Backup Documents 06/22/2021 Item #11E r-7 - ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1 1 E
IaTO 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 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 I`
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete wi
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. County Attorney Office County Attorney Office 7 `\�0 �lb1 q'13 'l '
2. BCC Office Board of County
Commissioners , J S 7
-13))
3. Minutes and Records Clerk of Court's Office W/3/2,1 /0,7rS—
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 addressees
above,may need to contact staff for additional or missing information.
Name of Primary Staff c Phone Number
Contact/ Department �\ - v1 570
Agenda Date Item was ` Agenda Item Number
Approved by the BCC ` 1 I ' E
Type of Document (� Number of Original
Attached - -��- Documents Attached
PO number or account
number if document is AC hed
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. (I tial) 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, * 1 N/A
provide the Contact Information(Name;Agency;Address; Phone)on an attached sheet. I"
3. Original document has been signed/initialed for legal sufficiency. (All documents to be
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 1) 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
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 �J
signature and initials are required. I /
7. In most cases(some contracts are an exception),the original document and this routing slip Y
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 above date and all changes made during N/A is not
the meeting have been incorporated in the attached document. The County an option for
Attorney's Office has reviewed the changes,if applicable. this line.
9. Initials of attorney verifying that the attached document is the version approved by the N/A is not
BCC,all changes directed by the BCC have been made,and the document is ready for the i) an option for
Chairman's signature. this line.
Ida 64And CON -fie QffliJ 2el '-
o )
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05; 11/30/12
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MEMORANDUM
Date: July 20, 2021
To: Jennifer Leslie, Operations Coordinator
Corporate Business Operations
From: Teresa Cannon, Deputy Clerk
Minutes & Records Department
Re: Economic Development Agreement
Attached for your records is one (1) recorded copy of the document as referenced
above, (Item #11E) adopted by the Board of County Commissioners on Tuesday,
July 13, 2021.
The original is being held in the Minutes & Records Department as part of the
Official Records.
If you have any questions, please feel free to contact me at 252-8411.
Thank you.
Attachment
INSTR 6095922 OR 5982 PG 541
RECORDED 7/15/2021 1 34 PM PAGES 9
CLERK OF THE CIRCUIT COURT AND COMPTROLLER
COLLIER COUNTY FLORIDA
Prepared by: R E C$78.00 This space for recording
Jeffrey A.Klatzkow
County Attorney
3299 Taniaml Trail East,Suite 800
Naples,FL 34112
ECONOMIC DEVELOPMENT AGREEMENT
This Economic Development Agreement (hereinafter referred to as "Agreement") is
entered into this 22.11 day of a , 2021, by and between Collier County, a political
subdivision of the State of Florida, through its Board of County Commissioners (hereinafter
referred to as the "County"), and GWR Naples LLC, a Delaware limited liability company
(hereinafter referred to as "Great Wolf'), whose address is do Great Wolf Resorts, Inc., 350 N.
Orleans St., Suite 10000B, Chicago, IL 60654.
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 finance or refinance the cost of capital projects for industrial or manufacturing
plants, leasing or conveying real property, 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, Great Wolf is in the process of acquiring property to build a Great Wolf Lodge
(hereinafter the"Facility")within the Interchange Activity Center No. 9 Innovation Zone, which
Facility and parcel is identified in Exhibit A. The Interchange Activity Center 9 Innovation Zone
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is comprised of Activity Center No. 9, as defined in the Future Land Use Element of the Collier
County Growth Management Plan, together with additional adjacent vacant industrial land, as
graphically described in Exhibit A of Ordinance 2018-39; and
WHEREAS, it is anticipated that Great Wolf will be hiring hundreds of employees for this
facility; and
WHEREAS, the Board expressly finds that the development and opening of this Facility
(the"Project")will result in substantial economic benefits to the County, including but not limited
to the creation of hundreds of jobs and a net increase to the County's tax base.
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. In recognition of the mutual desire of Great Wolf and the County to continually
enhance the capabilities and success of area hospitality training and education to create long-term
benefits for the local hospitality industry, Great Wolf will fund a program that delivers grants to
area universities, colleges, and/or schools to enhance and benefit hospitality job training or
education programs specifically in the areas of culinary arts, maintenance/engineering, and/or
guest services. Great Wolf's funding commitment for the program will be $500,000 in the
aggregate within a ten-year period, which period may begin in Great Wolf's discretion, provided
Great Wolf shall have delivered at least $50,000 of the funding commitment no later than the one
year anniversary of opening the Facility to the public. Great Wolf may satisfy all or any portion
of the funding commitment by either delivering funds directly to one or more area universities,
colleges, and/or schools, or by delivering the grant funds described herein to the County for further
distribution to area universities, colleges and/or schools, which distribution and allocation shall be
determined by the County so long as consistent with the use of funds described in this Section 2.
3. In recognition of the mutual desire of Great Wolf and the County to create a tourism
destination area of which the Project will be a key component among others, Great Wolf will
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provide a payment to the County within thirty (30) days following Great Wolf's receipt of a
Certificate of Occupancy (either temporary or final)for the Project that covers substantially all of
the Project for consumer occupancy. Such payment shall be (A) dedicated for use by the County
to design and build an amenity located outside of the Facility parcel and between the Project and
the nearby sports complex that serves as a transition area to tie together the two facilities (the
"Transition Amenity"), and(B)equal to the amount the County separately commits to funding the
design and construction of Transition Amenity, provided Great Wolf's maximum matching
amount to pay to the County under this Section 3 shall be $200,000 even if the County separately
commits funds in excess of that maximum amount.
4. The Board hereby agrees to assist Great Wolf with this Project with grants during
the construction phase of the Facility totaling $9 million as follows:
A. $2.0 million paid to Great Wolf upon commencement of mass earthwork on the parcel,
which commencement must occur no later than August 31, 2023 for Great Wolf to
receive full payment of this portion of the grant except in the event of an Excused
Delay. Should mass earthwork commence after August 31, 2023 (as such date may be
extended by an Excused Delay), the County will reduce this portion of the Grant by
$50,000 for each full calendar month by which commencement of mass earthwork is
delayed beyond such date. Payment of the $2.0 million may be in the form of an offset
against permit, impact or other fees that would otherwise be charged by Collier County
to Great Wolf in the ordinary course and at the ordinary rates as part of the Project;
provided, however, to the extent the aggregate total of all such offset fees incurred as
of the commencement of mass earthwork or that are finalized and to be incurred within
six months thereafter is less than $2.0 million as of the commencement of mass
earthwork, Collier County shall make payment of such difference to Great Wolf no
later than commencement of mass earthwork.
B. $3.0 million paid to Great Wolf upon the Project's Architect of Record certifying that
the Project's schedule is at least 50% completed (the "Architect Certification").
Payment of all or a portion of the $3.0 million may be in the form of an offset against
permit, impact or other fees that would otherwise be charged by Collier County to Great
Wolf in the ordinary course and at the ordinary rates as part of the Project; provided,
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however, to the extent the aggregate total of all such offset fees incurred as of the
Architect Certification that have not previously been offset against payment owed by
the County under Section 4.A. herein is less than $3.0 million as of the Architect
Certification, Collier County shall make payment of such difference to Great Wolf no
later than thirty days following its receipt of the Architect Certification.
C. $4.0 million paid to Great Wolf upon issuance of a Certificate of Occupancy (either
temporary or final shall vest Great Wolf's right to the payment) for the Project that
covers substantially all of the Project for consumer occupancy. A Certificate of
Occupancy must be issued no later than February 28, 2026 except in the event of an
Excused Delay. Should a Certificate of Occupancy not be issued on or before February
28, 2026 (as such date may be extended by an Excused Delay), the County will reduce
this portion of the Grant by $50,000 for each full calendar month by which issuance of
a Certificate of Occupancy is delayed beyond such date.
Time is of the essence with respect to the above payment schedule. All payments are
conditioned on Great Wolf remaining current on all local taxes.
As used herein, "Excused Delay" shall mean a delay or closure related to or arising out of
any war, terrorism or the imminent threat thereof, insurrection, civil commotion, riots, labor
disputes,the inability to secure adequate financing on commercial terms acceptable to Great Wolf,
strikes, lockouts, embargoes, hurricanes or named windstorms, unusual weather, fire, casualty,
pandemic, epidemic, quarantine, any other public health restrictions or public health advisories,
disruption to local, national or international transport services, governmental restrictions, any
rationing of public services or utilities, or litigation brought on by a third party (but only to the
extent performance is enjoined by a court of competent jurisdiction as a result of such litigation),
unavoidable casualties, other causes beyond the reasonable control of Great Wolf, or any
unreasonable condition or delay by the County in providing any required approval or permit
necessary for the Project, including, without limitation, authorization for commencement of mass
earthwork or issuance of a Certificate of Occupancy.
5. The Board hereby agrees to assist Great Wolf with this Project during the
operational phase with grants totaling$2.0 million per year for a total of three years, with the first
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installment due upon the first anniversary of the opening of the Facility to the public and the next
two installments due on each anniversary thereof for the subsequent two years.
6. This Agreement is personal to Great Wolf, shall constitute a lien on the property
(provided such lien shall be subordinate to any and all other security interests placed on the
property), and cannot be assigned or transferred by Great Wolf without the prior written consent
from the County other than as provided in this Section 6. Great Wolf may transfer its rights and
obligations pursuant to this Agreement without the consent of the County to: (A) any affiliate of
Great Wolf; (B) any lender as part of a collateral assignment thereto; and (C) upon prior written
notice to County (so long as such notice is not prohibited under any applicable confidentiality
obligations of Great Wolf), any assignee of Great Wolf's interest in this Agreement that agrees to
assume all rights and obligations of Great Wolf hereunder. Any change of control of Great Wolf
that does not cause Great Wolf to transfer its direct ownership rights in the Project shall not require
consent of the County.
7. Unless extended by the County, this Agreement will be in substantial breach upon:
(a) Great Wolf's submission for a building permit application with drawings that do not
substantially conform to the specifications of the Facility as described herein. Upon the County's
determination that the submitted drawings do not substantially conform to the specifications of the
Facility as described herein, Great Wolf shall have 90 days from the County's written demand to
submit revised drawings that substantially conform to the specifications of the Facility as described
herein following the County's reasonable determination that the drawings do not so conform, and
upon Great Wolf's failure to do so as reasonably determined by the County, this Agreement shall
terminate unless Great Wolf is actively contesting the County's determination that the drawings
are non-conforming; or
(b) the failure by Great Wolf to open the Facility by February 28, 2026, as such date may
be extended to the extent of an Excused Delay. Upon such a breach, all prior payments must be
repaid to the County within 180 days from the County's written demand, and any future payments
will become void; or
(c)the closure of the Facility for 12 or more consecutive months within 10 years from the
issuance of the final Certificate of Occupancy except in the case of a closure attributable to an
Excused Delay. Upon such a closure, all grants paid under this Agreement must be repaid to the
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County within 30 days from the County's written demand, which amount will reduced by 10%for
each and every full year the Facility is open following the issuance of the final Certificate of
Occupancy; or
(d) the failure of Great Wolf to fully fund the grant program described herein at Section 2
by the expiration of the ten-year period described therein; provided, however, Great Wolf shall not
be in substantial breach of this Agreement for such failure unless and until its aggregate
commitment remains less than fully funded for more than ninety days following the County's
written notice of its determination that Great Wolf has failed to timely fund its aggregate
commitment.
Legal Matters
8. 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. All notices and other
communications required or permitted hereunder shall be in writing and shall be sent by Certified
Mail,return receipt requested,or by a nationally recognized overnight delivery service,and addressed
as follows:
To County: To Great Wolf:
Collier County do Great Wolf Resorts, Inc.
Harmon Turner Building 350 N. Orleans St., Suite 10000B
3299 Tamiami Trail E., Suite 200 Chicago, IL 60654
Naples, Florida 34112 Attn: Development Department
Attn: County Manager Phone: (708) 967-3300
Phone: (239) 252-8383
Facsimile: (239) 252-4010
Notice shall be deemed to have been given on the next successive business day to the date of
the courier waybill if sent by nationally recognized overnight delivery service.
9. 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
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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.
10. 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.
11. This Agreement shall be governed by the laws of Florida. 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.
12. Great Wolf 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. The County shall pay all costs of recording this Agreement. The County shall
provide a copy of the recorded document to Great Wolf upon request.
13. In the event of a dispute under this Agreement, either party may file an action for
relief in the Circuit Court of Collier County as the sole and exclusive venue for any dispute arising
under this Agreement to enforce the terms of this Agreement, said remedy being cumulative with
any and all other remedies available to the parties for the enforcement of this Agreement,with the
prevailing party entitled to all costs and expenses associated with such suit, including reasonable
attorney's fees.
[Signature Page Follows]
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IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and
year first above written.
ATTEST. ,
Crystal'K.fOri41,%erk of Courts BOARD OF COUNTY COMMISSIONERS
' "' COLLIE LINTY, FLORIDA
u,
;, irl By:
'•'', aS 0` al s, Deputy Clerk enny Ta or, Ch an
..y-
Apprav . -1 r and legality:
r
Jeffrey �rr�K1 zkow, County Attorney
Y
AS TO GWR NAPLES LLC
Signed, seal 72_
By:
Signature '
'Z").1 e,„P/L, i. 3Gc Cy,()5e �
Printed Name
vi cQ Pvt, tcle tAt povrip.s.tIc_. .r,..).ev.e00 ip t/y1 o 4
Title
STATE OF L
COUNTY OF Lc,I(p
The foregoing Agreement was acknowledged before me by means of e-physical presence
or o online notarization this t b day o,f,� �i' ..Q , 2021, by
-VCc\ J. `J(:.CGI)Sc,," (name),uP pu neahi`c 0, titl ) on behalf of GWR Naples LLC,
who is o personally known to me or Elias produced P i\JCc (,1.CQ,.Yl;e_ as proof of
identity.
0 e "loirmiloi. liii ' M (:0 ;(712 ---
L Si na e of Person TakingAcknowledgment
STEPHANIE CHRISTENSON g g
Notary Pablic,State Of Illinois
My Commission Expires June 18, 2023
Commission W .^^c,'t7
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EXHIBIT A
DESCRIPTION OF FACILITY AND PARCEL
FACILITY:
A Great Wolf Lodge branded resort including 500 rooms with an indoor water park, outdoor
pool, entertainment, restaurants, arcades, attractions, and meeting space, which amenities may be
open to use for both hotel guests and daily visitors (provided, County acknowledges that space
and amenities within the Facility may be repurposed from time to time based upon market
conditions and changes in guest profile at the discretion of Great Wolf).
PARCEL:
Lot 10 as shown on the Plat of CITY GATE COMMERCE PARK, PHASE THREE REPLAT
NO. 5 PLAT, recorded in Plat Book b%, Page d5 through a6,Public Records, Collier County,
Florida.
ALL THAT PART OF LOT 10 OF CITY GATE COMMERCE PARK PHASE THREE REPLAT
NO. 4 AS RECORDED IN PLAT BOOK 68, PAGES 69 THROUGH 73 OF THE PUBLIC
RECORDS OF COLLIER COUNTY, FLORIDA, BEING DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 10 RUN N89°13'00"E ALONG
THE NORTHERLY LINE OF SAID LOT 10 FOR A DISTANCE OF 276.16 FEET TO A POINT
OF CURVATURE;
THENCE 486.04 FEET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A
RADIUS OF 4,915.00 FEET,A CENTRAL ANGLE OF 05°39'57" AND A CHORD DISTANCE
OF 485.84 FEET, BEARING S87°57'00"E TO A POINT OF REVERSE CURVATURE;
THENCE 510.46 FEET ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS
OF 5,162.00 FEET, A CENTRAL ANGLE OF 05°39'57" AND A CHORD DISTANCE OF
510.25 FEET, BEARING S87°57'00"E TO A POINT OF TANGENCY;
THENCE N89°13'01"E FOR A DISTANCE OF 56.70 FEET;
THENCE LEAVING SAID LINE S00°47'00"E FOR A DISTANCE OF 633.98 FEET;
THENCE S89°13'01"W FOR A DISTANCE OF 1326.18 FEET TO THE WEST LINE OF SAID
LOT 10;
THENCE ALONG SAID LINE N00°54'49"W FOR A DISTANCE OF 683.20 FEET TO THE
POINT OF BEGINNING;
THE ABOVE DESCRIBES AN AREA OF APPROXIMATELY 879,099 SQUARE FEET OR
20.18 ACRES OF LAND.
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