Agenda 05/22/2012 Item #16B 25/22/2012 Item 1
EXECUTIVE SUMMARY
Recommendation for the Collier County Community Redevelopment Agency (CRA) to approve
a one year extension to a Right of First Refusal Agreement and Right of Entry with Bayshore
Cultural and Performing Arts Center, Inc. in consideration of a potential future purchase of
CRA owned land; and approve the Chairman to sign. Fiscal Impact: None.
OBJECTIVE: To extend a Right of First Refusal Agreement and Right of Entry with Bayshore
Cultural and Performing Arts Center, Inc. in consideration of a potential future purchase of CRA
owned land; and approve the Chairman to sign.
BACKGROUND: The Bayshore Cultural and Performing Arts Center, Inc., a charitable organization,
has an interest in the future acquisition, lease or use of 17 acres (more or less) of CRA owned land. Its
vision is to fund, build, operate and manage a cultural and performance arts center. The purpose of the
Right of First Refusal Agreement is to enable Bayshore Cultural and Performing Arts Center, Inc. to
proactively engage consultants to conduct feasibility studies, exercise due diligence findings
concerning the land, and engage the general public in a capital fundraising campaign. The Right of
Entry agreement allows their consultants, engineers and representatives to access the parcels. Proper
and required insurance certificates will be required to protect the BCC and CRA.
CONSIDERATIONS: On May ,24, 2011, the CRA executed a one year Right of First Refusal
Agreement and Right of Entry (attached as Exhibit A) with Bayshore CAPA Center, Inc. The original
Agreements contained an option to extend the Agreement one year. CRA staff received written notice
(Exhibit B) of their desire to execute that extension. The organization changed its name to Bayshore
Cultural and Performing Arts Center, Inc.
When the CRA advertises the land for disposition in accordance with Chapter 163, Florida Statutes and
a viable offer is received, or if an interested developer expresses an interest in purchasing the land for
development, Bayshore Cultural and Performing Arts Center will have the Right of First Refusal.
FISCAL IMPACT: None. Sale of CRA owned real property will generate revenue that may be
applied to the CRA's existing debt. Completion of a taxable catalyst project on vacant land will
increase taxable property values and increase the CRA's annual TIF.
GROWTH MANAGEMENT IMPACT: None.
LEGAL CONSIDERATIONS: The County Attorney's office has prepared the subject documents for
Board approval. The future sale or lease of this property as authorized in Chapter 163, Florida Statutes
will be strictly followed. This item has been reviewed by the County Attorney's Office, and is legally
sufficient for Board action. This item requires majority vote. - STW
RECOMMENDATION: That the CRA Board approves a one year extension of the Right of First
Refusal Agreement and Right of Entry with Bayshore Cultural and Performing Arts Center, Inc. in
consideration of a potential future purchase of CRA owned land; and approve the Chairman to sign.
Prepared by: David L. Jackson on May 3, 2012
Executive Director, Bayshore /Gateway Triangle Community Redevelopment Agency
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5/22/2012 Item 15.8.2.
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.13.2.
Item Summary: Recommendation for the Collier County Community Redevelopment
Agency (CRA) to approve a one year extension to a Right of First Refusal Agreement and Right
of Entry with Bayshore Cultural and Performing Arts Center, Inc. in consideration of a potential
future purchase of CRA owned land; and approve the Chairman to sign. Fiscal Impact: None.
Meeting Date: 5/22/2012
Prepared By
Name: JacksonDavid
Title: Executive Director, Bayshore CRA
5/7/2012 11:44:48 AM
Submitted by
Title: Executive Director, Bayshore CRA
Name: JacksonDavid
5/7/2012 11:44:49 AM
Approved By
Name: WilliamsSteven
Title: Assistant County Attorney,County Attorney
Date: 5/10/2012 10:47:55 AM
Name: KlatzkowJeff
Title: County Attorney
Date: 5/10/2012 11:40:33 AM
Name: FinnEd
Title: Senior Budget Analyst, OMB
Date: 5/12/2012 4:15:11 PM
Name: OchsLeo
Title: County Manager
Date: 5/14/2012 2:51:37 PM
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5/22/2012 Item 163.2.
EXTENSION TO RIGHT OF FIRST REFUSAL AGREEMENT AND
RIGHT OF ENTRY
THIS EXTENSION TO RIGHT OF FIRST REFUSAL AGREEMENT AND RIGHT OF
ENTRY entered into the 22nd day of May, 2012, between Bayshore Cultural and Performing Arts
Center, Inc., a 5016 organization, f/k/a Bayshore CAPA Center, Inc., (hereinafter referred to as
"CAPA ") and the COLLIER COUNTY COMMUNITY REDEVELOPMENT AGENCY
BAYSHORE GATEWAY TRIANGLE (hereinafter referred to as "Owner ").
WITNESSETH
In consideration of the mutual covenants contained herein, and other valuable
consideration, the parties agree as follows:
WHEREAS, Owner and CAPA previously entered into a Right of First Refusal
Agreement and Right of Entry dated May 24, 2011, a copy of which is attached hereto; and
WHEREAS, the Owner and CAPA are desirous of extending the Expiration Date of the
Right of First Refusal Agreement and Right of Entry Agreement to May 24, 2013 in the manner
set forth below.
NOW THEREFORE, in consideration of the covenants and conditions set forth herein,
together with Ten Dollars ($10.00) and other valuable consideration, the Lease Agreement is
amended as follows:
1. The Expiration Date of the Right of First Refusal Agreement and Right Entry as set forth
is Paragraph 7 Renewal Option is hereby extended to May 24, 2013.
2. All terms and conditions contained remain in full force and effect, and said terms and
conditions are applicable hereto except as expressly provided otherwise herein.
IN WITNESS WHEREOF, the Landlord and Tenant have hereto executed this Extension
of the Right of First Refusal Agreement and Right of Entry the day and year first above written.
ATTEST: COLLIER COUNTY COMMUNTY
DWIGHT E. BROCK, Clerk REDEVELOPMENT AGENCY
By: By:
DONNA FIALA, CHAIRMAN
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Witness (Signature)
CaI e,- /rat
(Pant Name} _
Witness (Signature)
IPrc !'�
(Pritlt l�ieTr►ej
Approved as to farm
and legal sufficiency;
St"on T. Williams
Assistant County Attorney,
5/22/20'12 Item 16.E._.
BAYSHOR.B CULTURAL AND
PERFO}RMMG� TS EN ER, INC.
By: ,
CHICK I-ITyIm' S, P SIDENT
Packet Page -1400-
5/22/2012 Item 153.2.
EXHIBIT_:.___
RIGHT OF FIRST .REFUSAL AGREEMENT
THIS RIGHT OF FIRST REFUSAL AGREEMENT (hereafter "Agreement), dated
and effective as of the -24tl-- day of May ' 2011, is made by
and between the Collier County Community Redevelopment Agency (the "Owner'l and
Bayshore CAPA Center, Inc.
RECITALS:
The Collier County Community Development Agency owns certain property as more
particularly described in Exhibit A attached hereto and incorporated by this reference,
located in Collier County, Florida (hereafter "the Property ").
The Owner desires to give, grant, bargain, sell, and convey to Bayshore CAPA
Center, Inc. certain rights to purchase the Property under the terms and subject to the
conditions set forth herein.
Accordingly, for the good and valuable consideration of One Hundred Dollars and
No /100 ($100), the receipt and sufficiency of which are hereby acknowledged, the
parties agree as follows:
1. Right of First Refusal. During the term of this Agreement, before Owner may
sell the Property to a third party in conformity with Fla. Stat. §163.380(3)(a), Owner
shall first offer the Property to Bayshore CAPA Center, Inc. under the same terms and
conditions as are offered by the third party. Bayshore CAPA Center, Inc. shall have
sixty (60) days during which to accept said offer. If Bayshore CAPA Center, Inc. does
not accept said offer within said period, Owner shall be free to accept the third party
offer. In the event of either Bayshore CAPA Center, Inc.'s acceptance or rejection of a
third party offer, Fla. Stat. §163.380(3)(a) shall be followed. It is expressly understood
that it is possible that Bayshore CAPA Center, Inc. may exercise this right of first refusal
and may not be the ultimate purchaser of the Property as a result of full Fla. Stat.
§163.380(3)(a) compliance.
2. Assignment. No party may assign this Agreement without the consent of the
other party.
3. Term of Agreement. This Agreement shall remain open and valid for a period
of one year (365) days from the date of the last signature being placed upon the
Agreement.
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{ 5/2212012 Item
�__ X
4. Severability of Provisions. - -Each- provision of this Agreement shall be
considered severable, and If for any reason any provision that is not essential to the
effectuation of the basic purposes of the Agreement is determined to be invalid and
contrary to any existing or future law, such invalidity shall not impair the operation of or
affect those provisions of this Agreement that are valid.
5. No Continuing Waiver. None of the parties hereto shall be deemed to have
waived any rights hereunder unless such waiver shall be in writing and signed by such
party. The waiver of any party of any breach of this Agreement shall not operate or be
construed to be a waiver of any subsequent breach.
6. Governing law. This Agreement shall be construed and enforced in
accordance with the laws of the State of Florida and the venue for any actions based
upon the Agreement shall be Collier County Circuit or County Court, as appropriate.
7. Renewal Option. With sixty (60) days written notice, Bayshore CAPA Center,
Inc. may request a one -year extension subject to CRA Board approval.
IN WITNESS WHEREOF, the parties have executed this Right of First Refusal
Agreement as of the day and year first above written.
ATTEST - ",,
DWIGk�"`:'8ROCk, .CLERK
AtUd at
flonstru"•
Signature
C L) 1E ;
Printed/Typed Name
Sic a re " `-'
JQ'R(\� �r
Printed/Typed Name
COLLIER COUNTY COMMUNITY
REDEVELOPMENT AGENCY
By:
3I OLETTA, Chairman
BAYSHORE CAPA CENTER, INC.
S�nat e w
5''te " l -<ur/F
Printed/Typed Name
/ "s h7-
Printed/Typed Title
2of3
Packet Page -1402-
Approved as to form
and legal sufficiency:
Steven T. Williams 5,oyl,jilt
Assistant County Attorney
7
Attachment: Exhibit A — Legal Description
CP: 11 -CRA-00048\6
3 of 3
Packet Page -1403-
5/22/2012 Item 163.2.
5/22/2012 Item '16.E.2.
I
RIGHT OF ENTRY
KNOW ALL MEN BY THESE PRESENTS that COLLIER COUNTY COMMUNITY REDEVELOPMENT AGENCY,
a political subdivision of the State of Florida, who post office address is 3299 Tamiami Trail East, Naples, Florida 34112;
its successors, assigns, or agents hereinafter known as `Grantee" for and in consideration of Ten Dollars ($10.00) and
other valuable consideration to them in hand paid, do hereby grant unto Bayshore CAPA Center, Inc., whose post office
address is 4069 Bayshore Drive, Naples, Florida 34112, hereinafter known as "Grantee' and its agents, architects,
engineers and contractors, the temporary license and right to enter upon the lands of the Grantor, as described in Exhibit
"A ", which is attached hereto and made a part hereof, for non - destructive inspection and assessment of the property.
ALL RIGHT AND PRIVILEGE herein granted shall remain in full force and effect until terminated in writing by the
Grantor. their successors and assigns on the lands of the Grantor described in Exhibit "A." This Right of Entry shall
terminate 365 days after the last signature is placed on this document.
ADDITIONALLY, the rights and interest granted hereunder are conditioned upon the reasonable exercise thereof
by Grantee Grantee agrees not to unreasonably interfere with Grantor's use of the lands described in Exhibit "A ". and
agrees to provide Grantor with advance notice when exercising its rights hereunder.
IN WITNESS WHEREOF, the Grantee has caused these presents to be executed in their name this day of N'1 AIM 2011.
COLLIER COUNTY COMMUNITY
REDEVELOPMEN• GENC
BY:
ColIe ta_ It airman
GRANTEE:
BAYSHtJRE CAPA CENTER, INC. a
Florida not - for - profit corporation
AA
Printed Name BY: ��77'
Pr
t
Printed Narne
Printed Name
Approved as to form and
Legal sufficiency
Steven T. Williams 7�✓ �ri
Assistant County Attorney 41z'
J
— __-Title —
Packet Page -1404-
I')
5/22/2012 Item 1 E...
EXHIBIT "A"
` H I B I
LEGAL DESCRIPTION:
A PARCEL OF LAND LYING IN SECTION 14, TOWNSHIP 50 SOUTH, RANGE 25 EAST, COLLIER COUNTY,
FLORIDA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
PARCEL[
THE WEST 425 FEET OF LOT 109, NAPLES GROVE AND TRUCK CO'S LITTLE FARMS No. 2, ACCORDING
TO THE PLAT THEREOF RECORDED IN PLAT BOOK 1, PAGE 27A, LESS THE EAST 200 FEET AND THE
WEST 25 FEET THEREOF, PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA.
PARCEL 2
THE EAST 200 FEET OF THE WEST 425 FEET OF LOT 109, NAPLES GROVE AND TRUCK COS LITTLE
FARMS No. 2, ACCORDING TO THE PLAT THEREOF RECORDED M PLAT BOOK 1, PAGE 27A, PUBLIC
RECORDS OF COLLER COUNTY, FLORIDA. TOGETHER WITH AN INGRESS AND EGRESS EASEMENT
ACROSS THE NORTH 30 FEET OF THE EAST 200 FEET OF THE WEST 225 FEET OF LOT 109, NAPLES
GROVE AND TRUCK COS LITTLE FARMS No.2
PARCEL3
ALL OF LOT 108, LESS AND EXCEPTING THE NORTH 273.44 FEET OF THE WEST 425 FEET AND THE
KELLY ROAD RIGHT -OF -WAY, NAPLES GROVE AND TRUCK COS LITTLE FARMS No. 2, ACCORDING
TO THE PLAT THEREOF RECORDED IN PLAT BOOK I, PAGE 27A, PUBLIC RECORDS OF COLLIER
COUNTY, FLORIDA;
TOGETHER WITH:
ALL OF LOT 109, LESS AND EXCEPTING THE WEST 425 FEET AND THE KELLY ROAD RIGHT -OF -WAY,
NAPLES GROVE AND TRUCK CO'S LITTLE FARMS No. 2, ACCORDING TO THE PLAT THEREOF
RECORDED IN PLAT BOOK 1, PAGE 27A, PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA.
AND
PARCEL A, LAKESIDE MOBILE ESTATES, IN ACCORDANCE WITH AND SUBJECT TO THE PLAT
RECORDED IN PLAT BOOK 9, PAGE 99, PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA.
Packet Page -1405-
f
Bayshore
CULTURAL & PERFORMING ARTS CENTER'
May 3, 2012
David Jackson
Collier County Community Redevelopment Agency
4069 Bayshore Drive
Naples, FL 34112
Dear Mr. Jackson:
5/22/2012 Item 16.E..1.
As provided for in our Right of First Refusal Agreement date May 24, 2011, and in our Right
of Entry Agreement of the same date, Bayshore Cultural and Performing Arts Center, Inc.
wishes to exercise its Renewal Option for a one year extension (subject to CRA Board
approval).
We ask, with all due respect, for a favorable consideration of this request.
Yours,
Chick Heithaus, President of the Board of Directors
Bayshore Cultural and Performing Arts Center, Inc.
Cc: Kevin Carmichael, Esq.
Steve Kutler
Dwight Richardson
BAY;I10R1: C'IJi 1-L;RAt PEisI ()R\Ii IN c_- A IN' 1 S C ENTCr
,u "CY Bashore Dr. i Nap c, FL 3'112 1 a�,shcfECAF,;.crg 1 E rna`: Ba .Centeroa� Century3't; net
Packet Page -1406-
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Florida Non Profit Corporation
BAYSHORE CULTURAL AND PERFORMING ARTS CENTER, INC.
Filing Information
Document Number N04000011276
FEI /EIN Number 201793831
Date filed 11/29/2004
State FL
Status /ACTIVE
Last Event MERGER N—? ro v%Av�ZN s k f
CW Ce , r/ In c
Event Date Filed 08/03/2011
Event Effective Date NONE
Principal Address
4069 BAYSHORE DRIVE '
NAPLES FL 34112 US
Changed 07/19/2011
Mailing Address
4069 BAYSHORE DRIVE
NAPLES FL 34112 US
Changed 07/1912011
Registered Agent'Name & Address
WELLS, AURORA
4069 BAYSHORE DRIVE
NAPLES FL 34112 US
Name Changed: 01/09/2012
Address Changed: 01/09/2012
Officer /Director Detail
Name & Address
Title P
HEITHAUS, JC
4069 BAYSHORE DRIVE
NAPLES FL 34112 US
Title VP
DOEPKE, ROCHELLE
4069 BAYSHORE DRIVE
VAPLES FL 34112 US
bttp://www.sunbiz.org/sclipts/cordet.exe?a(Packet Page -1407- doc number= N0400001127... 5/3/2012
wmv.sunbiz.org - Department of State
Title S
RICHARDSON, DWIGHT
4069 BAYSHORE DRIVE
NAPLES FL 34112 US
Title T
WELLS, AURORA
4069 BAYSHORE DRIVE
NAPLES FL 34112 US
Title D
KUTLER,STEVE
4069 BAYSHORE DRIVE
NAPLES FL 34112 US
Annual Resorts
Report Year Filed Date
2010 07/19/2011
2011 07/19/2011
2012 01/09/2012
Document Images
01109/20712 -- ANNUAL REPORT 1
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0W.031.2011 -- Mercier
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07/19/2011 — REINSTATEMENT
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g= /20�g�_rlmerade i and stated Articles �
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04/20/2009 --ANNUAL REPORT !
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08/25/2006 -- ANNUAL REPORT
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04116120077 -- ANNUAL REPORT
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071;1 /200, --_Name Chance,
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06,11312006 — ANNUAL REPORT
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05.'31/2005 - ANNUAL REPORT
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112c)12004 -- Domestic Non - Profs!
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Note: This is not official record. See documents if question or conflict.
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