Mey will joindy inovv, in firc City's ),awsult, ijo, lio, cauy of U 000 06019 MM 1101M paAW dw wnduAmi 14 The Fnwnwnt Ardol; lhc C011AMM (d Me VwaWwc Activii,,aril llWv jud4Jal o,ulv ot' Hie vrorwrly A41olv4ln Me Corld(luoll of time Forc0osuvc Action, Ili dic cNoo ahnq tile cr,,jlll aver the AN I-a%viuit Mv miios, j,lna tor aIiv of lhat oI:luon of o1bl'oviNu OJIW, lo alofl,.. ov:'&q, kil ix!flort foe Ille 11111v pinio4h fcrvacluvd In of punmpm Own be Pau" dwu No, W sm LAIS Lwx:�ua, a joilit stay uhlion 14)t I 11(m d I 516,`�1411 (If (IlAt fIC I kM Wi 111001 PWlUd I Lc, wbih W! ovA lacca ni; Mch own mmm cxrnu, onvI pno"w)V Aes Curved in hr� &Aloo. i'l 1110, evoir Owl flic Cays I nwo N TV&'( 11 kvialoor I)wl"llive pill'o'lol M K PMVWW ptaw1h Own Hie Chy moo WS Q don A 10"MmWme Ur NOW 01%, OWN 1 =0 HA!yi"m CoAq NHJ h, 141AM" hS &NInt, mhi IN, Aluewomil la 0 mixt the INW"WM AAM m Ow Vw,xW=v Aom"Ko md mwH h t,t jlldplllc�llt In luvol lit' OIC wylvoke palma mls Or Woe nolom In dol UWM IQ t1w. Ci I y Iq I 01lo I I IoCily',r l omoit, C I loc QYv" M" W MA ON W."l, heart that I, dow a"cMJi" or a Rol I lo I rt:'Y110 0 m4 I1110 Naar' lfi I L " 1, fC. 1 Nr % I 'I I,t m,Joj Cl at q.sctnrcolly perlding; 1), CYPICS4 CIOOnY %WWI ml dAme h"A on NA" or my T"M 01 fiwilatiolo mond lljpcc.i nol (I'l o)'cr( olly del"'osv's ot, O)M n'RInt, ill the. Cny'i I'm"'NIJI ear kol wfik d; md Page 9 of 14 ORLDOCS 15875539 1 I h" pan allAA 01 (Vyl I W—M? U4 0 ums WWM or NOW JOA, ro d"M �wr &, kmxWy, in'd "ct"If u'lon ° ,l p,rJir4P�v:Oow, ki'l x"I I �l ay^ h6,6w, k col rV,'f 1:04 ,n, cup ion 11i 'wil kj"I":h i"Z ao Culkw"', h ili:w,%occwor 4,�A d�ho as a ir,rwaaiCrIA("d ky 0, oVO-- "N APM"ATD BY ME O"HW CM' oVl' A 'dl,,( C&A, APPPCO,`40 v"'t ''t Page 10 of 14 ORLDOCS 15875539 1 Exhibit "B," Legal Description of the Cypress Property Parcel I Lot I Begin at the Southwest corner of the Northeast Quarter of the Northeast Quarter of the Northeast Quarter of Section 30, Township 22 South, Range 28 East, Orange County, Florida, thence North 00 degrees 20 minutes 00 seconds West along the West line of said Northeast Quarter of the Northeast Quarter of the Northeast Quarter a distance of 225.51 feet; thence North 89 degrees 40 minutes 00 seconds East 93.0 feet; thence North 44 degrees 36 minutes 28 seconds East 52.0 feet; thence North 64 degrees 57 minutes 34 seconds East 114.16 feet; thence South 45 degrees 23 minutes 32 seconds East 80.0 feet; thence North 89 degrees 37 minutes 54 seconds East 290.0 feet; thence North 00 degrees 20 minutes 00 seconds West 133,0 feet; thence North 89 degrees 37 minutes 54 seconds East 37.00 feet; thence South 00 degrees 20 minutes 00 seconds East parallel to and 40 feet West of the East line of said Section a distance of 386.37 feet to the South line of the said Northeast Quarter of the Northeast Quarter of the Northeast Quarter; thence South 89 degrees 38 minutes 03 seconds West 617.06 feet to the Point of Beginning. AND Lot 2 Commence at the Southwest corner of the Northeast Quarter of the Northeast Quarter of the Northeast Quarter of Section 30, Township 22 South, Range 28 East, Orange County, Florida; thence North 00 degrees 20 minutes O�O seconds West along the West line of said Northeast Quarter of the Northeast Quarter of the Northeast Quarter a distance of 225.51 feet for a point of beginning; thence North 89 degrees, 40 minutes 00 seconds East 93.0 feet; thence North 44 degrees 36 minutes 28 seconds East 52,0 feet; thence North 64 degrees 57 minutes 34 seconds East 114.16 feet; thence South 45 degrees 23 minutes 32 seconds East 80.0 feet; thence North 89 degrees 37 minutes 54 seconds East 290.0 feet; thence North 00 degrees 20 minutes 00 seconds West 133.0 feet; thence South 89 degrees 37 minutes 54 seconds West 163.0 feet; thence North 00 degrees 20 minutes 00 seconds West 200,0 feet to the South right of way line for State Road No, 50; thence South 89 degrees 37 minutes 54 seconds West along said right of way line 417.06 feet to the said West line of the Northeast Quarter of the Northeast Quarter of the Northeast Quarter thence South 00 degrees 20 minutes 00 seconds East 360.83 feet to the Point of Beginning. Parcel 11 A parcel of land in the NE 1/4 of the NE 1/4 of the NE 1/4 of Section 30, Township 22 South, Range 28 East, Orange County, Florida, being more particularly described as follows: Commence at the SW corner of the NE 1/4 of the NE 1/4 of the NE 1/4 of Section 30, Township 22 South, Range 28 East, thence run N 89 degrees 3737" E, along the South line of said NE 1/4 of the NE 1/4 of the NE 1/4 of Section 30, Township 22 South, Range 28 East, 617.27 feet to, a point of 40 feet West of the East line of said Section 30, Township 22 South, Range 28 East, said point being the Point of Beginning; thence continue running N 89 degrees 37'37" East, along said South line of NE 1/4 of the NE 1/4 of the NE 1/4 of said Section 30, Township 22 South, Range 28 East a distance of 15,34 feet to a point on the West Right -of -Way line of State Road 439 (Maguire Road) as shown on the Florida Page 11 of 14 ORLDOCS 15875539 1 Department of 'Transportation. Section 75530-2601 Right -of -Way Map; thence departing said South line of the NE 1/4 of the NE 1/4 of the NE 1/4 of Section 30, Township 22 South, Range 28 East, run N 00 degrees 28'12" W, along said West Right -of -Way line of State Road 439, a distance of 386.29 feet thence departing said West Right -of -Way line of State Road 439, Run S 89, degrees 37'54" W, a distance of 14.42 feet to a point 40 feet West of the East line of said Section 30, Township 22 South, Range 28 East thence run S 00 degrees 19'59" E parallel to and 40 feet West of the East line of said Section 30, Township 22 South, Range 28 East, a distance of 386.30 feet to the Point of Beginning. Less and except from Parcels I & 11 that part conveyed in Official Records Book 6483, Page 3913, Page 12 of 14 ORLDOCS 15875539 1. Exhibit "C" List of the City Liens 1. Order Imposing Fine and Lien recorded May 2, 2002 in Book 6515, Page 3917, Case No. 02-009. 2. Order Imposing Fine and Lien recorded May 2, 2002 in Book 6515, Page 3921, Case No. 02-011. 3. Order Imposing Fine recorded November 11, 2004 in Book 7697, Page 3732, Case No. 04-029. 4. Order Imposing Fine recorded November 11, 2004 in Book 7697, Page 3742, Case No. 04-018. 5. Order Imposing Fine and Lien by City of Ocoee recorded May 4, 2006 in Book 8622, Page 3950, Case No, 03-003291, 6. City of Ocoee Notice of Lien recorded November 23, 2009 in Book 9966, Page 5820. 7, Notice of Claim of Lien by City of Ocoee recorded November 16, 2412 in Book 10475, Page 2218, Case No, 12-142, 8. Order Imposing Fine and Lien by the City of Ocoee recorded August 1, 2013 in Book 10611, Page 5857, Case No. 13-063 Page 13 of 14 ORIDOCS 15875539 1 Exhibit "IDM" Concept Plan and Design Standards Page 1.4 of 14 ORLDOCS 15875539 1 Mayo Rusty Johnson TO: Craig Shadrix FROM: Michael Rumer DATE: January 11, 2018 Commissioners John Grogan, District I Rosemary Wilsen, District 2 Richard Firstner, District 3 Joel F, Keller, District 4 RE: Proposed City of'Ocoee CRA Meeting Schedule for 2018 Pursuant to the Bylaws of the CRA, Ibelow are possible dates to be considered for the four (4) meetings for 2018: 1. Meeting #1: Tuesday, January 16, 2018 2. Meeting #2: t Before City Commission on April 3,d or 17 h Thursday, April 12, Monday, April 2, 9, 16, or 30" 3. Meeting #3: August TBD - In conjunction with Budget Workshop 4. Meeting #4: September TBD — In conjunction with Budget Adoption, Hearing City of Ocoee - 150 North Lakeshore Drive - Ocoee, Florida 34761 phone: (407) 905-3100 - fax. (407) 905-3167 - www.ocoee.org