APPLICATION
'"" . .
PROJECT NAME: Winchester Shops
LOCATION: 389 Winchester Park Blvd.
PCN: 08-43-45-30-01-004-0010
I FILE NO.: MMSP 04-061 II TYPE OF APPLICATION: I
AGENT/CONTACT PERSON: OWNER: Boynton Beach LLC
Julie Holmes/Jim Vitter ADDRESS: 2101 Corporate Blvd. Suite 300
Kimley-Horn & Associates, Inc. Boca Raton, FL 33431
ADDRESS: 601 21st Street Suite 400 FAX: 561-989-0304
Vero Beach, FL 32960 PHONE: 561-989-0300
FAX: 772-562-9689
-
PHONE: 772-562-7981
Date of submittal/Projected meetine: dates:
SUBMITTAL / RESUBMITTAL 6/9/04
1 ST REVIEW COMMENTS DUE:
PUBLIC NOTICE:
TRC MEETING:
LAND DEVELOPMENT SIGNS POSTED
(SITE PLANS):
PLANNING & DEVELOPMENT BOARD
MEETING:
COMMUNITY REDEVELOPMENT
AGENCY BOARD
CITY COMMISSION MEETING:
COMMENTS:
S:\Planning\SHARED\WP\PROJECTS\Winchester Shops\NWSP\2004 PROJECT TRACKING INFO.doc
..
City Codes Accessed Via Website
\\ 'WW. bovnton -beach .org
www.amlegal.comlbovnton beach fl
CITY OF BOYNTON BEACH, FLORIDA
PLANNING & ZONING DIVISION
SITE PLAN REVIEW APPLICATION FOR
NEW SITE PLANS & MAJOR MODIFICATIONS TO EXISTING SITE PLAN
Has applicant attended a pre-application meeting? Yes
Date 4/26/04 & 3/11/04
This application must be filled out completely, accurately and submitted as an original to the Planning and
Zoning Division. TWELVE COMPLETE, sequentially numbered, ASSEMBLED AND STAPLED sets of plans
including a recent survey and appropriate fee shall be submitted with the application for the initial process of
the Site Plan Review procedure. AN INCOMPLETE SUBMITTAL WILL NOT BE PROCESSED.
Please print legibly (in ink) or type all information.
I.
GENERAL INFORMATION
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1. Project Name: Winchester Shops
2.
Property Owner's (or Trustee's) Name: Wal-Mart Stores East, LLC
Address: 1301 SE 10th Street, Bentonville, AR 72712
(Zip Code)
Phone:
(479) 273-4000
Fax:
3. Applicant's name (person or business entity in whose name this application is made):
Boynton Beach, LLC
Address: 2101 Corporate Boulevard, Suite 300, Boca Raton, FL 33431
(Zip Code)
Phone: (561) 989-0300
Fax: (561) 989-0304
If contract purchaser, please attach contract for sale and purchase.
4. Agent's Name (person, if any, representing applicant): Kimley-Horn and Associates, Inc.
Julie Holmes and/or Jim Vitter
Address: 601 21st Street, Suite 400, Vera Beach, FL 32960
Phone: 772-562-7981
(Zip Code)
Fax: 772-562-9689
5. Correspondence to be mailed to agent only; if no agent, then to applicant unless a substitute
is specified below:*
*This is the one address to which all agendas; letters and other materials will be mailed.
6. What is applicant's interest in the premises affected? (owner, buyer, lessee, builder, developer,
contract purchaser, etc.)
contract purchaser/developer
7. Street address of location of site:
389 Winchester Park Boulevard
8. Property Control #(PCN) 08-43-45-30-01-004-0010
9. Legal description of site: (LESS ELY 132.53 FT WINCHESTER PARK BLVD) BLK 4, LT A &
TH PT OF LT B LYG N OF SR 804 BLK 5 & 30 FT ABND RD
10. Intended use(s) of site: Retail Center
11. Architect: Ken Carlson, Ken Carlson Architect - PA
12. Landscape Architect: Urban Resource Group (A division of Kimley-Horn and Associates, Inc.)
13. Site Planner: Julie Holmes & Jim Vitter, Kimley-Horn and Associates, Inc.
14. Engineer: Jim Vitter, Kimley-Horn and Associates, Inc.
15. Surveyor: David Young, Young & Associates, Inc.
16. Traffic Engineer: . Chris Heggen, Kimley-Horn and Associates, Inc.
17. Has a site plan been previously approved by the City Commission for this property?
Yes, perviously known as Winchester Commons. Received all approvals up to bldg. permit.
II. SITE PLAN
The following information must be filled out below and must appear, where applicable, on all copies of
the site plan.
1. Land Use Category shown in the Comprehensive Plan: LR-C
2. Zoning District: C-3
3. Area of Site 2.40 acres 104,473 sq. ft.
4. Land Use -- Acreage Breakdown:
a. Residential, including N/A acres % of site
surrounding lot area of grounds
b. Recreation Areas * N/A acres % of site
(excluding water area)
c. Water Area N/A acres % of site
d.
Commercial 2.40 acres 100 % of site
Industrial NjA acres % of site
Public/Institutional NjA acres % of site
Public, Private and Canal rights-of-way NjA acres % of site
Other (specify) NjA acres % of site
Other (specify) NjA acres % of
site
e.
f.
g.
h.
i.
j. Total area of site 2.40 acres 100 % of site
*including open space suitable for outdoor recreation, and having a minimum dimension of 50 ft.
by 50 ft.
5. Surface Cover
Ground floor building 0.50
area ("building footprint")
courts.
site
a.
acres 21
% of site
b.
Water area 0.26
acres 11
% of site
c.
Other impervious areas, including paved area of public & private streets, paved area of parking
lots & driveways (excluding landscaped areas), and sidewalks, patios, decks, and athletic
0.98 acres 41 % of
d.
Total impervious area 1.74
acres 73
% of site
e. Landscaped area 0.053 acres 2 % of site
inside of parking lots (20 Sq'ft' per interior parking space required - see Sec. 7.5-35(g) of
Landscape Code).
f.
Other landscaped areas, 0.18
8
% of site
acres
g. Other pervious areas, including golf course, natural areas, yards, and swales, but excluding
water areas 0.43 acres 17 % of site
h. Total pervious areas 0.66 acres 27 % of site
i.
Total area of site 2.40
acres 100
% of site
6. Floor Area
a. Residential Nj A sq. ft.
b. Commercial/Office 21,600 sq. ft.
c. IndustriallWarehouse NjA sq. ft.
d. Recreational NjA sq. ft.
e. Public/lnstitutional NjA sq. ft.
f. Other (specify) NjA sq. ft.
r
g.
h.
Other (specify) NjA
sq. ft.
Total floor area 21,600
sq. ft.
7. Number of Residential Dwellinq Units
a. Single-family detached NjA sq. ft.
b. Duplex NjA sq. ft.
c. Multi-Family (3 + attached dwelling units)
(1 ) Efficiency NjA dwelling units
(2) 1 Bedroom N/A dwelling units
(3) 2 Bedroom N/A dwelling units
(4) 3+ Bedroom NI A dwelling units
d. Total multi-family NjA dwelling units
e. Total number of dwelling units NjA
8.
Gross Density NjA
dwelling units per acre
9.
Maximum height of structures on site 40
feet 1
stories
10. Required off-street parkinq
a.
Calculation of required # of
off-street parking spaces.
1 spacej200 sq. ft
Off-street parking spaces
provided on site plan
108 spaces
=
=
=
b.
Calculation of required #
of handicap parking spaces
Number of handicap
spaces provided on site plan
5 spaces
=
REPRESENTATIVE OF THE PROJECT MUST BE PRESENT AT ALL
TECHNICAL REVIEW COMMITTEE, PLANNING AND DEVELOPMENT
BOARD OR COMMUNITY REDEVELOPMENT AGENCY (CRA) AND CITY
COMMISSION MEETINGS HELD TO REVIEW THIS PROJECT.
III. CERTIFICATION
(I) (We) understand that this application and all papers and plans submitted herewith become a
part of the permanent records of the Planning and Zoning Division (I) (We) hereby certify that
the above statements and any statements or showings in any papers or plans submitted
herewith are true to the best of (my) (our) knowledge and belief. This application will not be
accepted unless signed according to the instructions below.
Signature of Owner(s) or Trustee, of
Authorized Principal if property is owned by
a corporation or other business entity.
Date
OR
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Signature of contract purchaser (if applicant)
5' j lC-,i C '-j
Date
IV. AUTHORIZA TI
5/~5/ 04:
Date' I
esignate the above-signed person as (my) (our) authorized agent in regard to
Signature of Owner(s) or Trustee,
_or Authorized Principal if property is owned
_by a corporation or other business entity.
Date
OR
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Signature of contract purchaser (if applicant)
'51)..()! (, 'f
Date
A REPRESENTATIVE MUST BE PRESENT AT ALL TECHNICAL REVIEW
COMMITTEE, PLANNING AND DEVELOPMENT BOARD OR COMMUNITY
REDEVELOPMENT AGENCY (CRA) AND CITY COMMISSION MEETINGS HELD TO
REVIEW THIS PROJECT.
~
RIDER TO SITE PLAN APPLICATION
The undersigned as applicant for Final Site Plan Approval does hereby acknowledge, represent and agree that
all plans, specifications, drawings, engineering, and other data submitted with this application for review by the
City of Boynton Beach shall be reviewed by the various boards, commissions, staff personnel and other parties
designated, appointed or employed by the City of Boynton Beach, and any such party reviewing the same shall
rely upon the accuracy thereof, and any change in any item submitted shall be deemed material and
substantial.
The undersigned hereby agrees that all plans, specifications, drawings, engineering and other data
which may be approved by the City of Boynton Beach, or its boards, commissions, staff or designees shall be
constructed in strict compliance with the form in which they are approved, and any change to the same shall
be deemed material and shall place the applicant in violation of this application and all approvals and permits
which may be granted.
The applicant agrees to allow the City of Boynton Beach all rights and remedies as provided for by the
applicable codes and ordinances of the City of Boynton Beach to bring any violation into compliance, and the
applicant shall indemnify, reimburse and save the City of Boynton Beach harmless from any cost, expense,
claim, liability or any action which may arise due to their enforcement of the same.
READ'%OWLEDGED AND AGREED TO this
~Y; /14{
Wit"o/l~
Witness
-l.C day of i)1~
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Applicant
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This document prepared by:
Wal-Mart Stores East, Inc.
Sam M. Walton Development Complex
200 I S.E. 10th Street
Bentonville, AR 72716-0550
Attn: Jennifer Neuberger
Return Recorded Documents To:
LandAmerica National Commercial Services
450 S. Orange Avenue, Suite 170
Orlando, FL 32801
Attention: Christi Pawlak 0'-1- OCOl70
SPECIAL WARRANTY DEED
This SPECIAL WARRANTY DEED made this ~~ \ r-r- , 2004, between
W AL-MART STORES EAST, INC., an Arkansas corporation, with a corporate address of 702
S.W. 8th Street, Bentonville, AR 72716 ("Grantor"), and BOYNTON BEACH, LLC, a Florida
limited liability company, with an address of 2101 Corporate Blvd., Suite 300, Boca Raton, FL
33431 ("Grantee").
WITNESSETH:
THAT GRANTOR, for and in consideration of the sum ofTen Dollars ($10.00) and other
good and valuable consideration, to it in hand paid by Grantee, the receipt whereof is hereby
acknowledged, does hereby forever grant, bargain, sell, convey and confirm to Grantee, and its
successors and assigns, a certain tract(s) of land, containing 2.40 ACRES, more or less, situated,
lying, and being in the City of Boynton Beach, Palm Beach County, Florida, as more particularly
described to wit:
See Exhibit "A" attached hereto and made a part hereof ("Property");
TO HAVE AND TO HOLD said land unto Grantee, and its successors and assigns,
forever, with all tenements, appurtenances and hereditaments thereunto belonging, subject to
easements, conditions, restrictions and other matters of record, and subiect to the following
conditions and restrictions:
(a) Grantee covenants that the Property shall only be used for purposes of the kind
typically found in shopping centers, including, but not limited to, offices,
restaurants, and retail shops.
(b) Grantee further covenants that the Property shall not be used for or in support of
the following: (i) a discount store in excess of eight thousand (8,000) square feet
in floor size, wholesale membership/warehouse club, grocery store/supermarket,
pharmacy/drug store; (ii) gas station, quick lube/oil change facility, automobile
tire sales; (iii) movie theater, bowling alley, health spa/fitness center; (iv) adult
book store, adult video store (an adult video store is a video store that sells or
rents videos that are rated NC-17, X, XX, XXX, or of a rating assigned to works
containing material more sexually explicit than XXX, by the film rating board of
the Classification and Rating Administration), pawn shop, bar, night club, billiard
parlor, any place of recreation/amusement, or any business whose principal
revenues are from the sale of alcoholic beverages; or (v) any business whose
major source of business is derived from the cashing of checks or making loans.
This is not to exclude the regular business of any bank or financial institution
insured by the F.D.I.C.
(c) Grantee further covenants that only one (1) one-story building may be erected on
said Property, which building, so long as the applicable parking ratio required
herein is met, shall not exceed twenty-one thousand six hundred (21,600) square
feet in floor size or twenty-eight (28) feet in height.
1
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(d) Grantee further covenants that in the event the Property is used for a building with
multiple tenants, there shall not be less than five (5) parking spaces for every one
thousand (1,000) square feet of floor building area thereon, and thirteen (13)
parking spaces for every one thousand (1,000) square feet of floor building area
used for restaurants exceeding two thousand (2,000) square feet; in the event the
Property is used for a free-standing restaurant, there shall not be less than fifteen
(15) parking spaces on the Property for every one thousand (1,000) square feet of
floor building area thereon; for all other uses permitted hereunder there shall not
be less than five (5) parking spaces per one thousand (1,000) square feet of floor
building area on the Property.
(e) Grantee further covenants that: (i) only signs advertising business located on the
Property may be erected thereon; (ii) the Property and all improvements erected or
constructed thereon shall be maintained in good condition and repair; and (iii) the
exterior of which shall not be constructed of metal.
(0 Grantor reserves the right to approve, prior to commencement of any construction
by Grantee of any buildings or improvements on the Property, Grantee's: (i) site
plans, (ii) utility plans including connections, (iii) grading plans including
stormwater management, (iv) setbacks from lot lines, (v) location and dimensions
of parking areas and spaces, driveways, and service areas, (vi) landscaping plans,
(vii) the placement of Grantee's building(s) and other improvements including
square footage of building(s), (viii) exterior elevations and (ix) signage
("Development Plan") prepared by certified/licensed architects and/or engineers
and conforming with the restrictions set forth above. Grantee shall deliver said
Development Plan in PDF, DWF or DWG format to Grantor for its approval.
Grantor shall have thirty (30) days after receipt of the Development Plan from
Grantee to approve or disapprove the Development Plan in writing. If the
Development Plan is disapproved, Grantor shall give the reasons for such
disapproval, and Grantee shall resubmit to Grantor a revised Development Plan
incorporating Grantor suggested revisions within thirty (30) days from the date of
Grantee's receipt of Grantor's disapproval, and the same time schedule as
mentioned above shall be repeated until the Development Plan is approved.
(g) All such covenants, conditions, restrictions and approval rights shall remain in
effect for a period of fifty (50) years. The aforesaid covenants, conditions,
restrictions and approval rights shall run with and bind the Property, and shall
bind Grantee or an affiliated company, or its successors or assigns, and shall inure
to the benefit of and be enforceable by Grantor, or an affiliated company, or its
successors and assigns, by any appropriate proceedings at law or in equity to
prevent violations of such covenants, conditions, restrictions and approval rights
and/or to recover damages for such violations.
AND SAID GRANTOR does hereby warrant the title to said Property, and will defend
the same against the lawful claims of all persons claiming under Grantor, but none other, subject
to the easements, encumbrances, restrictions, and other matters of record and the covenants,
conditions, and restrictions as stated herein, and subject to real property taxes for the year of
2004, and thereafter.
[Signature page follows]
2
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IN WITNESS WHEREOF, Grantor has caused this instrument to be executed in its name
by its Director of Land Development of the Grantor, Wal-Mart Stores East, Inc., and caused its
corporate seal attested by its Assistant Secretary to be hereto affixed the day and year first above
written.
ATTEST:
f
BY:
W AL-MART STORES EAST, INC.,
an Arkansas corporation
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( C~.\l'(~L1A~
Carole 1. Baker
Director of Land Development
BY:
La . ce Watkins
AssIstant Secretary
[CORPORATE SEAL]
Signed, sealed, and delivered
in the presence of:
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Print Name
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ACKNOWLEDGEMENT
STATE OF ARKANSAS )
) 99
COUNTY OF BENTON )
In the State of Arkansas, County of Benton, on this (f\ 0-# ) { , 2004, before
me, the undersigned, a Notary Public in and for said County an State, personally appeared
Carole 1. Baker to me personally known, who being by me duly sworn did say that she is the
Director of Land Development of the Grantor in the foregoing special warranty deed, and that the
seal thereto affixed is the corporate seal of said Wal-Mart Stores East, Inc., and that said special
warranty deed was signed, sealed and delivered on behalf of said corporation by authority of its
Board of Directors and said Carole 1. Baker acknowledged said special warranty deed to be the
free act and deed of said corporation.
WITNESS my hand and notarial seal subscribed and affixed in said county and state, the
day an~n this certificate above written.
BY "-Ya.....t..- a. ky
Notary Public
" NOTARY SEAL~'
Paula A. Seay I Notary Public
Benton County I Stat~ of Arkansas
My Commission Expires 6/1/2012
3
Order No: 0-040174- L
Reference No: BOYNTON BEACH W AL-MART
Exhibit" A"
COMMENCE AT THE NORTHEAST CORNER OF SECTION 30, TOWNSHIP 45 SOUTH, RANGE 43
EAST CITY OF BOYNTON BEACH, PALM BEACH COUNTY, FLORIDA; THENCE WITH THE NORTH
LINE OF THE NORTHEAST ~ OF SAID SECTION 30 SOUTH 87 DEGREES 32 MINUTES 52 SECONDS
WEST A DISTANCE OF 1095.22 FEET TO A PK NAIL SET IN THE WEST RIGHT OF WAY LINE OF
WINCHESTER PARK. BLVD; THENCE WITH SAID RIGHT OF WAY LINE SOUTH 01 DEGREES 18
MINUTES 43 SECONDS EAST 27.21 FEET TO IRON ROD FOUND; SAID IRON ROD FOUND BEING
THE TRUE POINT OF BEGINNING OF THIS TRACT; THENCE SOUTH 01 DEGREES 18 MINUTES 43
SECONDS EAST A DISTANCE OF 166.47 FEET TO A FOUND CROSS; THENCE WITH THE RIGHT OF
WAY LINE INTERSECTION OF SAID WINCHESTER P ARK BLVD AND BOYNTON BEACH BLVD
(STATE ROAD 804) SOUTH 43 DEGREES 07 MINUTES 02 SECONDS WEST A DISTANCE OF 35.00
FEET TO A FOUND DRILL HOLE; THENCE WITH THE NORTH RIGHT OF WAY LINE OF SAID
BOYNTON BEACH BLVD (STATE ROAD 804) SOUTH 87 DEGREES 34 MINUTES 50 SECONDS WEST
A DISTANCE OF 524.53 FEET TO A FOUND NAIL AND DISK NO ID; THENCE LEAVING SAID
RIGHT OF WAY LINE WITH THE EAST LINE OF LOT A BLOCK 6 NORTH 01 DEGREES 22 MINUTES
26 SECONDS WEST A DISTANCE OF 190.67 FEET TO A POINT; THENCE WITH THE SOUTH LINE
OF TRACT 50 AND A.P.O. TRACT 44 NORTH 87 DEGREES 32 MINUTES 52 SECONDS EAST A
DISTANCE OF 549.25 FEET TO THE POINT OF BEGINNING.
.,
AGREEMENT OF SALE
This AGREEMENT OF SALE ("Agreement") is dated as of f'\\ ()J(c.- ~ 21c , 2004,
between W AL-MART STORES EAST, INC., an Arkansas corporation, with a corporate
address of 702 S.W. 8th Street, Bentonville, AR 72716 ("Seller" or "Wa1-Mart"), and
BOYNTON BEACH LLC, a Florida limited liability company, with an address of 2101
Corporate Blvd., Suite 300, Boca Raton, FL 33431 ("Purchaser"). This Agreement shall become
effective on the date of the full execution by Wa1-Mart ("Effective Date").
WITNESSETH:
That in consideration of the covenants and agreements of the respective parties as
hereinafter set forth, Wal-Mart shall sell and Purchaser shall purchase a certain tract of land
identified as the "Property" on the Site Plan on Exhibit "A", attached hereto and made a part
hereof, and as legally described on Exhibit "B", attached hereto and made a part hereof, located
in or near the City of Boynton Beach, Palm Beach County, Florida, containing 1.05 ACRES,
more or less, and 1.18 ACRES, more or less, together with all improvements thereon, easements
and rights appurtenant thereto, including, without limitation, all development rights, and all of
Wal-Mart's right, title, and interest in any public rights-of-way adjoining the property (with the
land collectively called the "Property").
The following terms, provisions, and conditions are further agreed to:
- · t. - · t. ,. - t - I ,_. I!-l
,
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be
("Purchase Price")
paya e a
(a) (I. I)
("Deposit"), paid by Purchaser to Escrow Agent contemporaneously with the
execution of this Agreement by Purchaser, and to be deposited in escrow with
LandAmerica National Commercial Services ("Title Company"), 450 South
Orange Avenue, Suite 170, Orlando, FL 32801, Attn: Juanita Sc_huster ("Escrow
Agent"). Purchaser's Federal!. D. Number is: ~(J. L101>!D6P ; and
(b) The balance of the Purchase Price shall be received by the Title Agent, as
hereinafter defined, by federal wire transfer at or before 10:00 A. M. Central
Standard Time on the date of Closing.
2. Survey. Purchaser, at Purchaser's sole responsibility and expense, shall obtain a
current survey of the Property made in accordance with the "Minimum Standard Detail
Requirements for AL T A Land Title Surveys, Urban Classification" prepared by a
registered/licensed surveyor ("Survey") no later than thirty (30) days after Purchaser receives the
Commitment. Within five (5) days after Purchaser receives the Survey, Purchaser shall furnish a
copy of the Survey to both Wal-Mart and the Title Company. Purchaser, at its expense, shall
provide to Wal-Mart a legal description of the Access Area (and any other easement area granted
to Purchaser or reserved by Wal-Mart in conjunction with this transaction) when Purchaser
obtains its Survey.
3. Title Insurance. Purchaser shall through Mandel, Weisman, Heimberg, Brodie &
Griffin, P.A. (the "Title Agent") at Purchaser's sole cost expense and no later than fifteen (15)
days after the Effective Date, order from the Escrow Agent a standard form ALTA Owner's Title
Commitment ("Commitment") covering the Property and issued by the Title Agent, together with
copies of all instruments, if any, referred to in the Commitment as exceptions to title. If
exceptions appear in the Commitment, other than the standard pre-printed exceptions, which are
objectionable to Purchaser, Purchaser shall, within ten (10) days after Purchaser receives the
Commitment (along with Supp0l1ing documents), notify Wal-Mart in writing of such fact ("Title
Objection Notice"). Upon the expiration of said ten (10)-day period, Purchaser shall be deemed
to have accepted all exceptions to title as shown on the Commitment (except for any matters to
1
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
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which notice under the preceding sentence has been given to Wal..Mart) and such exceptions not
objected to by Purchaser as provided above shall be known as permitted exceptions ("Permitted
Exceptions"). Wal-Mart shall, within thirty (30) days of receipt of the Title Objection Notice,
have the option in its sole discretion of either: (i) tenninating this Agreement in which event the
Deposit shall be returned to Purchaser, or (ii) clearing the title of the objections so specified. If
Wal-Mart elects to tenninate this Agreement, Wal-MaI1 shall so notify Purchaser, whereupon
Purchaser shall either: (i) nullify Wal-Mart's ternlination within five (5) days of its receipt of
such notice by written notice to Wal-Mart and take title "as is" or (ii) accept Wal-Matt's
termination within five (5) days of its receipt of such notice by written notice to Wal-Mart. The
premium of the title insurance policy, and all fees associated therewith, shall be paid by
Purchaser. The expense of additional/extended coverage or endorsements or the deletion of
standard pre-printed exceptions, if any, shall be the sole responsibility of Purchaser. If this
Agreement terminates as a result of Purchaser's Default or by Purchaser's election as otherwise
set forth herein, then Purchaser shall be responsible for any cancellation fees charged by the Title
Agent. This Section shall survive Closing.
4. Deed. Prior to Closing, Wal-Mart shall deliver to Escrow Agent a special
warranty deed ("Deed") conveying insurable title to the Property, subject to Permitted Exceptions
and reciting and incorporating the covenants, conditions, restrictions and approval rights set forth
in Section 5 of this Agreement ("Deed Restrictions"). Said Deed shall be in substantially the
same form as attached as Exhibit "C". Upon receipt of the entire Purchase Price, Escrow Agent
shall record the Deed and other recordable documents as may be delivered in connection with the
Closing. It is further understood and agreed that the Deed Restrictions shall be inserted by the
Purchaser under this Agreement in every deed or ground lease to be delivered by it conveying
lots or plots or other portions of the Property or any interest therein and that such insertions of
such Deed Restrictions in such deed or ground lease shall be deemed a part of the consideration
of this Agreement. This Section shall survive Closing.
5. Deed Restrictions/Development Plan. With respect to Deed Restrictions to be
placed on the Property, and with respect to the Development Plan, Wal-Mart and Purchaser
hereby agree to the following:
(a) Purchaser covenants that the Property shall only be used for purposes of the kind
typically found in shopping centers, including, but not limited to, offices,
restaurants, and retail shops.
(b) Purchaser further covenants that the Property shall not be used for or in support of
the following: (i) a discount store in excess of eight thousand (8,000) square feet
in floor size, wholesale membership/warehouse club, grocery store/supermarket,
pharmacy/drug store; (ii) gas station, quick lube/oil change facility, automobile
tire sales; (iii) movie theater, bowling alley, health spa/fitness center; (iv) adult
book store, adult video store (an adult video store is a video store that sells or
rents videos that are rated NC-17, X, XX, XXX, or of a rating assigned to works
containing material more sexually explicit than XXX, by the film rating board of
the Classification and Rating Administration), pawn shop, bar, night club, billiard
parlor, any place of recreation/amusement, or any business whose principal
revenues are from the sale of alcoholic beverages; or (v) any business whose
major source of business is derived from the cashing of checks or making loans.
This is not to exclude the regular business of any bank or financial institution
insured by the F.D.I.C.
(c) Purchaser further covenants that only one (1) one-story building may be erected
on said Property, which building, so long as the applicable parking ratio required
herein is met, shall not exceed twenty thousand (20,000) square feet in floor size
or twenty-eight (28) feet in height.
(d) Purchaser further covenants that in the event the Property is used for a building
with multiple tenants, there shall not be less than five (5) parking spaces for every
one thousand (1,000) square feet of floor building area thereon, and thirteen (13)
2
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
parking spaces for every one thousand (l,000) square feet of floor building area
used for restaurants exceeding two thousand (2,000) square feet; in the event the
Property is used for a free-standing restaurant, there shall not be less than fifteen
(15) parking spaces on the Property for every one thousand (l,000) square feet of
floor building area thereon; for all other uses permitted hereunder there shall not
be less than five (5) parking spaces per one thousand (l,000) square feet of floor
building area on the Property.
(e) Purchaser further covenants that: (i) only signs advertising business located on the
Property may be erected thereon; (ii) the Property and all improvements erected or
constructed thereon shall be maintained in good condition and repair; and (iii) the
exterior of which shall not be constructed of metal.
(f) Wal-Mart reserves the right to approve, prior to commencement of any
construction by Purchaser of any buildings or improvements on the Property,
Purchaser's: (i) site plans, (ii) utility plans including connections, (iii) grading
plans including stormwater management, (iv) setbacks from lot lines, (v) location
and dimensions of parking areas and spaces, driveways, and service areas, (vi)
landscaping plans, (vii) the placement of Purchaser's building(s) and other
improvements including square footage of building(s), (viii) exterior elevations
and (ix) signage ("Development Plan") prepared by certified/licensed architects
and/or engineers and conforming with the restrictions set forth above. Purchaser
shall deliver said Development Plan in DWF or DWG format to Wal-Mart for its
approval no later than thirty (30) days after the Effective Date. Wal-Mart shall
have thirty (30) days after receipt of the Development Plan from Purchaser to
approve or disapprove the Development Plan in writing. If the Development Plan
is disapproved, Wal-Mart shall give the reasons for such disapproval, and
Purchaser shall resubmit to Wal-Mart a revised Development Plan incorporating
Wal-Mart's suggested revisions within thirty (30) days from the date of
Purchaser's receipt of Wal-Mart's disapproval, and the same time schedule as
mentioned above shall be repeated until the Development Plan is approved.
(g) All such covenants, conditions, restrictions and approval rights shall remain in
effect for a period of fifty (50) years. The aforesaid covenants, conditions,
restrictions and approval rights shall run with and bind the Property, and shall
bind Purchaser or an affiliated company, or its successors or assigns, and shall
inure to the benefit of and be enforceable by Wal-Mart, or an affiliated companY1
or its successors and assigns, by any appropriate proceedings at law or in equity to
prevent violations of such covenants, conditions, restrictions and approval rights
and/or to recover damages for such violations.
6. Condition of Property. Notwithstanding anything to the contrary contained in this
Agreement, it is expressly understood and agreed that Purchaser is buying the Property "as is"
and "where is" as of the time of Closing, and with all faults and defects, latent or otherwise, and
that Wal-Mart is making no representations or warranties, either expressed or implied, by
operation of law or otherwise, with respect to the quality, physical conditions or value of the
Property, the Property's habitability, suitability, merchantability or fitness for a particular
purpose, the presence or absence of conditions on the Property that could give rise to a claim for
personal injury, property or natural resource damages; the presence of hazardous or toxic
substances, materials of wastes, substances, contaminants, or pollutants on, under or about the
Property; or the income or expenses from or of the Property. This Section shall survive the
Closing or earlier termination of the Agreement.
7. Taxes and Assessments. Real property taxes for the then current tax year shall be
prorated as of the date of Closing. Purchaser is responsible for real property taxes due on and
after the date of Closing. If the Closing shall occur before the tax rate is fixed on the then-
current tax year, the proration of real property taxes shall be upon the basis of the tax rate for the
preceding year applied to the latest assessed valuation. If real property taxes for the Property are
not separately assessed and are a part ofWal-Mart's larger tract, the proration of taxes shall be a
3
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
credit to Wal-Mart at Closing. All prorations shall be adjusted between the parties based on
actual taxes for the year in which the Closing occurs at the time that such actual taxes are
detennined. Wal-Mart shall pay assessments and charges for improvements, either general or
special (including roll-back taxes), which have been assessed and billed prior to the date of
Closing. Purchaser shall pay all other assessments and charges. This Section shall survive the
Closing.
8. Transfer Taxes. Revenue Stamps and Fees. The expense and cost of all state,
county and local documentary or revenue stamps, transfer, sales and other "transfer taxes", if
applicable, relating to the sale of the Property shall be the sole cost and responsibility of
Purchaser and paid on the date of Closing. Any impact, user, standby, connection, or other fee
related to the Property or its development shall be sole cost and responsibility of Purchaser.
9.
following:
Default. With respect to Default, Wal-Mart and Purchaser hereby agree to the
(a)
If Purchaser fails or refuses to comply fully with the terms of this Agreement for
any reason, Wal-Mart may, at its option, either (i) rescind this Agreement and
retain the Deposit as liquidated damages, or (ii) pursue any other legal or equitable
remedy, including, without limitation, a suit for specific performance.
(b)
If Wal-Mart fails or refuses to comply fully with the telIDS of this Agreement for
any reason, Purchaser may, at its option, either (i) rescind this Agreement
whereupon the Deposit will be refunded to Purchaser, or (ii) pursue any other
legal or equitable remedy, including, without limitation, a suit for specific
performance.
10. Right of Entry. At any time prior to the Closing, and at Purchaser's sole cost and
responsibility, Purchaser or its authorized agents shall have the right to enter upon the Property
for any lawful purpose, including, without limitation, conducting the Survey as contemplated by
this Agreement and any other site analyses, test borings, and engineering studies. Purchaser
agrees to defend, indemnify and hold harmless Wal-Mart from any damages or liability to
persons or property that might arise therefrom, and Purchaser agrees to repair at its sole cost and
responsibility, or pay to Wal-Mart the cost of, any damages caused to the Property by such entry.
This Section shall survive the Closing or earlier termination of this Agreement.
11. Assignment. Purchaser shall not assign this Agreement or any right granted
herein without the written consent of Wal-Mart, however Purchaser shall be expressly permitted
to assign to an entity of which Purchaser, or the principals of Purchaser, holds a majority or
controlling interest, and promptly with such assignment shall provide Wal-Mart with an exact
copy of the document(s) concerning such assignment. No assignment shall relieve or release
Purchaser of any obligation under this Agreement. Moreover, Wal-Mart shall have the express
right to assign or transfer its interest to a parent company, affiliate, subsidiary, or related
company.
12. Notices. All notices and other communications required or permitted to be given
hereunder shall be in writing and shall be mailed by certified or registered mail, postage prepaid,
or nationally recognized overnight courier, and shall be considered given upon receipt, addressed
as follows (other information in italics and for Escrow Agent below is for informational purposes
only, and shall not be considered for notice purposes):
If to Seller:
Wal-Mart Stores East, Inc.
Sam M. Walton Development Complex
2001 S.B. 10th Street
Bentonville, AR 72716-0550
Attn: Sergio Cabrera
Tel: (479) 273-6804
4
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
Fax: (479) 204-0152
E-Mail: sergio.cabrera@wal-mart.com
If to Purchaser:
Boynton Beach LLC
2101 Corporate Blvd., Suite 300
Boca Raton, FL 33431
Tel: (561) 989-0300
Fax: (561) 989-0304
E-Mail: pheimberg@mandelweisman.com
If to Escrow Agent:
LandAmerica National Commercial Services
450 South Orange Avenue, Suite 170
Orlando, FL 32801
Attn: Juanita Schuster
Tel: (407) 839-1561
Fax: (407) 835-4383
E-Mail: jschuster@landam.com
Either party may at any time change its address for notification purposes by written notice to the
other party setting forth the new address, and such new address shall be effective ten (10) days
after such notice is given.
13. Conditions Precedent. Purchaser represents and Wal-Mart hereby acknowledges
that Purchaser intends to use the Property for a Goodwill Store & Drive Thru Donations
("Intended Use"). Therefore, the purchase contemplated by this Agreement is subject to the
following conditions precedent:
(a) If the Commitment or Survey discloses any condition which renders the Property
unusable for the Intended Use, Purchaser may rescind this Agreement and the
Deposit will be refunded to Purchaser, provided, however, that Purchaser has
exercised such rescission right by giving Wal-Mart written notice with evidence
of such condition no later than April 12. 2004.
(b) Purchaser, with Wal-Mart's assistance but at Purchaser's sole cost and
responsibility, being able to obtain the approval of all public and governmental
authorities to all matters relating to zoning, subdivision replatting, special or
conditional use permits, environmental permits or similar requirements for the
Intended Use, and its signage in accordance with Purchaser's development plans
and specifications and local municipality standards. Purchaser covenants to try to
obtain such approvals and permits in a diligent and expeditious manner. If
Purchaser is unable to obtain such approvals and permits, either Wal-Mart or
Purchaser may rescind this Agreement, whereupon the Deposit will be refunded to
Purchaser, provided the rescinding party has given the other party written notice
no later than April 12. 2004. If Wal-Mart elects to terminate this Agreement
pursuant to this Section, then Wal-Mart must give Purchaser written notice
thereof, and Purchaser shall have ten (10) days, after receiving Wal-Mart's
tern1ination notice, to notify Wal-Mart in writing that Purchaser is willing to
waive all contingencies contained in this Section. Purchaser's waiver of the
contingencies in this Section, however, does not relieve either Purchaser or
Wal-Mart of the other terms and conditions of this Agreement.
(c) Water, electrical, and sanitary sewer lines being located either on the Property, or
on a public right-of-way adjacent thereto, and adequate for the Intended Use. If
said utilities are not available as provided in the preceding sentence or are not
adequate for the Intended Use, Purchaser may rescind this Agreement, whereupon
the Deposit will be refunded to Purchaser; provided, however, that Purchaser has
5
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
given Wal-Mart written notice of such rescission no later than April 12,2004. At
the Closing Wal-Mart agrees to use commercially reasonable efforts to obtain at
the sole cost and expense of Purchaser non-exclusive perpetual utility easements,
over and across Wal-Mart's premises that may be adjacent to the Property, that
may be necessary and convenient for Purchaser to make such utility connections
to the Property. Said easements shall be at a location mutually acceptable to both
Wal-Mart and Purchaser. Purchaser shall be liable for any damages caused to
Wal-Mart's premises adjacent to the Property or to any other property or persons
by Purchaser's installation, maintenance, repair, and use of any utility lines
associated with such easements. In the event that a sanitary sewer line easement
is necessary for Purchaser's Intended Use, then said easement shall be conveyed
subject to the following conditions: i) the maintenance of the Purchaser's sewer
line on the Property and extending to Wal-Mart's existing sewer line system shall
be the sole cost and responsibility of the Purchaser; ii) in the event of restaurant
use, then the Purchaser shall be solely responsible for the installation and proper
maintenance of an adequate grease interceptor, which must meet or exceed
discharge requirements according to local governmental regulations; iii) if it shall
become necessary for Purchaser to make any repairs, or if the Purchaser shall fail
to adequately maintain the sanitary sewer line easement area as provided in the
easement agreement, then Wal-Mart, at its sole option, but not obligation, may
proceed forthwith to have the repairs made and pay the cost thereof, and to receive
reimbursement therefor from the Purchaser within thirty (30) days after a written
request for cost of said repairs or other cost associated therein. In such instances,
Wal-Mart shall provide the Purchaser with oral notification of its intention to
make such repairs or the occurrence of such repairs, at the earliest practicable time
given the nature and extent of the repairs.
(d) If the results of the analyses, test borings, or studies pursuant to this Agreement,
disclose that the physical condition of the Property, including the existence of
hazardous wastes and toxic substances, will prevent Purchaser from reasonably
developing the Property for the Intended Use, Purchaser may rescind this
Agreement, whereupon the Deposit will be refunded to Purchaser; provided,
however, that Purchaser has notified Wal-Mart in writing with evidence of such
unacceptable conditions within fifteen (15) days after Purchaser receives the
results of such analyses, borings or engineering studies, but not later than
April 12, 2004.
14. Closing. The Closing shall take place at the office of the Title Agent by mail
and/or facsimile within thirty (30) days after all conditions of this Agreement are satisfied, but
shall be no later than May 12, 2004 ("Closing").
15. Possession. Wal-Mart will turn over exclusive possession of the Property to
Purchaser at the Closing.
16. Stonn Water Drainage Pennit. Prior to any constmction actIVItIes on the
Property, Purchaser shall file a Notice of Intent, where applicable, for coverage under local, state,
or federal General Pennit for Storn1 Water Discharges Associated with Construction Activity or
similar program.
17. Access Easement. Intentionally omitted.
18. Broker. W al- Mart and Purchaser each represent and warrant to the other that no
real estate broker, agent, commission salesman, or other person has represented the warranting
party in the negotiations for and procurement of this Agreement and of the Property. Each party
agrees to defend, indemnify and hold the other hereunder hannless from and against any claim
for any such commissions, fees or other fonn of compensation by any such third party claiming
through the indemnifying party, including, without limitation, any and all claims, causes of
action, damages, cost and expenses (including reasonable attorney's fees and court costs),
associated therewith.
6
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
19. Purchaser's Reports. Purchaser hereby agrees to furnish a copy of any survey,
soils tests, engineering studies or environmental studies, when they are obtained, and/or any other
non-confidential data that they may obtain during the time frames within this Agreement to
Wal-Mart.
20. Easement Reservations. Wal-Mart reserves unto itself and its affiliates a
perpetual sign easement over and under any area, to be defined by legal description provided by
Purchaser in a separate agreement, on the Property for the installation, operation, maintenance,
repair and replacement of a remote pylon sign, if such pylon sign exists at the time of execution
of this Agreement, together with a non-exclusive right of ingress and egress for activities
associated with Wal-Mart's operation of said easement area, provided that such easement and
right of ingress and egress does not interfere with the Purchaser's Intended Use of the Property.
Wal-Mart further reserves unto itself, its successors and assigns, a perpetual easement over and
under any area, to be defined by legal description provided by Purchaser in a separate agreement,
on the Property for the installation, maintenance, repair and placement of any existing utilities or
stormwater drainage, if such utilities serve adjacent property at the time of execution of this
Agreement, together with a non-exclusive right of ingress and egress for activities associated
with Wal-Mart's use of said easement area, provided that such easement and right of ingress and
egress does not interfere with the Purchaser's Intended Use of the Property. This Section shall
survive the Closing.
21. Wal-Mart's Reports. Wal-Mart agrees that Purchaser may contact Wal-Mart's
outside civil engineer for this site, Kimley-Horn, 601 21 sl Street, Suite 400, Vero Beach, FL
32960, Attn: Derek Cave, Tel: (772) 562-7981, Fax: (772) 562-9689, to obtain a copy of any
maps, renderings, or plans, including without limitation, surveys, site, utility and grading plans,
specifications, soil tests, engineering studies, environmental studies, and/or any other non-
confidential data relating to the Property within their possession or control. The cost of copying
and shipping said materials shall be borne entirely by Purchaser. Wal-Mart makes no
representation or warranty, either express or implied, as to the accuracy or validity of the
information contained in said reports.
22. Condemnation. If, prior to the Closing, all or any part of the Property shall be
condemned by governmental or other lawful authority, Purchaser shall have the option of either
(i) completing the purchase, in which event all condemnation proceeds or claims thereof shall be
assigned to Purchaser, or (ii) canceling this Agreement, in which event the Deposit shall be
returned to Purchaser and this Agreement shall be terminated with neither party having any rights
against the other, and Wal-Mart shall be entitled to any and all condemnation proceeds.
23. Site Maintenance. As of the date of Closing, Purchaser shall assume
responsibility for all forms of site maintenance, including but not limited to mowing, trash pick-
up, and the posting of "No Trespassing" signs, for so long as this Agreement is in effect.
Purchaser shall be responsible for disposing of any "For Sale" signs that may exist on the
Property. Purchaser agrees to indemnify and hold harmless Wal-Mart from any damages or
liability to persons or property that might arise therefrom.
24. Time of the Essence. Time is expressly declared to be the essence of this
Agreement.
25. Final Dates: Days. If the final date of any deadline falls upon a Saturday, Sunday,
or holiday recognized by the U. S. Postal Service, then in such event the time of such deadline
shall be extended to the next day which is not a Saturday, Sunday, or holiday recognized by the
U. S. Postal Service. Wherever in this Agreement the word "days" is used, it shall be considered
"calendar days" and not "business days".
26. Entire Agreement. This Agreement contains the entire agreement between
Purchaser and Wal-Mart, and there are no other terms, conditions, promises, undertakings,
statements or representations, express or implied, concerning the sale contemplated by this
Agreement.
7
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
27. Headings. The headings to the Sections hereof have been inserted for
convenience of reference only and shall in no way modify or restrict any provisions hereof or be
used to construe any such provisions.
28. Counterparts. This Agreement, and any modifications, may be executed in one or
more counterparts, including by facsimile, all parties need not be signatories to the same
documents, and all counterpart signed documents shall be deemed to be an original and one (1)
instrument.
29. Modifications. The terms of this Agreement may not be amended, waived, or
terminated orally, but only by an instrument in writing signed by both Purchaser and Wal-Mart.
30. Attornev's Fees. Wal-Mart and Purchaser agree that if either party brings an
action against the other party to enforce the terms hereof or to declare rights hereunder each party
shall pay their own attorney's fees and costs incurred therein.
31. Successors. This Agreement shall inure to the benefit of and bind the parties
hereto and their respective successors/heirs and assigns.
32. Governing Law. This Agreement shall be governed by and interpreted under the
laws of the state of Florida.
[Remainder of page left intentionally blank - Signature page follows]
8
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
IN WITNESS WHEREOF, the parties have executed this Agreement as of the month, day
and year first above written.
BY:
W AL-MART STORES EAST, INC.,
an Arkansas corporation
7S'eUer"]
f/
ATTES
ITS:
(t'2
?' ITS:
DATE:
Carole J. Baker
Director of Land Development
:> (2Jo1 of
BOYNTO~. CH LLC~/
a Florida . e liability mpany
["Purch e ]
BY: L I
. Ll1LLl.C'-'\ >1 LUf/5_Al/IJ/'J
ITS: t~ ~
DATE: ~ ,S- tit
9
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
Exhibit "A"
[Site Plan]
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t1W:lII//j1lNX
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
10
Version 111103
Exhibit "B"
[The legal description below, if any, is provided for informational purposes only. An updated
legal description of the Property and a legal description of the Access Area will be supplied by the
Purchaser upon completion of the Survey and inserted at this point in the Agreement.]
11
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
Exhibit "c"
This document prepared by:
Wal-Mart Stores East, Inc.
Sam M. Walton Development Complex
200 I S.E. 10lh Street
Bentonville, AR 72716-0550
Attn: Sergio Cabrera
After recording return to:
LandAmerica National Commercial Services
450 South Orange Avenue, Suite 170
Orlando, FL 3280 I
Attn: Juanita Schuster
SPECIAL WARRANTY DEED
This SPECIAL WARRANTY DEED made this , 2004, between
W AL-MART STORES EAST, INC., an Arkansas corporation, with a corporate address of 702
S.W. 8th Street, Bentonville, AR 72716 ("Grantor"), and BOYNTON BEACH LLC, a Florida
limited liability company, with an address of 2101 Corporate Blvd., Suite 300, Boca Raton, FL
33431 ("Grantee").
WITNESSETll:
THAT GRANTOR, for and in consideration of the sum ofTen Dollars ($10.00) and other
good and valuable consideration, to it in hand paid by Grantee, the receipt whereof is hereby
acknowledged, does hereby forever grant, bargain, sell, convey and confinn to Grantee, and its
successors and assigns, a certain tract(s) of land, containing 2.23 ACRES, more or less, situated,
lying, and being in the City of Boynton Beach, Palm Beach County, Florida, as more particularly
described to wit:
See Exhibit "A" attached hereto and made a part hereof ("Property");
TO HAVE AND TO HOLD said land unto Grantee, and its successors and assigns,
forever, with all tenements, appurtenances and hereditaments thereunto belonging, subject to
easements, conditions, restrictions and other matters of record, and subiect to the following
conditions and restrictions:
(a) Grantee covenants that the Property shall only be used for purposes of the kind
typically found in shopping centers, including, but not limited to, offices,
restaurants, and retail shops.
(b) Grantee further covenants that the Property shall not be used for or in support of
the following: (i) a discount store in excess of eight thousand (8,000) square feet
in floor size, wholesale membership/warehouse club, grocery store/supermarket,
pharmacy/drug store; (ii) gas station, quick lube/oil change facility, automobile
tire sales; (iii) movie theater, bowling alley, health spa/fitness center; (iv) adult
book store, adult video store (an adult video store is a video store that sells or
rents videos that are rated NC-17, X, XX, XXX, or of a rating assigned to works
containing material more sexually explicit than XXX, by the film rating board of
the Classification and Rating Administration), pawn shop, bar, night club, billiard
parlor, any place of recreation/amusement, or any business whose principal
revenues are from the sale of alcoholic beverages; or (v) any business whose
major source of business is derived from the cashing of checks or making loans.
This is not to exclude the regular business of any bank or financial institution
insured by the F.D.I.C.
(c) Grantee further covenants that only one (1) one-story building may be erected on
said Property, which building, so long as the applicable parking ratio required
12
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
herein is met, shall not exceed twenty thousand (20,000) square feet in floor size
or twenty-eight (28) feet in height.
(d) Grantee further covenants that in the event the Property is used for a building with
multiple tenants, there shall not be less than five (5) parking spaces for every one
thousand (1,000) square feet of floor building area thereon, and thirteen (13)
parking spaces for every one thousand (1,000) square feet of floor building area
used for restaurants exceeding two thousand (2,000) square feet; in the event the
Property is used for a free-standing restaurant, there shall not be less than fifteen
(15) parking spaces on the Property for every one thousand (l,000) square feet of
floor building area thereon; for all other uses permitted hereunder there shall not
be less than five (5) parking spaces per one thousand (1,000) square feet of floor
building area on the Property.
(e) Grantee further covenants that: (i) only signs advertising business located on the
Property may be erected thereon; (ii) the Property and all improvements erected or
constructed thereon shall be maintained in good condition and repair; and (iii) the
exterior of which shall not be constructed of metal.
(f) Grantor reserves the right to approve, prior to commencement of any construction
by Grantee of any buildings or improvements on the Property, Grantee's: (i) site
plans, (ii) utility plans including connections, (iii) grading plans including
stonnwater management, (iv) setbacks from lot lines, (v) location and dimensions
of parking areas and spaces, driveways, and service areas, (vi) landscaping plans,
(vii) the placement of Grantee's building(s) and other improvements including
square footage of building(s), (viii) exterior elevations and (ix) signage
("Development, Plan") prepared by certified/licensed architects and/or engineers
and conforming with the restrictions set forth above. Grantee shall deliver said
Development Plan in DWF or DWG format to Grantor for its approval. Grantor
shall have thirty (30) days after receipt of the Development Plan from Grantee to
approve or disapprove the Development Plan in writing. If the Development Plan
is disapproved, Grantor shall give the reasons for such disapproval, and Grantee
shall resubmit to Grantor a revised Development Plan incorporating Grantor
suggested revisions within thirty (30) days from the date of Grantee's receipt of
Grantor's disapproval, and the same time schedule as mentioned above shall be
repeated until the Development Plan is approved.
(g) All such covenants, conditions, restrictions and approval rights shall remain in
effect for a period of fifty (50) years. The aforesaid covenants, conditions,
restrictions and approval rights shall run with and bind the Property, and shall
bind Grantee or an affiliated company, or its successors or assigns, and shall inure
to the benefit of and be enforceable by Grantor, or an affiliated company, or its
successors and assigns, by any appropriate proceedings at law or in equity to
prevent violations of such covenants, conditions, restrictions and approval rights
and/or to recover damages for such violations.
AND SAID GRANTOR does hereby warrant the title to said Property, and will defend
the same against the lawful claims of all persons claiming under Grantor, but none other, subject
to the easements, encumbrances, restrictions, and other matters of record and the covenants,
conditions, and restrictions as stated herein, and subject to real property taxes for the year of
2004, and thereafter.
[Signature page follows]
13
Agreement of Sale
Boynton Beach, FL #2789
Paul E. Heimberg
Version 111103
,.
IN WITNESS WHEREOF, Grantor has caused this instrument to be executed in its name
by its Director of Land Development of the Grantor, Wal-Mart Stores East, Inc., and caused its
corporate seal attested by its Assistant Secretary to be hereto affixed the day and year first above
written.
WAL-MART STORES EAST, INC.,
an Arkansas corporation
ATTEST:
BY:
BY:
Latriece Watkins
Assistant Secretary
Carole 1. Baker
Director of Land Development
[CORPORATE SEAL]
Signed, sealed, and delivered
in the presence of:
Print Name
Print Name
ACKNOWLEDGEMENT
ST ATE OF ARKANSAS )
) SS
COUNTY OF BENTON )
In the State of Arkansas, County of Benton, on this , 2004, before
me, the undersigned, a Notary Public in and for said County and State, personally appeared
Carole 1. Baker to me personally known, who being by me duly sworn did say that she is the
Director of Land Development of the Grantor in the foregoing special warranty deed, and that the
seal thereto affixed is the corporate seal of said Wal-Mart Stores East, Inc., and that said special
warranty deed was signed, sealed and delivered on behalf of said corporation by authority of its
Board of Directors and said Carole 1. Baker acknowledged said special warranty deed to be the
free act and deed of said corporation.
WITNESS my hand and notarial seal subscribed and affixed in said county and state, the
day and year in this certificate above written.
BY:
Notary Public
14
Agreement of Sale
Boynton l;}each, FL #2789
Paul E. Heimberg
Version 111103
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FIRST AMENDMENT TO AGREjtMENT OF SALj;
This First ArnendlDent to AlJl'"1Ilel1t ot Sale (61Amendment'') ia made this _ day of April.
2004, and shall al_ and nwi." that ce&1ain A~t ofSaJe betWeen W AJ-MAllT STORSS EAST, INC.,
("Seller") and BOYNTON BBACH.. LLC. & Florida limifad lillbility company ("~baser") pertaining to
that c:ertain 1.0S actEIS of land. City ofBoYl}tOll Beach. COWlt) ofPa)J; Beao~ Sta~ ofFklri~.
WITNESSETH:
WHEREAS, Seller and Purehuer' enmed into an Agreement of Sale C" Agreemcn~ executed on
MlIl'ch 30, 2004, in acc:ardarll;c witb the terms let forth therein; and
WHEREAS. PurcbasClr hu rcqUMtcd that Sellar modify certain provisions oftbe Agreement, an
as herein provided; and
WHEREAS, Sellor hu agreed to such requC8tB. subject to the terms and conditions set forth
herein.
NOW TImREFORE, for good and valuable OQnsidamtion. Sellcr and Purchaser hel'8by ape to
amend the Agreemetll as follows:
I. Conditions Precedent. S~tioa 13 of tho Contnaet is hereDy amended to chillS. the da~
upon which Purchaser ttlust exercise its riShl to .rescind the Contract from Apnl 12,2004 to May 12,
2004.
2. C10SUlt\. Section 14 oftbe Contract is hereby am~cd to change tho date oCClolms to
no later than May IS, 2004.
Except as specificaJ.Jy modified by this Amendment. the provisions ofabe Agreement shaU
remain in full force and effeet:, un~Dsed or modified by this Amendment, and this An\cncbnmu: shall be
binding upon and inure to the bettefit of the patties hereto, their re'l'cctive succ:eS80n and asSignll.
This Amondmeu1 may be cxocuted in multiple oountcqMut&, each of which shall constitute an
original instrument, but all ofwhioh shall constitute ono end tho lame agreem@t.
A TI'EST;
of the clay end year first above writteD.
W4L-MART STORES EAST, me..
an A s corporation
("We)- ")
BY~
BY:
WI'INESS OR. A TrEST;
1,:/
Dirceklr of Lmd Davelopmcnt
DATE:
BY:
lIOYNTON BEACll, LLC, a Jl'Iorida Umlled
li.bUlt)' cOlDpa.y
f'Pur r"]
r
DATE:
C,IJCRl~ Ill!ACK, UC\OC1NllIAC"MCDENDUM..tXJC ", -
~=n
Engineering
Planning
and
Environmental
Consultants
Kimley-Horn
and Associates, Inc.
Suite 400
60 I 21 st Street
Vero Beach, Florida
32960
TEL 772/562-7981
FAX 772/562-9689
Transmittal
J~ ne. q4
Date: :hy.\; S, :W04
To: Eric Johnson
Job. No: 0476160002700
Winchester Shops - Retail Center
City of Boynton Beach Planning Department
100 E. Boynton Beach Blvd.
Boynton Beach, FL 33425
561-742-6256
Hand Delivery
We are sending you
~ Attached
o Shop Drawings
o Other:
o
~
Prints/Plans 0 Samples 0 Specifications 0 Change
Under separate cover via
the following items:
Copies
Description
Date
No
1 1 Site Plan Review Application
1 2 Site Plan Application Fee $750.00 (Check #104)
1 3 Special Warranty Deed and a copy of the Agreement of Sale
12 4 Civil Plans and Architectural Plans (Civil- Cover, Site, Grading, Utility,
Landscaping, and Survey) & Architectural (Floor Plan, Elevations, and
Site Lighting)
1 5 Color Elevation
2 6 Traffic Impact Analysis
1 7 Fire Flow Calculation
These are transmitted as checked below:
~ For your use 0 Approved as submitted 0 Resubmit o Copies for approval
0 As requested 0 Approved as noted 0 Submit o Copies for distribution
0 For review and comment 0 Returned for corrections 0 Return o Corrected prints
Remarks
Eric- Enclosed is the necessary information for the Site Plan Review Submittal. Please call with
any additional questions or comments at 772-794-4099. Thank you in advance for your help.
Copy to file
--.,-
Signecr-==:::::
Julie
G :1475780001 WPI TranslElhnan2.doc
:J
~~ g'eat4 ?bze ~e4C<<e
FLOW TEST
Request Date:
7/15/03
Company: Kimley-Horn & Associates
Requested From: Chris Ralph, P.E.
601 21st Street, Suite #400
Telephone Number: 772-794-4088
Vero Beach, FL 32960
Facsimile Number: 772-562-9689
location: NW Corner Boynton Beach Boulevard & Winchester Park Boulevard
* DIAGRAM *
(Include direction, street names, hydrant locations, intersections and main sizes)
T I WALMART I w
I
N
H#O c
H
N E
S
T
E
BOYNTON BEACH BOULEVARD R
p
I I K I
BANK
B
L
H #f} v
0
Hydrant 1:
Hydrant 2:
Static Reading: 60 psi
Flow Reading: 50 psi = 1190 gpm
Residual Reading:
56 psi
Assign Date: 7/16/03
Tested By: FFII Aaron
Test Date: 7/18103
Time Tested: 15:00 hours
AVAILABLE GPM AT 20 PSI RESIDUAL: 4,134 gpm