Backup Documents 09/13-14/2011 Item #16A 5ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 6 A.5
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. Original documents should be hand delivered to the Board Office. The completed routing slip and original
documents are to be forwarded to the Board Office only after the Board has taken action on the item.)
ROUTING SLIP
Complete routing lines #1 through #4 as appropriate for additional signatures, dates, and/or information needed. If the document is already complete with the
exception of the Chairman's simiature_ draw a line thmuPh routing lines #1 thrnnoh VA mmnlotn thn — a.- r:t.,.,_ n:__ &cX
Route to Addressee(s)
Office
Initials
Date
(List in routing order
avvroDriate.
(Initial)
K
1. Judy Puig
GMD Planning &
Agenda Item Number
Approved by the BCC
Regulation/Operations
/
[ (Q
2.
by the Office of the County Attorney. This includes signature pages from ordinances,
Number of Original
3.
exe e,-- 2. y
Documents Attached
4.
contracts, agreements, etc. that have been fully executed by all parties except the BCC
5 Ian Mitchell, Supervisor, BCC Office
Board of County
2.
All handwritten strike- through and revisions have been initialed by the County Attorney's
Commissioners
6. Minutes and Records
Clerk of Court's Office
/
3.
PRIMARY CONTACT INFORMATION
(The primary contact is the holder of the original document pending BCC approval. 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, including Sue Filson, need to contact staff for additional or missing
information. All original documents needing the BCC Chairman's signature are to be delivered to the BCC office only after the BCC has acted to approve the
item.
Name of Primary Staff
Initial the Yes column or mark "N /A" in the Not Applicable column, whichever is
Phone Number
N/A (Not
Contact
avvroDriate.
(Initial)
K
Agenda Date Item was
Original document has been signed/initialed for legal sufficiency. (All documents to be
Agenda Item Number
Approved by the BCC
4 t i t
/
[ (Q
Type of Document
by the Office of the County Attorney. This includes signature pages from ordinances,
Number of Original
Attached I
G-I
Documents Attached
INSTRUCTIONS & C'HF,C'KT.TCT
I: Forms/ County Forms/ BCC Forms/ Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05
Initial the Yes column or mark "N /A" in the Not Applicable column, whichever is
Yes
N/A (Not
avvroDriate.
(Initial)
Applicable)
1.
Original document has been signed/initialed for legal sufficiency. (All documents to be
signed by the Chairman, with the exception of most letters, must be reviewed and signed
by the Office of the County Attorney. This includes signature pages from ordinances,
resolutions, etc. signed by the County Attorney's Office and signature pages from
contracts, agreements, etc. that have been fully executed by all parties except the BCC
Chairman and Clerk to the Board and possibly State Officials.
2.
All handwritten strike- through and revisions have been initialed by the County Attorney's
Office and all other parties except the BCC Chairman and the Clerk to the Board
/
3.
The Chairman's signature line date has been entered as the date of BCC approval of the
document or the final negotiated contract date whichever is applicable.
4.
"Sign here" tabs are placed on the appropriate pages indicating where the Chairman's
signature and initials are required.
5.
In most cases (some contracts are an exception), the original document and this routing slip
should be provided to Ian Mitchell in the BCC office within 24 hours of BCC approval.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Bejaware of your deadlines!
6.
The document was approved by the BCC on IQ 1 %3 (enter date) and all changes
made during the meeting have been incorporated in the attached document. The
County Attorney's Office has reviewed the changes, if applicable.
I: Forms/ County Forms/ BCC Forms/ Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05
16A5
MEMORANDUM
Date: September 30, 2011
To: Steven Williams, Asst. County Attorney
County Attorney's Office
From: Teresa Polaski, Deputy Clerk
Minutes & Records Department
Re: Settlement Agreement and Mutual Release
w/Fifth Third Bank
Attached is one (1) regular copy of the document referenced above,
(Agenda Item #16A5), adopted by the Board of County Commissioners on
September 13, 2011.
The original is being kept by the Minutes and Record's Department where it will
be a part of the Board's Official Record.
If you have any questions, please feel free to call me at 252 -7240.
Thank you.
16A5
MEMORANDUM
Date: September 30, 2011
To: John Houldsworth, Senior Engineer
Engineering Services Department
From: Teresa Polaski, Deputy Clerk
Minutes & Records Department
Re: Settlement Agreement and Mutual Release
w /Fifth Third Bank
Attached for your records is a copy of the document referenced
above (Agenda Item #16A5) adopted by the Board of County
Commissioners on Tuesday, September /3, 2011.
If you should have any questions, please feel free to contact me at
252 -8411.
Thank you.
Attachment (1)
M 0 in
SETTLEMENT AGREEMENT AND MUTUAL RELEASE
THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE
(hereinafter referred to as the "Agreement and Release ") is entered into and made as of
the Effective Date in 2011 (defined in the final numbered paragraph hereof), by and
between FIFTH THIRD BANK, an Ohio Banking Corporation, and BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA (hereinafter referred to as "the
County ").
WITNESSETH:
WHEREAS, Fifth Third Bank and the County have reached an agreement as to
issues surrounding the development of Sapphire Lakes and,
WHEREAS, Fifth Third Bank and the County have had a beneficial working
relationship for years and seek to avoid litigation; and,
WHEREAS, First National Bank of Naples (predecessor in interest to Fifth
Third Bank), Ari Joel Development, and the County entered into Construction and
Maintenance and Escrow Agreements for those subdivisions known as Sapphire Lakes
dated August 5, 1997 (for Unit 4A) and August 26, 1997 (for Units 4B & 4C) (the
"Construction Agreements ") pursuant to which First National Bank of Naples was to hold
sums in escrow pending the final and complete inspections and approvals of the
Sapphire Lakes subdivision; and
Page 1 of 6
16A5
WHEREAS, First National Bank of Naples failed to hold such sums in escrow
until the final completion approvals; and
WHEREAS, Ari Joel Development breached the terms of the Construction
Agreements by failing to complete improvements in Sapphire Lakes; and
WHEREAS, the County has or will incur costs and expenses to make the
improvements in Sapphire Lakes as specified in the Construction Agreements and
seeks reimbursement from Fifth Third Bank, as successor in interest to First National
Bank of Naples, for such costs and expenses as will be incurred.
NOW, THEREFORE, in consideration of the mutual covenants, promises and
consideration set forth in this Agreement and Release, and with the intent to be legally
bound, Fifth Third Bank and the County agree as follows:
1. Fifth Third Bank and the County adopt and incorporate the foregoing
recitals, sometimes referred to as "Whereas Clauses," by reference into this Agreement
and Release.
2. Fifth Third Bank shall pay to the County the sum of Eighty Thousand
Dollars ($80,000) within 30 days of execution of this Agreement and Release by all
parties, by issuing a check payable to the Board of County Commissioners of Collier
County, Florida, and sent c/o Steven T. Williams, Assistant County Attorney, Office of
the County Attorney, 3299 East Tamiami Trail, Suite 800, Naples, Florida 34112 -5749.
3. In consideration of the resolution of all disputes or claims arising from or
referring or relating in any way, whether directly or indirectly, to the Construction
Agreements and Sapphire Lakes, and upon receipt and in consideration of the sum of
Eighty Thousand Dollars ($80,000) paid in accordance with paragraph 2, above, and
Page 2 of 6
16A5
other valuable consideration paid by Fifth Third Bank, the receipt and adequacy of
which is hereby acknowledged by the County, the County hereby expressly releases
and forever discharges Fifth Third Bank, as well as its officers, employees, ex-
employees, agents, attorneys, representatives, insurers, successors, assigns, heirs and
affiliates, from any and all claims, demands, causes of actions, damages, costs,
attorney's fees, expenses and obligations of any kind or nature whatsoever that the
County has asserted or could have asserted in relation to the dispute regarding the
Construction Agreements.
4. Notwithstanding anything that may be to the contrary in Paragraphs 3 or 4
above, Fifth Third Bank and the County agree that either of them (as well as any other
persons or entities intended to be bound or benefitted hereby) shall, in the event of any
breach, retain the right to enforce the terms and conditions of this Agreement and
Release. In the event of an alleged breach of this Agreement and Release, Fifth Third
Bank and the County agree that all underlying causes of action or claims of Fifth Third
Bank and the County respecting or relating to the subject matter of the Construction
Agreements have been extinguished by this Agreement and Release, and that the sole
remedy for breach of this Agreement and Release shall be for specific performance of
its terms and conditions, or any damages arising from the breach. In this regard, Fifth
Third Bank and the County further agree that the sole venue for any such action shall
be in the Twentieth Judicial Circuit in and for Collier County, Florida in Naples, Florida.
5. Fifth Third Bank and the County acknowledge and agree that this
Agreement and Release is intended to and shall be binding upon their respective
Page 3 of 6
16A5
officials, officers, employees, ex- employees, agents, attorneys, representatives,
insurers, successors, assigns, heirs and affiliates.
6. Fifth Third Bank and the County recognize and acknowledge that this
Agreement and Release memorializes and states a settlement of disputed claims, and
that nothing in this Agreement and Release shall be construed to be an admission of
any kind, whether of fault, liability, or of a particular policy or procedure, on the part of
either Fifth Third Bank or the County.
7. Fifth Third Bank and the County acknowledge and agree that this
Agreement and Release is the product of mutual negotiation, and that no doubtful or
ambiguous language or provision in this Agreement and Release is to be construed
against any party based upon a claim that the party drafted the ambiguous provision or
language, or that the party was intended to be benefited by the ambiguous provision or
language.
8. Fifth Third and the County agree that Fifth Third retains all rights to pursue
Ari Joel Development, Inc. for recoupment of the payment specified in paragraph 2.
9. This Agreement and Release may be amended only by a written
instrument specifically referring to this Agreement and Release and executed with the
same formalities as this Agreement and Release.
10. This Agreement and Release shall be governed by the laws of the State of
Florida.
11. This Agreement and Release may be executed in counterparts, but the
same shall jointly constitute one and the same instrument.
Page 4 of 6
16 A5
12. The "Effective Date" hereof shall be the first date upon which both parties
have executed this Agreement and Release as evidenced by the dates entered in their
respective signature blocks below.
IN WITNESS WHEREOF, Fifth Third Bank and the County have signed and
sealed this Agreement and Release as set forth below.
Date: O - I ll
ATTEST:
DWIGHT E. BROCK, CLERK
Attest es q
rJ .s
Approved as to form and
legal sufficiency:
I-L-7- w '-CL-
Steven T. Williams
Assistant County Attorney
Date:
Date: S eD 13. 2 0 l l
BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY, FLORIDA
B "�� W.
Y•
FRED W. COYLE, Chairm
Page 5 of 6
Item #
Agenda
Date
Cate 3 �(
Re '
Deputy Clerk
16A5
Witnesses:
FIFTH THIRD BANK
Signature
Print name
BY: l '�--
Print name: ?L r T. _ ,-AwfLer)—
Title: V.:,, ,C
Signature
1Q ZeLh 14t
Print name
STATE OF OA 1'0
COUNTY OF AlRkm, /7'i4/ .
THIS SETTLEMENT AGREEMENT AND RELEASE BETWEEN FIFTH THIRD BANK
AND COLDER COUNTY, FLORIDA WAS SWORN TO ' and subscribed by
J - S&ttt4e c.g , as i/i`K i��d�,� -1 W14h"l , before me on this
day of , 2011.
Signature of Notary Public
Commissioned Name of No ary Public
(Please print, type or stamp)
My Commission expires:
CP \06- EIS - 00800 \29
Personally Known I�
or
Produced Identification
Type of Identification Produced
Page 6 of 6
Elizabelil PwnN
Notary PUMP, Stab of ONO
My CmvrWm Emmet 11.15.2015
I Pr
RELEASE
KNOW ALL MEN BY THESE PRESENTS:
That the undersigned, Sapphire Lakes Homeowners Association, Inc. ("Association")
for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, does hereby, and on behalf of all successors and assigns, release and
forever discharge 5/3`d Bank (the "Bank), and the Board of County Commissioners for
Collier County ( "Board ") and their agents, servants, employees, heirs, personal
representatives, assigns and successors, and all other persons, firms or corporations
connected therewith, of and from any and all claims, demands, causes of action, damages,
judgments or suits at law and equity of whatsoever kind, through the date of this release
whether due or not, direct or contingent, liquidated or un- liquidated, patent or latent,
known or unknown, in any way arising out of or relating to the Construction and
Maintenance and Escrow Agreements for those subdivisions known as Sapphire Lakes
Units 4A, 413, and 4C, dated August 5, 1997 and August 26, 1997 (for Units 4B & 4C)
between Ari Joel Development, developer, the "Board" and the "Bank ".
It is agreed and understood that this settlement is a compromise of a doubtful and
disputed claim and that the payment of the consideration expressed is not to be construed
as an admission of liability.
The undersigned acknowledges full and complete satisfaction, represent and warrant
that they have not assigned any rights, claims or causes of action against any party herein
released and declare and represent that no promises, inducements, or agreements not
herein expressed have been made. It is further acknowledged that this release contains
the entire agreement between the parties hereto and that the terms of this release are
contractual, not recitals. Lastly, the undersigned warrant that they are duly authorized and
competent to execute this release.
WITNESS WHEREOF, this release has been read and signed this ('1- day of
2011.
/Cl 4
By: F /6464- k
Sign & Print
State of Fl da
County of "�(
16A5
State of F rida
County of�l f
The foregoing,elease was acknowledged before me this b day , 2011,
by of the
( "Association "), who is erson known to me or has produced
as identification and who did / did not take an oath.
Stamp or Seal
� 'AAM 0�• i KATHLEEN LYNN HEINRICHSSERG
MY COMMISSION # DD971486
'• �„ EXPIRES March 15, 2014
(407) 398 -0153 F10nC18NM erv".0om
Approved as to form and
Legal sufficiency:
M 14 VA
Steven T. Williams
Assistant County Attorney
- I 1 11 1 - ! -- -4 -1
Name Printe
My Commission Expires: l� \CJ,
16 A5
RELEASE
KNOW ALL MEN BY THESE PRESENTS:
That the undersigned, The Board of County Commissioners of Collier County, Florida
(the "Board ") for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, does hereby, and on behalf of all successors and assigns, release
and forever discharge r rM1- &AAV4he "Bank), and their agents, servants,
employees, heirs, personal representatives, assigns and successors, and all other persons,
firms or corporations connected therewith, of and from any and all claims, demands,
causes of action, damages, judgments or suits at law and equity of whatsoever kind,
through the date of this release whether due or not, direct or contingent, liquidated or un-
liquidated, patent or latent, known or unknown, in any way arising out of or relating to
the Construction and Maintenance Agreement (and Escrow if applicable) fr that
subdivision known as I; AV� 4 A AMC,- '-- dated U4.5 ° �` � �,i,Tbetween
AiLt �.,kL developer, the Board and the Bank. t9Y�
It is agreed and understood that this settlement is a compromise of a doubtful and
disputed claim and that the payment of the consideration expressed is not to be construed
as an admission of liability.
The undersigned acknowledges full and complete satisfaction, represent and warrant
that they have not assigned any rights, claims or causes of action against any party herein
released and declare and represent that no promises, inducements, or agreements not
herein expressed have been made. It is further acknowledged that this release contains
the entire agreement between the parties hereto and that the terms of this release are
contractual, not recitals. Lastly, the undersigned warrant that they are duly authorized and
competent to execute this release.
IN WITNESS WHEREOF, this release has been read and signed this 13 day of
2011.
ATtSfi:... i
BOARD OF COUNTY COMMISSIONERS
D� ': E. X()Ci -, CLERK OF COLLIER COUNTY, FLORIDA
4.
By:
W.
p y Clerk a Chairman
Approved as to form and legal sufficiency:
k-7. 1..J —
Steven T. Williams, Assistant County Attorney