01-16-2018 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