Resolution 2023-179 RESOLUTION 2023- 1 7 9
A RESOLUTION OF THE COLLIER COUNTY BOARD
OF COUNTY COMMISSIONERS AMENDING
RESOLUTION 2008-329, AS AMENDED, RELATING TO
THE STEWARDSHIP SENDING AREA WITH A
DESIGNATION AS "CLH & CDC SSA 15", BY
APPROVING THE EXTENSION OF CERTAIN DATES TO
NOVEMBER 18, 2025 IN THE AMENDED AND
RESTATED STEWARDSHIP SENDING AREA CREDIT
AGREEMENT AND AMENDED AND RESTATED
ESCROW AGREEMENT FOR CLH SSA 15
WHEREAS, on November 18, 2008, by Resolution No. 2008-329, the Board of
County Commissioners ("Board") created a Stewardship Sending Area with a designation
of"CLH & CDC SSA 15" and entered into a Credit Agreement, Easement Agreement
and Escrow Agreement with Collier Land Holdings, Ltd. and CDC Land Investments,
LLC; and
WHEREAS, on September 10, 2013, by Resolution No. 2013-200, the Board
approved an amendment to the Credit Agreement and Easement Agreement to extend
certain dates by one (1)year; and
WHEREAS, on September 23, 2014, by Resolution No. 2014-187, the Board
approved the Second Amendments to Credit Agreement and Easement Agreement, which
Second Amendments extended the date by which the SSA 15 Stewardship Credits must
be exchanged for development of Rivergrass Village Stewardship Receiving Area to
November 18, 2017; and
WHEREAS, on October 10, 2017, by Resolution No. 2017-185, the Board
approved the Third Amendments to Credit Agreement and Easement, which Third
Amendments extended the exchange date to November 18, 2020; and
WHEREAS, on January 28, 2020, by Resolution No. 2020-25, the Board of
County Commissioners approved an amendment to CLH & CDC SSA 15 removing 5.6±
acres from the SSA, redesignating 5,253.4± acres as CLH & CDC SSA 15, removing
additional land use layers, providing restoration credits, establishing the number of
stewardship credits generated by the Amended and Restated Credit Agreement, Amended
and Restated Easement Agreement and Amended and Restated Escrow Agreement, and
extending the exchange date to November 18, 2023 (the Fourth Amendment); and
WHEREAS, Collier Land Holdings, Ltd., represented by Richard Yovanovich,
Esquire of Coleman, Yovanovich and Koester PA requested an extension of certain
[23-LDS-00287/1813295/1]6
SSA#15 Extension INSTR 6467021 OR 6298 PG 1743
8/31/23 Page 1 of 2 RECORDED 10/20/2023 9:39 AM PAGES 9
CLERK OF THE CIRCUIT COURT AND COMPTROLLER
COLLIER COUNTY FLORIDA
REC$78.00
timeframes to November 18, 2025 in the Amended and Restated Credit Agreement and
Amended and Restated Escrow Agreement; and
WHEREAS, the Board of County Commissioners agrees to the requested
extension.
NOW, THEREFORE, be it resolved by the Board that:
1. The First Amendment to the Amended and Restated Credit Agreement for CLH SSA
14, attached hereto as Exhibit 1, is hereby approved.
2. The First Amendment to Amended and Restated Escrow Agreement for CLH SSA
14, attached hereto as Exhibit 2, is hereby approved.
M V�THIS RESOLUTION ADOPTED this / u C.day of2020,
after a Motion, seconded, and majority vote favoring same.
ATTEST: BOARD OF COUNTY COMMISSIONERS
CRYSTAL K. KINZEL, CLERK COLLIER COUNTY, FLORIDA
• By: (-7211 ).
A eS as ' , eputy Clerk Rick LoCastro, Chairman
signature only.
Approved as to form and legality:
A-- v
eidi Ashton-Cicko A'
Managing Assistant County Attorney
Exhibits:
Exhibit 1 —First Amendment to Amended and Restated Stewardship Sending Area Credit
Agreement (Fifth Amendment to Original Credit Agreement)
Exhibit 2 — First Amendment to Amended and Restated Stewardship Sending Area
Escrow Agreement (Fifth Amendment to Original Escrow Agreement)
[23-LDS-00287/1813295/1]6
SSA#15 Extension
8/31/23 Page 2 of 2
Exhibit 2
FIFTH AMENDMENT TO
ESCROW AGREEMENT
(CLH & CDC SSA 15)
THIS FIFTH AMENDMENT TO ESCROW AGREEMENT ("Amendment") is made as
of the ( day of Oc-iflJ- , 2023, by and between COLLIER COUNTY, a political
subdivision of the State of Florida ("County"), Collier Land Holdings, Ltd/. A Florida Limited
Partnership ("CLH"), CDC Land Investments, LLC, a Florida Limited Liability company
("CDC"), Gargiulo, Inc., a Foreign Profit Corporation ("Gargiulo"), hereinafter individually and
jointly referred to as"Owner,"and COLEMAN,YOVANOVICH&KOESTER,P.A.(the"Escrow
Agent"). The County, CLH, CDC, and Escrow Agent are collectively referred to herein as the
"Parties".
RECITALS
WHEREAS, Collier County, CLH and ESCROW Agent's Successor entered into an
Escrow Agreement on November 18, 2008, as subsequently amended, pertaining to the
Stewardship Sending Area designated as CLH& CDC SSA 15 ("Escrow Agreement"); and
WHEREAS, on September 10, 2013, the County, by Resolution No. 2013-200, approved
the First Amendment to the Escrow Agreement to extend certain dates by one (1) year; and
WHEREAS, on September 23, 2014, the County, by Resolution No. 2014-187, approved
the Second Amendment to Escrow Agreement, which Second Amendment extended the date by
which CLH must deliver certain approvals to Escrow Agent to November 18, 2017 ("Deadline");
and
WHEREAS, on October 10, 2017,the County,by Resolution No. 2017-185, approved the
Third Amendment to Escrow Agreement which Third Amendment extended the Deadline to
November 18, 2020; and
WHEREAS, on January 25, 2020, the County approved an amendment to CLH & CDC
SSA 15 removing 5.6± acres from the boundary, re-designating 5,253.4± acres as CLH & CDC
SSA 15, removing additional land use layers, providing restoration credits, and establishing the
number of stewardship credits generated CLH & CDC SSA 15 by amending and restating the
Escrow Agreement(the Fourth Amendment)and thereby extending the Deadline to November 18,
2023; and
WHEREAS,due to the complexity of the regulatory regime and the multiple governmental
and quasi-governmental actors involved in such approvals, the Parties desire to extend the
Deadline, as more particularly set forth herein.
Page 1 of 7
(words stuck thru are deleted and words added are underlined)
AGREEMENTS
NOW, THEREFORE in consideration of the mutual promises and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties
hereto agree as follows:
1. The above recitals are true and correct and incorporated herein by reference.
2. Paragraph 3 of the Escrow Agreement is amended to read as follows:
3. The Escrow Agent shall deliver the original Documents to the County for
recording in the public records of Collier County within thirty (30) days of
presentment of the following by CLH and CDC:
a. An approved SRA for the Rivergrass Village SRA which requires the
exchange of Stewardship Credits from CLH & CDC SSA 15 for the
additional residential and non-residential entitlements; and
b. All necessary final and non-appealable development orders, permits, or
other discretionary approvals necessary to construct the Rivergrass Village
SRA consistent with the provisions of Section 4.08.07 of the Collier County
Land Development Code; and
In the event the approvals referenced above are not delivered to the Escrow Agent
on or before November 18,2023 November 18, 2025,this Escrow Agreement shall
terminate and the original Documents shall be returned to CLH, CDC, and
Gargiulo. If a challenge and/or appeal of a necessary development order, permit or
other discretionary approval are filed, CLH, CDC, and County may elect to extend
the Escrow Agreement by written agreement until the challenge or appeal is finally
resolved. If the challenge or appeal is not resolved such that the construction may
commence under terms acceptable to CLH and CDC, CLH and CDC may, within
180 days of the final disposition of the challenge or appeal terminate this Escrow
Agreement.
3. Except as amended herein,the amended and restated Escrow Agreement dated January
28, 2020 remains in full force and affect.
4. Executed counter-part copies of the original of this document shall be treated as if the
originals were so executed and shall bind the executing party and shall have the same
force and effect as the original. Execution of this Agreement by facsimile shall be
treated as an original.
Page 2 of 7
(words st, ti are deleted and words added are underlined)
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by
their duly authorized officers or representatives and their official seals hereto affixed the day and
year first written above.
ATTEST: BOARD OF COUNTY COMMISSIONERS
CRYSTAL K. KINZEL, CLERK COLLIER CO
Y, FLORIDA
f l ug Alt.04,(44 � By: / '
y ,.,Att@St as to
D ut Cleric..,Attest S Rick LoCastro, Chairman
r mature only.
Approved as to form and
Legal sufficiency:
H idi Ashton-Cicko, Managing Assistant County Attorney
Signatures continue on the following pages.
Page 3 of 7
(words stuck thru are deleted and words added are underlined)
WITNESS: COLLIER LAND HOLDINGS, LTD.
/1"/L1--- a Florida Limited Partnership
By: Patrick L. Utter,Vice President of
(Signature) Tarpon Blue CE Management, LLC
A Delawar li ited 1' bility co p
A,G.,b`11 jecisL it's Ge
(Print full name) By:
Printed Name:
L tileliV1 /D
Title: V Ice,Tireicte,int
( ignature)
DiWa411-14101(041111, taratec
(Print full name)
STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Amendment to the Stewardship Sending Area Credit Agreement was executed
before me by means of ✓ physical presence or online notarization this 1 day of
gttel1'1bek' , 2023, by * it , as VALE/ of
Tarpon Blue CE Management LLC, the general partner of Collier Land Holdings, Ltd., a Florida
limited partnership, said person being personally known to me.
ed197(
I-?
LAUREN TAYLOR CLARICE MORALES . Notary Public ,�y�(�
* Commission#NH 261093 Name: 14 00.0- Ur L'C k e moyAK
"'toad`'� Expires May 4,2026 Certificate No.
My Commission expires:
Page 4 of 7
(words stuck thru are deleted and words added are underlined)
WITNESS: CDC Land Investments, LLC,
a Florida Limited Liability Company,
By: Tarpon Blue CE Management,LLC.
(Si nature) a Delaware limited liabiany,
/4 it' r(Print full name) f�'InPatrick L. Utter,Vice Presen cloU� t wU
(Signature)
tjaike)41-6 or *fa Mo1Zti6
(Print full name)
STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Amendment to the Stewardship Sending Area Credit Agreement was executed
b fore me by means of ✓ ph sical presence or online notarization this 10''day of
Witr , 2023, by a6 , as vic@ pmviem't of
Tarpon Blue CE Management LLC,the manager of CDC Land Investments, LLC, a Florida
limited liability company, said person being personally known to me.
*PAIA&CeetiktifkAV
rotary Public
=:iv'•'"�V: LAUREN TAYLOR CLARKE MORALES l ��10� 4 r'gg �et
Name: "'�','J "�'^
Commission#HH 261093
•14'�Foo?: Expires May 4,2026
Certificate No.
My Commission expires:
Page 5 of 7
(words,tuck thru are deleted and words added are underlined)
WITNESS: GARGIULO, INC.
a Foreign Profit Corporation
t � '
(Signature) By: 1
) ,
_ Printed ame: ' , ,.
N` '-` c...,•.�-& - 1�1��T-- Title: -t"
(Print full name)
(Signature)
Ida L1 2c.tf i G
(Print full name)
STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Amendment to the Stewardship Sending Area Credit Agreement was executed
before me by means of physical presence or online notarization this I►-I-Wday of
Sep4 r be,f , 2023, by liVlich4e I u..) S LA14irn , as Presiden-t ) CE6 of
Gargiulo, Inc., said person being personally known to me.
00111111111ok C.J
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- Jo ce .D. LD��111_S
4 N• Nam
►•. -
z�.z +ossaa7 *s Certificate No.
09��dyeo' 0,y.=� My Commission expires:02)2 ./2s
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Page 6 of 7
(words stack thr-ti are deleted and words added are underlined)
ESCROW AGENT:
COLEMAN, YOVANOVICH&KOESTER, P.A.
---P.s. -
By: Richard D. Yovanovich, Esq.
Its: v'•.A. Pr.-•3 -ctc,4
Date: `ZlI% 114,4.5
Page 7 of 7
(words stuck thru are deleted and words added are underlined)
Exhibit 1
FIFTH AMENDMENT TO
STEWARDSHIP SENDING AREA CREDIT AGREEMENT
(CLH & CDC SSA 15)
THIS FIFTH AMENDMENT TO STEWARDSHIP SENDING AREA CREDIT
AGREEMENT (hereinafter referred to as the "Amendment") is made and entered into this /0
day of £C fp6t,l , 2023, by and between COLLIER COUNTY, a political subdivision of the
State of Florida,hereinafter referred to as"County,"whose mailing address is the Harmon Turner
Building, 3299 East Tamiami Trail, Naples, Florida 34112, and Collier Land Holdings, Ltd. a
Florida Limited Partnership ("CLH")whose mailing address is 999 Vanderbilt Beach Road, Suite
507, Naples, Florida 34108, CDC Land Investments, LLC, a Florida Limited Liability Company
("CDC"), and Gargiulo, Inc., a Foreign Profit Corporation ("Gargiulo") whose mailing address is
15000 Old U.S. 41 North, Naples, Florida 34110, hereinafter individually and jointly referred to
as "Owner" for the purposes of extending certain dates.
WITNESSETH:
WHEREAS, the County and Owner entered into a Stewardship Sending Area Credit
Agreement ("CLH & CDC SSA 15") on November 18, 2008 ("Agreement") and Collier County
adopted Resolution No. 2008-329; and
WHEREAS, on September 10, 2013, by Resolution No. 2013-200, the County approved
an amendment to the Agreement to extend certain dates by one (1)year; and
WHEREAS, on September 23, 2014, by Resolution No. 2014-187, the County approved
the Second Amendment to Agreement, which Second Amendment extended the date by which the
SSA 14 stewardship credits must be exchanged for development to November 18, 2017
("Deadline"); and
WHEREAS, on October 10,2017,by Resolution No.2017-185,the County approved,the
County approved the Third Amendment to the Agreement, which Third Amendment extended the
Deadline to November 18, 2020; and
WHEREAS, on January 25, 2020, by Resolution No. 2020-25, the County approved an
amendment to CLH & CDC SSA 15, removing 5.6± acres from the boundary, re-designating
5,253.4±acres as CLH&CDC SSA 15,removing additional land use layers,providing restoration
credits, and establishing the number of stewardship credits generated CLH & CDC SSA 15 by
amending and restating the Agreement (the Fourth Amendment) and thereby extending the
Deadline to November 18, 2023; and
WHEREAS,due to the complexity of the regulatory regime and the multiple governmental
and quasi-governmental actors involved in such approvals, the parties desire to extend the
Deadline, as more particularly set forth herein.
Page 1 of 6
(words stuck thru are deleted and words added are underlined)
NOW,THEREFORE in consideration of the above premises and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, and in further
consideration of the mutual covenants contained herein, the parties agree as follows:
1. The above recitals are true and correct and incorporated herein by reference.
2. Paragraph 8 of the amended and restated Stewardship Sending Area Credit Agreement
(CLH & CDC SSA 15) is amended to read as follows:
8. Restriction on Land Use Amendments.
Upon designation of the land described in Exhibit "A" as an SSA, the
Owner shall not seek or request, and the County shall not grant nor approve, any
increase in the density or any additional uses beyond those specified in this
Agreement. One thousand eight hundred twenty seven and six tenths (1,827.6)
acres of the lands subject to this Agreement are within a Habitat Stewardship Area
(HSA), and two thousand one hundred ninety-six (2,196.0) acres of the lands
subject to this Agreement are within a Flow-Way Stewardship Area(FSA), and one
thousand two hundred six and seven tenths (1,206.7) acres of Water Retention Area
(WRA) and twenty three and one tenth (23.1) acres of open land are depicted on
the RLSA Overlay map, officially entitled "Collier County Rural and Agricultural
Area Assessment Stewardship Overlay Map". Upon designation of these lands as
an SSA, the Owner shall neither seek nor request, and the County shall not, in
violation of Sections 4.08.06 A.2 and 3, thereafter grant or approve any expansion
or conversion of agricultural land uses.Notwithstanding any condition herein to the
contrary, this Agreement and the Stewardship easement shall terminate on
November 18, 2023 November 18, 2025 unless the CLH & CDC SSA 15
Stewardship Credits have been exchanged for the Rivergrass Village SRA, and the
Rivergrass Village SRA has received all necessary final and non-appealable local,
state and federal permits other than a plat, site development plan or building permit,
necessary to commence construction of the Rivergrass Village SRA.All affirmative
obligations and negative covenants contained in this Agreement and the
Stewardship Easement shall be null and void upon such termination without further
action from the parties hereto. Upon such termination the land shall revert to its
underlying zoning classification as of the date of the original Agreement, free and
clear of any encumbrance from the Stewardship Easement. If requested by the
Owner, Collier County shall provide a written release and termination of this
Agreement and the Stewardship Easement for recording in the public records within
fifteen (15) days of the request from the Owner. Collier County shall update the
overlay map to reflect the termination of CLH & CDC SSA 15 or any SRA.
3. Except as amended herein, the Agreement shall remain in full force and effect.
Page 2 of 6
(words stuck thru are deleted and words added are underlined)
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by
their duly authorized officers or representatives and their official seals hereto affixed the day and
year first written above.
ATTEST: BOARD OF COUNTY COMMISSIONERS
CRYSTAL K. KINZEL, CLERK COLLIERR COUNTY, FLORIDA
1�
By:
*ut,ji Clerk ttest as to Chairman's Rick LoCastro, Chairman
signature only.
Approved as to form and
Legal sufficiency:
�.I /r
Heidi Ashton-Cicko, Managing Assistant County Attorney
Signatures continue on the following pages.
Page 3 of 6
(words stuck thru are deleted and words added are underlined)
WITH S: COLLIER LAND HOLDINGS, LTD.
a Florida Limited Partnership
By: Patrick L. Utter, Vice President of
(Signature) Tarpon Blue CE Management, LLC
A Delaware limited liability company,
/t.:4-4 on Avt. it's Gene 1 Partner
(Print full name)
/- By: )—
i.../ Printed Name: -amok.ok. L. UI -teA,
Title: \ACe) A2 1,1
(Signature)
Iitus Tot oY rive Mille/,lec
(Print full name)
STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Amendment to the Stewardship Sending Area Credit Agreement was executed
before me by means of physical presence or online notarization this IQf th day of
GeRIteMW , 2023, by TAM* Len W , as VIGI?i �i ek1i- of
Tarpon Blue CE Management LLC, the general partner of Collier Land Holdings, Ltd., a Florida
limited partnership, said person being personally known to me.
"l: LAURENTAYLOR Notary Public
+?''�����= CLARKE MORALES
:i , ::i Commission#HH 261093 Name: LOUi11r�.t/1"[7AlUk wit,owes�,r%��,:air
;�„,„... Expires May 4,2026
- Certificate No.
My Commission expires:
Page 4 of 6
(words stuck thru are deleted and words added are underlined)
WITN CDC Land Investments, LLC
a Florida Limited Liability Company
By: Tarpon Blue CE Management, LLC.
(Signature) a Delaware limited liability c mpa y
fr it's anager (2
ition Coc)c
(Print full name)
Patrick L. Utter,Vice President
yauatcygif. qukto.9,r
(Signature)
liwitiovacup Cal , Mokoci eS
(Print full name)
STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Amendment to the Stewardship Sending Area Credit Agreement was executed
before me by means of V physical presence or online notarization this (0 day of
W.-W(1*W , 2023, by l/ltffiK W , as vtai W Mdevit of
Tarpon Blue CE Management LLC, the manager of CDC Land Investments, LLC, a Florida
limited liability company, said person being personally known to me.
cvok,k,„w
o ary Public
KEMORA�ES
:•�""`;" • iAURENTAYLORCLAR Name: LP.UITa,V�I�D1' NtUe5
• " Commission#HH 261093
o= Expires May 4,2026
'FoF Certificate No.
My Commission expires:
Page 5 of 6
(words,tuck thru are deleted and words added are underlined)
WITNESS: — GARGIULO, INC.
a Foreign Profit Corporation
,- ---;-„,,, 4—,
By: &Il IL! v
(Signature)
Printed ame: (a,
kA- . c- -c.=.E . ► nts t Title: 1 did
(Print full name)
(Signature)
,Tda IL( Zc t(uctq
(Print full name)
STATE OF FLORIDA
COUNTY OF COLLIER
The foregoing Amendment to the Stewardship Sending Area Credit Agreement was executed
before me by means of / physical presence or online notarization this 144hday of
Sep-Vennber , 2023, by IMlrhnel t,J,5LA I vetn, as Presider-+ /C6.0 of
Garguilo, Inc., said person being personally known to me.
oWitiltioN
G.;- NFL• :ks s , .L J. 8ILeY.U►S
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•�`` "%is o c.. _D. Collins
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si 2•2 Ali 058437
y.•
09�o�1'a°dded 1bcO ���0`•.o�' Certificate No.
,, 1q•.(silt unc ..•OQ-
My Commission expires: Q2.28.Zc
Page 6 of 6
(words stuck thru are deleted and words added are underlined)