Easement and Flood Plain Compensation Agreement Easement and
Flood Plain Compensation Agreement
This Agreement, dated effective as of the last of the parties signatures as shown
on the signature page below, is by and between Selva Marina Country Club, Inc.,
a Florida corporation ( "Club "), whose address is 1600 Selva Marina Drive, Atlantic
Beach, FL 32233 and Selva Preserve, LLC, a Florida limited liability company
( "SP "), whose address is 248 Levy Road, Atlantic Beach, Florida 32233.
Recitals:
N a
A. Club owns the real property (the "Club Property") in Duval County, FL
commonly known as the "Selva Marina Country Club "; the Club may, but will not
necessarily, develop a portion of the Club Property (the "Cove Subdivision Land ") as a F
residential subdivision to be known as "The Cove at Selva Marina" (referred to herein as Y
"Cove Subdivision "). Y
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B. SP owns the real property (the "SP Property ") in Atlantic Beach, FL abutting the o m N 0
Clu Property which SP is developing as a residential subdivision ("Selva Preserve , O N z
Subdivision). o a = r
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C. In order to develop Selva Preserve Subdivision, SP must fulfill the Flood Plain o z o U
Compensation requirements (the "FPC Requirements ") of the Federal Emergency
Management Agency, the St. Johns River Water Management District, the City of
Atlantic Beach and other applicable agencies (the "FPC Permitting Agencies ").
D. SP has requested, and Club has agreed, that SP be allowed to utilize the Club
Property to fulfill its FPC Requirements, all in accordance with and subject to the terms
and conditions hereof.
E. It is mutually beneficial for the parties to grant and receive from one another
certain easements as herein specified. It is mutually agreed that the exact location of the
easements to be granted herein shall be determined at the completion of the civil design
process.
E. The method and manner as to how the Club Property will be used to fulfill SP's
FPC Requirements and when and where the easements will be granted will depend on
whether the Club is developing Cove Subdivision or not.
Now, therefore, in consideration of these mutual premises and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, Club and SP
agree as follows:
1. Flood Plain Compensation. When it knows the date (the "FPC Submission
Date ") when it must submit to the FPC Permitting Agencies its plan for fulfilling its FPC
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Requirements for Selva Preserve Subdivision, then SP will notify Club in writing of the
FPC Submission Date [such notice must be at least 60 days prior to FPC Submission
Date]. No later than 30 days prior to the FPC Submission Date, Club must notify SP in
writing whether or not it is committing to develop Cove Subdivision within a time period
reasonably compatible with SP's development time schedule for Selva Preserve
Subdivision.
a. If Club Does Not Commit to Cove Subdivision. If the Club is not willing to
make such commitment, then Club will provide Flood Plain Compensation storage
volume on Club Property for SP's benefit as follows:
1) The amount of such storage volume will be the lesser of (i) the quantity required
to satisfy applicable code and permitting requirements of the Permitting Agencies
for Selva Preserve Subdivision or (ii) 30,000 cubic yards.
2) The manner and location of where and how the storage volume is provided on
Club Property will be as reasonably determined by Club.
3) The excavation, earth movement, grading and other such work (the "FPC Work ")
will be done by SP, at its expense.
4) SP will do the FPC Work in a manner not to unreasonably interfere with the Club
Property or its operations; notwithstanding the generality of the foregoing, it is
specifically agreed that the FPC Work will not interrupt, detract from, impair or
otherwise interfere with golf course operations.
5) Within 30 days of its receipt of SP's written request, the Club will grant to SP the
appropriate easement or license to allow it the legal right to enter upon and do the
FPC Work on Club Property; such easement or license shall be in such form and
substance as is mutually satisfactory to Club and SP.
b. If Club Commits to Cove Subdivision. If the Club is willing to make such
commitment, then Club will provide Flood Plain Compensation storage volume on Club
Property for SP's benefit as follows:
1) The amount of such storage volume will be the lesser of (i) the quantity required
to satisfy applicable code and permitting requirements of the Permitting Agencies
relative to Selva Preserve Subdivision or (ii) 30,000 cubic yards.
2) The manner and location of where and how the storage volume is provided on
Club Property will be as reasonably determined by Club.
3) The Club, at its expense, will include in its permit plans and applications for its
renovated golf course storage volumes for all of (i) the renovated golf course, (ii)
Cove Subdivision and (iii) Selva Preserve Subdivision. The Club will provide a
copy of such plans and applications to SP in a form sufficient for SP's initial
applications for permits from the Permitting Agencies for Selva Preserve
Subdivision, but any modifications to the plans relating to Selva Preserve
Subdivision necessitated to address Agency comments are SP's responsibility, at
its costs.
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4) The Club, in its sole discretion, shall elect where upon the Club Property storage
volume will be provided. The FPC Work will be done by Club, at its expense, as
part of its golf course renovation.
5) The Club will provide such storage volume compensation for Selva Preserve
Subdivision's benefit no later than the completion of the Club's renovated golf
course.
2. SP Grant of Sherman Creek Drainage Easement to Club. Within 30 days of
its receipt of Club's written request (which may not be made until SP's civil design
process is complete), SP will grant to Club a drainage easement as follows:
a. The easement will be 20 feet wide, and it will commence at the "pop off"
structure of the existing storm water retention pond, as the same may hereafter be
modified and/or expanded (the "Driving Range Pond ") located immediately west of the
SP Property and it will traverse the SP Property to Sherman Creek.
b. The exact path and location of the Sherman Creek Drainage Easement will be as
reasonably designated by SP.
c. Club will pay the cost to have a legal description for the easement area prepared.
d. The Sherman Creek Drainage Easement will be in the form and substance of
Exhibit A attached hereto.
e. The Club shall pay to construct, repair, maintain, restore and/or replace the
control and conflict structures.
f. SP shall pay to construct, repair, maintain, restore and/or replace the pipes
running from the Driving Range Pond to Sherman Creek. SP shall commence and
complete such construction within a time period reasonably compatible with Club's
development time schedule for the Club Property.
This Sherman Creek Drainage Easement is intended to complement the mutual Drainage
Easement specified in Section 4 below so that all the residents living on either the SP
Property or the Club Property and draining into the Driving Range Pond benefit from
both easements.
Until such grant of easement is executed and delivered by SP, SP hereby gives Club and
future owner of the Club property known as "The Cove at Selva Marina" permission to
drain across the SP Property in the same manner and to the same degree as Club is
presently draining across the SP Property. Moreover, SP hereby waives, relinquishes and
releases any claims it has, might have or ever did have against Club arising from or
pertaining to Club's drainage across the SP Property prior to this date.
3. SP Grant of Utility Easement to Club. Within 30 days of its receipt of Club's
written request (which may not be made until the civil design process is complete), SP
will grant to Club a utility easement as follows:
a. The easement will be 20 feet wide; it will commence at a point (the "Start Point ")
along the common boundary between Selva Preserve Subdivision and Cove Subdivision
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•
reasonably designated by SP and it will traverse the SP Property Selva Property and
terminate at the utility lines at the Parkside Drive termination point, Atlantic Beach, FL.
b. The exact path and location of the Utility Easement will be as reasonably
designated by SP.
c. Club will pay the cost to have a legal description for the easement area prepared.
d. The Utility Easement will be in the form and substance of Exhibit B attached
hereto.
e. If the utility lines and structures serve only Cove Subdivision, then Club shall pay
for all installation, construction, repair, maintenance, restoration and replacement.
f. If the utility lines and structures serve both Cove Subdivision and Selva Preserve
Subdivision, then Club and SP will pay installation, construction, repair, maintenance,
restoration and/or replacement costs pro rata calculated by the total number of residential
dwellings serviced by such lines and facilities.
4. Drainage Easement for SP to drain into Driving Range Pond. Within 30 days
of its receipt of either SP's or Club's written request (which may not be made until the
civil design process is complete), Club and SP will grant to each other a drainage
easement to drain storm water into the Driving Range Pond. The Easement Area to be
defined in such Grant of Easement is the portion of the Driving Range Pond owned by
Club. This mutual drainage easement is intended to complement the Sherman Creek
Drainage Easement specified in Section 2 above so that all the residents living on either
the SP Property or the Club Property and draining into the Driving Range Pond benefit
from both easements. Additionally at either party's request, both parties will cooperate
with one another to obtain whatever consents, licenses and/or easements from Selva
Linkside Unit One Association, Inc. and/or Selva Linkside Unit Two Association, Inc. to
allow drainage into the Driving Range Pond to the extent either party feels that such
consents, licenses and/or easements from such Associations are necessary; provided
however that the party making the request shall bear the costs of obtaining such consents,
licenses and/or easements from such Associations.
5. SP Right to Connect to Cove Subdivision Water Lines. If Club develops Cove
Subdivision, then SP, at its cost, may tie into and connect into Club Subdivision's potable
water lines provided that (a) such tie in or connection does not interrupt, impede, interfere
with or otherwise degrade the lines and/or the water service of Club Subdivision and (b)
SP and the Club then agree to share prorata based on the number of lots served by the
main line the maintenance, repair, replacement and/or restoration costs relating to the
main line into which SP is connecting.
6. Miscellaneous. This Agreement shall be construed under the laws of the State of
Florida. Venue for any action for the interpretation or enforcement of this Agreement
shall lie in Duval County, Florida. In connection with any disputes arising out of this
Agreement, the prevailing party therein shall be entitled to recover from the non -
prevailing party all costs incurred in connection therewith including, without limitation,
all attorneys' fees, paralegals' fees and court costs, whether incurred at bankruptcy,
administrative, trial, appellate, arbitration, meditation, and/or negotiation levels or
proceedings. This Agreement may be modified or supplemented only in writing signed
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by all parties. No inference in favor of, or against, any party shall be drawn from the fact
that any party, or its counsel, has drafted any portion of this Agreement. At any time
reasonably requested, each party shall execute, deliver and acknowledge or, cause to be
executed, delivered and acknowledged, such further documents or do such other acts and
things as may be reasonably requested in order to fully implement the purposes of this
Agreement. This Agreement is binding upon the successors and assigns of the parties
hereto; without limiting the generality of the foregoing, it is specifically agreed and
understood that both this Agreements benefits and this Agreement's burdens shall inure
to and be binding upon any successor of Club to ownership of the Cove Subdivision
portion of the Club property. This Agreement embodies the entire agreement among the
parties and supersedes all prior agreements and understandings relating to the subject
matter hereof.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates
shown below.
Selva ' reserve, LL
By: ► e , Florid . ' ioneers, Inc.,
It r p ing emr
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44 A i /11
B r Laura L. rrante
Title: President
Date: October j 2009
Selva Marina Country Club, Inc.
iG(fi.
: y: Richard ' edick
Title: President
Date: October 6
, 9 L.:_cD
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y: James Geeslin
Title: Secretary
Date: October ►!, 2009
Exhibits:
A- Drainage Easement for Club to Sherman Creek
B- Utility Easement for Club
C- Drainage Easement for SP over Driving Range Pond
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