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This agreement, entered into this day of , 20 , by , hereinafter referred to as "Developer", and , hereinafter referred to as "Lender", and the City Commission of Lake Mary, a political subdivision of the State of Florida, hereinafter referred to as "City",
WHEREAS, Developer is the owner of certain real property located in Lake Mary, Florida, more particularly described in Exhibit A, attached hereto, hereinafter referred to as the subject property, and
WHEREAS, Developer has submitted to the City a subdivision plan and specifications for the development of the subject property, which plan was approved by the City Commission on , and
WHEREAS, Developer has available to be drawn from Lender the sum of dollars for the purpose of developing and improving the subject property in accordance with the requirements of the City for approval of the subdivision plan and specifications, and
WHEREAS, the sum of dollars shall be held by Lender in escrow for benefit of the Developer and the City to be disbursed in accordance with the terms and provisions of this Agreement,
NOW THEREFORE, the parties agree as follows:
A. The Developer agrees:
1. To the establishment of an escrow account with in the amount of dollars to cover the cost of improvements required by the City in accordance with the plans and specifications for development of as approved by the City Commission on .
2. The funds established in said escrow account shall only be used to install the required improvements in the subdivision and said funds shall not be disbursed except by mutual consent of Developer, the Lender, and the City.
3. That ten percent (10%) of each payment request approved shall be withheld and shall remain in the account until the last payment is requested. Said funds shall be disbursed along with the final payment at such time as the subdivision improvements have been accepted by the city for maintenance. All required improvements shall be satisfactorily installed within twelve (12) months of final plat approval or thereafter as that date may be extended.
4. To notify the City at least two (2) days prior to the construction of or installation of any of the subdivision improvements.
B. The agrees:
1. That dollars has been deposited in an escrow account for the purpose of installing the required improvements in the subdivision and shall only be used for that purpose and no other purpose.
2. To withhold a maximum of ten percent (10%) of each progress payment which sums shall be disbursed at the time of final payment.
3. To disburse funds from said account only upon the consent of both developer and city.
4. Not to disburse any money from said escrow account until the Lender has received written notice from the City that the work represented by a progress payment has been satisfactorily completed and approved by the city and not to pay the retainage or final payment until the city has issued the Certificate of Completion.
C. City agrees:
1. To periodically inspect the improvements made to the subject property both during construction and upon completion of the improvements and as necessary to authorize a progress payment and final payment.
2. Inspect the completed improvements within fourteen (14) days after receiving written notice from the Developer that the improvement has been completed. Further, to promptly notify developer of any defect in work which would preclude payment and to submit each progress payment and the final payment to the City Commission for payment not later than the second commission meeting following inspection and staff approval.
D. The parties expressly understand and agree:
1. If at any time, the City determines that the balance remaining in the escrow account is insufficient to pay the costs of completion of the improvements to the subdivision, the City, at its option, may require the Developer to deposit with the Lender or with the City such additional funds as may be necessary to pay for completion of the subdivision improvements. In no event does Lender or City make any representation that the funds placed in escrow with the Lender pursuant to the terms of this Agreement are sufficient to pay the costs of development and improvement of the subject property as a subdivision; and in no event shall the Lender or City become liable to Developer, Developer's contractor, or Developer's engineer for payment of any funds not in accordance with this Agreement. Lender shall act only as escrow agent and any disbursement made by Lender shall not give rights to any liability or recourse against Lender by any person whatsoever by reason of or arising from said disbursement.
2. In the event that the Developer fails to complete the improvements within the time prescribed by this Agreement, the City may elect to:
a. Agree to an extension of time for the completion of the improvements, or
b. At any time thereafter, cause all or any part of the improvements to be completed, in which case the Lender shall be obligated to pay the actual cost of said work to the City as certified by the City to the extent of any undisbursed funds in the escrow account. In the event that the undisbursed funds are not sufficient to reimburse the City for the cost of completing all or part of the improvements, the Developer hereby agrees to indemnify the City and to assume responsibility for all costs exceeding the amount of undisbursed funds available to the City including reasonable attorney's fees incurred in the collection of any sum due under this Agreement.
3. Upon acceptance by the City Commission, then this escrow Agreement shall terminate and the parties hereto shall be discharged from any further obligation or liability hereunder.
E. Any notice required to be given or documents required to be delivered by the terms of this Agreement shall be deemed properly given or delivered if hand delivered, or mailed to the proper party or parties by the United States mail, return receipt requested, at the following addresses:
IN WITNESS WHEREOF, the parties hereto have executed this Agreement this day of , 20
(Ord. 241, passed 11-27-85; Am. Ord. 547, passed 6-6-91)