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Agenda 04/26/2016 Item #14B 1 4/26/2016 14.8.1 . EXECUTIVE SUMMARY Recommendation to consider a real estate purchase agreement for the 5.27 acre Bayshore Gateway Mini-Triangle property (Property) between Real Estate Partners International, LLC (Purchaser) and the Board of County Commissioners (Seller), acting as the authority for Bayshore/Gateway Triangle Redevelopment Area. OBJECTIVE: To secure a catalyst project to encourage additional redevelopment and gentrification within the entire Bayshore/Gateway Triangle Redevelopment Area(CRA). CONSIDERATIONS: Through Resolution 2000-82 adopted by the Board of County Commissioners on March 14, 2000, the CRA was created. In the Resolution, the Board determined that "the rehabilitation, conservation, or redevelopment, or a combination thereof of such area or areas described is necessary in the interest of the public health, safety, morals, or welfare of the residents of Collier County, Florida". Subsequent to the creation of the CRA, a redevelopment plan was adopted through Resolution 2000-181. The plan identified the Mini-Triangle as a site "..well suited to provide a significant entry statement for the redevelopment area". The plan further identified the area as needing a public acquisition program in order to assemble the scale required for redevelopment. In keeping with the intent of the CRA and the adopted redevelopment plan, the Board acting as the CRA, and in conjunction with the Bayshore Beautification and Haldeman Creek MSTUs,has made steady progress toward improving conditions within the CRA. In 2009, the CRA acquired the Property located in the Mini-Triangle for the sum of$6,386,000, of which, approximately $5,700,000 is outstanding with the existing lender. The current note closes in June of 2018 with a final balloon payment of approximately $4,600,000. The Property was appraised at $5,200,000 in August of 2015. The Property was acquired with the intention of creating a catalyst project that would accelerate redevelopment within the CRA and act as the "entry statement" for the area. The Property is currently zoned General Commercial District (C-4). The purpose and intent of the C-4 district is to provide the opportunity for the most diverse types of commercial activities for delivering goods and services, including entertainment and recreational attractions, at a larger scale than the C-1 through C-3 districts. This area is also subject to the Gateway Triangle Mixed Use Overlay District Mixed Use Sub-district (GTMUD-MXD). The intent of the sub-district is to provide for pedestrian oriented commercial and mixed use developments and higher density residential uses. Developments will reflect traditional neighborhood design building patterns. Individual buildings are encouraged to be multi-story with uses mixed vertically, with street level commercial and upper level office and residential. In order to qualify for the overlay district, applicants must follow the Mixed Use Project (MUP) Process. The GTMUD-MXD allows a maximum of twelve (12) dwelling units per acre. The GTMUD-MXD allows a maximum height of one hundred twelve(112) feet. In 2014, the Board acting as the authority for the CRA entered into a contract to sell the Property under a redevelopment proposal that was intended to be consistent with the GTMUD-MXD. In July of 2015, the buyer notified the Seller that he was unable to complete the transaction. Subsequently, the Board terminated the contract for lack of performance and directed staff to Packet Page -334- .,, w _ _....uvmm,,,. .,.: .........................«..W». .... ......... 4/26/2016 14.B.1 . develop a Request for Proposal (RFP) in order to solicit interest in the open market for the Property. RFP #16-6548 was advertised on October 13, 2015 with the intent of considering both price and concept in the review of proposals. The RFP stated that "...the intent of the plan is to create a Catalyst Project that will foster the revitalization of the surrounding Gateway Triangle area" and "...proposers are encouraged to be creative and to develop the property in a way that is aesthetically pleasing and of high architectural quality". The solicitation also identified that land use modifications and financial incentives required to develop the property should be clearly identified within the proposal. Three sealed proposals were received by the RFP deadline of December 15, 2015. The proposals were reviewed by staff and presented to the CRA Advisory Committee in early January of 2016. On January 26, 2016, staff presented all proposals to the CRA Board, with the committee's recommendation, for final selection. The CRA Board concurred with the advisory committee and selected the proposal by Real Estate Partners International, LLC with an anticipated purchase amount of$6,372,959 for further consideration. The County Manager's office was instructed to work with the County Attorney's office to negotiate a purchase agreement and bring the item back for final Board approval. The solicitation response by the Purchaser identified several key areas that will require additional approvals by the Board of County Commissioners, the CRA Board, and the Naples Airport Authority(NAA) with respect to the height and density. In order for the Purchaser to develop the property, as provided for in the proposal, a small scale Comprehensive Plan amendment and rezone will be required. Additionally, the Purchaser is requesting a tax increment incentive in lieu of impact fee credits above those running with the land or prioritized capital improvements. The zoning requirements and credits were referenced in pages 13 and 14 respectively in the solicitation response (Exhibit A). Staff from the County Manager's office, the County Attorney, and the CRA staff have met several times with the Purchaser and their representatives in preparing the proposed contract (Exhibit B). Both parties to the contract will have to assume some level of risk in order to consummate the transaction. The Purchaser will be required to expend a significant amount of funds up front to complete their due diligence, entitle the property, and fund the total earnest money with no guarantee of final approval. The Seller will not receive final payment until the conditions precedent to closing are satisfied and the property will be in stasis during the entitlement process. The tax increment incentive does not pay out until the Property is redeveloped and the higher tax base is achieved. It is important to make clear that the tax increment incentive represents no risk to the Seller and no benefit to the Purchaser until after the transaction has closed and the property is redeveloped. Packet Page -335- 4/26/2016 14.B.1. In order to present the salient points of the contract, staff has included the following bulleted critical path timeline with notes: • 120 Days: Initiation of the contract and Inspection Period o Purchaser deposits a$50,000 down payment • Nonrefundable after Inspection Period subject to no material defects in title o Title defects, if any, are disclosed or identified for correction or assumption o Seller provides Purchaser with any and all available information on the subject property o Purchaser conducts due diligence o Purchaser settles height limitation with NAA o Purchaser resolves existing cell-tower lease encumbrance o Purchaser notifies Seller if additional lands will be included in the entitlement • Seller has the right to approve or deny o Purchaser has the right to extend inspection period 30 days for an additional $10,000 o Purchaser has the right to cancel the contract prior to the expiration for any reason and receive a full refund • 12-18 Months: Entitlement Period o Purchaser must deposit the balance of the 10% for a total of$637,295.50 in escrow to begin the Entitlement Period and close the Inspection Period o Purchaser must submit the land use application within 60 days o Purchaser and the Seller agree to 15 day review cycles to expedite the process o Purchaser must proceed in a commercially reasonable manner o Purchaser notifies Seller if additional lands will be included in the entitlement • Seller has the right to approve or deny • Post Entitlement and Closing o Purchaser agrees to close within 15 days of expiration of all appeals • Delivers the full balance of the $6,372,959.00 purchase price o Purchaser successor or assigns is bound by stipulations included in the entitlement o Seller delivers Clean-Up Tax Credits to Purchaser($55,000) o Purchaser has reserved rights to stormwater benefits within the Mini-Triangle o Purchaser is entitled to impact fee credits that run with the land o Purchaser agrees to a restrictive covenant against annexation by the City of Naples • Post Redevelopment o Purchaser is entitled to 50% of the new tax increment for a period of 10 years • The benefit begins after the final phase of the Property is developed and taxed There are other stipulations within the agreement that specifically detail performance requirements in more detail but are immaterial to the salient points identified above. The contract provides a fair and reasonable opportunity to achieve the redevelopment of the Property while balancing the risk between the Purchaser and the Seller. The Seller faces no financial risk as an outlay in this transaction but does risk losing other interested buyers in a positive real estate Packet Page -336- 4/26/2016 14.B.1. market while the Property is going through the entitlement process. The Buyer will have to expend a substantial amount of resources to complete the due diligence, market studies, and entitlement process in an expedient manner with no guarantee of approval. The next ranked proposal also requires a comprehensive plan amendment for density. The Board has multiple options when considering this proposal: 1. Approve the contract as submitted or amended through discussion 2. Provide guidance to staff and continue to negotiate with the Purchaser 3. Deny the proposal and direct staff to negotiate with the next ranked proposer 4. Deny the proposal and resolicit the property as is 5. Deny the proposal and rezone the property and list it for sale Staff is recommending option one as the proposal represents a premium in value and appears to meet the intent of the redevelopment plan by potentially creating a catalyst project at the gateway of the CRA. Should the Board approve the contract, it will also need to delegate the management of the contract to the County Manager during periods that the Board is in recess and the contract requires action by the Seller. The County Manager would seek ratification by the Board at the next regularly scheduled Board meeting, if action is required during the Board recess. FISCAL IMPACT: In the short term during the critical path timeline identified above, the operative fiscal impact pertains to the loan outstanding and the effect upon CRA expenditures and the ability to expend money. Staff is planning to proceed with re negotiating the loan terms— first through the existing lender—Fifth Third Bank. More specifically loan terms connected with the debt service reserve and coverage requirement. Then if not successful in securing more favorable loan terms as we lead up to closing, the note will be shopped on the market. This will position the CRA in a favorable fiscal position regardless of the outcome of this transaction. GROWTH MANAGEMENT IMPACT: The redevelopment of the Gateway Triangle Property will further the goals, objectives and policies outlined in the Future Land Use Element — Bayshore/Gateway Triangle Redevelopment Overlay. LEGAL CONSIDERATIONS: This item has been approved as to form and legality and requires a majority vote for Board approval. -JAK RECOMMENDATION: That the Board of County Commissioners, acting as the authority for Bayshore/Gateway Triangle Redevelopment Area, approve option one as presented and delegate the management of the contract to the County Manager subject to Board ratification as needed. Prepared by: Nick Casalanguida, Deputy County Manager Attachments: 1) Solicitation RFP 16-6548 2) Exhibit A - Purchaser's Proposal 3) Exhibit B -Purchase Contract Packet Page -337- 4/26/2016 14.B.1 . COLLIER COUNTY Board of County Commissioners Item Number: 14.14.B.14.B.1. Item Summary: This item to be heard at 10:00 a.m. Recommendation to consider a real estate purchase agreement for the 5.27 acre Bayshore Gateway Mini-Triangle property(Property) between Real Estate Partners International, LLC(Purchaser)and the Board of County Commissioners(Seller), acting as the authority for Bayshore/Gateway Triangle Redevelopment Area. Meeting Date: 4/26/2016 Prepared By Name: BrockMaryJo Title: Executive Secretary to County Manager, County Managers Office 4/19/2016 10:49:28 AM Submitted by Title: Executive Secretary to County Manager,County Managers Office Name: BrockMaryJo 4/19/2016 10:49:29 AM Approved By Name: JourdanJean Title: CRA Operations Manager, County Redevelopment Agency Date: 4/19/2016 12:38:03 PM Name: DurhamTim Title: Executive Manager of Corp Business Ops, Date: 4/19/2016 1:06:09 PM Name: IsacksonMark Title: Division Director-Corp Fin&Mgmt Svc,Office of Management&Budget Date: 4/19/2016 4:53:01 PM Name: KlatzkowJeff Title: County Attorney, Packet Page -338- 4/26/2016 14.B.1 . Date: 4/20/2016 4:57:37 PM Name: OchsLeo Title: County Manager, County Managers Office Date: 4/20/2016 5:05:02 PM Packet Page -339- 4/26/2016 14.B.1. REQUEST FOR PROPOSAL Co tier County Administrative Services Department Procurement Services Division COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS solicitation 16-6548 Sale of Gateway Triangle Parcels Scott D. Johnson, Procurement Manager 239-252-8995(Telephone) 239-252-6588 (Fax) scottjohnson @colliergov.net(Email) This proposal solicitation document is prepared in a Microsoft Word format. Any alterations to this document made by the Vendor may be grounds for rejection of proposal, cancellation of any subsequent award, or any other legal remedies available to the Collier County Government. F1 reamentSe s Dtision•5 327Tamiam iTrailEast•Naples,Florida341124 251.2,4202&t.77•'•Avru.co ergov.netiproaurementaeraices Packet Page -340- 4/26/2016 14.B.1. Table of Contents LEGAL NOTICE 3 EXHIBIT I:SCOPE OF WORK,SPECIFICATIONS AND RESPONSE FORMAT 4 EXHIBIT II:GENERAL RFP INSTRUCTIONS 9 LOBBYING 10 ATTACHMENT 2:CHECK LIST 12 ATTACHMENT 3:CONFLICT OF INTEREST AFFIDAVIT 13 ATTACHMENT 4:VENDOR DECLARATION STATEMENT 14 ATTACHMENT 5:REFERENCE QUESTIONNAIRE 16 xx-xxx RFP_Non_CCNATemplate_10152015 2 Packet Page -341- 4/26/2016 14.B.1 . Collier County Administrative Services Department Procurement Services Division Legal Notice Sealed Proposals to sell property within the Bayshore CRA will be received until 3:00 PM Naples local time, on December 15, 2015 at the Collier County Government, Purchasing Department, 3327 Tamiami Trail E, Naples, FL 34112. Solicitation 16-6548 Sale of Gateway Triangle Parcels All statements shall be made upon the official proposal form which may be obtained on the Collier County Purchasing Department Online Bidding System website: www.colliergov.net/bid. Collier County does not discriminate based on age, race, color, sex, religion, national origin, disability or marital status. BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA, BY: /S/ Joanne Markiewicz Director, Procurement Services This Public Notice was posted on the Collier County Purchasing Department website: www.collierciov.net/purchasinq and in the Lobby of Purchasing Building "G", Collier County Government Center on October 16, 2015. r, Rammed Services Dcpstnvr•3327 Tamiarri Trail East•Naples,Florida 34112-4901•vewo oatliergov,rrtJpurchasing xx-xxx RFP_Non_CCNATemplate_10152015 3 Packet Page -342- 4/26/2016 14.B.1 . Exhibit I: Scope of Work, Specifications and Response Format As requested by the Collier County Bayshore CRA Division (hereinafter, the "Division or Department"), the Collier County Board of County Commissioners Procurement Services Division (hereinafter, "County") has issued this Request for Proposal (hereinafter, "REP")with the intent of obtaining proposals from interested and qualified Buyers in accordance with the terms, conditions and specifications stated or attached. . Brief Description of Property The site is currently zoned General Commercial District (C-4). The purpose and intent of the C-4 district is to provide the opportunity for the most diverse types of commercial activities for delivering goods and services, including entertainment and recreational attractions, at a larger scale than the C-1 through C-3 districts. As such, all of the uses permitted in the C-1 through C-3 districts are also permitted in the C-4 district.' The maximum allowable height for property zoned C-4 is seventy (70)feet. This area is also subject to the Gateway Triangle Mixed Use Overlay District Mixed Use Sub-district (GTMUD-MXD). The intent of the sub-district is to provide for pedestrian oriented commercial and mixed use developments and higher density residential uses. Developments will reflect traditional neighborhood design building patterns. Individual buildings are encouraged to be multi-story with uses mixed vertically, with street level commercial and upper level office and residential.2 In order to qualify for the overlay district, applicants must submit for the Mixed Use Project (MUP) Process.3 The GTMUD-MXD allows a maximum of twelve (12) dwelling units per acre.4 The GTMUD-MXD allows a maximum height of one hundred twelve (112)feet. Drive-through businesses are not contemplated or desired as a component on these parcels. The Overlay and Zoning Regulations may be found in Attachment B. A detailed packet of information applicable to the parcels is available at the Bayshore Gateway Community Redevelopment Agency located at 3570 Bayshore Drive, Suite 102, Naples, F, (239) 643-115. Documents in the packet consist of, but not limited to, environmental reports, land development codes, current leases, and more. Background It is the desire of the Board of County Commissioners acting as the Bayshore Gateway-Triangle Community Redevelopment Agency Board (CRA)to seek proposals for the development the CRA property (5.27 acres) located in Gateway Triangle Area, located at the apex of Davis Boulevard and Tamiami Trail East. The parcels are more commonly described as 1965 Tamiami Trail East (Folio#00388480009), 1933 Tamiami Trail East (Folio#7751020006), 1991 Tamiami Trail East (Folio#0038840007), 2000 Davis Boulevard (Folio#77510280000), 2054 Davis Boulevard (Folio#77510320009), and 1936 Davis Boulevard (Folio#77510240008). The parcels are depicted in Attachment A. The County adopted the Collier County Community Redevelopment Plan for Immokalee and Bayshore Gateway Triangle Redevelopment Areas at the March 14, 2000 Board meeting. Section 5.7 of the Redevelopment Area Goals (page 82) articulates the redevelopment goals for the Bayshore and Gateway Triangle Area. The development components were designated as a "Mixed Center/Corridor Development Concept" through the public participation process. The recommended land use pattern for the Triangle Area was intended to establish a basic regulatory framework in support of the redevelopment of the project area. Collier County Land Development Code, Section 2.03.03.D. 2 Collier County Land Development Code, Section 2.03.07.N.4 3 Collier County Land Development Code, Section 10.02.15 4 Collier County Land Development Code, Section 4.02.16.B. xx-xxx RFP_Non_CCNATemplate_10152015 4 Packet Page -343- 4/26/2016 14.B.1 . The intent of the plan is to create a Catalyst Project that will foster the revitalization of the surrounding Gateway Triangle area. Proposers are encouraged to be creative and to develop the property in a way that is aesthetically pleasing and of high architectural quality. Detailed Proposal Submission All proposals should address, at a minimum, responses to Questions 1 through 8 below. The proposal should thoroughly explain your project. The proposal and backup material shall identify size and scale of the completed project, include any unique features or functions to be constructed, the possibility of incorporating any adjacent non-CRA parcels, any anticipated obstacles in purchase or development, and will outline generally how the project will benefit the community. The following guidelines should be used to clarify the viability and nature of each proposal: 1. Project scope. The proposal should provide a written description of the project, accompanied by a conceptual site plan showing proposed buildings, parking areas and how the development will interface with the surrounding areas. In addition, and, at a minimum, the proposal must clearly identify each land use within the development footprint, such as, residential, hotel units, office, retail/restaurant, public, or other space that would complement the site. 2. Community impact. The proposal must describe how the proposed project fits with the adjacent parcels, meets the intent of the CRA Catalyst Project expectation, and would generally benefit the CRA, surrounding areas and the County as a whole. Include as many conceptual visuals as possible such as site plans, renderings, and elevations, if applicable. 3. Zoning. The proposal must identify if the applicant will utilize the existing C-4 zoning district, a MUP for the GTMUD-MXD or a specific rezoning that will require a comprehensive plan amendment or other special zoning relief. If the proposal requires additional zoning other than GTMUD-MXD, the proposal must include a detailed explanation of what must be changed and why in order for the project to be successful. Be as specific as possible and provide documentation as needed to substantiate the request. 4. Financing. The proposal must provide a general financing plan. The proposal must identify if the project will be a straight purchase (if so, what is the purchase price?), a request for public dollars (if so, how much and from what funding source?), require financing (if so, is the expectation that the County will defer the purchase price until the completion of construction and/or contribute to the financing package?), or ask for a repayment back to the proposer from the project tax revenue after completion (if so, how much and when is rebate expected?). All proposals will require a nonrefundable down payment of ten percent (10%) due upon the Board's acceptance and approval of the purchase and development agreement. The financing plan shall demonstrate the proposer's financial ability to successfully purchase and complete the redevelopment of the parcels. 5. Total Project Value. xx-xxx RFP_Non_CCNATem plate_10152015 5 Packet Page -344- 4/26/2016 14.B.1. Include an approximate construction value and ending taxable value. This will assist the CRA Board in understanding the upfront contribution to the local economy and the ending benefit to the overall tax base upon completion. Consider any component of the project that may be for public use that would not generate property taxes but may have secondary benefits to the community. Please state if your entity holds tax exempt status and if the project is eligible for tax exemption. 6. Timeline. The proposal must clearly identify approximate milestones that will be included in the purchase and development agreement such as the due diligence period, zoning process, if required, site development and building permit period, through the Certificate of Occupancy. 7. Team Experience. The proposal must include a description of the firm/team, including locations of offices, the person responsible for contracting services, and the location of the contracting authority. Include a list of the qualified professional team members and qualifications of associates proposed to perform and/or assist with the work to oversee the project. Identify the names and provide resumes of proposed management members that will supervise the project, including an organizational flow chart, if available, showing the working relationship of the management structure. The proposal shall submit a portfolio of projects of similar size and scope completed by the firm or team. 8. Any Additional Information The proposal should include any additional information that the proposer would like to present to the Board in support of the proposal. The intent of this phase of the screening process is to identify a project that a majority of the Board can support moving forward to a detailed purchase and development agreement. Should your proposal be selected, the purchase and development agreement will incorporate specific milestones in the development process. The Board's acceptance of a proposal shall not constitute approval of future zoning, if needed for the project to be developed. Please note that Florida Statutes, Chapter 163, Part III, governs the use and disposition of the property acquired for community redevelopment purposes. Projected Solicitation Timetable The following projected timetable should be used as a working guide for planning purposes only. The County reserves the right to adjust this timetable as required during the course of the RFP process. Event Date Issue Solicitation Notice 10/16/2015 Last Date for Receipt of Written Questions 12/1/2015, Noon, Naples Local Time Addendum Issued Resulting from Written Questions or Pre- 12/3/2015 Proposal Conference (Include if applicable) Solicitation Deadline Date and Time 12/15/2015, 3:00PM, Naples Local Time Anticipated Evaluation of Submittals January 2016 Anticipated Completion of Contract Negotiations (Include if February 2016 applicable) Anticipated Board of County Commissioner's Contract February 2016 Approval Date xx-xxx R F P_N o n_C C NATe m p l ate_10152015 6 Packet Page -345- 4/26/2016 14.B.1 . Response Format The Vendor understands and agrees to abide by all of the RFP specifications, provisions, terms and conditions of same, and all ordinances and policies of Collier County. The Vendor further agrees that if it is awarded a contract, the work will be performed in accordance with the provisions, terms and conditions of the contract. To facilitate the fair evaluation and comparison of proposals, all proposals must conform to the guidelines set forth in this RFP. Any portions of the proposal that do not comply with these guidelines must be so noted and explained in the Acceptance of Conditions section of the proposal. However, any proposal that contains such variances may be considered non-responsive. Proposals should be prepared simply and economically, providing a straightforward concise description of the Vendor's approach and ability to meet the County's needs, as stated in this RFP. All proposals should be presented as described in this RFP in PDF or Microsoft Word format with Tabs clearly marked. If outlined in this RFP, the utilization of recycled paper for proposal submission is strongly encouraged. The items listed below shall be submitted with each proposal and should be submitted in the order shown. Each section should be clearly labeled, with pages numbered and separated by tabs. Failure by a Vendor to include all listed items may result in the rejection of its proposal. 1. Tab I, Cover Letter/ Management Summary Provide a cover letter, signed by an authorized officer of the firm, indicating the underlying philosophy of the firm in providing the services stated herein. Include the name(s), telephone number(s) and email(s) of the authorized contact person(s) concerning proposal. Submission of a signed Proposal is Vendor's certification that the Vendor will accept any awards as a result of this RFP. 2. Tab II, Land Proposal Checklist answers: In this tab, include: • Detailed plan of approach of how you intend to utilize the subject property using the questions attached in attachment C • Detailed time line for completion of the project. • Include with the Business Plan or as an attachment, a copy of a report as an example of work product that you have successfully built in similar situations prior. This should be for one of the projects listed as a reference. 3. Tab III, Return to the County: In this tab, include: • Provide if you intend to Purchase the property and what amount your firm will offer xx-xxx RFP_Non_CCNATemplate_10152015 7 Packet Page -346- 4/26/2016 14.B.1. • When will you close and take possession? • Will you require a change in Zoning for your project to be successful? • What is the projected value of the property once your construction is complete? 4. Tab IV, Experience and Capacity of Firm: In this tab, include: • Provide your experience in developing similar property. • Describe the various team members' successful experience in working with one another on previous projects. 5. Tab VI, References: In order for the vendor to be awarded any points for this tab, the County requests that the vendor submits five (5) completed reference forms from clients whose projects are of a similar nature to this solicitation as a part of their proposal. 6. Tab VII, Acceptance of Conditions Indicate any exceptions to the general terms and conditions of the RFP. 7. Tab VIII, Required Form Submittals • Attachment 2: Vendor Check List • Attachment 3: Conflict of Interest Affidavit • Attachment 4: Vendor Declaration Statement • Attachment 5: Reference Questionnaire • Other: i.e. signed addenda, licenses or certifications, promotional materials, etc. xx-xxx RFP_Non_CCNATemplate_10152015 8 Packet Page -347- 4/26/2016 14.B.1 . Exhibit II: General RFP Instructions 1. Questions Direct questions related to this RFP to the Collier County Purchasing Department Online Bidding System website: www.colliergov.net/bid. Vendors must clearly understand that the only official answer or position of the County will be the one stated on the Collier County Purchasing Department Online Bidding System website. For general questions, please call the referenced Procurement Strategist noted on the cover page. 2. Delivery of Proposals All proposals are to be delivered before 3:00 PM, Naples local time, on or before December 15, 2015 to: Collier County Government Bayshore Gateway Triangle CRA 3570 Bayshore Drive; Suite 102 Naples FL 34112 Attn: Elly Soto-McKuen The County does not bear the responsibility for proposals delivered to the wrong location past the stated date and/or time indicated, or to an incorrect address by Consultant's personnel or by the Consultant's outside carrier. However, the Procurement Director, or designee, reserves the right to accept proposals received after the posted close time under the following conditions: • The tardy submission of the proposal is due to the following circumstances, which may include but not be limited to: late delivery by commercial carrier such as Fed Ex, UPS or courier where delivery was scheduled before the deadline. • The acceptance of said proposal does not afford any competing firm an unfair advantage in the selection process. Vendors must submit one (1) paper copy clearly labeled "Master," and seven (7) disks (CD's/DVD's) with one copy of the proposal on each disk in Word, Excel or PDF. List the Solicitation Number and Title on the outside of the box or envelope. 3. Validity of Proposals No proposal can be withdrawn after it is filed unless the Vendor makes their request in writing to the County prior to the time set for the closing of Proposals. All proposals shall be valid for a period of one hundred eighty (180) days from the submission date to accommodate evaluation and selection process. 4. Evaluation of Proposals: Proposals will be evaluated by the Board of County Commissioners in Public Session. 5. References The County reserves the right to contact any and all references pertaining to this solicitation and related proposal. xx-xxx RFP_Non_CCNATemplate_10152015 9 Packet Page -348- 4/26/2016 14.B.1. 6. Acceptance or Rejection of Proposals The right is reserved by the County to waive any irregularities in any proposal, to reject any or all proposals, to re-solicit for proposals, if desired, and upon recommendation and justification by Collier County to accept the proposal which in the judgment of the County is deemed the most advantageous for the public and the County of Collier. Any proposal which is incomplete, conditional, obscure or which contains irregularities of any kind, may be cause for rejection. In the event of default of the successful Vendor, or their refusal to enter into the Collier County contract, the County reserves the right to accept the proposal of any other Vendor or to re-advertise using the same or revised documentation, at its sole discretion. 7. Lobbying All firms are hereby placed on NOTICE that the Board of County Commissioners does not wish to be lobbied, either individually or collectively about a project for which a firm has submitted a Proposal. Firms and their agents are not to contact members of the County Commission for such purposes as meeting or introduction, luncheons, dinners, etc. During the process, from Proposal closing to final Board approval, no firm or their agent shall contact any other employee of Collier County in reference to this Proposal, with the exception of the Procurement Director or his designee(s). Failure to abide by this provision may serve as grounds for disqualification for award of this contract to the firm. 8. Public Records Compliance The Vendor/Contractor agrees to comply with the Florida Public Records Law Chapter 119 (including specifically those contractual requirements at F.S. § 119.0701(2) (a)-(d) and (3)), ordinances, codes, rules, regulations and requirements of any governmental agencies. 9. Certificate of Authority to Conduct Business in the State of Florida (Florida Statute 607.1501) In order to be considered for award, firms must be registered with the Florida Department of State Divisions of Corporations in accordance with the requirements of Florida Statute 607.1501 and provide a certificate of authority (www.sunbiz.orq/search.html) prior to execution of a contract. A copy of the document may be submitted with the solicitation response and the document number shall be identified. Firms who do not provide the certificate of authority at the time of response shall be required to provide same within five (5) days upon notification of selection for award. If the firm cannot provide the document within the referenced timeframe, the County reserves the right to award to another firm. 10. Single Proposal Each Vendor must submit, with their proposal, the required forms included in this RFP. Only one proposal from a legal entity as a primary will be considered. A legal entity that submits a proposal as a primary or as part of a partnership or joint venture submitting as primary may not then act as a sub- consultant to any other firm submitting under the same RFP. If a legal entity is not submitting as a primary or as part of a partnership or joint venture as a primary, that legal entity may act as a sub- consultant to any other firm or firms submitting under the same RFP. All submittals in violation of this requirement will be deemed non-responsive and rejected from further consideration. xx-xxx RFP_Non_CCNATemplate_10152015 10 Packet Page -349- 4/26/2016 14.B.1. 11. Public Entity Crime A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. 12. Conflict of Interest Vendor shall complete the Conflict of Interest Affidavit included as an attachment to this RFP document. Disclosure of any potential or actual conflict of interest is subject to County staff review and does not in and of itself disqualify a firm from consideration. These disclosures are intended to identify and or preclude conflict of interest situations during contract selection and execution. 13. Prohibition of Gifts to County Employees No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part Ill, Florida Statutes, the current Collier County Ethics Ordinance and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. xx-xxx RFP_Non_CCNATem plate_10152015 11 Packet Page -350- 4/26/2016 14.B.1. CAT County Administrative Services Department Procurement Services Division Attachment 2: Check List IMPORTANT: THIS SHEET MUST BE SIGNED. Please read carefully, sign in the spaces indicated and return with your Proposal. Vendor should check off each of the following items as the necessary action is completed: ❑ The Proposal has been signed. ❑ All applicable forms have been signed and included, along with licenses to complete the requirements of the project. ❑ Any addenda have been signed and included. ❑ The mailing envelope has been addressed to: Collier County Government—Bayshore CRA Bayshore Gateway Triangle CRA 3570 Bayshore Drive; Suite 102 Naples FL 34112 Attn:Elly Soto-McKuen ❑ The mailing envelope must be sealed and marked with Solicitation 16-6548 Sale of Gateway Triangle Parcels and December 15, 2015. ❑ The Proposal will be mailed or delivered in time to be received no later than the specified due date and time. (Otherwise Proposal cannot be considered.) ALL COURIER-DELIVERED PROPOSALS MUST HAVE THE RFP NUMBER AND TITLE ON THE OUTSIDE OF THE COURIER PACKET. Name of Firm: Address: City, State, Zip: Telephone: Email: Representative Signature: Representative Name: Date xx-xxx R F P_N o n_C C N ATe m p l a te_1015 2015 12 Packet Page -351- 4/26/2016 14.B.1 . Cot fir County Administrative Services Department Procurement Services Division Attachment 3: Conflict of Interest Affidavit By the signature below, the firm (employees, officers and/or agents) certifies, and hereby discloses, that, to the best of their knowledge and belief, all relevant facts concerning past, present, or currently planned interest or activity (financial, contractual, organizational, or otherwise)which relates to the proposed work; and bear on whether the firm (employees, officers and/or agents) has a possible conflict have been fully disclosed. Additionally, the firm (employees, officers and/or agents) agrees to immediately notify in writing the Procurement Director, or designee, if any actual or potential conflict of interest arises during the contract and/or project duration. Firm: Signature and Date: Print Name Title of Signatory State of County of SUBSCRIBED AND SWORN to before me this day of 20 by , who is personally known to me to be the for the Firm, OR who produced the following identification Notary Public My Commission Expires xx-xxx RFP_Non_CCNATemplate_10152015 13 Packet Page -352- 4/26/2016 14.B.1. Cler County Administrative Services Department Procurement Services Division Attachment 4: Vendor Declaration Statement BOARD OF COUNTY COMMISSIONERS Collier County Government Complex Naples, Florida 34112 RE: Solicitation: 16-6548 Sale of Gateway Triangle Parcels Dear Commissioners: The undersigned, as Vendor declares that this proposal is made without connection or arrangement with any other person and this proposal is in every respect fair and made in good faith, without collusion or fraud. The Vendor agrees, if this proposal is accepted, to execute a Collier County document for the purpose of establishing a formal contractual relationship between the firm and Collier County, for the performance of all requirements to which the proposal pertains. The Vendor states that the proposal is based upon the proposal documents listed by Solicitation: 16-6548 Sale of Gateway Triangle Parcels. (Proposal Continued on Next Page) xx-xxx RFP_Non_CC NATemplate_10152015 14 Packet Page -353- 4/26/2016 14.B.1 . PROPOSAL CONTINUED IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day of , 20 in the County of , in the State of Firm's Legal Name: Address: City, State, Zip Code: Florida Certificate of Authority Document Number: Federal Tax Identification Number CCR# or CAGE Code Telephone: FAX: Signature by: (Typed and written) Title: Additional Contact Information Send payments to: (required if different from above) Company name used as payee Contact name: Title: Address: City, State,ZIP Telephone: FAX: Email: Office servicing Collier County to place orders (required if different from above) Contact name: Title: Address: City, State,ZIP Telephone: Email xx-xxx RFP_Non_CCNATemplate_10152015 15 Packet Page -354- 4/26/2016 14.B.1. Collier County Administrative Services Department Procurement Services Division Attachment 5: Reference Questionnaire Solicitation: 16-6548 Sale of Gateway Triangle Parcels Reference Questionnaire for: (Name of Company Requesting Reference Information) (Name of Individuals Requesting Reference Information) Name: Company: (Evaluator completing reference questionnaire) (Evaluator's Company completing reference) Email: FAX: Telephone: Collier County is implementing a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of your knowledge on a scale of 1 to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again)and 1 representing that you were very unsatisfied (and would never hire the firm/indivdival again). If you do not have sufficient knowledge of past performance in a particular area, leave it blank and the item or form will be scored "0." Project Description: Completion Date: Project Budget: Project Number of Days: Change Orders- Dollars Added : Change Orders- Days Added: Item Citeria Score 1 Ability to manage the project costs (minimize change orders to scope). 2 Ability to maintain project schedule (complete on-time or early). 3 Quality of work. 4 Quality of consultative advice provided on the project. 5 Professionalism and ability to manage personnel. 6 Project administration (completed documents, final invoice, final product turnover; invoices; manuals or going forward documentation, etc.) 7 Ability to verbally communicate and document information clearly and succinctly. 8 Abiltity to manage risks and unexpected project circumstances. 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. 10 Overall comfort level with hiring the company in the future (customer satisfaction). TOTAL SCORE OF ALL ITEMS xx-xxx R F P_N o n_C C N ATe m p l a t e_10152015 16 Packet Page-355- 4/26/2016 14.6.1 . Please FAX this completed survey to: By xx-xxx RFP_Non_CCNATem plate_10152015 17 Packet Page-356- 4/26/2016 14.B.1 . REAL ESTATE PURCHASE AGREEMENT THIS REAL ESTATE PURCHASE AGREEMENT ("Agreement") is made and entered into as of the Effective Date of this Agreement (as herein below defined), by and between Collier County Community Redevelopment Agency, an agency established by an ordinance of the Board of County Commissioners of Collier County, a political subdivision of the State of Florida ("Seller"), and Real Estate Partners International, LLC, a Delaware limited liability company and/or assigns ("Purchaser"). BACKGROUND A. Seller, a public body, is the fee simple owner of real property located in Collier County, Florida, containing approximately 5.27 acres more or less with entitlements permitting development thereon and being more particularly described in Exhibit A attached hereto. and by this reference made a part hereof(the "Property"); B. The Property is located in the designated Bayshore/Gateway Triangle Community Redevelopment Area("CRA"); C. In response to Seller's solicitation request for proposals to purchase the Property No. 16-6548, Purchaser made a proposal described in Exhibit B (the "Purchaser Proposal") which was selected for further consideration by Seller; and D. Seller and Purchaser desire to enter into a binding contract for the sale and purchase of the Property upon the terms and conditions herein below set forth. NOW, THEREFORE, for and in consideration of the premises, the mutual covenants and agreements herein set forth, and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby expressly acknowledged by the parties hereto, the parties hereto do hereby covenant and agree as follows: 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference. 2. Agreement to Buy and Sell. Seller agrees to sell the Property to Purchaser and Purchaser agrees to purchase the Property from Seller in the manner and upon the terms and conditions set forth in this Agreement, together with (i) all tenements, hereditaments and appurtenances relating thereto or associated therewith, (ii) any and all plans, specifications, government entitlements, impact fee credits, utility and connection fees and credits, permits, approvals, authorizations and licenses relating to or affecting the Property, (iii) any and all right, title and interest of Seller in any street, road, alley or avenue adjoining the Property to the center line thereof, (iv) any and all of Seller's right, title and interest in any strip, hiatus, gore, gap or boundary adjustment area adjoining or affecting the Property, and (v) all right, title and interest of Seller, if any, (including all fictitious name rights and other name filing or registration rights of Seller, if any) in and to any names, and all derivations thereof and all logos, trademarks, trade names and other rights used in connection NICK-C 4-20-16 9:10AM Packet Page -357- 4/26/2016 14.B.1 . therewith or pertaining thereto. 3. Earnest Money. a. Within two (2) business days after the Effective Date of this Agreement, Purchaser shall deposit with Dwight E. Brock as Collier County Clerk as Escrow Agent (the "Escrow Agent"), an earnest money deposit in the amount of Fifty Thousand and No/100 Dollars ($50,000.00) (said amount being referred to as the Initial Earnest Money. The Initial Earnest Money, as well as the Additional Earnest Money defined below, will be held by Escrow Agent in escrow pending Closing(as defined below) and upon Closing will be delivered to Seller or as Seller shall direct and credited to the Purchase Price (as defined below) at Closing, or returned to Purchaser in accord with the terms of this Agreement. b. Prior to the expiration of the Inspection Period as it may be extended (as defined in Section 7 below), Purchaser shall deposit with Escrow Agent an additional sum (the "Additional Earnest Money") so that the total Earnest Money at that point equals Six Hundred Thirty Seven Thousand Two Hundred Ninety-Five and 90/100 Dollars ($637,295.90) to be held in accordance with Subsection a. above. The terms "Earnest Money" or "Total Earnest Money" refer to both the Initial and Additional Earnest Money. After receipt of a W-9 form from Purchaser, the Escrow Agent shall invest the Earnest Money in an interest-bearing account, certificate of deposit, or a repurchase agreement. Any interest accrued or earned thereon shall be paid or credited to Purchaser except in the event of a default by Purchaser, and Seller being entitled to receive the Earnest Money pursuant to the terms of this Agreement in which event any interest, together with the Earnest Money shall be disbursed by Escrow Agent to Seller as liquidated damages in accordance with the terms of this Agreement. 4. Purchase Price. a. Purchase Price. The purchase price to be paid by Purchaser to Seller for the Property (hereinafter referred to as the "Purchase Price") is the sum of Six Million Three Hundred Seventy-Two Thousand Nine Hundred Fifty Nine and 00/100 Dollars ($6,372,959.00). b. Method of Payment. At the time of Closing, Purchaser shall pay the Purchase Price as Seller shall direct by wire transfer of immediately available funds or by locally drawn bank cashier's check, toward which the Earnest Money previously paid by Purchaser shall be credited and subject to appropriate credits, adjustments and prorations as provided in this Agreement. 5. Access to Property By Purchaser and Provision of Information to Purchaser Prior to Closing. a. Access to Property. Purchaser shall at all times prior to the expiration of the Inspection Period (as defined in Section 7 below) have the privilege of going upon the Page 2 of 22 Packet Page -358- 4/26/2016 14.B.1. Property with its agents, representatives and designees as needed to inspect, examine, survey and otherwise undertake those actions which Purchaser, in its discretion, deems necessary or desirable to determine the suitability of the Property for Purchaser's intended uses thereof Purchaser shall maintain a log that lists the dates and identities of all third party personnel visiting the Property during the Inspection Period and the general purpose of their visit. The Purchaser need not obtain advance approval for such visits from Seller. Purchaser, however, must notify the Seller of all such visits and provide the log information not later than five (5) days after each such visit. Said privilege shall include, without limitation, the right to make surveys, soils tests, borings, percolation tests, compaction tests, environmental assessments, environmental tests and tests to obtain any other information relating to the surface, subsurface and topographic conditions of the Property. After each such entry, Purchaser shall promptly restore the Property to its condition existing on the date of this Agreement less normal fair wear and tear, and Purchaser's agreement to restore the Property shall survive any termination of this Agreement. Following the expiration of the Inspection Period, as hereafter defined, Purchaser may install temporary facilities and signage on the Property, subject to ordinary permitting requirements for such facilities, for the purpose of preparing to close and develop the Property to include such activities as promoting community awareness of the proposed development, pre- marketing and pre-construction activities, and other general business purposes designed to advance the proposed development. Purchaser shall pay for the cost of such facilities and the maintenance, upkeep, and operation of such facilities. Purchaser shall indemnify and hold Seller harmless from and against any and all liens which may arise as a result of the activities on the Property by Purchaser or Purchaser's agents, representatives, and designees, and against any and all claims for death of or injury to persons or damage to properties arising out of or as a result of the activities of Purchaser or of Purchaser's agents, representatives, or designees pursuant to the provisions of this Section. Purchaser's foregoing indemnity of Seller and obligations under this Section shall survive the Closing or any termination of this Agreement. b. Delivery of Information Relating to Property. Within three (3) business days following the Effective Date, Seller shall deliver to Purchaser the documents regarding the Property listed on Exhibit C attached hereto. Within thirty (30) days following the Effective Date, Seller shall deliver to Purchaser documentation setting forth any tax, impact fee or utility connection credits applicable to the Property, as well as any and all previously paid impact fees and utility connection credits and fees arising from the existing structures and/or uses on the Property which would be credited against future impact or utility connection fees due upon redevelopment of the Property in conformance with Code of Ordinance Section 74-201(c). 6. Survey and Title Matters. a. Survey. Purchaser may, at its cost, prior to Closing obtain a current survey of the Property ("the Survey") prepared by a registered land surveyor, licensed in the State of Florida (the "Surveyor"). The Survey shall be certified to the Purchaser, Seller, Purchaser's attorney, and the Title Company (as defined below). The Surveyor's seal shall be affixed to the Survey. If the Survey reflects any encroachments or projections or any condition that adversely affect the marketability of title, then Purchaser shall notify Seller of the matter within twenty(20) days after receipt of the Survey. If this notice is given to Seller before the end of the Inspection Period, as subsequently defined herein, Seller shall exercise good faith efforts Page 3 of 22 Packet Page -359- 4/26/2016 14.B.1 . to cause the removal of the matter to the extent otherwise required under the provisions of the following Section 6(b). If not so provided, Seller shall have no such obligation and following the Inspection Period the existence of such conditions shall not be a cause for termination by the Purchaser nor shall the removal of such conditions be a condition precedent to closing. b. Title Evidence/Title Objections. Prior to Closing, Purchaser shall obtain, at Purchaser's expense a current title insurance commitment and a copy of all exceptions referred to therein (the "Title Commitment") from Old Republic Title Insurance Company or other licensed title insurance company acceptable to Purchaser (the "Title Company"). The Title Commitment shall set forth the requirements to issue an ALTA Form `B" title insurance policy in the amount of the Purchase Price (the "Title Policy"), which Title Policy shall insure the Purchaser's fee simple title to the Property. Purchaser shall examine the Title Commitment and the matters therein in its schedules B1 and B2 affecting title to the Property. If, based on such schedules, Purchaser has any objections thereto (the "Title Objections"), then Purchaser shall notify Seller of the Title Objections during the Inspection Period(as defined in Section 7 below). Purchaser may object to matters that: (i) adversely affect the marketability of title to the Property in accordance with law; (ii) are set forth as requirements by the Title Company in schedule Bl; or (iii) are encumbrances, easements, restrictions or other matters encumbering the Property, whether or not scheduled as exceptions to coverage in schedule B2, if Purchaser believes that they will interfere with, restrict, or adversely affect its proposed use of the Property. Any matters shown on schedule B2 to which Purchaser does not so timely object will be considered as Permitted Encumbrances to which Purchaser shall take title subject to. Seller shall have no obligation to cure any such Title Objections,but Seller shall notify Purchaser within five (5) days after receipt of Purchaser's notice of Title Objections as to whether Seller is willing to cure all or any of Purchaser's Title Objections. Purchaser's sole remedy shall be to terminate this Agreement prior to the expiration of the Inspection Period if Purchaser is not satisfied with Seller's election as to title matters. In the event that Seller elects to cure any Title Objections, Seller shall have until the Closing Date (as defined below) to attempt to cure them. If Seller is unable or unwilling (provided, however, that if the Seller has caused a particular Title Objection or if Seller has given notice to Purchaser that it has elected to cure such Title Objection, then Seller shall exercise good faith efforts with respect to such title defect that it caused or elected to remove, to remove the defects by the Closing Date). If despite Seller's election to cure it is not able to do so by the Closing Date, then Purchaser shall have the option of either accepting title as it then exists, or extending the closing date by mutual agreement with the Seller, or demanding a refund of the Total Earnest Money paid hereunder which shall be returned forthwith to Purchaser, and thereupon Purchaser and Seller shall be released of all further obligations under this Agreement. At any time prior to Closing, Purchaser shall be entitled to have the effective date of the Title Commitment (or subsequently updated title commitment)brought current and if the updated Title Commitment (or prior updated title commitment as the case may by) reveals any matters which were not contained in the original Title Commitment which adversely affect the marketability of title, then Purchaser shall notify Seller of such adverse matter and Seller shall exercise good faith efforts to cause the removal of the adverse matter to the extent otherwise required under the provisions of this Section. Page 4 of 22 Packet Page -360- 4/26/2016 14.B.1. 7. Inspection Period and Due Diligence. a. Purchaser shall have until one-hundred twenty (120) days after the Effective Date (hereinafter referred to as the"Inspection Period")to: (i) determine if the Property is satisfactory to Purchaser in Purchaser's sole and absolute discretion; (ii) evaluate the feasibility of obtaining the approvals identified in the Land Use Entitlement Condition in Sections 8 and 9(a)(iv) to enable Purchaser to use the Property as Purchaser has proposed; (iii) evaluate the economic feasibility of its development, and other matters affecting the Property; (iv) determine that all government permits, approvals, and entitlements, as now exist respecting the Property remain in full force and effect; (v) evaluate the acceptability of the Permitted Encumbrances in Purchaser's sole and absolute discretion; (vi) meet and negotiate with the cell telephone tower tenant on the Property concerning the possible future relocation of the cell telephone tower were Purchaser to close on the purchase of the Property and proceed with its planned development; (vii) evaluate the ability to obtain various CRA benefits that may be available, including but not limited to, approval for Tax Increment Financing respecting the Property; and (viii) prepare and evaluate applications with Collier County, in its governmental capacity, to rezone the Property, and if and as necessary, to amend the Collier County Growth Management Plan and/or Land Development Code then obtain related permits to allow for and authorize development as outlined in the Purchaser Proposal, all as specified in Sections 8, 9(a)(iv) and 9(a)(v) and to obtain various CRA benefits that may be available. Seller, as the owner of the Property hereby authorizes Purchaser to do so. If, for any reason, Purchaser is not satisfied with the Property or the results of its inspections, or evaluations, then Purchaser may at its sole and absolute discretion, by written notice to Seller delivered on or before the expiration of the Inspection Period, terminate this Agreement, in which event Escrow Agent shall promptly refund to Purchaser the Initial Earnest Money, with any interest actually earned thereon, and thereafter the parties hereto shall have no further rights, duties, or obligations to sell or purchase hereunder. If Purchaser fails to give any such written notice on or before the expiration of the Inspection Period, then such termination right shall be deemed waived and of no further force or effect. During the Inspection Period, Purchaser may, in Purchaser's sole discretion and at Purchaser's expense, have the Property tested and inspected to determine if the Property contains any hazardous or toxic substances,wastes, materials,pollutants or contaminants. As used herein, "Hazardous Substances" shall mean and include all hazardous and toxic substances, wastes or materials, any pollutants or contaminates (including, without limitation, asbestos and raw materials which include hazardous components), or other similar substances, or materials which are included under or regulated by any local, state or federal law, rule or regulation pertaining to environmental regulation, contamination or clean-up, including, without limitation, "CERCLA", "RCRA", or state superlien or environmental clean-up statutes (all such laws, rules and regulations being referred to collectively as "Environmental Laws"). Purchaser may obtain a hazardous waste report (the "Report) prepared by a licensed or registered engineer. Purchaser shall maintain a log that lists all third party consultant engagements and tracks their status. Purchaser shall have all such third party reports certified to Purchaser and to Seller. In the event that Purchaser terminates this Agreement at any time, Purchaser shall immediately deliver the originals of all such third party reports, as well as the log, to Seller. The third party reports and log need not be provided to Seller if Purchaser closes the purchase. b. Notwithstanding anything herein to the contrary, at Purchaser's option, Page 5 of 22 Packet Page -361- 4/26/2016 14.B.1 . Purchaser may extend the Inspection Period for an additional thirty (30) days upon written notification to Seller during the Inspection Period and delivery to Seller of a sum of Ten Thousand and 00/100 Dollars ($10,000.00) as consideration for the extension. Should Purchaser close on this Agreement, Purchaser shall receive a credit for this additional Escrow Deposit towards the Purchase Price. c. During the Inspection Period Purchaser will meet with the Naples Airport Authority(NAA)to discuss the proposed building height and to determine what concerns, if any, the NAA may have and how such may be satisfied or mitigated. No later than thirty (30) days prior to expiration of the Inspection Period Purchaser will provide to Seller a written Height Notice, which will contain a summary of its discussion with the NAA, and copies of any correspondence, agreements of support or statements of no objection regarding a specific building height on the Property. If the Height Notice summary report and NAA correspondence demonstrate support or no objection to buildings of the height contained in Purchasers Proposal, or such lower height that is acceptable to Purchaser, then Seller and Purchaser hereby agree that such lower height shall replace 200 feet as the height in Exhibit E and the applicable condition in section 9(a)(iv). If, however, the Height Notice does not include specific correspondence demonstrating support or no objection to buildings of a specific height, then Purchaser in such Height Notice will advise the Seller of what building height lower than 200 feet, if any, would be acceptable to Purchaser to preserve the catalytic nature of Purchasers Proposal, and therein also provide a summary of why Purchaser believes such lower height should replace 200 feet as the height contained in Exhibit E and the applicable condition in section 9(a)(iv). In this circumstance, Seller must advise Purchaser in writing within ten business (10) days after receipt of such Height Notice as to whether Seller will accept the inclusion of such building height, as Purchaser has indicated will be acceptable to it, as an included requirement in the Land Use Entitlement Conditions described in Section 8 below. If Seller agrees to the height outlined under either Height Notice scenario, then approval of such height by all relevant government bodies shall be a part of the Land Use Entitlement Conditions. If Seller does not so agree it must advise Purchaser as to the height it will accept as part of the Land Use Entitlement Conditions. Seller's failure to timely respond in such ten business (10) day period will be deemed to be agreement to inclusion as an entitlement condition in section 8 below. By agreeing to set a height limit as an entitlement condition, the Seller in no way diminishes the rights or obligates the Board of County Commissioners to review and approve or disapprove the land use application during the entitlement process. The Purchaser recognizes that agreement by the Seller to establish a height for the purposes of an entitlement condition in no way predetermines a height approval for the purposes of the land entitlement process. d. Upon expiration of the Inspection Period and any extension periods granted, the Initial Earnest Money and any payment made to extend the Inspection Period it, as provided in Section 7(b) above, as well as the Additional Earnest Money, shall be considered non-refundable, except to the extent the conditions precedent to Purchaser's performance in Section 9 are not satisfied. Provided, however, the Initial Earnest Money will be non-refundable even if the Land Use Entitlement Conditions defined in Section 8 below are not satisfied. 8. Land Use Entitlement Conditions. Among all other conditions in paragraph 9, Purchaser's obligation to purchase the Property is contingent on Purchaser obtaining final Page 6 of 22 Packet Page -362- 4/26/2016 14.B.1 . approval of any rezone, and any amendment(s) to the Collier County Growth Management Plan and/or Land Development Code, as are necessary to obtain such rezone, to permit the uses (inclusive of height) outlined in Purchaser Proposal as more specifically described in Exhibit E (the "Land Use Entitlement Conditions"). In order to have this condition apply, Purchaser must: (i) submit its application to Collier County to rezone the Property, together with any additional lands Purchaser may own or have contracted to buy, and to amend the Collier County Growth Management Plan and/or Land Development Code not later than sixty(60) days after the end of the Inspection Period, as it may be extended, and (ii) comply with all applicable requirements to set (and actually request) a hearing on the rezone application before the Board of County Commissioners. Purchaser's application to rezone the Property shall include a reasonably detailed site or master plan with elevation sketches, such detailed site or master plan shall be submitted no later than ninety (90) days prior to the Collier County Planning Commission hearing. Purchaser shall pursue such applications with reasonable diligence and in a timely and commercially reasonable manner consistent with the prevailing standards of practice applicable to handling and processing land use matters in Collier County, Florida. Purchaser acknowledges that Seller desires that Purchaser attempt to satisfy the Land Use Entitlement Conditions within twelve (12) months after the date of the applicable applications. Purchaser will attempt to meet such time frame. In furtherance thereof, Seller agrees to use its best efforts to cause the Collier County Growth Management Division and/or the Board of County Commissioners to: (i) designate the application submitted by Purchaser as "Fast Track Process" (whereby county staff will be required to review and respond to any submittals within fifteen (15) business days); (ii) cause the applications for amendments to the Collier County Growth Management Plan and Land Development Code, to be processed concurrently with Purchaser's application to rezone the Property; and (iii) permit any amendment to the Collier County Comprehensive Plan to be received and processed "out of cycle", if necessary. The Purchaser, in turn acting in good faith, shall respond to comments from any submittal for review within fifteen (15) business days. Notwithstanding the persistence of Purchaser and Seller in diligently pursing the Entitlement process, the Parties agree the final BCC Hearing may ultimately occur outside the twelve (12) month processing goal, and agree there is no outside date for closing so long as Purchaser is pursuing the entitlements in an expeditious and timely manner consistent with the standards set forth herein. Closing shall be scheduled and occur in accordance with Paragraph 11(a), below, based on the timing of all such approvals by the Collier County Board of County Commissioners. In accord with Section 9(a)(iv), should the Purchaser wish to include additional lands owned by third parties in the application for approval of the Land Use Entitlement, the Purchaser shall provide an updated Purchaser Proposal identifying the additional land and Purchaser's plans for its inclusion with the Property in such application and allow the Seller a thirty(30) day review period. The Seller reserves the right to approve or deny the updated Purchaser Proposal within the review period. Failure to respond to the Purchaser's updated Purchaser Proposal within the review period shall be interpreted as approval by the Seller. Should the Seller deny the updated Purchaser Proposal, the Purchaser shall have the right to terminate this Agreement and receive a return of the Additional Earnest Money, but not the Initial Earnest Money. Page 7 of 22 Packet Page -363- 4/26/2016 14.B.1 . 9. Conditions Precedent to Purchaser's Obligation to Close- Seller Covenants. a. Conditions Precedent. The obligation of Purchaser to close under this Agreement is expressly conditioned upon the satisfaction by, and as of the time of, the closing of the conditions listed below in this paragraph, provided that, Purchaser, at its election, may waive any such conditions: (i) From and after the Effective Date, there shall not have been or be any adverse environmental condition affecting the Property provided that this condition precedent shall not apply in the event that such change were to have been caused directly or indirectly by Purchaser or Purchaser's agents. (ii) From and after the Effective Date, there shall not have been or be any moratoriums in effect or be proposed that would delay use of any approvals, permits and entitlements pertaining to the Property, or prevent, restrict or delay the ability to develop the Property as then approved,permitted, zoned and entitled. (iii) From and after the Effective Date, there shall not have been or be any adverse change in the condition of Seller's title to the Property or the physical condition of the Property and all existing entitlements, permits and approvals remain in full force and effect and unmodified, except as provided herein. (iv) The Property, together with any adjoining land as Purchaser may then own or have contracted to purchase as Purchaser may wish to include in any application, has been rezoned, and any amendments to the Collier County Growth Management Plan and/or Land Development Code as are necessary to obtain the approvals that are required to satisfy the Land Use Entitlement Conditions, outlined in Exhibit E The Land Use Entitlement Condition must have been finally approved by all required government bodies with any and all applicable appeal rights or rights by third parties to challenge having expired. In order for Purchaser to be able to include any land other than the Property in its proposed rezoning of the Property and as part of its Land Use Entitlement Condition, and for the approval thereof to be a condition precedent,the following conditions must apply: (1) The owner/seller of such other or adjoining land must agree in writing that if the requested rezoning of the Property, together with such other or adjoining land is approved and thereafter the Purchaser does not close on the purchase of the Property in accord with the terms of this Agreement that the Seller and the Board of County Commissioners of Collier County shall have the right to reverse the rezoning of the Property and of any such other or adjacent land and to return it to the zoning as existed prior to the rezoning initiated by Purchaser under this Agreement; (2) Any covenants, easements or other agreements intended to burden the Property as a part of any such rezoning may only be effective if, as, and when Purchaser closes and takes title to the Property but shall also, at the Seller's option, be assignable to the Seller in the event Purchaser does not close the purchase in accord with this Agreement and Seller wishes to leave the new zoning in place. Page 8 of 22 Packet Page -364- 4/26/2016 14.B.1 . (v) Approval or confirmation of the Property Benefits defined and described in Exhibit F and inclusion in a development agreement to be entered into between Purchaser and Collier County at or before Closing. (vi) All representations and warranties of Seller remain true and correct in all material respects as of Closing. (vii) Seller performing as required under this Agreement. (viii) Any other conditions precedent set forth elsewhere in this Agreement. b. In the event that any of the foregoing conditions precedent to Closing are not satisfied by a date eighteen(18)months after the date Purchaser submits its initial application for rezoning and/or amendment(s) to the Collier County Growth Management Plan and/or Land Development Code, then, in such event, Purchaser shall have the option of: (i) waiving the condition precedent and closing without reduction to the Purchase Price in accordance with the other terms and provisions of this Agreement; or (ii) canceling this Agreement by providing Seller written notice of such cancellation no later than 9:00 AM on the date scheduled for Closing in which event Purchaser shall receive a refund of the Additional Earnest Money. In the event that Purchaser fails to timely provide Seller with written notice of its election of either option (i), or (ii) herein, then, Purchaser shall be deemed to have elected option (ii). Notwithstanding the eighteen month (18) limitation above, on written request from the Purchaser, the County Manager may, but is not obligated to, extend this 18 month period for successive 30 day periods up to a total of 6 months after the end of such 18 month period. . 10. Land Use Entitlement Condition and Property Benefit Approval. As specified in Sections 8 and 9(a)(iv), Purchaser shall have the right, prior to Closing, to file applications with Collier County to: (i) rezone the Property; (ii) amend the Comprehensive Growth Management Plan and/or Land Development Code, as applicable to the Property, consistent with the Purchaser Proposal as it may be updated in accord with Section 8 and the Land Use Entitlement Conditions. Purchaser shall pay all fees and costs of such applications. Seller agrees to execute such authorizations, designations of agents and approvals and consents as may be required for Purchaser to do so. As specified in Sections 8 and 9(a)(iv), Purchaser has the right to include additional contiguous and adjacent land owned by Purchaser, or which it may subsequently contract to purchase, in such applications subject to restrictions and limitations as set forth in this agreement. 11. Closing Date and Closing Procedures and Requirements. a. Closing Date. The closing (the "Closing") shall be held on or before fifteen (15) business days after final action by the Collier County Board of County Commission, and the expiration of all applicable appeals periods, of the last of the (i)rezoning of the Property; and (ii) amendment to the Comprehensive Growth Management Plan and/or Land Development Page 9 of 22 Packet Page -365- 4/26/2016 14.B.1 . Code, as applicable to the Property, consistent with Purchaser's Proposal and the Land Use Entitlement Conditions, but only after and conditioned on the satisfaction of all conditions set forth in Section 9. Closing shall be held at the offices of the agent for the Title Company. Closing may also occur on an earlier date at a time selected by Purchaser upon at least fifteen (15)business days prior notice to Seller. The failure of the Purchaser to close by the Closing Date without excuse in accord with the terms of this Agreement (e.g. non-satisfaction of conditions precedent and Seller failure to perform) shall result in a forfeiture of all funds held in escrow and termination of the Agreement as specified in section 17. Seller, at is sole discretion, may extend the Closing Date one time for thirty (30) days subject to an extension fee of $25,000 paid by the Purchaser. The fee is in addition to the Purchase Price and is nonrefundable. b. Conveyance of Title/Assignments/Deliveries at Closing. At the Closing, Seller shall execute and deliver to Purchaser a General Warranty Deed conveying good and marketable fee simple title to the Property subject only to the Permitted Encumbrances. Seller shall also provide Purchaser with assignments, with consents as needed, of any and all professional plans, specifications and other work product and development entitlements, approvals, credits and permits, as are applicable to the Property. Seller and Purchaser agree that such documents (including, but not limited to resolutions, certificates of good standing and certificates of authority as may be necessary to carry out the terms of this Agreement) shall be executed and/or delivered by such parties at the time of Closing, including, without limitation, a customary owner's affidavit in form sufficient to enable the Title Company to delete all standard title exceptions other than survey exceptions from the Title Policy and a certificate duly executed by Seller certifying that Seller is not a foreign person for purposes of the Foreign Investment in Real Property Tax Act (FIRPTA) which certificate shall include Seller's taxpayer identification number and address or a withholding certificate from the Internal Revenue Service stating that Seller is exempt from withholding tax on the Purchase Price under FIRPTA. Seller shall also provide Purchaser with an estoppel letter from the cell telephone tower tenant confirming: (i) the terms of the lease to be as has been represented by Seller; (ii) the status of rent and security deposits; and(iii)the absence of any rights in the Property other than as set forth in the lease. c. Prorating of Taxes, Responsibility for Assessments, and Proration of Rent. All real property ad valorem taxes and other recurring taxes and assessments applicable to, or encumbering the Property and rents shall be prorated as of the Closing Date between Seller and Purchaser. Tax and assessment prorations to be based upon the most recently available tax or general assessment rates and valuations with respect to the Property. Special assessments or liens therefor pertaining to capital improvements that benefit the Property which: (i) have been completed; or (ii) that are payable prior to the Effective Date, whether or not the improvements have been made as of the Effective Date, are to be paid by Seller. d. Closing Costs. At the Closing, Purchaser shall pay for any applicable state, county, and other applicable documentary stamps or other transfer taxes; Purchaser shall pay: (i)the cost of all of its inspections and investigations of the Property; (ii) all costs related to any Purchaser's financing; (iii) the premium on Purchaser's Title Policy and any charges for the Title Commitment; (iv) the cost of recording the general warranty deed; and (v) all other costs incurred by Purchaser. Each party shall pay its own attorneys' fees and costs. Page 10 of 22 Packet Page -366- 4/26/2016 14.B.1 . e. At closing, and as a condition to Purchaser funding the disbursement of the proceeds of the sale, the Title Company must endorse the Title Commitment and/or issue the Title Policy, in either case to: (i) insure the gap and eliminate any exceptions for it; (ii) insure title in Purchaser's name; and (iii) delete all standard exceptions other than for unpaid current taxes. f. Covenant Against Voluntary Annexation. Purchaser acknowledges that the deed conveying the Property shall include a covenant approved by the Collier County Attorney that states in substantial part that Purchaser and every successor owner in title shall not: 1) petition or otherwise request to annex the Property into a municipality; and/or 2) vote or agree in any way to a municipality initiated annexation of the Property. This covenant shall run with the Property, and will be fully binding on any successor, heir, and assign of the Purchaser. This covenant is a substantial part of the material consideration given to the County in connection with the sale of the Property. In the event the covenant is violated, Purchaser, or its then successors in interest, shall pay to the Seller all costs, including attorney's fees, incurred by the Seller in enforcing this covenant. This covenant shall be separately enforceable by the Community Redevelopment Agency of Collier County and by the Collier County Board of County Commissioners. All obligations under this Section shall survive the closing and delivery of the Warranty Deed. 12. Post-Closing Maintenance Covenant. Following Closing, Purchaser agrees that it shall use reasonable diligence to clean up the Property and thereafter maintain the Property in a manner that is consistent with that typically used by developers in urban settings who are anticipating marketing a planned development project thereon, but which is not substantially in excess of the general standard of maintenance in the Davis Triangle Area. 13. Assignment. Purchaser may assign Purchaser's rights under this Agreement to an entity that is owned by or affiliated with the current principals of Purchaser, and/or with Jerry Starkey and F. Fred Pezeshkan. 14. Possession of Property. Seller shall deliver to Purchaser full and exclusive possession of the Property on the Closing Date. 15. Condemnation/Risk of Loss. In the event that all of the Property or any portion thereof is taken by eminent domain prior to Closing, Purchaser shall have the option of either: (i) canceling this Agreement and receiving a refund of the Total Earnest Money, whereupon both parties shall be relieved of all further obligations under this Agreement except those that explicitly survive termination of this Agreement; or (ii) proceeding with Closing without reduction of the Purchase Price, in which case Purchaser shall be entitled to all condemnation awards and settlements, if any. Seller retains the risk of loss pending Closing. In the event that the Property is damaged or destroyed by fire or other casualty prior to Closing, Seller shall have the option to repair and restore it to the same condition as existed before the fire or casualty and Closing shall be deferred for up to sixty(60) days to permit such repair and restoration. If Seller elects not to repair and restore or if Seller is unable to repair and restore within such sixty (60) day period, then Purchaser shall have the option of either: (i) canceling this Agreement and receiving a refund of the Total Earnest Money, whereupon both parties shall be released from all Page 11 of 22 Packet Page -367- 4/26/2016 14.B.1 . further obligations under this Agreement except those that explicitly survive termination of this Agreement; or (ii) proceeding with Closing without reduction in the Purchase Price or claim against Seller therefor, in which case Purchaser shall be entitled to all insurance proceeds, if any, resulting from such casualty. 16. Warranties and Representations of Seller. Seller hereby represents and warrants to Purchaser, as follows: a. Seller has the full right, power and authority to enter into and deliver this Agreement and to consummate the purchase and sale of the Property in accordance herewith and to perform all covenants and agreements of Seller hereunder. b. Seller's U.S. Taxpayer Identification Number is and no withholding of sale proceeds is required with respect to Seller's interest in the Property under Section 1445(a) of the Internal Revenue Code. c. There are no present violations of any ordinances, regulations, laws or statutes of any governmental agency related to the Property or improvements thereon. d. There are not presently pending any condemnation actions with respect to the Property nor has Seller received written notice of or is Seller aware of any being contemplated. e. After the Effective Date, Seller shall not do anything to cause any change in the existing zoning classification or entitlements that benefit the Property unless requested to do so by Purchaser or consistent with the Agreement. f. There is no litigation pending against or respecting the Property. g. Seller has not heretofore entered into any agreements, or allowed or suffered to be filed or created, any new conditions, that adversely affect title, use or development of the Property that are not listed in Exhibit "D" which will be binding against the Property following Closing. h. To the best of Seller's knowledge there is no hazardous or toxic waste or contamination located on the Property. Notwithstanding anything in this Section 16 or the other provisions of this Agreement to the contrary, the correctness of any representation or warranty made by Seller under this Agreement shall also be a condition precedent to Purchaser's obligation to close as provided in Section 9 of this Agreement. The representations and warranties contained in this Section shall survive Closing. 17. Defaults. Upon a default by Purchaser under this Agreement and Purchaser's failure to cure the default within thirty (30) days following notice thereof in writing from Seller, then Escrow Agent shall pay the Earnest Money, plus any interest actually earned thereon, to Page 12 of 22 Packet Page -368- 4/26/2016 14.B.1. Seller as its sole and exclusive remedy, in lieu of all others, as liquidated damages and in full settlement of any claims or damages whereupon this Agreement shall become null and void and of no further force or effect. It is hereby agreed that Seller's damages may be difficult to ascertain and that the Earnest Money paid by Purchaser to the Escrow Agent constitutes reasonable liquidation thereof and is intended not as a penalty, but as liquidated damages, Seller shall have no right to seek specific performance of this Agreement or any claim for actual damages. Notwithstanding anything herein to the contrary, Seller shall not be required to provide said thirty (30) days notice if Purchaser's default is its failure to close on the Closing Date. Upon a default by Seller under this Agreement and Seller's failure to cure the default within thirty (30) days following notice thereof in writing from Purchaser, Purchaser may, at its option, and as its sole and exclusive remedies in lieu of all others require that the Total Earnest Money paid to the Escrow Agent, plus any interest actually earned thereon, be refunded to Purchaser by Escrow Agent or Purchaser may enforce specific performance of Seller's obligation to close under this Agreement. 18. Real Estate Brokers. Purchaser hereby represents and warrants to Seller that Purchaser has not engaged or dealt with any agent, broker or finder in regard to this Agreement or to the sale and purchase of the Property contemplated hereby. Purchaser hereby indemnifies Seller and agrees to hold Seller free and harmless from and against any and all liability, loss, cost, damage and expense, including, but not limited to, attorney's fees and costs of litigation, both prior to and on appeal, which Seller shall ever suffer or incur because of any claim by any agent, broker or finder, engaged by Purchaser, whether or not meritorious, for any fee, commission or other compensation with respect to this Agreement or to the sale and Purchase of the Property contemplated hereby. Seller hereby represents and warrants to Purchaser that Seller has not engaged or dealt with any agent, broker or finder in regard to this Agreement or to the sale and purchase of the Property contemplated. Seller hereby indemnities Purchaser and agrees to hold Purchaser free and harmless from and against any and all liability, loss, cost, damage and expense, including but not limited to attorneys' fees and costs of litigation both prior to and on appeal, which Purchaser shall ever suffer or incur because of any claim by any agent, broker or finder engaged by Seller, whether or not meritorious, for any fee, commission or other compensation with respect to this Agreement or to the sale and Purchase of the Property contemplated hereby. 19. Notices. Any notices which may be permitted or required hereunder shall be in writing and shall be deemed to have been duly given as of the date and time the same are personally delivered, transmitted electronically (i.e. telecopier device with printed transmittal confirmation) or within three (3) days after depositing with the United States Postal Service, postage prepaid by registered or certified mail, return receipt requested, or within one (1) day after depositing with Federal Express or other overnight delivery service from which a receipt may be obtained, and addressed as follows: To Purchaser Real Estate Partners International, LLC 1415 Panther Lane Naples, Florida 34109 Page 13 of 22 Packet Page -369- 4/26/2016 14.B.1 . Attn: Mr. Jerry Starkey Telephone: (239) 514-4001 Facsimile: (239) 514-4005 With a copy to: Richard C. Grant, Esq. Grant Fridkin Pearson,P.A. 5551 Ridgewood Drive, Suite 501 Naples,Florida 34108 Telephone: (239) 514-1000 Facsimile: (239) 514-0377 To Seller: Collier County Community Redevelopment Agency Attn: Leo E, Ochs Jr, County Manager 3299 Tamiami Trail East#202 Naples, FL 34112 Telephone: (239) 252-8383 Facsimile. (239)252-4010 With a copy to: Jeffrey A. Klatzow, Esq. Collier County Attorney Collier County Attorney's Office 3299 East Tamiami Trail, Suite 800 Naples, FL 34112-5749 Telephone: (239) 252-8400 Facsimile: (239) 774-0225 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. 20. Escrow Agent. The parties shall utilize the Collier County Clerk as Escrow Agent, pursuant to an agreement acceptable to the parties and the Collier County Clerk. With respect to any terms between this agreement and the escrow agreement to be entered with the Clerk, the Clerk-approved escrow agreement shall prevail. Escrow Agent, as escrow agent, is acting in the capacity of a depository only, and shall not be liable or responsible to anyone for any damages, losses or expenses unless same shall be caused by the gross negligence or willful malfeasance of Escrow Agent. In the event of any disagreement among any of the parties to this Agreement or among them or any of them and any other person, resulting in adverse claims and demands being made in connection with or for any Property involved herein or affected hereby, Escrow Agent shall be entitled to refuse to comply with any such claims or demands as long as such disagreement may continue, and in so refusing, shall make no delivery or other disposition of any Earnest Money then held by it under this Agreement, and in so doing Escrow Agent shall not become liable in any way for such refusal, and Escrow Agent shall be entitled to continue to refrain from acting until (a) the rights of adverse claimants shall have been finally settled by binding arbitration or finally adjudicated in a court assuming and having jurisdiction of the Earnest Money involved herein or affected hereby (after all applicable periods for appeal have Page 14 of 22 Packet Page -370- 4/26/2016 14.B.1. expired), or (b) all differences shall have been adjusted by agreement and Escrow Agent shall have been notified in writing of such agreement signed by the parties hereto. Further, Escrow Agent shall have the right at any time after a dispute between Seller and Purchaser has arisen, to pay any Earnest Money held by it into the registry of any court of competent jurisdiction for payment to the appropriate party, whereupon Escrow Agent's obligations hereunder shall terminate and Escrow Agent shall be automatically released of any and all obligations. All costs of the escrow and the Escrow Agent shall be shared equally between Purchaser and Seller. 21. General Provisions. No failure of either 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 either 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 otherwise, between the parties not embodied herein shall be of any force or effect. The Purchaser Proposal and Seller's solicitation have merged into it. Any amendment to this Agreement shall not be binding upon any of the parties hereto unless such amendment is in writing and executed by Seller and Purchaser. The provisions of this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, administrators, executors, personal representatives, successors and assigns. Time is of the essence of this Agreement. Wherever under the terms and provisions of this Agreement the time for performance falls upon a Saturday, Sunday, or Legal Holiday, such time for performance shall be extended to the next business day. 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. The headings inserted at the beginning of each Section are for convenience only, and do not add to or subtract from the meaning of the contents of each Section. Seller and Purchaser do hereby covenant and agree that such documents as may be legally necessary or otherwise appropriate to carry out the terms of this Agreement shall be executed and delivered by each party at the Closing. This Agreement shall be interpreted under the laws of the State of Florida. 22. Survival of Provisions. The covenants, representations and warranties set forth in this Agreement shall survive the Closing. 23. Severability. This Agreement is intended to be performed in accordance with, and only to the extent permitted by, all applicable laws, ordinances, rules and regulations. If any provision of this Agreement or the application thereof to any person or circumstance shall, for any reason and to any extent, be invalid or enforceable, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected thereby but rather shall be enforced to the greatest extent permitted by law. 24. Attorneys' Fees. In the event legal action is brought to interpret or enforce this Agreement, any provision hereof or any matter arising herefrom, the prevailing party shall be entitled to recover its reasonable costs, fees and expenses, including, but not limited to, witness fees, expert fees, consultant fees, attorney, paralegal and legal assistant fees, costs and expenses and other professional fees, costs and expenses at trial or on appeal. Page 15 of 22 Packet Page -371- 4/26/2016 14.B.1 . 25. Effective Date. When used herein, the term "Effective Date" or the phrase "the date hereof" or "the date of this Agreement" shall mean the last date that either Purchaser or Seller execute this Agreement. IN WITNESS WHEREOF, Purchaser, Seller, and Escrow Agent have caused this Agreement to be executed as of the dates set forth. WITNESSES: PURCHASER: Real Estate Partners International, LLC Witness#1 Printed name of witness#1 By: Jerry Starkey Witness#2 Title: Printed name of witness#2 Date: SELLER: Collier County Community Re-Development Witness#1 Agency Printed name of witness#1 By: Witness#2 , Chair Printed name of witness#2 Date: Page 16 of 22 Packet Page-372- 4/26/2016 14.B.1. EXHIBIT A Legal Description Page 17 of 22 Packet Page-373- 4/26/2016 14.B.1. EXHIBIT B Purchaser Proposal Proposal from Real Estate Partners International,LLC in response to Solicitation 16-6548, Sale of Gateway Triangle Parcels, dated December 15, 2015, or as amended through the inspection period or this Agreement, a copy of which can be found attached to this Agreement: Page 18 of 22 Packet Page-374- 4/26/2016 14.B.1 . EXHIBIT C Documents to be Delivered Any available records, legal documents and other information in Seller's possession or under the control of Seller concerning the Property, including, but not limited to, surveys, title insurance policies, documents listed as Schedule B exceptions in Seller's title insurance policy, leases encumbering the Property or a portion thereof, rent rolls, permits, approvals, plans and specifications, covenants, conditions and restrictions, public and private easements, soil tests, environmental assessment reports (Phase I and Phase II), stormwater co-op agreements, tax differential agreements, documents concerning pending or threatened legal actions, and notices of violations of laws, if any. Page 19 of 22 Packet Page-375- 4/26/2016 14.B.1 . EXHIBIT D Permitted Encumbrances Any matters to be shown on the Title Commitment referenced in Section 6(b)to which Purchaser does not timely object in accord with such Section 6(b). Page 20 of 22 Packet Page-376- 4/26/2016 14.B.1 . EXHIBIT E Land Use Entitlement Conditions A small-scale and/or other amendment to the Collier County Growth Management Plan and/or the Collier County Land Development Code and an amendment to the Gateway Triangle Mixed Use Overlay District Mixed Use Sub-District (GTMUD-MXD) to increase the permitted residential density of the Property from twelve (12) residential units per acre to twenty-six (26) units per acre. Any amendments to the Collier County Growth Management Plan and/or the Collier County Land Development Code and GTMUD-MXD required to change the permitted building height on the Property for residential and hotel uses from 112 feet to 200 feet (not to exceed 18 stories), or lesser amount as agreed upon during the Inspection Period, as well as any related changes to accommodate the development of the Property outlined in the Purchaser Proposal. Page 21 of 22 Packet Page-377- PROPOSAL SOLICITATION 16 -6548 SALE OF GATEWAY TRIANGLE PARCELS DECEMBER 15, 2015 Com panyOverview RealEstatePartnersInternational, LLCisaprivatecompanythat providesrealestate managementandadvisory servicesandalsopursuesthe developmentofresidential,mixed -use, master planandresort communities. Manyof its advisory engagements entail re -imagining and repositioning existing development plans and comm unities . Membersofourteam have spentdecadesbuildingvalue inthe realestate industryandhave acquired,developedand soldover$10billionofrealestate overthe lastfewdecades.The realestate previouslydevelopedormanagedbyour team while keyexecutivesatWCI CommunitiesanditspredecessorFloridaDesignCommunitiescomprisesover 40,000 residences,65 luxuryhigh-risecondominiums, 40+golfcoursesandahostofluxuryresorts, hotels, marinas, lifestyle andmixed -usedcommunities,aswell asseniorlivingcommunities,commercial andmixedusebuildings,andindustrialparksofcommerce. Wearedevelopers, valuecreators, innovatorsoflifestylecommunities, and proprietary marketing systems.Alistingof manyof thelegacycommunitiesde velopedunder thedirectionofJerryStarkeyduringhistenureas PresidentandCEO of WCIisincludedasexamplesthehighqualitydevelopmentshehasbeenassociatedwithover theyears. Additionally, imagesofprior developments,resortsandhighrisesm ay be viewed by clicking through the categories of development on the following link: www.reptrs.com Some of our recent or ongoing advisory engagements include:•Land planning,productdevelopment,and ongoinggener almanagementforlargemixed -usecommunityin Panama (Former US Air Force Base)•Investment analysisandstrategicplan for repositioningaonemillionsquare foot mixed -useFloridaasset for a Chinese owner •Re -Envision and reposition a 4,800 acre Mississi ppimixed -use communitydevelopmentcomprisedofover 15,000 homes and 2 million sqft of commercial, retailand industrialuses.•Sales, marketing and operating restructure for a Canadian destination golf resort •Acquisition diligence andmarket planning foran international developer/homebuilder •Sales and marketingservices for two luxury CaribbeanIsland destination resort communities •Re -imagining, re -planningand rezoning a fifty acre parcel in Lee Countyfor its non -profit owner .1415 Panther Lane | Naples, FL 34109 | Ph: 239 -514 -4001 | Fax: 239 -514 -4005 | www.reptrs.com MASTER Request for Proposal Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab 1:Cover Letter / Management Summary Tab 2:Land Proposal Checklist Answers Tab 3:Return to the County Tab 4:Experience & Capacity of Firm Tab 5:References Tab 6:Acceptance of Conditions Tab 7:Required Form Submittals PAGE 4 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab II Land Proposal Checklist Answers EXECUTIVE SUMMARY Real Estate Partners International, LLC (“REPTRS”), Jerry Starkey and Fred Pezeshkan (“Project Principals”) are collaborating to acquire and develop the 5.27-Acre CRA Parcel (“CRA Parcel”). REPTRS is a Delaware Limited Liability Company authorized to conduct business in Florida that provides real estate management and advisory services and also pursues the development of residential, mixed-use, master plan and resort communities. The Project Principals have decades of experience in the real estate and construction industries as detailed in their Bios in Tab 4. REPTRS and the Project Principals are collectively referred to in this Proposal as the “REPTRS Group”. Starkey and Pezeshkan have collaborated on projects previously and have assembled a talented team dedicated to assist in creating the Plan presented herein which will serve as the catalytic project to ignite re-development of the Bayshore Gateway Triangle area and beyond. The vast experience of the individual members of the consulting team is summarized in their individual resumes and bios in Tab 4. The Plan presented and discussed in this Proposal is visually iconic and will immediately attract the curiosity of those traveling by the site and signal a new vibrant era has arrived for the Gateway Triangle neighborhood. The Plan combines hotel, residential, retail, restaurant, entertainment and office uses to create a hub of activity that will serve as the foundation of a new neighborhood identity and vision for re-development of the broader Bayshore Gateway Triangle. The Plan will function well as a stand-alone mixed-use community, but its overall design and vision was derived from re-imagining the broader neighborhood and therefore the Plan also anticipates and provides for connectivity to adjacent properties so the core vision of the Plan may be expanded efficiently once the re- development spark extends to neighboring parcels. In addition to being visually iconic and a vibrant hub of activity, when developed the Plan will created tremendous value for the County’s tax base and also the surrounding area. It is estimated that the value of the improvements in place when the Plan is fully developed will be about $250 million. Additionally several hundred jobs will be created to operate and staff the hotel, retail, restaurant and entertainment venues, while hundreds will also arrive to work at the office daily. Over a hundred full time or seasonal residents will live on site and the daily tabulation of visitors, customers and patrons to the site will also significant. During construction and when complete the mixed-use community presented in the Plan and this Proposal will have a very favorable economic impact. The REPTRS Group is committed to the principles outlined in the Gateway Triangle Overlay District and the responsible development of the CRA Parcel to create an iconic and catalytic mixed-use community that will spark re-development of the area to drive higher property values and a more pleasing streetscape. PROJECT SCOPE The mixed-use planned community presented in this Proposal (“the Plan”) incorporates a vertical and horizontal mix of uses and activities designed to become a vibrant destination for residents and visitors of Naples and Collier County. Located on the 5.27-Acre CRA Parcel (“CRA Parcel”), the Plan will create a new identity for what has become known as the Gateway Triangle and serve as a catalyst for redevelopment of the broader neighborhood and pathway into East Naples. The Plan stems from re-envisioning the entire swath of property bounded by Davis Blvd. and the Tamiami Trail, from their western apex all the way to their Commercial Drive intersections and beyond— approaching even Airport Rd. Extended visioning beyond the CRA Parcel was necessary for overall community context and to assure the achievement of the published goals of the GTMXD-MUD Overlay District (“Overlay District”). As a result of this broader visioning, the Plan for the CRA Parcel is viable not only as a stand-alone community in the beginning but also designed to facilitate connectivity to the adjacent parcels and beyond, once the redevelopment spark spreads beyond the CRA Parcel. An excellent example of the favorable impact on lifestyle and property values achieved through re-imagining a community development plan unfolded over the past two decades in Downtown Naples and surrounds as a result of the catalytic plan facilitated by Andres Duaney and adopted by the leaders of the City of Naples in the early 1990s. Not without early controversy, it is clear in perfect hindsight that the visionary Downtown Naples Plan has continued to drive property value increases and motivate redevelopment, which has helped to define Naples as one of the most desirable destinations to live, work and visit. The Plan PAGE 5 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 presented in this Proposal offers the prospects of sparking decades of redevelopment and value creation moving eastward. After all, the CRA Parcel is less than a mile from downtown Naples and one day the separation may appear seamless. The Plan for the CRA Parcel embraces and incorporates each of the principles and objectives published in the Overlay District, although the residential density in the Plan stretches beyond twelve units per acre and will require a Small-Scale Amendment to the Comprehensive Plan. The increased residential density included within the Plan is one of the primary drivers incorporated to assure the broad mix of uses in the Plan have the synergy to create a vibrant destination and hub of activity and entertainment that is consistent with the market demand and financially sustainable. On balance, the increased residential density coupled with the all-suite hotel provides a sustainable baseline of on-site population that will augment those arriving to the site from origins throughout Naples and Collier County to work and play—which combined provides the critical mass to assure the Plan will successfully serve as the “Catalyst Project that will foster the revitalization of the surrounding Gateway Triangle area.” As previously noted, the Plan incorporates many compatible uses and was designed to operate as a stand-alone mixed-use community initially, while also accommodating connectivity for future expansion of redevelopment beyond the CRA Parcel. Illustrations and graphic representations of the proposed site plan, architectural renderings, and aerials are provided following page 4. The table below summarizes the various uses, densities, and relative height incorporated in the Plan, as follows: Land Use Density Relative Height Hotel 133 suites 10 story Residential 131 units 18 story Retail & Restaurant 34,767 square feet 1 story Boutique Cinema 25,444 square feet 2 story Office 60,000 square feet 11 story Structured Parking 299,547 square feet Variable The mixed-use community resulting from The Plan will immediately garner visual identity and signal a new high standard for the Gateway Triangle and surrounding area. Approaching from either direction the massing and variable heights of the buildings will provide a new skyline and set a new tempo for redevelopment of the property between Tamiami Trail and Davis Blvd. The visual character of the Plan will at once signal a new vision and migration away from the status quo of old strip centers, garages and parking lots in need of repair that dominate the streetscape presently. Prominent entryways on Tamiami Trail and Davis will serve as green vistas into the vibrant lifestyle and activities along the interior roads and walkways. As the CRA Parcel and the extended triangular area is well defined by high-traffic roadways (T amiami Trail, Davis Blvd, Commercial and Airport), it is appropriate to acknowledge the more urban character of this relatively narrow swath of land and plan to internalize the activity by incorporating more vertical density and emphasizing connectivity that is pedestrian- friendly including pocket parks and other public gathering spaces with outdoor dining and other aspects of healthy lifestyles. In this regard, the Plan connects cafes, boutique storefronts, the hotel, residences and offices through walkways, greenways and public focal points landscaped with native plantings, shade trees and ample public art. The majority of off-street parking will be provided in under-building parking structures, minimizing the amount of the site devoted to surface parking. However, limited on-street parking is provided to contribute to the urban vibe created within The Plan’s core, but not to the extent of causing congestion. Consistent with the Tab II Land Proposal Checklist Answers PAGE 6 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 objectives and guidance of the Overlay District the core of the community is a pedestrian scale urban space. The internal roadway and pedestrian circulation is protected from the traffic of Davis and Tamiami Trail and also designed to facilitate vehicular and pedestrian connectivity to adjacent properties and ultimately Commercial Drive when surrounding property owners embark upon redevelopment. It is anticipated that several restaurants will be a part of the Plan, including a rooftop restaurant incorporated on the top floor of the hotel. Also planned is an upscale cinema and discussions are planned with a goal of incorporating CineBistro as key attraction for the community. Please visit http://cinebistro.com/ to understand the unique positioning of this luxury cinema experience. The hotel is potentially an all-suite hotel comprised of studio, one and two bedroom suites. In addition to the rooftop restaurant mentioned above, the hotel will offer indoor and outdoor event space, with the ultimate size of the event spaces to be determined in the diligence period if selected as the contract purchaser of the CRA Site. The guests of the hotel are obviously key patrons and supporters of the retail, restaurant and entertainment aspects of the Plan, as are the residents of the Plan. The Plan provides for 112 condominium residences in an 18-story tower that will share parking infrastructure with the hotel. This common mixed-use hotel/condominium configuration is particularly desirable for professionals, empty nesters and second-home owners who enjoy the privacy of a separate tower that also offers the services of an adjoining hotel. In addition to the highrise condominium residences, the Plan incorporates 19 residential unites to be located atop the retail and will be ideally designed for the professional, entrepreneur or artist who may be attracted to living above her boutique shop or gallery. Once the Plan is under development it is anticipated that its popularity , aesthetics and success will provide the catalyst and value proposition for the neighboring property owners to consider the highest and best values for their property. Overtime many of these property owners will hopefully become re-developers, partners or land sellers in order to capture the newly created value sparked by the development activity of the Plan. Simply put, the Plan is the first piece of a grand puzzle to transform the character and value of the surrounding property and the REPTRS Group is prepared to work with the community and neighboring owners to assist in achieving the highest and best values by expanding the Plan beyond CRA Parcel when mutually beneficial. Graphic illustrations of the Plan and proposed building improvements are included on the following pages. Tab II Land Proposal Checklist Answers 437' 37 5 ' 4 0 5 ' 3 0 ' 30 ' 30' 30 9 ' 3 3 7 ' 3 0 ' No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com 1" = 200'-0"COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 3D - DATA N Scale: 1" = 200'-0" SITE PLAN 1 8 S T O R I E S 11 STORIES 5 S T O R I E S CINEMA 2 STORIES R E T A I L 1 0 S T O R I E S W O R K -L I V E 154'231'244'95'98'144'63'139' 1 7 1 ' 9 8 ' 4 9 ' 9 5 ' 9 6 ' 9 7 ' 4 8 ' 1 6 4 ' 3 5 8 ' 1 6 0 ' FUTURE VISION PHASE 1 FUTURE VISION No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com As indicated COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 ROOF PLAN Scale: 1" = 200'-0" SITE PLAN N RETAIL RESIDENTIAL PARKING GARAGE HOTEL OFFICE PAGE 12 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 COMMUNITY IMPACT The Bayshore/Gateway Triangle Redevelopment Area was established by the Collier County Board of Commissioners on March 14, 2000 (Resolution No. 2000-82). On June 13, 2000, the Board of County Commissioners, having made a finding of compliance with the County’s Comprehensive Plan, adopted a Community Redevelopment Plan encompassing the Bayshore/Gateway Triangle Redevelopment Area (Resolution No. 2000-181). The Community Redevelopment Plan designated the “mini-triangle” bounded by Davis Boulevard, The Tamiami Trail and Commercial Drive as the location for a “Catalyst Project” intended to stimulate “further redevelopment and improvement on surrounding properties”. The Community Redevelopment Agency has acquired approximately 5.27 acres within the mini-triangle and has sought proposals for its acquisition and development. As discussed above in the Project Scope, the proposed development will serve as a catalyst not only for the mini-triangle, but also for the entire Gateway Triangle and its surroundings. The project will establish a new identity to the area, using vertical massing (i.e., building height) to draw attention to the triangle area from all directions. Multi-story building massing will create a strong streetscape image, differentiating the Plan’s mixed-use community from its surroundings. Open parking areas and detached single story structures will be replaced by an integrated development featuring internal vehicle and pedestrian circulation, structured parking and opportunities for connectivity with its surroundings. A mix of residential, hotel, commercial, office and entertainment uses will generate activity throughout both daytime and evening hours. The cinema, restaurants and shops will create a sense of “place” that is absent within the Gateway Triangle area. Physical impact associated with the project will be minimal. The area is well served by utilities, roadways and other infrastructure. The property has been previously developed and is virtually devoid of landscaping. Therefore, despite the project’s urban characteristics, open space and landscaping will actually be increased. The community will benefit from streetscape improvements along the perimeter of the Plan, roadway and access improvements, including reduction in driveways and the replacement of curb cuts with the Plan’s well-marked and pleasing entries served by deceleration lanes, and landscaping. The mixed-use community will generate substantial tax revenue that can be reinvested into the neighborhood. The current Assessed Value of the CRA Site is approximately $2.3 million and the completed value of the mixed- use community in the Plan is expected to approximate $250 million, which would result in an Assessed Value of about $165 million. Such an Assessed Value would generate a tax increment of about $593,000 with 95% of those funds to benefit the CRA. The hotel will also generate significant tourists taxes as its annual revenue is estimated to exceed $12 million. Beyond the County taxes generated annually once the development is complete, hundreds of jobs will be created during the construction phases and ultimately these jobs will be replaced by hundreds of full-time permanent jobs. Employees and professionals who operate the hotel, provide the retail and restaurant services or arrive daily to work at the new office building will number several hundred. It is easy to envision the buzz and vibe that will exist at the mixed-use community each day when the number of onsite employees are added to the number of daily hotel guests, residents and patrons of the retail, restaurant and entertainment attractions in the Plan. When completed this mixed-use community will be a very busy hub of activity and provide a tremendous economic stimulus to the broader neighborhood. However, perhaps the most important impact of developing the Plan will be the NEW IDENTITY and WELCOME STATEMENT for both east and westbound travelers in and out of Naples and Collier County. ZONING The proposed development will comply with the development standards set forth in the Collier County Growth Management Plan and the Gateway Triangle Mixed Use Overlay District Mixed Use Sub-district (GTMUD- MXD) with the exception of residential density and building height. A small-scale amendment (encompassing an area of less than ten (10) acres) to the Growth Management Plan and an amendment to the GTMUD-MXD Tab II Land Proposal Checklist Answers PAGE 13 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 will be required increase the permitted residential density from twelve (12) residential unit per acre to twenty- six (26) units per acre. Amendment to the GTMUD-MXD will be required to change the permitted building height for residential and hotel uses from 112 (ten stories) feet to 200 feet (eighteen stories). Petitions for these amendments, and for approval of a Mixed Use Project within the Bayshore Gateway Triangle Redevelopment Area in accordance with Section 10.02.15 of the Land Development Code, are proposed to be submitted and processed simultaneously. Section 2.03.07.N. of the Collier County Land Development Code states: The purpose and intent of this District is to encourage the revitalization of the Gateway Triangle portion of the Bayshore Gateway Triangle Redevelopment Area with human-scale, pedestrian oriented, interconnected projects that are Urban in nature and include a mix of residential types and commercial uses. The Collier County Growth Management Plan states that: The intent of the redevelopment program is to encourage the revitalization of the Bayshore /Gateway Triangle Redevelopment Area by providing incentives that will encourage the private sector to invest in this urban area, and The intent of this Overlay is to allow more intense development in an urban area where urban services are available. The Growth Management Plan provides that: The “mini-triangle” catalyst project site is eligible for the maximum density of 12 units per acre, with development standards as contained in the Gateway Triangle Mixed Use district zoning overlay… Mixed Use Projects within the GTMUD-MXD are subject to the GTMUD site development standards set forth in LDC Section 4.02.16.B.1. (Dimensional and Design Standards for the GTMUD-MXD) and to the MUP approval process set forth in LDC Section 10.02.15 (requirements for Mixed Use Projects within the Bayshore Gateway Triangle Redevelopment Area. Section 10.02.15 provides that a Mixed Use Project may be approved administratively in accordance with the requirements and procedures for site development plan approval provided that it meets all site development, standards contained within Section 4.02.16 (subject only to the MUP Deviations that may receive administrative approval pursuant to LDC Section 10.2.15.B.), contain only uses permitted with the GTMUD-MXD, and does not seek additional density through the Density Bonus Pool established within the Bayshore/Gateway Triangle Overlay District. The proposed development plan, as illustrated by the conceptual site plan, is intended to comply with the above requirements, and be eligible to administrative approval, with the exception of building height and residential density. As discussed elsewhere in this proposal, greater residential density is necessary to achieve the catalytic goals and objectives of the Overlay District and can only be accommodated with additional building height. Ultimately the increase in density will provide visual identity, enhance the Plan’s feasibility and generate significant additional tax revenue. Therefore, in accordance with the terms described herein, we propose to seek amendments to the Growth Management Plan to permit increased residential density and amendments to the Land Development Code to permit increased residential density and increased building height for the residential and hotel components of the Plan. Specifically, this Proposal respectfully requests amendments to provide for an increase in permitted building height for residential and hotel uses to eighteen (18) stories and an increase in the maximum residential density to twenty-six (26) units per acre. Tab II Land Proposal Checklist Answers PAGE 14 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 FINANCING The REPTRS Group intends to purchase the property for $6,372,959 cash upon the satisfaction of all conditions of closing and is not seeking public financing to accomplish the CRA Parcel acquisition. If during the contract negotiation phase the County determines it would prefer to receive the acquisition consideration through the use of a Long Term Ground Lease (50-99 Years), the REPTRS Group is willing to accommodate the County and entertain a Long Term Ground Lease as it recognizes that such a structure may offer long term benefits to the County without significantly impacting the development and success of the Plan. It is anticipated that the ongoing capital required to develop the property beyond the CRA Parcel acquisition will come from sources typical to developments of significant scope and costs including Project Principals, Private Equity and Institutional Real Estate Funds, and traditional bank financing. While no public financing is requested in this Proposal, it is respectfully requested that the Utility and Impact Fees to be generated from the development of the Plan (estimated to exceed $5 million) be directed and utilized for like-kind improvements to the Plan consistent with the principles of the Overlay District and the Redevelopment Plan. Examples for the allocation of these funds would potentially include relocating overhead electrical lines on the perimeter of the CRA Site to underground locations along the perimeter of the CRA Parcel, and allocation to the construction of parks, green space, drainage and road improvements associated with the Plan. This Proposal to acquire the CRA Site is intended to comply with all provisions published in the RFP relating to the contract, unless mutually agreed otherwise by the Purchaser and Seller during contract negotiations. Deposit: 10% of Purchase Price Diligence Period: 120 Days Conditions Precedent to closing on the purchase to include: • Clear Title • Amendment of the Comprehensive Plan Amendment to permit the development of the improvements illustrated in the Plan. • Amendment of the GTMUD-MXD to permit the development of the improvements illustrated in the Plan. • Successful negotiation with AT&T for commitment to relocate the communication tower described in the lease contained in Addendum 2 to the RFP at no expense to the REPTRS Group. Either permanent relocation in advance of building construction or temporary removal during construction with relocation to the top of the 18-story building is acceptable if such may be accomplished in an aesthetically pleasing fashion and at no additional cost to the project or the REPTRS Group. TOTAL PROJECT VALUE The Plan comprising this Proposal is expected to result in overall costs and values as follows: • Total Construction Costs: $180,000,000 • Other Related Costs: $ 30,000,000 • Completed Project Value: $250,000,000 • Estimated Assessed Value: $165,000,000 • Estimated Tax Increment: $ 593,000 Annual The REPTRS Group is not a tax-exempt entity and would not anticipate a significant portion of the retail or commercial space being leased or sold to tax exempt entities. Tab II Land Proposal Checklist Answers PAGE 15 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab II Land Proposal Checklist Answers TIMELINE The time for planning, permitting and developing the Plan proposed herein is expected to span between forty-eight and sixty months. The estimated schedule is illustrated graphically on the following page and anticipates concurrent processing of the Small Scale Comprehensive Plan Amendment and zoning amendments to the GTMUD-MXD. Once the applications for amendment are prepared and submitted, eleven months are allocated for processing the concurrent amendments. If the amendments are not processed concurrently, the overall schedule could expand by nine months or more. Upon completion of the Comp Plan and Zoning Amendments, the various buildings incorporated in the Plan will be permitted and construction will commence. It is anticipated that construction will be accomplished in three phases and that the overall construction period will span three years or more depending upon market and building conditions. Timeline on following page. PROJECT DEVELOPMENT TIME LINE SOLICITATION 16-6548 SALE OF GATEWAY TRIANGLE PARCELS 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 60 Contract Negotiation & Approval Due Diligence Preparation of Plans & Applications Entitlements & Permits Comp Plan Amendment (Small Scale) LDC (BGTA Overlay) Amendments Environmental Permits Site Development Plan (SDP) Construction Plans & Building Permits Demolition / Site Preparation Construction Phase I - Retail Phase II - Retail / Hotel / Residential Phase III - Retail / Office Development Time Line Months PAGE 17 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab II Land Proposal Checklist Answers TEAM EXPERIENCE The REPTRS Group has assembled a very experienced and talented team with significant and prior success with projects of significant scale. The team is comprise of the following companies and individuals: • Developer: Real Estate Partners International, LLC • Developer & Project Principal: Jerry Starkey • Developer & Project Principal: Fred Pezeshkan • Architect: Zyscovich Architects (Bernard Zyscovich and Suria Yaffar) • Contractor: Manhattan Construction • Engineer: Hole Montes (Robert J. Mulhere, W. Terry Cole, Thomas M. Murphy) • Urban Planning and Parking Expert: Charles J. Thomas The Bios and Resumes of the Team are included in Tab 4. Several of the team members have worked extensively together in the past including Jerry Starkey and Fred Pezeshkan during Starkey’s tenure as President and CEO of WCI Communities when Pezeshkan’s Kraft Construction Company was the general contractor for several WCI highrises built in Bonita Springs, Collier County and Marco Island. Jerry Starkey has led the development and sale of more than forty thousand homes during his career valued at more than $10 billion. Most of these residences were contained in large-scale master planned communities, resorts, and highrise condominiums developed by the companies he previously led including WCI Communities and its predecessor, Florida Design Communities—mostly in Florida, but also in New York, New Jersey, Connecticut, Maryland, and Texas. Many of the developments throughout his career have created a spark for new growth in areas previously considered “pioneering”. Fred Pezeshkan has enjoyed an illustrative career over thirty years as a developer and also as a large and successful general contractor known as Kraft Construction. Pezeshkan’s Kraft Construction was ranked by Inc. as One of the Fasted Growing Companies in the Country in 2003. Kraft reached annual volumes of more than $650 million in construction under Fred Pezeshkan’s leadership and was one of the largest general contractors in the state of Florida. Pezeshkan serves as the Florida Chairman of Manhattan Construction. Hole Montes and Mr. Thomas have collaborated in the past with Fred Pezeshkan. The professionals comprising the team have high ethical and professional standards and share a common vision of collaborating to build significant value and an iconic mixed-use community under the direction of the REPTRS Group. Yes/No (Y/N)Scope of Work Dollar Value Units Square Footage Time Required (Months)Comments Y Project Scope - Includes: (1) conceptual site plan that indicates proposed buildings, parking areas and integration into the surrounding areas, (2) clearly identifies proposed land uses, i.e., residential, hotel, office, retail/restaurant, public and/or other uses LAND USES SEE TAB 2 Y Residential 131 232,390 24 Y Hotel 133 132,556 24 Y Retail 60,211 12 Y Restaurant 10,000 12 Plus Hotel Restaurant Y Office 60,000 15 Y Public Space Various Parks, Hotel, Retail, Restaurants, Cinema Y Structured Parking 299,547 779 Spaces Toals 264 794,704 48-60 Community Impact - Describes compatibility with the surrounding area SEE TAB 2 Y Zoning - Identifies desire for existing zoning (C-4), GTMUD-MXD or other specific rezoning SEE TAB 2 Y g () g g straight purchase, request for public dollars, financial partnership with County, repayment/rebates after project SEE TAB 2 & TAB 3 Y Total Project Value - Includes: (1) construction value, (2) taxable value, (3) discussion of contribution to economy and community benefit and tax base, (4) if public use is identified $180M CONST. VALUE $250M MKT VALUE $165M EST. ASSESSED VALUE $593K EST. TAX INCR. SEE TAB 2 Timeline - identifies project milestones SEE TAB 2 & TAB 7 Y Team Experience - Describes firm, office locations, team members, previous similar projects, qualification of associates, organizational flow chart SEE TAB 4 Y Additional Information - Support the proposal THROUGHOUT Bayshore Gateway CRA Proposal Checklist and Summary Sheet PAGE 19 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab III Return to the County PURCHASE SUMMARY The REPTRS Group intends to purchase the property for $6,372,959 payable in U.S. Dollars at closing, to occur upon the satisfaction of the closing conditions listed below. This Proposal to acquire the CRA Site is intended to comply with all provisions published in the RFP relating to the contract, unless mutually agreed otherwise by the Purchaser and Seller during contract negotiations. The proposed purchase structure is summarized below: Deposit: 10% of Purchase Price Diligence Period: 120 Days Closing: 30 days after conditions precedent satisfied (estimate 14-18 Months) Conditions Precedent to closing on the purchase to include: • Clear Title • Amendment of the Comprehensive Plan Amendment to permit the development of the improvements illustrated in the Plan. • Amendment of the GTMUD-MXD to permit the development of the improvements illustrated in the Plan. • Successful negotiation with AT&T for commitment to relocate the communication tower described in the lease contained in Addendum 2 to the RFP at no expense to the REPTRS Group. Either permanent relocation in advance of building construction or temporary removal during construction with relocation to the top of the 18-story building is acceptable if such may be accomplished in an aesthetically pleasing fashion and at no additional cost to the project or the REPTRS Group. If during the contract negotiation phase of the process the County determines it would prefer to receive the acquisition consideration through the use of a Long Term Ground Lease (50-99 Years), the REPTRS Group will consider such an accommodation for the County and entertain a Long Term Ground Lease as we recognize that such a structure may offer long term benefits to the County without significantly impacting the development and success of the Plan. As stated in the above conditions to closing and as discussed in the Zoning Section of the Project Summary contained in Tab 2, the catalytic mixed-used community presented in the Plan and this Proposal will require a Small Scale Comprehensive Plan Amendment and an amendment to the GTMUD-MXD zoning. It is estimated that the value of the fully developed mixed-use community described in the Plan will be approximately $250 million. PAGE 20 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 TEAM EXPERIENCE The REPTRS Group has assembled a very experienced and talented team with significant and prior success with projects of significant scale. The team is comprise of the following companies and individuals: • Developer: Real Estate Partners International, LLC • Developer & Project Principal: Jerry Starkey • Developer & Project Principal: Fred Pezeshkan • Architect: Zyscovich Architects (Bernard Zyscovich and Suria Yaffar) • Contractor: Manhattan Construction • Engineer: Hole Montes (Robert J. Mulhere, W. Terry Cole, Thomas M. Murphy) • Urban Planning and Parking Expert: Charles J. Thomas The Bios and Resumes of the Team are included in Tab 4. Several of the team members have worked extensively together in the past including Jerry Starkey and Fred Pezeshkan during Starkey’s tenure as President and CEO of WCI Communities when Pezeshkan’s Kraft Construction Company was the general contractor for several WCI highrises built in Bonita Springs, Collier County and Marco Island. Jerry Starkey has led the development and sale of more than forty thousand homes during his career valued at more than $10 billion. Most of these residences were contained in large-scale master planned communities, resorts, and highrise condominiums developed by the companies he previously led including WCI Communities and its predecessor, Florida Design Communities—mostly in Florida, but also in New York, New Jersey, Connecticut, Maryland, and Texas. Many of the developments throughout his career have created a spark for new growth in areas previously considered “pioneering”. Fred Pezeshkan has enjoyed an illustrative career over thirty years as a developer and also as a large and successful general contractor known as Kraft Construction. Pezeshkan’s Kraft Construction was ranked by Inc. as One of the Fasted Growing Companies in the Country in 2003. Kraft reached annual volumes of more than $650 million in construction under Fred Pezeshkan’s leadership and was one of the largest general contractors in the state of Florida. Pezeshkan serves as the Florida Chairman of Manhattan Construction. Hole Montes and Mr. Thomas have collaborated in the past with Fred Pezeshkan. The professionals comprising the team have high ethical and professional standards and share a common vision of collaborating to build significant value and an iconic mixed-use community under the direction of the REPTRS Group. Bios in following pages. Tab IV Experience & Capacity of Firm PAGE 21 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC PROPOSAL SOLICITATION 16 -6548 SALE OF GATEWAY TRIANGLE PARCELS DECEMBER 15, 2015 Company Overview Real Estate Partners International, LLC is a private company that provides real estate management and advisory services and also pursues the development of residential, mixed -use, master plan and resort communities. Many of its advisory engagements entail re -imagining and repositioning existing development plans and comm unities . Members of our team have spent decades building value in the real estate industry and have acquired, developed and sold over $10 billion of real estate over the last few decades. The real estate previously developed or managed by our team while key executives at WCI Communities and its predecessor Florida Design Communities comprises over 40,000 residences, 65 luxury high -rise condominiums, 40+ golf courses and a host of luxury resorts, hotels, marinas, lifestyle and mixed -used communities, as we ll as senior living communities, commercial and mixed use buildings, and industrial parks of commerce. We are developers, value creators, innovators of lifestyle communities, and proprietary marketing systems. A listing of many of the legacy communities de veloped under the direction of Jerry Starkey during his tenure as President and CEO of WCI is included as examples the high quality developments he has been associated with over the years. Additionally, images of prior developments, resorts and highrises m ay be viewed by clicking through the categories of development on the following link: www.reptrs.com Some of our recent or ongoing advisory engagements include: •Land planning, product development, and ongoing gener al management for large mixed -use community in Panama (Former US Air Force Base) •Investment analysis and strategic plan for repositioning a one million square foot mixed -use Florida asset for a Chinese owner •Re -Envision and reposition a 4,800 acre Mississi ppi mixed -use community development comprised of over 15,000 homes and 2 million sqft of commercial, retail and industrial uses. •Sales, marketing and operating restructure for a Canadian destination golf resort •Acquisition diligence and market planning for an international developer/homebuilder •Sales and marketing services for two luxury Caribbean Island destination resort communities •Re -imagining, re -planning and rezoning a fifty acre parcel in Lee County for its non -profit owner . 1415 Panther Lane | Naples, FL 34109 | Ph: 239 -514 -4001 | Fax: 239 -514 -4005 | www.reptrs.com PAGE 22 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Company Overview Real Estate Partners International, LLC is a private company that provides real estate management and advisory services and also pursues the development of residential, mixed -use, master plan and resort communities. Many of its advisory engagements entail re -imagining and repositioning existing development plans and communities . Members of our team have spent decades building value in th e real estate industry and have acquired, developed and sold over $10 billion of real estate over the last few decades. The real estate previously developed or managed by our team while key executives at WCI Communities and its predecessor Florida Design C ommunities comprises over 40,000 residences, 65 luxury high -rise condominiums, 40+ golf courses and a host of luxury resorts, hotels, marinas, lifestyle and mixed -used communities, as well as senior living communities, commercial and mixed use buildings, a nd industrial parks of commerce. We are developers, value creators, innovators of lifestyle communities, and proprietary marketing systems. A listing of many of the legacy communities developed under the direction of Jerry Starkey during his tenure as Pres ident and CEO of WCI is included as examples the high quality developments he has been associated with over the years . Additionally, images of prior developments, resorts and highrises may be viewed by clicking through the categories of development on the following link: www.reptrs.com Some of our recent or ongoing advisory engagements include: •Land planning, product development, and ongoing general management for large mixed -use community in Panama (Former US Air F orce Base) •Investment analysis and strategic plan for repositioning a one million square foot mixed -use Florida asset for a Chinese owner •Re -Envision and reposition a 4,800 acre Mississippi mixed -use community development comprised of over 15,000 homes a nd 2 million sqft of commercial, retail and industrial uses. •Sales, marketing and operating restructure for a Canadian destination golf resort •Acquisition diligence and market planning for an international developer/homebuilder •Sales and marketing service s for two luxury Caribbean Island destination resort communities •Re -imagining, re -planning and rezoning a fifty acre parcel in Lee County for its non -profit owner . 1415 Panther Lane | Naples, FL 34109 | Ph: 239 -514 -4001 | Fax: 239 -514 -4005 | www.reptrs.com PAGE 23 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Naples, Florida | 8 JERRY L. STARKEY – CEO & PR O JECT P R I N CIPAL Jerry Starkey has spent thirty years in the Real Estate and related industries . Prior to founding Real Estate Partners International, he was Chief Executive Officer of WCI Communities, a company that he helped lead and grow over a twenty year period from less than $25 million in annual revenue to over $2.6 billion in annual revenue. Builder Magazine and The National Association of Homebuilders recognized WCI as America’s Best Builder in 20 04 . WCI and its predecessor company, where Mr. Starkey also served as President, developed highly amenitized master planned communities serving primary, second home and active adult consumers. A leading developer of luxury and resort communities serving a n affluent clientele, WCI was consistently a top ranked US homebuilder, community developer, and one of the country’s leading developers of luxury high rise condominiums during Mr. Starkey’s tenure . During his career, Mr. Starkey has led the acquisition , entitl ement and develop ment of tens of thousands of acres of land, created hundreds of subdivisions and communities constructed over 40,000 single and multi -family homes including more than 65 luxury highrise condominium buildings. He has developed several luxury hotels, developed and operated over 40 golf courses and country clubs, and a variety of deep -water marinas and boat storage facilities . Mr. Starkey has also led the creation and growth of large real estate services businesses, including a retail r eal estate brokerage firm with over 2,000 agents and annual transaction volume in excess of $4 billion, and mortgage banking and title insurance brokerage firms, each with annual transaction volumes in excess of $500 million . Starkey also served as the founding President of Aston Care Services, a developer and operator of independent and assisted living campuses. Mr. Starkey resides in Naples, Florida and is active in children and educational charities. He has been a Trustee of the Naples Childre n and Education Foundation since 200 4 and is also on the Board of Healthcare Network of Southwest Florida. Starkey has served on the board of the Florida Justice Reform Institute since 2005, and is also the Chairman of Integral Quality Care . Mr. Starkey previously served on the Board of Florida Gulf Coast University from 2001 through 2011 and was a member of the Florida Council of 100 from 2005 through 2010. Starkey is a member of the State Bar of Texas. PAGE 24 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Naples, Florida | 2 LEGACY PROJECT S PRIOR -COMPANY AFFILIATIONS HIGHRISE CONDOMINIUMS COMMUNITY UNITS PRICEPOINT Southwest Florida The Colony Sorrento 72 $520,000 Palermo 71 $950,000 La Scala 64 $1,600,000 Treviso 76 $975,000 Navona 100 $605,000 Casa a t Castella 24 $ 977,000 Mansion at Castella 24 $ 977,000 Villa at Castella 24 $ 977,000 Florencia 118 $1,060,000 Bay Colony Biltmore 75 $1,065,000 Mansion La Palma 26 $ 590,000 Windsor 31 $3,150,000 Toscana 65 $ 780,000 Salerno 69 $ 870,000 Tri este 106 $2,260,000 Pelican Bay Marbella 118 $ 615,000 Coronado 99 $ 510,000 COMMUNITY UNITS PRICEPOINT Tiburon South Florida The Resort at Singer Island The Residences 66 $1,600,000 The Resort 239 $ 675,000 One Bal Harbour The Residences 185 $1,900,000 The Regent, Hotel suites 124 $ 925,000 Williams Island Belle Mare 210 $ 850,000 Deering Bay Verona 46 $ 665,000 Siena 42 $ 885,000 Milano 43 $1,065,000 Jupiter Yacht Club COMMUNITY UNITS PRICEPOINT Northeast Florida Savona 35 $825,000 Cambria 60 $ 975,000 Tuscany 64 $1,280,000 Le Jardin 26 $2,575,000 New Jersey Watermark on the Hudson 206 $1,000,000 Montenero 133 $1,000,000 The Pointe 48 $ 525,000 Cove Towers The Mariner 23 $ 795,000 Aruba 50 $ 345,000 The Admiral 2 3 $ 800,000 Bequia 50 $ 378,000 The Commodore 22 $ 955,000 Caribe 56 $ 498,000 The Anchorage 34 $ 935,000 Montego 58 $ 743,000 Nevis 58 $ 795,000 Hammock Bay Aversana 113 $750,000 Serano 116 $568,000 Lesina 116 $1,120,000 Cape Marco Belize 148 $1,550,000 Veracruz 123 $2,000,000 COMMUNITY UNITS PRICEPOINT Burnt Store Marina Harbor Towers I 60 $ 170,000 Harbor Towers II 60 $ 205,000 Vista Del Sol Resort 60 $ 300,000 Grande Isle Towers I 49 $ 5 40,000 Grande Isle Towers II 63 $ 540,000 Grande Isle Towers III 55 $ 640,000 Grande Isle Towers IV 49 $ 650,000 Other South Florida Condos Mosaic 91 $1,400,000 One Watermark Place 48 $2,700,000 Oceanside 186 $1,300,000 One Singer Island 15 $3,200,000 West Central Florida Ritz Carlton Sarasota Tower Residences 80 $1,900,000 Westshore Yacht Club Castillo 80 $ 995,000 Florida Panhandle Lost Key Galia at Lost Key Marina 70 $ 475,000 Ventanas Naples Cay 82 $ 535,000 Costa Verano Hammock Dunes 100 $ 950,000 The Seasons 43 $3,300,000 Portofino 58 $ 875,000 PAGE 25 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Naples, Florida | 4 LEGACY PROJECT S PRIOR -COMPANY AFFILIATIONS GOLF COURSE & MARINA COMMUNITIES Hammock Bay Golf and Country Club 800 $ 800,000 18 holes golf, Tennis &Fitness West Central Florida Sun City Center 10,000 $ 350,0 00 198 holes golf, Tennis & over 200,000 sq.ft. indoor recreation COMMUNITY UNITS Southwest Florida PRICEPOINT COMMUNITY Westshore Yacht Club UNITS 650 PRICEPOINT $ 950,000 Gulf Harbour Yacht &Country Club 800 $ 750,0 00 149 slip Marina, Fitness, Dining Club &Spa 18 holes Golf, Tennis, 186 slip Marina Walden Lake Polo & Country Club 2,000 $ 350,000 Burnt Store Marina &Golf Club 900 $ 500,000 27 holes Golf, Tennis, Fitness, Polo & 27 holes Golf, 600 slip Ma rina, Seafood Restaurant Equestrian Facilities Gateway 1,100 $ 350,000 Waterlefe Golf & River Club 650 $ 500,000 18 holes Golf, Tennis, Fitness & 18 holes Golf, 60 slip marina, River Club Community Parks,Park Tidewater Preserve 980 $ 700,0 00 The Colony Golf and Bay Club 1,600 $ 950,000 149 slip Marina, Tennis &Clubhouse 18 holes Golf, Tennis, Dining Club, Venetian Golf and River Club 1,300 $ 450,000 Private Island Beach Club 18 holes Golf, Tennis, Fitness & River Club Pelican Sound 1,200 $ 450,000 27 holes Golf, Tennis &Fitness South Florida Pelican Landing 1,400 $ 500,000 Parkland Golf & Country Club 900 $ 900,000 27 holes Golf, Tennis, Private Island Beach Club 18 holes golf,Tennis Wildcat Run 400 $ 50 0,000 Heron Bay 2,000 $ 750,000 18 holes Golf 18 holes Golf, Tennis,Community Pelican Marsh 1,500 $ 750,000 Clubhouses &Recreation 18 holes Golf, Tennis &Fitness Old Palm Golf Club 300 $2,000,000 Estates of Bay Colony 80 18 holes Golf, Ten nis & Beach Club $4,500,000 18 holes Golf, Fitness &Spa Harbour Isles 105 $3,000,000 Deep Water Canal/ICWFront Homes with Private Dockage Keys Gate Golf & Country Club 18 holes Golf, Tennis &Fitness 1,000 $ 250,000 Florida Panhandle Lost Key Golf & Beach Clu b 18 holes Golf, Tennis &Fitness 1,600 $ 650,00 0 Lost Key Marina & Yacht Club 150 Slip Marina, Yacht Club & Marina Retail 70 $ 475,000 PAGE 26 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Naples, Florida | 5 LEGACY PROJECT S PRIOR -COMPANY AFFILIATIONS RESORT, HOTELS, VACATION & RESIDENCE CLUBS COMMUNITY Southwest Florida UNITS PRICEPOINT COMMUNITY The United Kingdom UNITS PRICEPOINT Tiburon 750 $ 750,000 The Mayfair Grand Residence 36 holes Golf, Spa & Fitness Ritz Carlton 295 Fractional Ownership Apartments 49 Golf Resort, Naples Hotel Rooms &Suites Fractional Ownership Interests 588 $12,000 Hyatt Regency Coconut Point Resort &Spa 454 The Edinburgh Residence 18 hole s Golf, Private Island Beach Club Timeshare Apartments 33 Hyatt Coconut Plantation —A Hyatt Vacation Timeshare Weeks 1,650 $12,000 Club Resort The Glasgow Residence Timeshare Condominiums Timeshare Apartments 31 Timeshare weeks Timeshare Weeks 1,550 $12,000 Central Florida France Signature Resorts -Orlando The Paris Residence Timeshare Condominiums 300 Timeshare Weeks 15,000 $12,000 Sun City Center Inn Active Adult/Resort Hotel Golf Academy 100 South Florida The Resort at Si nger Island Starwood Luxury Collection Hotel Spa & Beach Club 239 $ 675,000 Timeshare Apartments 31 Timeshare Weeks 1,550 $12,000 Italy Borgo di Colleoli of Tuscany Timeshare Villas 30 Timeshare Weeks 1,500 $12,000 Whole Ownership Villas 30 Barbado s Fairmont Heritage Place Private Residence Club Homes 26 Fractional Ownership Interests 260 $ 200,000 Luxury Condominium Residences One Bal Harbour 66 $1,600,000 Five Star Condo -Hotel Spa & Beach Club 124 $ 925,000 Luxury Condominium Residences 185 $1,900,000 Signature Resorts —South Beach Timeshare Condominiums 80 Timeshare Weeks 4,000 $12,000 South Carolina Signature Resorts —Hilton Head Timeshare Condominiums 120 Timeshare Weeks 6,000 $12,000 PAGE 27 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Naples, Florida | 6 LEGACY PROJECT S PRIOR -COMPANY AFFILIATIONS MASTER PLAN COMMUNITIES COMMUNITY Florida UNITS PRICEPOINT Evergreen Clubhouse, fitness, walking trails 950 $ 750,000 Parkland Isles Clubhou se, tennis,fitness 182 $ 450,000 Hampton Park Clubhouse, pool, fitness, walking trails 750 $ 500,000 Artesia Clubhouse, pool,fitness 725 $ 450,000 Heron Preserve Clubhouse,pool,fitness 84 $ 400,000 Tarpon Bay Clubhouse,fitness 150 $ 350,000 Northeast USA Four Corners Clubhouse,pool,fitness 261 $ 600,000 Rivington Clubhouse,pool,fitness 1,215 $ 550,000 Mid Atlantic USA Greenmill Preserve Community pool 108 $ 900,000 Poplar Park Community Park,walking trails 38 $1,400,000 ACTIVE ADULT & SENIOR LIVING COMMUNITIES COMMUNITY UNITS PRICEPOINT Florida Sun City Center 10,000 $ 350,000 Age Restricted, 198 holes Golf, Tennis &Fitness, 200,000 Sq. Ft. Indoor Recreation Pelican Preserve 2,760 $ 350,000 Age Restricted, 27 ho les Golf, Tennis &Fitness, 50,000 Sq Ft Town Center Keys Gate 1,000 $ 250,000 Age Targeted, 18 holes golf The Courtyards at Sun City Center Age restricted retirement living with meals &services. Independent Living Apartments 300 Rental Assisted Living and Memory Impaired 100 Rental Aston Gardens at Sun City Center Age restricted retirement living with meals &services. Independent Living Apartments 300 Rental The Marbella at Pelican Bay 118 $ 615,000 Age Restricted w/Meals & Services, Respite Suites New York Encore Atlantic Shores 240 $ 600,000 Age Restricted, Clubhouse &Fitness Encore Lake Grove 271 $ 700,000 Age Restricted, Clubhouse &Fitness Encore Monroe 397 $ 450,000 Age Restricted, Clubhouse &Fitness Kensington Parc Community Park 34 $1,000,000 Occo quan Reach Clubroom,fitness 35 $ 600,000 PAGE 28 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Real Estate Partners International, LLC Naples, Florida | 7 LEGACY PROJECT S PRIOR -COMPANY AFFILIATIONS URBAN INFILL & MIXED USE COMMUNIT Y UNITS PRICEPOINT Florida Westshore Yacht Club Brownfield Manufacturing Mitigation, Two High Rise Condos, Single & Multifamily Residences, 149 Slip Marina, Dining Club &Spa 650 $ 950,000 The Watermark Commercial Demolition , High Rise Condomini um, 18 Slip Marina 48 $2,700,000 City Side Brownfield Mitigation,Multifamily 180 $ 300,000 Jupiter Yacht Club Five High Rise Condominiums, 99 Slip Marina, Mixed Use Retail, Commercial &Hotel 150 $ 800,000 One Bal Harbour Five Star Condo -Hotel Spa & Beach Club 124 $ 925,000 Luxury Condominium Residences 185 $1,900,000 The Mosaic Beach Front High Rise 91 $1,400,000 Gateway Single & Multi -Family Residences, 18 holes Golf & Community Clubhouses, Mixed Retail, Commercial & Industrial Uses 1,100 $350,000 Northeast USA Watermark on the Hudson Brownfield Mitigation, Highrise Condominium 206 $1,000,000 Rivington Former Union Carbine Corporate Campus 1,215 $ 550,000 PAGE 29 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Fred Pezeshkan, Project Principal Fred Pezeshkan is a graduate of Ohio State University with a degree in civil engineering. He has been a resident of Southwest Florida for over 35 years and currently serves Manhattan Construction Company as Florida Chairman. Prior to Manhattan Construction Company Fred served as President and CEO of Kraft Construction Company, 1979 – 2008, prior to Kraft, Fred owned a large multi-discipline construction management company in Germany and the Middle East, which designed and managed large turnkey projects ranging from $1 million to $100 million. His experience is as diverse as the types of construction performed by Manhattan Construction, giving the company a wealth of experience upon which to draw because of his zealous approach to business development. Kraft Construction Company served the entire state of Florida with offices located in Tampa, Fort Myers, Naples and Sarasota. Recognized for a high level of experience and quality within a diverse construction market of high-rise condominium, institutional, medical and government construction. Company’s exceed a volume of over $650 million plus. Under Fred’s leadership, his construction company has received national recognition. In 2003, ranked by INC. 500 as one of the Fastest Growing Companies in the country. Engineering News Record (ENR) Magazine ranked Kraft among the top 100 Construction Management at Risk companies and among the top 400 General contractors in the country. In 2005, Florida Trend ranked his company among the top 200 Private Companies in Florida and the highest ranked general contractor in Lee and Collier County by Gulfshore Business Magazine. Southeast Construction magazine ranked then Kraft Construction No. 10 in the Top 100 Contractors in the Region (the highest ranked “Florida-only” builder) in 2005. Fred is married to Stephanie and has two sons: Kourosh (KP) and Alexander and two daughters, Karina and Sophia. Fred is very active in the community and has served on or chaired many civic and charitable boards. He has been active in the Heart Ball, Hospital Ball and many other fund-raising events. He served as the Co-Chair for the Naples community Hospital Capitol Campaign, raising over $35 million. He served on the boards of many business organizations and have served as the Chairman of the Collier County Economic Development Council and has served on the board of Naples Community Hospital Foundation Board. Fred, is an active member of The Florida Council of 100. CEOs invited Fred into the Council which represent a cross-section of key business leadership in Florida. In addition, Fred is on the Advisory Board of Business Incubator, Chair of Healthcare Network and on the Board of Sanibel Captiva Trust Company. One of Fred’s passions is a commitment to provide an education to people of all ages. He has chaired the Community School of Naples Angel Ball and World Class Polo, and also successfully chaired the first Renaissance Ball for Florida Gulf Coast University. For the last 15 years, Fred has co-chaired the Annual Celebration of Reading, benefiting the Governor Bush Family Literacy Initiative. Fred also is the Past-Chair of the Florida Gulf Coast University. In 2001, Fred was named Laureate for the Junior Achievement Business Leadership Hall of Fame and has served as Chair on the Advisory board for the Hall of Fame. In 2005, Fred was awarded the Holland T. Salley Leadership in Fostering Education (LIFE) award by Edison College in recognition of his contributions to education. Fred is one of the original founders of the 30 year old Community School of Naples that has grown from 50 students in 1982 to its current 800 students in 2014/2015. The Community School of Naples, is now one of the top schools in Florida. Fred’s commitment to education and involvement in the construction industry inspired his vision and realization of Florida Gulf Coast University’s Real Estate Development MBA program. Through Kraft Construction, Fred established the Kraft Construction Company, Inc. Scholarship Fund FRED PEZESHKAN - PROJECT PRINCIPAL PAGE 30 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 FRED PEZESHKAN - PROJECT PRINCIPAL to be administered by Florida Gulf Coast University. This scholarship fund allows the employees and children of employees at Kraft to be given first consideration for a scholarship award. During the past 20 years, Fred has been personally involved in raising over $100 million for various non-profit organizations in South Florida. In addition, Fred’s Construction Company’s charitable contributions have totaled more than one quarter of a million dollars annually, and 95% of that money stays and works here locally. Fred’s hobbies are tennis, fishing and skiing. He loves to travel and to meet new people. In Southwest Florida, Fred can certainly be counted as an outstanding citizen as evidenced by the positive impacts of his efforts that reach throughout the entire State of Florida. 365 Fifth Avenue South (3 story commercial – 3rd floor 7 apartments) 375 Fifth Avenue South (3 story commercial – 3rd floor 5 apartments) 405 Fifth Avenue South (2 story commercial building) 625 Fifth Avenue South (3 story condominium project) 780 Fifth Avenue South (3 story retail & residential condos – 14 Res units on 2nd & 3rd floor) 900 Fifth Avenue South (3 story mix use (3rd floor 3 Res units) (1st & 2nd Commercial) La Majorca Condominium (6th Street South & 4th Avenue South) The Naples Bay Resort & Marina (mixed use resort community offering hotel, residences, cottage units, marina, retail shoppes, restaurants, amenity clubhouse) Esplanade on Marco Island (waterfront mixed use project offering retail, commercial, & residential units) Audubon Center & Audubon South (strip mall with retail & commercial tenants) Kraft Office Center (Off of Pine Ridge Road offering Class A office space) Metro Daniels Building (corner of Metro & Daniels in Fort Myers offering Class A office space) Plaza Five Points (mixed use 16 story tower building in downtown Sarasota offering 100,000SF of Class A commercial space & 50 luxurious condominium units, also contains a 400 space parking deck within the tower) Ashley Court (residential condominium project located within Olde Naples) Devon Court (residential condominium project located within Olde Naples) The Crescent (condominium project within the Pelican Bay community) Bellerive (condominium project within the Vineyards golf course community) Medical Arts Building — located on 2nd Avenue North, City of Naples Chanteclair at Pelican Bay F. FRED PEZESHKAN PROJECTS AS A DEVELOPER Experience & Capacity of Firm - Fred Pezeshkan, Project Principal Tab IV PAGE 31 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 The Naples Bay Resort & Marina (mixed use resort community offering hotel, residences, cottage units, marina, retail shoppes, restaurants, amenity clubhouse) Esplanade on Marco Island (waterfront mixed use project offering retail, commercial, & residential units) Plaza Five Points (mixed use 16 story tower building in downtown Sarasota offering 100,000SF of Class A commercial space & 50 luxurious condominium units, also contains a 400 space parking deck within the tower) Ave Maria University North Naples NCH Hospital Naples Community Hospital Moraya Bay Beach Tower The Dunes Condominiums Florida Southwestern State College Collier County Campus North Collier Regional Park Gulf Coast High School Golden Gate High School High Point Place I & II Downtown Fort Myers Streetscape & Utility Replacement Jasmine Bay Condominiums Belize at Cape Marco Condominium Veracruz at Cape Marco Condominium Madeira on Marco Island Condominium Cozumel at Cape Marco Marco Island Yacht Club Regatta at Vanderbilt Beach Collier County Courthouse Collier County Courthouse Annex Treviso at the Colony Monterrey at Cape Marco Collier County Emergency Operations Center Naples Jail Center Expansion Marina South at Cape Harbour I & II Moorings Park Buildings L,M,N Florida Gulf Coast University South Village Student Housing Florida Gulf Coast University Engineering Building Florida Gulf Coast University Academic Building 7 Florida Gulf Coast University Academic Building 8 - Marieb Hall Florida Gulf Coast University North Lake Village Student Housing II - VII Florida Gulf Coast University Alico Arena Naples Beach Hotel & Golf Club F. FRED PEZESHKAN PROJECTS AS A CONTRACTOR Experience & Capacity of Firm - Fred Pezeshkan, Project Principal Tab IV PAGE 32 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV WE MAKE PEOPLE PLACES. Zyscovich Architects is a leading provider of world-class architecture, interior design and urban planning services. With more than 100 employees and offi ces in Miami, West Palm Beach, Orlando and New York City, the fi rm serves a broad range of clients representing both the public and the private sectors. Over the past 38 years the fi rm has been consistently recognized for both our innovation and our practical approach to design. Our extensive portfolio includes multi-family housing, entertainment, retail, transportation, hospitality, corporate, governmental, fi nancial and educational facilities throughout the United States, the Caribbean and South America. Zyscovich’s team approach as planners, architects, and interior designers is to rationalize and facilitate the process from a project’s inception through its successful completion. We off er a comprehensive scope of services by partnering with the client, consultants, and construction manager to develop solutions that will be thoroughly integrated with the client’s vision. The quality of our staff , coupled with our size and proven expertise, enables us to understand each mission from the client’s viewpoint and to provide solutions that are of the highest design quality. Our customized approach can help shorten the overall timeline of a project while maintaining the integrity of the design. This process also facilitates the design and delivery of excellent indoor and outdoor environmental quality, and we are committed to the incorporation of sustainable and LEED principles within our designs. We approach urban planning and design projects by identifying opportunities to create a sense of place. We have termed this design philosophy Real Urbanism®. Real Urbanism® is a concept that supports sustainable development by understanding how a city came to be and considers past and present development patterns, local needs for better communities, and economic obstacles and opportunities. Based on this philosophy, our team creates authentic environments specifi c to each community by providing design solutions for livable places with diverse populations, cultural amenities, an d economic vitality. This design philosophy is featured in two books: Getting Real About Urbanism: Contextual Design for Cities , written by Bernard Zyscovich and published by the Urban Land Institute and l’ARCAEDIZIONI’s monograph, Zyscovich Architecture and Real Urbanism , with a preface by Frank O. Gehry. The fi rm has produced varied scales of urban designs and master plans that successfully integrate design concepts with the needs of the immediate environment and the desires of the community, including the development of plans for CRA-driven redevelopment plans, transit-oriented development areas, evaluation of existing plans to accommodate market changes, citywide master plans, zoning regulations, and projects that integrate public/private partnerships. Many of the fi rm’s projects involve challenging site planning and design solutions that require collaboration with multiple stakeholders and community members. Additionally, we have assisted numerous clients with zoning changes, grant writing, capital fundraising and complying with public-source funding requirements. As one of the largest architectural fi rms in Florida, Zyscovich has the resources and experience to expeditiously complete the work proposed for the Gateway Triangle parcels. Our ability to deliver as promised has established our fi rm as a leader. ZYSCOVICH ARCHITECTS FIRM PROFILE Experience & Capacity of Firm - Zyscovich Architects PAGE 33 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Zyscovich Architects WE MAKE PEOPLE PLACES. Zyscovich is a large urban planning, architecture and interior design fi rm, employing over 100 professionals with vast experience and technical expertise in the requested services. The planners, urban designers and architects proposed for this project have extensive experience in visioning, urban design, master planning, large-scale mixed-use redevelopment, public/ private partnerships, economic development and rehabilitation, and the architectural design of mixed-use, commercial, residential, hotel, retail and parking structure facilities. Our vast experience in both private and public sector planning and the importance we place on market feasibility help to ensure that our designs can be realized. For over 38 years, our fi rm has developed creative solutions to stimulate and implement high quality redevelopment while protecting neighborhoods. We have been recognized for this level of dedication and expertise in planning by the American Planning Association and the American Institute of Architects and will bring this energy to the Gateway Triangle Redevelopment. The following pages contain resumes for our key personnel as follows: BERNARD ZYSCOVICH, FAIA, Principal-in-Charge, will have overall responsibility and accountability for the performance of the entire Zyscovich team, including any required subconsultants. He will ensure that the team is staff ed correctly and adequately. SURIA YAFFAR, ASSOC. AIA, LEED AP , Principal and Director of Design, will lead the urban design eff ort to successfully achieve the vision and design requirements. AHMED ALVAREZ, AIA, LEED AP , Principal and Project Manager, will be responsible for the management of the project and the day-to-day communication between all team members. MANUEL DEL MONTE , Sr. Urban Designer/Project Architect, will provide support for the urban design and architectural services involving visioning, programming, and architectural massing and design. Midtown Miami: Existing Conditions, Implementation (as of 2007) & Proposed Build-out ZYSCOVICH OFFICES Miami New World Tower 100 N. Biscayne Boulevard 27 th Floor Miami, FL 33132 305.372.5222 West Palm Beach Clear Lake Plaza 500 Australian Avenue Suite 634 West Palm Beach, FL 33401 561.214.6087 Orlando Heritage Park Business Center 941 W. Morse Blvd., Suite 135 Winter Park, FL 32789 407.674.1959 New York 270 Lafayette St. Suite 905 New York City, NY 10012 212.343.0044 Bogotá Transversal 18A No. 37-67 Bogotá, D.C. Colombia +57 (1) 381.9390 FIRM PRINCIPALS Bernard Zyscovich, FAIA Jose Murguido, AIA, REFP, CEFP Ahmed Alvarez, AIA, LEED AP Suria Yaff ar, Assoc. AIA, LEED AP Anabella Smith, ID Mario Suarez, Assoc. AIA, LEED AP Michael Ehrling Michael McGuinn, AIA, LEED AP BD+C Larry Rosenbloom, AIA ZYSCOVICH ARCHITECTS KEY PERSONNEL Market Station TOD District Master Plan Lafayette Cape Coral CRA Visioning and Zoning Master Plan PAGE 34 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Zyscovich Architects WE MAKE PEOPLE PLACES. BERNARD ZYSCOVICH, FAIA Principal-in-Charge Bernard Zyscovich is the founder of Zyscovich Architects and serves as its Managing Principal. With over 40 years experience, he has led creative teams on a wide range of projects from the urban planning of major U.S. cities to the architectural design of high-rise residential, mixed-use, retail, and commercial buildings. As the visionary on many high- profi le projects, Bernard draws upon his extensive work with multiple stakeholders and broad-based public input to create implementable redevelopment plans that are embraced by the community, stakeholders, developers and elected offi cials. Bernard brings to each of the fi rm’s projects an instinctive understanding of architectural context and the connection to the surrounding environment as a result of his years analyzing the massing, forms and features of the urban fabric. This holistic approach allows our projects to enjoy a continuity with the essential aspects of the environment while establishing a new, integrated expression of that uniqueness of the place. RELEVANT PROJECTS INCLUDE: • Midtown Miami Master Plan, Zoning, Architecture & Entertainment Block: Midtown Miami, likely one of the largest urban infi ll development projects in the country, encompasses a 56-acre site formerly used by the Port of Miami as a storage facility for shipping containers. Identifi ed by Zyscovich as a potential mixed-use district in an early plan for the City of Miami, the fi rm identifi ed which blocks should contain retail, which commercial/ entertainment and which residential. It includes two offi ce/showroom buildings with ground fl oor retail, dining, and shopping that are separated by a one-acre park, as well as a condominium hotel with abundant corner uses and a community theater which will off er cultural activities. 2 Midtown: A 28-fl oor tower, modeled on the urban streetscape, comprises residential and work/live space, recreational and athletic amenities, ground level retail, and internal parking. • ParkSquare Aventura Mixed-Use Development: Master Plan and Architectural Design of a 7.39-acre site containing the area’s fi rst pedestrian-friendly, mixed-use community. The project includes a hotel, an assisted living facility, restaurants, retail, commercial and medical offi ces, townhomes, apartments, a community park and parking garages. • Grove Garden Mixed-Use Condominiums: Master Plan and Architectural Design of a 76,000 SF, mixed- use residential complex with a commercial component in a historic neighborhood. Zyscovich found a contextual solution for the fi ve- story Grove Garden Condominium development while preserving the original historic La Casita Teahouse (Taurus Bar). EDUCATION Bachelor of Architecture Pratt Institute 1971 Special Study in Urban Design Universita’ Di Architettura Venice, Italy 1969 REGISTRATIONS Registered Architect in: Florida #AR0007410 New York #030993-1 New Jersey #21AI01705600 Pennsylvania #RA403495 North Carolina #11384 Georgia #RA012504 Tennessee #103991 Illinois #1.018009 NCARB Certifi cation #26130 PROFESSIONAL AFFILIATIONS Fellow of the American Institute of Architects (FAIA) Member of the American Planning Association (APA) Member of the Urban Land Institute PUBLICATIONS/ SPEAKING ENGAGEMENTS Getting Real About Urbanism , Urban Land Institute, October 2008 Numerous Publications in National Journals including Architectural Digest, Interior Design and Architecture , Urban Land Magazine and Multifamily Housing ULI YLG Author Series: A Conversation with Bernard Zyscovich about Real Urbanism®, New York, NY Meeting of the Minds, A Sustainable Cities Leadership Summit: Planning and Keeping Personality in Place, New York, NY American Institute of Architects’ Large Firm Roundtable, Real Urbanism®, Philadelphia, PA PAGE 35 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Zyscovich Architects WE MAKE PEOPLE PLACES. SURIA YAFFAR, ASSOC. AIA, LEED AP Principal; Director of Design Suria Yaff ar is a fi rm principal and the Director of Design. Suria has worked on a variety of planning, urban design and architectural projects for public and private clients throughout the United States. She is experienced in all phases of the planning process including community outreach, consensus building, strategic planning and urban design, as well as all phases of land development. Suria has served on regional ULI Advisory boards and conducted university lectures on master planning and architecture, and her work has been published in the ACSA Journal. RELEVANT PROJECTS INCLUDE: • Midtown Miami Master Plan, Zoning, Architecture & Entertainment Block: Midtown Miami, likely one of the largest urban infi ll development projects in the country, encompasses a 56-acre site formerly used by the Port of Miami as a storage facility for shipping containers. Identifi ed by Zyscovich as a potential mixed-use district in an early plan for the City of Miami, the fi rm identifi ed which blocks should contain retail, which commercial/entertainment and which residential. It includes two offi ce/ showroom buildings with ground fl oor retail, dining, and shopping that are separated by a one-acre park, as well as a condominium hotel with abundant corner uses and a community theater which will off er cultural activities. 2 Midtown: A 28-fl oor tower, modeled on the urban streetscape, comprises residential and work/live space, recreational and athletic amenities, ground level retail, and internal parking. • Mana Wynwood Special Area Plan: The Mana Wynwood Special Area Plan is an integrated land development proposal that outlines a set of development standards intended to guide the development of Wynwood. The plan focuses on the southern edge of the warehouse district and calls for design standards that encourage a fl exible mix of building uses and the integration of public green space to create a vibrant community. Streets that were disconnected from the street grid when the warehouses were built will be reconnected. The fi nely-tuned mixture of buildings will accommodate commercial, hotel, retail, industrial and manufacturing uses with live-work options. • Grove Garden Mixed-Use Condominiums: Master Plan and Architectural Design of a 76,000 SF, mixed-use residential complex with a commercial component in a historic neighborhood. Zyscovich found a contextual solution for the five-story Grove Garden Condominium development while preserving the original historic La Casita Teahouse (Taurus Bar). EDUCATION Master of Architecture Princeton University 1990 Bachelor of Architecture University of Miami 1987 REGISTRATIONS LEED Accredited Professional PROFESSIONAL AFFILIATIONS Associate Member of the American Institute of Architects Member of the Urban Land Institute PUBLICATIONS/ SPEAKING ENGAGEMENTS Published in the ACSA Journal Lecturer on the Faculty of Architecture at the University of Miami and Florida International University Lectures Nationally on Issues of Architecture and Urban Planning “Capacity-based Regulation vs. Form-based Regulation: A New Vision for West Palm Beach” at the 2008 Annual Conference of the American Association of Urban Planning “Lessons Learned in Hollywood Beach” at the 2006 Annual Conference of the American Association of Urban Planning Technical Assistance Program of the Council of the Southern District of Florida and the Caribbean Institute of Territorial Development “Real Urbanism®” Keynote of the 2008 Symposium “Revisiting the Redevelopment Plan,” Public Investment Center of Florida Atlantic University AWARDS Urban Designer of the Year 2008, American Institute of Architects, Miami Chapter PAGE 36 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Zyscovich Architects WE MAKE PEOPLE PLACES. CINEBISTRO COBB THEATER 11471 NW 12 th Street Doral, FL 33172 The project was created as a prototype for a national chain of upscale mall-sited movie theatres with the intention of providing a “red carpet” experience for adult movie-goers. Fusing the original glamour of early Hollywood with a 21st Century approach, the project extends the movie-going experience into an indulgence in fi ne dining and lounging. Its primary challenge was to provide adults who wish to avoid the noise and commotion of the mall experience with a luxe immersion in a sophisticated venue. The concept includes such unconventional theater amenities as an elegant 48-seat restaurant, bar and dining terrace and plush movie seating in the fi ve black boxes where viewers can enjoy a gourmet meal as they watch the fi lm in the comfort of a private-style theater. Each of the fi ve theaters bears its own color theme. Additionally, valet parking, private entrances for clients, and a highly sophisticated interior design make the project an ideal venue for corporate events, exclusive fêtes, fi lm festivals and Oscar events, as well as simply for cocktails, relaxed entertainment, and dining. The fi rm custom designed every aspect of the 20,360 SF interiors, from the lighting, wall coverings, and fl oor coverings to the signage, bathroom décor, and graphics. In order to evoke the essence of Hollywood grandeur and the drama of a black box live theater, the interiors are suff used with gold details, lush textures, and high gloss surfaces. Projection screens are draped with diaphanous tulle where custom printed wall coverings depict black and white scenes from silent fi lms as part of the bar concept. A sequence of oversized, gilded frames serves as wall panels on which a montage of movie imagery is embossed. A similar montage with verbiage relating to fi ne food surrounds the concession, which serves a connoisseur’s selection of delectables. Similar elegance has been applied to the cutlery, dinnerware, and menus, and the bathrooms are appointed with beveled-glass framed mirrors and black walls as an extension of the black box. Furthermore, each of the fi ve theaters bears its own color theme in such dramatic tones as crimson, indigo, and creamy gold. Floors are polished wood, and seating is richly upholstered. The project, the fi rst of its kind in the nation, successfully projects a unique and highly sophisticated identity that is being reproduced in other locations with great facility and recognizability. Zyscovich has since helped Cobb extend the brand by designing theaters in Vail, Colorado and Atlanta, Georgia. AWARDS IIDA 2008 Best Hospitality Project KEY FEATURES Restaurant Concept Creation/Branding Space Planning Interior Design Millwork Design Artwork Design FF&E Selection Environmental Branding CLIENT/CONTACT Cobb Theaters 2100-A Southbridge Parkway Birmingham, AL 35209 Robert Cobb 205.802.7766 PAGE 37 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Zyscovich Architects WE MAKE PEOPLE PLACES. Zyscovich created a comprehensive Vision Plan for Cape Coral’s downtown—The South Cape CRA. The City of Cape Coral began as a land-sales subdivision in the late 1950’s and has grown rapidly as a bedroom community to nearby Ft. Myers and Naples. Today the city is 120 square miles, making it the third largest city in Florida and the largest city in Southwest Florida. While less than 50% of that land area has been developed, the population already exceeds 150,000 residents and is projected to exceed 400,000. The vast majority of the City is developed with single-family residential uses and, unfortunately, the original development of the City failed to plan for adequate commercial land uses. Today the City possesses no true commercial center and relies heavily on suburban strip commercial patterns to support commercial growth. However, the original downtown area, the South Cape, possesses the framework to re-establish itself as the City’s only true downtown district. Established in 1986, the Community Redevelopment Agency was created to address issues that directly impact the future development and quality of the South Cape. The Vision Plan establishes a strategic road map for the CRA to manage the future development of the South Cape with a focus on major transportation corridors and major areas of the city that are currently undeveloped or underdeveloped, and on opportunities and strategies for the inclusion of neighborhood amenities such as parks and open space, neighborhood gateways, improved connectivity, and appropriate transitions to nearby commercial and industrial areas. The Vision defi nes and reinforces the South Cape’s unique characteristics and develops a viable economic strategy for revitalization. The process of creating the Vision involved close communication with the CRA Board, numerous City agencies and stakeholders to ensure a coordinated, viable and practical approach to promoting the South Cape as a vibrant downtown district. The Vision Plan established redevelopment strategies, created long- and short-term goals, and identifi ed and prioritized attainable capital improvement projects. Later phases of the project will include adjusting land development processes and regulations to streamline revitalization eff orts. As part of the implementation of the vision plan, Zyscovich was hired to do a zoning regulations analysis which led to the fi rm handling the update to the CRA’s zoning regulations. CAPE CORAL CRA VISIONING AND MASTER PLAN Cape Coral, FL KEY FEATURES Vision Long Term Visioning for Community Redevelopment Area Created New Regulatory Framework Physical Planning Recommendations Market Based Solutions Public Outreach and Coordination Vehicular Circulation Infrastructure Needs Assessment Parcel Profi les Traffi c Analysis Streetscapes Open Space and Bicycle Network Redevelopment Incentives Commercial Facade Incentives Land Development Regulations Economic Development CLIENT/CONTACT Cape Coral CRA 1231 Cape Coral Parkway Cape Coral, FL 33094 John Jacobson 239.549.5615 PAGE 38 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Experience & Capacity of Firm - Manhattan Construction Tab IV During our century of building we have fine-tuned our construction services. Since our founding in 1896, the world has experienced significant change in the tools we use to communicate and build. Throughout this time one thing has remained constant at Manhattan – our values. We are guided by the timeless values of founder Laurence H. Rooney to build trust through honorable actions. It is this moral compass that has earned Manhattan the role of trusted building advisor to so many repeat clients. No matter the delivery method or combination of services that you choose, we build excellence and trust. It’s a package deal. Manhattan is a company of enduring strength and a pioneering spirit. That spirit drives us to continually find smarter ways to build for the benefit of our clients. Services Builder-Driven Pre-construction ® Construction Management Design/Build General Contracting Program Management Green Building Virtual Construction PAGE 39 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Experience & Capacity of Firm - Manhattan Construction Tab IV Even on the biggest undertakings, commitment can be seen in the smallest details. With a national and international award-winning project portfolio, Manhattan is recognized for constructing some of the world’s most highly regarded structures. The success of those structures is not ours alone. We bring the technical know-how and proven project management, but what distinguishes us most is our unique collaborative approach. Our trademarked Builder-Driven Pre-Construction ® service brings together designers, subcontractors and vendors to provide you early, on-going and comprehensive control of your project’s development to give you the best schedule and value. Create a building that will help your bottom line. Constructing a space with features that give you the most value by providing an environment where people are comfortable and productive will pay off for years to come. By collaborating with you and your design team, Manhattan will develop a Builder-Driven Pre-Construction ® cost analysis approach to help you determine which amenities provide you the most efficient space for your budget and organization’s needs. Manhattan sets the stage where creativity and ingenuity can thrive while delivering the most value for your budget. PAGE 40 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Experience & Capacity of Firm - Manhattan Construction Tab IV When Laurence H. Rooney founded Manhattan Construction Co. in 1896, he built his business and reputation for trustworthiness and dependability. These timeless values have enabled Manhattan to become one of the most respected construction firms in the nation. Manhattan is ranked as the 47th largest contractor in the nation by Engineering News-Record. In the last three years Manhattan has received more than 45 industry honors for quality and safety. Manhattan is a twelve-time Accredited Quality Contractor (AQC) and a five-time STEP Diamond award winner. The Diamond award is highest honor in the Associated Builders and Contractors Safety Training and Evaluation Process (STEP) awards program. The company’s services include Builder-Driven Pre- Construction®, construction management, general building, and design-build. The company works in the U.S., Mexico, Central America and the Caribbean. Founded by L.H. Rooney, majority ownership has remained in the Rooney family through four generations. We look to the past with pride; we look to the future with excitement. With a national and international award-winning project portfolio, Manhattan has become recognized for constructing some of the world’s most highly regarded structures. How Manhattan Was Named In 1896, the company founders traveled to New York to incorporate because Oklahoma was a “Territory” and would not become a state until 1907. Urban legend or truth, we’ll never know - - a clerk stated the company needed a name and because they were in the middle of Manhattan, that was the first thing that came to mind - - hence the name Manhattan. Manhattan holds the first corporate charter in the State of Oklahoma. We have the experience and resources of Manhattan’s 700+ staff, project experience nationwide, plus the bonding capacity of $1.5 Billion at our disposal. Manhattan is widely known for building high-profile, technically difficult projects nationally such as the $1.1 Billion new Maynard Holbrook Jackson, Jr. International Terminal in Atlanta and the $800 Million Dallas Fort Worth International Airport Terminal Renewal & Improvement Plan in Dallas, Texas. Many of Southwest Florida’s most notable projects including NCH Hospital, much of Fifth Avenue, nearly 50 high-rise condominiums, the Boston Red Sox Spring Training Facility, the Veterans Administration Hospital and High Point Place (the tallest building on the West Coast of Florida South of Tampa) were completed by Manhattan. Our reputation has become the go-to contractor for Southwest Florida’s most challenging and complex projects. PAGE 41 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes Since 1966 , Hole Montes, Inc . has held fast to the business philosophies and professional practices handed down by our founders: to be one of the most trusted and reliable full -service engineering firms in Southwest Florida . Customer satisfaction and service; technical expertise ; quality of deliverables; and dedicated project management are such principles. We ensure that every project you entrust to us meets the high standard of excellence that you have come to expect from Hole Montes. With full -service engineering offices in Naples and Fort Myers, Hole Montes is strategically positioned to provide you with the design and management expertise necessary to achieve success for your projects. Whether your next project requires environmental engineering, land planning, permitting, zoning, storm water management design, transportation design, or surveying and mapping, our project managers are seasoned professionals who have the expertise, training and availability to assist you in achieving a successful conclusion. Full Service Engineering Tailored To Meet Your Expectations Land Development, and Site Engineering - Whether it is a fraction of an acre or thousands of acres, our team of seasoned land development planners and engineers can convert a conceptual land plan into an engineered and economically feasible design. From the earliest planning stages, through preliminary design, permitting, final design and production of construction drawings, all our engineers and related specialists have one goal —to meet your needs and expectations. Our ultimate design solutions must be safe, acceptable, affordable, and an integral part of the long term plan for your community or development project . We have one fundamental charge, to provide safe design work. Our goal is to implement your plans to their full realization . Our commitment to you is to provide practical engineered solutions to reach this goal while maintaining the health and welfare of the adjacent business community and the public . Hole Montes has been instrumental in the planning of Southwest Florida since its inception providing the framework and infrastructure for prestigious communities such as Gateway, Vineyards, Olde Cypress, Quail West, Fiddler’s Creek, Coconut Pointe, and many others . From conceptual land planning to zoning and growth management issues, we have the capability to formulate strategies pertaining to Developments of Regional Impact (DRIs), Comprehensive Plan Amendments and Planned Unit Developments. Hole Montes’ Land Development Divisions are managed by George H. Hermanson, P.E., Senior Vice President and Principal with W. Terry Cole, P.E. in our Naples office and in Fort Myers, the work is accomplished through the guiding hands of Richard E. Brylanski , P.E. and Thomas W. McLean, P.E. Planning — Led by Robert J. Mulhere, F.A.I.C.P. Planning Director, the firm provides expertise to both public and private sector clients, with significant expertise in public policy development and strategies and securing land use entitlement for projects ranging in size from just a few acres to several thousand acres. Specific areas of expertise include: growth management policy, zoning and land development regulations; economic development and diversification; natural resource protection; urban design and neighborhood planning, including strategies for promoting infill development and redevelopment, cluster and compact mixed -use development; rural lands and a gricultural issues ; transfer of development rights and other innovative incentive driven and performance based regulatory programs; site planning, design, and development consultation; ordinance writing; and conflict resolution, expert testimony, and public facilitation . CORPORATE OVERVIEW So much has changed since 1966 in Southwest Florida … but not the principles upon which our firm was founded. Gateway Community PAGE 42 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes Hole Montes is a full service firm and offers our Clients the benefits of a staff of 56 top notched professionals that provide land development, planning and these other ancillary services: Survey and Mapping - From the beginning, our Surveying and Mapping division has also been instrumental in the growth of Southwest Florida . Over the years, the Surveying and Mapping division has provided professional services ranging from residential surveys, boundary and topographic surveys, construction surveys, right-of -way route and design surveys, specific purpose surveys, hydrographic surveys, legal descriptions and subdivision platting . The field crews are equipped with the latest technology to ensure accuracy and efficiency. Transportation Engineering — The division has been recognized as one of Southwest Florida’s leading providers of transportation engineering design and inspection services for many years . The division has provided professional design and management services for some of the area’s most populated roadways and for every municipal airport in Lee and Collier counties, including Southwest Florida International and Naples Municipal Airport . Environmental Engineering — The veteran team of water, wastewater and water reuse design professionals who, individually, are leaders in their profession and as a team offer unparalleled local design expertise. The projects designed and managed by the Environmental Engineering division range in size from regional wastewater treatment facilities to complex municipal water treatment plants, major utility relocations, and planning for water, sewer and reuse distribution systems . Currently, Hole Montes serves as the General Engineering Consultant/Engineer of Record for four of the largest public utility providers in Southwest Florida, including Collier and Lee counties. Construction Engineering Inspection — Rounding out Hole Montes’ range of professional service options is the firm’s Construction Engineering Inspection (CEI) division . This division has provided a broad range of CEI services for both large -scale and small -scale projects throughout Collier, Lee, Sarasota, Hendry and DeSoto counties. Hole Montes offers a vast array of experience in such CEI disciplines as contract operations ; cost estimation and bid preparation; CPM scheduling ; materials procurement; selection and negotiation of sub -consultants ; quality assurance and project acceptance; cost support for conceptual design studies ; preliminary design reviews; detailed constructability reviews; contract review and negotiations ; development of financial reports; document control and administration ; and defense and negotiation of claims, including litigation, mediation and arbitration. CORPORATE OVERVIEW Your project is not just another number for Hole Montes… Your project is always our priority. Coconut Pointe Regional Mall & Lifestyle Center Naples Bay Resort Pelican Sound Somerset at The Plantation PAGE 43 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes At Hole Montes our objective is to develop strategic alliances with our clients —relationships that will enable our staff to serve as an extension of your staff, thus making it possible for Hole Montes to adhere to pre -determined schedules and budgets, and reduce the opportunities for surprises during design and construction. This objective has made it possible for our design teams to develop and manage more than 4,000 individual projects with a value in excess of four -billion dollars in construction over the past 45 years . Additionally, this objective has been a critical factor in our firm’s ability to remain true to our Vision —to provide clients with innovative, yet practical, effective, and economically sound, design solutions that allow for the enhancement of a project while satisfying the expectations of the project’s stakeholders —and our Client Commitment —to staff every project with experienced professionals who are skilled in the latest technological advancements in engineering, planning, and sustainable design ; professionals who are dedicated to meeting your expectations for communication, accessibility, competency, and scheduling ; and professionals who are knowledgeable of local, state and federal regulations and ordinances, skilled in expediting the management and approval of these processes, and are qualified to provide sound solutions . Go Green from the Ground Up In addition to Hole Montes’ vast experience in traditional civil engineering design, members of Hole Montes’ highly qualified staff are LEED (Leadership in Energy and Environmental Design) Accredited Professionals who are able to bring Sustainable Design criteria to your next project . Hole Montes’ certification by both the United States Green Building Council (LEED) and the Florida Green Building Coalition allow the firm to provide clients with designs that are sensitive to the protection of the environment and our natural resources, as well as the health, safety, and welfare of those who will utilize the developments planned and engineered by Hole Montes and our clients . “Our staff’s LEED accreditation and Florida Green Building Coalition certification gives Hole Montes a strategic advantage in the Southwest Florida engineering market with the current sustainability focus in the marketplace,” said Thomas M . Taylor, P.E., President and CEO of Hole Montes, Inc. “Any project which has been nominated for certification must meet certain prerequisites and performance benchmarks, including at least one LEED Accredited Professional on our design team . With a very limited number of such professionals in the Southwest Florida market, Hole Montes can help you reach your sustainable design goals and objectives.” In order to achieve LEED certification, a design project must meet specific criteria for site selection and planning ; development density ; community connectivity ; preservation and restoration of open space ; water conservation of potable water using treated graywater and blackwater; stormwater management ; and other areas which involve land planning, and civil engineering related services which Hole Montes can provide . The various levels of certification available add value to a project and increase its marketing potential. Local knowledge, experienced staff, and the ability to draw upon the lessons learned from the management and design of more than 4,000 projects Miromar Lakes and Golf Club Gateway EXPERIENCE PAGE 44 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes PAGE 45 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes PAGE 46 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes W. Terry  Cole, P.E. Vi Pidt /Shhld Total  Years  Experience:     31 Years with Hole Montes:25 Vi ce  P res id en t  / Sh are h o ld er Mr.ColehasexperienceasProjectEngineerandProject Manageronbothcivilianandmilitaryengineeringprojects. Hehasbeeninvolvedinplanning,designing,permittingand constructiononawidevarietyoffacilities. AtHoleMontes,Inc.Mr.ColehasbeenProjectManagerfor Hemanagedabudgetof$2millionperyearfor maintenanceandutilitiesforbasefacilities. AsresidentofficerinchargeofconstructionattheNaval BaseinNewOrleans,LA,Mr.ColewasaContracts Administrator.Hesupervisedcoordination,planning, inspection,changeordernegotiationandproject Years  with  Hole  Montes:  25 manylanddevelopmentandmunicipalprojects.Hehas managedprojectsfromthedesignandpermittingphases throughconstructioninspectionandinfrastructure acceptance.HehasworkedextensivelywithNaples CommunityHospitalsince1991,successfullycompleting projectsthatrangefromparkinggaragestotheexpansion ofEmergencyRoomfacilities. acceptanceforawidevarietyofmorethan100projects withatotalconstructionvalueof$23million.Projects includedrunwayandtaxiwayimprovements,drainageand sanitarysewerimprovementsforbasefacilitiesand constructionandrenovationofnewandexistingbuildings. SignatureProjects Na p lesCommunit y Hos p italDowntownCam p us Othermajorprojectsincludedrainageandroadway improvementsinPineRidgeIndustrialPark($6million constructioncost);QuailWest,a1,200 ‐acreresidential developmentincludinga36 ‐holegolfcourse;Fiddler’s Creek,a3,930 ‐acreresidentialgolfcoursedevelopment; OldeCypress,a470 ‐acreresidentialgolfcourse development;BridgewaterBay,asingle/multi ‐family develo p ment ;themaster p lannin g anddesi g nforFirst p y p p NaplesCommunityHospitalNorthCollierHospital QuailWest OldeCypress PalmettoRidgeHighSchool FirstBaptistChurchofNaples(ChurchandAcademy) SeacrestCountyDaySchoolExpansion Fiddler’sCreek North Naples Research and Technology Park p ;pg g BaptistChurchandAcademy(100 ‐acreproject);Longshore Lake,aresidentialcommunity. Mr.Colehasdesignedfacilitiesonmanyother commercial/residentialsites.Theyinclude:Radiation TherapyCenter,SportsAuthority,CollierCountyProduction Park,NorthNaplesMedicalPark,WorldTennisCenter, Briarwood and Safe Harbor He also serves as the District North Naples Research and Technology Park PineRidgeIndustrialPark Education BachelorofScience,CivilEngineering, TexasA&MUniversity,1983 Professional Registration Briarwood and Safe Harbor .He also serves as the District EngineerfortheLelyCommunityDevelopmentDistrictand Fiddler’sCreekCommunityDevelopmentDistrict. Asstaffcivilengineerandheadoffacilitiesmanagementat theNavalHospitalinNewport,RI,hewasresponsiblefor maintenanceandconstructionofhospitalfacilities.He directedaPublicWorksmaintenancedepartmentand coordinated the design and construction of base facilities Professional Registration ProfessionalEngineer,Florida#42347 coordinated the design and construction of base facilities . 950  Encore  Way   Naples, Florida  34110   239.254.2000           6200  Whiskey  Creek  Drive   Fort  Myers, Florida  33919   239.985.1200 PAGE 47 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes Thomas M Murphy PSM Tl Y Ei 29 Thomas  M . Murphy , P .S .M . Vice  President  / Director, Survey  Division  / Shareholder Mr.MurphyisaVicePresidentwithHoleMontes,Inc.and managesthecompany’sSurveyandMappingDivision.Asa licensedProfessionalSurveyora ndMapper(P.S.M.),hehasbeen responsibleforseveralvarioustypesofsurveysincluding Boundary,Topographic,Right ‐of ‐WayMapping,MeanHigh WaterLine ,H y dro g ra p hicSurve y sandConstructionla y outon Signature  Projects •LCU/ BSUEmergency  Interconnect; Lee  County  Florida •Minnesota  Twins  Expansion  Parcel, Lee  County •Boston  Red  Sox  Spring  Training  Facility, Lee  County •Gladiolus  Drive  widening, Lee  County  Dept. of  Transportation  (DOT) •Picayune  Strand  Restoration  Project, US  Army  Corps  of  Engineers     T ota l  Y ears  E xper i ence:      29 Years  with  Hole  Montes:   28 ,ygp y y manylargeresidentialdevelopmentsincludingmulti ‐family condominiums. DuringMr.Murphy’syearsofsurveyingforHoleMontes,hehas surveyedthousandsofacresinSouthwestFlorida.Hehas managedmajorsurveyingprojectsforbothpublicandprivate clientsincluding,CollierCountyTransportation,CollierCounty PublicSchools,Fiddler’sCreek,QuailWest,LeeCounty (USACE) •Merit  Island  Pump  Station, USACE •Carrell/ Winkler  Utility  Improvements, City  of  Fort  Myers •Extension  of  Via  Coconut  Point  / Sandy  Lane, Lee  County  DOT •The  Widening  of  AlicoRoad, Lee  County  DOT •The  widening  of  Immokalee  Road, Collier   County  DOT •The  Widening  and  Extension  of  Livingston  Road, Collier   County  DOT •Southwest  Florida  International  Airport, Lee  County  Port  Authority Transportation,MiromarLakesBeachandGolfClubandNaples CommunityHospital. SandyLane/ViaCoconutPointandCoconutPointLifestyle CenterandRegionalMall,Estero,Florida Mr.Murphy’sdepartmentcompletedsurveyandmappingforthe extensionofSandyLane/ViaCoconutPoint.Theprojectinvolved threesectionsofnewfour ‐laneroadwaytotaling3.8milesin lth It did ith 100 ft iht f id d •Page  Field  Airport, Lee  County  Port  Authority •Private  developments  including  Coconut  Point  Regional  Mall  &  Lifestyle   Center  , MiromarLakes, Fiddler’s  Creek, Quail  West  and   others ProfessionalRegistration ProfessionalSurveyorandMapper,Florida#LS5628 l eng th .It was d es i gne d w ith a 100 f oo t r i g ht ‐o f ‐waycorr id oran d requireda“fasttrack”approachduetoanewCoconutPoint regionalshoppingmall,alsod esignedandsurveyedbyHole Montes,whichacceleratedtheneedforthenewroadway corridor.ThissegmentofSandyLane/ViaCoconutPoint providesanorth ‐southcorridorfromtheCityofBonitaSpringsto AlicoRoad.CoconutPointisa500acreparcelwhichincludes 90,000squarefeetofofficecondominiums,residentialunitsand up to 1 2 million square feet of retail space Professional  Affiliations Florida  Society  of  Professional  Land  Surveyors,  Lee  Chapter National  Society  of  Professional  Surveyors up to 1 .2 million square feet of retail space . T heDistrictSchoolBoardofCollierCounty Overrecentyears,Mr.MurphyhasconductedBoundary/As ‐ builtsurveysoffourschoolsinImmokaleeandfourin Naples.Thesurveysoftheseschoolswererequiredtoincludea 50footgridtopo,locationoftrees,buildings,adjacentright ‐of ‐ waysandutilityindicatorsincludinginverts,pipetypesandsizes tobeusedinthedesi g nofex p andin g thefacilities.g pg 950  Encore  Way   Naples, Florida  34110   239.254.2000           6200  Whiskey  Creek  Drive   Fort  Myers, Florida  33919   239.985.1200 PAGE 48 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes PAGE 49 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Hole Montes PAGE 50 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas CHARLES J THOMAS Real Estate Planning & Deve l opment Consultant OBJECTIVE Challenging and meaningful professional urban planning and real estate development assignments . EXPERIENCE 1 970 - Present Professional Planning and Real Estate Development Consultant Successfully completed a wide variety of assignments, including urban planning, zoning (land development code) recodifications, urban redevelopment and urban design plans, compreh ensive plans, feasibility analyses, development conceptualization, planning and permitting, and project implementation. Northeastern United States Arkansas, Oklahoma . Mississippi Mainland China 2013 - Present Naples, FL Executive Director, Naples Downtown Stakeholders Coalition Creation and direction of a downtown stakeholders advocacy organization. 2008 – 2010 Naples, FL Organizational Formation and Support Succ essfully completed creation of the Fifth Avenue South Business Improvement Distr ict (BID). 1 982 - 2008 Naples & Marco Island , FL, Newton, MA Director of Development , Antaramian Development Responsible for feasibility analysis, development conceptualization, planning, design and permitting of a wide range of real estate developments including residential, commercial, marina and mixed -use projects. A description of representative projects is attached. Responsibility has encompassed all preconstruction activiti es, including site reconnaissance and analysis, due diligence , conceptualization of development program, preparation of budgets and financing presentation, coordination of plan development and project design, entitlement process, including federal (USACOE, EPA, FAA, USFWS, etc.), state (FDEP, SFWMD, FDOT, etc.) and local (zoning, site development plan (SDP), design review, parking allocations and agreements, etc.), preconstruction coordination including negotiation of construction contracts, presentations a nd documentation, preparation of condominium and other control documents, and preconstruction marketi ng activities. Responsibilities also included construction and budget monitoring during construction, change order review, preparation of applications for lender advances, sales and leasing coordination and project close -out, including settlement of construction costs, coordination of tenant improvements, completion of sales transactions and loan pay -offs. 1972 - 1982 Newton, MA Director of Planning and Development (1972 – 1980) Commissioner of Public Works (1978 – 1982) PAGE 51 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas 1970 - 1972 Wellesley, MA Planning Director EDUCATION 19 69 –197 0 University of Rhode Island Kingston, RI M.A., Community Planning and Urban Development 1965 –1968 Massachusetts Institute of Technology Cam bridge, MA B.S., Political Science CIVIC ACTIVITIES AND OTHER INTERESTS Gordon River Park Master Plan; participant in pro bono effort of community design, planning, landscape architecture and engineering professionals to create a master plan for the de velopment of a new riverfront park adjacent to downtown Naples. Member, Fifth Avenue South Special Overlay District Staff Actio n Committee (SAC): SAC responsible for design review and approval of all new construction, renovations, signage and other physica l improvements, and allocation of reserve parking, within the Fifth Avenue South Special Overlay District (Approx 10 years service); Fifth Avenue South Business Association (Member of B oard of Directors; President; approx. 8 years service ); United Arts Cou ncil of Collier County (Member , Board of Directors : 2003 to 2010 ; Tennis; Cooking; Theatre (served as Set designer, Lighting designer, Construction manager, Stage crew, Business manager and Production manager for The New Reparatory Theatre, Newton, Massa chusetts ); Producer: The Maxine Barrat Story based on From Chocolate Bars to Caviar (a made for Television production featuring Maxine Barrat and Florence Henderson) CTNAPLESFLORIDA@MSN.COM P.O. BOX 1615 • NAPLES, FLORIDA 34106 • PHONE (23 9 ) 45 0 -4544 PAGE 52 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas Current and Recent Assignments Retail Property Analyses , Naples and other Florida locations Analysis of properites for acquisition and d evelopment various retail commercial clients. Project Analysi s , Naples, Florida Analysis of potential acquisition of mixed use development in northern Collier County. Private client. 1075 Central Avenue , Naples, Florida Multi -family residential developme nt in downtown Comunnity Redevelopment Area. Client: Baldridge Properties, LLC . Entitlement completed 2014. Naples Downtown Stakeholders Coalition , Naples, Florida Executive Director . Ongoing. Litigation Support , Naples, Florida Analysis of govern ing doc uments to support litigation regarding ownership, management and control issues pertaining to a complex mixed -use development. Confidential Property and Client , Southwest Florida Zoning and land use analysis of premier property for potential mixed -use lux ury residential development; preparation of acquisition and financing presentation. Ongoing. LightHouse Point , Naples, Florida Fifth -eight unit fee -simple townhome development on waterfront property adjacent to downtown. Client: Signature Development Grou p. Entitlement completed April , 2013. Confidential Property and Client , Florida Zoning and land use analysis of premier property for potential mixed -use luxury residential development; preparation of acquisition and financing pre sentation. Ongoing . Vande rbilt Beach Assemblage , Naples, Florida Zoning and land use analysis of potential multi -property assemblage. Client: MHK Archi tecture and Planning. Completed March, 2103. 525 -529 Fairway Drive , Naples, Florida Subdivision lot split creating fee -simple lo ts for two attached dweliing units. Private Client. Approved June , 2013. Third Street Parking Study , Naples Florida Inventory and analysis of off -street parking requirements for multiple commercial properties in single ownership. Client: Neapolitan Enter p rises. Completed, February, 2013 . 1493 Blue Point Avenue , Naples, Florida Permit to permit dredging and construction of new seawall. Client: Port VanArsdale Construction, Approved March, 2012. PAGE 53 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas West Bouleeard Court , Naples, Florida Development conceptu alization and entitlement, four single family dweliing s in multi -family district. Client: WBC Partners, LLC. Subdivision Plat Approved April, 2012. Lemuria Condominium , Naples, Florida Project close -out. Client: Lemuria, LLC, The Salce Companies . Complete d 2012 . Fi fth Avenue South Business Improvement District , Naples, Florida Creation of Fifth Avaneue South Special Overlay District. Approved by Naples City Council December 11, 2011 ; Interim Distirct Manager, 2011 -2012 . Bayfront Inn Fifth Avenue , Naples , Florida Parking Needs Analysis. Completed 2011 . 500 Goodlette -Frank Road North , Naples, Florida Feasibilty and permitting analysis for 7 -eleven. Completed 2011. PAGE 54 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas Representative Projects 505 Fifth Avenue South , Naples, Florida D evelopment conceptualization, design coordination, and permitting of a mixed use project,, including the use of off -street parking credits to enable inclusion of the residential component. Fairfield Inn , Naples Florida Development conceptualization, feasi bility analysis, design coordination and permitting of the re - positioning of the Fairfield Inn, including the preparation of a Parking Needs Analysis supportin entitlements to add a 39,000 square foot office building to the property through utilization of shared parking. Zaara Gardens , Westborough, Massachusetts. Comprehensive Permit Review, low and moderate inco me housing project. Bachelor Tower , Miami, Florida Entitlement, financing and devel opment analyses of a proposed mixed -use high -rise project . Thermal Tire Decomposition Financing analysis and p resentation, Thermal Tire Decomposition, prepared for Naples Business Consultants . Mission Park , Shanghai, China Development conceptualization, feasibility analysis and financing presentation for the adap tive re -use of an historic property as a mixed -use hotel, commercial and residential development. Les Falls , Marco Island, Florda Project manager for a beachfront condominium development of The Mady Group. Property Reviews Various property reviews, incl uding distressed , vacant, commercial, residential and mixed use properties in the Naples area. PAGE 55 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas (With Antaramian Development) Renaissance Village , Naples, Florida Fully entitled mixed -use development consisting of 300 residential units & 205,00 0 square feet of commercial space. Development deferred due to economic conditions. Naples Bay Resort , Naples, Florida Completed mixed -use development consisting of a 84 key condominium hotel, 108 residential cottages, 30 luxury residential units, 98 mari na slips and club with fitness facilities, spa, three swimming pool s and six tennis courts. Development completed. Fishermans Village , Naples, Florida Fully entitled 72 multi -family development consisting of 66 condominium units, 6 detached residences and 42 boat slips. Development deferred due to economic conditions. The Esplanade , Marco Island, Florida Completed mixed -use development consisting of 72 residential condominiums, 50,000 square feet of commercial space and 65 marina slips. Development comple ted. 305, 365, 375, 405, 625, 780 & 900 Fifth Avenue South , Naples, Florida Mixed Use commercial, office and retail buildings Fifth/Third Bank Office Building , Fort Myers, Florida Office building Timberland & Tiburon Planned Development , Estero, Florid a Repositioning of large scale land development La Majorca , Naples, Florida Residential Condomnium Hamilton Club , Naples, Florida Residential Condominium Marco Shores Golf and Country Club , Marco Island, Florida Repositioning and revised entitlement of residential, golf course development to permit reconfiguration of golf course and development of high -rise condominium towers. Marco Island Yacht and Sailing Club , Marco Island, Florida Expansion of boat basin and waterfront club facility Essex Condomini um , Marco Island, Florida Residential Condominium Pier 81 Condominium , Marco Island, Florida Residential Condominium PAGE 56 Request for Proposal - Solicitation 16-6548 Sale of Gateway Triangle Parcels December 15, 2015 Tab IV Experience & Capacity of Firm - Charles J. Thomas Merida, Tampico, Monterrey & Cozumel Condominiums, Cape Marco , Marco Island, Florida High -rise residential condominium towers in gated be ach -front community. Eagle Cay Condominium , Marco Island, Florida Residential Condominium Somerset Condominium , Marco Island, Florida Residential, beach -front Condominium Smokehouse Harbour Condominium , Marco Island, Florida Residential Condominium Doc kside Condominium , Marco Island, Florida Residential Condominium Burroughs Wharf , Boston, Massachusetts Residential, harborfront Condominium Village Falls , Newton, Massachusetts Residential Condominium Ledgebrook , Newton, Massachusetts Residential Condo minium 400 Centre Street , Newton, Massachusetts Mixed -use residential, commercial complex Waterbridge , Watertown, Massachusetts Residential Condominium Avery Park , Needham, Massachusetts Residential Condominium. Adaptive Re -use of historic school 1087 Beacon Street , Newton, Massachusetts Office building Winchester Park , Newton, Massachusetts Residential townhouse Condominiums Attachment 5 : Reference Questionnaire Solicitation: 16 -6548 Sale of Gateway Triangle Parcels Reference Question n aire for: Real Estate Partners International RFP and Fred Pezeshkan (Name of Company Requesting Reference Information) Fred Pezeshkan Former CEO Kraft Construction (Name of Individuals Requesting Reference Information) Fred Pezeshkan Name:Former Mayor Jim Humphry (Evaluator completing reference question n aire) Company:Knott Ebelini Hart (Evaluator’s Comp any completing reference ) Email: JHumphrey@knott -law.com FAX: 239 -334 -1446 Telephone: 239 -334 -2772 Collier County is implementing a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of you r knowledge on a scale of 1 to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again) and 1 representing that you were very unsatisfied (and would never hire the firm/indivdiual again). If you do not have sufficie nt knowledge of past performance in a particular area, leave it blank and the item or form will be scored “0.” Project Description: City For Myers Down Town Revitalization Completion Date: February 2010 Project Budget: $55,000,000 Project Number of Days: Phased Project / 1,277 Change Orders - Dollars Added :Used Contingency Change Orders - Days Added: Rain Delay 14 days Item Citeria Score 1 Ability to manage the project costs (minimize change orders to scope). 10 2 Ability to maintain project schedule (complete on -time or early). 10 3 Quality of work. 10 4 Quality of consultative advice provided on the project. 10 5 Professionalism and ability to manage personnel. 10 6 Project administration (completed documents, final invoice, final product turnover; invoices; manuals or going forward documentation, etc.) 10 7 Ability to verbally communicate and document information clearly and succinctly. 10 8 Abiltity to manage risks and unexpected project circumstances. 10 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. 10 10 Overall comfort level with hiring the company in the future (customer satisfaction). 10 TOTAL SCORE OF ALL ITEMS 100 Attachment 5 : Reference Questionnaire Solicitation: 16 -6548 Sale of Gateway Triangle Parcels Reference Question n aire for: Real Estate Partners International RFP and Fred Pezeshkan (Name of Company Requesting Reference Information) Fred Pezeshkan Former CEO Kraft Construction (Name of Individuals Requesting Reference Information) Fred Pezeshkan Name:Former Mayor Jim Humphry (Evaluator completing reference question n aire) Company:Knott Ebelini Hart (Evaluator’s Comp any completing reference ) Email: JHumphrey@knott -law.com FAX: 239 -334 -1446 Telephone: 239 -334 -2772 Collier County is implementing a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of you r knowledge on a scale of 1 to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again) and 1 representing that you were very unsatisfied (and would never hire the firm/indivdiual again). If you do not have sufficie nt knowledge of past performance in a particular area, leave it blank and the item or form will be scored “0.” Project Description: City For Myers Down Town Revitalization Completion Date: February 2010 Project Budget: $55,000,000 Project Number of Days: Phased Project / 1,277 Change Orders - Dollars Added :Used Contingency Change Orders - Days Added: Rain Delay 14 days Item Citeria Score 1 Ability to manage the project costs (minimize change orders to scope). 10 2 Ability to maintain project schedule (complete on -time or early). 10 3 Quality of work. 10 4 Quality of consultative advice provided on the project. 10 5 Professionalism and ability to manage personnel. 10 6 Project administration (completed documents, final invoice, final product turnover; invoices; manuals or going forward documentation, etc.) 10 7 Ability to verbally communicate and document information clearly and succinctly. 10 8 Abiltity to manage risks and unexpected project circumstances. 10 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. 10 10 Overall comfort level with hiring the company in the future (customer satisfaction). 10 TOTAL SCORE OF ALL ITEMS 100 437' 37 5 ' 4 0 5 ' 3 0 ' 30 ' 30' 30 9 ' 3 3 7 ' 3 0 ' No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com 1" = 200'-0"COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 3D - DATA N Scale: 1" = 200'-0" SITE PLAN 1 8 S T O R I E S 11 STORIES 5 S T O R I E S CINEMA 2 STORIES R E T A I L 1 0 S T O R I E S W O R K -L I V E 154'231'244'95'98'144'63'139' 1 7 1 ' 9 8 ' 4 9 ' 9 5 ' 9 6 ' 9 7 ' 4 8 ' 1 6 4 ' 3 5 8 ' 1 6 0 ' FUTURE VISION PHASE 1 FUTURE VISION No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com As indicated COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 ROOF PLAN Scale: 1" = 200'-0" SITE PLAN N RETAIL RESIDENTIAL PARKING GARAGE HOTEL OFFICE SITE TOTAL: 13.70 ACRES A1 A2 B1 B6 B5 B4 C1 B3B2C6 C5 C4 C2 C3 C10 C9 C8 C7 No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com 1" = 200'-0"COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 AERIAL Scale: 1" = 200'-0" AERIAL N Property Schedule MarkNameAreaAcres A1 CLIENT14,219 SF0.33 A2 CLIENT67,093 SF1.54 CLIENT: 2 81,312 SF1.87 B1 COUNTY101,269 SF2.32 B2 COUNTY29,083 SF0.67 B3 COUNTY27,259 SF0.63 B4 COUNTY30,949 SF0.71 B5 COUNTY28,284 SF0.65 B6 COUNTY12,599 SF0.29 COUNTY: 6 229,443 SF5.27 C1 OTHER23,282 SF0.53 C2 OTHER11,394 SF0.26 C3 OTHER20,762 SF0.48 C4 OTHER49,282 SF1.13 C5 OTHER26,516 SF0.61 C6 OTHER39,061 SF0.90 C7 OTHER16,541 SF0.38 C8 OTHER41,187 SF0.95 C9 OTHER17,908 SF0.41 C10OTHER40,223 SF0.92 OTHER: 10 286,157 SF6.57 18 596,911 SF13.70 1168' 154'231'244'95'98'144'63'139' 93 1 ' 1 4 6 0 ' 1 2 4 ' 1 7 1 ' 9 8 ' 4 9 ' 9 5 ' 9 6 ' 9 7 ' 4 8 ' 1 6 4 ' 3 5 8 ' 1 6 0 ' FUTURE VISION PHASE 1 FUTURE VISION S1 PARKING N1 PARKING CINEMA RETAIL No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com As indicated COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 FIRST FLOOR PLAN N Scale: 1" = 200'-0" GROUND FLOOR PLAN RETAIL RESIDENTIAL PARKING GARAGE 154'231'244'95'98'144'63'139' 1 2 6 ' 1 7 1 ' 9 8 ' 4 9 ' 9 5 ' 9 6 ' 9 7 ' 4 8 ' 1 6 4 ' 3 5 8 ' 1 6 0 ' 93 1 ' CINEMA RE T A I L OFFICE RE S I D E N T I A L RE T A I L HOTEL RFP BOUNDARIES 154'231'244'95'98'144'63'139' 1 2 6 ' 1 7 1 ' 9 8 ' 4 9 ' 9 5 ' 9 6 ' 9 7 ' 4 8 ' 1 6 4 ' 3 5 8 ' 1 6 0 ' 93 1 ' FUTURE VISION RFP BOUNDARIES FUTURE VISION 48'70'70 ' 60' 4 8 ' 3 0 ' 48 ' 40' CINEMA W O RK - L I V E OFFICE HOTEL RE S I D E N T I A L RE T A I L No copies, transmissions, reproductions, or electronic revisions of any portions of these drawings in whole or in part be made without the express written permission of Zyscovich Architects. All designs indicated in these drawings are property of Zyscovich Arch itects. All copyrights reserved © 2015. 100 N Biscayne Blvd . 27th Fl Miami . FL 33132.2304 t 305.372.5222 f 305.577.4521 e info@zyscovich.com w www.zyscovich.com 1" = 200'-0"COLLIER GATEWAY TRIANGLE - RFP 12-10-2015 PHASING SITE PLAN Scale: 1" = 200'-0" PHASE 1 Scale: 1" = 200'-0" FUTURE VISION PROJECT DEVELOPMENT TIME LINE SOLICITATION 16-6548 SALE OF GATEWAY TRIANGLE PARCELS 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 60 Contract Negotiation & Approval Due Diligence Preparation of Plans & Applications Entitlements & Permits Comp Plan Amendment (Small Scale) LDC (BGTA Overlay) Amendments Environmental Permits Site Development Plan (SDP) Construction Plans & Building Permits Demolition / Site Preparation Construction Phase I - Retail Phase II - Retail / Hotel / Residential Phase III - Retail / Office Development Time Line Months 4/26/2016 14.B.1 . EXHIBIT F Property Benefits To Be Received By Purchaser 1. All existing impact fee credits that run with the Property. 2. Existing Voluntary Cleanup Tax Credits held by Seller issued and dated July 1, 2013 and July 14, 2014, in the respective amounts of$28,168.55 and $26,979.38. 3. The right to transport and discharge stormwater generated on the Property into a Collier County owned retention pond located east of Commercial Drive between Lee Street and Linwood Avenue, including the right to use all existing Collier County easements, rights of way, infrastructure in place with capacity such as pipes and lines, as determined to the satisfaction of Purchaser and Seller during the Inspection Period subject to SFWMD permitting approvals 4. Exemption from required on Property site pre-treatment of storm water so long as the on Property site impervious surface is not more than 70%, as determined to the satisfaction of Purchaser and Seller during the Inspection Period subject to SFWMD permitting approvals 5. Collier County documented approval of a Tax Increment Rebate agreement equal to fifty percent (50%) of the new annual applicable increment for the ten (10) year period following completion of the final phase of building construction on the Property. Base Taxable value shall be calculated by the assessed value of the Property as of closing date. Page 22 of 22 Packet Page -378-