Item #03 Approval to Close on the Ocoee Crown Point Property Elementary School Site and Approve Third and Fourth Amendments ()(`O()(''
florida
AGENDA ITEM COVER SHEET
Meeting Date: June 21, 2016
Item # 3
Reviewed By:
Scott A. Cookson,
Contact Name: Department Director:
City Attorney AllIonerii/
Contact Number: 407-581-9715 City Manager: Rob Fr./0 9fj11I.
Subject: Ocoee Crown Point property — Authorization to close on the elementary school
site, approval of Fourth Amendment to Interlocal Agreement between the City of Ocoee and
School Board of Orange County, and approval of Third Amendment to Agreement for Sale
and Purchase between the City of Ocoee and Mattamy Orlando, LLC
Background Summary:
On June 13, 2000, the City of Ocoee and the School Board of Orange County (School Board)
entered into an interlocal agreement for the acquisition of a 115 acre parcel of land located in West
Orange County. This property is now known as Crown Point. Pursuant to the interlocal agreement,
the School Board was to be given a 60 acre site for a high school, a 15 acre site for an elementary
school, and a 40 acre site for a transportation and work force education facility.
As the City prepares to move forward with the closing on the Crown Point property with developer,
Mattamy Orlando, LLC, the City will also prepare to simultaneously convey to the School Board the
elementary school site. Staff requests approval from the City Commission for authority to close on
the school site. Furthermore, as the site design and engineering for the elementary school site is
not yet complete, the School Board has requested the City approve a Fourth Amendment to the
Interlocal Agreement ensuring post-closing flexibility and future cooperation by and between the
School Board and the City in establishing access points to the elementary school site from Ocoee
Crown Point Parkway.
Third Amendment to Agreement for Sale and Purchase between the City of Ocoee and Mattamy
Orlando is necessary to allocate vested school capacity units between the Phase 1 and Phase 2
closing.
Issue:
1. Should the City Commission authorize the Mayor to execute all documents incident to the closing
of the 13.51 acre elementary school site at the Crown Point property pursuant to the interlocal
agreement with the School Board of Orange County?
2. Should the City Commission authorize the Mayor to execute the Fourth Amendment to Interlocal
Agreement regarding Coca-Cola Property to ensure post-closing flexibility and future cooperation
by and between the School Board and the City in establishing access points to the elementary
school site from Ocoee Crown Point Parkway?
3. Should the City Commission authorize the Mayor to execute the Third Amendment to Agreement
for Sale and Purchase by and between Mattamy Orlando, LLC, and City of Ocoee to allocate the
vested units for purposes of school capacity between Phases 1 and 2?
Recommendations
1. City Staff recommends that the City Commission authorize the Mayor to execute all documents
incident to the closing of the 13.51 acre elementary school site at the Crown Point property
pursuant to the interlocal agreement with the School Board of Orange County.
2. City Staff recommends that the City Commission authorize the Mayor to execute the Fourth
Amendment to Interlocal Agreement regarding Coca-Cola Property to ensure post-closing flexibility
and future cooperation by and between the School Board and the City in establishing access points
to the elementary school site from Ocoee Crown Point Parkway.
3. City staff recommends that the City Commission authorize the Mayor to execute the Third
Amendment to Agreement for Sale and Purchase by and between Mattamy Orlando, LLC, and City
of Ocoee to allocate the vested units for purposes of school capacity between Phases 1 and 2.
Attachments:
Fourth Amendment to Interlocal Agreement with School Board regarding Coca-Cola Property.
Third Amendment to Agreement for Sale and Purchase by and between Mattamy Orlando, LLC,
and City of Ocoee.
Financial Impact:
None.
Type of Item:
[ ] Public Hearing For Clerk's Dept Use:
❑ Ordinance First Reading x❑ Consent Agenda
❑ Ordinance First Reading [ ] Public Hearing
❑ Resolution ❑ Regular Agenda
[x] Commission Approval
❑ Discussion& Direction
[x] Original Document/Contract Attached for Execution by City Clerk
❑ Original Document/Contract Held by Department for Execution
Reviewed by City Attorney Scott A. Cookson, Esq. ❑ N/A
Reviewed by Finance Dept. ❑ N/A
Reviewed by ( ) 111 N/A
THIRD AMENDMENT TO AGREEMENT FOR SALE AND PURCHASE
THIS THIRD AMENDMENT TO AGREEMENT FOR SALE AND PURCHASE
( "Amendment ") is entered into as of the day of June, 2016, by and between CITY OF
OCOEE, FLORIDA, a Florida municipal corporation in its capacity as the owner of the
Properties and not in its capacity as a governmental entity with jurisdiction over the Properties
( "Seller "), and MATTAMY ORLANDO LLC, a Delaware limited liability company
( "Purchaser ").
WITNESSETH:
WHEREAS, Purchaser and Seller entered into that certain Agreement for Sale and
Purchase effectively dated April 21, 2015, as amended by that certain Amendment to Agreement
for Sale and Purchase dated as of June 22, 2015, as amended by that certain Second Amendment
to Agreement for Sale and Purchase (the "Second Amendment ") dated as of May 26, 2016
(collectively, the "Agreement "); and
WHEREAS, the parties have agreed it is in their mutual interest to amend the Agreement
as hereinafter set forth.
NOW, THEREFORE, in consideration of the foregoing recitals, the sum of $10.00 and
other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein
by reference. Capitalized terms not defined herein shall have the meaning ascribed to them in
the Agreement.
2. Earnest Money; Escrow Agent. The Agreement is hereby amended to add a
new Section 4.7 as follows:
"4.7 Purchaser and Seller acknowledge and agree that Purchaser's Intended Purposes
for the Phase I Property and Phase II Property require a School Mitigation Agreement for
Capacity Enhancement ( "CEA ") to be executed and recorded, and that the CEA will not be
finalized and recorded prior to the Phase I Closing. At the Phase I Closing, Purchaser shall
deliver to Escrow Agent the sum of Eleven Thousand One Hundred Twenty One and 50 /100
Dollars ($11,121.50) as additional earnest money (the "CEA Earnest Money "), representing
one -half of the total Capital Contribution expected to be due at the final plat for the Property
under the CEA. The CEA Earnest Money shall be considered part of the Earnest Money
Deposit, as defined in Section 4.3 of the Agreement. Notwithstanding the foregoing, in the event
Purchaser is required to make any payment of all or any portion of the Capital Contribution due
under the CEA in connection with platting the Phase I Property, Purchaser shall be entitled to
draw upon the CEA Earnest Money in order to make such payments by providing written notice
to Escrow Agent and Seller, which notice shall include reasonable documentation of the amounts
required to be paid under the CEA to plat the Phase I Property."
3. Development Criteria. Notwithstanding anything contained in the Agreement to
the contrary, including specifically Section 5 of the Second Amendment amending Section 11 of
ORLDOCS 14741825 1 28830.0040
the Agreement, the development standards for the homes to be constructed on the Properties
shall not be approved by the City Commission with the approval of the Final Subdivision Plan
but shall be approved separate and apart from the approval of the Final Subdivision Plan.
4. Ratification; Conflicts. Except as modified by this Amendment, the terms and
conditions of the Agreement are hereby ratified and confirmed by the parties. In the event of a
conflict between the terms of the Agreement and the terms of this Amendment, the terms of this
Amendment shall govern.
5. Counterparts. This Amendment may be executed by electronic mail, fax and in
any number of counterparts, each of which shall constitute one and the same instrument, and
either party hereto may execute this Amendment by signing any such counterpart.
[SIGNATURES APPEAR ON FOLLOWING PAGES]
ORLDOCS 14741825 1 28830.0040 2
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first
above written.
Signed, sealed and delivered SELLER:
In the presence of:
CITY OF OCOEE, FLORIDA, a Florida municipal
corporation
By:
Print Name: Rusty Johnson, Mayor
Attest:
Print Name: Melanie Sibbitt, Acting City Clerk
FOR USE AND RELIANCE ONLY BY Date:
THE CITY OF OCOEE, APPROVED APPROVED BY THE OCOEE CITY
AS TO FORM AND LEGALITY THIS COMMISSION AT A MEETING HELD ON
DAY OF , UNDER AGENDA ITEM
2016. NO. .
SHUFFIELD, LOWMAN & WILSON,
P.A.
City Attorney
ORLDOCS 14741825 1 28830.0040 3
Signed, sealed and delivered PURCHASER:
In the presence of:
MATTAMY ORLANDO LLC, a Delaware limited
liability company
Print Name:
By:
Printed Name: Alex Martin
As its: Vice President
Print Name:
And
Print Name:
By:
Printed Name: Leslie C. Candes
As its: Vice President
Print Name:
ORLDOCS 14741825 1 28830.0040 4
THIS INSTRUMENT PREPARED BY
AND SHOULD BE RETURNED TO:
Christopher J.Wilson,Esq.
MARCHENA AND GRAHAM,P.A.
976 Lake Baldwin Lane,Suite 101
Orlando,FL 32814
(407)658-8566
For Recording Purposes Only
FOURTH AMENDMENT TO INTERLOCAL AGREEMENT
REGARDING COCA-COLA PROPERTY
(OCOEE CROWN POINT PUD)
THIS FOURTH AMENDMENT TO INTERLOCAL AGREEMENT REGARDING
COCA-COLA PROPERTY (this "Fourth Amendment") is made this day of ,
2016 by the CITY OF OCOEE, a Florida municipal corporation, whose mailing address is 150
North Lakeshore Drive, Ocoee, Florida 34761 (the "City") and THE SCHOOL BOARD OF
ORANGE COUNTY, FLORIDA, a body corporate existing under the Constitution and laws of
the State of Florida, whose mailing address is 445 Amelia Street, Orlando, Florida 32801 (the
"School Board") (the City and the School Board are sometimes collectively referred to herein as
the "Parties").
WITNESSETH:
WHEREAS, the City and the School Board entered into that certain Interlocal
Agreement Regarding Cocoa-Cola Property dated June 13, 2000 with respect to the acquisition
and development of a PUD to be known as Ocoee Crown Point PUD, which was amended by
that certain First Amendment thereto dated August 25, 2003, that certain Second Amendment
thereto dated September 20, 2005 and that Third Amendment thereto dated July 29, 2016
(Interlocal Agreement Regarding Coca-Cola Property and all amendments thereto are collectively
referred to herein as the "Interlocal Agreement"); and
WHEREAS, the Interlocal Agreement specifies that the School Board shall acquire
approximately 115 gross acres of land (inclusive of land needed for storm water retention) for
intended School Board uses including approximately 15 acres for an elementary school (the
"Elementary School Site"); and
WHEREAS, the parties desire to enter into this Fourth Amendment to govern the rights
and obligations of the Parties to provide flexibility for the School Board's southern entrance to
the Future Elementary School Property; and
NOW, THEREFORE, in consideration of the promises and agreements herein
contained, the parties hereto agree as follows.
1. Recitals. The above recitals are true and correct and incorporated herein by
this reference.
2. Definitions. All capitalized terms used herein shall be as defined in the
Interlocal Agreement unless otherwise indicated or defined in this Fourth Amendment.
3. Driveway Flexibility. The Interlocal Agreement Paragraph 6 is hereby
amended by adding the following as Paragraph 6(F):
(F) The School Board and City have agreed on the legal description of the
Elementary School Site which is attached as Exhibit "1" hereto (the "ES Legal").
The ES Legal contains an apron indention at the southern end of the Elementary
School Site which was created by platting of Ocoee Crown Point Parkway. The
School Board is concerned that the ultimate design of the Elementary School Site
may require the south access driveway to be shifted either north or south of its
present platted location based on the operational needs of the school. The City
agrees to work with the School Board to replat the portion of Ocoee Crown Point
Parkway to accommodate the final driveway location or locations as determined
by the School Board. School Board shall provide its final driveway location or
locations to the City and City agrees to process the request within one hundred
twenty (120) days.
The above additional condition of approval is intended to be supplemental to the existing
Paragraph 6 and all terms and conditions contained therein.
4. Ratification; Conflicts. Except as modified by this Fourth Amendment, the
parties hereby ratify and confirm the continued validity and viability of all terms, conditions and
obligations set forth in the Declaration. In the event of any conflict or inconsistency between the
terms of the Declaration, as amended by the first, second and third amendment thereto, and this
Fourth Amendment, the terms of this Fourth Amendment shall be construed to control and
prevail. In the event of any conflict or inconsistency between the Land Use Plan and this Fourth
Amendment, the terms of this Amendment shall be construed to control and prevail.
5. Recordation of Amendment. The parties hereto agree that an executed
original of this Fourth Amendment shall be recorded by the City in the Public Records of Orange
County, Florida.
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.
IN WITNESS WHEREOF, the City and the School Board, acting by and through their
duly authorized officers, have caused this Amendment to be executed as of the day and year first
above written.
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Signed, Sealed and Delivered
in the Presence of:
CITY OF OCOEE, FLORIDA
Print Name:
By:
Rusty Johnson, Mayor
Print Name:
ATTEST:
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA;
APPROVED AS TO FORM AND By:
LEGALITY this day of Melanie Sibbitt, Acting City Clerk
, 2016.
(SEAL)
By:
City Attorney APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING
HELD ON , 2016
UNDER AGENDA ITEM NO.
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 acknowledgements, personally appeared RUSTY JOHNSON and MELANIE
SIBBITT, personally known to me to be the Mayor and Acting City Clerk, respectively, of the CITY
OF OCOEE 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.
They are personally known to me.
WITNESS my hand and official seal in the County and State last aforesaid this day of
, 2016.
Notary Public
Printed Name:
My Commission Expires:
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Signed, Sealed and Delivered THE SCHOOL BOARD OF ORANGE
in the Presence of: COUNTY, FLORIDA, a body corporate
existing under the Constitution and laws of the
State of Florida
Print Name:
By:
William E. Sublette, Chairman
Print Name:
Date:
STATE OF FLORIDA
COUNTY OF ORANGE
The foregoing instrument was acknowledge before me this day of , 2016,
by WILLIAM E. SUBLETTE, THE SCHOOL BOARD OF ORANGE COUNTY,
FLORIDA, a body corporate existing under the Constitution and laws of the State of Florida,
who ❑ is personally known to me, or who ❑ produced
as identification.
Notary Public
Printed Name:
My Commission Expires:
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APPROVED AS TO FORM AND LEGALITY
on the day of , 2016 Attest:
For the use and reliance of The School Board Barbara M. Jenkins, Superintendent
of Orange County, Florida Date:
MARCHENA AND GRAHAM, P.A. Reviewed and Approved by Orange County
Counsel Public Schools, Facilities Program Director
this day of , 2016.
By:
Marchena and Graham, P.A. By:
John T. Morris
STATE OF FLORIDA
COUNTY OF ORANGE
The foregoing instrument was acknowledge before me this day of , 2016,
by BARBARA M. JENKINS, THE SCHOOL BOARD OF ORANGE COUNTY, FLORIDA,
a body corporate existing under the Constitution and laws of the State of Florida, who ❑ is
personally known to me, or who ❑ produced as
identification.
Notary Public
Printed Name:
My Commission Expires:
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