Agenda 09/22/2020 Item #11E (Developer Agreement for Excavated Material)09/22/2020
EXECUTIVE SUMMARY
Recommendation to approve a Developer Agreement for Excavated Material between RP Orange
Blossom Owner, LLC (OBR) and the Board of County Commissioners of Collier County (County)
to provide an option to purchase excavated fill for use on County projects. (This item is a
companion to Agenda Item 9.A)
OBJECTIVE: To approve a Developer Agreement for Excavated Material to purchase excavated fill for
use on County projects.
CONSIDERATION: As part of the residential development of the Mixed -Use Planned Unit
Development, OBR will be excavating portions of its property and will have a surplus of excavated
material. The County will need to acquire fill to complete its development of surrounding properties and
OBR is willing to deliver, at the County's request, 150,000 cubic yards of its excavated fill at a location
shown on Exhibit A commencing upon the Execution Date as outlined in the terms specified.
FISCAL IMPACT: The proposed agreement locks in a delivered price of $11.00 per CY for 150,000
CY of excavated fill material. The total dollar value is $1,650,000. The current market price for delivered
fill material is approximately $18.00/CY. Under the terms of this agreement the County may realize
savings of $7.00/CY or $1,050,000 on 150,000 CY. Project sites that could receive the fill material
include the Resource Recovery Business Park, Government Operations Business Park and Paradise Coast
Sports Complex. Funding for this agreement will be provided in applicable project budget(s).
GROWTH MANAGEMENT IMPACT: There is no impact to the Growth Management Plan related to
this action.
LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is approved as to
form and legality, and requires majority vote for approval. -JAK
RECOMMENDATION: That the Board of County Commissioners approves the Developer Agreement
for Excavated Material between RP Orange Blossom Owner, LLC, a Delaware limited liability company
and the Board of County Commissioners of Collier County, Florida.
Prepared by: Margaret A. Bishop, P.E., Principal Project Manager, Facilities Management Division
Attachment: Developer Agreement
Exhibit A Map
ATTACHMENT(S)
1. DEVELOPER AGREEMENT FOR EXCAVATED MATERIAL (PDF)
2. Exhibit A Map (PDF)
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11.E
09/22/2020
COLLIER COUNTY
Board of County Commissioners
Item Number: 11.E
Doe ID: 13531
Item Summary: Recommendation to approve a Developer Agreement for Excavated Material
between RP Orange Blossom Owner, LLC (OBR) and the Board of County Commissioners of Collier
County (County) to provide an option to purchase excavated fill for use on County projects. (Margaret
Bishop, Principal Project Manager, Facilities Management) (This item is a companion to Agenda Item
9.A)
Meeting Date: 09/22/2020
Prepared by:
Title: Project Manager, Senior — Facilities Management
Name: Margaret Bishop
09/14/2020 10:39 AM
Submitted by:
Title: Director - Facilities Management — Facilities Management
Name: Damon Grant
09/14/2020 10:39 AM
Approved By:
Review:
Facilities Management
Public Utilities Operations Support
Public Utilities Department
Procurement Services
Procurement Services
Public Utilities Department
Public Utilities Department
Office of Management and Budget
County Attorney's Office
Budget and Management Office
County Manager's Office
Board of County Commissioners
Damon Grant
Director - Facilities
Joseph Bellone
Additional Reviewer
Dan Rodriguez
Additional Reviewer
Opal Vann
Level 1 Purchasing Gatekeeper
Sandra Herrera
Additional Reviewer
Drew Cody
Level 1 Division Reviewer
George Yilmaz
Level 2 Division Administrator Review
Debra Windsor
Level 3 OMB Gatekeeper Review
Jeffrey A. Klatzkow Level 3 County Attorney's Office Review
Ed Finn
Additional Reviewer
Nick Casalanguida Level 4 County Manager Review
MaryJo Brock
Meeting Pending
Completed
09/14/2020 12:04 PM
Completed
09/14/2020 12:13 PM
Completed
09/14/2020 2:42 PM
Completed
09/15/2020 9:51 AM
Completed
09/15/2020 9:53 AM
Completed
09/15/2020 10:12 AM
Skipped
09/15/2020 3:29 PM
Completed
09/15/2020 3:39 PM
Completed
09/16/2020 9:21 AM
Completed
09/16/2020 11:54 AM
Completed
09/16/2020 3:18 PM
09/22/2020 9:00 AM
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11.E.1
DEVELOPER AGREEMENT FOR EXCAVATED MATERIAL
This Developer Agreement for Excavated Material (the "Agreement") is entered into this
22nd day of September, 2020 (the "Execution Date") by and between RP Orange Blossom Owner,
L.L.C., a Delaware limited liability company (hereinafter "OBR") and the Board of County
Commissioners of Collier County, Florida (hereinafter "County").
WHEREAS, OBR is the owner of a portion of the land within the Orange Blossom MPUD
(hereinafter "MPUD"), which is approved to be developed by OBR for residential and other uses;
and
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WHEREAS, the County owns lands adjacent and nearby the MPUD that it intends to
develop along with affiliate or partner projects; and W
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WHEREAS, as part of the residential development of the MPUD, OBR will be excavating M
portions of its property and will have a surplus of excavated material (hereinafter "Fill"); and
WHEREAS, the County may need to acquire Fill to complete its development of
surrounding properties; and
WHEREAS, OBR is willing to deliver, at the County's request, 150,000 cubic yards of its
excavated Fill at a location shown on Exhibit A ("Site") commencing upon the above Effective
Date and upon the terms hereinafter specified;
WHEREAS, OBR has previously provided to the County additional road right-of—way for
the Big Corkscrew Island Regional Park (`BCIRP") roadway, agreed to accept Oil Well Road
storm water in the MPUD water management system and agreed to convey a thirty foot (30') wide
utility easement to the Collier County Water Sewer District for future well sites and raw water
lines all at no cost; and
WHEREAS, OBR was under no obligation to provide to the County additional road right-
of—way for the BCIRP roadway, accept Oil Well Road storm water in the MPUD water
management system and convey a thirty foot (30') wide utility easement to the Collier County
Water Sewer District for future well sites and raw water lines at no cost.
NOW THEREFORE, in consideration of Ten and No/100 Dollars ($10.00) and other
valuable consideration OBR and the County agree as follows:
1. All of the above recitals and the exhibits referenced herein are true and correct and
are hereby expressly incorporated herein by reference as if set forth fully below.
a. OBR shall deliver 150,000 cubic yards of Fill to the Site for the total price of $11.00 per
cubic yard. OBR's duty is limited to hauling and dumping the loads of Fill to the
designated Site. It will be the County's duty to ensure that there are on -site stabilized haul
routes and that the on -site route is National Pollutant Discharge Elimination System
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("NDPES") compliant. OBR shall commence delivering the Fill within thirty (30) days of
the effective date of this agreement.
b. County shall authorize payment for the Fill within thirty (30) days of receipt of a written
invoice from OBR after verifying the invoice quantity matched the delivery quantities.
2. The South Florida Water Management District (SFWMD) has issued Orange,
Blossom Ranch Environmental Resource Permit (ERP No. 11-02432-P) to RP Orange Blossom
Owner, LLC and other co-permittees. Collier County Public Services Department has also
requested from SFWMD a modification to Big Corkscrew Island Regional Park Environmental
Resource Permit (ERP No. 11-100766-P) to incorporate the Orange Blossom Ranch stormwater
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system into a master joint water management system. The two permits will then be connected
through the surface water management design within the area known as Orange Tree, which as
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part of modification of the referenced permits, prompted a request from the SFWMD for the
permit modification applicant to provide acknowledgement from parties associated with the joint
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water management system. Since each permit maintains separate applicants, the SFWMD may as
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part of future modification to either permit, require authorization from each permittee in the event
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a modification to either permit is requested. Accordingly, both parties hereby agree to reasonably
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cooperate and not unreasonably withhold a permit application signature or letter of no objection,
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as may be referenced required by the SFWMD for future modification of either permit. This section
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shall survive the purchase of the Fill and any termination of this Agreement.
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3. The burdens of this Agreement shall be binding upon, and the benefits of this
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Agreement shall inure to, all successors in interest to the parties to this Agreement.
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4. OBR and the County acknowledge that the failure of this Agreement to address any
permit, condition, term or restriction shall not relieve either party or its successors or assigns, of
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the necessity of complying with any law, ordinance, rule or regulation governing said permitting
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requirements, conditions, terms or restrictions.
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5. In the event State or federal laws are enacted after the execution of this Agreement
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that are applicable to and preclude in whole or in part the parties' compliance with the terms of
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this Agreement, then in such event this Agreement shall be modified or revoked as is necessary to
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comply with such laws, in a manner that best reflects the intent of this Agreement.
6. Except as otherwise provided herein, this Agreement shall only be amended by c
mutual written consent of the parties hereto or by their successors in interest. All notices and Q
other communication required or permitted hereunder shall be in writing and shall be sent by
Certified Mail, return receipt requested, or by a nationally recognized overnight delivery service,
and address as follows:
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To County:
Attn: Nick Casalanguida,
Deputy County Manager
Harmon Turner Building
Naples, Florida 34112
Tel: (239) 252-8383
Facsimile: (230) 252-2395
To RP Orange Blossom Owner, L.L.C.
Attn: Anthony Solomon
The Ronto Group
3066 Tamiami Trail N, Suite 201
Naples, Florida 34103
Tel: (239) 649-6310 / Facsimile: (239) 649-8870
c/o Rockpoint Group, L.L.C.
Woodlawn at Old Parkland
3953 Maple Avenue, Suite 300
Dallas, TX 75219
Attn: General Counsel
c/o Rockpoint Group, L.L.C.
500 Boylston Street, 211 Floor
Boston, MA 02116
Attn: Kyle Gardner, Joseph Goldman
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.
7. The County agrees that it is purchasing the Fill without representations, warranties,
or covenants, express or implied, of any kind or nature, including, without limitation, with respect
to the quality, condition or value of the Fill, the presence or absence of hazardous substances in,
or under the Fill, or the compliance of the Fill with applicable law. The County reserves the right
to inspect the fill prior to transport and reject in whole or in part any amount it feels to be unsuitable
or, contaminated. A County representative will be on site accepting or rejecting material before it
is loaded. This Section shall survive the closing of the purchase of the Fill and any termination of
this Agreement.
8. ' The County, for itself and its employees, contractors and agents, acknowledges that
to the extent it enters onto any land owned by OBR in connection with the inspection, gathering
or transportation of the Fill, or for any other reason in connection with this Agreement, it does so
at its own risk, it assumes all risk associated with such entry and it expressly waives in full and
forever releases OBR and each of OBR's officers, directors, direct and indirect shareholders,
members, managers, contractors, agents and their respective successors, and assigns (collectively,
"OBR Parties") from all claims, demands, actions or suits of any kind, including but not limited to
any claim for compensation or punitive damages, attorney's fees, or costs, and all other matters
raised by, arising from or in any manner related to the entry of the County or any of the County's
employees, contractors or agents on OBR's land. The OBR Parties are hereby release from all
responsibility and liability to the County regarding the County or its contractor(s)' gathering and
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transportation of the Fill. This Section shall survive the closing of the purchase of the Fill and any
termination of this Agreement. This Agreement shall not create any lien, encumbrance or interest
in any real property owned by OBR, and the County hereby releases any such encumbrances, liens
or interests it has in the real property owned by OBR within the MPUD which could have been
established or inferred from the execution of this Agreement.
9. Prior to OBR commencing the delivery of Fill to the County site, OBR will provide
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the County with a Certificate of Insurance that includes the County as an additional insured, in
coverage amounts specified by the Collier County Risk Management Division. This Agreement
may be executed in one or more counterparts, each of which shall be deemed an original and both
of which, when taken together, shall constitute one and the same Agreement.
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10. This constitutes the entire agreement of the parties. Time is of the essence with
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respect to all matters set forth in this Agreement. The Effective Date shall be the date the County LO
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executes this Agreement. 77
Remainder of Page Intentionally Left Blank
Signature Page to Follow
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IN WITNESS WHEREOF, the undersigned executed this Agreement on the day and year
above first written:
ATTEST:
Caystal K. Kinzel, Clerk of Courts &
Comptroller
By:
Dated:
(SEAL)
Approved as to form and legality:
Jeffrey A. Klatzkow, County Attorney
Witnesses:
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Signature
Patti Bradshaw
Printed Name
Signature
Margaret Beavans
Printed Name
BOARD OF COUNTY COMMISSONERS
COLLIER COUNTY, FLORIDA
Burt L. Saunders, Chairman
RP Orange Blossom Owner, L.L.C.
A Delaware limited liability company
By:
Printed Name
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