975-Helen Howland Holdings MARYANNE I'iORSE
~;LERK OF CIRCUII COURT
653212
SENINOLE COUNTY F~
RECORDED & VERii~iE~d
OI FEB I S AM B: 06
This document was prepared by~
Berry J. Walker, Jr., Esquire
Florida Bar Number 0742960
WALKER & TUDHOPE, P.A.
235 Maitland Avenue South, Suite 216
Maitland, Florida 32751
Phone: (407) 644-6535
Fax: (407) 644-8369
DEVELOPMENT AGREEMENT
This AGREEMENT is entered into as of the "Effective Date" as
herein defined, by and between HELEN HOWLAND HOLDINGS, INC., a
Florida corporation, SYSTEMS & ELECTRONICS, INC. (SEI), a Delaware
corporation, INVACARE CORPORATION, an Ohio corporation, MAGNOLI~
PLAI~fATION PARTNERS, LC, a Florida lim/ted liability company, WORL~
FUNDING CENTER, INC., a Florida corporation, and THE CITY OB~
SANFORD. m
WITNESSETH: ~
WHEREAS, the parties to this Agreement are desirous of
creating a road right-of-way and drainage improvements within, and
adjacent to, the existing Mellonville Road Right-of-Way south from
East Lake Mary Boulevard into the real property described in the
attached Exhibit "1" known as the proposed Magnolia Plantation
Subdivision (the "Property"); and
WHEREAS, the proposed right-of-way and drainage improvements
are more particularly described in the engineering plans attached
hereto as composite Exhibit "2",subject to final approval by the
City of Sanford, and subject to all local, state and federal
requirements; and
WHEREAS, SEI shall convey to the City of Sanford a perpetual,
non-exclusive Access, Drainage and Utility Easement over the
northern 650 feet of the eastern 30 feet of their property to allow
for development of the proposed right-of-way and drainage
improvements as more particularly described in the engineering
plans attached hereto as composite Exhibit "2". The roadway,
drainage and City utility improvements within this Easement area
will be maintained by the City, while the landscaping and grass
will be maintained by the property owner; and
WHEREAS, the City of Sanford City Commission shall enter into
Page 1 of 13
a perpetual Right-of-Way Use Agreement with INVACARE CORPORATION,
an Ohio corporation, allowing for portions of the easterly right-
of-way of Mellonville Road to be utilized by the said INVACARE
CORPORATION for their storm-water management facility, as more
particularly described in the engineering plans attached hereto as
composite Exhibit "2" without regarding compensation therefore from
INVACARE CORPORATION; and
WHEREAS, MAGNOLIA PLANTATION PARTNERS, LC, a Florida limited
liability company, and/or WORLD FUNDING CENTER, INC., a Florida
corporation, (the "Developers") are developing the Property as a
single-family residential subdivision; and
WHEREAS, the Developers shall relocate or replace, at their
expense, the existing fence owned by SEI to meet SEI's security
requirements and to allow for the creation of a road right-of-way
and drainage improvements within, and adjacent to, the existing
Mellonville Road Right-of-Way south from East Lake Mary Boulevard
into the Property as more particularly set forth in the engineerin~
plans attached hereto as composite Exhibit "2"; and ~
WHEREAS, the Developers, at the Developers, expense, shall,~
subject to City of Sanford approval, construct theimprovements for~°
the creation of a road right-of-way and drainage improvements~
within, and adjacent to, the existing Mellonville Road Right-of-Way
south from East Lake Mary Boulevard into Property in accordance
with the engineering plans attached hereto as composite Exhibit
"2", subject to final approval by the City of Sanford, and subject
to all local, state and federal requirements. The proposed work
shall include construction of a two-lane road, curbs and gutters,
new drive-ways into the property owned by SEI and INVACARE
CORPORATION, an Ohio corporation, and dedicated left-turn and
right-turn lanes at the intersection of East Lake Mary Boulevard
and Mellonville Road, together with associated roadway drainage
collection systems to be integrated into the Magnolia Park
Subdivision stormwater management facility, and sidewalk on one
side of the Mellonville Road. Turning radius and driveway widths
shall be set to adequately accommodate all types of truck vehicular
passage. Improvements may also include, at the developer's option,
a six foot masonry (or other permanent material) wall with
landscaping and irrigation system within the walled areas, to be
subsequently owned and operated by the Magnolia Park Home Owners,
Association. Construction shall also include the extension of the
City of Sanford and County of Seminole stormwater outfall system
from the south side of East Lake Mary Boulevard, to the
Conservation Tract "C" as described in Plat Book 46, Page 56, of
the public records of Seminole County, Florida, with such system
extension sized in accordance to local and state regulations. The
Developer shall restore in kind any area disturbed by said
construction, including but not limited to parking lots, driveways,
Page 2 of 13
landscaping, etc., to as good or better than existing conditions.
The Developer may permit a Subdivision Entrance Sign through the
City and must obtain an easement from and be approved by the owner
of the property at the sign location. SEI and INVACARE CORPORATION,
an Ohio corporation, shall allow reasonable access to the developer
to their respective properties to perform said construction with
reasonable notification to the property owners; and
W~REAS, all construction by the Developers for creating a
road right-of-way and drainage improvements within, and adjacent
to, the existing Mellonville Road Right-of-Way south from East Lake
Mary Boulevard into Property shall include clean-up of underbrush
and debris within the SEI outfall ditch and portions of the pond
adjacent to the west right-of-way and south to the said SEI'S south
property line, and installation of a culvert under Mellonville
Road, sized in accordance with the discharge rates to meet or
exceed existing stormwater flows from the SEI site and as set forth
in the St. John's River Water Management District current permi~
for the property owned by said SEI. Future maintenance of the~
outfall ditch and pond not within Mellonville Road Right-of-WaG
nor the Access, Drainage and Utility Easement is the responslblllty~
of the property owner; and ~
W~ER~AS, the City of Sanford's requirement for screen walls
along the north property line of the proposed Magnolia Park
Subdivision, adjacent to the Silver Lakes Industrial Park Tract "C"
conservation area, shall be deleted. The City agrees to flush out
the Mitered end sections and adjacent stormwater pipes on the east
side of the SEI building after road construction is complete;
NOW THEREFORE, in consideration of the mutual promises of the
parties, and other good and valuable consideration, the receipt and
adequacy of which is hereby acknowledged, the parties agree as
follows:
1. The above recitals are incorporated in this agreement as
being true and correct.
2. SEI shall convey to the City of Sanford a perpetual, non-
exclusive Access, Drainage and Utility Easement over the northern
650 feet of the eastern 30 feet of their property to allow for
development of the proposed right-of-way and drainage improvements
as more particularly described in the engineering plans attached
hereto as composite Exhibit "2". The roadway, drainage and City
utility improvements within this Easement area will be maintained
by the City, while the landscaping and grass will be maintained by
the property owner.
3. The City of Sanford City Commission shall enter into a
perpetual Right-of-Way Use Agreement with INVAC2%R~ CORPORATION, an
Page 3 of 13
Ohio corporation, allowing for portions of the easterly right-of-
way of Mellonville Road to be utilized by the said INVACARE
CORPORATION for their storm-water management facility, as more
particularly described in the engineering plans attached hereto as
composite Exhibit "2" without regarding compensation therefore from
INVACARE CORPORATION.
4. The Developers shall relocate or replace, at their
expense, the existing fence owned by SEI to meet said SEI's
security requirements and to allow for the creation of a road
right-of-way and drainage improvements within, and adjacent to, the
existing Mellonville Road Right-of-Way south from East Lake Mary
Boulevard into the Property as more particularly set forth in the
engineering plans attached hereto as composite Exhibit "2"
5. The Developers, at the Developers' expense, shal~
subject to City of Sanford approval, construct the improvements f_~r
the creation of a road right-of-way and drainage improvemen~
within, and adjacent to, the existing Mellonville Road Right-of-W~
south from East Lake Mary Boulevard into Property in accordand~
with the engineering plans attached hereto as composite Exhibf~
"2",subject to final approval by the City of Sanford, and subjec~
to all local, state and federal requirements. The proposed work
shall include construction of a two-lane road, curbs and gutters,
new drive-ways into the property owned by SEI and INVACARE
CORPORATION, an Ohio corporation, and dedicated left-turn and
right-turn lanes at the intersection of East Lake Mary Boulevard
and Mellonville Road, together with associated roadway drainage
collection systems to be integrated into the Magnolia Park
Subdivision stormwater management facility, and sidewalk on one
side of the Mellonville Road. Turning radius and driveway widths
shall be set to adequately accommodate all types of truck vehicular
passage. Improvements may also include, at the developer's option,
a six foot masonry (or other permanent material) wall with
landscaping and irrigation system within the walled areas, to be
subsequently owned and operated by the Magnolia Park Home Owners'
Association. Construction shall also include the extension of the
City of Sanford and County of Seminole stormwater outfall system
from the south side of East Lake Mary Boulevard to the Conservation
Tract "C" as described in Plat Book 46, Page 56, of the public
records of Seminole County, Florida, with such system extension
sized in accordance to local and state regulations. The Developer
shall restore in kind any area disturbed by said construction,
including but not limited to parking lots, driveways, landscaping,
etc., to as good or better than existing conditions. The Developer
may permit a Subdivision Entrance Sign through the City and must
obtain an easement from and be approved by the owner of the
property at the sign location. SEI and INVACARE CORPORATION, an
Ohio corporation, shall allow reasonable access to the developer to
their respective properties to perform said construction with
Page 4 of 13
reasonable notification to the property owners.
6. Ail construction by the Developers for creating a road
right-of-way and drainage improvements within, and adjacent to, the
existing Mellonville Road Right-of-Way south from East Lake Mary
Boulevard into Property shall include clean-up of underbrush and
debris within the SEI outfall ditch and portions of the pond
adjacent to the west right-of-way and south to the said SEI's,
south property line, and installation of a culvert under
Mellonville Road, sized in accordance with the discharge rates to
meet or exceed existing stormwater flows from the SEI site and as
set forth in the St. John's River Water Management District current
permit for the property owned by said S~I. Future maintenance of
the outfall ditch and pond not within Mellonville Road Right-of-
Way nor the Access, Drainage and Utility Easement is the
responsibility of the property owner.
7. The City of Sanford's requirement for screen walls alon~
the north property line of the proposed Magnolia Park Subdivision,~
adjacent to the Silver Lakes Industrial Park Tract "C"conservatlor~' ~
area, shall be deleted. The City agrees to flush out the Mitere~°
end sections and adjacent stormwater pipes on the east side of they
SEI building after road construction is complete.
8. The rights and obligations created by this Agreement
shall be binding upon and inure to the benefit of the parties
hereto, their heirs, executors, receivers, trustees, successors and
assigns. Whenever used, the singular number shall include the
plural, the plural the singular, and the use of any gender shall
include all genders, as the context requires.
9. Ail notices provided for in this Agreement shall be in
writing and shall be deemed to have been duly given as of the date
and time the same are personally delivered, or within five (5) days
after depositing same with the United States Postal Service,
postage prepaid by registered or certified mail, return receipt
requested, or within two (2) days after depositing with Federal
Express or other overnight delivery service from which a receipt
may be obtained, at the addresses indicated herein-above, or to
such other address as either party hereto shall from time to time
designate to the other party by notice in writing as
herein provided.
10. No failure of any party to exercise any power given
hereunder or to insist upon strict compliance with any obligation
specified herein, and no custom or practice at variance with the
terms hereof, shall constitute a waiver of any party's right to
demand exact compliance with the terms hereof. This Agreement
contains the entire agreement of the parties hereto, and no
representations, inducements, promises or agreements, oral or
Page 5 of 13
otherwise, between the parties not embodied herein shall be of any
force or effect. Any amendment to this Agreement shall not be
binding upon any of the parties hereto unless such amendment is in
writing and executed by all parties. Time is of the essence of this
Agreement. This Agreement may be executed in multiple
counterparts, each of which shall constitute an original, but all
of which taken together shall constitute one and the same
Agreement.
11. This Agreement, or any memorandum thereof, may be
recorded in the Public Records of Seminole County in the State of
Florida.
12. If any provision of this Agreement or the application
thereof to any person or circumstance shall be invalid or
unenforceable to any extent, the remainder of this Agreement and
the application of such provisions to other persons or circum~
stances shall not be affected thereby and shall be enforced to th~
greatest extent permitted by law. ~
13. Each party hereto covenants and agrees that it will at~
any time and from time to time do such acts and execute,~
acknowledge and deliver, or cause to be executed, acknowledged and
delivered, such documents in order to carry out fully and
effectually the transaction herein contemplated.
14. The Effective Date of this Agreement, the date from which
all time periods herein shall run, shall be the date on which the
last of the parties to this Agreement shall execute this Agreement.
15. This Agreement and all transactions contemplated hereby
shall be governed by, construed and enforced in accordance with the
laws of the State of Florida. The parties herein agree to submit
to the personal jurisdiction and venue of a Court of subject matter
jurisdiction located in Seminole County, Florida. In the event
that litigation results from or arises out of this Agreement or the
performance thereof, the parties agree to reimburse the prevailing
party's reasonable attorneys fees, court costs, and all other
expenses, whether or not taxable by the court as costs, in addition
to any other relief to which the prevailing party may be entitled.
16. This agreement in and of itself shall not constitute the
City of Sanford's approval of any roadway or drainage improvements
made pursuant to this agreement. This agreement contemplates that
SEI Systems and Electronics Inc. shall be conveying a perpetual,
non exclusive access, drainage and utility easement in a form
satisfactory to the City by way of a separate easement document.
Also, this agreement contemplates that the Developers will submit
to the City of Sanford, by separate application, all necessary
documents to obtain approval for the drainage and right of way
Page 6 of 13
improvements. Ail the typical documents required to perform such
improvements shall be submitted by the developers.
17. Ail parties to this agreement agree to comply with all
statutes, regulations, and City of Sanford ordinances relating in
any way to any of the activities described in this contract.
18. Ail parties to this agreement agree that the present
driveway for the property located at 2001 and 2101 East Lake Mary
Boulevard will be relocated to the new street. Subsequently, the
old driveway will be demolished and the area will be re-landscaped,
by the developers, including but not limited to re-sodding at no
cost to INVACARE CORPORATION nor SSI.
Page 7 of 13
IN WITNESS WHEREOF, the parties hereunder have caused this
Agreement to be executed as of the dates hereinafter indicated.
WORLD FUNDING CENTER, INC.,
a Florida c~Doration:
Print NAme ~d T~tle
Signed in the presence of the follow~w~tu~esses:
t-ne s~/S ignat ure- '/~/A-'/
W' ness Signature
Print; Name Print N~me
STATE OF FLORIDA
CO~TY OF
Before me, the undersigned notary public, the foregoing
instrument was sworn to, acknowledged and subscribed to before me
this~___ day of,J~u~/ , 1~, by /~'~& / ///UFi/~t ,
who did take an oath. /
~ck One:
He/she is personally known to me;
He/she has produced
or
as identification.
(~::~:m~ped-name of Notary)
My Commission Expires:
No. CC 983524
Page 8 of 13
IN WITNESS WHEREOF, the parties hereunder have caused this
Agreement to be executed as of the dates hereinafter indicated.
HELEN HOWLAND HOLDINGS, INC.,
a Flo~tion:
Print Name~a/nd ~itle
Signed in the presence ~f the following witnesses:
Witness Signature
Witness Signature
Print Name Print Name
STATE OF FLORIDA
COUNTY OF
Before me, the undersigned notary public, the foregoing
instrument was sworn to, acknowledged and subscribed to before me
this ~4h day of ~6~.~ , 2000, by ~i~-~ ~'
who did take an oath. ~OC>J~____
C~ck One:
He/she is personally known to me; or
He/she has produced
as identification.
DIANE CREWI
NOTARY PUBLIC
(tyl~ed-printed or stamped name of Notary)
My Commission Expires:
Page 9 of 13
IN WITNESS WHEREOF, the parties hereunder have caused this
Agreement to be executed as of the dates hereinafter indicated.
SEI SYSTEMS & ELECTRONICS, INC.,
a Delaware corporation:
Signed in the presence of the following witnesses:
Witness
Signature
Print Name
Witness Signature
Print Name
STATE OF ~O.~IDA ~$=~Ou~.
COUNTY OF ~.~=~',¢
Before me, the undersigned notary public, the foregoing
instrument was sworn to, acknowledged and subscribed to before me
this ~4~ day of ~-~3~-~7 , 200~, by ~ D. ~f~j~
who did take an oath. '
Check One:
He/she is personally known to me; or
X He/she has produced ~)~[uQ/C~ Q(~L~.~[0q~)
as
identification.
N(~ARY PU~I,IC
(typed-printed or stamped name of Notary)
My Commission Expires:
Notary Public - Notary Seal
State of Missouri
County of St. Louis
Commission Expires Jul 6, 2004
Page 10 of 13
IN WITNESS WHEREOF, the parties hereunder have caused this
Agreement to be executed as of the dates hereinafter indicated.
INVACARE CORPORATION,
An Ohio corporation:
Prin~ Name and Title
..ned in the presence of the following~witness~s:
Witness Signature Witness ~n~ture
Print Name Print Name
STATE
COUNTY OF
Before me, the undersigned notary public, the foregoing
instrument was sworn to, acknowledged and subscribed to before me
this / day of ~~ , ~O00, by ~ ~. ~ ,
who did take an oath.
Check One:
He/she is personally known to me;
He/sh~ has produced
or
as identification.
~~ ~ ~/~.~%A~ ~ VICTORIA L FRIBBLE
NOTARY PUBLIC ~NotsrY Public, Sta~ ~f Ohk~
My Comm. Expire~ Aug. ~, 2002
(typed-printed or stamped name of Notary)
My Commission Expires:
CD
Page 11 of 13
IN WITNESS WHEREOF, the parties hereunder have caused this
Agreement to be executed as of the dates hereinafter indicated.
MAGNOLIA PLANTATION PARTNERS, LC,
a Fl~orida limited liability company:
Pri~nt"N~me and'TiEle ' V
Signed in the presence of
Wi~n~ SiSnature
Print IName
STATE OF FLORIDA
COUNTY OF
the
Before me, the undersigned notary public, the foregoing
instrument was sworn to, acknowledged and subscribed to before me
this ~ day of .~n~'~ , ~000, by ~,'(~h~/ /~/,~/ ,
who did take an oath. ~/ ~1~_~ ''' ,
C~ck One:
J'~ He/she is personally known to me; or
He/she has produced as identification.
NOT/~RY~UBLI~ -
My Commission Expires:
AMY K. NORMAN
Page 12 of 13
IN WITNESS WHEREOF, the parties hereunder have caused this
Agreement to be executed as of the dates hereinafter indicated.
THE CITY OF SA/~FORD:
Signed in the presence of the followi~/wi~es:
Wi 'gnature r
Print Name '
STATE OF FLORIDA
COUNTY OF
Before me, the undersigned notary public, the foregoing
instrument was sworn to, acknowledged and subscribed to before me
this ~+% day of
who did take an oath. jOO~_~ '
Check One:
He/she is personally known to me; or
He/she has produced
as identification.
NOTARY PUBLIC
(typed-printed or stamped name of Notary)
My Commission Expires:
Page 13 of 13
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