Agenda 05/13/2014 Item #16K2 5/13/2014 16.K.2.
EXECUTIVE SUMMARY
Recommendation to approve an Assumption and Amendment Agreement with 1250 Pine
Ridge Road, LLC in order to continue participation in the Fee Payment Assistance
Program, which was originally approved for Advanced Medical Center, LLC, for the
remaining term of approximately 3 years and 5 months, based on the overall economic
benefit created by the construction and operation of the upscale medical office building.
On February 11, 2014, the County Attorney was directed by the Board of County
Commissioners to negotiate with the current owners of 1250 Pine Ridge Road on the
matter of the terms and obligations of the Fee Payment Assistance Agreement executed
between Collier County and Advanced Medical Center, LLC, for a mutually agreed upon
solution.
OBJECTIVE: That the Board of County Commissioners approve an Assumption and
Amendment Agreement to a Fee Payment Assistance Agreement.
CONSIDERATIONS: On May 9, 2006, the Board approved an application by Advanced
Medical Center, LLC (Advanced Medical) to participate in the Fee Payment Assistance
Program, based on the company's intent to construct a new medical building, serving as the
company's headquarters, and create 20 high wage jobs. On July 12, 2006, a Fee Payment
Assistance Agreement was executed between Collier County and Advanced Medical for the
payment of impact fees totaling $412,146.00 on behalf of the company.
In May of 2013, staff became aware of a pending foreclosure action on the subject property.
Notices were immediately sent to all parties advising them of the terms and obligations of the
Fee Payment Assistance Agreement, as directed by the County Attorney's Office. Arising
from the foreclosure, a Certificate of Title was issued on May 22, 2013 to Capital Bank,N.A..
In September 2013, representatives from Advanced Medical advised the County that the
company's business and assets had been transferred to Advance Medical of Naples, LLC.
Advance Medical of Naples continued to operate in the building, and provided information
stating that they employed 76 people as of October 2013. However, in January 2014 it was
reported that the property owners were considering evicting Advance Medical. On February 4,
2014 staff confirmed through a site visit that Advance Medical of Naples was no longer
conducting business at 1250 Pine Ridge Road, having relocated to another site in Collier
County.
On February 11, 2014, the Board directed the County Attorney to negotiate with the current
owners of 1250 Pine Ridge Road on the matter of the terms and obligations of the Fee Payment
Assistance Agreement executed between Collier County and Advanced Medical Center, LLC,
for a mutually agreed upon solution, thereby avoiding a potential foreclosure on the County's
lien.
The attached Assumption and Amendment Agreement, drafted by the County Attorney,
protects the County's ongoing interest in the property by requiring the facility to continue to
operate as Medical Offices and pay its tax bill in full and on or before the due date for the
reaming term of the time Agreement, which concludes on October 1, 2017. The existing lien
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shall remain in place until the conclusion of the term, at which time a satisfaction of lien will
be prepared for Board approval, assuming all conditions are met.
The Assumption and Amendment Agreement removes the requirement to maintain 20 jobs at a
specified wage. This change is consistent with the approach now being taken that separates
capital investment and economic benefits derived from expansion of the tax base from job
creation programs.
The property directly contributes annually by way of property taxes, benefitting a variety of
governmental agencies, including public schools, county government, fire district, etc. and
tangible personal property taxes paid to the County. Additional economic benefits are derived
from the retention of high wage jobs and the associated indirect benefits of such employment
(i.e. sale/rental of homes, sales tax generated, etc.).
FISCAL IMPACT: It is estimated that by the conclusion of the term of the Agreement,total
property taxes and tangible personal property taxes paid related to the facility will exceed
$450,000. This amount is conservative as the final 3 years of payments were estimated based
on historical information and not adjusted upward to reflect the improving economy. Without
even considering the positive economic benefits achieved through past and future job creation,
the County has received direct and indirect benefits well in excess of the original investment in
this project. The approach outlined in the Assumption and Amendment Agreement provides a
satisfactory solution that also protects the County's continuing interest in the facility.
GROWTH MANAGEMENT IMPACT: None.
LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is
approved as to form and legality, and requires majority vote for approval. The Agreement was
based on an Ordinance that required a ten year annual audit on job creation, which Ordinance
the Board elected to sunset. With the approval of this Assignment, the new owners will be
continuing this building as Medical Offices, and the County will be receiving income in the
form of taxes well in excess of the original Impact Fee Deferment. It is the County Attorney's
belief that the benefits of assigning this Agreement and having this building operate as
intended by the Agreement far outweighs any benefit that may arise out of foreclosing on the
Agreement, with the attendant costs and risks of litigation. -JAK
RECOMMENDATION: That the Board of County Commissioners approves an Assumption
and Amendment Agreement with 1250 Pine Ridge Road, LLC in order to continue
participation in the Fee Payment Assistance Program, which was originally approved for
Advanced Medical Center, LLC, for the remaining term of approximately 3 years and 5
months, based on the overall economic benefit created by the construction and operation of the
upscale medical office building.
PREPARED BY: Amy Patterson, Impact Fee Manager, Office of Management and Budget
Jeffrey A. Klatzkow, County Attorney
Attachments: 1)Proposed Assumption and Amendment Agreement
2) 2006 Fee Payment Assistance Agreement 2006
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COLLIER COUNTY
Board of County Commissioners
Item Number: 16.16.K.16.K.2.
Item Summary: Recommendation to approve an Assumption and Amendment
Agreement with 1250 Pine Ridge Road, LLC in order to continue participation in the Fee
Payment Assistance Program, which was originally approved for Advanced Medical Center, LLC,
for the remaining term of approximately 3 years and 5 months, based on the overall economic
benefit created by the constfoction and operation of the upscale medical office building. On
February 11, 2014, the County Attorney was directed by the Board of County Commissioners to
negotiate with the current owners of 1250 Pine Ridge Road on the matter of the terms and
obligations of the Fee Payment Assistance Agreement executed between Collier County and
Advanced Medical Center, LLC, for a mutually agreed upon solution.
Meeting Date: 5/13/2014
Prepared By
Name: PattersonAmy
Title: Manager-Impact Fees&EDC, Business Management&Budget Office
5/2/2014 4:10:49 PM
Approved By
Name: KlatzkowJeff
Title: County Attorney,
Date: 5/5/2014 11:01:47 AM
Name: UsherSusan
Title: Management/Budget Analyst, Senior, Office of Management&Budget
Date: 5/6/2014 10:43:27 AM
Name: OchsLeo
Title: County Manager, County Managers Office
Date: 5/6/2014 11:57:10 AM
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ASSUMPTION AND AMENDMENT AGREEMENT
This ASSUMPTION AND AMENDMENT AGREEMENT is made and entered into as
of , 2014, by and between 1250 Pine Ridge, LLC, a Florida limited liability
company ("Assignee") and Collier County, a political subdivision of the State of Florida
("County"), collectively stated as the"Parties."
RECITALS:
WHEREAS, Collier County enjoys broad Home Rule Powers, which include the
authority to enter into agreements to enhance economic development within the County; and
WHEREAS, Florida Statute Sec. 125.045 expressly provides that "The governing body
of a county may expend public funds to attract and retain business enterprises, and The use of
public funds toward the achievement of such economic development goals constitutes a public
purpose. The provisions of this chapter which'confer powers and duties on the governing body of
a county, including any powers not specifically prohibited by law which can be exercised by the
governing body of a county, must be liberally construed in order to effectively carry out the
purposes of this section;"and further that"it constitutes a public purpose to expend public funds
for economic development activities, including,but not limited to, developing or improving local
infrastructure, issuing bonds to fmance or refinance the cost of capital projects for industrial or
manufacturing plants, leasing or conveying real properly, and making grants to private
enterprises for the expansion of businesses existing in the community or the attraction of new
businesses to the community;"and
WHEREAS, on July 12, 2006, the County entered into Agreement for Fee Payment
Assistance Program with Advanced Medical Center, LLC, attached hereto as Exhibit A, and
hereinafter referred to as "Agreement;"and
WHEREAS, Assignee hereby represents to the County that it has purchased the building
which is the subject of the Agreement (hereinafter referred to as the "Facility"), and wishes to
continue its primary use as Medical Offices; and
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WHEREAS, the Board expressly finds that the primary continued use of this Facility as
Medical Offices will continue to result in substantial economic benefits to the County,including
but not limited to the maintenance and creation of high wage jobs and a net increase to the
County's tax base,and that such economic benefits will continue to flow to the County as long as
the Facility remains open; and
WHEREAS, the parties wish to formalize Assignee's assumption of rights and
obligations under the Agreement effective as of the date first above written, as amended herein.
NOW THEREFORE, IN CONSIDERATION of the mutual promises in this Assumption
and Amendment Agreement, and for other good and valuable consideration, the receipt and
sufficiency of which are acknowledged by the parties, it is agreed as follows:
1. The foregoing Recitals are true and correct and are incorporated by reference
herein.
2. Assignee hereby accepts and assumes all rights, duties, benefits, and obligations
under the Agreement, and County hereby consents to Assignee's assumption of the Agreement,
as modified below.
3. Assignee hereby agrees to primarily maintain the Facility as Medical Offices
though the end of the term of the Agreement, which is October 1, 2017, and County agrees to
waive the annual requirement that the Facility maintain 20 new jobs at an average wage of
$55,735. This Agreement will be in substantial breach upon the failure by Assignee to primarily
operate the Facility as Medical Offices or an equivalent Targeted Industry Business operation
acceptable to the County or pay its tax bill in full to the Tax Collector's Office annually, on or
before the date it is due. County shall have the right to inspect the Facility from time to time to
ensure its continued primary operation as Medical Offices.
Legal Matters
4. Except as otherwise provided herein, this Agreement shall only be amended by
mutual written consent of the parties hereto or by their successors in interest.
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5. This Agreement constitutes the entire agreement between the parties with respect
to the activities noted herein and supersedes and takes the place of any and all previous
agreements entered into between the parties hereto relating to the transactions contemplated
herein. All prior representations, undertakings, and agreements by or between the parties hereto
with respect to the subject matter of this Agreement are merged into, and expressed in, this
Agreement, and any and all prior representations, undertakings, and agreements by and between
such parties with respect thereto hereby are canceled.
6. Nothing contained herein shall be deemed or construed to create between or
among any of the parties any joint venture or partnership nor otherwise grant to one another the
right, authority or power to bind any other party hereto to any agreement whatsoever.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and
year first above written. •
Attest:
DWIGHT E. BROCK,Clerk BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY,FLORIDA
By: By:
,Deputy Clerk Tom Henning, Chairman
AS TO ASSIG E:
Si: ed, .ealed ;_.d 1250 P I RIDGE,LLC, a Florida limited
P eliv; ed '. ��pr-.ence of: liability o . .:■
By:
e tt Diane r Brzezins j as Manager
c---. ..c l Ucc c �;
Printed Name
-∎_ Jam_•- —
Si ature l,
ShC2/i.,/E co
Printed Name
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STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Agreement was acknowledged before me this day of
t/t4 Cc , 2014,by DIANE J. BRZE SO;a 4anager_Qf 1250 PINE RIDGE, LLC, a
Florida limited liability company, who is personally kn ) : s e or has produced
as proof of identi
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[NOTARIAL SEAL] _
Signa •. - : '-rte aking • cknowledgment
4,0%., LEO J.SALVATORI
.R: a, :+= MY COMMISSION N EE 834441
iiT).;--47-,..,141 c EXPIRES;November28,2016 '
',4;of r Bonded Thru Notary Public Underwriters
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Prepared by:
Jeffrey A.Klatzkow
Assistant County Attorney
3301 Tamiami Trail East
Naples,FL 34112
This space for recording Y ... „e me
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CO
AGREEMENT FOR FEE PAYMENT ASSISTANCE PROGRAM
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24
This Agreement for Fee Payment Assistance for the payment of Impact Fees is entered
into this 12 'day of -5..1..1 , 2006, by and between Collier County, a political
subdivision of the State of Florida, through its Board of County Commissioners, hereinafter
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referred to as "County," and Advanced Medical Center, LLC,hereinafter referred to as "Property a a w
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Owner,"collectively stated as the"Part'� � jr d —,
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WHEREAS, Collier o n: Ire ina = e ,,103-61, the Collier County Fee Payment a
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Assistance Ordinance, as it ay b- ',- - .. - ,Hc .. , ''• ti e, codified in Chapter 49 of r o c
the Code of Laws and Or ink. .' e of Cell -r .i} y o da h einafter referred to as the 1712 '
"Ordinance," provides for Rayment • ssistance'for p4ymt of impact fees to qualifying r G?
�� , ate '
businesses; and ., s---.
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WHEREAS, on April 7, I'`° �e Propert � ` submitted an application to be ,y 8.--a considered for the Fee Payment Assis . ' grarli It. 1 project involving the construction of a r-
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28,100 square-foot Regional Headquarters office, which application proposed to create 20 new
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jobs in Collier County by June 30, 2009, at an average wage of$55,735.00, which is 163% of
Collier County's current average wage. A copy of this application is on file in the Impact Fee
Administration office of the Operations Support and Housing Department; and ° °
WHEREAS, the County Manager, or his designee, reviewed the application and, based
on the representations therein, found that it complied with the requirements for fee assistance as
outlined and set forth in the Ordinance; and
WHEREAS, based on the Property Owner's representations set forth in the Application
and on recommendation from staff, the Board of County Commissioners approved Fee Payment
Assistance Funds in the sum of $412,146.00, and also approved a reimbursement of prepaid
Transportation Impact Fees in the sum of$126,742.68; and
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5/13/2014 16.K.2.
WHEREAS, the Ordinance requires that the Property Owner enter into an Agreement for
Fee Payment Assistance with the County,to be executed by the County Manager.
NOW, THEREFORE, in consideration of the foregoing Recitals, and other good and
valuable consideration, the receipt and sufficiency of which is hereby mutually acknowledged,
the Parties agree as follows:
1. The foregoing Recitals are true and correct and are incorporated by reference
herein.
2. The legal description of the development (hereinafter referred to as the "Property")
is attached as Exhibit"A", and is incorporated by reference herein.
3. Property Owner represents and warrants that they are the owner of record of the
Property, and acknowledges that pursuant to the Impact Fee Ordinance owes impact fees for
Road, EMS, Correctional Facilities, , 1r 6. 'Wings and Law Enforcement in the
total amount of$413,092.70, as > ,specifically set fort at ched Exhibit "B", incorporated
by reference herein. 7
4. The amount ofhe ..7.f .- 'I . , ^ . ..ern 'll in all events become due
and payable and shall be i• 1 i to r pie o , • ty 4 the Property Owner if the
1
Property is sold or transferee `fir out prior written q,.rov<l o a he County at any time after
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the first certificate of occupan .. been issued for 1 z ,e el ment and prior to the 10-year
`..
obligation period, or prior to the T5it. -: obligation . a project within an enterprise
community, and the impact fees must b- •. '.' ui l • ' e County. Any outstanding (i.e., as yet
not repaid) impact fee amounts previously paid under this program will become due and payable
and must then be immediately repaid to the County in the event of sale or transfer prior to
expiration of the program obligation period. If not so repaid, the obligation will be a lien on the
Property as set forth below.
5. The payment of impact fees via the Fee Payment Assistance Program will constitute
a lien on the Property which lien may be foreclosed upon in the event of non-compliance with
the requirements of this Agreement, or should any of the representations set forth in the
Application be untrue or unfulfilled. The amount specified in this Agreement will serve as the
amount of a lien against the Property. Neither the payment of impact fees nor this Agreement
may be transferred, assigned, credited or otherwise conveyed without the prior written approval
from the County, which approval may be freely withheld.
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6. On Property Owner's request, and at the County's sole option, the County's interest
may be subordinated to all first mortgages or other co-equal security interests. The County's
interest will automatically be subordinate to the Property Owner's previously recorded first
mortgage and/or any government funded affordable business loan such as the U.S. Small
Business Administration(SBA)or the U.S. Department of Agriculture (USDA)loan.
7. By way of example and not as a limitation, this Agreement will be in substantial
breach upon the following events: (1) any change in the status of the occupancy, type of business
conducted, or compliance with the requirements of the Program, as set forth in either the
Ordinance or this Agreement; (2) upon the County Manager being informed of a material
misrepresentation in the Application; or (3) at any time during the term of this Agreement
following June 30, 2009, in which the proposed development does not have 20 new jobs in
Collier County at an average wage of$55,7 e e.
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8. Upon the County's�r " s e Prope �.,0r will provide all documentation
required to verify compliance 4th b e terms of the Ordin.ee o this Agreement. In the event
the Property Owner is in default tuns er .. -emen k and t`e d fault is not cured within 30
days after written notice is ppovi• -r to e •ipp-po .7 ounty may bring a civil action
to enforce this Agreement o t • t •A.: : m-;a -f ' pact fees not yet recouped
and previously paid under this _ am are thence i -di. el AL L and payable. The County is
entitled to recover all fees and p s, 'ncluding attorney's - s costs, incurred by the County
in enforcing this Agreement,plus i npgt . .•- • - • 'ill statutory rate for final judgments,
calculated on a calendar day basis until p .. Il•' - ghts and remedies of the County are in
addition to any other rights and remedies that the County may have should the Property Owner
be in default or otherwise violate the terms of the Ordinance or this Agreement.
9. This Agreement will expire 10 years after the first certificate of occupancy has been
issued for the development. Following this expiration, and upon satisfactory completion of all
requirements of this Agreement, at Property Owner's request and sole expense, the County will
record any necessary documentation evidencing same, including, but not limited to, a release of
lien. The lien will not terminate except upon the recording of a release or satisfaction of lien in
the public records of Collier County.
10. This Agreement will be recorded in the official records of Collier County at
Property Owner's sole expense.
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OR: 4071 oil. "IA
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11. As a prerequisite to the issuance of the Building Permits) for the Development of
the Property, a copy of this Agreement may be required to be presented to the County in order
for the allocated Fee Payment Assistance funds to act as payment of impact fees, which would
otherwise be required to be paid by the Property Owner.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and
year first above written.
WITNESS: ADVANCED MEDICAL CENTER, LLC:
ieVIPAr eltUed.
i
By: ' - .�
Signed — GRE • • . LEACH,MANAGER
MAky f
CAA �/ �¢ w� �
Print Name (,
WITNESS: /
,c4skt6tvribilbirc .11y
Signed
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Print Name k tvf, f
STATE OF FLORIDA)
COUNTY OF COLLIER)
The foregoing Agreement was acknowledged before me this 101/4 day of
,Y0 , 2006, by Gregory E. Leach,Manager of Advanced Medical Center, LLC,
is personally known to me or has produced as
proof of identity.
[NOTARIAL SEAL]
`Signature of Person Taking Acknowledgment
onowelemaGOOrneii_+4/2007
'ref iomisl0rou0n
in Mw32Niz5•) Florid.Notary Assn,..
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OR: 407; 5/13/2014 16.K.2.
COLLIER COUNTY, FLORIDA
By: '
J S V. MUDD, COUNTY MANAGER
STATE OF FLORIDA)
COUNTY OF COLLIER)
tI"
The foregoing Agreement was acknowledged before me this I2 day of
'5,3\, , 2006, by James V. Mudd, County Manager, on behalf of the County, who is
personally Ithown to me.
1 z igb,Ar '-[NOTARIAL SEAL] Signature of Person Taking Ackno gment
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N FLORIS E. • a'it: ("'k °
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Ap I roved as to form o ` nd P A rival:
leg. su c' ' y: , !..
Jeffr:l A. K ,ti ow Up i - 0;1..7'er,Director
Assist t C.4 ty Attorney 1' 9. ens Support and Housing
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OR: 407 5/13/2014 16.K.2.
EXHIBIT"A"
OWNERSHIP
ADDRESS
LEGAL DESCRIPTION
Advanced Medical Center, LLC
1250 Pine Ridge Road, Naples Florida 34105
Begin at the Southwest corner of Lot 6 Presque Isle, according to plat thereof recorded in Plat
Book 4, Page 48, of the public records of Collier County, Florida; thence run North 00°06'54"
East along the West line of said Lot 6, for a distance of 301.58 feet to a point on the South right
of way of State Road 896; thence run North 89°47'28" East, along the South line of said State
Road 896, for a distance of 330.00 feet; t - • - n South 00°06'54" West for a distance of
301.55 feet to a point on the North line S' ` na e'- • Unit No. 1, as recorded in Plat Book
3, Page 71 of the public records o 1a ' y,Fior�j a a o being the South line of Lot 1 of
Presque Isle, according to a plat°`tl f recorded in Plat °4 Page 48, of the public records
of Collier County, Florida; thence�uth 89°47'07"' std` long said North line of said
Sorrento Gardens Unit No. 11/ an the-Skill-1117e id Pres ue 'Isle, for a distance of 330.00
feet to the point of beginnin . 7-1 3 \_•., . \
Containing 99,513.4 square fret a :. • • ..or le-,.. s LL-i)
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'1 1 ''t.„i'<fill-ESL----9"-C1/47 '
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*** OR: 4071 5/13/2 014 16.K.2.
Advanced Medical Center,LLC
1250 Pine Ridge Road,Naples Florida 34105
EXHIBIT `B"
IMPACT FEE BREAKDOWN
Type of Impact Fee Amount Owed
A. EMS Impact Fee $3,455.85
B. Correctional Facilities Impact Fee $3,270.84
C. Road Impact Fee $373,876.99
D. General Government Bind ��� _ . $29,422.57
E. Law Enforcement Fee $3,066.45
}
TOTAL IMPACT FEES f $413,092.70
Tr TOTAL FEE PAYMENT ISTANCE ' J A $412,146.00
DUE FROM ADVANCED 11 CENTS : 946.70
�i�c�L
'T
WATER,SEWER AND FIRE IMPACT FEES TO BE PAID BY ADVANCED MEDICAL CENTER,LLC
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