Backup Documents 05/08/2018 Item #16A 1 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 6 A
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 routingzlines#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 JAK 2.,za\rz
4. BCC Office Board of County A\=
Commissioners \7 7\2o\\ \
5. Minutes and Records Clerk of Court's Office
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 James French,GMD Phone Number 252-5717
Contact/Department
Agenda Date Item was May 8,2018 17 Agenda Item Number 16.A.1 —ID#5272
Approved by the BCC
Type of Document Economic Development Agreement Number of Original 1 of each
Attached Ground Lease Documents Attached
PO number or account Ground Lease to be recorded
number if document is
to be recorded V ;Y �
k- cd'v-&k.`.�
INSTRUCTIONS& CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature? .3Lx
2. Does the document need to be sent to another agency for additional signatures. If yes, N/A
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be JAK
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 N/A
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 JAK
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAK
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip Pal
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 5/8/2018 and all changes made during JAK
the 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 t i JAK'
BCC,all changes directed by the BCC have been made,and the document is ready '.r the
Chairman's signature.
I:Forms/County Forms!BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2:24Al5;.Revited 11/30/12
6 A 1
MEMORANDUM
Date: February 20, 2019
Cc: Jamie French, Deputy Department Head
Growth Management Division
From: Martha Vergara, Deputy Clerk
Minutes & Records Department
Re: Economic Development Agreement w/Ground Lease
Oakes Farms, Inc.
Attached is a copy of the document as referenced above, (Item #16A1) approved by the
Board of County Commissioners on Tuesday, May 8, 2018.
The original has been kept by the Minutes and Records Department as part of the
Board's Official Records.
If you have any questions, please contact me at 252-8411.
Thank you.
16A1
ECONOMIC DEVELOPMENT AGREEMENT
This Economic Development Agreement (hereinafter referred to as "Agreement") is
entered into this`d-°-, day of h \<_���, , 2018, by and between Collier County, a political
subdivision of the State of Florida, through its Board of County Commissioners (hereinafter
referred to as the "County"), and Oakes Farms, Inc., a Florida corporation (hereinafter referred to
as "Employer").
RECITALS:
WHEREAS, Collier County enjoys broad Home Rule Powers, which include the authority
to enter into agreements to enhance economic development within the County; and
WHEREAS, Florida Statute Sec. 125.045 expressly provides that "The governing body of
a county may expend public funds to attract and retain business enterprises, and the use of public
funds toward the achievement of such economic development goals constitutes a public purpose.
The provisions of this chapter which confer powers and duties on the governing body of a county,
including any powers not specifically prohibited by law which can be exercised by the governing
body of a county, must be liberally construed in order to effectively carry out the purposes of this
section;" and further that "it constitutes a public purpose to expend public funds for economic
development activities, including,but not limited to, developing or improving local infrastructure,
issuing bonds to finance or refinance the cost of capital projects for industrial or manufacturing
plants, leasing or conveying real property, and making grants to private enterprises for the
expansion of businesses existing in the community or the attraction of new businesses to the
community;" and
WHEREAS, Employer has purchased a long-vacant commercial building formerly utilized
as an Albertson's Supermarket located at 4835 Immokalee Road,Naples, Florida, on the east side
of Livingston Road; and
WHEREAS, Employer is converting this vacant building into a facility which will be a
multipurpose retail food business, as described in the Business Plan attached hereto as Exhibit A;
and
Page 1
16A1
WHEREAS, it is anticipated that Employer will be hiring several hundred workers for this
facility; and
WHEREAS, there is insufficient parking at the facility to handle the employee parking
needs; and
WHEREAS, Collier County is the owner of a vacant parcel across the street from the
facility, identified as Parcel No. 00162960004 on the Property Appraiser's rolls; and
WHEREAS,Collier County acquired the vacant parcel in 1990 for purposes of establishing
Livingston Road, with the remainder of the parcel being largely viewed as surplus property; and
WHEREAS,Collier County is presently unaware of single inquiry from anyone since 1990
expressing an interest in purchasing or leasing the remainder of the parcel; and
WHEREAS, Collier County is willing to lease the remainder of the parcel, located on the
west side of Livingston Road, as depicted in Exhibit B, to Employer on the terms and conditions
set forth below and in the Lease Agreement attached as Exhibit C, which terms Employer is
agreeable to; and
WHEREAS,the Board expressly finds that the opening of this facility and development of
the project will result in substantial economic benefits to the County, including but not limited to
the creation of hundreds of jobs and a net increase to the County's tax base.
NOW, THEREFORE, in consideration of the foregoing Recitals, and other good and
valuable consideration,the receipt and sufficiency of which is hereby mutually acknowledged,the
Parties agree as follows:
1. The foregoing Recitals are true and correct and are incorporated by reference
herein.
2. Employer will conduct itself in a commercially reasonable manner to obtain all
development orders, permits, licenses, and otherwise meet all requirements in order to open and
operate the contemplated business.
3. Unless extended in writing for good cause by the County Manager, should
Employer fail to open the contemplated business by January 1, 2020, this Agreement will be
Page 2
16A1
brought back to the Board of County Commissioners for review and reconsideration, which may
include termination. Upon such termination, neither party will have any further obligation to or
claim against the other with respect to any of the matters set forth in this Agreement and the Lease.
Legal Matters
5. Except as otherwise provided herein, this Agreement shall only be amended by
mutual written consent of the parties hereto or by their successors in interest.
6. This Agreement constitutes the entire agreement between the parties with respect
to the matters set forth herein and supersedes and takes the place of any and all previous
representations,undertakings, and agreements between the parties relating to this transaction. This
Agreement does not constitute a lien on the property, and cannot be assigned or transferred by
Employer without the prior written consent from the County. Nothing contained herein shall be
deemed or construed to create between or among any of the parties any joint venture or partnership
nor otherwise grant to one another the right, authority or power to bind any other party hereto to
any agreement whatsoever.
Remainder of Page Left Intentionally Blank
Signature Page to Follow
Page 3
16A I
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and
year first above written.
Attest:
CRYSTAL K.,;KINZEt-CLE,RR 0' ti BOARD OF : 11. COMMISSIONERS
d COL,LIsEIJfID Aii
- , .
- ilkittl
By0 By: ?'A
Attest as to Chairman's •, p Lk Clete_ W/ . McDanie,1r.,
C airman
signatur, or.
Appro ',1 vi I ,i.ori and legality:
itri
1,11
Jeffrey . :tzkow, County Attorney
I
AS TO OA ES FARMS, INC.
Signed, sealed and
Delivered in the presence of:
By:
Signature
Print kipqature
/lA 14(i5 A- OCUG)
Printed Name
STATE OF FLORIDA
COUNTY OF COLLIER LEE
The foregoing Agreement was acknowledged before me this 2 3Qiday oft )'W) (2018,
by 1--QIJ c-, 11). I_ S TIT ., who is personally known to me or has produced
'Da 0,24-a--, Ll se as proof of identity.
[NOTARIAL SEAL] ._*)--'/ Ca, u
Signature of Person Taking Acknowledgment
� '14a. KIM E LATTIMER
MY COMMISSION#GG122296
•T,1ia,;ti•,:' EXPIRES July 06,2021
Page 4
I
16A..
Exhibit "A"
Business Plan for Seed to Table Immokalee Road and Livingston Road
• Oakes Farms intends to employ approximately 420 people at the store.
• There will be approximately 280 full time employees and 140 part-time employees.
• There will be approximately 60 management positions ranging in salary from $50,000 to
$100,000.
• The remaining 360 employees will average $17.00 per hour.
1 6 4 1
EXHIBIT B
(Description of Leased Land)
e WCIAKMfS
111
{!O11OM tBIOVAfKJM
A .,awn x»orwen..nes
_ ' S.►Abr+Pto( UT
iI' ' I ' R anoi n ucPu*cW IS
' T.I70(lYIOY(i►AttWG 51K8
+ a .` a coroaKT•c•4 TO
St ?IONG tOAOwAn
" NOVH/SOUTH WOW,
` ' I ' - • ,.t,,,,p4(OtANOSCA a GI
+ Yd t ' .:=, wA'Il WVWGRMB4T
* 5� . }._ 3 iQ tANDSCATINAVI/tCATION
i o-
fSP / •,}opeseil
71 Cat CCtuMT
P ., 2 it or.,g., , a P,O rT tIA
TO If MIKMDO
$ . _. ItOPCrifD PUNA/
RA t it _ RIArt-34StiPAG
AK
y AtAA-3bS2 AC
i " •'''',.. 3 'R - �t �� .. 8 ' 3.4*t F1J1VR}
MUM
i 4
+ 4 ,.r m. L . r"j" 1#M670�1 O Sf At
n. i 3 f
p} .i. +a P , 1C3RTH
c
SEED TO TABLE 2 `'1°"' p H p E N ! �C
T
!OtIONO.G)162960004 �, ABBOCIATEB OF FLORIDA. INC.
4925 LIVINGSTON ROAD ,Z_. �' ww.w*o.NSW,,u.R,o. Bann:notnw�.,..t rr231.... .,,,I
NAPLES fLORIDA 34110 - COWER COUNTY 3 ..,.......w.w.uo a........��w.r,..
(SSIP pyttTpt7 +r�.sww.r.�........IMINARY EMPLOYEE PARKI (, .y ,t )( . 4 )x �.+
Exhibit C 1 6 A 1
- I
GROUND LEASE BY AND BETWEEN
COLLIER COUNTY AND OAKES FARMS, INC.
This Long-Term Ground Lease(hereinafter referred to as"Ground Lease")is entered into
this 2) day ofre12018, by and between Oakes Farms, Inc., a Florida corporation, whose
mailing address is 7695 Santa Cruz Court,Naples, FL 34109, hereinafter referred to as "Lessee",
and Collier County, a political subdivision of the State of Florida, whose mailing address is 3301
East Tamiami Trail,Naples,Florida 34112,hereinafter referred to as "Lessor," collectively stated
as the"Parties."
RECITALS:
WHEREAS,Collier County enjoys broad Home Rule Powers,which include the authority
to enter into agreements to enhance economic development within the County; and
WHEREAS,Florida Statute Sec. 125.045 expressly provides that"The governing body of
a county may expend public funds to attract and retain business enterprises, and the use of public
funds toward the achievement of such economic development goals constitutes a public purpose.
The provisions of this chapter which confer powers and duties on the governing body of a county,
including any powers not specifically prohibited by law which can be exercised by the governing
body of a county,must be liberally construed in order to effectively carry out the purposes of this
section;" and further that "it constitutes a public purpose to expend public funds for economic
development activities,including,but not limited to, developing or improving local infrastructure,
issuing bonds to finance or refinance the cost of capital projects for industrial or manufacturing
plants, leasing or conveying real property, and making grants to private enterprises for the
expansion of businesses existing in the community or the attraction of new businesses to the
community;" and
WHEREAS,the Parties this date have entered into an Economic Development Agreement.
This Lease and the Parties' Economic Development Agreement are meant to constitute the Parties'
full agreement with respect to the matters stated therein, and each of these two agreements is
dependent upon the other; and
WHEREAS, it is the Board's finding that it is in the public interest to lease this property
to Lessee on the terms and conditions set forth below.
WITNESSETH:
NOW,THEREFORE,in consideration of the terms and conditions contained herein and in
the concomitant Economic Development Agreement between the Parties,the Parties hereby agree
as follows:
Page 1 of 12
16A1
1. Conveyance. On the terms and conditions set forth in this Ground Lease, and in
consideration of Lessee's performance under this Ground Lease,the Lessor conveys to the Lessee
the present possessory interest in the Leased Land described below.
2. Description of Leased Land. The Leased Land which is the subject of this Ground
Lease is set forth and identified in Exhibit "A," hereinafter referred to as the "Leased Land or
Premises."
3. Conditions to Conveyance. Lessee warrants and represents to Lessor that it has
examined the title and boundaries of the Leased Land and is accepting the parcel "as is."
Accordingly, this conveyance is subject to all of the following:
a. Any and all conditions, restrictions, encumbrances, and limitations now
recorded against the Leased Land, including but not limited to FPL restrictions;
b. Any and all existing or future zoning laws or ordinances;
c. Any questions of title and survey that may arise in the future; and
d. Lessee's satisfactory performance of all terms and conditions of this Ground
Lease.
4. Use of Leased Land. The primary purpose of this Ground Lease is for Lessee to
construct and operate an employee parking lot in conjunction with a business as described in the
Parties' Economic Development Agreement. Accordingly, Lessee shall utilize the Leased Land
as follows:
• Lessee shall pay all costs to design,construct,and maintain an employee parking lot,which
lot shall be subject to approval by Collier County,which approval shall not be unreasonably
withheld.
• Lessee shall notify, in writing, all contractors making tenant improvements or regular
maintenance that Lessor's interest in the property is not subject to any construction liens.
The Lessee shall also include language in any construction contract whereby the applicable
entities acknowledge receipt of such no-lien notice and agree that they will not lien the
landlord's interest in the property for any tenant improvement.
• Lessee shall submit all tenant improvement and maintenance contracts to the Lessor for
prior review and approval of any tenant improvements or regular maintenance, which
approval shall not be unreasonably withheld.
• Lessee shall remove, satisfy or bond off any claims of lien recorded against the Lessor's
interests by the Lessee's contractors, and to indemnify, defend and hold the Lessor's
harmless with respect to any such liens. The Lessee shall pay the landlord a liquidated
daily fee until any lien is satisfactorily removed.
• The parking lot shall include at least twenty-four spaces for Collier Area Transit/Park and
Ride vehicles.
• Accommodations shall be made by Lessee to allow for Collier Area Transit Buses to enter
and exit the parking lot.
• Lessee shall develop and construct a County approved and properly permitted pedestrian
sidewalk from the Southern facing portion of the parking lot, along Piper Boulevard to the
existing pedestrian cross-walk located at Livingston Road and Immokalee Road.
Page 2 of 12
1 6 A 1
• Lessee shall construct and maintain a 6ft interior perimeter fence or wall that will surround
the parking lot areas with appropriate openings or gate access to allow for vehicle ingress
and egress to the parking lot, pedestrian access to shepherd anyone using the parking
facility to utilize the existing cross-walk at the intersection of Immokalee Road and
Livingston Road, and any other required access for Collier County or FPL to neighboring
properties,rights-of-ways, or easements.
• Lessee shall develop and construct an enhanced type "D" landscape buffer facing
Livingston Road with a double hedgerow 6ft in height,no less than 5ft in height at planting
and 6ft in height established within one year of planting, adjacent to the entire perimeter
fence.
• The parking lot may not be used by customers of the business serviced by the lot.
• Lessee shall be solely responsible for acquiring all required permits and FPL agreements
to utilize the Leased Land.
• Parking lot attendant(s) must be on site during store operating hours to prevent
employees/pedestrians from crossing anywhere from site to store, across Livingston Road,
except from the designated and properly marked crosswalk located at Livingston Road and
Immokalee Road.
• The site shall be regularly maintained, may not be used for truck unloading or parking
(delivery, tractor-trailer, offsite storage, etc.) or overnight parking, and will be regularly
monitored for security by the Lessee.
5. Lessee's Obligation to Build. Lessee shall design, permit and construct in
compliance with all governmental regulations, at its sole cost and expense, a parking lot and
attendant facilities to be solely utilized for the uses described above. The plans, specifications,
and design for the Lessee's improvements to be constructed on the Leased Land are subject to
reasonable approval by Lessor. Lessor shall have thirty(30)days after receipt of any submittal by
Lessee to review Lessee's submittals and provide a written response as to whether the submittal is
approved as submitted, not approved as submitted, or Lessor may provide Lessee with requested
changes. If the submittal is not approved or if Lessor requests changes,Lessee shall submit revised
plans that will meet with Lessor's approval or incorporate the requested changes into the plans. If
Lessee determines not to revise its plans, then Lessee may terminate this Ground Lease. Lessee
may make nonmaterial changes to the approved plans from time to time to accommodate site issues
or operating changes to Lessee's use of the Leased Land. Material changes from the approved
plans will require Lessor's written approval, which approval shall not be unreasonably withheld.
All plans shall conform with Collier County standards. Construction must commence no later than
two years from the date of this Ground Lease. In the event Lessee does not commence construction
within such period, then the Lessor shall have the right to terminate this Lease, and neither party
shall have any further obligations to the other party. Upon commencement of construction,Lessee
shall diligently pursue said construction to completion and complete said construction on or before
twenty-four(24)months from commencement, subject to delays beyond the control of the Lessee.
Lessee shall be solely responsible for the costs of repairing any damage to Lessor's roads, water
and sewer facilities or other infrastructure located within or outside the Leased Land resulting from
construction or use by Lessee, its agents, officers or employees. Lessee must demonstrate to
Lessor that it has sufficient funds necessary to complete any proposed project, and Lessor may
require, as part of its approval, the posting of a construction bond or like security to assure
completion of the proposed project.
Page 3 of 12
1 6 A 1
The proposed uses for the Leased Land will require an amendment to the Collier County
Growth Management Plan ("GMP"), a rezone of the Planned Unit Development ("PUD"), site
development plan approval ("SDP"), South Florida Water Management District permit and other
federal, state and local permits (hereinafter collectively referred to as ("Governmental
Approvals"). Lessee will apply for the necessary Governmental Approvals at its sole expense.
Lessor agrees to execute all applications to Governmental Approvals as the owner of the Leased
Land.
6. Term of Ground Lease. The term of this Ground Lease shall commence on the date
first above written, and unless terminated earlier by the Parties, shall terminate on the 20-year
anniversary date of this Ground Lease. Unless either party gives the other party at least one year's
notice in advance of the renewal term, the term shall automatically renew for two additional
periods of five years. If Lessee holds over after the expiration of the lease term, such tenancy shall
be from month to month under all of the terms, covenants, and conditions of this Ground Lease
subject, however, to Lessor's right to seek legal relief to eject Lessee from the Premises as a
holdover.
7. Rent. Throughout the term of this agreement, including any renewal term, the
Lessee shall pay to Lessor the sum of$1,000.00 per annum, payable on the commencement date
of this Lease, as well as the anniversary date each year thereafter.
8. Net Lease. This is a fully net lease, with Lessee responsible for all costs, fees, and
charges concerning the Leased Land. Accordingly, Lessee shall promptly pay when due and prior
to any delinquency all costs, fees, taxes, trash removal services, assessments, utility charges,
impact fees and obligations of any kind that relate to the Leased Land. Lessee will indemnify and
hold Lessor harmless from any and all claims, costs,.and obligations arising from Lessee's use of
the Premises. In case any action or proceeding is brought against Lessor by reason of Lessee's use
of the Premises, Lessee shall pay all costs, attorneys' fees, expenses and liabilities resulting
therefrom and shall defend such action or proceeding if Lessor shall so request, at Lessee's
expense, by counsel reasonably satisfactory to Lessor. It is specifically agreed, however, that
Lessor may at its own cost and expense participate in the legal defense of such claim, with legal
counsel of its choosing.
9. Lessee's Liens and Mortgages. Lessee shall not in any way encumber the Premises,
and shall promptly remove any and all liens placed against the Premises. All persons to whom
these presents may come are put upon notice of the fact that the interest of the Lessor in the
Premises shall not be subject to liens for improvements made by the Lessee and liens for
improvements made by the Lessee are specifically prohibited from attaching to or becoming a lien
on the interest of the Lessor in the Leased Land or any part of either. This notice is given pursuant
to the provisions of and in compliance with Section 713.10, Florida Statutes.
10. Lessee's Obligation to Maintain Premises and Comply with All Lawful
Requirements. Lessee,throughout the term of this Lease, at its own cost, and without any expense
to the Lessor, shall keep and maintain the Leased Land, including any improvements thereon, in
good, sanitary and neat order, condition and repair, and shall abide with all lawful requirements.
If the Premises are not in such compliance in the reasonable opinion of Lessor, Lessee will be so
advised in writing. If corrective action is not begun within thirty(30) days of the receipt of such
Page 4 of 12
IÔA
notice and prosecuted diligently until corrective action is completed, Lessor may cause the same
to be corrected, and Lessee shall promptly reimburse Lessor for the expenses incurred by Lessor,
together with a 5% administrative fee.
11. Quiet Enjoyment. Lessee shall be entitled to quiet enjoyment so long as Lessee has
not defaulted on any of the terms of this Ground Lease. Accordingly, Lessee shall have the
exclusive right to use the Premises during the term of this Lease.
12. Condemnation. Lessor may terminate this Lease as part of a condemnation project
brought by the Federal or State government. Lessor will use its best efforts to mitigate any damage
caused to Lessee as a result of such termination; however, in no event will Lessor be liable to
Lessee for any compensation as a result of such termination.
13. Access to Premises. Lessor,its duly authorized agents,contractors,representatives,
and employees, shall have the right after reasonable oral notice to Lessee, to enter into and upon
the Premises during normal business hours, or such other times with the consent of Lessee, to
inspect the Premises,verify compliance with the terms of this Ground Lease,or make any required
repairs not being timely completed by Lessee.
14. Termination and Surrender. Unless otherwise mutually agreed by the Parties,
within thirty(30) days after termination of the lease term, Lessee shall redeliver possession of the
Premises to Lessor in good condition and repair. Lessee shall have the right at any time during
Lessee's occupancy of the Premises to remove any of its personal property, equipment, and signs
provided,however, at the termination of this Ground Lease, Lessor shall have the option of either
requiring Lessee to demolish and remove all improvements made by Lessee to the Leased Land
upon Lessee's vacation thereof, or to require Lessee to retain said improvements with-fixtures on
the Leased Land which improvements and fixtures will become the property of the Lessor upon
Lessee's vacation of the Premises.
15. Assignment. This Ground Lease is personal to Lessee. Accordingly, Lessee may
not assign this Ground Lease or sublet any portion of the Leased Land without the express prior
written consent of the Lessor, which consent may be withheld in Lessor's sole discretion. Any
purported assignment or sublet without the express written consent of Lessor shall be considered
void from its inception and shall be grounds for the immediate termination of this Lease. Lessor
may freely assign this Lease upon written notice to Lessee.
16. Insurance.
a. Lessee shall provide and maintain a Commercial General Liability insurance
policy, approved in writing by Lessor and the Collier County Risk Management
Depai tinent, for not less than Three Million and 00/100 Dollars ($3,000,000.00) combined
single limits during the term of this Ground Lease. If such amounts are less than good
insurance industry practice would require, Lessor, reserves the right to increase these
insurance limits by providing Lessee with at least sixty(60) days' advance notice to do so.
Page 5 of 12
1 6 A .
b. In addition, Lessee shall provide and maintain Worker's Compensation
Insurance covering all employees meeting the then existing Statutory Limits in compliance
with the applicable state and federal laws. The coverage shall include Employer's Liability
with a minimum limit of One Hundred Thousand and 00/100 Dollars ($100,000.00) per
each accident. If such amounts are less than good insurance industry practice would
require, Lessor, reserves the right to increase these insurance limits by providing Lessee
with at least sixty(60) days' advance notice to do so.
c. Lessor shall be named as an additional insured on the Commercial General
Liability insurance policy. The above-described insurance policies shall list and
continuously maintain Lessor as an additional insured thereon. Evidence of such insurance
shall be provided to Lessor and the Collier County Risk Management Department, 3301
East Tamiami Trail, Administration Building, Naples, Florida, 34112, for approval prior
to the commencement of this Ground Lease; and shall include a provision requiring not
less than ten(10)days prior written notice to Lessor in the event of cancellation or changes
in policy(ies) coverage. If such amounts are less than good insurance practice would
require, Lessor reserves the right to reasonably amend their insurance requirements by
issuance of notice in writing to Lessee,whereupon receipt of such notice Lessee shall have
thirty(30)days in which to obtain such additional insurance. The issuer of any policy must
have a Certificate of Authority to transact insurance business in the State of Florida and
must be rated "A" or better in the most current edition of Best's Insurance Reports. Each
insurer must be responsible and reputable and must have financial capacity consistent with
the risks covered. Each policy must contain an endorsement to the effect that the issuer
waives any claim or right of subrogation to recover against Lessor, its employees,
representatives, and agents.
d. Failure to continuously abide by all of these insurance provisions shall be
deemed to be a material breach of this Ground Lease and Lessor shall have the remedies
set forth below.
17. Defaults and Remedies.
a. Defaults by Lessee. The occurrence of any of the following events and the
expiration of the applicable cure period set forth below without such event being cured or
remedied will constitute a "Default by Lessee" to the greatest extent then allowed by law:
i. Discontinuation of Lessee's operation of the business contemplated in the
Parties' Economic Development Agreement for a continuous period of 180
days and such default is not cured within sixty (60) days after Lessor
provides written notice of default to Lessee.
ii. Making of a general assignment of the benefit of creditors for a continuous
period of 180 days and such default is not cured within sixty(60) days after
Lessor provides written notice of default to Lessee.
iii. Lessee's failure to utilize the Leased Land as set forth above for a
continuous period of sixty (60) days, and such default is not cured within
sixty(60) days after Lessor provides written notice of default to Lessee .
Page 6 of 12
1 6 A 1
iv. Any lien is filed against the Leased Land or Lessee's interest therein or any
part thereof in violation of this Ground Lease, or otherwise, and the same
remains unreleased for a period of sixty (60) days from the date of filing
unless within such period Lessee is contesting in good faith the validity of
such lien and such lien is appropriately bonded for a continuous period of
180 days and such default is not cured within sixty (60) days after Lessor
provides written notice of default to Lessee.
v. Failure of Lessee to perform or comply with any material covenant or
condition made under this Ground Lease, which failure is not cured within
ninety (90) days from receipt of Lessor's written notice stating the non-
compliance shall constitute a default(other than those covenants for which
a different cure period is provided), whereby Lessor may, at its option,
terminate this Ground Lease by giving Lessee thirty(30)days written notice
unless the default is fully cured within that thirty(30) day notice period(or
such additional time as is agreed to in writing by Lessor as being reasonably
required to correct such default).
This Lease Agreement is dependent upon the Economic Development Agreement
being in full force and effect. Should the Economic Development Agreement terminate for any
reason, including Lessee's failure to open the contemplated business, this Agreement will
automatically terminate as well.
b. Remedies of Lessor.
In the event of the occurrence of any of the foregoing defaults, Lessor, in
addition to any other rights and remedies it may have, shall have the
immediate right to re-enter and remove all individuals, entities and/or
property from the Premises. Such property may be removed and stored in
a public warehouse or elsewhere at the cost of and for the account of Lessee,
all without service of notice or resort to legal process and without being
deemed guilty of trespass,or being liable for any loss or damage which may
be occasioned thereby. If Lessee does not cure the defaults in the time
frames as set forth above, and Lessor has removed and stored property,
Lessor shall not be required to store for more than thirty (30) days. After
such time, such property shall be deemed abandoned and Lessor shall
dispose of such property in any manner it so chooses and shall not be liable
to Lessee for such disposal.
ii. If Lessee fails to promptly pay,when due, any full installment of rent or any
other sum payable to Lessor under this Ground Lease, and if said sum
remains unpaid for more than five (5) days past the due date, the Lessee
shall pay Lessor a late payment charge equal to five percent (5%) of each
such payment not paid promptly and in full when due. Any amounts not
paid promptly when due shall also accrue compounded interest of two (2%)
percent per month or the highest interest rate then allowed by Florida law,
Page 7 of 12
1 6 A I
whichever is higher("Default Rate"), which interest shall be promptly paid
by Lessee to Lessor.
iii. Lessor may sue for direct, actual damages arising out of such default of
Lessee or apply for injunctive relief as may appear necessary or desirable
to enforce the performance and observance of any obligation, agreement or
covenant of Lessee under this Ground Lease, or otherwise. Lessor shall be
entitled to reasonable attorney's fees and costs incurred arising out of
Lessee's default under this Ground Lease.
c. Default by Lessor. Lessor shall in no event be charged with default in the
performance of any of its obligations hereunder unless and until Lessor shall have failed to
perform such obligations within ninety(90) days (or such additional time as is reasonably
required to correct such default) after written notice to Lessor by Lessee properly and in
meaningful detail specifying wherein, in Lessee's judgment or opinion, Lessor has failed
to perform any such obligation(s).
d. Remedies of Lessee. In partial consideration for the nominal rent charged to
Lessee,Lessee hereby waives any claim it may have to direct or indirect monetary damages
it incurs as a result of Lessor's breach of this Ground Lease, and also waives any claim it
might have to attorneys' fees and costs arising out of Lessor's breach of this Ground Lease.
Lessee's remedies for Lessor's default under this Ground Lease shall be limited to the
following:
i. For injunctive relief, as may appear necessary or desirable to enforce the
performance and observance of any obligation, agreement or covenant of
Lessor under this Ground Lease.
ii. Lessee may cure any default of Lessor and pay all sums or do all reasonably
necessary work and incur all reasonable costs on behalf of and at the
expense of Lessor. Lessor will pay Lessee on demand all reasonable costs
incurred and any amounts so paid by Lessee on behalf of Lessor, with no
interest.
e. No Remedy Exclusive. No remedy herein conferred upon or reserved to either
party is intended to be exclusive of any other available remedy or remedies, but each and
every such remedy will be cumulative and in addition to every other remedy given under
this Ground Lease or hereafter existing under law or in equity. No delay or omission to
exercise any right or power accruing upon any event of default will impair any such right
or power nor be construed to be waived, but any such right and power maybe exercised
from time to time and as often as may be deemed expedient.
f. Non-Waiver. Every provision hereof imposing an obligation upon Lessee is a
material inducement and consideration for the execution of this Ground Lease by Lessee
and Lessor. No waiver by Lessee or Lessor of any breach of any provision of this Ground
Lease will be deemed for any purpose to be a waiver of any breach of any other provision
Page 8 of 12
IÔA 1,
hereof or of any continuing or subsequent breach of the same provision,irrespective of the
length of time that the respective breach may have continued.
Miscellaneous Legal Matters
18. This Ground Lease shall be construed by and controlled under the laws of the State
of Florida. In the event of a dispute under this Ground Lease,the Parties shall first use the County's
then-current Alternative Dispute Resolution Procedure. Following the conclusion of this
procedure, either party may file an action in the Circuit Court of Collier County to enforce the
terms of this Ground Lease, which Court the Parties agree to have the sole and exclusive
jurisdiction.
19. This Ground Lease contains the entire agreement of the Parties with respect to the
matters covered by this Ground Lease and no other agreement, statement or promise made any
party, or to any employee, officer or agent of any party, which is not contained in this Ground
Lease shall be binding or valid. Time is of the essence in the doing,performance and observation
of each and every term, covenant and condition of this Ground Lease by the Parties.
20. In the event state or federal laws are enacted after the execution of this Ground
Lease, which are applicable to and preclude in whole or in part the Parties' compliance with the
terms of this Ground Lease, then in such event this Ground Lease shall be modified or revoked as
is necessary to comply with such laws, in a manner which best reflects the intent of this Ground
Lease.
21. Except as otherwise provided herein, this Ground Lease shall only be amended by
mutual written consent of the Parties hereto or by their successors in interest. Notices hereunder
shall be given to the Parties set forth-below and shall be made by hand delivery, facsimile,
overnight delivery or by regular mail. If given by regular mail, the notice shall be deemed to have
been given within a required time if deposited in the U.S. Mail, postage prepaid, within the time
limit. For the purpose of calculating time limits which run from the giving of a particular notice,
the time shall be calculated from actual receipt of the notice. Time shall run only on business days
which, for purposes of this Ground Lease shall be any day other than a Saturday, Sunday or legal •
public holiday. Notices shall be addressed as follows:
If to Lessor: County Manager
Collier County Manager's Office
3301 East Tamiami Trail
Naples,Florida 34112
CC: Real Property Management
3301 Tamiami Trail
Building W
Naples, Florida 34112
Page 9 of 12
16A
If to Lessee: Alfie Oaks
7695 Santa Cruz Court
Naples, FL 34109
CC: Steve Bracci, Esq.
9015 Strada Stell Court, Suite 102
Naples, FL 34109
Notice shall be deemed to have been given on the next successive business day to the date of
the courier waybill if sent by nationally recognized overnight delivery service.
22. Lessee is an independent contractor and is not an agent or representative or
employee of Lessor. During the term of this Ground Lease, neither Lessee nor anyone acting on
behalf of Lessee, shall hold itself out as an employee, servant, representative or agent of Lessor.
Neither party will have the right or authority to bind the other party without the express written
authorization of such other party to any obligation to any third party. No third party is intended
by the Parties to be a beneficiary of this Ground Lease or to have any rights to enforce this Ground
Lease against either party hereto or otherwise. Nothing contained in this Ground Lease will
constitute the Parties as partners or joint ventures for any purpose,it being the express intention of
the Parties that no such partnership or joint venture exists or will exist. Lessee acknowledges that
Lessor is not providing any vacation time, sick pay, or other welfare or retirement benefits
normally associated with an employee-employer relationship and that Lessor excludes Lessee and
its employees from participation in all health and welfare benefit plans including vacation, sick
leave, severance, life, accident, health and disability insurance, deferred compensation,retirement
and grievance rights or privileges.
23. Neither party to this Ground Lease will be liable for any delay in the performance
of any obligation under this Ground Lease or of any inability to perform an obligation under this
Ground Lease if and to the extent that such delay in performance or inability to perform is caused
by an event or circumstance beyond the reasonable control of and without the fault or negligence
of the party claiming Force Majeure. "Force Majeure" shall include an act of God, war(declared
or undeclared), sabotage,riot, insurrection, civil unrest or disturbance,military or guerrilla action,
economic sanction or embargo,civil strike,work stoppage,slow-down or lock-out,explosion,fire,
earthquake, abnormal weather condition, hurricane, flood, lightning, wind, drought, and the
binding order of any governmental authority.
24. Lessee will not transport, use, store, maintain, generate, manufacture, handle,
dispose,release or discharge any Hazardous Materials upon or about the Leased Land, nor permit
employees, representatives, agents, contractors, sub-contractors, sub-sub-contractors, material
men and/or suppliers to engage in such activities upon or about the Leased Land.
25. In compliance with Section 404.056, Florida Statutes, all Parties are hereby made
aware of the following: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and state guidelines have been found
Page 10 of 12
16A J.
in buildings in Florida. Additional information regarding radon and radon testing may be obtained
from your County Public Health Department.
26. Lessee shall execute this Ground Lease prior to it being submitted for approval by
the Board of County Commissioners. This Ground Lease may be recorded by the County in the
Official Records of Collier County, Florida, within fourteen(14) days after the County enters into
this Ground Lease, at Lessee's sole cost and expense.
IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Ground Lease
the day and year first above written.
AS TO THE LESSEE:
Oakes Farms, Inc.
Cta-4-
I I By: •..
0C9k(1‘fitness (signature
-lad i�h Al. P P ant
OA Ve_s Tm
(.�!q ( t Name and Title)
print name) J
Cz
Witness (signature)
(print name)
AS TO THE LESSOR:
ATTEST: . ' ' BOARD OF ., TY COMMISSIONERS,
CRYSTAL K:KINZ •,CLERK , COLLI R ' t1I •RID
i . -4
By: A %� ` ' .t: ./" By: :�__ _ ,�
D-.pu Clerr W. L cDaniel a
Attest as to Chairman's ' i,,
Ch.�man
signature on!y., - , \ ,
J
Approv-•i. ,1 _. . -gality:
tglildi
Jeffrey A.f la's kow, County Attorney
Page 11 of 12
1 6 A 1
EXHIBIT A
(Description of Leased Land)
Page 12 of 12
16A 1
EXHIBIT A
(Description of Leased Land)
w
'f •Dm mum RINOYAiKMl
$* 1 f i to a1,0461111161411
° i►AR� btl7(-CAT
'•
4 i . t 1 ' t SO.7S MAUL PAI1 G soros
g ' '' e. i f 2 7120 1101.13111101110NG
WAGS
3001000440 4041.114419
-, 1- s.111!,411414C1101 I
•` a 111 NOM ff01lM COMP[
# kt LANDSCAPERFAllIrlCaUl01P
"' Y I 1 e "r,`„i- 4-11t= e'r. '- ii - -'; '
count town
.' E . �. w l mown'to
tr
{
#' uw1SOlAaluiO
_� 41
. t � s :,,,PIMCSIDitmusalfg;FUUC
' 3s. AM -- AS . .... _ AMfe-
f y X town
_•
x ; - $',..�- OQA1Rs>ON•O.aS>t Af
z
.77-.--- ()RI 14
ArA : ..'.
-4.14-006166611 SEED TO TABLE " �TP r-� DEt iI �'
FOUONO.001629600D4 , ASSOCIATES OF FLORIDA, INC.
4925 LIVINGSTON ROAD ;
bA I
GROUND LEASE BY AND BETWEEN
COLLIER COUNTY AND OAKES FARMS, INC.
This Long-Term Ground Lease(hereinafter referred to as"Ground Lease")is entered into
this 2aid day of 102018, by and between Oakes Farms, Inc., a Florida corporation, whose
mailing address is 7695 Santa Cruz Court,Naples, FL 34109,hereinafter referred to as"Lessee",
and Collier County, a political subdivision of the State of Florida, whose mailing address is 3301
East Tamiami Trail,Naples, Florida 34112,hereinafter referred to as "Lessor,"collectively stated
as the"Parties."
RECITALS:
WHEREAS,Collier County enjoys broad Home Rule Powers,which include the authority
to enter into agreements to enhance economic development within the County; and
WHEREAS,Florida Statute Sec. 125.045 expressly provides that"The governing body of
a county may expend public funds to attract and retain business enterprises, and the use of public
funds toward the achievement of such economic development goals constitutes a public purpose.
The provisions of this chapter which confer powers and duties on the governing body of a county,
including any powers not specifically prohibited by law which can be exercised by the governing
body of a county, must be liberally construed in order to effectively carry out the purposes of this
section;" and further that "it constitutes a public purpose to expend public funds for economic
development activities,including,but not limited to, developing or improving local infrastructure,
issuing bonds to finance or refinance the cost of capital projects for industrial or manufacturing
plants, leasing or conveying real property, and making grants to private enterprises for the
expansion of businesses existing in the community or the attraction of new businesses to the
community;"and
WHEREAS,the Parties this date have entered into an Economic Development Agreement.
This Lease and the Parties' Economic Development Agreement are meant to constitute the Parties'
full agreement with respect to the matters stated therein, and each of these two agreements is
dependent upon the other; and
WHEREAS, it is the Board's finding that it is in the public interest to lease this property
to Lessee on the terms and conditions set forth below.
WITNESSETH:
NOW,THEREFORE, in consideration of the terms and conditions contained herein and in
the concomitant Economic Development Agreement between the Parties,the Parties hereby agree
as follows:
INSTR 5676357 OR 5601 PG 2777
RECORDED 2/26/2019 8:36 AM PAGES 13
Page 1 of 12 CLERK OF THE CIRCUIT COURT AND COMPTROLLER
COLLIER COUNTY FLORIDA
REC$112.00
16A1
1. Conveyance. On the terms and conditions set forth in this Ground Lease, and in
consideration of Lessee's performance under this Ground Lease,the Lessor conveys to the Lessee
the present possessory interest in the Leased Land described below.
2. Description of Leased Land. The Leased Land which is the subject of this Ground
Lease is set forth and identified in Exhibit "A," hereinafter referred to as the "Leased Land or
Premises."
3. Conditions to Conveyance. Lessee warrants and represents to Lessor that it has
examined the title and boundaries of the Leased Land and is accepting the parcel "as is."
Accordingly, this conveyance is subject to all of the following:
a. Any and all conditions, restrictions, encumbrances, and limitations now
recorded against the Leased Land, including but not limited to FPL restrictions;
b. Any and all existing or future zoning laws or ordinances;
c. Any questions of title and survey that may arise in the future; and
d. Lessee's satisfactory performance of all terms and conditions of this Ground
Lease.
4. Use of Leased Land. The primary purpose of this Ground Lease is for Lessee to
construct and operate an employee parking lot in conjunction with a business as described in the
Parties' Economic Development Agreement. Accordingly, Lessee shall utilize the Leased Land
as follows:
• Lessee shall pay all costs to design,construct,and maintain an employee parking lot,which
lot shall be subject to approval by Collier County,which approval shall not be unreasonably
withheld.
• Lessee shall notify, in writing, all contractors making tenant improvements or regular
maintenance that Lessor's interest in the property is not subject to any construction liens.
The Lessee shall also include language in any construction contract whereby the applicable
entities acknowledge receipt of such no-lien notice and agree that they will not lien the
landlord's interest in the property for any tenant improvement.
• Lessee shall submit all tenant improvement and maintenance contracts to the Lessor for
prior review and approval of any tenant improvements or regular maintenance, which
approval shall not be unreasonably withheld.
• Lessee shall remove, satisfy or bond off any claims of lien recorded against the Lessor's
interests by the Lessee's contractors, and to indemnify, defend and hold the Lessor's
harmless with respect to any such liens. The Lessee shall pay the landlord a liquidated
daily fee until any lien is satisfactorily removed.
• The parking lot shall include at least twenty-four spaces for Collier Area Transit/Park and
Ride vehicles.
• Accommodations shall be made by Lessee to allow for Collier Area Transit Buses to enter
and exit the parking lot.
• Lessee shall develop and construct a County approved and properly permitted pedestrian
sidewalk from the Southern facing portion of the parking lot, along Piper Boulevard to the
existing pedestrian cross-walk located at Livingston Road and Immokalee Road.
Page 2 of 12
1 6 A I
• Lessee shall construct and maintain a 6ft interior perimeter fence or wall that will surround
the parking lot areas with appropriate openings or gate access to allow for vehicle ingress
and egress to the parking lot, pedestrian access to shepherd anyone using the parking
facility to utilize the existing cross-walk at the intersection of Immokalee Road and
Livingston Road, and any other required access for Collier County or FPL to neighboring
properties, rights-of-ways, or easements.
• Lessee shall develop and construct an enhanced type "D" landscape buffer facing
Livingston Road with a double hedgerow 6ft in height,no less than 5ft in height at planting
and 6ft in height established within one year of planting, adjacent to the entire perimeter
fence.
• The parking lot may not be used by customers of the business serviced by the lot.
• Lessee shall be solely responsible for acquiring all required permits and FPL agreements
to utilize the Leased Land.
• Parking lot attendant(s) must be on site during store operating hours to prevent
employees/pedestrians from crossing anywhere from site to store, across Livingston Road,
except from the designated and properly marked crosswalk located at Livingston Road and
Immokalee Road.
• The site shall be regularly maintained, may not be used for truck unloading or parking
(delivery, tractor-trailer, offsite storage, etc.) or overnight parking, and will be regularly
monitored for security by the Lessee.
5. Lessee's Obligation to Build. Lessee shall design, permit and construct in
compliance with all governmental regulations, at its sole cost and expense, a parking lot and
attendant facilities to be solely utilized for the uses described above. The plans, specifications,
and design for the Lessee's improvements to be constructed on the Leased Land are subject to
reasonable approval by Lessor. Lessor shall have thirty(30) days after receipt of any submittal by
Lessee to review Lessee's submittals and provide a written response as to whether the submittal is
approved as submitted, not approved as submitted, or Lessor may provide Lessee with requested
changes. If the submittal is not approved or if Lessor requests changes,Lessee shall submit revised
plans that will meet with Lessor's approval or incorporate the requested changes into the plans. If
Lessee determines not to revise its plans, then Lessee may terminate this Ground Lease. Lessee
may make nonmaterial changes to the approved plans from time to time to accommodate site issues
or operating changes to Lessee's use of the Leased Land. Material changes from the approved
plans will require Lessor's written approval, which approval shall not be unreasonably withheld.
All plans shall conform with Collier County standards. Construction must commence no later than
two years from the date of this Ground Lease. In the event Lessee does not commence construction
within such period, then the Lessor shall have the right to terminate this Lease, and neither party
shall have any further obligations to the other party. Upon commencement of construction, Lessee
shall diligently pursue said construction to completion and complete said construction on or before
twenty-four(24)months from commencement, subject to delays beyond the control of the Lessee.
Lessee shall be solely responsible for the costs of repairing any damage to Lessor's roads, water
and sewer facilities or other infrastructure located within or outside the Leased Land resulting from
construction or use by Lessee, its agents, officers or employees. Lessee must demonstrate to
Lessor that it has sufficient funds necessary to complete any proposed project, and Lessor may
require, as part of its approval, the posting of a construction bond or like security to assure
completion of the proposed project.
Page 3 of 12
1 6 A 1
The proposed uses for the Leased Land will require an amendment to the Collier County
Growth Management Plan ("GMP"), a rezone of the Planned Unit Development ("PUD"), site
development plan approval ("SDP"), South Florida Water Management District permit and other
federal, state and local permits (hereinafter collectively referred to as ("Governmental
Approvals"). Lessee will apply for the necessary Governmental Approvals at its sole expense.
Lessor agrees to execute all applications to Governmental Approvals as the owner of the Leased
Land.
6. Term of Ground Lease. The term of this Ground Lease shall commence on the date
first above written, and unless terminated earlier by the Parties, shall terminate on the 20-year
anniversary date of this Ground Lease. Unless either party gives the other party at least one year's
notice in advance of the renewal term, the term shall automatically renew for two additional
periods of five years. If Lessee holds over after the expiration of the lease term, such tenancy shall
be from month to month under all of the terms, covenants, and conditions of this Ground Lease
subject, however, to Lessor's right to seek legal relief to eject Lessee from the Premises as a
holdover.
7. Rent. Throughout the term of this agreement, including any renewal term, the
Lessee shall pay to Lessor the sum of$1,000.00 per annum, payable on the commencement date
of this Lease, as well as the anniversary date each year thereafter.
8. Net Lease. This is a fully net lease, with Lessee responsible for all costs, fees, and
charges concerning the Leased Land. Accordingly, Lessee shall promptly pay when due and prior
to any delinquency all costs, fees, taxes, trash removal services, assessments, utility charges,
impact fees and obligations of any kind that relate to the Leased Land. Lessee will indemnify and
hold Lessor harmless from any and all claims, costs,.and obligations arising from Lessee's use of
the Premises. In case any action or proceeding is brought against Lessor by reason of Lessee's use
of the Premises, Lessee shall pay all costs, attorneys' fees, expenses and liabilities resulting
therefrom and shall defend such action or proceeding if Lessor shall so request, at Lessee's
expense, by counsel reasonably satisfactory to Lessor. It is specifically agreed, however, that
Lessor may at its own cost and expense participate in the legal defense of such claim, with legal
counsel of its choosing.
9. Lessee's Liens and Mortgages. Lessee shall not in any way encumber the Premises,
and shall promptly remove any and all liens placed against the Premises. All persons to whom
these presents may come are put upon notice of the fact that the interest of the Lessor in the
Premises shall not be subject to liens for improvements made by the Lessee and liens for
improvements made by the Lessee are specifically prohibited from attaching to or becoming a lien
on the interest of the Lessor in the Leased Land or any part of either. This notice is given pursuant
to the provisions of and in compliance with Section 713.10, Florida Statutes.
10. Lessee's Obligation to Maintain Premises and Comply with All Lawful
Requirements. Lessee,throughout the term of this Lease,at its own cost,and without any expense
to the Lessor, shall keep and maintain the Leased Land, including any improvements thereon, in
good, sanitary and neat order, condition and repair, and shall abide with all lawful requirements.
If the Premises are not in such compliance in the reasonable opinion of Lessor, Lessee will be so
advised in writing. If corrective action is not begun within thirty(30) days of the receipt of such
Page 4 of 12
1 6 A 1
notice and prosecuted diligently until corrective action is completed, Lessor may cause the same
to be corrected, and Lessee shall promptly reimburse Lessor for the expenses incurred by Lessor,
together with a 5% administrative fee.
11. Quiet Enjoyment. Lessee shall be entitled to quiet enjoyment so long as Lessee has
not defaulted on any of the terms of this Ground Lease. Accordingly, Lessee shall have the
exclusive right to use the Premises during the term of this Lease.
12. Condemnation. Lessor may terminate this Lease as part of a condemnation project
brought by the Federal or State government. Lessor will use its best efforts to mitigate any damage
caused to Lessee as a result of such termination; however, in no event will Lessor be liable to
Lessee for any compensation as a result of such termination.
13. Access to Premises. Lessor,its duly authorized agents,contractors,representatives,
and employees, shall have the right after reasonable oral notice to Lessee, to enter into and upon
the Premises during normal business hours, or such other times with the consent of Lessee, to
inspect the Premises,verify compliance with the terms of this Ground Lease,or make any required
repairs not being timely completed by Lessee.
14. Termination and Surrender. Unless otherwise mutually agreed by the Parties,
within thirty(30) days after termination of the lease term, Lessee shall redeliver possession of the
Premises to Lessor in good condition and repair. Lessee shall have the right at any time during
Lessee's occupancy of the Premises to remove any of its personal property, equipment, and signs
provided, however, at the termination of this Ground Lease, Lessor shall have the option of either
requiring Lessee to demolish and remove all improvements made by Lessee to the Leased Land
upon Lessee's vacation thereof, or to require Lessee to retain said improvements with fixtures on
the Leased Land which improvements and fixtures will become the property of the Lessor upon
Lessee's vacation of the Premises.
15. Assignment. This Ground Lease is personal to Lessee. Accordingly, Lessee may
not assign this Ground Lease or sublet any portion of the Leased Land without the express prior
written consent of the Lessor, which consent may be withheld in Lessor's sole discretion. Any
purported assignment or sublet without the express written consent of Lessor shall be considered
void from its inception and shall be grounds for the immediate termination of this Lease. Lessor
may freely assign this Lease upon written notice to Lessee.
16. Insurance.
a. Lessee shall provide and maintain a Commercial General Liability insurance
policy, approved in writing by Lessor and the Collier County Risk Management
Department, for not less than Three Million and 00/100 Dollars($3,000,000.00) combined
single limits during the term of this Ground Lease. If such amounts are less than good
insurance industry practice would require, Lessor, reserves the right to increase these
insurance limits by providing Lessee with at least sixty(60) days' advance notice to do so.
Page 5 of 12
16A I
b. In addition, Lessee shall provide and maintain Worker's Compensation
Insurance covering all employees meeting the then existing Statutory Limits in compliance
with the applicable state and federal laws. The coverage shall include Employer's Liability
with a minimum limit of One Hundred Thousand and 00/100 Dollars ($100,000.00) per
each accident. If such amounts are less than good insurance industry practice would
require, Lessor, reserves the right to increase these insurance limits by providing Lessee
with at least sixty(60) days' advance notice to do so.
c. Lessor shall be named as an additional insured on the Commercial General
Liability insurance policy. The above-described insurance policies shall list and
continuously maintain Lessor as an additional insured thereon. Evidence of such insurance
shall be provided to Lessor and the Collier County Risk Management Department, 3301
East Tamiami Trail, Administration Building, Naples, Florida, 34112, for approval prior
to the commencement of this Ground Lease; and shall include a provision requiring not
less than ten(10) days prior written notice to Lessor in the event of cancellation or changes
in policy(ies) coverage. If such amounts are less than good insurance practice would
require, Lessor reserves the right to reasonably amend their insurance requirements by
issuance of notice in writing to Lessee,whereupon receipt of such notice Lessee shall have
thirty(30)days in which to obtain such additional insurance. The issuer of any policy must
have a Certificate of Authority to transact insurance business in the State of Florida and
must be rated "A" or better in the most current edition of Best's Insurance Reports. Each
insurer must be responsible and reputable and must have financial capacity consistent with
the risks covered. Each policy must contain an endorsement to the effect that the issuer
waives any claim or right of subrogation to recover against Lessor, its employees,
representatives, and agents.
d. Failure to continuously abide by all of these insurance provisions shall be
deemed to be a material breach of this Ground Lease and Lessor shall have the remedies
set forth below.
17. Defaults and Remedies.
a. Defaults by Lessee. The occurrence of any of the following events and the
expiration of the applicable cure period set forth below without such event being cured or
remedied will constitute a "Default by Lessee" to the greatest extent then allowed by law:
i. Discontinuation of Lessee's operation of the business contemplated in the
Parties' Economic Development Agreement for a continuous period of 180
days and such default is not cured within sixty (60) days after Lessor
provides written notice of default to Lessee.
ii. Making of a general assignment of the benefit of creditors for a continuous
period of 180 days and such default is not cured within sixty(60)days after
Lessor provides written notice of default to Lessee.
iii. Lessee's failure to utilize the Leased Land as set forth above for a
continuous period of sixty (60) days, and such default is not cured within
sixty(60) days after Lessor provides written notice of default to Lessee .
Page 6 of 12
16A �.
iv. Any lien is filed against the Leased Land or Lessee's interest therein or any
part thereof in violation of this Ground Lease, or otherwise, and the same
remains unreleased for a period of sixty (60) days from the date of filing
unless within such period Lessee is contesting in good faith the validity of
such lien and such lien is appropriately bonded for a continuous period of
180 days and such default is not cured within sixty (60) days after Lessor
provides written notice of default to Lessee.
v. Failure of Lessee to perform or comply with any material covenant or
condition made under this Ground Lease, which failure is not cured within
ninety (90) days from receipt of Lessor's written notice stating the non-
compliance shall constitute a default (other than those covenants for which
a different cure period is provided), whereby Lessor may, at its option,
terminate this Ground Lease by giving Lessee thirty(30)days written notice
unless the default is fully cured within that thirty(30) day notice period (or
such additional time as is agreed to in writing by Lessor as being reasonably
required to correct such default).
This Lease Agreement is dependent upon the Economic Development Agreement
being in full force and effect. Should the Economic Development Agreement terminate for any
reason, including Lessee's failure to open the contemplated business, this Agreement will
automatically terminate as well.
b. Remedies of Lessor.
In the event of the occurrence of any of the foregoing defaults, Lessor, in
addition to any other rights and remedies it may have, shall have the
immediate right to re-enter and remove all individuals, entities and/or
property from the Premises. Such property may be removed and stored in
a public warehouse or elsewhere at the cost of and for the account of Lessee,
all without service of notice or resort to legal process and without being
deemed guilty of trespass,or being liable for any loss or damage which may
be occasioned thereby. If Lessee does not cure the defaults in the time
frames as set forth above, and Lessor has removed and stored property,
Lessor shall not be required to store for more than thirty (30) days. After
such time, such property shall be deemed abandoned and Lessor shall
dispose of such property in any manner it so chooses and shall not be liable
to Lessee for such disposal.
ii. If Lessee fails to promptly pay,when due, any full installment of rent or any
other sum payable to Lessor under this Ground Lease, and if said sum
remains unpaid for more than five (5) days past the due date, the Lessee
shall pay Lessor a late payment charge equal to five percent (5%) of each
such payment not paid promptly and in full when due. Any amounts not
paid promptly when due shall also accrue compounded interest of two(2%)
percent per month or the highest interest rate then allowed by Florida law,
Page 7 of 12
J$ A 1
whichever is higher("Default Rate"), which interest shall be promptly paid
by Lessee to Lessor.
iii. Lessor may sue for direct, actual damages arising out of such default of
Lessee or apply for injunctive relief as may appear necessary or desirable
to enforce the performance and observance of any obligation, agreement or
covenant of Lessee under this Ground Lease, or otherwise. Lessor shall be
entitled to reasonable attorney's fees and costs incurred arising out of
Lessee's default under this Ground Lease.
c. Default by Lessor. Lessor shall in no event be charged with default in the
performance of any of its obligations hereunder unless and until Lessor shall have failed to
perform such obligations within ninety(90) days (or such additional time as is reasonably
required to correct such default) after written notice to Lessor by Lessee properly and in
meaningful detail specifying wherein, in Lessee's judgment or opinion, Lessor has failed
to perform any such obligation(s).
d. Remedies of Lessee. In partial consideration for the nominal rent charged to
Lessee,Lessee hereby waives any claim it may have to direct or indirect monetary damages
it incurs as a result of Lessor's breach of this Ground Lease, and also waives any claim it
might have to attorneys' fees and costs arising out of Lessor's breach of this Ground Lease.
Lessee's remedies for Lessor's default under this Ground Lease shall be limited to the
following:
i. For injunctive relief, as may appear necessary or desirable to enforce the
performance and observance of any obligation, agreement or covenant of
Lessor under this Ground Lease.
ii. Lessee may cure any default of Lessor and pay all sums or do all reasonably
necessary work and incur all reasonable costs on behalf of and at the
expense of Lessor. Lessor will pay Lessee on demand all reasonable costs
incurred and any amounts so paid by Lessee on behalf of Lessor, with no
interest.
e. No Remedy Exclusive. No remedy herein conferred upon or reserved to either
party is intended to be exclusive of any other available remedy or remedies, but each and
every such remedy will be cumulative and in addition to every other remedy given under
this Ground Lease or hereafter existing under law or in equity. No delay or omission to
exercise any right or power accruing upon any event of default will impair any such right
or power nor be construed to be waived, but any such right and power maybe exercised
from time to time and as often as may be deemed expedient.
f. Non-Waiver. Every provision hereof imposing an obligation upon Lessee is a
material inducement and consideration for the execution of this Ground Lease by Lessee
and Lessor. No waiver by Lessee or Lessor of any breach of any provision of this Ground
Lease will be deemed for any purpose to be a waiver of any breach of any other provision
Page 8 of 12
1 6 A 1
hereof or of any continuing or subsequent breach of the same provision,irrespective of the
length of time that the respective breach may have continued.
Miscellaneous Legal Matters
18. This Ground Lease shall be construed by and controlled under the laws of the State
of Florida. In the event of a dispute under this Ground Lease,the Parties shall first use the County's
then-current Alternative Dispute Resolution Procedure. Following the conclusion of this
procedure, either party may file an action in the Circuit Court of Collier County to enforce the
terms of this Ground Lease, which Court the Parties agree to have the sole and exclusive
jurisdiction.
19. This Ground Lease contains the entire agreement of the Parties with respect to the
matters covered by this Ground Lease and no other agreement, statement or promise made any
party, or to any employee, officer or agent of any party, which is not contained in this Ground
Lease shall be binding or valid. Time is of the essence in the doing,performance and observation
of each and every term, covenant and condition of this Ground Lease by the Parties.
20. In the event state or federal laws are enacted after the execution of this Ground
Lease, which are applicable to and preclude in whole or in part the Parties' compliance with the
terms of this Ground Lease, then in such event this Ground Lease shall be modified or revoked as
is necessary to comply with such laws, in a manner which best reflects the intent of this Ground
Lease.
21. Except as otherwise provided herein, this Ground Lease shall only be amended by
mutual written consent of the Parties hereto or by their successors in interest. Notices hereunder
shall be given to the Parties set forth'below and shall be made by hand delivery, facsimile,
overnight delivery or by regular mail. If given by regular mail,the notice shall be deemed to have
been given within a required time if deposited in the U.S. Mail, postage prepaid, within the time
limit. For the purpose of calculating time limits which run from the giving of a particular notice,
the time shall be calculated from actual receipt of the notice. Time shall run only on business days
which, for purposes of this Ground Lease shall be any day other than a Saturday, Sunday or legal
public holiday. Notices shall be addressed as follows:
If to Lessor: County Manager
Collier County Manager's Office
3301 East Tamiami Trail
Naples, Florida 34112
CC: Real Property Management
3301 Tamiami Trail
Building W
Naples, Florida 34112
Page 9 of 12
16A
If to Lessee: Alfie Oaks
7695 Santa Cruz Court
Naples, FL 34109
CC: Steve Bracci, Esq.
9015 Strada Stell Court, Suite 102
Naples, FL 34109
Notice shall be deemed to have been given on the next successive business day to the date of
the courier waybill if sent by nationally recognized overnight delivery service.
22. Lessee is an independent contractor and is not an agent or representative or
employee of Lessor. During the term of this Ground Lease, neither Lessee nor anyone acting on
behalf of Lessee, shall hold itself out as an employee, servant, representative or agent of Lessor.
Neither party will have the right or authority to bind the other party without the express written
authorization of such other party to any obligation to any third party. No third party is intended
by the Parties to be a beneficiary of this Ground Lease or to have any rights to enforce this Ground
Lease against either party hereto or otherwise. Nothing contained in this Ground Lease will
constitute the Parties as partners or joint ventures for any purpose,it being the express intention of
the Parties that no such partnership or joint venture exists or will exist. Lessee acknowledges that
Lessor is not providing any vacation time, sick pay, or other welfare or retirement benefits
normally associated with an employee-employer relationship and that Lessor excludes Lessee and
its employees from participation in all health and welfare benefit plans including vacation, sick
leave, severance, life, accident,health and disability insurance, deferred compensation,retirement
and grievance rights or privileges.
23. Neither party to this Ground Lease will be liable for any delay in the performance
of any obligation under this Ground Lease or of any inability to perform an obligation under this
Ground Lease if and to the extent that such delay in performance or inability to perform is caused
by an event or circumstance beyond the reasonable control of and without the fault or negligence
of the party claiming Force Majeure. "Force Majeure" shall include an act of God, war(declared
or undeclared), sabotage,riot,insurrection, civil unrest or disturbance,military or guerrilla action,
economic sanction or embargo, civil strike,work stoppage,slow-down or lock-out,explosion,fire,
earthquake, abnormal weather condition, hurricane, flood, lightning, wind, drought, and the
binding order of any governmental authority.
24. Lessee will not transport, use, store, maintain, generate, manufacture, handle,
dispose, release or discharge any Hazardous Materials upon or about the Leased Land, nor permit
employees, representatives, agents, contractors, sub-contractors, sub-sub-contractors, material
men and/or suppliers to engage in such activities upon or about the Leased Land.
25. In compliance with Section 404.056, Florida Statutes, all Parties are hereby made
aware of the following: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and state guidelines have been found
Page 10 of 12
16A 1
in buildings in Florida. Additional information regarding radon and radon testing may be obtained
from your County Public Health Department.
26. Lessee shall execute this Ground Lease prior to it being submitted for approval by
the Board of County Commissioners. This Ground Lease may be recorded by the County in the
Official Records of Collier County, Florida, within fourteen (14) days after the County enters into
this Ground Lease, at Lessee's sole cost and expense.
IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Ground Lease
the day and year first above written.
AS TO THE LESSEE:
Oakes Farms, Inc.
"iil. P By: �-- . de
fit6ktiness (signature
FQ.a.Cs ja) Vc.s IT'
udh /Y). Pus (Print Name and Title)
print name) J
C _Q
Witness (signature)
bnAi>.Gv�" &rJ
(print name)
AS TO THE LESSOR:
ATTEST: • :� BOARD OF .5 TY COMMISSIONERS,
CRYSTAL K`KINZ L CL K,z,, COLLI R r tlfA A RID
;IAs
, B P.
By: 1 "" -,�. .�'� y: _f_
Attest as to airman s Y k ��i Deputy W. L " cDaniel,
p
signature only. Ch./man
Approv-.1.. .�,. • -gality:
Nig.
Jeffrey A.fly 1a iii kow, County Attorney
1 '
Page 11of12
16A 1
EXHIBIT A
(Description of Leased Land)
Page 12 of 12
16A 1
EXHIBIT A
(Description of Leased Land)
2 - i 1 t r T
'3^_ _ loGNUORTS
,:ccoeo+nc onn�9rlear
�, Ito MI{1J 4IDCYA11ON
r 7.Ot5TNAtOn
�, , -,t lir a cRIAtU040T104TCa+r� 1
+ 5.P41441-194X-GT
i 1 ; }q
1 6.50 75>'1 CPAWING TADS
/:: :s °B '"moi , 1 t { a W x.no uotOYII PA4[N&SIAC15
1 a Whelk 000 to
s
, t . 1 . 9.F�4ANL1D IA%O5 A1fKA1S
i : I I 1 WAT&I YANACtld&Jtt
I 10.NO4TH MOUTH CONDOM
` t t > 1 LA.\USCAR 9fAUIN1'A1101Y
9,1
74
♦ yip ,,j 4q iF--;COWIN COLO/T1
a■■I P
MOTS OF MU TO
5'. ' # 1 T 1lIROYfD
1 #
yrtr, : W Tom' Y !r, 11
... it, - Atl/1-5143 AC
17, 4 ` r� -, 99.4uR[0)119t4
„,„x„,„„ - .'h -- ' ;,. --- [ ,'" * -4, 1 :00iss,‘()RIN
SEED TO TABLE r-R , P H D E NJ I X
FOLIO NO.00162960004 -1-, ASSOCIATES OF FLORIDA. INC.
49.5 LIVINGSTON ROAD . ._ : '1110 tht.9rD.■DAD?&PI KM[VASA(FLORIDA 34 r09`-.►h 9».596 vii
NAPLES,FLORIDA 34110 • COLLIER COUNTY `3 f ........s.......A..XIVNT 604w4.4w4.4l..M=0,
(PRIM .iINARY i i.i u PAR KINC.)(i°::,:„°:".:6::7,17 C % r"E.T FFI :1:1- ^^.r ..
`` �A srM ..1*e .... 40 Am N.T.S. MmR.�a r..r.aw.r 4.11...4 aim 4•4