Backup Documents 04/14/2009 Item #16G 3
16G3
MEMORANDUM
Date:
April 15, 2009
To:
Bradley Muckel, Operations Mgr,
Immokalee CRA
From:
Ann Jennejohn, Deputy Clerk
Minutes & Records Department
Re:
Commitment of Funds Agreement between
Collier County and Florida Non-Profit, Inc.
for Esperanza Place
Attached please find three (3) original agreements referenced above,
(Agenda Items #16G3) approved by the Board of County Commissioners
on Tuesday, April 14, 2009,
The Minutes and Records Department has retained an original document for
the Official Record of the Board of County Commissioners.
If you have any questions, please call me at 252-8406,
Thank you,
Enclosure
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COMMITMENT OF FUNDS AGREEMENT
THIS AGREEMENT ENTERED this ,'t"' day of Ar,,-, ( JOe 'I by and
between the Collier County Community Redevelopment Agency Board, an Agency created by
Collier County Resolution Number 2000-83 pursuant to Subsection 163.357(1), Florida Statutes,
herein referred to as the "CRA" and FLORIDA NON-PROFIT SERVICES, INC., herein
referred to as the "DEVELOPER" of the Esperanza Place Apartments within the Esperanza
Place PUD herein referred to as the "DEVELOPMENT."
WIT N E SSE T H:
WHEREAS, during the February 20, 2008, regular meeting of the Immokalee Local
Redevelopment Agency Advisory Board, it was recommended that the CRA authorize support
for the DEVELOPMENT. The recommendation authorized a commitment of $300,000.00
through a reimbursement process, to be distributed in increments of $100,000.00 per year for
three years, beginning in Fiscal Year (FY) 2009 and ending in FY 2011 with the reimbursements
being contingent upon delivery, review and approval by the CRA of the paid receipts for the
items listed on the attached pro forma that sets forth the project infrastructure improvements to
be constructed by the DEVELOPER; and
WHEREAS, during the June 10,2008, regular meeting of the CRA, the CRA approved
the commitment of $300,000,00 from the CRA Trust Fund (Fund 186) for infrastructure
improvements within the DEVELOPMENT, to be distributed through a reimbursement process
in increments of $100,000.00 per year for three years, beginning in FY 2009 and ending in FY
2011; and is contingent upon delivery, review and approval by the CRA of the paid receipts for
the items listed on the attached pro forma that sets forth the project infrastructure improvements
to be constructed by the DEVELOPER; and
WHEREAS, the CRA is desirous of providing reimbursements for infrastructure
improvements that are constructed within the DEVELOPMENT not to exceed the amount of
three hundred thousand dollars ($300,000.00);
NOW, THEREFORE, in consideration of the mutual covenants contained herein and
other valuable consideration, the DEVELOPER hereby agrees to undertake the development of
the Esperanza Place affordable housing project and the CRA agrees to reimburse the
DEVELOPER up to and including an amount of three hundred thousand dollars ($300,000.00)
to be distributed in three (3) yearly installments of one hundred thousand dollars ($100,000.00)
each for a period of three (3) years commencing in FY 2009 and ending in FY 20 II for the
provision of infrastructure for the project as more particularly described herein and subject to the
provisions hereinafter contained,
SECTION I.
DESCRIPTION OF PROJECT, FUNDING SOURCES AND
INFRASTRUCTURE FOR WHICH REIMBURSEMENT SOUGHT
1.01 The DEVELOPMENT is a community consisting of 176 affordable housing rental units
located at 2702 Immokalee Drive, Immokalee, Florida 34142.
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1.02 Exhibit "A" attached hereto and incorporated herein by reference, sets forth the funding
sources for the DEVELOPMENT,
1.03 Exhibit "B", attached and incorporated herein by reference, details reimbursable
infrastructure expenses allowable under this Agreement.
SECTION II.
TERMS
2.01 Except as this Agreement may otherwise be terminated, this Agreement shall remain in
full force and effect from the date first above written and shall terminate three years from
that date.
2.02 On or before the expiration date of this Agreement, the parties may extend this
Agreement by mutual agreement pursuant to all of the terms and conditions contained
herein for an additional amount of time to be determined by the CRA and the
DEVELOPER,
2.03 The CRA and/or the DEVELOPER may terminate this Agreement prior to its expiration
for reasonable cause or by mutual agreement upon sixty (60) days prior written notice.
Such notice shall be sent by certified mail, return receipt requested. As to the CRA, the
notice must be sent to: Penny Phillippi, Executive Director, Collier County Community
Redevelopment Agency (Immokalee), 310 Alachua Street, Immokalee, Florida 34142.
As to the DEVELOPER, the notice must be sent to Carl ], Kuehner, Chairman, Florida
Non-Profit Service, Inc., 900 Broad Avenue South; #2C, Naples, Florida, 34102,
SECTION III. DEVELOPER RESPONSIBILITES
3.01 The DEVELOPER shall assume the entire responsibility for contracting with the
contractors and sub-contractors for the DEVELOPMENT described herein.
3,02 The DEVELOPER shall be responsible for management and oversight of the
DEVELOPMENT.
3.03 The DEVELOPER agrees to assign a representative of the DEVELOPMENT to the CRA
during the term of this Agreement so that the CRA may effectively coordinate with the
DEVELOPER. In this respect, the DEVELOPER agrees to require its representative or
agent to attend regular progress meetings as may be reasonably requested by the CRA.
3.04 The DEVELOPER agrees to administer the development of the project, in the form of
plans, memoranda or reports, project clarifications and changes which may be necessary
during the course of the development of the project. If any such changes exceed the
amount authorized by this Agreement, the DEVELOPER shall notify the CRA
representative, and if the CRA approves such changes in writing, and agrees in writing to
reimburse the DEVELOPER for the additional costs, the DEVELOPER shall forthwith
prepare a Change Order and/or Supplemental Agreement documents as appropriate. The
above notwithstanding, the CRA additionally authorizes the DEVELOPER to prepare,
execute and implement minor change orders to the contractor for work changes
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necessitated by the DEVELOPMENT so long as the $300,000.00 reimbursement amount
authorized by this Agreement is not exceeded.
3.05 The DEVELOPER agrees to obtain required waivers and releases of claim of lien from
persons and firms performing work or providing services on or to the DEVELOPMENT,
and to provide such documents to the CRA,
3,06 Each request for reimbursement shall be submitted in detail sufficient for a proper
pre-audit and post-audit thereof by the CRA and the County Finance Director, and the
DEVELOPER shall provide backup documcntation as deemed necessary by the CRA.
3.07 Each request for reimbursement shall be accompanied by proof of payment to all
vendors for the amounts requested and by a statement in a form and content satisfactory
to the CRA that includes, but is not limited to copies of checks or check stubs, bank
statements associated with the checking account, general ledger entries, and such other
records and documents deemed necessary by the CRA to ascertain whether remittance to
the DEVELOPER is appropriate.
3.08 The DEVELOPER recognizes, acknowledges and agrees that the records and materials
associated with its activities with the DEVELOPMENT under this Agreement constitute
public records under the laws of the State of Florida and will be maintained, and access
provided, in accordance with the provisions of the law governing public records
3.09 The DEVELOPER shall, throughout the term of this Agreement, maintain its corporate
status in good standing and shall annually submit to the CRA a Certificate of Good
Standing issued by the Florida Department of State. The DEVELOPER shall also
annually submit to the CRA evidence of its continued eligibility to receive funding from
the CRA.
3.10 The Developer shall possess and maintain in a current and active status, all licenses,
permits, certificates and approvals necessary to undertake and complete the
DEVELOPMENT and the DEVELOPER shall comply with all permits, development
orders and approvals associated therewith.
SECTION IV.
CRA RESPONSIBILITIES
4.01 With respect to specific services to be provided to the DEVELOPER by the CRA under
the terms of this Agreement, services are deemed to include but shall not necessarily be
limited to those items described in the Paragraphs below.
4.02 The CRA agrees to assign a representative to the DEVELOPMENT during the term of
the Agreement so that the CRA may effectively coordinate with the DEVELOPER. In
this respect, the CRA agrees to require its representati ve or agent to attend regular
progress meetings as may reasonably be requested by the DEVELOPER.
4.03 Based upon the development schedule for the DEVELOPMENT, and provided that the
DEVELOPER is in full compliance with this Agreement, the FY 2009 Immokalee CRA
Trust Fund (Fund 186) budget will include the first of three payment commitments to this
project in the amount of $100,000.00; and, subsequently, the FY 2010 and FY 2011
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budgets will also be programmed to provide a $100,000.00 payment in each fiscal year,
not to exceed a total commitment of $300,000.00 The three annual $100,000.00 payments
will be paid on a reimbursement basis only, and all requests for payment of funds will be
accompanied by proof of payment by DEVELOPER to its contractors and/or
subcontractors as the case may be, as outlined herein.
4.04 In the event the CRA should desire that the DEVELOPER provide additional materials
and services in addition to those identified in Exhibit "B" and which would exceed the
contract sum of $300,000.00, supplemental agreement documents for this Agreement
must be issued by the CRA for said additional services, and shall be authorized in writing
signed by both the CRA representative and the DEVELOPER in compliance with the
then current County Purchasing Policy as adopted by the CRA.
4.05 The CRA shall regularly and periodically examine, with the DEVELOPER's
representative, requests for payment as submitted to the DEVELOPER by the
DEVELOPER's contractor to determine that the requests are proper for payment and are
consistent with the description of the work to be performed pursuant to Exhibit "B"
attached to this Agreement. This review process shall take place prior to making any
payments. When such requests are deemed to be in proper order the CRA shall certify, to
the best of its knowledge, that the quality and quantity of work performed is in
accordance with Exhibit "B" and shall transmit the requests for reimbursement, together
with all of the documents and materials required under Section III above to the County
Finance Director as part of the reimbursement process,
4,06 Within thirty (30) calendar days of the CRA and County Finance Director determining
that a payment request is sufficient, complete and accurate, the CRA shall remit to the
DEVELOPER, an amount equal to valid, verifiable and appropriate amount(s) previously
paid by the DEVELOPER to vendors and other parties performing services for the
DEVELOPER, associated with the DEVELOPER's responsibilities under this
Agreement.
4,07 The CRA's obligation to pay under this Agreement is contingent upon: I) the
DEVELOPER complying with all of the terms and conditions of this Agreement, and
applicable law; and, 2) the annual appropriation of the funds referenced in Paragraphs
4.03 and 4.04 herein by the CRA,
SECTION V.
INDEMNIFICA nON
5.01 To the extent permitted by Florida law, the DEVELOPER shall defend, indemnify and
save the CRA harmless from any and all claims, liability, losses and causes of actions
arising out of any act, error, omission, or negligence arising from or incident to its
performance under this Agreement. Neither party shall be responsible for any incident
arising from the sole negligence of the other.
This provision shall also pertain to any claims brought against the parties by any
employee of the named parties, any sub-contractor, or anyone directly or indirectly
employed by any of them.
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The parties' obligations under this provision shall be limited to the extent provided by
Florida law.
SECTION VI.
INSURANCE
6.01 The DEVELOPER shall maintain insurance coverage including general liability
insurance in the minimum amount of $1,000,000,00 per occurrence and statutory
workers' compensation insurance.
6.02 The General Liability Policy provided by the DEVELOPER and its agents to meet the
requirements of this Agreement shall name Collier County, Florida and the Collier
County CRA as additional insureds as to the operations of contractor under this
Agreement and shall contain a severability of interest provision.
SECTION VII.
REPRESENT A TIVES
For FLORIDA NON-PROFIT SERVICES, INC.:
Carl J. Kuehner
Chairman
Florida Non-Profit Services, Inc.
900 Broad Avenue South; #2C
Naples, Florida 34102
(239) 434-6001 phone
(239) 434-73 I 8 fax
retcik@aol.com
Sheryl Soukup
Executive Director
Immokalee Non-Profit Housing, Inc.
2449 Sanders Pine Circle
Immokalee, Florida 34142
(239) 657-8333 phone
(239) 657-8335 fax
inph@earthlink.nct
For COLLIER COUNTY CRA:
Penny Phillippi
Executive Director
Collier County Community Redevelopment Agency (Immokalee)
310 Alachua Street
Immokalee, Florida 34142
239.252.2310 w
239.285.7635 c
239.252,3970 f
PcnnvPhillippi@colliergov.nct
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Bradley Muckel
Project Manager
Collier County Community Redevelopment Agency (Immokalee)
310 Alachua Street
Immokalee, Florida 34142
239.252.5549 w
239.285.8720 c
239.252.6455 f
BradlevMuckel@Colliergov.net
SECTION VIII.
REIMBURSEMENT
8,01 Subject to the all of the terms, provisions and conditions of this Agreement, and subject
to DEVELOPER'S full and complete compliance with all of the terms and conditions of
this Agreement, the CRA agrees to reimburse the DEVELOPER up to the amount(s)
outlined in Paragraphs 4.03 and 4.04 above.
SECTION IX.
MISCELLANEOUS
9.01 If, due to circumstances beyond the DEVELOPER'S control, such as loss of funding, the
DEVELOPER is unable to complete the project, the DEVELOPER agrees that it shall
locate another non-profit organization to complete the project as soon as practicable
under the circumstances.
9.02 This Agreement shall be governed by the laws of the State of Florida. Any litigation
arising out of this Agreement shall be in the State court of appropriate jurisdiction in
Collier County, Florida, In the event any litigation is instituted to construe or enforce the
Agreement, each party shall be responsible for the payment of its own court costs and
other expenses, including reasonable attorney's fees,
9,03 It is understood that this Agreement shall be executed by all parties prior to the
DEVELOPER commencing with construction of any of the infrastructure and services
related thereto and as further described herein by Exhibit "B".
9.04 This Agreement contains the entire understanding between the parties and any
modifications to this Agreement shall be mutually agreed upon in writing by the
DEVELOPER and the CRA in compliance with the then current County Purchasing
Policy as adopted by the CRA,
9.05 This Agreement may not be assigned by the DEVELOPER without the express written
consent of the CRA, which consent may be withheld in the reasonable discretion of the
CRA.
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IN WITNESS WHEREOF, the parties have executed this Agreement on the date and year
first written above.
ATTEST:
DWIGHT E. BROCK, CLERK
COLLIER COUNTY COMMUNITY
REDEVELOPMENT AGENCY
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By~N
JIM LETT A, ChaIrman
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Approved as to form and legal sufficiency:
~Al' )'n, /l:U"Uh.,d
Mar] eM. Student-StIrlIng
Assistant County Attorney
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Phase. I
EXHIBIT A .
TO
COMMITMENT OF FUNDS AGREEMENT
FlorIda Non-Profit ServIces, Inc.
PHASE 1 . FUNDiNG SOURCES
USDA I Rural Development - Grant
USDA I Rural Development - Loan
Florida Housing Finance Corporation
Immokalee eRA
Miscellaneous Grants
TOTAL FUNDING SOURCES
PHASE 1 - USE OF FUNDS
CONSTRUCTION COST
J. Off-site
L New Rental Units
.'}, Recreational Amenities
Construction Costs_~u.."M at' I) 2.) 6: 3).
General Contractor Fee
TOTAL CONSTRUCTION COST
FINANCIAL COST
Construction Loan Interest
Construction Loan Origination Fee
Perm~nent Loan Origination Fee
TOTAL FINANCIAL COST
1
2/412009
$ 2,700,000
300,000
5,000,000
300,000
20,000
8,320,000
46,000
4,236,435
50,000
4,332,435 .
425,000
4,757,435
160,000
50,000
210,000
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Phase I
GENERAL DEVELOPMENT COST
Accounting ,
Appraisal
Architect's Fee - Design
Architect's Fee - Supervision
Builder's Risk Insurance
Building Permit
eloslng Costs - Construction Loan
eloslng Costs - Permanent Loan
Engineering Fees
Environmental Report
Environmental Fees
Impact Fees
Inspection Fees
Insurance
Legal Fees
Market Study
Marketing I Advertising
SAIL Fees
Soil Test Report
Survey
Title Insurance
Utility Connection Fee
10,000
7,500
.40,000
5,000
25,000
99,000
50,000
67,500
15,000
43,920
781,870
16,875
10,000
20,000
7,500
25,000
65,000
3,400
40,000 '
20,000
TOTAL GENERAL DEVELOPMENT COST
1,352,565
6,320,000
,1,000,000
1,000,000
$ 8,320,000
DEVELOPMENT COST
DEVELOPER'S FEE
TOTAL LAND COST
TOT AL PHASE 1 COST
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EXHIBIT B
TO
COMMITMENT OF FUNDS AGREEMENT
Florida Non-Profit Services, Inc.
SITE WORK (Schedule A)
DESCRIPTION
QTY
A-l Clearing and Grubbing 7,0
A-2 Excavation (portion of lake on site) 51,000
A-3 Fill Haul, Spread, Shape, & Compact In Place (on-site) 1
A-4 Bahia Sod (lake banks), seed and mulch open spaces 1
A-5 Erosion Control.Silt Fence 2,100
A-5 Testing Services 1.0
A-7 Demolish existing driveways and existing pipe removal 1.0
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2/4/2009
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UNIT COST TOTAL
AC $ 1,150 $ 8,050
CY $ 3.00 $ 153,000
LS inc,
LS Inc.
LF $ 2.50 $ 5,250
LS $ 2,000 $ 2,000
LS $ 2,000 $ 2,000
SITE WORK SUB-TOTAL: $ 170,300
DRAINAGE SYSTEM (Schedule B)
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DESCRIPTION QTY !lli!I COST TOTAL
8.1 Control Structure 0 EA $ $
8-2 lS"RCP 40 LF $ 38 $ 1,520
8.3 18"RCP 205 LF $ 46 $ 9,430
B-4 24" RCP 368 LF $ 50 $ 22,080
B-S 30" RCP 284 LF $ 80 $ 22,720
B-6 Valley Gutter Throat Inlet 4 EA $ 3,000 $ 12,000
B.7 Headwalls 3 EA $ 1,500 $ 4,500
B-8 Mitered End 4 EA $ 1,200 $ 4,800
B-9 Regrade roadside swale at entrance 1 LS $ 2,000 $ 2,000
B-10 Clean-up of drainage system & Inspection 1 LS $ 1,000 $ 1,000
B.l1 Grade Drainage Swale along Property Line 1 LS $ 2,000 $ 2,000
DRAINAGE SYSTEM SUB-TOTAL: $ 82,050
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SANITARY SEWAGE COLLECTION SYSTEM (Schedule C)
UNIT
DESCRIPTION QTY UNIT COST TOTAL
C-1 Connectln to sewer line including manhole, open-cut
and restoration 1 EA $ 5,000 $ 5,000
C-2 8" PVC Sanitary Sewer (0-6' Cut) 552 LF $ 45 $ 24,840
C-3 8" PVC Sanitary Sewer (6-8' Cut) 316 LF $ 50 $ 15,800
C-4 Manhole 4' Diameter (0-6' Cut) EA $ 3,000 $ 3.000
C-5 Manhole 4' Diameter (6-8' Cut) 2 EA $ 4,000 $ 8,000
C-6 6" Single Sewer Service 3 EA $ 1,500 $ 4,500
C-7 Television Inspection (Preliminary & Final) 868 LF $ 5 $ 4,340
SANITARY SEWER SUB.TOTAL: $ 65,480
WATER DISTRIBUTION SYSTEM (Schedule 0)
UNIT
DESCRIPTION QTY UNIT COST TOTAL
0-1 Single Watar Service 3 EA $ 1,000 $ 3,000
0-2 Fire Service incl 2-in connections, FOC and
backflow preventer 3 EA $ 2,000 $ 6,000
0-3 Water Main Connection (cut-in) including AC
pipe removal 1 EA $ 2,000 $ 2,000
D-4 8" PVC Water Main (CL 150) 1085 LF $ 22 $ 23,870
D-4-A 8" PVC Water Main (CL 150) (Imm, Drive) 1187 LF $ 22 $ 26,114
0-5 Directional Bore 30 LF $ 100 $ 3,000
0-6 8" Gate Valve wI Box 4 EA $ 1,400 $ 5,600
0-7 Fire Hydrant (Complete Assembly) 4 EA $ 3,500 $ 14,000
0-8 Connect existing services and hydrants
along Imm Dr per plans 1 LS $ 5,000 $ 6,000
0-9 Air Release Valve 1 EA $ 1,500 $ 1,500
0-10 Hydrant Bollards 4 EA $ 500 $ 2,000
D-11 Abandon existing AC Water Main along Imm Dr, 1 LS $ 2,000 $ 2,000
POTABLE WATER SUB-TOTAL: $ 94,084
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ONSITE ROADWAY CONSTRUCTION (Schedule E)
UNIT
DESCRIPTION QTY UNIT COST TOTAL
E-1 Valley Gutter 2125 LF $ 13 $ 27,625
E-2 Type "0" Curb 905 LF $ 16 $ 14,480
E.3 1 1/2" Asphallic Concrete (Type S-III) (1st 11ft only) 7,433 SY $ 3.30 $ 24,529
E-3-A 2" Asphaltic Concrete (Type S-I) (turn lane) 367 SY $ 4,25 $ 1,560
E-3-B 1" Asphaltic Concrete (Type S-III) (turn lane) 367 SY $ 2.75 $ 1,009
E-4 6" Limerock Base (compacted and rpimed) 7,433 SY $ 12 $ 89,196
E-5 12" Stabilized S ubgrade 8,500 SY $ 6 $ 51,000
E-6 5' Concrete Sidewalk 1500 SY $ 25 $ 37,500
E-6 Signing & Pavement Markings (inct along Imm Drive) 1 LS $ 2,000 $ 2,000
E-9 Sodding (sod strip behind curb) 540 SY $ 1,50 $ 810
E-l0 Install 4" diameter x 35' long conduit 2 EA $ 350 $ 700
E-l1 Install 2" diameter x 40' long conduit (developer use) 2 EA $ 275 $ 550
E-12 Construct handicap ramps 6 EA $ 500 $ 3,000
E-13 Pavement Restoration along Imm Dr for water main ex!. 1 LS $ 3,000 $ 3,000
ON51TE ROADWAY SUB-TOTAL: $ 256,959
SCHEDULE SUMMARY
PHASE I
SCHEDULE "A" Site Work $ 170,300
SCHEDULE "B" Drainage System $ 82,050
SCHEDULE "C" Sanitary Sewage Collection System $ 65,480
SCHEDULE "0" Water DIstribution System $ 94,084
SCHEDULE "E" Onslte Roadway Construction $ 256,959
TOTAL $ 668,873
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