Resolution 2017-227 maOmz
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RESOLUTION NO. 2017- 2 2 7 g o m m co co
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A RESOLUTION OF THE COLLIER COUNTY BOARD OF COUNTY 00 7)
COMMISSIONERS AMENDING RESOLUTION 2009-302, RELATING O
TO THE STEWARDSHIP SENDING AREA WITH A DESIGNATION o m N 0)
AS "BCl/BCP/SI SSA 13"; APPROVING THE EXTENSION OF Do b o
CERTAIN DATES TO DECEMBER 15, 2020 IN THE STEWARDSHIP m co
SENDING AREA CREDIT AGREEMENT AND THE ESCROW m m
AGREEMENT FOR BCI/BCP/SI SSA 13. o w
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WHEREAS, on December 15, 2009, the Board of County Commissioners created a
Stewardship Sending Area with a designation of "BCl/BCP/SI SSA 13" and entered into a 31
Stewardship Sending Area Credit Agreement, a Stewardship Easement Agreement and an
Escrow Agreement with Barron Collier Investments, Ltd., Barron Collier Partnership, LLLP and
Serenoa Investments, Inc.; and
WHEREAS, on November 18, 2014 by Resolution No. 2014-237, the Board of County
Comissioners approved the extension of certain dates to December 15, 2017 in the Stewardship
SendingArea Credit Agreement and Escrow Agreement for BCI/BCP/SI SSA 13; and
WHEREAS, Barron Collier Partnership, LLLP and Serenoa Investments, Inc.,
represented by R. Bruce Anderson, Esquire of Cheffy Passidomo, have requested an extension of
certain time frames to December 15, 2020 in the Stewardship Sending Area Credit Agreement
for BCI/BCP/SI SSA 13 and the Escrow Agreement for BCI/BCP/SI SSA 13; and
WHEREAS, the Board of County Commissioners agrees to the requested extensions.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA, that:
1. The second amendment to the Stewardship Credit Agreement for BCI/BCP/SI SSA
13, attached hereto as Exhibit 1, is hereby approved.
2. The second amendment to the Escrow Agreement for BCI/BCP/SI SSA 13, attached
hereto as Exhibit 2, is hereby approved.
This Resolution adopted after motion, second and majority vote, this X01 day of
, 2017.
ATTEST: H , BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCKCLERK COLLIER COUNTY, FLORIDA
4 BY. - 4.4 ___ By:
Deputy Clerk.as to Chairman's T LOR, airman
Pi-tt est
[17-CMP-00990/1374624/1]6 signature only. 1 of 2
SSA#13
10/30/17
Approved as to form and legality:
1
it. Gkt / ���`,��
He di Ashton-Cicko ' \,�
Managing Assistant County Attorney
Attachments:
Exhibit 1 —First Amendment to Stewardship Credit Agreement for BCI/BCP/SI SSA 13
Exhibit 2—First Amendment to Escrow Agreement for BCI/BCP/SI SSA 13
[17-CMP-00990/1374624/1]6 2 of 2
SSA#13
10/30/17
EXHIBIT 1
SECOND AMENDMENT TO
STEWARDSHIP SENDING AREA CREDIT AGREEMENT
(BCI/BCP/SI 13)
THIS AMENDMENT TO STEWARDSHIP SENDING AREA CREDIT
AGREEMENT (hereinafter referred to as the "Amendment") is made and entered into this
lalk day of be c,-iIyL.( 2017, by and between COLLIER COUNTY, a political
subdivision of the State of Florida, hereinafter referred to as "County" whose mailing address
is the Harmon Turner Building, 3299 East Tamiami Trail, Naples, Florida 34112, and
BARRON COLLIER PARTNERSHIP, LLLP, a Florida Limited Liability Partnership
("BCP") and SERENOA INVESTMENTS, LLC, a Florida limited liability company ("SI")
hereinafter individually and jointly referred to as "Owner", whose mailing addresses are 2550
Goodlette Road North, Suite 100, Naples, Florida 34103, for the purpose of extending certain
dates.
WITNESSETH:
WHEREAS, Owner submitted, and the County reviewed, an SSA Designation
Application filed with the County on December 31, 2008 for the BCUBCP/SI SSA 13 land;
and
WHEREAS, the County, Barron Collier Investments, Ltd., Barron Collier
Partnership, LLLP and Serenoa Investments, Inc. entered into a Stewardship Sending Area
Credit Agreement ("BCUBCP/SI SSA 13") on December 15, 2009 ("Agreement"); and
WHEREAS, Barron Collier Investments, Ltd. merged into Barron Collier Partnership,
LLLP by Articles of Merger filed December 30, 2013, and recorded January 6, 2014, in Official
Records Book 4998, Page 865, of the Public Records of Collier County, Florida; and
WHEREAS, Serenoa Investments, LLC is the successor by conversion to Serenoa
Investments, Inc. by Certificate of Conversion filed August 30, 2012 with the State of Florida
Secretary of State; and
WHEREAS, due to the ongoing process with the Federal government to establish a
Habitat Conservation Plan applicable to the property,_the review and approval of the SRA has
been delayed and the parties wish to amend the Agreement to extend certain dates.
NOW THEREFORE in consideration of the above premises and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and in
further consideration of the mutual covenants contained herein, the parties agree as follows:
1. Paragraph 8 of the Stewardship Sending Area Credit Agreement (BCI/BCP/SI SSA 13) is
amended to read as follows:
Restriction on Land Use Amendments.
[14-CMP-00935/1124207/1]7 1
Words ctruck thru are deleted and words underlined are added.
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Upon designation of the land described in Exhibit"A" as an SSA, the Owner shall
not seek or request, and the County shall not grant nor approve, any increase in
the density or any additional uses beyond those specified in this Agreement.
Sixty-five and two tenths (75.2%) of the lands subject to this Agreement are
within an HSA or FSA as depicted on the RLSA Overlay Map, officially entitled
"Collier County Rural and Agricultural Area Assessment Stewardship Overlay
Map". Upon designation of these lands as an SSA, the Owner shall neither seek
nor request, and the County shall not in violation of Sections 4.08.06 A.2. and 3.,
thereafter grant or approve any expansion or conversion of agricultural uses.
Notwithstanding any condition herein to the contrary, this Agreement and the
Stewardship Easement shall terminate five (5) eight (8) years from its effective
date on December 15, 2-0-1--7 2020 unless the BCI/BCP/SI 13 Stewardship Credits
have been exchanged for entitlement of an SRA and the SRA has received all
necessary final and non-appealable local, state and federal permits other than a
plat, site development plan or building permit necessary to commence
construction of the SRA. All affirmative obligations and negative covenants
contained in this Agreement and the Stewardship Easement shall be null and void
upon such termination without further action from the parties hereto. Upon such
termination, the land shall revert to its underlying zoning classification as of the
date of this Agreement, free and clear of any encumbrance from the Stewardship
Easement. If requested by the Owner, Collier County shall provide a written
release and termination of this Agreement and the Stewardship Easement for
recording in the public records within fifteen (15) days of the request from the
owner. Collier County shall update the overlay map to reflect the termination of
BCUBCP/SI SSA 13 or any SRA.
2. Except as amended herein, the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed
by their duly authorized officers or representatives and their official seals hereto affixed the
day and year first written above.
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCK, CLERK COLLIER COUNTY, FLORIDA
0illt A ' : By: / 4
Deputy Clerestas to Chairman's PENNY 1 YLOR airman
1n w},inn �*}!'1
Approved as to form an legality:
i-,,,
Hidi Ashton-Cicko
Managing Assistant County Attorney
[14-CMP-00935/1124207/1]7 2
Words struck thru are deleted and words underlined are added.
WITNESS BARRON COLLIER PARTNERSHIP, LLLP
a Florida limited liability partnership
-1-- C acn.0 0 .. (,,c
(signature) ) By: Barron Collier Management, LLC
a Florida limited liability company
I 1,S cot M. ()Li W 6 Its: General P •ner
(Print Full Name)
By: fiP.�. 111'
WITNESS: Printed Name: % b` Q 1., %ik... ...
.-e'4C (. Its: (—
(Signature)
Bradley E. Stockham
(Print Full Name)
STATE OF F i o r i d Gl-
COUNTY OF l 1 j e�y
The foregoing instrument was acknowledged before me this 2-04-1/ day of
lie c>✓nvi b er , 2017 by Qri a pl, 0 r u e vv as C 0 0 (title),
on behalf of Baron Collier Management, L4C, a Florida limited liability company, as General
Partner of BARRON COLLIER T NERSHIP LL a Florida limited liability limited
partnership, who is ersonall known to me r who has produced
as identi cation.
[Notary Seal] `- aPc /.)/ ' i?
)alliya_Y
Notary Public
rPrin;sea,, PAMELA M.WALKUP
t Name
MkCommission#FF 939815 My Commission Expires:
lwri
> 74 Expires March 28,2020
Op��
.°.;.l` Bm 'Nu u Troy Fain Insurance 800.385.7019
[14-CMP-00935/1124207/1]7 3
Words struck thru are deleted and words underlined are added.
`CAO
WITNESS BARRON COLLIER PARTNERSHIP, LLLP
a Florida limited liability partnership
IL\iatiti&DA • 0 /ILO,
(Signature) By: Barron Collier Management, LLC
a Florida limited liability company
1 t a O t I V Its: General Partner
(Print Full Name)/
By: I J AA-
WITNESS: Printed Name: (316 /JF t t
Its: j(71(14.
(Signature)
Bradley E.Stockham
(Print Full Name)
STATE OF tlarl d�
COUNTY OF o l 1 i �r
The foregoing instrument was acknowledged before me this 2 a day of
.De c e,y i bar , 2017 by Q id ble, as ieb i (title),
on behalf of Baron Collier Management, LLC, a Florida limited liability company, as General
Partner of BARRRQN COLLIER PARTNERSHIP, LLLP a Florida limited liability limited
partnership, ho - personally known to mem or who has produced
as identification.
[Notary Seal] . /1)
Notary Public
ey , PAMELA M.WALKUP Print Name
?I Commission#FF 939815 My Commission Expires:
, Expires March 28,2020
S Bonded Thru Troy Fan insurance 800485.7019
[14-CMP-00935/1124207/1]7 4
Words struck thru are deleted and words underlined are added.
0
WITNESS: SERENOA INVESTMENTS, LLC
a Florida limited liability company
(Signature)
By
:
( atherine G. Sproul;Man.gedo
Aen a a G oe'e1
(Print Full Name)
WITNESS:
44
(Signature)
Bradley E. Stockham
(Print Full Name)
STATE OF C"i o r 4_,
COUNTY OF Co)11 P r
The foregoing instrument was acknowledged before me this .Z/if day of
D t cern
/5,61r• , 2017 by Katherine G. Sproul, as Manager on behalf of SERENOA
INVESTMENTS, LLC, a Florida limited liability company, who is personally known to me or who
has produced as identification.
[Notary Seal]
W/YAL14-- • 04-IL-pi
-- g--�-- Notary Public
LA M.WALKUPission#FF 939815es March 28,2020 Print Name
TMu Troy Fain Momma 806385.7019
My Commission Expires:
[14-CMP-00935/1124207/1]7 5
Words struck thru are deleted and words underlined are added.
EXHIBIT 2
SECOND AMENDMENT TO
ESCROW AGREEMENT
(BCl/BCP/SI SSA 13)
THIS AMENDMENT TO ESCROW AGREEMENT is made as of the ] - day of
Dp L-C 6 , 2017, by and between COLLIER COUNTY, a political subdivision of the State
of Florida ("County"), BARRON COLLIER PARTNERSHIP, LLLP, a Florida limited liability limited
partnership("BCP"), SERENOA INVESTMENTS, LLC ("SI"), a Florida liability company(BCP and SI
are hereinafter individually and jointly referred to as "BCP/SI" or"Owner"), ROETZEL& ANDRESS, a
legal professional association(the"Prior Escrow Agent"), and Cheffy Passidomo, P.A. (the"New Escrow
Agent").
RECITALS
WHEREAS, Collier County, Barron Collier Investments, Ltd., Barron Collier Partnership,
LLLP, Serenoa Investments, LLC, and Escrow Agent entered into an Escrow Agreement on December
15, 2009 (the "Escrow Agreement"), pertaining to the Stewardship Sending Area designated as
BCl/BCP/SI SSA 13; and
WHEREAS, Barron Collier Investments, Ltd. merged into Barron Collier Partnership, LLLP by
Articles of Merger filed December 30, 2013, and recorded January 6, 2014, in Official Records Book
4998, Page 865,of the Public Records of Collier County, Florida; and
WHEREAS, Serenoa Investments, LLC is the successor by conversion to Serenoa Investments,
Inc. by Certificate of Conversion filed August 30, 2012 with the State of Florida Secretary of State; and
WHEREAS, due to the ongoing process with the Federal government to establish a Habitat
Conservation Plan applicable to the property,the SRA has been delayed and the parties wish to amend the
Escrow Agreement to extend certain dates; and
WHEREAS, the Prior Escrow Agent will hereby resign and be replaced by the New Escrow
Agent.
AGREEMENTS
NOW THEREFORE, in consideration of the mutual promises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. The above recitals are true and correct and incorporated herein by reference.
2. Paragraph 3 of the Escrow Agreement is amended to read as follows:
3. The Escrow Agent shall deliver the original documents to the County for recording in the
public records of Collier County upon presentment of the following by Owner:
[14-CMP-00935/1127128/l]6 1
Words struck thru are deleted and words underlined are added.
A
a. An approved SRA which requires the exchange of Stewardship Credits from
BCUBCP/SI SSA 13 for the additional residential and non-residential
entitlements; and
b. All necessary final and non-appealable local, state and federal permits other than
a plat, site development plan or building permit, necessary to construct the SRA
consistent with the provisions of Section 4.08.07 of the Collier County Land
Development Code; and
In the event the approvals referenced above in the recitals are not delivered to the Escrow
Agent on or before December 15, 20.1-7 2020, this Escrow Agent Agreement shall
terminate and the original Documents shall be returned to Owner. If a challenge and/or
appeal of necessary development order, permit or other discretionary approval is filed
Owner and County may elect to extend the Escrow Agreement by written agreement until
the challenge or appeal is finally resolved. If the challenge or appeal is not resolved such
that the construction may commence under terms acceptable to Owner, Owner may
within 180 days of the final disposition of the challenge or appeal terminate this Escrow
Agreement.
4. New Escrow Agent shall serve as Escrow Agent under the Escrow Agreement effective
as of the date hereof. Prior Escrow Agent hereby resigns as Escrow Agent as of the date
hereof. The County acknowledges and agrees that New Escrow Agent represents BCP/SI
and may continue to do so while serving as Escrow Agent and notwithstanding any
present or future dispute arising under this Agreement. The parties hereto do not object
to such services by New Escrow Agent as Escrow Agent and such representation of
BCP/SI by New Escrow Agent in this and other matters, and agree that such service and
such representation does not adversely affect the independent professional judgment of
New Escrow Agent on behalf of any such party, or the ability of New Escrow Agent to
adequately represent the interest of any such party.
5. Except as amended herein, the Escrow Agreement is dated March 10, 2009 remains in
full force and effect.
6. Executed counter-part copies of the original of this document shall be treated as if the
originals were so executed and shall bind the executing party and shall have the same
force and effect as the original. Execution of this Agreement by facsimile shall be treated
as an original.
{Remainder of Page Intentionally Left Blank}
[14-CMP-00935/1127128/1]6 2
Words stnisk-thfu are deleted and words underlined are added.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Escrow
Agreement by their duly authorized officers or representatives and their official seals hereto affixed the
day and year first written above.
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCK, CLERK COLLIER COUNTY,FLORIDA
v By� /'� `- f By: k 4
#test c a 'S PE A 0 r, Chairman
signature only.
Approved as to form and legality:
>/tA ati A-'--
eH idi Ashton-Cicko
Managing Assistant County Attorney
PRIOR ESCROW AGENT: NEW ESCROW AGENT:
ROETZEL&ANDRESS, CHEFFY P' SSIDOMO, P.A.
A legal professional association
QD Y / -�
gvill
,i 2 C`. tom-grrv,
By:
(Pri4L,Full.Name) Sr.p i ri d(eL-
(Print Full Title) ___..
It � .
I Date: /1.- . 2 7. / 7
Date: v Z11
) I�
[14-CMP-00935/1127128/1]6 3
Words struck thru are deleted and words underlined are added.
CAO
WITNESS BARRON COLLIER PARTNERSHIP,LLLP
a Florida limited liability partnership
:SWUM qL WM,
(Signature) By: Barron Collier Management,LLC
y�, a Florida limited liability company
t 1'C 1 k. t) L (,l Its: General Partner
(Print Full Name))
By:
WITNESS: Printed Name: ` gel(
rAce-tz Its: 66e)
(Signature)
Bradley E.Stockham
(Print Full Name)
STATE OF J f a r i
COUNTY OF CI" I I► e y
The foregoing instrument was acknowledged before me this 20 lay of bece vn t e r ,2017 by Or t
g6q n as COD (title), on behalf of Baron Collier Management,
LLGa Florida limited liability company, as General Partner of 13: ' t • h. •LLIER PARTNERSHIP,
LLLP, a Florida limited liability limited partnership, who ' personally known to me • who has produced
as identi i . 's .
[Notary Seal] � Qom- 7
Notary Public
Y PAMELA M.WALKUP Print Name
:.: •.� ._ Commission#FF 939815 My Commission Expires:
_? -�bac Expires March 28,2020
"'hP.„'Cri , fiordod Thru Troy Fam Insurance 800385-7019
[14-CMP-00935/1127128/116 4
Words struck thru are deleted and words underlined are added.
r`
WITNESS BARRON COLLIER PARTNERSHIP,LLLP
C 0 4MS.t f! a Florida limited liability partnership
(Signature) KBy: Barron Collier Management, LLC
a Florida limited liability company
+r 13 (y 110 KA . 61 i V C& Its: General Partner
(Print Full Name) i' �/'}
By: / �" O,l
WITNESS: Printed Name: /3//)/G `")1613(L
`/ G�t ( AcIts: Prt. ���
(Signature)
Bradley E.Stockham
(Print Full Name)
STATE OF t j
nor a_--
COUNTY OF CO I ll Q,r
The foregoinginstrument was ackn 'ledged befor me this 2Ofhday of I)ec l e,r^ ,2017 by
@ lla-We_ CdIC as I"re,s i ci e_-n 1- (title), on behalf of Baron Collier Management,
LLC, a Florida limited liability company, as General P _______Q£BARRnN COtIER PARTNERSHIP,
LLLP, a Florida limited liability limited partnershi , who is personally known to me or ho has produced
as identification.
[Notary Seal] ��
Notary Public
PAMELA M.WALKUP117 Print Name�� = CommissionMyCommission Expires:
, , ..= #FF 939815 p
a
44�-'as Expires March 28,2020
''';*81;:r.04 o� Bonded Thw Troy fain hwrmti 100.305-1019
[14-CMP-00935/1127128/116 5
Words struck thru are deleted and words underlined are added.
1la'(1
WITNESS SERENOA INVESTMENTS,LLC
a Florida limited liability company
(Signature) •By:____ePAildA_Si3OAk.Q.,
( ' 1
O1 n cA G o e Lod Katherine G. Sproul, Maii