Catalyst Site Intergovt Agrmt: COS/CRA/Catalyst Site INTERGOVERNMENTAL/INTERAGENCY AGREEMENT
BETWEEN THE CITY OF SANFORD AND THE SANFORD
COMMUNITY REDEVELOPMENT AGENCY RELATING TO
SANFORD DOWNTOWNIWATERFRONT CATALYST SITE
This Intergovernmental/Interagency Agreement, is made and entered into this
O day of 12ae2017, by and between the City of Sanford, a
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municipality of the State of Florida, whose address is 300 North Park Avenue, Sanford,
Florida 32771 (hereinafter referred to as the "City") and the Sanford Lake Monroe
Waterfront and Downtown Community Redevelopment Agency, a dependent special
district of the State of Florida, whose establishment was authorized pursuant to Part 111,
Chapter 163, Florida Statutes, and further authorized by City Ordinance No. 2015-4344
(and prior enactments) and by the Seminole County Resolutions hereinafter referenced,
whose address is Post Office Box 1788, Sanford, Florida, 32772-1788 (hereinafter
referred to as "CRA").
WITNESSETH
Whereas, Section 163.410, Florida Statutes, permits a delegation of community
redevelopment powers to be made by the Government of Seminole County, acting
through its Board of County Commissioners, as the governing body of a home rule county,
to the City subject to such conditions and limitations as Seminole County may impose;
and
Whereas, the City Commission of the City requested that Seminole County
delegate to the City, pursuant to Section 163.410, Florida Statutes, the right and authority
to exercise certain powers conferred upon Seminole County by Part 111, Chapter 163,
Florida Statutes, such powers to specifically include the power to create a community
redevelopment agency as part of the municipal public body or taxing authority, together
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with necessary appurtenant responsibilities, rights, and authority as a governing body
serving as a community redevelopment agency pursuant to Part III, Chapter 163, Florida
Statutes; and
Whereas, the Board of County Commissioners of Seminole County delegated
authority to the City for the establishment, expansion and operation of a community
redevelopment agency through the adoption of Seminole County Resolution Numbers
90-R-213, 93-R-181, 95-R-246, 2009-R-154, and 2015-R-105; and
Whereas, by means of the enactment of City Ordinance No. 2015-4344 (and prior
enactments) the City Commission of the City created the CRA and charged the CRA,
under the provisions of Chapter 74, Article 11 of the Code of Ordinances of the City of
Sanford, with implementing the Community Redevelopment Plan (hereinafter"the Plan")
within the Community Redevelopment Area as adopted by the City; and
Whereas, the City and CRA have determined that in order to implement the Plan
it is desirable to finance the land acquisition, planning, development and other preliminary
actions taken in connection with certain capital projects located within the Community
Redevelopment Area and described in the Plan; and
Whereas, the City and the CRA desire to cooperate and collaborate in the funding
and implementation of numerous projects and activities, specifically: a catalyst site and
related improvements; and
Whereas, the City and the CRA desire to cooperate, among other things, with
regard to accomplishing the revitalization and redevelopment of downtown Sanford for
the benefit of the citizens of the City and Seminole County utilizing the anticipated CRA
annual ad valorem tax increment revenues deposited in the Community Redevelopment
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Revenue Trust Fund (hereinafter "Trust Fund") in accordance with the Plan; and
Whereas, the intent of this Intergovernmental/Interagency Agreement is to
memorialize the understandings relative to revitalization and redevelopment of downtown
Sanford through development of the Sanford Downtown Waterfront Catalyst Site project
(hereinafter "Project") with the assistance of the City while also providing an expeditious
means of facilitating the funding and implementation of numerous projects and activities
in which both the City and the CRA are interested and involved; and
Whereas, the City established the Trust Fund pursuant Section Sec. 74-54 of the
Code of Ordinances of the City of Sanford thereby providing for the collection and deposit
of the tax increment revenues received by the City which derive from the Community
Redevelopment Area (hereinafter the "Tax Increment Revenues") to be used for the sole
benefit of the CRA; and
Whereas, the CRA has benefitted from the City's undertaking of the Project and
the CRA has determined that the Project is consistent with other capital projects
undertaken by the CRA and financed with Tax Increment Revenues; and
Whereas, the use of tax increment funds for development of the catalyst site
project, located within its Community Redevelopment Area, are consistent with and in
support of the Plan and are specifically identified in the Plan and as such, can be drawn
from the Trust Fund; and
Whereas, the City has requested that the CRA enter into an
Intergovernmental/Interagency Agreement pursuant to which the CRA will covenant to
transfer to the City certain amounts of Tax Increment Revenues deposited in the Trust
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Fund (hereinafter referred to as "Trust Fund Revenues") towards development of the
Sanford Downtown Waterfront Catalyst Site; and
Whereas, the projects and activities of the CRA, including the development of the
Sanford Downtown Waterfront Catalyst Site, are of benefit to the citizens of the CITY and
Seminole County and serve an essential public purpose; and
Whereas, this Intergovernmental/interagency Agreement serves a public purpose
and is authorized pursuant to the provisions of Chapters 163 and 166, Florida Statutes,
and other applicable law.
NOW THEREFORE, in consideration of the premises and the promises,
covenants, agreements and commitments contained herein and other good and valuable
consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged
by both parties, the City and the CRA agree as follows.
Section 1. Incorporation of Recitals: The above set forth recitals are hereby
incorporated into the terms of this Intergovernmental/Interagency Agreement.
Section 2. Definitions: Capitalized terms not otherwise defined herein shall
have the meaning as set forth herein.
Section 3. Transfer of Tax Increment Revenues:
(a). The CRA agrees that it will transfer Tax Increment Revenues as deposited
into the Trust Fund to the City in the amount of $5,200,000.00 plus interest in order to
implement and fund the development of the Sanford Downtown/Waterfront Catalyst Site
project and related site improvements upon collection to the CRA. The transfers made
shall be implemented by the CRA Treasurer to the City in accordance with the terms of
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this Intergovernmental/interagency Agreement and shall be made within two business
days of receipt into the Trust Fund.
(b). CRA agrees to pay the City a sum equal to 50% of the total annual Tax
Increment Revenues generated from each purchased Development Block for each tax
year through 2025.
(c). Transfers payments made by the CRA Treasurer to the City shall
commence on or before December 31, 2017.
(d). Transfer payments made by the CRA Treasurer to the City shall be based
on an interest rate of 4% in that the City is undertaking financing to cover the expenditures
contemplated in the Plan.
(e). Transfer payments made by the CRA Treasurer to the City shall be in equal
increments for an eight year period, covering 2018 through 2025.
(f). The obligation of the CRA to transfer Tax Increment Revenues to the City
as set forth herein, shall be absolute and unconditional unless otherwise forgiven or
agreed to by the City, or otherwise determined to be unenforceable by a court of
competent jurisdiction.
(g). Nothing herein shall be deemed to pledge ad valorem tax revenues or to
permit or constitute a mortgage or lien upon any assets owned by the CRA or the City nor
any other person may compel the levy of ad valorem taxes on real or personal property
within the boundaries of the City or the CRA for payment. The obligations hereunder do
not constitute indebtedness of the City or the CRA within the meaning of any
constitutional, statutory or charter provision or limitation and nor shall any other person
have the right to compel the exercise of the ad valorem taxing power of the City, or the
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CRA or taxation of any real or personal property therein for the payment by the CRA of
its obligations hereunder.
Section 4. City and BCC Notification: Pursuant to Section 163.346, Florida
Statutes, the CRA shall provide 15 days' notice to the City and County, each being a
taxing authority which levies ad valorem taxes on taxable real property contained within
the geographic boundaries of the redevelopment area relating to proposed expenditures
contemplated pursuant to Section 163.387 (6)(e), Florida Statutes.
Section 5. No General Obligation or Pledge of Full Faith and Credit: This
agreement to transfer Tax Increment Revenues does not constitute a general obligation
of the City or the CRA within the meaning of any constitutional, statutory, or charter
provision or limitation or a pledge of City's or CRA's full faith and credit, but shall be
payable from the Tax Increment Revenues in the manner described herein pursuant to
the Development Agreement to be entered into by and between the City and the
developer of the Sanford Downtown Waterfront Catalyst Site project.
Section 6. Duration: This Intergovernmental/interagency Agreement shall
remain in full force and effect until the obligations contained herein are satisfied or
deemed unenforceable by a court of competent jurisdiction.
Section 7. Modification: No modification or amendment of the terms hereof
shall be valid unless in writing, and executed by the parties hereto.
Section 8. Counterparts: This Intergovernmental/Interagency Agreement may
be executed in counterparts, each of which shall be valid and regarded as an original and
all of which shall constitute one and the same document.
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Section 9. No Third Party Beneficiaries: This Intergovernmental/Interagency
Agreement is for the sole benefit of the parties hereto; and there are no other third party
beneficiaries of this Intergovernmental/Interagency Agreement.
Section 10. Remedies: Each party shall have any and all remedies as
permitted by law; provided, however, that the parties agree to provide for positive dialogue
and communications if disputes or disagreements arise as to the interpretation or
implementation of this Intergovernmental/Interagency Agreement and agree to comply
with the alternative dispute resolution processes set forth in any
Intergovernmental/Interagency Agreement or other pertinent agreement relating to said
subject and in effect within Seminole County and to waive any right to trial by jury.
Section 11. Force Majeure: In the event any party hereunder fails to satisfy
a requirement imposed in a timely manner, due to a hurricane, flood, tornado, or other
Act of God or force majeure, then said party shall not be in default hereunder.
Section 12. Binding Effect: This Intergovernmental/Interagency Agreement
shall be binding upon and inure to the benefit of the parties hereto and the successors in
interest, transferees and assigns of the parties.
Section 13. Assignment: This Intergovernmental/Interagency Agreement shall
not be assigned by either party without the prior written approval of the other.
Section 14. Public Records: The City and the CRA shall allow public access
to all documents, papers, letters or other materials that have been made or received by
the CRA in conjunction with this Intergovernmental/Interagency Agreement.
Section 15. Records and Audits: The CRA shall maintain in its place of
business any and all books, documents, papers and other evidence pertaining to work
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performed under this Intergovernmental/interagency Agreement. Such records shall be
available at the CRA's place of business at all reasonable times during the term of this
Intergovernmental/Interagency Agreement and for so long as such records are
maintained thereafter. Records shall be maintained in accordance with State law and
generally accepted accounting and auditing principles.
Section 16. Notices:
(a). Whenever either party desires to give notice unto the other, notice may be
sent to:
For the City: City Manager, City of Sanford
300 North Park Avenue
Sanford, Florida 32771
With copies to: City of Sanford, Finance Director
300 North Park Avenue
Sanford, Florida 32771
City of Sanford, City Clerk
300 North Park Avenue
Sanford, Florida 32771
For the CRA: CRA Chairman
Post Office Box 1788
Sanford Florida, 32771-1788
With a copy to: CRA Executive Director
Post Office Box 1788
Sanford, Florida 32771-1788
(b). Either of the parties may change, by written notice as provided herein, the
addresses or persons for receipt of notices, reports or invoices. All notices shall be
effective upon receipt.
Section 17. Indemnification: The City and the CRA further agree that nothing
contained herein shall be construed or interpreted as denying to any party any remedy or
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defense available to such partied under the laws of the State of Florida, nor as a waiver
of sovereign immunity of City and CRA beyond the waiver provided for in Section 768.28,
Florida Statutes.
Section 18. Conflict Of Interest: The City and the CRA further agree that
they will not engage in any action that would create a conflict of interest in the
performance of its obligations pursuant to this Intergovernmental/Interagency Agreement
or which would violate or cause others to violate the provisions of Part III, Chapter 112,
Florida Statutes, relating to ethics in government.
Section 19. Compliance with Laws and Regulations: In performing under
this Intergovernmental/Interagency Agreement, the City and the CRA shall abide by all
laws, statutes, ordinances, rules, and regulations pertaining to, or regulating the
performance set forth herein, including those now in effect and hereafter adopted. Any
violation of said laws, statutes, ordinances, rules, or regulations shall constitute a material
breach of this Intergovernmental/Interagency Agreement, and shall entitle the non-
violating party to terminate this Intergovernmental/Interagency Agreement immediately
upon delivery of written notice of termination to the violating party.
Section 20. Headings: All sections and description headings in this
Intergovernmental/Interagency Agreement are inserted for convenience only, and shall
not affect the construction or interpretation hereof.
Section 21. Entire Agreement: This Intergovernmental/Interagency Agreement
constitutes the entire agreement of the parties with respect to the subject matter hereof,
and may not be modified or amended except by a written instrument equal in dignity
herewith and executed by the parties to be bound thereby.Any alterations, amendments,
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deletions, or waivers of the provisions of this Intergovernmental/Interagency Agreement
shall be valid only when expressed in writing and duly signed by the City and the CRA.
Section 22. Effective Date: In accordance with Section 163.01(11), Florida
Statutes, this Intergovernmental/Interagency Agreement shall become effective upon
being filed with the Clerk of Circuit Court in and for Seminole County (Official
Records/Land Records).
In Witness Whereof, the parties hereto have caused this
Intergovernmental/Interagency Agreement to be executed on the day and year first above
written.
Atte t. CRA
By:
onia Fonseca, CRA Clerk Charles Davis
CRA Executive Director CRA Chairperso
Date: S�z�7
Approved as to form and
Legal sufficiency.
Je nifer Cockcroft, Esq.
A Attorney
Attest: CITY
`r
By:
Cyn hia Porter Jeff Triplett, Ma
City Clerk Date: .�—
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For the use and reliance of the
City of Sanford only. Approved
as to form and legal sufficiency.
Wiffiam L. Colbert, Esq.
City Attorney
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