Backup Documents 04/25/2023 Item #11B ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1 1 H
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 arc 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 routing lines#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
14103 `l/27/23
4. BCC Office Board of County
Commissioners RL��A V2,777 3
5. Minutes and Records Clerk of Courts Office (l 3 I•IDIbh
\ivy
sts
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 addresses
above,may need to contact staff for additional or missing information.
Name of Primary Staff Paula Brethauer, Management Analyst Phone Number 252-2041
Contact/ Department County Manager's Office
Agenda Date Item was April 25,2023 Agenda Item Number 1 1 B
Approved by the BCC
Type of Document Attached Rural Neighborhood Developer Number of Original
Agreement Amendment Documents Attached 1
PO number or account
number if document is to be c�
recorded (�21f )N
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?6np OI) 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
signed by the Chairman,except for 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 PJB
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 PJB
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip PJB
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 as stated above,and all changes made during PJB N/A is not
the meeting have been incorporated in the attached document. The County Attorney's ftn option for
Office has reviewed the changes,if applicable. this line.
9. Initials of attorney verifying that the attached document is the version approved by the BCC, JA N/A is not
J
all changes directed by the BCC have been made, and the document is ready for the )- / an option for
Chairman's signature. U"�
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
Ac CC si copLi +o ;-Jim i
116
FIRST AMENDMENT TO DEVELOPER AGREEMENT
(GOLDEN GATE GOLF COURSE HOUSING PROJECT)
This FIRST AMENDMENT TO DEVELOPER AGREEMENT("AMENDMENT") is
entered into this al5+clty of CJ`�IL1''� ,2023 (the"Effective Date"), by and between Rural
Neighborhoods, Incorporated, a Florida not-for-profit corporation ("Developer or Rural
Neighborhoods") and Collier County, a political subdivision of the State of Florida ("County").
RECITALS:
WHEREAS, Rural Neighborhoods has been selected by the Board of Collier County
Commissioners through a Development Agreement dated November 10, 2020, attached hereto as
Exhibit "C", to construct rental apartments to meet a crisis in the affordability and availability of
senior, veterans, and essential service personnel such as health care workers, educational staff and
first responders that impacts the economic, commercial, and residential development of the
community; and
WHEREAS, Rural Neighborhoods is organized for charitable and lawful purposes not for
pecuniary profit under Chapter 617, Florida Statutes, including, but not limited to, the lessoning
the burdens of government through community redevelopment and the provision of housing; and
WHEREAS, Rural Neighborhoods is Federally tax-exempt under Section 501(C)(3)of the
Internal Revenue Code and must not be operated for the benefit of private interests nor may the
net earnings or the organization inure to the benefit of any private shareholder or individual; and
WHEREAS, the Developer and County desire to exclude the Greenway identified within
the Residential Tract located on the Master Concept Plan of PUD Ordinance No. 2022-13, from
the property to be used by Developer and accordingly amend the legal description identified as
Exhibit "A" to the Developer Agreement; and
WHEREAS, the Developer and County additionally desire to amend the Unit Total and
Types and Income and Rent Target Goal as set forth in Exhibit "B"to the Developer Agreement;
and
WHEREAS, the Developer and County further desire to amend the construction time.
NOW, THEREFORE, in consideration of mutual benefits and the public interest and other
good and valuable consideration the Developer Agreement is amended as follows:
1. The legal description and sketch set forth as Exhibit "A" of the Developer Agreement is
hereby replaced by Exhibit"A,"attached hereto.
2. Unit numbers, types and median income qualifications as set forth in Exhibit "B" of the
Developer Agreement is hereby amended as shown below.
3. Paragraph 3.4 of the Developer Agreement is deleted in its entirety and replaced with the
following:
Page 1 of 6 C�►U)
118
3.4 Within 45 days of the Effective Date of the First Amendment to Developer
Agreement, Developer agrees to provide a timeline of the anticipated schedule for
each Phase of construction of the Project and will provide the County with any
significant changes to such schedule.
If Developer is unable to secure a commitment of project funding for an initial
Phase within six(6)months from the latter of the Effective Date of the Lease or the
effective date of final approval of land use, as evidenced by PUD approval, the
County may exercise its option to terminate this Agreement.
Should Developer be unable to secure a commitment of project funding for the
initial Phase within six (6) months, an additional six (6) months may be granted by
the Board of County Commissioners at its sole discretion.
Should Developer obtain a commitment towards the initial or any subsequent Phase
and commence construction on that Phase within twelve (12) months following
receipt of such financing commitment, Developer shall be granted an additional
twelve (12) month period to obtain a financing commitment of project financing
towards an additional Phase, and so on until complete build out of the Project.
The above referenced deadlines may be extended at the discretion of the county
Manager or designee, up to six (6) months, without the necessity of obtaining
approval of the Board of County Commissioners.
Remainder of Page Intentionally Left Blank
Signature Page to Follow
Page 2 of 6 "\
CAS);
118
IN WITNESS WHEREOF, Developer and County have hereto executed this FIRST
AMENDMENT TO DEVELOPER AGREEMENT on the day and year first above written.
AS TO THE DEVELOPER: Rural Neighborhoods, Incorporated,
a Florida not-for-profit corporation
Witness (signatur By: -,:lissr /
a� �eo,t
:teven it , i.ent
(print name)
Witness (signature)
(print name)
AS TO COUNTY:
A f IES l BOARD OF COUNTY COMMISSIONERS,
CRYS'']AL K. KI,N2. Clerk of Courts COLLIER COUNTY, FLORIDA
. , -,; (-72f;? —....„
By:
4ttestastocNairan D pt.ty C Rick LoCastro, Chairman
signayr.e,orily,3,1
Approve. :s / !, l and legality:
411
1L,. 4
Jeffrey A. 3 atz i w, ounty Attorney
E...3,,,_
Page 3 of 6
116
EXHIBIT A-Legal Description
U
U
PROPERTY DESCRIPTION
As PARCEL
AI OEEI OF LAND
4 D Ir NC WAIN TRACT•A'.GOIn:N(Ar£LPN 6,202' AS
RI LORL'10 IN PLAT D,'WM•.PACES 147 I11R".,JSF I.I AND INAC)",GJ:Ci9 GATE U'UI A'AR'f.:A WOK 9.PAGES IOTA AOGC9 112.Cp7H rF .11 LK ECOROS Cf COLLIER COU7.T,r1Cin3A.
ki
BEGIN AI'N(SOVIMASI GIN(MP OE IRACI 'A',GOLJEN CATE OTT 6.PARE I.AS RECORDED N R,AI 90779 5 PACES I17 THROAC4'SI.0*70JC 1'EC0P05 OF COLLIER[WATT.
1'LORDA: THENCE ALONG THE ODUhOAR'Cf SRO 7R91 •A'11}r NI(110'.I.01V9C 1 CO1RSCS AND G51A*CFS. I)SULIN ern2'23'REST,A INSTANCE 0r 3.23.63 FEL'.71 MERGE 7.'.
NORTH 0031'31'9E51.A(*STANCE OF 25975 RET TO A NR0 ON A C0R11 TO MF(FIT;,1' PP NC!NORPf£SIEPL9 )993 HEFT 4ONG NH! ARC Cr SAO CRANE.NAVNG A
RAMS*0 5000 FEET.A CENTRAL ANGLE OF 9035'31'.(CHORD 9FARu7C NORTH 16't9.20'MST,A 7SIAACE OF 7E69 NEED.1)7T4NC(SOUTH 67524.1'INS"...A(3191AN(C Dr 233.13 FEET.AMERCE ALONG 1N(DOWAJART Or SRO TRACT'A AND THE EXTENSION MFFFO,NORTH WE31'33"MST.A OF,(ANCE Of 1.750.15 F0ET.INCACE NORM er26":6'EA9!,
A GSWAAGE Of 56369 FEET:THENCE 5OUSN 0728'59'(AS',A ammo.or96595 TILT M 1'H MERGE 50U 6P19'10'MST,A DISTRACT.C.N 521 FEET;T.IENCE 5001r 07A0'19'CANT, y
A @51ANCE OF350.19 FEET 1NETK7 SOUTH 07'S6'53'FAST,A DISTANCE 0,666.56 FEET,1r0N(0 NORTH 1r11•A0'CAST.A DISTANCE(9 22.45 IE(7 ID A PONt ON INK IIOVA'CAM' t
or TN RORE0FN11(WED'PACT'A'I T.ENCC ALONG FAO 10140AR4.THENCE 4(MI:SAE 1310I40ART.SOON 072606'EAST,A 051.N'.^7 0. 30.C7 FEET TO ENE h:.V1 Of DECNNWG. {
.ASS ANC EXCEPT
OIHIME79ONC AT THE 11ORTNEASI COMER O IRAC!'A'.GOLDEN OW UVr 6,PART 1 AS RECORDED N PLAT 9004 3.PACES IA7 1Nt01.4N 151,OF THE o11NIT IIEC7NPS Of
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COLLIER^DENT',f10NAM-HENCE ALONG THE NORTH LN£Or SAD TPACT 'A'NORTH 61'57'13'IASI.A D57ANGF OF 77371 FEET. DINE G(uARING SAID*NTH ONE SOUTH IG
M7'O/'1)'EAST A DISTANCE OF 5497 FEET 10 NHL PCN7 OF 6(17NNIN)C0 THE PARCEL Or'LAMA HEM:N OSCRBFD, R4
HENCE Sarni 00'29'03-LAST,A 05r,NC( Or 37793 FEE%IHF60)1'SOuTII I9JC'S1 R.F A C4S7AM£CI 170.00 FEEL.NONCE N(NPI M7603'WEST A.DISTANCE OF II.GO '�ii
FEE(THENCE SOX.,6Y3U WWI 1d51.A 1 CI 5.97 rEET,THENCE SWM 46'11 CI'NSF A 05144,I CF 7002 NET:!HENCE SOU'.69'33'S7'WES).A OSi4N0I,OF F6.61 O7 FEET'r10.1 N1R111 W'2917'MST.A 0S1AME Or 350.15 NET TN 4C1 NEVIN 69305 LAST.A DISTANCE Or 771 76 NET 10 I'!PONT Or(KGNNNG.
C0A1ANMi 71..36 4.N1',,NONE 1N.155
NOTES It
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Page4of6 c O,
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t18
EXHIBIT B
Unit Totals and Types
Minimum Number of Units 350 Maximum Number of Units
(Overall) (Overall) 400372
Target Number of Senior Units 100 Target Number of Senior Units 4-00-120
Target Number of Essential Target Number of Essential
Services Units 250 g Services Units 300 252
Note: Five percent (5%)of Senior and Essential Services units shall be targeted to persons considered
to be veterans.
Income and Rent Targeting(Goal)
Seniors
Income Target Rent Percent Minimum # Maximum # Note: Developer may elect
AMI Level Set-Aside of Units of Units to use IRS§42 Income-
3028% 3028% 10% 10 N/A 12 Averaging as a set-aside
60% 60% 90% 90 N/A 108 election in 4% or 9%
Housing Credit
transactions. Its election
enables income levels to he
set-aside between 60%-
80%AMI, balanced by
units set-aside below 60%.
Essential Services
Income Target Rent Percent Set- Minimum # Maximum # Note:All units shall be
AMI Level Aside of Units of Units rented with priority given
6050% 60.%-50% 8°%0-9% 20-22 24-22 to Essential Service
80% 80% 25% 1 1% 63-28 -7--5 28 Personnel employees.
4-00% go% 57%
120% 100% 0%-80% 0-200 0 202 ESP Occupational
Preferences include:
140% 100 e -1-0% 25. 30 Tier 1: Healthcare,
Education and Emergency
Services
Tier 2: - Government
Income Targeting Criteria
Developer shall undertake best efforts to obtain project financing that enables Developer to
construct residential rental units that meet the Income and Rent Ineeme Targeting Goals shown in
the charts above with particular emphasis on Target Rent Levels indicated in Column 2.
Developer agrees to a maximum Debt Service Coverage ratio (DSC) of 1.25 DSC; DSC ratios in
excess of 1.25 shall require Developer to reduce initial rents to a level that results in a debt service
coverage ratio not greater than 1.25 DSC. The intent of this requirement is to reduce rents and
bringing projected rents closer to the Income and Rent Targeting EGoals)arrennts.
Page 5 of 6 Gn,O)
118
Local government shall undertake best efforts to obtain Federal,state,and other housing resources,
impact fee deferrals or alternate means of off-site improvements to enable Income and Rent
Targeting Goals to be achieved. Developer shall also undertake best efforts to obtain additional
grant and/or equity contributions from participating Foundations and others to enable Income and
Rent Targeting Goals to be achieved.
The parties agree to a mutual review of pro forma total development costs and income, and
expenses projections prior to Developer accepting a financial commitment from an outside lender
and/or equity investor. The parties agree to the inclusion of the participating Foundations in the
mutual review. The parties further agree that excess profits of the Development (should there be
any-)will be directed to a trust fund at the Foundation in partnership with Collier County,dedicated
solely to the development or preservation of affordable housing in Collier County as further
defined in one or more MOUs between the Foundation, Collier County, and Rural Neighborhoods
to be presented to the Board of County Commissioners prior to loan closing. Grant funds provided
by Collier County, FL are subject to Federal and state rules and regulations including, but not
limited to, Program Income as applicable.
Page 6of6 ��
118
Exhibit "C"
DEVELOPER AGREEMENT .
(GOLDEN GATE GOLF COURSE IIOUSING PROJECT)
+1^
THIS DEVELOPER AGREEMENT (the "Agreement") is made as of the ' } day of
Nicrv-e."' t, 20 , by and between Rural Neighborhoods, Incorporated("Developer") and Collier
County,a political subdivision of the State of Florida(the"County").
RECITALS
WHEREAS, On December 10, 2019, the Board of County Commissioners approved •
issuing a solicitation for interest to develop an approximately 27-acre tract of land for affordable
housing. The parcel is more commonly described as the Golden Gate Golf Course (Folio
36560040008). The legal description of such real property is attached hereto as Exhibit"A"
(the "Property")
WHEREAS, On December 13, 2019, Invitation to Negotiate (ITN) No. 20-7698 was
opened on the Collier County Procurement Services Division Online Bidding System with the
intent of obtaining proposals from interested and qualified vendors in accordance with the terms,
conditions and specifications of the ITN.
WHEREAS, On January 28, 2020, Developer submitted a timely response to ITN No.
20-7698. The County received a total of 6 responses from interested developers.
WHEREAS, On June 9, 2020, Developer was selected by the Board of Collier County
Commissioners to enter negotiations for the development of the Property pursuant to solicitation
ITN No. 20-7698;and
WHEREAS, the County intends to, pursuant to Florida Statutes, Section 125.379, to
lease the Property to Developer(or its successor and assigns),pursuant to a 99-year ground lease
(the "Ground Lease"), for development and use by Developer (defined below) to improve the
Property, with such improvements to include, but not be limited to affordable residential rental
units;and
WHEREAS, Developer may intend to apply for additional financing from Florida
Housing Finance Corporation ("FHFC") under FHFC's competitive Request for Application
process or other public and private sources.
WHEREAS, Developer and the County desire to memorialize the terms and conditions
pursuant to which Developer will improve the Property, and the manner in which any related
escrow account shall be established;and
NOW, THEREFORE, in consideration of mutual benefits and the public interest and
other good and valuable considerations, the receipt and sufficiency of which are hereby
acknowledged,the parties hereto agree as follows:
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118
Section 1. Recitals.
1.1 The above recitals are true and correct, are hereby incorporated herein by
reference, and form a material part of this Agreement. All Exhibits and Developer's submission
to ITN 20-7698 are hereby incorporated herein by reference and accordingly deemed a part of
this Agreement.
Section 2. Ownership.
2.1 Developer will form one or more single-purpose legal entities (the
"Project Owner") to serve as applicant entities which will seek phased development funding
from FHFC or other public and private sources to own the planned phased development.
Section 3. Design and Construction; Timeline.
3.1 Developer plans to use the Property (i.e. the land allocated to this Project
and described in Exhibit A herein) for construction of affordable housing for Seniors Veterans
and Essential Services Personnel. The development shall be composed of one or more buildings,
with at least 350 units (the "Project") with on grade parking. The Developer may be entitled to
develop additional units in accordance with applicable land use requirements not to exceed the
number allowable under the PUD. Units shall include features such as solid surface countertops;
plywood cabinets; ceramic and/or vinyl plank flooring; full-size Energy Star appliances
including range, refrigerator microwave, and dishwasher; and LED lighting or equivalent.
Community amenities will consist of a minimum of on-site management and maintenance;
clubhouse or multipurpose community room; interview or exam room, swimming pool; fitness
center; media/computer room; and outdoor tot lot. Developer agrees to cause the design,
permitting, and construction of the Project to be completed at its sole cost and expense in
accordance with those plans and specifications approved by the County.
3.2 Developer agrees that any improvements on the Property will only include
the Project and not any commercial development or outdoor storage.
3.3 Developer may cause the Project to be constructed in phases. Upon
approval of the plans, specifications, and permits by the authorities having jurisdiction over the
Project (the "Governmental Authorities") and approval of financing by others, the Project
Owner shall promptly construct the Project. In so doing, the Project Owner shall: (a) comply
with the permits and all other applicable laws, approvals, codes and requirements of orders
promulgated by all Governmental Authorities (the "Approvals"), (b) perform all work in a safe
and workmanlike manner, and (c) ensure construction commences and is substantially complete
in accordance with the Approvals.
3.4 Developer agrees to provide a timeline of the anticipated schedule for
construction of the Project and will provide the County with any significant changes to such
schedule. If the Developer is unable to secure a commitment of project funding for an initial
phase within 12 months from the effective date of final approval of land use as evidenced by
PUD approval the County may exercise its option terminate this agreement. Should the
Developer be unable to secure a commitment of project funding within 12 months,an additional
2
1 18
12 months may be granted by the Board of County Commissioners at its sole discretion. Should
Developer obtain a commitment towards the initial or any subsequent phase and commence
construction on that phase within twelve (12) months, Developer shall be granted an additional
twelve (12) month period to obtain a commitment of project financing towards and additional
phase and so on until build out of the Development. The above referenced deadlines may be
extended at the discretion of the County Manager or designee up to six months.
Section 4. Rent and Income Restrictions.
4.1 Developer commits to restrict all units in the development in accordance
with attached Exhibit B, "Unit Income and Rent Breakdown". Exhibit B,"Unit Income and Rent
Breakdown" may be amended by up to 10% by the County Manager or designee; amendments
greater than 10%shall require approval by the Board of County Commissioners.
Section 5. Environmental Provisions.
5.1 Developer has inspected the Property, is familiar with the condition of the
Property, including the underlying environmental conditions, and based on the foregoing, and
subject to receipt, review and acceptance of all County reports below agrees to accept such
Property "as is" and with all faults, and assumes all risks associated with pursuing the Project in
accordance with this Agreement and all applicable law. In inducing the Developer to accept
• Property "as is", the County shall provide to the Developer all environmental, engineering,
feasibility and other reports in its possession or ordered necessary for determination that the
Project can be constructed at the Property. Developer will have thirty (30) days from the
Effective Date of approval of the property's Intent to Convert to accept or decline to proceed. By
mutual agreement, Developer and County may extend this period for an additional thirty (30)
days to allow Developer to have its own inspections performed. In case of an issue arising from
any report or condition, Developer and County agree to attempt to negotiate a resolution for not
less than thirty(30)additional days prior to termination of the agreement.
5.2 Developer shall not(a) knowingly cause or permit the escape, disposal or
release of any hazardous substances on the Property, or(b)knowingly allow the storage or use of
such substances or materials in any manner not sanctioned by law or by the highest standards
prevailing in the industry for the storage and use of such substances or materials on the Property,
or (c) knowingly allow any such materials or substances to be brought onto the Property except
to use in the ordinary course of Developer's business or by lessees of the residential units.
Section 6. Utility Costs and Related Improvements.
6.1 The County will not be required to make improvements or incur any costs
in connection with the development and maintenance of the residential Project, including roads,
sidewalks, landscaping, storm water facilities, etc. All costs associated with any connectivity or
upgraded service for water, sewer or other utilities for the benefit of the project, including any
traffic signals, and the installation and costs of those improvements, if and when required, shall
be at the sole cost and expense of Developer.
•
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6.2 The County acknowledges the ITN noted financial support such as impact
fees and grants may be available to the selected developer through separate local government
action and represents in good faith its willingness to assist Developer in identifying any such
financial assistance available.
•
Section 7. Performance of Development.
7.1 The Project will be constructed in a good and workmanlike manner and in
compliance with all applicable laws, at Developer's sole cost and expense. The Project Owner
shall be responsible for obtaining all governmental permits, licenses and approvals necessary for
the construction of the Project. Developer shall be responsible for all applicable impact,
building, and utility connection fees imposed by any governmental authority, except for the
governmental authority's ability to defer such fees, with respect to the Project and Developer's
use thereof. Without limiting the foregoing, during any periods of construction, maintenance or
repair of the Project,Developer will monitor all construction, maintenance and repair activity on
the Property to ensure compliance with the requirements contained herein.
Section 8. Performance Bond.
8.1 Developer shall cause its general contractor to furnish a payment and
performance bond in form and substance satisfactory to the County in amount equal to one
hundred percent (100%) of the construction costs for each phase of the Project as certified by
Developer's engineer of record or general contractor,which shall be issued by a surety having a
credit rating of"A"or higher.
Section 9. Early Termination and Ground Lease Requirements
9.1 The Developer shall deliver to the County the construction timeline provided
to the construction and permanent lenders, investor and/or the tax credit equity partner, if any.
Each month the Developer shall provide a construction progress certificate and if the
construction schedule is 6 months or more behind the construction timeline, the County may
replace the Developer with another developer with the necessary experience to complete the
Project, provided; however, before replacing the Developer, the County shall have the
concurrence of the construction and permanent lender, investor and/or tax credit equity partner.
In addition, the County shall provide the construction and permanent lender, investor and/or tax
credit equity partner a reasonable period of time to cure identified Project delays before
commencing such action.
9.2 Developer and County acknowledge a ground lease shall be used to convey
the Property and that the form of such conveyance must be financeable, e.g. tenant shall be able
to utilize the ground lease as collateral in the normal course of business. Any ground lease shall
provide that if a lender or investor were to foreclose because of tenant's default, the lender or
investor shall be able to succeed the tenant's rights under the lease. Similarly, such ground lease
shall require the County to file appropriate notice of any tenant defaults and provide ample
opportunity for the lender or investor to cure these defaults before termination of the ground
4
11B
lease. The County shall have an obligation to enter into a new lease with the lender or investor
on the same terms and conditions as the original ground lease if the ground lease is terminated
upon tenant's default or in the event of the rejection of the ground lease in bankruptcy.
Section 10. Assignment.
10.1 County acknowledges that sources of public or private financing including,
but not limited to,Florida Housing Finance Corporation may require the Developer to form one
or more single purpose entities ("SPE") to seek and secure funding. Developer may assign this
Developer Agreement without the prior written consent of the County to the SPE whose
majority member or partner shall be an affiliate of Developer. Affiliate is herein defined as a
single purpose legal entity controlled, through membership or general partnership interest, by
Developer. Developer must provide written notice to County of any assignment to an Affiliate
within thirty(30) days of such conveyance.Any purported assignment to a non-Affiliate without
the express written consent of County shall be considered void from its inception. It is hereby
acknowledged and agreed between the parties that all covenants, conditions, agreements, and
undertakings contained in this Agreement shall extend to and be binding upon the respective
assigns of the respective parties hereto. The Developer may also assign a portion of the Property
to an affiliate without prior written consent of the County in order to facilitate phased
development.Definition of affiliate shall be in accordance with this paragraph.
Section 11. Public Records.
11.1 Developer understands that by virtue of this Agreement all of its
documents, records and materials of any kind,relating to the relationship created hereby, shall be
open to the public for inspection in accordance with Florida law. If Developer will act on behalf
of the County, as provided under section 119.011(2), Florida Statutes, Developer, subject to the
terms of section 287.058(1)(c), Florida Statutes, and any other applicable legal and equitable
remedies,shall:
11.2 (A) Keep and maintain public records required by the County to
perform the service.
(B) Upon request from the County's custodian of public records,
provide the County with a copy of the requested records or allow the records to be inspected or
copied within a reasonable time at a cost that does not exceed the cost provided by Florida law.
(C) Ensure that public records that are exempt or confidential and
exempt from public records disclosure requirements are not disclosed except as authorized by
law for the duration of the contract term and following completion of the contract if Developer
does not transfer the records to the County.
(D) IF DEVELOPER HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATU 1ES, TO
DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
5
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118
TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT:
Collier County Board of County Commissioners
Communication and Customer Relations Division
3299 Tamiami Trail East
Suite 102
Naples,FL 34112
(239)252-8069
PublicRccordRcquestaa,col I iercounty fl.gov
Section 12. Miscellaneous.
(A) Entire Agreement. This Agreement sets forth all of the promises,
covenants, agreements, conditions and understandings between the parties hereto, and
supersedes all prior and contemporaneous agreements, understandings, inducements or
conditions, express or implied, oral or written,except as herein contained.
(B) Pronouns. All pronouns and any variations thereof shall he deemed to
refer to the masculine, feminine and neuter, singular or plural, as the identity of the party or
parties,personal representatives,successors or assigns may require.
(C) Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which shall together
constitute one-in-the-same instrument.
(D) Governing Law; Venue. This Agreement shall be construed and
interpreted according to the laws of the State of Florida, and all duly adopted ordinances,
regulations,and policies of the County now in effect and those hereinafter adopted.The location
for settlement of any and all claims, controversies, or disputes, arising out of or relating to any
part of this Agreement, or any breach hereof,shall be Collier County,Florida.
(E) Binding Effect.This Agreement shall be binding upon and enforceable by
and against the parties hereto and their beneficiaries, heirs, successors and assigns and shall be
deemed to "run with the land." This Agreement shall also inure to the benefit of both parties
hereto and their respective beneficiaries,heirs,successors and assigns.
(F) Recordation.This Agreement may be recorded by Developer in the Public
Records of Collier County, Florida, and successors, heirs and assigns of Developer, including
but not limited to builders or developers, shall be hound by the terms of this Agreement, and
shall likewise be entitled to its benefits.
(G) Notice. Any notice to be given shall be in writing and shall be sent by
certified mail,return receipt requested,to the party being noticed at the following addresses:
6
r^�
iCyO1
1 16
If to the County: Collier County
Procurement
3295 Tamiami Trail East
Naples,Florida 34112
and: Collier County
Community and Human Services
3339 Tamiami Trail East#211
Naples,Florida 34112
Attention:Director
with a copy to: County Attorney's Office
Collier County
3299 Tamiami Trail East, Suite 800
Naples,Florida 34112
Attention:The County Attorney
If to Developer: R o rg 1 Neigtibo%hood, 1&u c. .
�e C3os 3 4 3S49
Fl,oridex CH-4!FL 3363(/
Attention:_SIeve,., ,,;rk.
with a copy to: s 1,,,-Fi s lgo...le 4,0
2.oc S 6 scq yHe, 3/ud,4'410
Wl i u►n;� F t_ 3313 t
Attention: 20 4- ClL}�s 7.
Y
(II) Cooperation. The County and Developer each covenant and agree to
mutually cooperate with one another in good faith, and to execute and deliver such other or
additional documents and instruments as may be reasonably requested in order to effectuate the
agreements set forth herein.
(I) Effective Date. This Agreement shall become effective upon the date the
last of the parties to this Agreement executes this Agreement(the"Effective Date").
(J) Conflicts. If and to the extent there is a conflict between the terms and
conditions of this Annexation agreement and the terms and conditions of any staff reports or
summaries or letters of approval related to or pertaining to Developer Property, the terms and
conditions of this Agreement shall control.
Section 12. Alternate Dispute Resolution
12.1 In case of a dispute concerning this Agreement or the Development, the parties
agree to attempt in good faith to resolve the dispute amicably prior to commencing
litigation.If a dispute cannot be resolved in 30 business clays,the parties will commence
7
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118
informal or formal mediation with a neutral person agreed upon by the parties who is
familiar with the subject matter of the dispute. If they cannot agree upon such a person
within 15 business days thereafter, they will request the Chief Judge (or designee) to
appoint a qualified Mediator.
Mediation will commence within 10 business days after agreement or appointment of the
• Mediator and be completed with 30 days thereafter. The parties may expand the deadlines
upon mutual agreement.The parties will share equally the cost of the Mediator.
[Signature Pages Follow]
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11B
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year below their respective signatures.
Signed, sealed and delivered J4//4r/d44 , -7//,/6 /a?f /
In the presence of:
By:
Name: �jL
Date: i/ .2 20
Printed Name
, e'Sc, /milClC C'
nted Name
STATE OF FLORIDA
COUNTY OF /Yf, / ar:
The for going instrutn nt was acknowledged before""me means of physical
prese a thi 2 day of 2 lewd-
1 .1i6et' � . as the
a of A / //�ja �.2`s�- yd1 t.>lc*,"
who is personally known to me or who produced •
•
as identification.
(Notary stamz/seal)_ ,_ _ _ _ _ _ , otary Public
LISA TORRES I My Commission Number: C.G.Q.-1 9 4 O
.P,yt , Notary Public C.State of Florida
CO) CommIsslon 0 GG 279609 My Commission expires: 31a,/ ,p
49.5
';fornV My Comm,Expires Mar 21,2023
( '''' Bonded through National Notary Assn, II
I1B
Signed,sealed and delivered Collier County,a political subdivision
In the presence of: of the State,of Florida
By:
Name: t u r �}- 1 . .Squnc r S
Date: l t , t 0 ,aoa 0
Printed Name
Printed Name
STATE OF FLORIDA J ` a C
COUNTY OF COLLIER
The foregoing instrument was acknowledged before means of physical
presence this day of 20 ,by (_ 1 as th of Collier County, a political
subdivision of the State of Florida, who is ersonally known to me or who
produced , s identification.
(Notary stamp/seal) Notary Public
My Commission Number:
My Commission expires:
•
ATTEST Approved us to tbrm and legality
CRYSTAL K.KINZEL,CLERK
tJtA �►�C i Ass nt County Attu Y ;'Z.
Att'esf as to Chairman's �3\
7 7't"re only.
item#Uate �tt1 .0L
Ar�nda t r —7/0
Date
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Deputy Dk'rf
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EXHIBIT B
Unit Totals and Types
Minimum Number of Units Maximum Number of Units
(Overall) 350 400
Target Number of Senior Units 100 (Overall)
Target Number of Senior Units 100
Target Number of Essential Target Number of Essential
Services Units 250 300
Services Units
Note:Five percent(5%)of Senior and Essential Services units shall be targeted to persons considered
to be veterans.
Income and Rent Targeting Goal
Seniors
Income AMI Target Rent I Percent Minimum itMaximum# Nola:Developer may elect to use IRS
Level Set Aside of Units of Units g421ncome-Averaging as a set-aside
30% 30% 10% election In 4%or 9%Housing Credit
10 N/A transactions. Its election enables
60% 60% 90% 90 N/A income levels to be set-aside between
6094-BON AMI,balanced by units
set-aside below 60X.
Essential Services
Income AMI Target Rent Percent Set- Minimum g Maximum ft Note:All units shall be rented with
priority given to Essential Service
Level Aside of Units of Units
60% 60% 8% Personnel employees.
20 • 24
80% 80% 25% 63 75 ESP Occupation Preferences Include:
100% 80% 57% 142 171
Tier 1-Healthcare,Education,
120% 100% 0% 0 0 EmergcncyServkes
140% 100% 10% 25 30
Tier 1-Government
Income Targeting Criteria
Developer shall undertake best efforts to obtain project financing that enables Developer to construct residential
rental units that meet the Income and Rent Income Targeting Goal shown in the charts above with particular
emphasis on Target Rent Levels indicated in Column 2.
Developer agrees to a maximum debt service coverage ratio of 1.25(DSC). DSC ratios in excess of 1.25 shall require
Developer to reduce initial rents to a level that results in a debt service coverage ratio not greater than 1,25 DSC.
The intent of this requirement is to reduce rents bringing projected rents closer to the Income and Rent Targeting
(Goal)amounts.
Local government shall undertake best efforts to obtain Federal, state and other housing resources, impact fee
deferrals or alternate means of off-site improvements to enable Income and Rent Targeting Goals to be achieved.
Developer shall also undertake best efforts to obtain additional grant and/or equity contributions from
participating Foundations and others to enable income and Rent Targeting Goals to be achieved.
The parties agree to a mutual review of pro forma total development costs and Income and expense projections
prior to Developer accepting a financial commitment from an outside lender and/or equity investor. The parties
agree to the Inclusion of participating Foundations In the mutual review. The parties further agree that excess
profits of the Development(should there be any)will be directed to a trust fund at the Foundation In partnership
with Collier County,dedicated solely to the development or preservation of affordable housing in Collier County.