Backup Documents 07/10/2018 Item #16B 3 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1 6 B 3
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office JAB Q M-074 8
—11
4. BCC Office Board of County -DF
Commissioners V<76( —11.2--%\11%
5. Minutes and Records Clerk of Court's Office 1 l a'5 1 l g 2. 4�
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Debrah Fores er CRA Director 239-331-3266
Contact/Department
Agenda Date Item was 7/10/18 Agenda Item Number 16B3
Approved by the BCC
Type of Document Agreement Regarding Cell Tower Number of Original t J
Attached Documents Attached
PO number or account n/a
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable c. um ichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signa e STAMP OK NA
2. Does the document need to be sent to another agency for ad•i • al Si:. es? If yes, S Aad Se e at ia.ct 4
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. S t L 3. Original document has been signed/initialed for legal sufficiency. (All documents to be JAB
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's NA
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the JAB
document or the fmal negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAB
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip NA
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 7/10/18 and all changes made during the JAB
meeting have been incorporated in the attached document. The County Attorney's
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the JAB
BCC,all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12��
163
Real Estate Partners International, LLC
1415 Panther Lane
v . 1 G toNaples, FL 34109
Attn: Mr. Jerry Starkey CA L-L. 3-4"3
Telephone: (239) 514-4001
Facsimile: (239) 514-4005 a.± 8 19.
Grant Fridkin Pearson, P.A. c.J (,A a.) Y q U E.S�1 DNS
5551 Ridgewood Drive, Suite 501
/ ca Naples, FL 34108
Attn: Richard C. Grant, Esq.
Telephone: (239) 514-1000
Facsimile: (239) 514-0377
To Crown: Crown Castle South LLC
c/o Crown Castle USA Inc.
Kenneth J. Simon, General Counsel
D (4 ' / N fl L 2000 Corporate Drive
Canonsburg, PA 15317
Attn: Legal - Real Estate Department
Telephone: (724)416-2000
Facsimile: (724) 416-4229
With a copy to: Crown Castle South LLC ��p
8000 Avalon Boulevard, Suite 700 11`1 C.L. p�j
Alpharetta, GA 30009
le1 G 1 n.�AL Attn: Heather Wasnick, Real Estate (BU # 813819)
Telephone: (918) 852-0693
With a copy to: Burr & Forman LLP
420 20th Street North, Suite 3400
Birmingham, AL 35209
COPY Attn: Matthew W. Barnes, Esq.
Telephone: (205) 458-5120 rl P-311
Facsimile: (205) 278-4597
or such other address as such party shall hereafter have specified by Notice given by the same
means. Any Notice shall be deemed given when received by the party to whom it is addressed or
when delivery is refused by such party. Any Notice may also be given by facsimile to the
facsimile numbers set forth above provided that a "hard copy" of such Notice is sent within one
(1) business day after such facsimile transmission in the manner above set forth; and in the case of
Notice by facsimile (with confirmation sent as aforesaid), Notice shall be deemed given upon
electronic confirmation of receipt.
11. Brokers. Each party represents and warrants to the other parties hereto that it has
dealt with no broker in connection with this Agreement, and each party agrees to defend,
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1663 3
CROWN Crown Castle
8000 Avalon Boulevard
CASTLE Suite 700
Alpharetta,GA 30009
Via FEDEX Overnight Delivery: TRK#772738348769
July 18, 2018
Jennifer Belpedio
Assistant County Attorney
Collier County Attorney's Office
3299 Tamiami Trail East, Suite 800
Naples, FL 34112-5749
RE: Agreement Regarding Cell Tower
813819 Tower Relocation
Dear Ms. Belpedio:
Attached, please find four (4) partially executed Agreements Regarding Cell Tower.
Once the County has executed, please return one (1) fully executed original to my
attention as well as a scanned pdf forwarded to me for my records.
If there are any questions, please reach out to me to discuss. I can be reached at
heather.wasnick(a�crowncastle.com or (918) 852-0693.
Very respectfully,
4,A/4 if WWhui/c4t
Heather H. Wasnick
STA — Real Estate Manager
The pathway to possible.
CrownCastle.com
1B 3
County of'Collier
CLERK OF THE CIRCUI[ COURT
COLLIER COUNTY CQkJRTHO@E
Crystal K. Kinzel—Interni Clerk of Circuit Court
3315 TAMIAMI TRL E STE 102 r
NAPLES,FL 34112-5324 P.O. BOX 413044
NAPLES,FL 34101-3044
Clerk of Courts • Comptroller • Auditor • Custodian of County Funds
July 23, 2018
Burr & Forman LLP
Attn: Matthew W. Barnes, Esq.
420 20th Street North
Suite 3400
Birmingham, AL 35209
Re: Agreement Regarding Cell Tower
Transmitted herewith is one (1) copy of the agreement aforementioned referenced
document for further signatures per your request, as approved/adopted by the Collier
County Board of County Commissioners of Collier County, Florida on Tuesday, July
10, 2018, during Regular Session.
Very truly yours,
CRYSTAL K. KINZEL, INTERIM CLERK
Martha Vergara, Deputy Clerk -
Enclosure
Phone- (239)252-2646 Fax- (239) 252-2755
Website- www.CollierClerk.com Email-CollierClerk@collierclerk.com
B 3
County of Collier
CLERK OF THE CIRCUM' COURT
COLLIER COUNTY C( JRTHO\JSE
Crystal K. Kinzel—Interim Clerk of Circuit Court
3315 TAMIAMI TRL E STE 102 tr P.O.BOX 413044
NAPLES,FL 34112-5324 NAPLES,FL 34101-3044
Clerk of Courts • Comptroller • Auditor • Custodian of County Funds
July 23, 2018
Real Estate Partners International, LLC
Attn: Jerry Starkey
1415 Panther Lane
Naples, Florida 34109
Re: Agreement Regarding Cell Tower
Transmitted herewith is one (1) original agreement of the above referenced
document for further signatures per your request, as approved/adopted by the Collier
County Board of County Commissioners of Collier County, Florida on Tuesday, July
10, 2018, during Regular Session.
Very truly yours,
CRYSTAL K. KINZEL, INTERIM CLERK''.--)A0ris .x./ 0
Martha Vergara, Deputy Clerk
Enclosure
Phone- (239) 252-2646 Fax- (239) 252-2755
Website- www.CollierClerk.com Email-CollierClerk@collierclerk.com
16 8 3
- -
County of Collier
CLERK OF THE CIRCUr-- COURT
COLLIER COUNTY CQURTHO``USE
Crystal K. Kinzel—Interiip Clerk'of Circuit Court
3315 TAMIAMI TRL E STE 102 yr P.O.BOX 413044
NAPLES,FL 34112-5324 ;
16 3
_ __ __ __
County of'Collier
CLERK OF THE CIRCUEE COURT
COLLIER COUNTY CQ :JRTHO\JSE
dr
Crystal K. Kinzel—Inteiitr Clerk of Circuit Court
3315 TAMIAMI TRL E STE 102 P.O.BOX 413044
NAPLES,FL 34112-5324 7T- NAPLES, FL 34101-3044
Clerk of Courts • Comptroller • Auditor • Custodian of County Funds
July 23, 2018
Crown Castle South, LLC
Attn: Heather Wasnick, Real Estate (BU #813819)
2000 Corporate Drive
Alpharetta, GA 30009
Re: Agreement Regarding Cell Tower
Transmitted herewith is one (1) original agreement of the above referenced
document for further signatures per your request, as approved/adopted by the Collier
County Board of County Commissioners of Collier County, Florida on Tuesday, July
10, 2018, during Regular Session.
Very truly yours,
CRYSTAL K. KINZEL, INTERIM CLERK
NNOc
Martha Vergara, Deputy Clerk —
Enclosure
Phone- (239) 252-2646 Fax- (239) 252-2755 sy —
Website- www.CollierClerk.com Email-CollierClerk@collierclerk.com
166 3
_ _ c-
County OfCollier
CLERK OF THE CIRCUS' COURT
COLLIER COUNTY C( :JRTHO\JSE
Crystal K. Kinzel—Intern Clerk of Circuit Court
3315 TAMIAMI TRL E STE 102 e•r
NAPLES,FL 34112-5324 �. P.O.BOX 413044
NAPLES,FL 34101-3044
Clerk of Courts • Comptroller • Auditor • Custodian of County Funds
July 23, 2018
Grant Fridkin Pearson, P.A.
Attn: Richard C. Grant, Esq.
5551 Ridgewood Drive
Suite 501
Alpharetta, GA 30009
Re: Agreement Regarding Cell Tower
Transmitted herewith is one (1) copy of the agreement aforementioned referenced
document for further signatures per your request, as approved/adopted by the Collier
County Board of County Commissioners of Collier County, Florida on Tuesday, July
10, 2018, during Regular Session.
Very truly yours,
CRYSTAL K. KINZEL, INTERIM CLERK
Martha Vergara, Deputy Clerk t t �
Enclosure
Phone- (239) 252-2646 Fax (239) 252-2755
Website- www.CollierClerk.com Email-CollierClerk@collierclerk.com
16B3
AGREEMENT REGARDING CELL TOWER
THIS AGREEMENT REGARDING CELL TOWER (this "Agreement") is made and
entered into this ►044' day of , 2018 (the "Effective Date") by and between
COLLIER COUNTY BOARD F COMMISSIONERS, acting as the Collier County
Community Redevelopment Agency (the "CRA"), and CROWN CASTLE SOUTH LLC, a
Delaware limited liability company ("Crown").
A. The CRA owns certain real property located in Collier County, Florida and which
is legally described on Exhibit "A" attached hereto and made a part hereof by this
reference (the "CRA Property").
B. The CRA and Crown are the current parties to that certain Option and Lease
Agreement dated April 27, 1998 (as amended or assigned, the "CRA Lease"),
originally by and among Donald L. Chesser and Joyce Chesser, as lessor
("Original Lessor"), and BellSouth Mobility Inc., a Georgia corporation
("BellSouth"), as tenant, pursuant to which Lease, Crown leases that certain real
property described on Exhibit "B" attached hereto and made a part hereof (the
"Premises"), which Premises are a part of the CRA Property, for the operation of a
cell tower (the "313-005.4 Cell Tower").
C. The CRA Lease was amended by (i) that certain First Addendum to Option and
Lease Agreement last dated September 19, 2000 by and among Original Lessor and
BellSouth; and (ii) that certain First Amendment to Lease Agreement dated May
16, 2001 by and among Original Lessor and BellSouth Mobility LLC, a Georgia
limited liability company, successor by corporate election to BellSouth
("BellSouth LLC").
D. Pursuant to that certain Assignment and Assumption of Option and Lease
Agreement dated May 20, 2011 by and between New Cingular Wireless PCS, LLC,
a Delaware limited liability company, successor by merger to BellSouth LLC, as
assignor ("NCWPCS"), and Crown, a memorandum of which was recorded in
O.R. Book 4718, Page 2138, as Instrument No. 4606023 in the Official Records of
Collier County, Florida, Crown succeeded to all of NCWPCS's right, title and
interest in and to the CRA Lease.
E. Pursuant to (i) that certain Warranty Deed from Original Lessor to CC&E
Investments, LLC, a Florida limited liability company ("CC&E"), dated October 4,
2005 and recorded as Instrument No. 3717862 in O.R. Book 3912, Page 3157 in
the Official Records of Collier County, Florida; and (ii) that certain Warranty Deed
dated September 9, 2009 and recorded as Instrument No. 4342480 in O.R. Book
4492, Page 1550 from CC&E to Collier County Community Redevelopment
Agency, the CRA succeeded to the interest of Original Lessor in and to the CRA
Property and the CRA Lease.
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F. The CRA intends to pursue the development of the CRA Property for other uses
and the CRA has requested, and Crown has agreed, subject to the terms and
conditions of this Agreement, to consent to the removal of the 313-005.4 Cell
Tower from the Premises, and the removal and reconstruction of the cell tower (the
"Kirkwood Cell Tower") located on the premises subject to that certain Master
Prepaid Lease dated December 16, 2013 by and among the AT&T Lessors party
thereto, AT&T Mobility LLC, a Delaware limited liability company, and CCATT
LLC, a Delaware limited liability company, as described in Exhibit "C" attached
hereto and made a part hereof (the "Kirkwood Property"). The removal of the
313-005.4 Cell Tower from the Premises, and the removal and replacement of the
Kirkwood Cell Tower on the Kirkwood Property shall hereinafter be referred to as
the "Cell Tower Relocation".
G. In accordance with the terms and conditions of this Agreement, the parties have
agreed that upon completion of the Cell Tower Relocation, and subject to the
further terms and conditions of this Agreement, the CRA Lease shall be terminated
by written agreements executed by all the parties to those instruments.
NOW, THEREFORE, in consideration of Ten Dollars ($10:00) and the mutual covenants
contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties agree
as follows:
1. Payments by the CRA to Crown. The CRA shall pay Crown the sum certain of
$1,000,000 in three payments as follows:
(a) Within thirty (30) days after the full execution of this Agreement, the CRA
shall pay to Crown Seventy Thousand and 00/100 Dollars ($70,000.00) (the "First Payment").
The CRA and Crown agree and acknowledge that the First Payment exceeds the amounts set forth
on the schedule of values attached hereto as Exhibit "D" and made a part hereof by this reference
(the "SOV") for the "Due Diligence Phase" and the "Design Phase" of the Cell Tower Relocation.
Crown shall use the First Payment to pay for the costs and expenses as reflected on the SOV for
the Due Diligence Phase and the Design Phase, including, without limitation, costs and expenses
incurred in applying for and obtaining all necessary federal, state and local governmental permits
and approvals, all necessary private approvals from third parties (if any), and all necessary
building permits for the Cell Tower Relocation (collectively, the "Permits"), excluding any
Permits to be obtained directly by the CRA, and their respective successors and assigns, for any
work to be completed by the CRA, and the project management fees payable to Crown. Any
amounts remaining after said expenses are paid shall be applied to other expenses shown on the
SOV. Crown shall use commercially reasonable efforts to obtain and all necessary Permits as
expeditiously as possible; provided, however, Crown is under no obligation to commence or
continue any such actions unless and until the First Payment has been received by Crown and all
pre-conditions set forth in Section 8 herein have been satisfied. The CRA acknowledges that
Crown has already incurred significant expense relating to the Due Diligence Phase and Design
Phase in good faith reliance on the representations made by the CRA to Crown prior to entering
into this Agreement and that Crown would not have incurred such expenses or entered into this
Agreement but for such representations.
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(b) Crown will notify the CRA when Crown has obtained the Permits and is
ready to commence construction on the Kirkwood Property pursuant to Section 5 herein (the
"Construction Notice"). Within thirty (30) days after the CRA's receipt of the Construction
Notice, the CRA shall pay to Crown the additional amount of Three Hundred Thirty and 00/100
Dollars ($330,000.00) (the "Second Payment") for the total expenses for the "Construction
Phase" costs as noted on the SOV. Crown shall use the Second Payment to pay for the costs and
expenses for the construction and demolition work related to the Kirkwood Property and the
decommissioning and removal of the 313-005.4 Cell Tower and all other improvements located on
the Premises. Any amounts remaining after said expenses are paid shall be applied to other
expenses shown on the SOV.
(c) When Crown has completed installation of the wireless carrier relocated
from the 313-005.4 Cell Tower on the New Kirkwood Cell Tower and decommissioned and
removed 313-005.4 Cell Tower from the CRA Property, Crown will provide written notice to the
CRA (the "Final Payment Notice"). Within thirty (30) days after the CRA's receipt of the Third
Payment Notice, the CRA shall pay to Crown Six Hundred Thousand and No/100 Dollars
($600,000.00) (the "Final Payment"), representing the final payment due hereunder.
2. Plans and Specifications for New Cell Tower Work. Within ten (10) days after the
Effective Date, Crown, shall cause an engineering firm chosen by Crown to prepare plans and
specifications in accordance with standard industry practice and acceptable to Crown, in Crown's
sole discretion, for the development of the Kirkwood Property to a condition suitable for Crown's
use for the Cell Tower Relocation and the construction, operation and maintenance of the New
Kirkwood Cell Tower.
3. Crown's Right of Termination. At any time prior to the issuance of the
Construction Notice to the CRA, Crown shall have the right to terminate this Agreement by
delivering written notice of such termination to the CRA in the event that Crown cannot obtain the
Permits within one hundred twenty (120) days following Crown's complete and sufficient
application (said termination notice shall herein be referred to as the "Termination Notice"). The
CRA 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 permit applications submitted by
Crown for the Cell Tower Relocation as "Fast Track Process" whereby the County staff will be
required to review and respond to any submittals within fifteen (15) business days; (ii) cause any
permit applications for any carriers associated with the Cell Tower Relocation to be submitted
concurrently. Crown, in turn, acting in good faith shall respond to comments from any submittal
for review within fifteen (15) business days following Crown's receipt thereof. Upon delivery of
the Termination Notice, this Agreement shall terminate and neither party shall have any further
rights, remedies, liabilities or obligations hereunder. The CRA covenants that approval of the
Permits shall not be unreasonably withheld. Any unused portion of the First Payment as of the
date such Termination Notice is sent to the CRA shall be returned by Crown to the CRA within
thirty (30) days after such Termination Notice.
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4. Third Party Beneficiary. Real Estate Partners International, LLC, as the contract
purchaser of the CRA Property from the CRA, is a third-party beneficiary to this Agreement and
may enforce this Agreement as if it were a party hereto.
5. Crown Work. Crown shall perform or caused to be performed all work set forth in
the SOV including the construction work, the relocation work, the decommissioning and the
demolition work set forth in Section 7 below ("Crown Work"). Within fifteen (15) days after
Crown's receipt of the Permits and the Second Payment, Crown shall commence the Crown Work
and, thereafter, diligently prosecute the Crown Work to completion. The Crown Work with
respect to the CRA Property, the 313-005.4 Cell Tower and the relocation of the existing wireless
carrier from the 313-005.4 Cell Tower to the New Kirkwood Cell Tower shall be completed
within one hundred fifty (150) days after such commencement (the "313-005.4 Work Deadline"),
subject to Force Majeure Events (as defined in Section 13(d) below). The Crown Work with
respect to the decommissioning and removal of the Kirkwood Cell Tower shall be completed
within sixty (60) days after all wireless carriers form the Kirkwood Cell Tower and the 313.005.4
Cell Tower are installed at and operating from the New Kirkwood Cell Tower (the "Kirkwood
Work Deadline"), subject to Force Majeure Events (as defined in Section 13(d) below). The
Crown Work shall be done in a good and workmanlike manner and in accordance with the Plans
and Specifications and in compliance with all applicable laws, rules and regulations. Crown shall
use its commercially reasonable best efforts to ensure that the 313-005.4 Work Deadline is on or
before March 31, 2019; provided, however, that the CRA acknowledges that the 313-005.4 Work
Deadline and the Kirkwood Work Deadline shall be extended for any Force Majeure Events.
6. CRA Lease. Upon the full performance of the CRA's obligations under this
Agreement, and Crown's decommissioning, demolition and removal of the 313-005.4 Cell Tower
at the Premises (such event being collectively referred to herein as, "Project Completion"), the
CRA Lease shall be deemed terminated in all respects and rent payments shall cease. Crown and
the CRA shall execute a termination of the CRA Lease and cause the memorandum of the CRA
Lease to be released of record in the Official Records of Collier County, Florida.
7. Decommissioning and Demolition of Cell Towers.
(a) Subject to delays caused by the CRA and Force Majeure Events and
provided that Crown has received all applicable Permits, Crown shall decommission and demolish
the 313-005.4 Cell Tower not later than the 313-005.4 Work Deadline. Crown's time for
decommissioning the 313-005.4 Cell Tower shall be extended, day for day, for each day of a delay
caused by the CRA or Force Majeure Events and each day that Crown's receipt of the Final
Payment is delayed beyond its due date. Crown's removal of the 313-005.4 Cell Tower shall
include footings to a depth of three (3) feet below grade and shall occur lien free, and Crown shall
not permit any mechanics or materialman's liens to be recorded on the CRA Property arising out
of such decommissioning and demolition.
(b) Upon Crown's decommissioning of the existing Kirkwood Cell Tower,
Crown shall, within sixty (60) days of the decommissioning of the existing Kirkwood Cell Tower,
be responsible for demolishing the existing Kirkwood Cell Tower on the Kirkwood Property, the
costs and expenses of which are included in the Final Payment.
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8. Zoning and Permitting Approvals. The performance of the Cell Tower Relocation
is contingent upon the obtaining of certain zoning and permitting approvals from the applicable
jurisdictions, including, without limitation, the Federal Aviation Administration, that would permit
the removal of the 313-005.4 Cell Tower on the Premises and the removal and reconstruction of
the existing Kirkwood Cell Tower on the Kirkwood Property, and that any termination of this
Agreement after such approvals are issued may place the Premises or the Kirkwood Property in a
state of non-conformance for purposes of maintaining the existing 313-005.4 Cell Tower or the
existing Kirkwood Cell Tower, as applicable, thereon. Accordingly, in the event of termination of
this Agreement pursuant to the express provisions of this Agreement or a default by the CRA, (a)
the CRA Lease shall remain in full force and effect and shall continue to encumber the Premises,
and (b) any zoning or permitting approvals obtained from the applicable jurisdictions prior to the
termination of this Agreement shall be adjusted, at the CRA's sole cost and expense, to permit the
existing 313-005.4 Cell Tower to remain on the Premises as a conforming use.
9. Defaults. If any party breaches any of its obligations under this Agreement and
such breach continues for a period of thirty (30) days after receipt of written notice from the non-
defaulting party (unless such breach cannot reasonably be cured within such thirty (30) day period,
in which case the defaulting party shall have a reasonable period of time in which to effect a cure
of such breach provided that the defaulting party is continuously and diligently pursuing the cure
of such breach to completion, but in no event more than ninety (90) days), then the non-defaulting
party shall be entitled to pursue all remedies available at law or in equity pursuant to the laws of
the State of Florida or otherwise provided for in this Agreement. Notwithstanding the foregoing,
neither Crown nor the CRA shall be liable for punitive or consequential damages or lost profits
under any circumstances.
10. Notices. All notices, demands, requests, consents, approvals or other
communications (each, a "Notice") required or permitted to be given hereunder or which are given
with respect to this Agreement shall be valid only if in writing and sent by registered or certified
United States mail, return receipt requested, postage prepaid, or delivered by Federal Express or
UPS courier service (or other nationally-recognized overnight delivery service), addressed as
follows:
If to the County: Collier County Community Redevelopment Agency
Attn: Leo Ochs, County Manager
3299 Tamiami Trail East, Suite 202
Naples, FL 34112-5746
Telephone: (239) 252-8383
With a Copy to: Debrah Forester, CRA Director
3570 Bayshore Drive , Unit 102
Naples, Florida 34112
Telephone: (239) 643-1115
5
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Real Estate Partners International, LLC
1415 Panther Lane
Naples, FL 34109
Attn: Mr. Jerry Starkey
Telephone: (239) 514-4001
Facsimile: (239) 514-4005
Grant Fridkin Pearson, P.A.
5551 Ridgewood Drive, Suite 501
Naples,FL 34108
Attn: Richard C. Grant, Esq.
Telephone: (239) 514-1000
Facsimile: (239) 514-0377
To Crown: Crown Castle South LLC
do Crown Castle USA Inc.
Kenneth J. Simon, General Counsel
2000 Corporate Drive
Canonsburg, PA 15317
Attn: Legal - Real Estate Department
Telephone: (724) 416-2000
Facsimile: (724) 416-4229
With a copy to: Crown Castle South LLC
8000 Avalon Boulevard, Suite 700
Alpharetta, GA 30009
Attn: Heather Wasnick, Real Estate (BU # 813819)
Telephone: (918) 852-0693
With a copy to: Burr & Forman LLP
420 20th Street North, Suite 3400
Birmingham, AL 35209
Attn: Matthew W. Barnes, Esq.
Telephone: (205) 458-5120
Facsimile: (205) 278-4597
or such other address as such party shall hereafter have specified by Notice given by the same
means. Any Notice shall be deemed given when received by the party to whom it is addressed or
when delivery is refused by such party. Any Notice may also be given by facsimile to the
facsimile numbers set forth above provided that a "hard copy" of such Notice is sent within one
(1) business day after such facsimile transmission in the manner above set forth; and in the case of
Notice by facsimile (with confirmation sent as aforesaid), Notice shall be deemed given upon
electronic confirmation of receipt.
11. Brokers. Each party represents and warrants to the other parties hereto that it has
dealt with no broker in connection with this Agreement, and each party agrees to defend,
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indemnify and hold the other parties harmless from and against any and all loss, liability and
expense, including reasonable attorney's fees, that the indemnitee may incur arising by reason of
the above representation by the indemnitor being false.
12. Covenants and Representations.
(a) As of the Effective Date of this Agreement, and to Crown's actual
knowledge, Crown covenants and represents to the CRA the following:
(i) Crown has obtained any necessary limited liability company
consents required to permit the transactions contemplated by this Agreement, including the Cell
Tower Relocation. Other than approvals of any governmental agencies having jurisdiction over
the Cell Tower Relocation, no other consents of third parties are required to permit the
transactions contemplated by this Agreement, including the Cell Tower Relocation; and
(ii) The signatories to this Agreement on behalf of Crown have the
power and authority to enter into this Agreement and to bind Crown to the provisions hereof.
(b) As of the Effective Date of this Agreement, and to the CRA's actual
knowledge, the CRA covenants and represents to Crown the following:
(i) the CRA has sufficient funds on deposit to fulfill all of its
obligations under this Agreement. Upon the CRA's execution of this Agreement, the CRA's
obligations will be binding upon the CRA, and this Agreement shall be enforceable against the
CRA; and
(ii) The signatories to this Agreement on behalf of the CRA have the
power and authority to enter into this Agreement and to bind the CRA to the provisions hereof;
and
(iii) This Agreement does not conflict with any other agreement to which
the CRA is a party or to which the CRA Property or any part thereof is subject.
13. Miscellaneous.
(a) This Agreement (including the exhibits attached hereto) contains the entire
agreement between the parties with respect to the subject matter hereof and supersedes all prior or
contemporaneous understandings, if any, with respect thereto.
(b) Except as expressly set forth in this Agreement, this Agreement may not be
cancelled, modified, changed or supplemented, nor may any obligation hereunder be waived,
except by written instrument signed by all parties hereto.
(c) The parties do not intend to confer any benefit hereunder on any person,
firm or corporation other than the parties hereto and their respective permitted successors or
assigns.
7
0
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(d) "TIME IS OF THE ESSENCE" with respect to all provisions of this
Agreement. In the event either party shall be delayed or hindered in or prevented from the
performance of any act required to be performed by such party pursuant to this Agreement by
reason of acts of God, delays by governmental entities, strikes, lockouts, unavailability of
materials, delivery delays, unforeseeable underground conditions, failure of power, prohibitive
governmental laws or regulations, riots, insurrections, the act or failure to act of the other party
(including such other party's failure to make funds available as otherwise required herein in
connection with the performance of such act), adverse weather conditions preventing the
performance of work as certified to by an architect or engineer, casualty, war or other reason
beyond such party's reasonable control (each being a "Force Majeure Event"), then the time for
performance of such act shall be extended for a period equivalent to the period of such delay.
Lack of adequate funds or financial inability to perform shall not be deemed to be a cause beyond
the control of either party.
(e) This Agreement shall extend to and be binding upon the legal
representatives, heirs, executors, administrators and the permitted assigns of the parties hereto.
Crown shall not assign this Agreement except to (1) an Affiliate (as such term is defined below),
or (2) any third party purchaser that purchases all of the assets of Crown. The CRA shall not
assign this Agreement except to any purchaser of the CRA Property. For purposes hereof, the term
"Affiliate" means any entity that owns or controls, is owned or controlled by, or is in common
ownership or control with the assignor.
(f) This Agreement shall be governed by, interpreted under, and construed and
enforced in accordance with, the laws of the State of Florida. This Agreement shall be construed in
accordance with its plain meaning and without reference to any maxim or rule of interpretation
providing that a writing should be construed against the party responsible for the drafting thereof.
(g) This Agreement shall not be recorded or filed in the public records of any
jurisdiction by either party and any attempt to do so may be treated by the other party as a breach
of this Agreement.
(h) This Agreement may be executed in one or more counterparts, each of
which when so executed and delivered shall be deemed an original, and all of which taken
together shall constitute one and the same instrument.
(i) The headings used herein are provided only as a matter of convenience and
for reference and in no way define, limit, or describe the scope of this Agreement nor the intent of
any provision hereof.
(j) In the event any claim or cause of action is brought in connection with this
Agreement, the losing party shall pay the prevailing party's reasonable legal fees and expenses.
[Signatures appear on the following pages.]
8
1663
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their duly authorized representatives effective as of the day and year first above written.
ATTEST: COLLIER COUNTY COMMUNITY
CRYSTAL K. KINZEL, INTERIM REDEV OPMENT AGENCY
CLERK
fr,111,2 IA-06B ` Via' By:
Attest s to Chaicman'$)E T -C E; DONNA FIALA, CHAIRMAN
signature only.
Approved for form and legality:
Jenna er A. Belpedi
Assistant County Attorney ���
9
1 6 13 3
WITNESSES: CROWN CASTLE SOUTH LLC,
a Delaware limited liability company
.- Name: ,C11 riee✓( 140( 11By: `
Name: Chris Moffett
k r,i I 1 i Title: South Area President
Print Name: ;j 'call( 14DiM'
STATE OF Georgia )
)
Fulton COUNTY )
The foregoing instrument was acknowledged before me this l day of 3 y, , 201 by
Chris Moffett , as
South Area President of CROWN CASTLE SOUTH
LLC, a Delaware limited liability company, on behalf of the limited liability company. He/She is
personally known to me or has produced — as identification.
Given under my hand this lR day of Ju.L1 , 2018.
UUCP- �, `����o PETFii.N�
Notary Public .�`. " saioti•9`5M
• r•:
Printed Name 1.: 11 dt, IGE
z
My Commission Expires: Wave-w-�et Ly 1 2-0L"v ��• �'y;' t2";...�'•k,0��
My Commission Number: �ise,I,, ;I`'%``-
10
4S)
1683
Exhibit"A"
Legal Description of the CRA Property
Lots12, 13, 14 and 15,Triangle Lake Subdivision,in accordance with and subject to the plat recorded in Plat Book 4,
page 38,Public Records of Collier County,Florida
A-1
1683
Exhibit "B"
Legal Description of Premises
Lag fl.rrtptbn (inyr4..tarsus Easonent)
A war or tend ting within fol 15. 11actNC1.1 utitE, as rocorO.d in Plot book 4. Pope 3a of the
P u61ie Records of 044* wv
County,Florida t4 Afhmane 9 moparticularlydosed or doseos faiki.c
Car%atonal ata found Y martL+q t1.Narthw.t carnes of Lot 19 d oak) 1RiANCXF- LAKE, sold
'poifit Naha on the South right of woy IM4 of Oae/s eauturard (Slats Rood No. e4); thence
S.66.4744-16. err the South right of way wN of sold Dovfe fiautava'f (State Rood No. 44), a
na
'diatos'ad 117.12 feet to'a found dAi Nati meriting the Northeast owner of Lot 15 of sold
oaf VAL end the Pp1it of,Seginwing: thane 9.0111'i9'E., departing the South right of way
Ma 44 Dods 3aufserd (Rota ROW No. I4)-and on tea Eat lewi of said fat 14 4 disfatas of
2,4137 fest; tome. 5.6a'48'411c. deporting tits Coot tins of said Lot 15.0 dtcpc. of 10.00 fest;
Ahanu,S.E6'44'41'1.. a distance of 30.00-lest; thaws N.0111'19'*, a.dOsta+oa of 20,00 rot•
4ti1flrice N.11Q'48`41'!.. 0 distant*of 40,00 Fast' thane. N.0111'1E1.. a distance of 223.57 feat to
01 point on thea Sous light of way lite of said Do,ie Soae+ard (Stott Rood Ne-54): livres
l4.55'41'43'E.. a+1'the'South right of war 'line of said Dews 4aw
iisrd (Stat. Rood He. 1114). a
aitaw of 10.00 fait to the Point of asginnilg.
•
P etc l•contain* 3239 *doors fact v 0.07 arose. !WO or toes
ti Description (Laca Pantie to induct. Landscaping)
A pd,sorsa' of land tying within Lots 12. 13, t4 and 15. 1RIAf{GLE LAE, as recorded in Plot
Soak 4 Pops 35 of the Public Records of Gouty County Florida and holing more particularly
SI.orbed as talons
Consnos of a'found 'Y rnort..g the Northeast carnet of tet 19 of said 1RIANG$ LM(E
Soo being a point on the'South rlgtrt af..way line.of Darks boulncrd (Slot.Rood No A4);
lianas 6.et'4Ts5'111..an the,South right of way eine of Do* 8.u4wrd (Stats Rood Na 54) a
**lo a* of 21212 hest to a art hole in aancrste mortal the Northsoet carafe of said Lot 15
than,"S.0111'SYE., departing the Soutkrlght of soy flee of'Davis 6auisvord (Stet/ Road No.
So) leg on'ths Eon line of said'Vat 15 lit&tons 4f 243.67 feet: thence$,98'44'41'y'..
depor11so the Cort tato of said Lot 15 a dietar►as of 13.50 fest: mares N 00't1'1D' V o distance
of 3.60 toot to tho Point of a.etdq of tin+;arcel haaMt cwa0bsdi
10101 3.01'11191.. a dfstonoa of 30.00 heak,thins S'..5'48'41`11, a diet e.of 43.00,fist: thence
44.01"11'to's_ a Astoles of 39.00 fait; thkr‘. N.5818'41'.E.. a deter** of 43.00 Net to the
Point tof 9pM1ng .>
Porod cohtaina 1677 liquors feat , /nor* or lase. der+
b
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c;=,
t—.7,
cr.
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B-1 6
16B B 3
Exhibit"C"
Description of Kirkwood Property
LOTS 40,41,AND 42,AVONDALE ESTATE,ACCORDING TO PLAT THEREOF RECORDED IN PLAT BOOK 4,PAGE 45,
OF THE PUBLIC RECORDS OF COLLIER COUNTY,FLORIDA.
PERMANENT REAL ESTATE INDEX NUMBER(S):
22721240004
22721280006
22721320005
C-1
168 3
Exhibit "D"
Site Plan
SOV
D-1
CAO
168 3
„,,,,,:,,,„,,,,,,,,,,.,,-;.:. :„,_,„.„- -.....-„,,,,„- .•:-„,,,,,::.„,,,:.„-..,..-...„. .„ ,...„...-,:: "T'''=,-•,';”;';',".:'"' ....';:'." ..
x
..1 8 d.r: M;` i rtF L ;L:-.,:',."' .'..'..2...,:i!..:„17,1",-;.,,,,,:i
Ol,'il ' .. Code.• i" S.I $'
Site Aupdsltion .i .;3,c, , � .>
Travel and Mac.Expenses 30100 ,.1.00
Tit'Release of ExlsUng Ground Lease Agreement 30110 $800.00
FAA/FCC 30120 $0.00
Survey 30130 53,300.00
Phase 1 30140 $0.00
Geotechnical 30150 r.00
NEPA/SHPO 30160 $0.00
THPO/AE 30170 $0.00
Site Acquisition 3(3100 $0.00
L s..1 31100 $11 800.00
.., -;a -,P'-- .,,, .a -r.= -
Pro tManagement 33100 $10 000.00
Total of Due Diligence Phase $25 900.00
Phase Cost Co Ctlst
Zaneng Drawings 30180 $2.900.00
Outside Counsel Zoning&Perntttting Consultant 30180 $7,200,00
Construction Drawings/Engineering 30190 54,000.00
Building Permit/Application Preen 30200 38,355.00
Tower 1 Foundation Design 30210 51,400.00
ReiocattoffCatladeFiIOF1 ,L 01r %? ' r''p:i
Relocation Consideration 33100 $0.00
Pr Ma .fin.*,. ,
Project Management 33100 $15,000.00
Total of Design Phase $38,855.00
Corutrtl[iiori PtiaSe 1 Cost Ccxte 1 .
Drop Swap 813819 8.Demolition$13819,84445Y
General Conditions 32100 58,740.00
Cali Work(Clear,grub,grade,stone&matting) 32110 $8,325.00
Access Road 32120 $0.00
Landscaping 32130 51,150.00
Tower Foundations 32140 5130,000.00
Generator/Fuel Pad foundation/Existing Propane Tank 32200 $2,300.00
Set Generator/fuel Tank 32210 $1,800.00
Grounding/Meggar Tests 32220 57,475.00
Utilities(PVC to meterboard) 32230 $0.00
Utility center(Meterboard with electrical equipment) 32240 $0.00
Utilities(PVC to customers) 32250 $0.00
Utility Service Fee 32.280 $0.00..
Pre-Construction Survey Stake 32270 51,380.00
Replacement Tower 32280 $98,518.00
Tower Paint Labor&Material-If Required by FAA 32280 $0.00
Tower Erection 32290 515,525.00
Tower Lighting 32290 518,000.00
Restoration&Site Clean-up 844059 32320 $0.00
Fence and Gate 32330 $2,875.00
Third Party PE.Inspection/PMI Report 32340 $7,500.00
Engineer of Record Certificate 32340 5575.00
Deconstruction,Transportation of Existing Towers, 32340 $70,000.00
Site Demolition-81.3819
Deconstruction,Transportation of Existing Towers, 32340, $45000.00
Site Demolition•844059
Tower Rigging Plan 32290. $3,600.00
As-butt Survey 32350 $1,500.00
Negotiated Useful Ufe adjustment 844059 304,500._00
TOTAL CONSTRUCTION PHASE I ....$327,763.00
D-2 c
1683 3
cu... I Cost Code I Budget Cost
Customer Relocation-TIlO
Elevated Equipment Platform &Foundation 32150 $23,000.00
Permit Application Fee 30200 $0.00
Utility Service Fee 32280 $300.00
Telco/Electrical work 32270 $4,500.00
Customer A$&E-CD/ZD 30100 $0.00
Set Equipment Shelter, Pickup and deliver 32170 51,200.00
OEM Vendor Equipment 32170 $150,000.00
Line/Antenna Hardware(Sector Frames,Mounts only_ 32310 $6,004.00
RF Equipment by others)
Generator Cost Mcludes: pick-up, deliver,and set 32100 51,500.00
Antenna, Coax, Connectors 32310 $32,000.00
Customer OEM Vendor Systems Integration 38100 $22,000.00
Customer Antenna Install(Labor Only) 38210 57,500.00
Sweep Test/Megger test 38230 51,800.00
TMO Sub-Total I $249,800.00
Customer Relocation-VZW ,
Line/Antenna Hardware(Sector Frames,Mounts only.
32310 56,004.00
RF Equipment by others)
Generator Cost includes: pick-up, deliver,and set 32100 52,500.00
Antenna,Coax,Connectors 32310 $45,750.00
Customer OEM Vendor Systems Integration 38100 $25,000.00
Customer Antenna Install(Labor Only) 38210 515,000.00
Sweep Test/Megger test 38230 52,500.00
VZW OEM Equipment $90,000.00
VZW Sub-Total $184,250.00
Customer Relocation-ATT
Line/Antenna Hardware(Sector Frames,Mounts only. 32310 $6,45€14.00
RE Equipment by others)
Generator Cost includes: pick-up, deliver,and set 32100 $0.00
Antenna, Coax, Connectors 32310 $13,893,00
Customer OEM Vendor Systems Integration 38100 $23,000.00
Customer Antenna Install(Labor Only) 38210 $18,000.00
Sweep Test/Megger test 38230 52,500.00
OEM Vendor Equipment $73,209.00
ATT Sub-Total $136,602.00
ITotal Customers Relocation Phase 1 $570,652.00(
V , .. -! Few°_ Cost Code Budget Cost
Project Ma - . - ' , r .:"ME
Construction Phase Project Management 33100 $75,000.00
Site Acceptance
Site Acceptance $1,200.00
Metro PCS Lost Revenue
Metro PCS Lost Revenue-Estimate 3.1.19-9.30.19 $36,809.00
TMO Lost Revenue-Estimate 3.1,19-3.8.2024 $162,120.00
Negotiated Adjustment to Overall Cost- 5.15.18 $150.000.00
Final Negotiated Adjustment-5.15.18 $88,299.00
Total Miscellaneous Fees $36,830.00
f FULL PROJECT COMPLETED ► $1,000,000.00(
D-3
CAD