Backup Documents 09/08/2020 Item #14B1 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 1 4 6 1
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 JAB 0,55 9/8/20
4. BCC Office Board of County
Commissioners
5. Minutes and Records Clerk of Court's Office —1-C, (� /I 0 �Q,i
PRIMARY CONTACT INFORMATION r
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Debrah Forester CRA 239-331-3266
Contact/Department
Agenda Date Item was 9/8/20 Agenda Item Number 14B 1
Approved by the BCC
Type of Document fifth amendment to the Real Estate Number of Original 2
Attached Purchase Agreement Documents Attached
•
PO number or account n/a
number if document is to
be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature Q Nl
2. Does the document need to be sent to another agency for additional signatures? JAB
3. Original document has been signed/initialed for legal sufficiency. (All documents to be JAB
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's NA
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the JAB
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAB
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip NA
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 9/8/20 and all changes made during the JAB
meeting have been incorporated in the attached document. The County Attorney's
•
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by
the BCC,all changes directed by the BCC have been made,and the document is
ready for the Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 ��
1481
MEMORANDUM
Date: September 11, 2020
To: Debrah Forester, CRA Director
Bayshore Gateway/Immokalee
From: Teresa Cannon, Sr. Deputy Clerk
Minutes & Records Department
Re: 5t' Amendment to Real Estate Purchase Agreement w/Real
Estate Partners International, LLC
Attached for your records is one (1) original of the agreement as referenced above,
(Agenda Item #14B1) approved by the Board of County Commissioners on Tuesday,
September 8, 2020.
The Minutes and Records Department has kept an original agreement as part of
the Board's Official Records.
If you have any questions, please call me at 252-8411.
Thank you.
Attachments
1481
FIFTH AMENDMENT REAL ESTATE PURCHASE AGREEMENT
THIS FIFTH AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT
("Amendment") is made and entered into this S ay of -em19..L, 2020 by and between
Collier County Community Redevelopment Agency, an agency established by an ordinance of
the Board of County Commissioners of Collier County, a political subdivision of the State of
Florida ("Seller"), and Metropolitan Naples, LLC, a Florida limited liability company,
successor in interest to Real Estate Partners International, LLC, a Delaware limited liability
company ("Purchaser").
For good and valuable consideration, the receipt, adequacy and sufficiency of which are
hereby expressly acknowledged by the parties, the parties agree that the Real Estate Purchase
Agreement between them approved April 26,2016 and dated May 9,2016, as previously amended
by that certain Amendment to Real Estate Purchase Agreement dated September 27,2016, as well
as by that certain letter agreement dated October 5, 2016 confirming an administrative extension
of the Inspection Period as ratified by Seller on October 11, 2016 and further amended by that
certain Third Amendment to Real Estate Purchase Agreement dated October 25, 2016, and by
letter agreement dated June 19, 2018, and further amended by that certain Fourth Amendment
dated July 10, 2018 (collectively, the"Agreement") is modified in the following respects:
1. Purchaser and Seller confirm and ratify the assignment of the Agreement from Real
Estate Partners International, LLC to Metropolitan Naples, LLC, pursuant to Section 13 of the
Agreement, which allows Real Estate Partners International, LLC to assign its rights under the
Agreement to an entity that is owned by or affiliated with the current principals of Real Estate
Partners International, LLC, and/or with Jerry Starkey and F. Fred Pezeshkan.
2. Seller and Crown Castle South, LLC (the "owner of the cell tower" that is the
subject of the conditions in section 9(a)(ix) of the Agreement and the Third Amendment of the
Agreement) entered into an agreement to relocate the cell tower as required by the Third
Amendment to Agreement. As stated in the Third Amendment to Agreement,Purchaser and Seller
acknowledge that until relocated,the cell tower located on the Property would prohibit Purchaser's
intended development of the Property. Accordingly, Purchaser is a named third-party beneficiary
to that certain relocation agreement. Section 11. of the Agreement, as amended, extends the
closing date to thirty (30)days after last to occur of: (i)the termination of Lease with the cell tower
owner required by the cell tower relocation agreement;(ii)removal of the cell tower and all related
equipment from the Property; and (iii) decommissioning of the cell tower. Purchaser and Seller
acknowledge that all the aforementioned conditions have been satisfied. Purchaser and Seller
further acknowledge that Section 3 of the Fourth Amendment to Agreement allows the $637,296
in earnest money deposit in the escrow account to be disbursed to the owner of the cell tower in
accordance with the cell tower relocation agreement.
3. Section 11 of the Agreement also allows Seller, at its sole discretion,to extend the
Closing Date one time for thirty (30) days subject to an extension fee of $25,000 paid by the
Purchaser that is in addition to the Purchase Price and is nonrefundable. At Purchaser's request,
Purchaser and Seller agree to extend the closing date an additional sixty (60) days to November
13,2020 as further provided herein. Accordingly, the Purchase Price as set forth in Section 4.a of
the Agreement is now increased by $25,000 to $6,397,959.
1
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14B1
4. Presently there is $237,296 remaining in escrow with Old Republic National Title
Insurance Company as Escrow Agent under the Agreement, after disbursement of $400,000,
representing the First Payment and Second Payment, due to Crown Castle South, LLC under the
tower relocation agreement and future payment of$400 escrow management fee. Pursuant to the
terms of the Agreement such escrowed funds are available to Seller to be used to towards paying
Crown Castle South LLC the Final Payment due under the tower relocation agreement.
5. As consideration for the extension set forth in Paragraph 3 above, Seller will
deposit, concurrent with execution of this Amendment, $2,143,000 into the escrow account with
Escrow Agent, which represents $25,000 required by Paragraph 3 hereof and an additional
$2,118,000 which can be used by the Seller for a future Del's Corner land purchase by Seller or
for any use authorized by the Seller. Purchaser agrees that the $2,118,000 may be released from
escrow and utilized by Seller in connection with the purchase of the Del's Corner property or for
any use authorized by the Seller.
6. As provided by the Agreement, the Total Earnest Money, is increased by the
$2,143,000 to the total of$2,780,696 and is non-refundable unless the Seller is unable to satisfy
the Conditions Precedent to the Closing.Provided,however,under no circumstance is the$25,000
extension fee refundable.
3
7. Except as hereby modified, the Agreement remains in full force and effect.
Executed as of the day and year written below.
SELLER: PURCHASER:
Collier County Community Re- Metropolitan Naples, LLC successor in interest
Development Agency to Real Estate Partners International, LLC
4.1114140 166;€0...
By: By
Donna Fiala, Chair It : .,e 5 r
Dated: C C's-1 br 1' :1)( Dated: YZ3fte,
Approved for form and legality:
ATTEST: �'
CRY AL K. KID! I, CLERK
C.A.---)R..••••
Jennif A. Belpedio %7L-. �" ' \ Deputy Clerk
Assistant County Attorney .]
V'" Attest as tel Chairman's
signature only.
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