Agenda 07/14/2020 Item #16B 3 (CRA Termination Agmt. - Crown Castle South, LLC)07/14/2020
EXECUTIVE SUMMARY
Recommendation that the Board of County Commissioners, acting as the Community
Redevelopment Agency Board (CRA), approve the Mutual Termination Agreement between
Crown Castle South LLC (Crown) to formally terminate the Cell Tower lease as outlined in the
Agreement Regarding Cell Tower for CRA property within the Bayshore Gateway Triangle
Community Redevelopment Area.
OBJECTIVE: To terminate the lease and any and all obligations between parties as outlined in the
Agreement Regarding Cell Tower (Relocation Agreement). Termination of the lease will further advance
the sale of the Bayshore Gateway Triangle property as outlined in the Purchase Agreement with Real
Estate Partners International, LLC (REPI).
CONSIDERATIONS: On April 26, 2016, the Board of County Commissioners acting as the Collier
County Community Redevelopment Agency Board (Seller), approved a Real Estate Purchase Agreement
(Agreement) with Real Estate Partners International, LLC (Purchaser) for the purchase of 5.27 acres o f
property located within the Bayshore Gateway Triangle Community Redevelopment Area (BGTCRA).
The purchase price is $6,372,959. The Agreement was previously amended (dated September 27, 2016),
as well as by that certain letter agreement dated October 5, 2016 and on October 25, 2016, the Seller
approved the third amendment to the Agreement, which recognized the cell tower as an encumbrance on
the property and approved a cost sharing formula to relocate the tower between the Seller and Purchaser
based on the following:
• The first $250,000 will come from the Seller’s funds
• The next $500,000 up to $750,000 will be shared equally between the Seller and the Purchaser
• Funding above $750,000 will come from the Seller’s funds and be repaid from the Tax Increment
Rebate (TIR) after the project is developed.
On July 10, 2018, the CRA approved the Relocation Agreement that outlined the terms and conditions for
the decommissioning and removal of the tower located on the BGTCRA property as well as the terms and
conditions for replacing the existing Crown tower located at 2370 Kirkwood Avenue, Naples, Florida.
The current CRA lease with Crown expires in 2024. The Mutual Termination Agreement (MTA) will
formally terminate the lease and all obligations between parties.
The MTA will not be immediately routed for CRA Vice-Chair signature upon approval. Instead, it will
be held by the County Attorney to be dated and routed as of the date of receipt of Final Payment Notice as
provided in the Relocation Agreement. This action will ensure that the Cell Tower lease remains effective
until all terms of the Relocation Agreement are completed.
FISCAL IMPACT: The total cost associated with the Cell Tower Relocation agreement is $1,000,000.
The CRA is responsible for $500,000 and the Purchaser is responsible for $500,000 ($250,000
contribution and $250,000 with repayment from future tax increment proceeds generated from the project.
Two payments have been issued to Crown Castle totaling $400,000 and the final payment will be paid
within 30 days of the CRA’s receipt of Final Payment Notice. Funding for the final payment will be
sourced from sale related earnest money and budgeted funds in Bayshore Gateway Triangle CRA Fund
(187). Cost to record the agreement is estimated at $49.
GROWTH MANAGEMENT IMPACT: None
LEGAL CONSIDERATIONS: This item is approved for form and legality and requires a majority vote
for Board approval. JAB
16.B.3
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07/14/2020
RECOMMENDATION: Recommendation that the Board of County Commissioners, acting as the
Community Redevelopment Agency Board (CRA), approve the Mutual Termination Agreement between
Crown Castle South LLC (Crown) to formally terminate the Cell Tower lease as outlined in the
Agreement Regarding Cell Tower for CRA property within the Bayshore Gateway Triangle Community
Redevelopment Area.
Prepared by: Debrah Forester, CRA Director
ATTACHMENT(S)
1. Mutual Termination - Crown Tower CAO Approved with Exhibit (PDF)
2. [LinkedX] Fully Executed Relocation Agreement (PDF)
16.B.3
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07/14/2020
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.B.3
Doc ID: 12719
Item Summary: Recommendation that the Board of County Commissioners, acting as the
Community Redevelopment Agency Board (CRA), approve the Mutual Termination Agreement between
Crown Castle South LLC (Crown) to formally terminate the Cell Tower lease as outlined in the
Agreement Regarding Cell Tower for CRA property within the Bayshore Gateway Triangle Community
Redevelopment Area.
Meeting Date: 07/14/2020
Prepared by:
Title: – County Manager's Office
Name: Debrah Forester
06/18/2020 4:20 PM
Submitted by:
Title: – County Manager's Office
Name: Debrah Forester
06/18/2020 4:20 PM
Approved By:
Review:
County Manager's Office Debrah Forester Director - CRAs Completed 06/18/2020 4:22 PM
County Attorney's Office Jennifer Belpedio Level 2 Attorney of Record Review Completed 06/22/2020 11:53 AM
Corporate Business Operations Sean Callahan Executive Director- Corp Business Ops Completed 06/29/2020 4:44 PM
Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Completed 06/30/2020 8:23 AM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 06/30/2020 1:58 PM
Budget and Management Office Ed Finn Additional Reviewer Completed 06/30/2020 3:28 PM
County Manager's Office Nick Casalanguida Level 4 County Manager Review Completed 07/07/2020 1:13 PM
Board of County Commissioners MaryJo Brock Meeting Pending 07/14/2020 9:00 AM
16.B.3
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16.B.3.aPacket Pg. 1466Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
16.B.3.aPacket Pg. 1467Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
16.B.3.aPacket Pg. 1468Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
16.B.3.aPacket Pg. 1469Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
16.B.3.aPacket Pg. 1470Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
16.B.3.aPacket Pg. 1471Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
16.B.3.aPacket Pg. 1472Attachment: Mutual Termination - Crown Tower CAO Approved with Exhibit (12719 : Cell Tower Termination Agreement)
AGREEMENT REGARDING CELL TOWER
THIS AGREEMENT REGARDING CELL TOWER (this "Agreement") is made and
entered into this 1 Q+
h
day of 2018 (the "Effective Date") by and between
COLLIER COUNTY BOARD F COMMISSIONERS, acting as the Collier County
Community Redevelopment Agency (the "CRA"), and CROWN CASTLE SOUTH LLC, a
Delaware limited liability company ("Crown").
A. The CRA owns certain real property located in Collier County, Florida and which
is legally described on Exhibit "A" attached hereto and made a part hereof by this
reference (the "CRA Property").
B. The CRA and Crown are the current parties to that certain Option and Lease
Agreement dated April 27, 1998 (as amended or assigned, the "CRA Lease"),
originally by and among Donald L. Chesser and Joyce Chesser, as lessor
Original Lessor"), and BellSouth Mobility Inc., a Georgia corporation
BellSouth"), as tenant, pursuant to which Lease, Crown leases that certain real
property described on Exhibit "B" attached hereto and made a part hereof (the
Premises"), which Premises are a part of the CRA Property, for the operation of a
cell tower (the "313-005.4 Cell Tower").
C. The CRA Lease was amended by (i) that certain First Addendum to Option and
Lease Agreement last dated September 19, 2000 by and among Original Lessor and
BellSouth; and (ii) that certain First Amendment to Lease Agreement dated May
16, 2001 by and among Original Lessor and BellSouth Mobility LLC, a Georgia
limited liability company, successor by corporate election to BellSouth
BellSouth LLC").
D. Pursuant to that certain Assignment and Assumption of Option and Lease
Agreement dated May 20, 2011 by and between New Cingular Wireless PCS, LLC,
a Delaware limited liability company, successor by merger to BellSouth LLC, as
assignor ("NCWPCS"), and Crown, a memorandum of which was recorded in
O.R. Book 4718, Page 2138, as Instrument No. 4606023 in the Official Records of
Collier County, Florida, Crown succeeded to all of NCWPCS's right, title and
interest in and to the CRA Lease.
E. Pursuant to (i) that certain Warranty Deed from Original Lessor to CC&E
Investments, LLC, a Florida limited liability company ("CC&E"), dated October 4,
2005 and recorded as Instrument No. 3717862 in O.R. Book 3912, Page 3157 in
the Official Records of Collier County, Florida; and (ii) that certain Warranty Deed
dated September 9, 2009 and recorded as Instrument No. 4342480 in O.R. Book
4492, Page 1550 from CC&E to Collier County Community Redevelopment
Agency, the CRA succeeded to the interest of Original Lessor in and to the CRA
Property and the CRA Lease.
F. The CRA intends to pursue the development of the CRA Property for other uses
and the CRA has requested, and Crown has agreed, subject to the terms and
conditions of this Agreement, to consent to the removal of the 313-005.4 Cell
Tower from the Premises, and the removal and reconstruction of the cell tower (the
Kirkwood Cell Tower") located on the premises subject to that certain Master
Prepaid Lease dated December 16, 2013 by and among the AT&T Lessors party
thereto, AT&T Mobility LLC, a Delaware limited liability company, and CCATT
LLC, a Delaware limited liability company, as described in Exhibit "C" attached
hereto and made a part hereof (the "Kirkwood Property"). The removal of the
313-005.4 Cell Tower from the Premises, and the removal and replacement of the
Kirkwood Cell Tower on the Kirkwood Property shall hereinafter be referred to as
the "Cell Tower Relocation".
G. In accordance with the terms and conditions of this Agreement, the parties have
agreed that upon completion of the Cell Tower Relocation, and subject to the
further terms and conditions of this Agreement, the CRA Lease shall be terminated
by written agreements executed by all the parties to those instruments.
NOW, THEREFORE, in consideration of Ten Dollars ($10:00) and the mutual covenants
contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties agree
as follows:
1.Payments by the CRA to Crown. The CRA shall pay Crown the sum certain of
1,000,000 in three payments as follows:
a) Within thirty (30) days after the full execution of this Agreement, the CRA
shall pay to Crown Seventy Thousand and 00/100 Dollars ($70,000.00) (the "First Payment").
The CRA and Crown agree and acknowledge that the First Payment exceeds the amounts set forth
on the schedule of values attached hereto as Exhibit "D" and made a part hereof by this reference
the "SOV") for the "Due Diligence Phase" and the "Design Phase" of the Cell Tower Relocation.
Crown shall use the First Payment to pay for the costs and expenses as reflected on the SOV for
the Due Diligence Phase and the Design Phase, including, without limitation, costs and expenses
incurred in applying for and obtaining all necessary federal, state and local governmental permits
and approvals, all necessary private approvals from third parties (if any), and all necessary
building permits for the Cell Tower Relocation (collectively, the "Permits"), excluding any
Permits to be obtained directly by the CRA, and their respective successors and assigns, for any
work to be completed by the CRA, and the project management fees payable to Crown. Any
amounts remaining after said expenses are paid shall be applied to other expenses shown on the
SOV. Crown shall use commercially reasonable efforts to obtain and all necessary Permits as
expeditiously as possible; provided, however, Crown is under no obligation to commence or
continue any such actions unless and until the First Payment has been received by Crown and all
pre-conditions set forth in Section 8 herein have been satisfied. The CRA acknowledges that
Crown has already incurred significant expense relating to the Due Diligence Phase and Design
Phase in good faith reliance on the representations made by the CRA to Crown prior to entering
into this Agreement and that Crown would not have incurred such expenses or entered into this
Agreement but for such representations.
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b) Crown will notify the CRA when Crown has obtained the Permits and is
ready to commence construction on the Kirkwood Property pursuant to Section 5 herein (the
Construction Notice"). Within thirty (30) days after the CRA's receipt of the Construction
Notice, the CRA shall pay to Crown the additional amount of Three Hundred Thirty and 00/100
Dollars ($330,000.00) (the "Second Payment") for the total expenses for the "Construction
Phase" costs as noted on the SOV. Crown shall use the Second Payment to pay for the costs and
expenses for the construction and demolition work related to the Kirkwood Property and the
decommissioning and removal of the 313-005.4 Cell Tower and all other improvements located on
the Premises. Any amounts remaining after said expenses are paid shall be applied to other
expenses shown on the SOV.
c) When Crown has completed installation of the wireless carrier relocated
from the 313-005.4 Cell Tower on the New Kirkwood Cell Tower and decommissioned and
removed 313-005.4 Cell Tower from the CRA Property, Crown will provide written notice to the
CRA (the "Final Payment Notice"). Within thirty (30) days after the CRA's receipt of the Third
Payment Notice, the CRA shall pay to Crown Six Hundred Thousand and No/100 Dollars
600,000.00) (the "Final Payment"), representing the final payment due hereunder.
2.Plans and Specifications for New Cell Tower Work. Within ten (10) days after the
Effective Date, Crown, shall cause an engineering firm chosen by Crown to prepare plans and
specifications in accordance with standard industry practice and acceptable to Crown, in Crown's
sole discretion, for the development of the Kirkwood Property to a condition suitable for Crown's
use for the Cell Tower Relocation and the construction, operation and maintenance of the New
Kirkwood Cell Tower.
3.Crown's Right of Termination. At any time prior to the issuance of the
Construction Notice to the CRA, Crown shall have the right to terminate this Agreement by
delivering written notice of such termination to the CRA in the event that Crown cannot obtain the
Permits within one hundred twenty (120) days following Crown's complete and sufficient
application (said termination notice shall herein be referred to as the "Termination Notice"). The
CRA agrees to use its best efforts to cause the Collier County Growth Management Division
and/or the Board of County Commissioners to: (i) designate the permit applications submitted by
Crown for the Cell Tower Relocation as "Fast Track Process" whereby the County staff will be
required to review and respond to any submittals within fifteen (15) business days; (ii) cause any
permit applications for any carriers associated with the Cell Tower Relocation to be submitted
concurrently. Crown, in turn, acting in good faith shall respond to comments from any submittal
for review within fifteen (15) business days following Crown's receipt thereof. Upon delivery of
the Termination Notice, this Agreement shall terminate and neither party shall have any further
rights, remedies, liabilities or obligations hereunder. The CRA covenants that approval of the
Permits shall not be unreasonably withheld. Any unused portion of the First Payment as of the
date such Termination Notice is sent to the CRA shall be returned by Crown to the CRA within
thirty (30) days after such Termination Notice.
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4.Third Party Beneficiary. Real Estate Partners International, LLC, as the contract
purchaser of the CRA Property from the CRA, is a third-party beneficiary to this Agreement and
may enforce this Agreement as if it were a party hereto.
5.Crown Work. Crown shall perform or caused to be performed all work set forth in
the SOV including the construction work, the relocation work, the decommissioning and the
demolition work set forth in Section 7 below ("Crown Work"). Within fifteen (15) days after
Crown's receipt of the Permits and the Second Payment, Crown shall commence the Crown Work
and, thereafter, diligently prosecute the Crown Work to completion. The Crown Work with
respect to the CRA Property, the 313-005.4 Cell Tower and the relocation of the existing wireless
carrier from the 313-005.4 Cell Tower to the New Kirkwood Cell Tower shall be completed
within one hundred fifty (150) days after such commencement (the "313-005.4 Work Deadline"),
subject to Force Majeure Events (as defined in Section 13(d) below). The Crown Work with
respect to the decommissioning and removal of the Kirkwood Cell Tower shall be completed
within sixty (60) days after all wireless carriers form the Kirkwood Cell Tower and the 313.005.4
Cell Tower are installed at and operating from the New Kirkwood Cell Tower (the "Kirkwood
Work Deadline"), subject to Force Majeure Events (as defined in Section 13(d) below). The
Crown Work shall be done in a good and workmanlike manner and in accordance with the Plans
and Specifications and in compliance with all applicable laws, rules and regulations. Crown shall
use its commercially reasonable best efforts to ensure that the 313-005.4 Work Deadline is on or
before March 31, 2019; provided, however, that the CRA acknowledges that the 313-005.4 Work
Deadline and the Kirkwood Work Deadline shall be extended for any Force Majeure Events.
6.CRA Lease. Upon the full performance of the CRA's obligations under this
Agreement, and Crown's decommissioning, demolition and removal of the 313-005.4 Cell Tower
at the Premises (such event being collectively referred to herein as, "Project Completion"), the
CRA Lease shall be deemed terminated in all respects and rent payments shall cease. Crown and
the CRA shall execute a termination of the CRA Lease and cause the memorandum of the CRA
Lease to be released of record in the Official Records of Collier County, Florida.
7.Decommissioning and Demolition of Cell Towers.
a) Subject to delays caused by the CRA and Force Majeure Events and
provided that Crown has received all applicable Permits, Crown shall decommission and demolish
the 313-005.4 Cell Tower not later than the 313-005.4 Work Deadline. Crown's time for
decommissioning the 313-005.4 Cell Tower shall be extended, day for day, for each day of a delay
caused by the CRA or Force Majeure Events and each day that Crown's receipt of the Final
Payment is delayed beyond its due date. Crown's removal of the 313-005.4 Cell Tower shall
include footings to a depth of three (3) feet below grade and shall occur lien free, and Crown shall
not permit any mechanics or materialman's liens to be recorded on the CRA Property arising out
of such decommissioning and demolition.
b) Upon Crown's decommissioning of the existing Kirkwood Cell Tower,
Crown shall, within sixty (60) days of the decommissioning of the existing Kirkwood Cell Tower,
be responsible for demolishing the existing Kirkwood Cell Tower on the Kirkwood Property, the
costs and expenses of which are included in the Final Payment.
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8.Zoning and Permitting Approvals. The performance of the Cell Tower Relocation
is contingent upon the obtaining of certain zoning and permitting approvals from the applicable
jurisdictions, including, without limitation, the Federal Aviation Administration, that would permit
the removal of the 313-005.4 Cell Tower on the Premises and the removal and reconstruction of
the existing Kirkwood Cell Tower on the Kirkwood Property, and that any termination of this
Agreement after such approvals are issued may place the Premises or the Kirkwood Property in a
state of non-conformance for purposes of maintaining the existing 313-005.4 Cell Tower or the
existing Kirkwood Cell Tower, as applicable, thereon. Accordingly, in the event of termination of
this Agreement pursuant to the express provisions of this Agreement or a default by the CRA, (a)
the CRA Lease shall remain in full force and effect and shall continue to encumber the Premises,
and (b) any zoning or permitting approvals obtained from the applicable jurisdictions prior to the
termination of this Agreement shall be adjusted, at the CRA's sole cost and expense, to permit the
existing 313-005.4 Cell Tower to remain on the Premises as a conforming use.
9.Defaults. If any party breaches any of its obligations under this Agreement and
such breach continues for a period of thirty (30) days after receipt of written notice from the non-
defaulting party (unless such breach cannot reasonably be cured within such thirty (30) day period,
in which case the defaulting party shall have a reasonable period of time in which to effect a cure
of such breach provided that the defaulting party is continuously and diligently pursuing the cure
of such breach to completion, but in no event more than ninety (90) days), then the non-defaulting
party shall be entitled to pursue all remedies available at law or in equity pursuant to the laws of
the State of Florida or otherwise provided for in this Agreement. Notwithstanding the foregoing,
neither Crown nor the CRA shall be liable for punitive or consequential damages or lost profits
under any circumstances.
10. Notices. All notices, demands, requests, consents, approvals or other
communications (each, a "Notice") required or permitted to be given hereunder or which are given
with respect to this Agreement shall be valid only if in writing and sent by registered or certified
United States mail, return receipt requested, postage prepaid, or delivered by Federal Express or
UPS courier service (or other nationally-recognized overnight delivery service), addressed as
follows:
If to the County:Collier County Community Redevelopment Agency
Attn: Leo Ochs, County Manager
3299 Tamiami Trail East, Suite 202
Naples, FL 34112-5746
Telephone: (239) 252-8383
With a Copy to: Debrah Forester, CRA Director
3570 Bayshore Drive , Unit 102
Naples, Florida 34112
Telephone: (239) 643-1115
5 0
Real Estate Partners International, LLC
1415 Panther Lane
Naples, FL 34109
Attn: Mr. Jerry Starkey
Telephone: (239) 514-4001
Facsimile: (239) 514-4005
Grant Fridkin Pearson, P.A.
5551 Ridgewood Drive, Suite 501
Naples, FL 34108
Attn: Richard C. Grant, Esq.
Telephone: (239) 514-1000
Facsimile: (239) 514-0377
To Crown:Crown Castle South LLC
c/o Crown Castle USA Inc.
Kenneth J. Simon, General Counsel
2000 Corporate Drive
Canonsburg, PA 15317
Attn: Legal - Real Estate Department
Telephone: (724) 416-2000
Facsimile: (724) 416-4229
With a copy to: Crown Castle South LLC
8000 Avalon Boulevard, Suite 700
Alpharetta, GA 30009
Attn: Heather Wasnick, Real Estate (BU # 813819)
Telephone: (918) 852-0693
With a copy to: Burr & Forman LLP
420 20th Street North, Suite 3400
Birmingham, AL 35209
Attn: Matthew W. Barnes, Esq.
Telephone: (205) 458-5120
Facsimile: (205) 278-4597
or such other address as such party shall hereafter have specified by Notice given by the same
means. Any Notice shall be deemed given when received by the party to whom it is addressed or
when delivery is refused by such party. Any Notice may also be given by facsimile to the
facsimile numbers set forth above provided that a "hard copy" of such Notice is sent within one
1) business day after such facsimile transmission in the manner above set forth; and in the case of
Notice by facsimile (with confirmation sent as aforesaid), Notice shall be deemed given upon
electronic confirmation of receipt.
11. Brokers. Each party represents and warrants to the other parties hereto that it has
dealt with no broker in connection with this Agreement, and each party agrees to defend,
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indemnify and hold the other parties harmless from and against any and all loss, liability and
expense, including reasonable attorney's fees, that the indemnitee may incur arising by reason of
the above representation by the indemnitor being false.
12. Covenants and Representations.
a) As of the Effective Date of this Agreement, and to Crown's actual
knowledge, Crown covenants and represents to the CRA the following:
i) Crown has obtained any necessary limited liability company
consents required to permit the transactions contemplated by this Agreement, including the Cell
Tower Relocation. Other than approvals of any governmental agencies having jurisdiction over
the Cell Tower Relocation, no other consents of third parties are required to permit the
transactions contemplated by this Agreement, including the Cell Tower Relocation; and
ii) The signatories to this Agreement on behalf of Crown have the
power and authority to enter into this Agreement and to bind Crown to the provisions hereof.
b) As of the Effective Date of this Agreement, and to the CRA's actual
knowledge,the CRA covenants and represents to Crown the following:
i) the CRA has sufficient funds on deposit to fulfill all of its
obligations under this Agreement. Upon the CRA's execution of this Agreement, the CRA's
obligations will be binding upon the CRA, and this Agreement shall be enforceable against the
CRA; and
ii) The signatories to this Agreement on behalf of the CRA have the
power and authority to enter into this Agreement and to bind the CRA to the provisions hereof;
and
iii) This Agreement does not conflict with any other agreement to which
the CRA is a party or to which the CRA Property or any part thereof is subject.
13. Miscellaneous.
a) This Agreement (including the exhibits attached hereto) contains the entire
agreement between the parties with respect to the subject matter hereof and supersedes all prior or
contemporaneous understandings, if any, with respect thereto.
b) Except as expressly set forth in this Agreement, this Agreement may not be
cancelled, modified, changed or supplemented, nor may any obligation hereunder be waived,
except by written instrument signed by all parties hereto.
c) The parties do not intend to confer any benefit hereunder on any person,
firm or corporation other than the parties hereto and their respective permitted successors or
assigns.
7 C
d) "TIME IS OF THE ESSENCE" with respect to all provisions of this
Agreement. In the event either party shall be delayed or hindered in or prevented from the
performance of any act required to be performed by such party pursuant to this Agreement by
reason of acts of God, delays by governmental entities, strikes, lockouts, unavailability of
materials, delivery delays, unforeseeable underground conditions, failure of power, prohibitive
governmental laws or regulations, riots, insurrections, the act or failure to act of the other party
including such other party's failure to make funds available as otherwise required herein in
connection with the performance of such act), adverse weather conditions preventing the
performance of work as certified to by an architect or engineer, casualty, war or other reason
beyond such party's reasonable control (each being a "Force Majeure Event"), then the time for
performance of such act shall be extended for a period equivalent to the period of such delay.
Lack of adequate funds or financial inability to perform shall not be deemed to be a cause beyond
the control of either party.
e) This Agreement shall extend to and be binding upon the legal
representatives, heirs, executors, administrators and the permitted assigns of the parties hereto.
Crown shall not assign this Agreement except to (1) an Affiliate (as such term is defined below),
or (2) any third party purchaser that purchases all of the assets of Crown. The CRA shall not
assign this Agreement except to any purchaser of the CRA Property. For purposes hereof, the term
Affiliate" means any entity that owns or controls, is owned or controlled by, or is in common
ownership or control with the assignor.
0 This Agreement shall be governed by, interpreted under, and construed and
enforced in accordance with, the laws of the State of Florida. This Agreement shall be construed in
accordance with its plain meaning and without reference to any maxim or rule of interpretation
providing that a writing should be construed against the party responsible for the drafting thereof.
g) This Agreement shall not be recorded or filed in the public records of any
jurisdiction by either party and any attempt to do so may be treated by the other party as a breach
of this Agreement.
h) This Agreement may be executed in one or more counterparts, each of
which when so executed and delivered shall be deemed an original, and all of which taken
together shall constitute one and the same instrument.
i) The headings used herein are provided only as a matter of convenience and
for reference and in no way define, limit, or describe the scope of this Agreement nor the intent of
any provision hereof.
j) In the event any claim or cause of action is brought in connection with this
Agreement,the losing party shall pay the prevailing party's reasonable legal fees and expenses.
Signatures appear on the following pages.]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their duly authorized representatives effective as of the day and year first above written.
ATTEST: COLLIER COUNTY COMMUNITY
CRYSTAL K. KINZEL, INTERIM REDEV OPMENT AGENCY
CLERK
miu9
By:jj'I 1 By:
k DONNA FIALA, CHAIRMANAitestastoChalrmn'ET;`,--C E;
Signature only.
Approved for form and legality:
Jenna er A. Belpedi
Assistant County Attorney c-\0-
92\470
9
WITNESSES: CROWN CASTLE SOUTH LLC,
a Delaware limited liability company
g//?
Name: d r Te ' f Art By:
Name: Chris Moffett
t it, 1 I;. Title: South Area President
Print Name: , I ' ''
r v'1 Hr)l nl5
STATE OF Georgia
Fulton COUNTY
The foregoing instrument was acknowledged before me this le day of Ay 20 by
Chris Moffett as South Area President of CROWN CASTLE SOUTH
LLC, a Delaware limited liability company, on behalf of the limited liability company. He/She is
personally known to me or has produced — as identification.
Given under my hand this lR day of Ju_ ,1 2018.
al}:? 0N PETF i
Notary Public oN+u1'o -2
E<t e u ?r5 o 07AR =
Printed Name I -1-°—
lg ALIBI.\G ,,,.. Q
My Commission Expires: Na-e'" bW i Z v LD y `M n z:y*40
My Commission Number: 1d1
410,01$
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Exhibit "A"
Legal Description of the CRA Property
Lots12, 13, 14 and 15,Triangle Lake Subdivision,in accordance with and subject to the plat recorded in Plat Book 4,
page 38,Public Records of Collier County,Florida
A-1
Exhibit "B"
Legal Description of Premises
Lapel 4.aalption (Ingress tvess Comment)
A Oarcat of land tyro; *thin Loi 15, TRIANGLE LAKE, oe racardsd to Plot Hook 4, Pogo 30 of tfa
Pt+Wk Records of CO*County deride nand Being mon partb.larty dssDrlld as fellows:
w
Farranenp4 at a found 'k" mating the Norttaoat craw of Lot 19 of sold TittANGLE LM . Bald
point Ming of tho South right of way line of Davis boulevard (State Rood Na 94); thence
s 5!8'47'46 an Uta South right of way IMN of .aid Dodo 8oufaysy (Slate Rood No. B4), a
Cstatos'ef 212.12 Not to'a found drill hall marking the Northeast comer of Lot 15 of said
jRMANGL:E L.MtZ and the Ppett of.:ti.glnning; thence S.01.11'19'E., deporting the South right of ray
i+te 44 Dads Aottkwvd (Stat. Rood No, i4)and on the Emit gag o!.sY Lot to 4 d44a404 of
43.517 fait: inane* s.u4r41'15,. *wrung time Erik line of said tet 15•4 dice of 70.00 fist.
thaw,s.SirefF41'11.. a dtsta ca of 30,00 feet: thence 110111'19'x., a distance of 20.00 fest
41`tertce 11.6048'41'f., a distant*of 40.00 feat thence N.011I 11.11.. a distance of 223.87 feet to
elpoint an the South fight of ray line of said COsie ttotdevard (Stott Radd N..34): thoue
1160'47`431w en•the'South right of t oy'tit. of sok!Daub DOuleaord (Slot* Road No. 114). a
SOU Ofof 10.00 fist to the Point of beginning
Parcel contain's 3239 so•wre foot or 0.07 ornt more or tsar
t.&\81 Daacriptton (heves:Part4l lO include Landscaping)
A parcel of tgnd tying villain Lets 12. 13. 14 and 15, TRIAt{GLE UKE, as r.00rded in Piot
Soak 4 Pope 38 of the P,plio Records of C4Utar County Florida and bills more particularly
dseoribed as Wove
Ga!rw.oa it a found 'f morkn9 lite Northeast coma of tot 19 of sold MANGLE UWE
elsolMing a pont an the South right at..wey tire.of Davis boulevard (State Rood No e,)
thence 3_fli'4T4S'11.s an the South right of soy tiro of Nos Bauflvord (Slots Rood No. 84) adlsta(+c•. as 212.12 fest to a Oct hole in Oonaeta martini, the NarTeoet Carnet of said Lot i5
thanes'S.0111'llet.. d.pating the Soutkrright of way leu el Nile Boulevard (Stets Rood No.
SO ill/4 to'the East fine if sold'tat 15 lie didtanoa of 243.87 foot; thence.$,$840'41.2'.,
d.paAitg fie Coe Uta of *ofd Lot 13 o dtetane. of 13.50 fest: hales N 00'14'19' I a distance
of 3.60 tart o the-Point of Beginning e4 (h4 arcei herein dserWed; C,
N anci 3.01111111.. a distal** of 34,00 i Uwtcs s.*040'41'L. a*stoves.of 43.00 feet: thence
N.ol'11'irik. a dlata+o; of 39.00 fort; thOte N,fi848'41'.E.. a d4tanee of 43.00 fest to the
Point of be9*'vt f-..1.
O
Party contain 1577 swore fest . more or leas.
4-111
C
Ca)
O
t-"
Cr.
B-1 6
Exhibit"C"
Description of Kirkwood Property
LOTS 40,41,AND 42,AVONDALE ESTATE,ACCORDING TO PLAT THEREOF RECORDED IN PLAT BOOK 4,PAGE 45,
OF THE PUBLIC RECORDS OF COLLIER COUNTY,FLORIDA.
PERMANENT REAL ESTATE INDEX NUMBER(S):
22721240004
22721280006
22721320005
C-1
Exhibit "D"
Site Plan
SOV
D-1
CAO
a3 is 7
t' 81 e ..
n..
ss wit. [
gym. .
a.
Site uIMW{e r ' 4„-n, .'a?a,
Travel and Misc.Expenses 30100 t.00
Title Release of Existing Ground Lease Agreement 30110 800.00
FAA/FCC 30120 0.00
Survey 30130 3,300.00
Phase 1 30140 0.00
Geoteeltnkol 30150 0.00
NEPA/SHPO 30160 50.00
THPO/AE 30170 0.00
SiteAcquisition30100 0.00
1.....1 31100 511 800.00
n'ru
Gti.`,v_ ..sir
a
t *,
Prop.,
Management 33100 10,000.00
Total of Dae Diligence Phase 25 900.00.
OtS41Phase Cost Code
Zoning Drawings 30160 52,900.00
Outside Counsel Zoning&Permkiing Consutant 30180 7,200.00
Construction Drawings/Engineering 30160 54,000.00
Building PermOt/Applicttidn Fees 30200 58,355.00
Tower/Foundation Design 30210 1,400.00
R.ts&ocitttott Consideration r;; 1,11.- :' '
Relocation Consideration 33100 0.00
PfejeCtMa t 5--.1,, T,
Project Management 33100 15,000.00
Total of Design Phase 38,855.00
x, Comm - Paas+ ''I CosCo4e 1 ., -r eCc
Drop Swap 113819&Demolition 613819,8440S"
General Conditions 32100 58,740.00
CNI1Work(Clear,grub,grade,:stone&matting) 32110 58,325.00
Access Road 32120. 0.00
Landscaping 32130 1,150.00
Tower Foundations 32140 5130,000.00
Generator/Fuel Pad Foundation/Existing Propane Tank 32200 52,300.00
Set Generator/fuel Tank 32210 1,800.00
Grounding/Meggar Tests 32220 7,475.00
Utilities(PVC to meterboard) 32230
r,0ey.00
Utility center(Meterboard with electrical equipment) 32240 0.00
Utilities(PVC to customers) 32250 0.00
Utility Service Fee 32260 0.00
Pre-Construction Survey Stake 32270 51,380.00
Replacement Tower 32260 98,518.00
Tower Paint Labor&Material-If Required by FM 32280 0.00
Tower Erection 32290 515,525.00
Tower Lighting 32250 18,000.00
Restoration&Site Clean-up 844059 32320 0.00
Fence and Gate 32330 52,875.00
Third Party PE Inspection/PMI Report 32340 7,500.00
Engineer of Record Certificate 32340 5575.00
Deconstruction,Transportation of Existing Towers, 32340 70,000.00
Site Demolition-813819
Deconstruction,Transportation of Existing Towers, 32340 45.,000.00
Site Demolition-844059
Tower Rigging Plan 32296': 3,600.00
As-Bulk Survey 32350 1,500.00
Negotiated Useful Life adjustment 844059 504,500.00
TOTAL CONSTRUCTION PHASE I 327,783.00
D-2 c
Curler R on I Cost Code I u:_ BtqctCoin
Customer Relocation TMO
r
Elevated Equipment Platform &Foundation 32150 23,000.00
Permit Application Fee 30200 0.00
Utility Service Fee 322817 300.00
Telco)Electrical work 32270 4,500.00
Customer A&E-CD/ZD 30190 0.00
Set Equipment Shelter- Pickup and deliver 32170 551,200.00
OEM Vendor Equipment 32170 150,000.00
Line/Antenna Hardware(Sector Frames,Mounts only. 32310 6,000.00
RF Equipment by others)
Generator Cost includes: pick-up, deliver,and set 32100 51,500.00
Antenna,Coax, Connectors 32310 32,000.00
Customer OEM Vendor Systems Integration 38100 22,000.00
Customer Antenna Install(Labor Only) 38210 7,500.00
Sweep Test/Megger test 38230 51,800.00
TMO Sub-Total I 249,800.00
Customer Relocation-VZW
Line/Antenna hardware(Sector Frames,Mounts only.32310 56,044.40
RF Equipment by others)
Generator Cost includes: pick-up, deliver,and set 32100 52,500.00
Antenna, Coax, Connectors 32310 45,750.00
Customer OEM Vendor Systems Integration 38100 25,000.00
Customer Antenna Install(Labor Only) 38210 15,000.00
Sweep Test/Megger test 38230 52,500.00
VZW OEM Equipment
90,000.00
VZW Sub-Total 164,250.00
Customer Relocation-ATT
Line/Antenna Hardware(Sector Frames,Mounts only. 32310 56,4{)0:40
RF Equipment by others)
0.04
Generator Cost includes:pick-up, deliver,and set 32100
Antenna, Coax, Connectors 32310 13,893.00
Customer OEM Vendor Systems Integration 38100 23,000.00
Customer Antenna Install(Labor Only) 38210 18,000.00
Sweep Test/Megger test 38230 52,500.00
OEM Vendor Equipment
73,209.00
ATT Sub-Total
136,602.00
ITotal Customer Relocation Phase I I 570,652,001
MisceI aaneoUS Fees Cost Code Be et Cost ;,
Project Management
Constructron Phase Project Management 331010 75,000.00
Site Acceptance ,
r
Site
AteepAcceptanceS
1,200.00
MetroPCS Lost Revenue 47-11--'
Metro PCS Lost Revenue-Estimate 3.1.19 9.30.19 36,809.00
TMO Lost Revenue-Estimate 3.1,19-3.8.2024 162,120.00
Negotiated Adjustment to Overall Cost-5.15.18 150,000.00,
Final Negotiated Adjustment-5.15.18
88,299.00
Total Miscellaneous Fees
36,830.00
FULL PROJECT COMPLETED I 51,000,004.00(
D-3
co