Backup Documents 10/13/2020 Item #11B ORIGINAL DOCUMENTS CHECKLIST & ROUTING Ike" t 0r 4li.
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURI 8
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 routinglines#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. l lent R k anagement
3. County Attorney Office County Attorney Office JAK by 10-13-20
JH/s/
4. BCC Office Board of County BS by JH/s/ 10-16-20
Commissioners
5. Minutes and Records Clerk of Court's Office —
PRIMARY CONTACT INFORMATION 1�V ' �
yt
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event n of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Nick Casalanguida,Deputy County Manager Phone 239-252-8366
Contact/ Department
Agenda Date Item was October 13,2020 Agenda Item Number 11 B
Approved by the BCC
Type of Document Contribution Agreement(Agreement)with Uline Number of Original 1
Attached Corporation for the construction of a regional Documents Attached
distribution facility adjacent to the County's
Sports and Special Events Complex(Complex)
including on-site and off-site improvements.
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?STAMP OK N/A
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 NC
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 NC
document or the fmal negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's NC
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
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 October 13,2020 and all changes made NC
during 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 the
BCC,all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature.
41cr-qr cued XrCart cni ( u`�e 'T • e
I:Forms/County Forms/BCC Forms/Original Documents Routing WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
INSTR 5940254 OR 5831 PG 3805
RECORDED 10/19/2020 3 47 PM PAGES 13
CLERK OF THE CIRCUIT COURT AND COMPTROLLER
COLLIER COUNTY FLORIDA 1 1 H "
REC$112.00
CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT(this"Agreement")is made and entered into this Oh
day of October,2020,by and between CITY GATE NAPLES,LLC hereinafter referred to as"Purchaser",
whose address is 12575 Uline Dr., Pleasant Prairie,WI 53158,and The Board of County Commissioners
of Collier County,Florida,as the governing body of Collier County,hereinafter referred to as"County".
RECITALS:
WHEREAS, Purchaser is proposing to build a regional distribution facility within the City Gate
PUD adjacent to the County's Sports and Special Events Complex("Complex")and,through a two-phased
acquisition of land being purchased pursuant to a purchase agreement executed as of July 9,2020,has legal
control over approximately 79.78 acres of property in unincorporated Collier County,Florida,on which the
Purchaser will need to construct both on-site and off-site improvements to meet the needs of the Purchaser,
as generally identified on the map attached hereto as Exhibit A(hereinafter referred to as the"Project"),
which Exhibit A may be updated after the effective date of this Agreement to reflect the agreement of
parties as described herein;and
WHEREAS, Purchaser is desirous of working with the County to open their facility quickly and
make these improvements expeditiously,and to coordinate the Project in the interest of the Purchaser and
the Complex to create better access, additional parking, a larger lake, and fitness amenities in a campus-
like environment; and
WHEREAS, the County has invested significantly on already-constructed improvements leading
into and onto the Complex property and is willing to work cooperatively with the Purchaser to modify the
access from City Gate Boulevard South,the southwest portion of the Complex parking and driveway areas,
and the lake recreation trail;and
WHEREAS,the parties have agreed that time is of the essence to open the Purchaser's facility and
quickly complete the Project, in a way that will minimally impact the Complex and in accordance with
certain terms and conditions set forth below; and
WHEREAS,after reasoned consideration by the Board of County Commissioners,the Board finds
that the terms and conditions set forth below are consistent with both the public interest and with the
County's comprehensive plan,and other regulations pertaining to development.
WITNESSETH:
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and valuable
consideration exchanged between the parties, and in consideration of the covenants contained herein, the
parties agree as follows:
1. All of the above RECITALS are true and correct and are hereby expressly incorporated
herein by reference as if set forth fully below.
2. Purchaser will acquire all of the property(78.79 acres)shown as colored areas on Exhibit
A except for Area B. This Agreement will become null and void if Purchaser does not acquire such property
prior to December 31,2021.
3. (a) Purchaser, at its sole cost and expense, will design, permit, and construct the
building depicted on Exhibit A, construct and manage the reconstruction of the southwest corner of the
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11B
Complex shown as Area B on Exhibit A,expand the existing lake to the area shown as Area A on Exhibit
A,construct the path around the expanded lake and the fence running along such path(each as shown on
Exhibit A),and relocate City Gate Boulevard South to the area shown on Exhibit A.
(b) Within 180 days after completion of the items set forth in Section 3(a) above,Purchaser
will dedicate at no cost to the County the areas described in subsections(i)-(iii)below,each as marked on
Exhibit A,which areas have the following land values:
(i) Area K(grass parking),with a land value of$1,159,831 ($446,089 an acre);
(ii) Areas L and N(fitness area),with a combined land value of$482,427($446,089 an acre);
(iii) Area A (lake expansion), with a land value of $2,654,230 ($446,089 an acre). The
reconfigured lake will be dedicated to the County or, at the County's request, to a third-
party entity such as the Community Development District(CDD)for the enjoyment of all
parties whose property abuts the lake.
The County hereby accepts all of the land dedicated by Purchaser pursuant to subsections (i)-(iii)
above. After such dedications,Purchaser shall have no further liability with respect to such areas.
(c) In addition to the land dedications described in Section 3(b),Purchaser will,for the benefit
of the County,construct the following improvements with the corresponding estimated values:
(i) an offsite grass parking area to be constructed in Area K shown on Exhibit A($557,757);
(ii) an outdoor obstacle and training area to be constructed on Area L shown on Exhibit A
($250,000);
(iii) fitness amenity bumpouts to be constructed in the area along and around the lake in the
area shown as Area N on Exhibit A($50,000);and
(iv) relocation of a driveway and parking improvements to be constructed on Area B shown on
Exhibit A($1,512,585).
Upon completion of the improvements described above in this Section 3(c), the County shall
maintain and manage Areas K,L and N on Exhibit A. Purchaser shall not be responsible for the payment
of any taxes related to those areas,but shall continue to have a right of access thereto to install and maintain
the landscaping thereon as it deems necessary in its reasonable discretion so long as it does not unreasonably
interfere with the intended uses shown on Exhibit A.
(d) Purchaser agrees not to build any improvements on Area C2 shown on Exhibit A,and to
landscape and maintain such area as Required Yard (as defined in Exhibit A-6 to the Planned Unit
Development Document for City Gate Commerce Park, as amended, which Document has been adopted
by the Board as Ordinance No.2020-13).
4. As consideration for all of the improvements to be constructed by Purchaser for the benefit
of the County as described herein,the County will reimburse Purchase through a tax increment financing
(TIF) arrangement within twelve (12) months after the improvements are complete. The amount of the
reimbursement shall be equal to (a) the total value of Purchaser's actual costs of the improvements
constructed pursuant to Section 3(c)(i)hereof,plus(b)two-thirds of the actual costs of the improvements
constructed pursuant to Section 3(c)(iv) hereof exclusive of the actual cost to relocate the driveway
(estimated at$548,004) and the actual cost of demolition(estimated at $76,021), less (c)the amount of
savings for discounted fill received by Purchaser pursuant to Section 8 below. All actual costs must be
verified and approved by the County Engineer as commercially reasonable, provided that the County's
verification and approval of such costs shall not unreasonably delay Purchaser in its construction of any
improvements contemplated herein.
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5. The building to be constructed by Purchaser in the location shown on Exhibit A,a rendering
of which is attached hereto as Exhibit B, shall be constructed in accordance with Purchaser's typical
building standards and appearance.
6. (a) The County shall fast track the Project by concurrently reviewing plats, site
development plans, building permits, and other submittals made by the Purchaser on a ten(10) business
day cycle. The Purchaser acknowledges that concurrent reviews may require additional time in order to
have the plans be consistent with each other,provided that the County agrees to exercise its best efforts to
limit its focus on any such concurrent reviews solely to making the plans consistent and not to raise any
new issues during such reviews.
(b) If the County (i) does not issue a building permit for Purchaser to construct a building
substantially consistent with its prototypical facility as shown on Exhibits A and B attached hereto or(ii)
does not approve the Phase IV Plat associated with Purchaser's redevelopment plans, which Plat shall
include but not be limited to the relocation of City Gate Boulevard South as shown on Exhibit A and
otherwise substantially conform to Exhibit A attached hereto, then all of Purchaser's obligations under
Section 3(a)-(d)and Section 8 of this Agreement shall become null and void. All applications and permits
requested by Purchaser to construct its improvements remain subject to all required local and state laws,
ordinances,regulations and/or codes,and nothing in this Agreement shall relieve Purchaser from meeting
these requirements or obtaining any necessary permits.
7. The County will cooperate with the Purchaser on joint permit applications and provide the
necessary easements on the Complex as needed to facilitate the Project.
8. Should the County gain access to fill material from another entity that is discounted to a
price below $16 per cubic yard and such material is beyond what the County can use, it will allow the
Purchaser to receive the same discount received by the County, provided the third-party entity agree to
those terms. Purchaser intends to purchase approximately 385,000 cubic yards at such discounted price.
9. The County conceptually consents to Purchaser's relocation of the City Gate Boulevard
South to the area shown on Exhibit A and directs the County Manager and County Attorney to work with
City Gate Commerce Park and Purchaser in good faith to effectuate the approval of such relocation and the
release of any prior dedication necessary to clear title to the existing right of way in addition to the replat
by the Phase IV Plat. Purchaser shall phase the Project to maintain continuous access to the Complex in
some fashion from the existing City Gate South Boulevard or another relocated road at all times during
construction.
10. The County hereby consents to the renaming of Brennan Drive to Uline Drive,and agrees
to cooperate with Purchaser to secure any necessary approvals to effectuate such renaming.
11. The County hereby grants an easement to Purchaser to (a) landscape Area C2 shown on
Exhibit A all the way up to the boundary of the area marked as Area K on Exhibit A, with no setback
restrictions,and to landscape such Area K as Purchaser deems necessary in its reasonable discretion so long
as such landscaping does not interfere with the County's intended parking spaces in such Area K;and(b)
landscape the area adjacent to the path around the expanded lake described in Section 3(a)above, all the
way up to the fence line with no setback restrictions. The intent of this provision is to enhance the existing
landscaping required by code and not to circumvent any code requirements.
12. The terms and conditions of this Agreement shall be binding upon,and the benefits of this
Agreement shall inure to,all successors in interest to the parties to this Agreement,including the City Gate
3
11B
Association. Except as otherwise provided herein, this Agreement shall only be amended or cancelled by
mutual written consent of the parties hereto or by their successors in interest.
13. Purchaser acknowledges that the failure of this Agreement to address any permit,
condition,term or restriction shall not relieve either the applicant or owner,or their successors or assigns,
of the necessity of complying with any law, ordinance, rule or regulation governing said permitting
requirements,conditions,terms or restrictions.
14. In the event state or federal laws are enacted after the execution of this Agreement which
are applicable to and preclude in whole or in part the parties'compliance with the terms of this Agreement,
then in such event this Agreement shall be modified or revoked as is necessary to comply with such laws,
in a manner which best reflects the intent of this Agreement. This Agreement shall not be construed or
characterized as a development agreement under the Florida Local Government Development Agreement
Act.
15. Purchaser shall execute this Agreement prior to it being submitted for approval by the
Board of County Commissioners. This Agreement shall be recorded by the County in the Official Records
of Collier County,Florida,within fourteen(14)days after the County enters into this Agreement. Purchaser
shall pay all costs of recording this Agreement. A copy of the recorded document will be provided to the
Purchaser within ten(10)days after recording.
16. This Agreement shall be governed by and construed under the laws of the State of Florida.
The parties shall attempt in good faith to resolve any dispute concerning this Agreement through negotiation
between authorized representatives. If these efforts are not successful,and there remains a dispute under
this Agreement, the parties shall first use the County's then current Alternative Dispute Resolution
Procedure. Following the conclusion of this procedure,either party may then file an action in the Circuit
Court of Collier County,which shall be the exclusive venue with respect to any disputes arising out of this
Agreement.
[Signatures on following page]
4
B
IN WITNESS WHEREOF, the parties hereto have caused this Contribution Agreement to be
executed by their appropriate officials,as of the date first above written.
ATTEST: BOARD OF COUNTY COMMISSIONERS
CRYSTAL K.KINZEL,CLERK COLLIER COUNTY,FLORIDA
-__:' _______•-•,
By: aC'' By: Burt L.Saunders,Chairman
signature only„
WITNESSES::
n to `. CITY GAT I. N PLES, LLC
j !
Printed Name:tY 'cd&t_ • iKezlet�-S�b'er By: G i)1Name: Hip .k unt,Executive Vice
. President
L7.5R2P(LI-4- ,:t1/4__i
Printed Name: LUn a- Ga h Leif
STATE OF WISCONSIN
COUNTY OF KENOSHA
The foregoing instrument was acknowledged before me this Oh day of October,2020,by
Phillip D.Hunt,as Executive Vice President of City Gate Naples,LLC,who is personally X known
to me or has produced_ as identification.
WITNESS my hand and official seal this (9) day of October,2020.
AQ olu J ck .
Notary Public
DEBRA L. HART
NOTARY PUBLIC Debra. L.. lfac"t
SEAL STATE OF WISCONSIN Printed Name
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and legal sufficiency:
I, ��Iora.._
Jeffrey A ; at f ow,County Attorney
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